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EXHIBIT 25.2
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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)
HSBC Bank USA
(Exact name of trustee as specified in its charter)
New York 16-1057879
(Jurisdiction of incorporation (I.R.S. Employer
or organization if not a U.S. Identification No.)
national bank)
140 Broadway, New York, NY 10005-1180
(212) 658-1000 (Zip Code)
(Address of principal executive offices)
Warren L. Tischler, SVP
HSBC Bank USA
140 Broadway
New York, New York 10005-1180
Tel: (212) 658-5167
(Name, address and telephone number of agent for service)
PRIDE INTERNATIONAL, INC.
(Exact name of obligor as specified in its charter)
LOUISIANA 76-0069030
(State or other jurisdiction) (Primary standard industrial (I.R.S. employer
classification code number) identification No.)
5847 SAN FELIPE, SUITE 3300
HOUSTON, TEXAS 77057
(713) 789-1400
(ADDRESS, INCLUDING ZIP CODE, AND TELEPHONE NUMBER, INCLUDING AREA CODE OF
REGISTRANT'S PRINCIPAL EXECUTIVE OFFICES)
Debt Securities
(Title of Indenture Securities)
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General
Item 1. General Information.
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Furnish the following information as to the trustee:
(a) Name and address of each examining or supervisory
authority to which it is subject.
State of New York Banking Department.
Federal Deposit Insurance Corporation, Washington, D.C.
Board of Governors of the Federal Reserve System,
Washington, D.C.
(b) Whether it is authorized to exercise corporate trust powers.
Yes.
Item 2. Affiliations with Obligor.
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If the obligor is an affiliate of the trustee, describe
each such affiliation.
None
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Item 16. List of Exhibits
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Exhibit
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T1A(i) (1) Copy of the Organization Certificate of HSBC Bank USA.
T1A(ii) (1) Certificate of the State of New York Banking Department dated
December 31, 1993 as to the authority of HSBC Bank USA to
commence business as amended effective on March 29, 1999.
T1A(iii) Not applicable.
T1A(iv) (1) Copy of the existing By-Laws of HSBC Bank USA as adopted on
January 20, 1994 as amended on October 23, 1997.
T1A(v) Not applicable.
T1A(vi) (2) Consent of HSBC Bank USA required by Section 321(b) of the Trust
Indenture Act of 1939.
T1A(vii) Copy of the latest report of condition of the trustee (March 31,
2000), published pursuant to law or the requirement of its
supervisory or examining authority.
T1A(viii) Not applicable.
T1A(ix) Not applicable.
(1) Exhibits previously filed with the Securities and Exchange Commission
with registration No. 022-22429 and incorporated herein by reference
thereto.
(2) Exhibit previously filed with the Securities and Exchange Commission
with Registration No. 33-53693 and incorporated herein by reference
thereto.
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SIGNATURE
Pursuant to the requirements of the Trust Indenture Act of 1939, the Trustee,
HSBC Bank USA, a banking corporation and trust company organized 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 28th day of June , 2000.
HSBC BANK USA
By: /s/ Frank J. Godino
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Frank Godino
Vice President
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EXHIBIT T1A (VII)
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Board of Governors of the Federal Reserve System
OMB Number: 7100-0036
Federal Deposit Insurance Corporation
OMB Number: 3064-0052
Office of the Comptroller of the Currency
OMB Number: 1557-0081
FEDERAL FINANCIAL INSTITUTIONS EXAMINATION COUNCIL Expires March 31, 2000
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Please refer to page i,
Table of Contents, for
the required disclosure
of estimated burden. 1
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CONSOLIDATED REPORTS OF CONDITION AND INCOME FOR
A BANK WITH DOMESTIC AND FOREIGN OFFICES--FFIEC 031
REPORT AT THE CLOSE OF BUSINESS MARCH 31, 2000 (19980930)
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(RCRI 9999)
This report is required by law; 12 U.S.C. (S)324 (State This report form is to be filed by banks with branches
member banks); 12 U.S.C. (S) 1817 (State nonmember banks); and consolidated subsidiaries in U.S. territories and
and 12 U.S.C. (S)161 (National banks). possessions, Edge or Agreement subsidiaries, foreign branches,
consolidated foreign subsidiaries, or International Banking
Facilities.
NOTE: The Reports of Condition and Income must be signed by The Reports of Condition and Income are to be prepared
an authorized officer and the Report of Condition must be in accordance with Federal regulatory authority instructions.
attested to by not less than two directors (trustees) for State
nonmember banks and three directors for State member and National
Banks. We, the undersigned directors (trustees), attest to the
correctness of this Report of Condition (including the
I, Gerald A. Ronning, Executive VP & Controller supporting schedules) and declare that it has been examined by
-------------------------------------------- us and to the best of our knowledge and belief has been
Name and Title of Officer Authorized to Sign Report prepared in conformance with the instructions issued by the
appropriate Federal regulatory authority and is true and
of the named bank do hereby declare that these Reports of Condition correct.
and Income (including the supporting schedules) have been
prepared in conformance with the instructions issued by
the appropriate Federal regulatory authority and are true to the /s/ Malcolm Burnett
best of my knowledge and believe. -----------------------------------------------------------
Director (Trustee)
/s/ Gerald A. Ronning /s/ Bernard J. Kennedy
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Signature of Officer Authorized to Sign Report Director (Trustee)
10/25/99 /s/ Sal H. Alfieri
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Date of Signature Director (Trustee)
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SUBMISSION OF REPORTS
Each Bank must prepare its Reports of Condition and Income either: For electronic filing assistance, contact EDS Call report
Services, 2150 N. Prospect Ave., Milwaukee, WI 53202,
(a) in electronic form and then file the computer data telephone (800)255-1571.
file directly with the banking agencies' collection
agent, Electronic Data System Corporation (EDS), by To fulfill the signature and attestation requirement for the
modem or computer diskette; or Reports of Condition and Income for this report date, attach
this signature page to the hard-copy of the completed report
(b) in hard-copy (paper) form and arrange for another that the bank places in its files.
party to convert the paper report to automated for.
That party (if other than EDS) must transmit the bank's
computer data file to EDS.
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FDIC Certificate Number | 0 | 0 | 5 | 8 | 9 |
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(RCRI 9030)
http://WWW.BANKING.US.HSBC.COM HSBC Bank USA
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Primary Internet Web Address of Bank (Home Page), if any (TEXT 4087) Legal Title of Bank (TEXT 9010)
(Example: www.examplebank.com) Buffalo
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City (TEXT 9130)
N.Y. 14203
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State Abbrev. (TEXT 9200) ZIP Code (TEXT 9220)
Board of Governors of the Federal Reserve System, Federal Deposit Insurance Corporation, Office of the Comptroller of the Currency
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REPORT OF CONDITION
Consolidating domestic and foreign subsidiaries of the
HSBC Bank USA of Buffalo
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Name of Bank City
in the state of New York, at the close of business March 31, 2000
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ASSETS
Thousands of dollars
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Cash and balances due from depository institutions:
Non-interest-bearing balances currency and coin $ 1,782,196
Interest-bearing balances 4,782,003
Held-to-maturity securities 4,499,282.00
Available-for-sale securities 17,839,632
Federal funds sold and securities purchased under agreements to resell 4,197,256
Loans and lease financing receivables:
Loans and leases net of unearned income $36,999,408
LESS: Allowance for loan and lease losses 617,243
LESS: Allocated transfer risk reserve -
Loans and lease, net of unearned income, allowance, and reserve $ 36,382,165
Trading assets 4,050,531
Premises and fixed assets (including capitalized leases) 735,144
Other real estate owned 13,256
Investments in unconsolidated subsidiaries and associated companies 2,516,144
Customers' liability to this bank on acceptances outstanding 230,270
Intangible assets 2,970,294
Other assets 2,272,287
Total assets 82,270,460
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LIABILITIES
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Deposits:
In domestic offices 35,321,604
Non-interest-bearing 6,101,526
Interest-bearing 29,220,079
In foreign offices, Edge and Agreement subsidiaries, and IBFs 20,030,877
Non-interest-bearing 267,746
Interest-bearing 19,763,131
Federal funds purchased and securities sold under agreements to repurchase 2,675,130
Demand notes issued to the U.S. Treasury 3,919,598
Trading Liabilities 2,697,191
Other borrowed money (including mortgage indebtedness and obligations under
capitalized leases):
With a remaining maturity of one year or less 3,012,797
With a remaining maturity of more than one year through three years 684,007
With a remaining maturity of more than three years 528,409
Bank's liability on acceptances executed and outstanding 230,270
Subordinated notes and debentures 1,648,341
Other liabilities 1,936,043
Total liabilities 72,684,267
EQUITY CAPITAL
Perpetual preferred stock and related surplus -
Common Stock 205,000
Surplus 9,104,327
Undivided profits and capital reserves 315,046
Net unrealized holding gains (losses) on available-for-sale securities (38,457)
Accumulated net gain (losses) on cash flow hedges -
Cumulative foreign currency translation adjustments 277
Total equity capital 9,586,193
Total liabilities and equity capital 82,270,460
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