EXHIBIT 25.1
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) _________
U.S. BANK TRUST NATIONAL ASSOCIATION
(Exact name of trustee as specified in its charter)
13-3781471
(I.R.S. Employer
Identification No.)
100 Wall Street, New York, NY 10005
(Address of principal executive offices) (Zip Code)
For information, contact:
Thomas J. Kelly, President
U.S. Bank Trust National Association
100 Wall Street, 16th Floor
New York, NY 10005
Telephone: (212) 361-2506
NORFOLK SOUTHERN CORPORATION
(Exact name of obligor as specified in its charter)
Virginia 52-1188014
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
Three Commercial Place
Norfolk, Virginia 23510-2191
(Address of principal executive offices) (Zip Code)
DEBT SECURITIES
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.
Name Address
Comptroller of the Currency Washington, D. C.
(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.
Item 16. List of Exhibits.
Exhibit 1. Articles of Association of U.S. Bank Trust National
Association, incorporated herein by reference to Exhibit
1 of Form T-1, Registration No. 333-51961.
Exhibit 2. Certificate of Authority to Commence Business for
First Trust of New York, National Association, now known
as U.S. Bank Trust National Association, incorporated
herein by reference to Exhibit 2 of Form T-1,
Registration No. 33-83774.
Exhibit 3. Authorization to exercise corporate trust powers for
U.S. Bank Trust National Association, incorporated herein
by reference to Exhibit 3 of Form T-1, Registration No.
333-51961.
Exhibit 4. By-Laws of U.S. Bank Trust National Association,
incorporated herein by reference to Exhibit 4 of Form
T-1, Registration No. 333-51961.
Exhibit 5. Not applicable.
Exhibit 6. Consent of First Trust of New York, National
Association, now known as U.S. Bank Trust National
Association, required by Section 321(b) of the Act,
incorporated herein by reference to Exhibit 6 of Form
T-1, Registration No. 33-83774.
Exhibit 7. Report of Condition of U.S. Bank Trust National
Association, as of the close of business on June 30,
2000, published pursuant to law or the requirements of
its supervising or examining authority.
Exhibit 8. Not applicable.
Exhibit 9. Not applicable.
SIGNATURE
Pursuant to the requirements of the Trust Indenture Act of 1939,
as amended, the trustee, U.S. Bank Trust National Association, a national
banking association organized and existing under the laws of the United
States, 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 22 day of September, 2000.
U.S. BANK TRUST NATIONAL ASSOCIATION
By: /s/ Patrick J. Crowley
--------------------------------------------
Patrick J. Crowley
Vice President
Exhibit 7
U.S. Bank Trust National Association
Statement of Financial Condition
As of 6/30/2000
($000's)
Assets
Cash and Due From Depository Institutions $ 53,918
Federal Reserve Stock 3,337
Fixed Assets 382
Intangible Assets 58,689
Other Assets 8,441
--------
Total Assets $124,767
========
Liabilities
Other Liabilities 11,584
--------
Total Liabilities 11,584
Equity
Common and Preferred Stock 1,000
Surplus 120,932
Undivided Profits (8,749)
--------
Total Equity Capital 113,183
Total Liabilities and Equity Capital $124,767
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To the best of the undersigned's determination, as of this date the above
financial information is true and correct.
U.S. Bank Trust National Association
By: /s/ Patrick J. Crowley
---------------------------------------
Vice President
Date: September 22, 2000
