PACIFIC ENTERPRISES INC
S-3, EX-25.1, 2000-12-29
NATURAL GAS DISTRIBUTION
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<PAGE>

                      SECURITIES AND EXCHANGE COMMISSION
                             Washington, DC 20549
                             --------------------

                                   FORM T-1

             Statement of Eligibility and Qualification under the
                 Trust Indenture Act of 1939 of a Corporation
                         Designated to Act as Trustee
                             --------------------

                     U.S. Bank Trust National Association

              (Exact name of trustee as specified in its charter)

        United States                                 94-3160100

   (State of Incorporation)               (IRS Employer Identification No.)

                       550 South Hope Street, Suite 500
                         Los Angeles, California 90071

             (Address of principal executive offices and zip code)

                             --------------------

                              Pacific Enterprises

              (Exact name of obligor as specified in its charter)

                                  California

        (State or other jurisdiction of Incorporation or organization)

                                  94-0743670
                       (IRS Employer Identification No.)

                               555 W. 5th Street
                             Los Angeles, CA 90013

             (Address of principal executive offices and Zip code)

        (Names, addresses and telephone numbers of agents for service)

                              ___% Notes due ___

                      (Title of the indenture securities)
<PAGE>

                                    GENERAL
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.

          Comptroller of the Currency
          Washington DC

     (b)  Whether it is authorized to exercise corporate trust powers.

          Yes

2.   AFFILIATIONS WITH OBLIGOR AND UNDERWRITERS If the obligor or any
     ------------------------------------------
     underwriter for the obligor is an affiliate of the trustee, describe each
     such affiliation.

     None

     See Note following Item 16.

     Items 3-15 are not applicable because to the best of the Trustee's
     ------------------------------------------------------------------
     knowledge the obligor is not in default under any Indenture for which the
     -------------------------------------------------------------------------
     Trustee acts as Trustee.
     -----------------------

16.  LIST OF EXHIBITS List below all exhibits filed as a part of this statement
     ----------------
     of eligibility and qualification.

     Exhibit 1 -Articles of Association of U.S. Bank Trust National Association
          dated June 5, 1992. Incorporated herein by reference to Exhibit 1
          filed with Form T-1 statement, Registration No. 33-50826

     Exhibit 2 -Certificate of the Comptroller of Currency as to authority of
          U.S. Bank Trust National Association to commence the business of
          banking. Incorporated herein by reference to Exhibit 2 filed with Form
          T-1 Statement, Registration No.33-50826

     Exhibit 3 -Authorization of the Comptroller of Currency granting U.S. Bank
          Trust National Association the right to exercise corporate trust
          powers. Incorporated herein by reference to Exhibit 3 filed with Form
          T-1 Statement, Registration No.33-50826

     Exhibit 4 -By-Laws of U.S. Bank Trust National Association, dated June 15,
          1992. Incorporated herein by reference to Exhibit 4 filed with Form
          T-1 Statement, Registration No.33-50826

     Exhibit 5 - Not Applicable

     Exhibit 6 -Consent of U.S. Bank Trust National Association required by
          Section 321(b) of the Act. Incorporated herein by reference to Exhibit
          6 filed with Form T-1 Statement, Registration No.33-50826
<PAGE>

     Exhibit 7 -Report of Condition of U.S. Bank Trust National Association, as
          of the close of business on September 30, 2000 published pursuant to
          law or the requirements of its supervising or examining authority.

                                     NOTE

The answers to this statement insofar as such answers relate to what persons
have been underwriters for any securities of the obligor within three years
prior to the date of filing this statement, or what persons are owners of 10% or
more of the voting securities of the obligor, or affiliates, are based upon
information furnished to the trustee by the obligor. While the trustee has no
reason to doubt the accuracy of any such information, it cannot accept any
responsibility therefor.

                                   SIGNATURE

Pursuant to the requirements of the Trust Indenture Act of 1939, the Trustee,
U.S. Bank Trust National Association, an Association organized and existing
under the laws of the United States, has duly caused this statement of
eligibility and qualification to be signed on its behalf by the undersigned,
thereunto duly authorized, and its seal to be hereunto affixed and attested, all
in the City of Los Angeles and State of California on the 22nd day of December
2000.

                                            U.S. BANK TRUST NATIONAL ASSOCIATION

                                        By: /s/ Gonzalo Urey
                                            ------------------------------------
                                                   Gonzalo Urey
                                                Assistant Vice President

Attest: /s/ Tamara Mawn
        ----------------
         Tamara Mawn
         Vice President
<PAGE>

  EXHIBIT 6

                                    CONSENT
In accordance with Section 321(b) of the Trust Indenture Act of 1939, the
undersigned, U.S. Bank Trust National Association, hereby consents that reports
of examination of the undersigned by Federal, State, Territorial or District
authorities may be furnished by such authorities to the Securities and Exchange
Commission upon its request therefor.

Dated:    December 22, 2000
                                           U.S. BANK TRUST NATIONAL ASSOCIATION

                                           By: /s/ Gonzalo Urey
                                               ----------------
                                               Gonzalo Urey
                                               Assistant Vice President
<PAGE>

                     U.S. Bank Trust National Association
                       Statement of Financial Condition
                                As of 09/30/00

                                   ($000's)

Assets:
         Cash and Balances Due From Depository Institutions:              75,439
         Federal Reserve Stock:                                            5,471
         Fixed Assets:                                                       807
         Intangible Assets:                                               56,567
         Other Assets:                                                     9,972
                                                                       ---------
                           Total Assets:                                 148,256
                                                                       ---------

Liabilities:
         Other Liabilities:                                                6,935
                                                                       ---------
                           Total Liabilities:                              6,935
                                                                       ---------

Equity:
         Common and Preferred Stock:                                       1,000
         Surplus:                                                        126,260
         Undivided Profits and Capital Reserve:                           14,060
         Net unrealized holding gains (losses) on available-for-sale
           securities                                                          1
                                                                       ---------
                           Total Equity Capital:                         141,321
                                                                       ---------

         Total Liabilites and Equity Capital:                            148,256
                                                                       ---------

================================================================================

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/  Gonzalo Urey
  --------------------------
         Assistant Vice President


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