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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): December 3, 1997
THE NATIONAL COLLEGIATE TRUST 1997-S2 (as issuer under the Indenture, dated as
of November 1, 1997, providing for the issuance of 7.24% Collateralized Student
Loan Bonds, Series 1997-S2
The National Collegiate Trust 1997-S2
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(Exact name of Issuer as specified in its charter)
Delaware 33-63616 06-6454498
(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Number) Identification Number)
c/o Delaware Trust Capital Management, Inc.
900 Market Street
Wilmington, Delaware 19801
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(Address of Principal (Zip Code)
Executive Offices)
Registrant's telephone number, including area code (302) 421-7748
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<PAGE>
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Item 5. OTHER EVENTS.
On December 3, 1997, the Issuer issued all of its 7.24%Collateralized
Student Loan Bonds, Series 1997-S2, pursuant to an Indenture, dated as of
November 1, 1997, between the Issuer and State Street Bank and Trust Company, as
Indenture Trustee (the "Indenture").
In connection with Rule 5b-3 under the Trust Indenture Act of 1939,
State Street Bank and Trust Company is qualified to act as Indenture Trustee
under the Indenture. A copy of the Form T-1 regarding such qualification
prepared by State Street Bank and Trust Company is being filed as Exhibit 1 to
this report.
<PAGE>
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the issuer has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
THE NATIONAL COLLEGIATE TRUST
1997-S1
By: DELAWARE TRUST CAPITAL
MANAGEMENT, INC., not in its
individual capacity but as Owner
Trustee
By: /s/ Richard N. Smith
Name: Richard N. Smith
Title: Vice President
Dated: December 8, 1997
<PAGE>
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EXHIBITS TABLE
Item 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(a) FINANCIAL STATEMENTS.
Not applicable.
(b) PRO FORMA FINANCIAL INFORMATION.
Not applicable.
(c) EXHIBITS
Item 601 (a) of
Exhibit Regulation S-K
Number Exhibit No. Description
1 25 Form T-1
<PAGE>
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EXHIBIT INDEX
Item 601 (a) of
Exhibit Regulation S-K
Number Exhibit No. Description
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1 25 Form T-1
<PAGE>
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EXHIBIT 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM T-1
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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)___
STATE STREET BANK AND TRUST COMPANY
(Exact name of trustee as specified in its charter)
Massachusetts 04-1867445
(Jurisdiction of incorporation or (I.R.S. Employer
organization if not a U.S. national bank) Identification No.)
225 Franklin Street, Boston, Massachusetts 02110
(Address of principal executive offices) (Zip Code)
John R. Towers, Esq. Executive Vice President and General Counsel
225 Franklin Street, Boston, Massachusetts 02110
(617) 654-3253
(Name, address and telephone number of agent for service)
The National Collegiate Trust 1997-S2
a trust acting through Delaware Trust Capital Management, Inc., as Owner Trustee
DELAWARE
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
900 MARKET STREET
WILMINGTON, DELAWARE 19801
(Address of principal executive offices) (Zip Code)
COLLATERALIZED STUDENT LOAN BONDS, SERIES 1997-S2
<PAGE>
GENERAL
ITEM 1. GENERAL INFORMATION.
FURNISH THE FOLLOWING INFORMATION AS TO THE TRUSTEE:
(A) NAME AND ADDRESS OF EACH EXAMINING OR SUPERVISORY AUTHORITY TO
WHICH IT IS SUBJECT.
Department of Banking and Insurance of The Commonwealth of
Massachusetts, 100 Cambridge Street, Boston,
Massachusetts.
Board of Governors of the Federal Reserve System,
Washington, D.C., Federal Deposit Insurance Corporation,
Washington, D.C.
(b) Whether it is authorized to exercise corporate trust
powers. Trustee is authorized to exercise corporate trust
powers.
ITEM 2. AFFILIATIONS WITH OBLIGOR.
IF THE OBLIGOR IS AN AFFILIATE OF THE TRUSTEE, DESCRIBE EACH SUCH
AFFILIATION.
The obligor is not an affiliate of the trustee or of its
parent, State Street Corporation.
(See note on page 2.)
ITEM 3. THROUGH ITEM 15. NOT APPLICABLE.
ITEM 16. LIST OF EXHIBITS.
LIST BELOW ALL EXHIBITS FILED AS PART OF THIS STATEMENT OF
ELIGIBILITY.
1. A COPY OF THE ARTICLES OF ASSOCIATION OF THE TRUSTEE AS NOW IN
EFFECT.
A copy of the Articles of Association of the trustee, as
now in effect, is on file with the Securities and Exchange
Commission as Exhibit 1 to Amendment No. 1 to the
Statement of Eligibility and Qualification of Trustee
(Form T-1 ) filed with the Registration Statement of Morse
Shoe, Inc. (File No. 22-17940) and is incorporated herein
by reference thereto.
2. A COPY OF THE CERTIFICATE OF AUTHORITY OF THE TRUSTEE TO COMMENCE
BUSINESS, IF NOT CONTAINED IN THE
ARTICLES OF ASSOCIATION.
A copy of a Statement from the Commissioner of Banks of
Massachusetts that no certificate of authority for the
trustee to commence business was necessary or issued is on
file with the Securities and Exchange Commission as
Exhibit 2 to Amendment No. 1 to the Statement of
Eligibility and Qualification of Trustee (Form T-1) filed
with the Registration Statement of Morse Shoe, Inc. (File
No. 22-17940) and is incorporated herein by reference
thereto.
3. A COPY OF THE AUTHORIZATION OF THE TRUSTEE TO EXERCISE CORPORATE
TRUST POWERS, IF SUCH AUTHORIZATION IS NOT CONTAINED IN THE DOCUMENTS
SPECIFIED IN PARAGRAPH (1) OR (2), ABOVE.
A copy of the authorization of the trustee to exercise
corporate trust powers is on file with the Securities and
Exchange Commission as Exhibit 3 to Amendment No. 1 to the
Statement of
<PAGE>
Eligibility and Qualification of Trustee (Form T-1) filed
with the Registration Statement of Morse Shoe, Inc. (File
No. 22-17940) and is incorporated herein by reference
thereto.
4. A COPY OF THE EXISTING BY-LAWS OF THE TRUSTEE, OR INSTRUMENTS
CORRESPONDING THERETO.
A copy of the by-laws of the trustee, as now in effect, is
on file with the Securities and Exchange Commission as
Exhibit 4 to the Statement of Eligibility and
Qualification of Trustee (Form T-1) filed with the
Registration Statement of Eastern Edison Company (File No.
33-37823) and is incorporated herein by reference thereto.
5. A COPY OF EACH INDENTURE REFERRED TO IN ITEM 4. IF THE OBLIGOR IS
in default.
Not applicable.
6. THE CONSENTS OF UNITED STATES INSTITUTIONAL TRUSTEES REQUIRED BY
SECTION 321(B) OF THE ACT.
The consent of the trustee required by Section 321(b) of
the Act is annexed hereto as Exhibit 6 and made a part
hereof.
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.
A copy of the latest report of condition of the trustee
published pursuant to law or the requirements of its
supervising or examining authority is annexed hereto as
Exhibit 7 and made
a part hereof.
NOTES
In answering any item of this Statement of Eligibility which relates
to matters peculiarly within the knowledge of the obligor or any underwriter for
the obligor, the trustee has relied upon information furnished to it by the
obligor and the underwriters, and the trustee disclaims responsibility for the
accuracy or completeness of such information.
The answer furnished to Item 2. of this statement will be amended, if
necessary, to reflect any facts which differ from those stated and which would
have been required to be stated if known at the date hereof.
SIGNATURE
Pursuant to the requirements of the Trust Indenture Act of
1939, as amended, the trustee, State Street Bank Trust Company, a corporation
organized and existing under the laws of The Commonwealth of
Massachusetts,
has duly caused this statement of eligibility to be signed on its behalf by the
undersigned, thereunto duly authorized, all in the City of Boston and The
Commonwealth of Massachusetts, on the 8th day of December, 1997.
STATE STREET BANK AND TRUST COMPANY
By: /s/ Karen R. Beard
------------------------
Karen R. Beard
Assistant Vice President
<PAGE>
EXHIBIT 6
CONSENT OF THE TRUSTEE
Pursuant to the requirements of Section 321(b) of the Trust
Indenture Act of 1939, as amended, in connection with the proposed issuance by
THE NATIONAL COLLEGIATE TRUST 1997-S2, ACTING THROUGH DELAWARE TRUST CAPITAL
MANAGEMENT INC. OF ITS COLLATERALIZED STUDENT LOAN BONDS, we hereby consent that
reports of examination by Federal, State, Territorial or District authorities
may be furnished by such authorities to the Securities and Exchange Commission
upon request therefor.
STATE STREET BANK AND TRUST COMPANY
By: /s/ Karen R. Beard
-------------------------
Karen R. Beard
Assistant Vice President
DATED: NOVEMBER 20, 1997
<PAGE>
EXHIBIT 7
Consolidated Report of Condition of State Street Bank and Trust Company,
Massachusetts and foreign and domestic subsidiaries, a state banking institution
organized and operating under the banking laws of this commonwealth and a member
of the Federal Reserve System, at the close of business June 30, 1997, published
in accordance with a call made by the Federal Reserve Bank of this District
pursuant to the provisions of the Federal Reserve Act and in accordance with a
call made by the Commissioner of Banks under General Laws, Chapter 172, Section
22(a).
<TABLE>
<CAPTION>
Thousands of
Dollars
ASSETS
<S> <C>
Cash and balances due from depository institutions:
Noninterest-bearing balances and currency and coin........................... 1,842,337
Interest-bearing balances.................................................... 8,771,397
Securities.............................................................................. 10,596,119
Federal Funds sold and securities purchased under agreements to resell in
domestic offices of the bank and its Edge subsidiary......................... 5,953,036
Loans and lease financing receivables:
Loans and leases, net of unearned income:.................. 5,769,090
Allowance for loan and lease losses........................ 74,031
Allocated transfer risk reserve............................ 0
Loans and leases, net of unearned income and allowances...................... 5,695,059
Assets held in trading accounts......................................................... 916,608
Premises and fixed assets............................................................... 374,999
Other real estate owned................................................................. 755
Investments in unconsolidated subsidiaries.............................................. 28,992
Customers' liability to this bank on acceptances outstanding............................ 99,209
Intangible assets....................................................................... 229,412
Other assets............................................................................ 1,589,526
Total assets............................................................................ 36,097,449
LIABILITIES
Deposits:
In domestic offices.......................................................... 11,082,135
Noninterest-bearing.................................. 8,932,019
Interest-bearing..................................... 2,150,116
In foreign offices and Edge subsidiary....................................... 13,811,677
Noninterest-bearing.................................. 112,281
Interest-bearing..................................... 13,699,396
Federal funds purchased and securities sold under agreements to repurchase
in domestic offices of the bank and its Edge subsidiary...................... 6,785,263
Demand notes issued to the U.S. Treasury and Trading Liabilities........................ 755,676
Other borrowed money.................................................................... 716,013
Subordinated notes and debentures....................................................... 0
Bank's liability on acceptances executed and outstanding................................ 99,605
Other liabilities....................................................................... 841,566
Total liabilities....................................................................... 34,091,935
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
Thousands of
Dollars
EQUITY CAPITAL
<S> <C>
Perpetual preferred stock and related surplus........................................... 0
Common stock............................................................................ 29,931
Surplus................................................................................. 437,183
Undivided profits and capital reserves/Net unrealized holding gains (losses)............ 1,542,695
Cumulative foreign currency translation adjustments..................................... (4,295)
Total equity capital.................................................................... 2,005,514
Total liabilities and equity capital.................................................... 36,097,449
</TABLE>
I, Rex S. Schuette. 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.
Rex S. Schuette
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.
David A. Spina
Marshall N. Carter
Truman S. Casner
<PAGE>
5. A COPY OF EACH INDENTURE REFERRED TO IN ITEM 4. IF THE OBLIGOR
IS IN DEFAULT.
Not applicable.
6. THE CONSENTS OF UNITED STATES INSTITUTIONAL TRUSTEES REQUIRED BY
SECTION 321(B) OF THE ACT.
The consent of the trustee required by Section 321(b) of the
Act is annexed hereto as Exhibit 6 and made a part hereof.
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.
A copy of the latest report of condition of the trustee
published pursuant to law or the requirements of its
supervising or examining authority is annexed hereto as Exhibit
7 and made a part hereof.
NOTES
In answering any item of this Statement of Eligibility which relates
to matters peculiarly within the knowledge of the obligor or any underwriter of
the obligor, the trustee has relied upon the information furnished to it by the
obligor and the underwriters, and the trustee disclaims responsibility for the
accuracy or completeness of such
information.
The answer to Item 2. of this statement will be amended, if
necessary, to reflect any facts which differ from those stated and which would
have been required to be stated if known at the date hereof.
SIGNATURE
Pursuant to the requirements of the Trust Indenture Act of 1939, as
amended, the trustee, State Street Bank and Trust Company, a corporation duly
organized and existing under the laws of The Commonwealth of Massachusetts, has
duly caused this statement of eligibility to be signed on its behalf by the
undersigned, thereunto duly authorized, all in the City of Boston and The
Commonwealth of Massachusetts, on the 8th day of December, 1997.
STATE STREET BANK AND TRUST COMPANY
By: /s/ Karen R. Beard
----------------------
Karen R. Beard
Assistant Vice President
December 8, 1997
<PAGE>
EXHIBIT 6
CONSENT OF THE TRUSTEE
Pursuant to the requirements of Section 321(b) of the Trust
Indenture Act of 1939, as amended, in connection with the proposed issuance by
The National Collegiate Trust 1997-S2, acting through Delaware Trust Capital
Management Inc. of its Collateralized Student Loan Bonds, we hereby consent that
reports of examination by Federal, State, Territorial, or District authorities
may be furnished by such authorities to the Securities and Exchange Commission
upon request therefor.
STATE STREET BANK AND TRUST COMPANY
By: /s/ Karen R. Beard
----------------------
Karen R. Beard
Assistant Vice President
DATED: DECEMBER 8, 1997
