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EXHIBIT 25.1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM T-1
STATEMENT OF ELIGIBILITY UNDER THE
TRUST INDENTURE ACT OF 1939 OF A CORPORATION
DESIGNATED TO ACT AS TRUSTEE
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CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE
PURSUANT TO SECTION 305(b)(2) (3)___(3)
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THE BANK OF NEW YORK
(Exact name of trustee as specified in its charter)
13-5160382
(I.R.S. employer identification no.)
48 WALL STREET, NEW YORK, NEW YORK 10286
(Address of principal executive offices) (Zip Code)
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THE BANK OF NEW YORK
10161 CENTURION PARKWAY
HIGHWOODS CENTER, 2ND FLOOR
JACKSONVILLE, FLORIDA 32256
ATTN: MS. SANDRA CARREKER
(904) 998-4700
(Name, address and telephone number of agent for service)
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SYNOVUS FINANCIAL CORP.
(Exact name of obligor as specified in its charter)
GEORGIA 58-1134883
State or other jurisdiction of (IRS employer
incorporation or organization identification no.)
SYNOVUS FINANCIAL CORP.
ONE ARSENAL PLACE, SUITE 301
901 FRONT AVENUE
COLUMBUS, GEORGIA 31901
(706) 644-1930
(Address and telephone number of principal executive offices)
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__% SENIOR NOTES DUE 2005
(Title of the indenture securities)
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1. General Information.
Furnish the following information as to the trustee--
Name and address of each examining or supervising authority to
which it is subject.
SUPERINTENDENT OF BANKS OF THE STATE OF NEW YORK
2 RECTOR STREET
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 CORPORATION
WASHINGTON, D.C. 20429
NEW YORK CLEARING HOUSE ASSOCIATION
NEW YORK, N.Y.
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. (SEE NOTE ON PAGE 4.)
3-15 Not Applicable
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 Rule
24 of the Commission's Rules of Practice.
(1) A copy of the Organization Certificate of the Bank of New York
(formerly Irving Trust Company) as now in effect,
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which contains the authority to commence business and a grant of powers
to exercise corporate trust powers. (Exhibit 1 to Amendment 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. (Exhibit 6 to Form T-1 filed with Registration No. 33-44051.)
(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.
NOTE
Inasmuch as this Form T-1 is filed prior to the ascertainment by the Trustee of
all facts on which to base a responsive answer to Item 2, the answer to said
Item is based on incomplete information.
Item 2 may, however, be considered as correct unless amended by an amendment to
this Form T-1.
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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 Jacksonville
and the State of Florida, on the 7th day of November, 2000.
THE BANK OF NEW YORK
By:
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Derek Kettel, Agent
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EXHIBIT 6 TO FORM T-1
CONSENT OF TRUSTEE
Pursuant to the requirements of Section 321(b) of the Trust Indenture
Act of 1939, in connection with the proposed issuance of Synovus Financial Corp.
Debt Securities, The Bank of New York hereby consents 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:
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Derek Kettel, Agent
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EXHIBIT 6 TO FORM T-1
CONSENT OF TRUSTEE
Pursuant to the requirements of Section 321(b) of the Trust Indenture
Act of 1939, in connection with the proposed issuance of Synovus Financial Corp.
Debt Securities, The Bank of New York hereby consents 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/ Derek Kettel
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Derek Kettel, Agent
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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 Jacksonville
and the State of Florida, on the 7th day of November, 2000.
THE BANK OF NEW YORK
By: /S/ Derek Kettel
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Derek Kettel, Agent
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EXHIBIT 7 TO FORM T-1
Consolidated Report of Condition of
THE BANK OF NEW YORK
of 48 Wall Street, New York, N.Y. 10286
And Foreign and Domestic Subsidiaries, a member of the Federal Reserve
System, at the close of business June 30, 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.
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Dollar Amounts
in Thousands
ASSETS
Cash and balances due from
depository institutions:
Noninterest-bearing balances
and currency and coin ............................................... $ 4,133,121
Interest-bearing balances ............................................. 4,153,905
Securities:
Held-to-maturity securities ........................................... 908,946
Available-for-sale securities ......................................... 4,889,160
Federal funds sold and securities
purchased under agreements to resell .................................. 4,471,741
Loans and lease financing receivables:
Loans and leases,
net of unearned income .................... 38,423,509
LESS: Allowance for loan and
lease losses .............................. 590,846
LESS: Allocated transfer
risk reserve .............................. 12,596
Loans and leases, net of unearned
income and allowance and reserve .......... 37,820,067
Assets held in trading accounts ............................................ 11,028,326
Premises and fixed assets (including
capitalized leases) ................................................... 722,622
Other real estate owned .................................................... 6,351
Investments in unconsolidated
subsidiaries and associated
companies ............................................................. 166,189
Customers' liability to this bank
on acceptances outstanding ............................................ 1,154,448
Intangible assets .......................................................... 1,338,942
Other assets ............................................................... 3,392,303
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Total assets ............................................................... $ 74,186,121
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LIABILITIES
Deposits:
In domestic offices ................................................... $ 28,759,739
</TABLE>
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<TABLE>
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Noninterest-bearing ......................... 12,991,192
Interest-bearing ............................ 15,768,547
In foreign offices, Edge and
Agreement subsidiaries, and IBFs ................................... 26,421,204
Noninterest-bearing ......................... 550,232
Interest-bearing ............................ 25,870,972
Federal funds purchased and securities
sold under agreements to repurchase
in domestic offices of the bank and
of its Edge and Agreement
subsidiaries, and in IBFs:
Federal funds purchased .............................................. 1,619,310
Demand notes issued to the
U.S. Treasury ........................................................ 100,000
Trading liabilities ....................................................... 2,337,972
Other borrowed money:
With remaining maturity of one year
or less ............................................................ 1,754,237
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 ........................................... 1,155,970
Subordinated notes and debentures ......................................... 1,652,000
Other liabilities ......................................................... 4,169,081
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Total liabilities ........................................................ 68,000,593
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EQUITY CAPITAL
Common stock ............................................................. 1,135,284
Surplus .................................................................. 956,428
Undivided profits and capital
reserves .......................................................... 4,156,469
Net unrealized holding gains (losses)
on available-for-sale securities .................................. (33,142)
Cumulative foreign currency
translation adjustments ........................................... (29,511)
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Total equity capital ..................................................... 6,185,528
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Total liabilities and equity capital ..................................... $ 74,186,121
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</TABLE>
I, Thomas J. Masiro, 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. Masiro
We, the undersigned directors, attest to the correctness of this Report
of Condition and declare that it has been examined by
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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 )
Gerald L. Hassell ) Directors
Allen R. Griffith )
