1933 ACT FILE NO.
333-27181
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
____________________
FORM T-1
Statement of Eligibility and Qualification 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]
____________________
FIRST TRUST OF CALIFORNIA, NATIONAL ASSOCIATION
(Exact name of trustee as specified in its charter)
United States 94-3160100
(State of Incorporation) (IRS Employer Identification No.)
550 South Hope Street, Suite 500
Los Angeles, California 90071
(Address of principal executive offices and zip code)
____________________
IRVINE APARTMENT COMMUNITIES, L.P.
(Exact name of obligor as specified in its charter)
Delaware
(State or other jurisdiction of Incorporation or organization)
33-0587829
(IRS Employer Identification No.)
550 NEWPORT CENTER DRIVE, SUITE 300
NEWPORT BEACH, CA
92660
(Address of principal executive offices and Zip code)
Ingrid Soderholm
First Trust of California, National Association
550 S. Hope Street, Suite 500
Los Angeles, CA 90071
(213) 533-8755
(Name, Address and Telephone Number of Agent for Service)
DEBT SECURITIES
(all securities to be issued under indenture)
(Title of the indenture securities)
GENERAL
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.
Comptroller of the Currency
Washington DC
(b) Whether it is authorized to exercise corporate trust powers.
Yes
2. AFFILIATIONS WITH OBLIGOR AND UNDERWRITERS If the obligor or any
underwriter for the obligor is an affiliate of the trustee, describe
each such affiliation.
None
See Note following Item 16.
Items 3-15 are not applicable because to the best of the Trustee's
knowledge the obligor is not in default under any Indenture for which
the Trustee acts as Trustee.
16. LIST OF EXHIBITS List below all exhibits filed as a part of this
statement of eligibility and qualification.
Exhibit 1 - Articles of Association of First Trust of California,
National Association dated June 5, 1992. Incorporated herein by
reference to Exhibit 1 filed with Form T-1 statement, Registration No.
33-50826
Exhibit 2 - Certificate of the Comptroller of Currency as to authority
of First Trust of California, National Association to commence the
business of banking. Incorporated herein by reference to Exhibit 2
filed with Form T-1 Statement, Registration No.33-50826
Exhibit 3 - Authorization of the Comptroller of Currency granting First
Trust of California, National Association, the right to exercise
corporate trust powers. Incorporated herein by reference to Exhibit 3
filed with Form T-1 Statement, Registration No.33-50826
Exhibit 4 - By-Laws of First Trust of California, National Association,
dated June 15, 1992. Incorporated herein by reference to Exhibit 4
filed with Form T-1 Statement, Registration No.33-50826
Exhibit 5 - Not Applicable
Exhibit 6 - Consent of First Trust of California, National Association
required by Section 321(b) of the Act.
Exhibit 7 - Report of Condition of First Trust of California, National
Association, as of the close of business on March 31, 1997 published
pursuant to law or the requirements of its supervising or examining
authority.
NOTE
The answers to this statement insofar as such answers relate to what
persons have been underwriters for any securities of the obligor within
three years prior to the date of filing this statement, or what persons are
owners of 10% or more of the voting securities of the obligor, or
affiliates, are based upon information furnished to the trustee by the
obligor. While the trustee has no reason to doubt the accuracy of any such
information, it cannot accept any responsibility therefor.
SIGNATURE
Pursuant to the requirements of the Trust Indenture Act of 1939, the
Trustee, First Trust of California, National Association, an Association
organized and existing under the laws of the United States, has duly caused
this statement of eligibility and qualification to be signed on its behalf
by the undersigned, thereunto duly authorized, and its seal to be hereunto
affixed and attested, all in the City of Los Angeles and State of
California on the 6th day of August, 1997.
FIRST TRUST OF CALIFORNIA, NATIONAL
ASSOCIATION
By: Ingrid Soderholm
------------------
Ingrid Soderholm
Trust Officer
Attest: Linda Verstuyft
-----------------
Linda Verstuyft
Vice President
EXHIBIT 6
C O N S E N T
In accordance with Section 321(b) of the Trust Indenture Act of 1939, the
undersigned, FIRST TRUST OF CALIFORNIA, NATIONAL ASSOCIATION, hereby
consents that reports of examination of the undersigned by Federal, State,
Territorial or District authorities may be furnished by such authorities to
the Securities and Exchange Commission upon its request therefor.
Dated: July 31, 1997
FIRST TRUST OF CALIFORNIA,
NATIONAL ASSOCIATION
By Ingrid Soderholm
-----------------
Ingrid Soderholm
Trust Officer
EXHIBIT 7
First Trust of California, National Association
Statement of Financial Condition
As of 3/31/97
($000's)
Assets:
Cash and Balances Due From Depository Institutions: 44,400
Federal Reserve Stock: 5,022
Fixed Assets: 820
Intangible Assets: 79,356
Other Assets: 6,788
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Total Assets: 136,386
-------
Liabilities:
Other Liabilities: 9,210
-------
Total Liabilities: 9,210
-------
Equity:
Common and Preferred Stock: 1,000
Surplus: 126,260
Undivided Profits and Capital Reserve: ( 80)
Net Unrealized Holding Gains on Available-For-Sale Securities: ( 4)
-------
Total Equity Capital: 127,176
-------
Total Liabilites and Equity Capital: 136,386
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____________________________________________________________________________
To the best of the undersigned's determination, as of this date the above
financial information is true and correct.
First Trust of California, National Assoication
By: Ingrid Soderholm
-------------------
Trust Officer
