NCT FUNDING CO LLC
8-K, 2000-05-10
FINANCE SERVICES
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<PAGE>
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  F O R M   8-K

                                 CURRENT REPORT

                     Pursuant to Section 13 or 15(d) of the
                        Securities Exchange Act of 1934


Date of Report: May 10, 2000
(Date of earliest event reported)

                         NCT Funding Company, L.L.C.
           (Exact name of registrant as specified in its charter)


                                  Delaware
               (State or other jurisdiction of incorporation)

             000-30501                          22-3634034
    (Commission File Number)          (IRS Employer Identification No.)


                              650 CIT Drive
                    Livingston, New Jersey 07039-0491
           (Address of principal executive offices and zip code)
                             (973) 740-5000
           (Registrants' telephone number, including area code)

                                   N/A
      (Former name or former address, if changed since last report)




<PAGE>

Item 7. Financial Statements and Exhibits.

(c) Exhibits.

     The following are filed herewith. The exhibit numbers correspond with
Item 601(b) of Regulation S-K.

<TABLE>
<CAPTION>
Exhibit No.              Description
- -----------              -----------
<S>                      <C>
   25                    Statement of Eligibility of Indenture Trustee
</TABLE>

                               SIGNATURE

     Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.

                                            NCT Funding Company, L.L.C.


                                            By: /s/ Glenn Votek
                                                ------------------------------
                                                Name:  Glenn Votek
                                                Title: Executive Vice President
                                                         & Treasurer

Dated: May 10, 2000










<PAGE>


                       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)

                  ---------------------------------------------
                         CIT EQUIPMENT COLLATERAL 2000-1
               (Exact name of obligor as specified in its charter)

DELAWARE                                                             APPLIED FOR
(State or other jurisdiction of                                 (I.R.S. employer
incorporation or organization)                               identification No.)

C/O ALLFIRST FINANCIAL CENTER NATIONAL ASSOCIATION
499 MITCHELL ROAD
MILLSBORO, DE                                                              19966
(Address of principal executive offices)                              (Zip Code)

                             RECEIVABLE-BACKED NOTES
                       (Title of the indenture securities)






<PAGE>


                                     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.

                                     - 2 -




<PAGE>

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 10th day of May 2000.

                                                 THE CHASE MANHATTAN BANK

                                                 By /s/ CRAIG M. KANTOR
                                                    -------------------
                                                     CRAIG M. KANTOR
                                                     VICE PRESIDENT


                                     - 3 -





<PAGE>


                              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 December 31, 1999, in
             accordance with a call made by the Federal Reserve Bank
               of this District pursuant to the provisions of the
                              Federal Reserve Act.

<TABLE>
<CAPTION>
     DOLLAR AMOUNTS
                     ASSETS                                              IN MILLIONS
<S>                                                         <C>             <C>
Cash and balances due from depository institutions:
     Noninterest-bearing balances and
     currency and coin .................................................... $  13,271
     Interest-bearing balances ............................................    30,165
Securities:  ..............................................................
Held to maturity securities................................................       724
Available for sale securities..............................................    54,770
Federal funds sold and securities purchased under
     agreements to resell .................................................    26,694
Loans and lease financing receivables:
     Loans and leases, net of unearned income                 $132,814
     Less: Allowance for loan and lease losses                   2,254
     Less: Allocated transfer risk reserve                           0
                                                              --------
     Loans and leases, net of unearned income,
     allowance, and reserve ..............................................    130,560
Trading Assets ............................................................    53,619
Premises and fixed assets (including capitalized
     leases)...............................................................     3,359
Other real estate owned....................................................        29
Investments in unconsolidated subsidiaries and
     associated companies..................................................       186
Customers' liability to this bank on acceptances
     outstanding ..........................................................       608
Intangible assets .........................................................     3,659
Other assets ..............................................................    14,554
                                                                               ------
TOTAL ASSETS ..............................................................  $332,198
                                                                            =========
</TABLE>

                                      - 4 -






<PAGE>

<TABLE>
<S>                                                           <C>           <C>
                                   LIABILITIES

Deposits
     In domestic offices ..................................................  $102,421
     Noninterest-bearing ...................................  $41,580
     Interest-bearing ......................................   60,841
     In foreign offices, Edge and Agreement
     subsidiaries and IBF's ...............................................   108,233
Noninterest-bearing ........................................  $  6,061
     Interest-bearing ......................................   102,172

Federal funds purchased and securities sold under agreeents
     to repurchase ........................................................    47,425
Demand notes issued to the U.S. Treasury ..................................       100
Trading liabilities .......................................................    33,626
Other borrowed money (includes mortgage indebtedness
     and obligations under capitalized leases):
     With a remaining maturity of one year or less ........................     3,964
     With a remaining maturity of more than one year
            through three years............................................        14
     With a remaining maturity of more than three years....................        99
Bank's liability on acceptances executed and outstanding...................       608
Subordinated notes and debentures .........................................     5,430
Other liabilities .........................................................    11,886

TOTAL LIABILITIES .........................................................   313,806

                                 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 ....................................     7,376
Net unrealized holding gains (losses)
on available-for-sale securities ..........................................    (1,277)
Accumulated net gains (losses) on cash flow hedges.........................         0
Cumulative foreign currency translation adjustments .......................        16
TOTAL EQUITY CAPITAL ......................................................    18,392
                                                                             --------
TOTAL LIABILITIES AND EQUITY CAPITAL ......................................  $332,198
                                                                             ========
</TABLE>


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 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 appropriate Federal regulatory authority and is true and correct.

                                    WILLIAM B. HARRISON, JR.    )
                                    HELENE L. KAPLAN            ) DIRECTORS
                                    HENRY B. SCHACHT            )



                                     - 5 -




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