PAINEWEBBER MORTGAGE ACCEPTANCE CORPORATION IV
305B2, 1997-12-16
ASSET-BACKED SECURITIES
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                       SECURITIES AND EXCHANGE COMMISSION   Registrant File
                                                            Number 333-40467
                                                            and 333-35653

                             Washington, D.C. 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 NATIONAL ASSOCIATION
                     F.K.A. FIRST BANK NATIONAL ASSOCIATION
- --------------------------------------------------------------------------------
               (Exact name of Trustee as specified in its charter)

         United States                                     41-0417860
- --------------------------------------------------------------------------------
(State of Incorporation)                               (I.R.S. Employer
                                                      Identification No.)

         First Trust Center
         180 East Fifth Street
         St. Paul, Minnesota                                     55101
- --------------------------------------------------------------------------------
(Address of Principal Executive Offices)                      (Zip Code)



                 PAINEWEBBER MORTGAGE ACCEPTANCE CORPORATION IV.
- --------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

         Delaware                                           06-1204982
- --------------------------------------------------------------------------------
(State of Incorporation)                                (I.R.S. Employer
                                                       Identification No.)
         1285 Avenue of the Americas
         New York, NY                                            10019
- --------------------------------------------------------------------------------
(Address of Principal Executive Offices)                      (Zip Code)



                               Asset-Backed Notes
                              (Issuable in Series)
                       (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, D.C.

       (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.

       1.     Copy of Articles of Association.*

       2.     Copy of Certificate of Authority to Commence Business.*

       3.     Authorization  of the Trustee to exercise  corporate  trust 
              powers  (included in Exhibits 1 and 2; no separate instrument).*

       4.     Copy of existing By-Laws.*

       5.     Copy of each Indenture referred to in Item 4.  N/A.

       6.     The consents of the Trustee required by Section 321(b) of the act.

       7.     Copy of the latest  report of condition  of the Trustee  published
              pursuant  to  law  or  the  requirements  of  its  supervising  or
              examining  authority  incorporated  by  reference  to File  Number
              333-26679.

 * Incorporated by reference to File Number 333-30939.


                                      NOTE

         The answers to this  statement  insofar as such answers  relate to what
persons have been  underwriters  for any securities of the obligors 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 obligors,  or affiliates,  are based
upon information furnished to the Trustee by the obligors. 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 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 Saint Paul and State of  Minnesota  on the 15th day of  December,
1997.

                                            U.S. BANK NATIONAL ASSOCIATION



                                            /s/ Richard H. Prokosch
                                            -----------------------
                                            Richard H. Prokosch
                                            Assistant Vice President




/s/ James T. Kaufman
- ------------------------
James T. Kaufman
Assistant Secretary




<PAGE>




                                      NOTE

     The  answers  to this  statement  insofar  as such  answers  relate to what
persons have been  underwriters  for any securities of the obligors 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 obligors or  affiliates,  are based
upon information furnished to the Trustee by the obligors. 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 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 Saint Paul and State of  Minnesota  on the 15th day of  December,
1997.

                             U.S. BANK NATIONAL ASSOCIATION



                             /s/ Richard H. Prokosch
                             -----------------------
                             Richard H. Prokosch
                             Assistant Vice President





/s/ James T. Kaufman
- --------------------
James T. Kaufman
Assistant Secretary


<PAGE>


                                    EXHIBIT 6

                                     CONSENT

         In accordance  with Section 321(b) of the Trust  Indenture Act of 1939,
the undersigned,  U.S. BANK 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 15, 1997


                                            U.S. BANK NATIONAL ASSOCIATION


                                            /s/ Richard H. Prokosch
                                            -----------------------
                                            Richard H. Prokosch
                                            Assistant Vice President



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