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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): September 23, 1998
SALOMON BROTHERS MORTGAGE SECURITIES VII, INC.
(AS DEPOSITOR UNDER THE INDENTURE,
DATED AS OF SEPTEMBER 1, 1998, PROVIDING FOR THE ISSUANCE OF
ASSET-BACKED FLOATING RATE NOTES, SERIES 1998-11)
SALOMON BROTHERS MORTGAGE SECURITIES VII, INC.
(Exact name of registrant as specified in its charter)
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Delaware 333-50153 13-3439681
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(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Number) Identification Number)
Seven World Trade Center
New York, New York 10048
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (212) 783-5659
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Item 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Not applicable
(b) Not applicable
(c) Exhibits
Exhibit No. Description
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25.1 Statement of Eligibility of Norwest
Bank Minnesota, National Association
on Form T-1 under the Trust
Indenture Act of 1939 of a
corporation designated to act as
Trustee.
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SIGNATURES
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 thereunto duly authorized.
Dated: September 23, 1998
SALOMON BROTHERS MORTGAGE
SECURITIES VII, INC.
By: /s/ Matthew R. Bollo
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Name: Matthew R. Bollo
Title: Assistant Vice President
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INDEX TO EXHIBITS
Exhibit No. Description
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25.1 Statement of Eligibility of Norwest Bank Minnesota,
National Association on Form T-1 under the Trust
Indenture Act of 1939 of a corporation designated to
act as Trustee.
Exhibit 25.1
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UNITED STATES
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
X Check if an application to determine
eligibility of a trustee pursuant to section
305(b)(2)
NORWEST BANK MINNESOTA, NATIONAL ASSOCIATION
(Exact name of trustee as specified in its charter)
SIXTH STREET AND MARQUETTE AVE.
MINNEAPOLIS, MINNESOTA 55479 41-1592157
(Address of principal (I.R.S. Employer
executive offices) Identification No.)
Stanley S. Stroup, General Counsel
NORWEST BANK MINNESOTA, NATIONAL ASSOCIATION
Sixth Street and Marquette Avenue
Minneapolis, Minnesota 55479
(612) 667-1234
(Agent for Service)
SALOMON BROTHERS MORTGAGE SECURITIES VII, INC.
(Exact name of obligor as specified in its charter)
DELAWARE 13-3439681
(State or other jurisdiction of (I.R.S. Employer
Incorporation or organization) Identification No.)
SEVEN WORLD TRADE CENTER
NEW YORK, NEW YORK 10048
(Address of principal executive offices)
SALOMON BROTHERS MORTGAGE SECURITIES VII, INC.
ASSET-BACKED FLOATING RATE NOTES
(Title of the indenture securities)
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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.
(1) Comptroller of the Currency
Treasury Department
Washington, D.C.
(2) Federal Deposit Insurance Corporation
Washington, D.C.
(3) The Board of Governors of the Federal Reserve System
Washington, D.C.
(b) Whether it is authorized to exercise corporate trust powers.
The 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.
None.
No responses are included for Items 3-14 of this Form T-1 because the
obligor is not in default as provided under Item 13.
Item 15. Foreign Trustee.
Not applicable.
Item 16. List of Exhibits.
List below all exhibits filed as part of this Statement of Eligibility.
Norwest Bank incorporates by reference into this Form
T-1 the exhibits attached hereto.
Exhibit 1. A copy of the Articles of Association of the trustee
now in effect.*
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Exhibit 2. a. A copy of the certificate of authority of
the trustee to commence business issued
June 28, 1872, by the Comptroller of the
Currency to the Northwestern National Bank
of Minneapolis.*
b. A copy of the certificate of the Comptroller
of the Currency dated January 2, 1934,
approving the consolidation of The
Northwestern National Bank of Minneapolis
and The Minnesota Loan and Trust Company of
Minneapolis, with the surviving entity being
titled Northwestern National Bank and Trust
Company of Minneapolis.*
c. A copy of the certificate of the Acting
Comptroller of the Currency dated January
12, 1943, as the change of corporate title
of Northwestern National Bank and Trust
Company of Minneapolis to Northwestern
National Bank of Minneapolis.*
d. A copy of the letter dated May 12, 1983 from
the Regional Counsel, Comptroller of the
Currency, acknowledging receipt of notice of
name change effective May 1, 1983 from
Northwestern National Bank of Minneapolis to
Norwest Bank Minneapolis, National
Association.*
e. A copy of the letter dated January 4, 1988
from the Administrator of National Banks
from the Comptroller of the Currency
certifying approval of consolidation and
merger effective January 1, 1998 of Norwest
Bank Minneapolis, National Association with
various other banks under the title of
"Norwest Bank Minnesota, National
Association."*
Exhibit 3. A copy of the authorization of the trustee to
exercise corporate trust powers issued January 2,
1934, by the Federal Reserve Board.*
Exhibit 4. Copy of the By-laws of the trustee as now in effect.*
Exhibit 5. Not Applicable.
Exhibit 6. The consent of trustee required by Section 321(b) of
the Act.
Exhibit 7. A copy of the latest report of condition of the
trustee published pursuant to the law or the
requirements of its supervising or examining
authority.**
Exhibit 8. Not Applicable.
Exhibit 9. Not Applicable.
* Incorporated by reference to exhibit number 25 filed with registration
statement number 33-66026.
** Incorporated by reference to exhibit number 25 filed with registration
statement number 333-43005.
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SIGNATURE
Pursuant to the requirements of the Trust Indenture Act of 1939 the
trustee, Norwest Bank Minnesota, National Association, a national banking
association organized and existing under the laws of the United States of
America, has duly caused this statement of eligibility to be signed on its
behalf by the undersigned, thereunto duly authorized, all in the city of
Columbia and State of Maryland, on the 23rd day of September 1998.
NORWEST BANK MINNESOTA,
NATIONAL ASSOCIATION
By: /s/ Randall S. Reider
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Name: Randall S. Reider
Title: Assistant Vice President
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EXHIBIT 6
September 23, 1998
Securities and Exchange Commission
Washington, D.C. 20549
Ladies and Gentlemen:
In accordance with Section 321(b) of the Trust Indenture Act of 1939, as
amended, the undersigned hereby consents that reports of examination of the
undersigned made by Federal, State, Territorial, or District authorities
authorized to make such examination may be furnished by such authorities to the
Securities and Exchange Commission upon its request therefor.
Very truly yours,
NORWEST BANK MINNESOTA,
NATIONAL ASSOCIATION
By: /s/ Randall S. Reider
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Name: Randall S. Reider
Title: Assistant Vice President
