= = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = =
FORM T-1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF ELIGIBILITY
UNDER THE TRUST INDENTURE ACT OF 1939 OF A
CORPORATION DESIGNATED TO ACT AS TRUSTEE
CHECK IF AN APPLICATION TO DETERMINE
ELIGIBILITY OF A TRUSTEE PURSUANT TO
SECTION 305(b)(2) |X|
---------------------------
THE BANK OF NEW YORK
(Exact name of trustee as specified in its charter)
New York 13-5160382
(State of incorporation (I.R.S. employer
if not a U.S. national bank) identification no.)
One Wall Street, New York, N.Y. 10286
(Address of principal executive offices) (Zip code)
---------------------------
RAYTHEON COMPANY
(Exact name of obligor as specified in its charter)
Delaware 95-1778500
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
141 Spring Street
Lexington, Massachusetts 02421
(Address of principal executive offices) (Zip code)
---------------------------
Debt Securities
(Title of the indenture securities)
= = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = =
1. GENERAL INFORMATION. FURNISH THE FOLLOWING INFORMATION AS TO THE
TRUSTEE:
(A) NAME AND ADDRESS OF EACH EXAMINING OR SUPERVISING AUTHORITY TO
WHICH IT IS SUBJECT.
--------------------------------------------------------------------------------
Name Address
--------------------------------------------------------------------------------
Superintendent of Banks of the 2 Rector Street, New York,
State of New York N.Y. 10006, and Albany, N.Y.
12203
Federal Reserve Bank of New York 33 Liberty Plaza, New York,
N.Y. 10045
Federal Deposit Insurance Washington, D.C. 20429
Corporation
New York Clearing House New York, New York 10005
Association
(B) WHETHER IT IS AUTHORIZED TO EXERCISE CORPORATE TRUST POWERS.
Yes.
2. AFFILIATIONS WITH OBLIGOR.
IF THE OBLIGOR IS AN AFFILIATE OF THE TRUSTEE, DESCRIBE EACH SUCH
AFFILIATION.
None.
16. LIST OF EXHIBITS.
EXHIBITS IDENTIFIED IN PARENTHESES BELOW, ON FILE WITH THE COMMISSION, ARE
INCORPORATED HEREIN BY REFERENCE AS AN EXHIBIT HERETO, PURSUANT TO RULE
7A-29 UNDER THE TRUST INDENTURE ACT OF 1939 (THE "ACT") AND 17 C.F.R.
229.10(D).
1. A copy of the Organization Certificate of The Bank of New York
(formerly Irving Trust Company) as now in effect, which contains
the authority to commence business and a grant of powers to
exercise corporate trust powers. (Exhibit 1 to Amendment No. 1
to Form T-1 filed with Registration Statement No. 33-6215,
Exhibits 1a and 1b to Form T-1 filed with Registration Statement
No. 33-21672 and Exhibit 1 to Form T-1 filed with Registration
Statement No. 33-29637.)
4. A copy of the existing By-laws of the Trustee. (Exhibit 4 to
Form T-1 filed with Registration Statement No. 33-31019.)
6. The consent of the Trustee required by Section 321(b) of the
Act.
-2-
7. A copy of the latest report of condition of the Trustee published
pursuant to law or to the requirements of its supervising or
examining authority.
-3-
SIGNATURE
Pursuant to the requirements of the Act, the Trustee, The Bank of New
York, a corporation organized and existing under the laws of the State of New
York, has duly caused this statement of eligibility to be signed on its behalf
by the undersigned, thereunto duly authorized, all in The City of New York, and
State of New York, on the 1st day of May, 2001.
THE BANK OF NEW YORK
By: /s/ MARY LAGUMINA
-----------------------------------
Name: MARY LAGUMINA
Title: VICE PRESIDENT
-4-
Exhibit 6
CONSENT OF TRUSTEE
Pursuant to the requirements of Section 321(b) of the Trust Indenture Act
of 1939 in connection with the proposed issue of RAYTHEON COMPANY Debt
Securities, we hereby consent that reports of examinations by Federal, State,
Territorial, or District authorities may be furnished by such authorities to the
Securities and Exchange Commission upon request therefor.
THE BANK OF NEW YORK
By: /s/ Kisha Holder
---------------------
Dated: May 9, 2001
Exhibit 7
--------------------------------------------------------------------------------
Consolidated Report of Condition of
THE BANK OF NEW YORK
of One Wall Street, New York, N.Y. 10286
And Foreign and Domestic Subsidiaries,
a member of the Federal Reserve System, at the close of business December 31,
2000, published in accordance with a call made by the Federal Reserve Bank of
this District pursuant to the provisions of the Federal Reserve Act.
Dollar Amounts
ASSETS In Thousands
Cash and balances due from depository
institutions:
Noninterest-bearing balances and
currency and coin.................. $3,083,720
Interest-bearing balances........... 4,949,333
Securities:
Held-to-maturity securities......... 740,315
Available-for-sale securities....... 5,328,981
Federal funds sold and Securities
purchased under agreements to resell 5,695,708
Loans and lease financing receivables:
Loans and leases, net of unearned
income...............36,590,456
LESS: Allowance for loan and
lease losses............598,536
LESS: Allocated transfer risk
reserve........................12,575
Loans and leases, net of unearned
income, allowance, and reserve..... 35,979,345
Trading Assets........................ 11,912,448
Premises and fixed assets (including
capitalized leases)................. 763,241
Other real estate owned............... 2,925
Investments in unconsolidated
subsidiaries and associated
companies........................... 183,836
Customers' liability to this bank on
acceptances outstanding............. 424,303
Intangible assets..................... 1,378,477
Other assets.......................... 3,823,797
Total assets.......................... -----------
$74,266,429
===========
LIABILITIES
Deposits:
In domestic offices................. $28,328,548
Noninterest-bearing.......12,637,384
Interest-bearing..........15,691,164
In foreign offices, Edge and
Agreement subsidiaries, and IBFs... 27,920,690
Noninterest-bearing..........470,130
Interest-bearing..........27,450,560
Federal funds purchased and
Securities sold under agreements to
repurchase.......................... 1,437,916
Demand notes issued to the
U.S.Treasury........................ 100,000
Trading liabilities................... 2,049,818
Other borrowed money:
With remaining maturity of one year
or less............................ 1,279,125
With remaining maturity of more
than one year through three years.. 0
With remaining maturity of more
than three years................... 31,080
Bank's liability on acceptances
executed and outstanding............ 427,110
Subordinated notes and debentures..... 1,646,000
Other liabilities..................... 4,604,478
Total liabilities..................... -----------
$67,824,765
===========
EQUITY CAPITAL
Common stock.......................... 1,135,285
Surplus............................... 1,008,775
Undivided profits and capital reserves 4,308,492
Net unrealized holding gains (losses)
on available-for-sale securities.... 27,768
Accumulated net gains (losses) on
cash flow hedges 0
Cumulative foreign currency
translation adjustments............. ( 38,656)
-----------
Total equity capital.................. 6,441,664
-----------
Total liabilities and equity capital.. $74,266,429
===========
I, Thomas J. Mastro, Senior Vice President and Comptroller of the
above-named bank do hereby declare that this Report of Condition has been
prepared in conformance with the instructions issued by the Board of Governors
of the Federal Reserve System and is true to the best of my knowledge and
belief.
Thomas J. Mastro
We, the undersigned directors, attest to the correctness of this Report of
Condition and declare that it has been examined by us and to the best of our
knowledge and belief has been prepared in conformance with the instructions
issued by the Board of Governors of the Federal Reserve System and is true and
correct.
_
Thomas A. Renyi |
Alan R. Griffith | Directors
Gerald L. Hassell _|
--------------------------------------------------------------------------------