PAINEWEBBER MORTGAGE ACCEPTANCE CORPORATION IV
T-3, 1997-10-17
ASSET-BACKED SECURITIES
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                                    FORM T-1

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                            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) |__|



                              THE BANK OF NEW YORK
               (Exact name of trustee as specified in its charter)


New York                                                     13-5160382
(State of incorporation                                      (I.R.S. employer
if not a U.S. national bank)                                 identification no.)

48 Wall Street, New York, N.Y.                               10286
(Address of principal executive offices)                     (Zip code)





                 PAINEWEBBER MORTGAGE ACCEPTANCE CORPORATION IV
               (Exact name of obligor as specified in its charter)


Delaware                                                  06-1204982
(State or other jurisdiction of                           (I.R.S. employer
incorporation or organization)                            identification no.)

1285 Avenue of the Americas
New York, New York                                        10019
(Address of principal executive offices)                  (Zip code)

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

                               Asset-Backed Notes
                       (Title of the indenture securities)


<PAGE>



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

Superintendent of Banks of the State of     2 Rector Street, New York,
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, New York   10005

(b) 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.

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 17 C.F.R. 229.10(d).

1.   A copy of the  Organization  Certificate  of The Bank of New York (formerly
     Irving Trust  Company) as now in effect,  which  contains the  authority to
     commence business and a grant of powers to exercise corporate trust powers.
     (Exhibit 1 to Amendment No. 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 Statement No. 33-44051.)

7.   A copy of the latest report of condition of the Trustee published  pursuant
     to law or to the requirements of its supervising or examining authority.


<PAGE>




                                    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 New York, and State
of New York, on the 17th day of October, 1997.


                                                 THE BANK OF NEW YORK



                                                 By:  /s/ Walter N. Gitlin
                                                      --------------------
                                                     Name:  Walter N. Gitlin
                                                     Title: Vice President





<PAGE>


                                                                    Exhibit 7



                       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, 1997,  published in accordance with a
call  made  by the  Federal  Reserve  Bank  of  this  District  pursuant  to the
provisions of the Federal Reserve Act.

                                                            Dollar Amounts
ASSETS                                                       in Thousands
Cash and balances due from depos-
  itory institutions:
  Noninterest-bearing balances and
  currency and coin ..........................................$ 7,769,502

  Interest-bearing balances ..................................  1,472,524
Securities:
  Held-to-maturity securities ................................  1,080,234
  Available-for-sale securities ..............................  3,046,199
Federal funds sold and Securities pur-
chased under agreements to resell.............................  3,193,800
Loans and lease financing
  receivables:
  Loans and leases, net of unearned
    income .................35,352,045
  LESS: Allowance for loan and
    lease losses ..............625,042
  LESS: Allocated transfer risk
    reserve........................429
    Loans and leases, net of unearned
    income, allowance, and reserve ............................34,726,574
Assets held in trading accounts ............................... 1,611,096
Premises and fixed assets (including
  capitalized leases) .........................................   676,729
Other real estate owned .......................................    22,460
Investments in unconsolidated
  subsidiaries and associated
  companies ...................................................   209,959
Customers' liability to this bank on
  acceptances outstanding ..................................... 1,357,731
Intangible assets .............................................   720,883
Other assets .................................................. 1,627,267
                                                              -----------
Total assets ................................................ $57,514,958
                                                              ===========

LIABILITIES
Deposits:
  In domestic offices ....................................... $26,875,596
  Noninterest-bearing ......11,213,657
  Interest-bearing .........15,661,939
  In foreign offices, Edge and
  Agreement subsidiaries, and IBFs ..........................  16,334,270
  Noninterest-bearing .........596,369
  Interest-bearing .........15,737,901
Federal funds purchased and Securities
  sold under agreements to repurchase........................   1,583,157
Demand notes issued to the U.S.
  Treasury ..................................................     303,000
Trading liabilities .........................................   1,308,173
Other borrowed money:
  With remaining maturity of one year
    or less .................................................   2,383,570
  With remaining maturity of more than
one year through three years.................................           0
  With remaining maturity of more than
    three years .............................................      20,679
Bank's liability on acceptances exe-
  cuted and outstanding .....................................   1,377,244
Subordinated notes and debentures ...........................   1,018,940
Other liabilities ...........................................   1,732,792
                                                              -----------
Total liabilities ...........................................  52,937,421
                                                              -----------

EQUITY CAPITAL
Common stock ................................................   1,135,284
Surplus .....................................................     731,319
Undivided profits and capital
  reserves ..................................................   2,721,258
Net unrealized holding gains
  (losses) on available-for-sale
  securities ................................................       1,948
Cumulative foreign currency transla-
  tion adjustments ..........................................(    12,272)
                                                             ------------
Total equity capital ........................................   4,577,537
                                                              -----------
Total liabilities and equity
  capital ..................................................  $57,514,958
                                                              ===========


     I,  Robert  E.  Keilman,  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.
                                Robert E. Keilman

     We, the undersigned directors,  attest to the correctness of this Report of
Condition  and  declare  that it has been  examined by 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.

                       -
      Alan R. Griffith    |
      J. Carter Bacot     |
      Thomas A. Renyi     |     Directors
                       -



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