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___________________________________________________________________
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
_________________________
FORM T-1
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) ________
________________________________________
THE CHASE MANHATTAN BANK
(Exact name of trustee as specified in its charter)
NEW YORK 13-4994650
(State of incorporation (I.R.S. employer
if not a national bank) identification No.)
270 PARK AVENUE
NEW YORK, NEW YORK 10017
(Address of principal executive offices) (Zip Code)
William H. McDavid
General Counsel
270 Park Avenue
New York, New York 10017
Tel: (212) 270-2611
(Name, address and telephone number of agent for service)
____________________________________________
SOLUTIA INC.
(Exact name of obligor as specified in its charter)
DELAWARE 43-1781797
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification No.)
575 MARYVILLE CENTRE DRIVE,
P.O. BOX 66760
ST. LOUIS, MISSOURI 63166-6760
(Address of principal executive offices) (Zip Code)
____________________________________________
DEBT SECURITIES
(Title of the indenture securities)
___________________________________________________________________
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GENERAL
Item 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.
New York State Banking Department, State House, Albany,
New York 12110.
Board of Governors of the Federal Reserve System,
Washington, D.C. 20551
Federal Reserve Bank of New York, District No. 2, 33 Liberty
Street, New York, N.Y.
Federal Deposit Insurance Corporation, Washington, D.C.
20429.
(b) Whether it is authorized to exercise corporate trust powers.
Yes.
Item 2. Affiliations with the Obligor.
If the obligor is an affiliate of the trustee, describe each such
affiliation.
None.
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Item 16. List of Exhibits
List below all exhibits filed as a part of this Statement of
Eligibility.
1. A copy of the Articles of Association of the Trustee as now
in effect, including the Organization Certificate and the Certificates
of Amendment dated February 17, 1969, August 31, 1977, December 31,
1980, September 9, 1982, February 28, 1985, December 2, 1991 and
July 10, 1996 (see Exhibit 1 to Form T-1 filed in connection with
Registration Statement No. 333-06249, which is incorporated by
reference).
2. A copy of the Certificate of Authority of the Trustee to
Commence Business (see Exhibit 2 to Form T-1 filed in connection with
Registration Statement No. 33-50010, which is incorporated by reference.
On July 14, 1996, in connection with the merger of Chemical Bank and The
Chase Manhattan Bank (National Association), Chemical Bank, the
surviving corporation, was renamed The Chase Manhattan Bank).
3. None, authorization to exercise corporate trust powers
being contained in the documents identified above as Exhibits 1 and 2.
4. A copy of the existing By-Laws of the Trustee (see
Exhibit 4 to Form T-1 filed in connection with Registration Statement
No. 333-06249, which is incorporated by reference).
5. Not applicable.
6. The consent of the Trustee required by Section 321(b) of
the Act (see Exhibit 6 to Form T-1 filed in connection with Registration
Statement No. 33-50010, which is incorporated by reference. On July 14,
1996, in connection with the merger of Chemical Bank and The Chase
Manhattan Bank (National Association), Chemical Bank, the surviving
corporation, was renamed The Chase Manhattan Bank).
7. A copy of the latest report of condition of the Trustee,
published pursuant to law or the requirements of its supervising or
examining authority.
8. Not applicable.
9. Not applicable.
SIGNATURE
Pursuant to the requirements of the Trust Indenture Act of 1939
the Trustee, The Chase Manhattan Bank, 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 13TH day of SEPTEMBER, 2000.
THE CHASE MANHATTAN BANK
By /s/ Joanne Adamis
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Joanne Adamis
Vice President
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Exhibit 7 to Form T-1
Bank Call Notice
RESERVE DISTRICT NO. 2
CONSOLIDATED REPORT OF CONDITION OF
The Chase Manhattan Bank
of 270 Park Avenue, New York, New York 10017
and Foreign and Domestic Subsidiaries,
a member of the Federal Reserve System,
at the close of business June 30, 2000, in
accordance with a call made by the Federal Reserve Bank of this
District pursuant to the provisions of the Federal Reserve Act.
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DOLLAR AMOUNTS
ASSETS IN MILLIONS
<S> <C> <C>
Cash and balances due from depository institutions:
Noninterest-bearing balances and
currency and coin $ 15,412
Interest-bearing balances 4,593
Securities:
Held to maturity securities 613
Available for sale securities 57,372
Federal funds sold and securities purchased under
agreements to resell 29,490
Loans and lease financing receivables:
Loans and leases, net of unearned income $142,368
Less: Allowance for loan and lease losses 2,227
Less: Allocated transfer risk reserve 0
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Loans and leases, net of unearned income,
allowance, and reserve 140,141
Trading Assets 48,079
Premises and fixed assets (including capitalized
leases) 3,447
Other real estate owned 27
Investments in unconsolidated subsidiaries and
associated companies 259
Customers' liability to this bank on acceptances
outstanding 676
Intangible assets 3,994
Other assets 16,373
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TOTAL ASSETS $320,476
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<CAPTION>
LIABILITIES
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Deposits
In domestic offices $103,433
Noninterest-bearing $42,054
Interest-bearing 61,379
In foreign offices, Edge and Agreement
subsidiaries and IBF's 92,486
Noninterest-bearing $ 5,683
Interest-bearing 86,803
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Federal funds purchased and securities sold under agree-
ments to repurchase 49,016
Demand notes issued to the U.S. Treasury 750
Trading liabilities 32,878
Other borrowed money (includes mortgage indebtedness
and obligations under capitalized leases):
With a remaining maturity of one year or less 4,298
With a remaining maturity of more than one year
through three years 0
With a remaining maturity of more than three years 97
Bank's liability on acceptances executed and outstanding 676
Subordinated notes and debentures 5,430
Other liabilities 12,129
TOTAL LIABILITIES 301,193
EQUITY CAPITAL
Perpetual preferred stock and related surplus 0
Common stock 1,211
Surplus (exclude all surplus related to preferred stock) 11,066
Undivided profits and capital reserves 8,165
Net unrealized holding gains (losses)
on available-for-sale securities (1,175)
Accumulated net gains (losses) on cash flow hedges 0
Cumulative foreign currency translation adjustments 16
TOTAL EQUITY CAPITAL 19,283
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TOTAL LIABILITIES AND EQUITY CAPITAL $320,476
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I, Joseph L. Sclafani, E.V.P. & Controller of the above-named
bank, do hereby declare that this Report of Condition has
been prepared in conformance with the instructions issued
by the appropriate Federal regulatory authority and is true
to the best of my knowledge and belief.
JOSEPH L. SCLAFANI
We, the undersigned directors, attest to the correctness
of the Report of Condition (including the supporting
schedules) for this report date 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 in-
structions issued by the appropriate Federal regulatory
authority and is true and correct.
WILLIAM B. HARRISON, JR. )
JOHN R. STAFFORD )DIRECTORS
M. ANTHONY BURNS )
