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: February 20, 1998
Date of earliest event reported: February 20, 1998
TriNet Corporate Realty Trust, Inc.
(Exact name of registrant as specified in its charter)
Maryland I-11918 94-3175659
(State or other jurisdiction (Commission File (I.R.S. Employer
of organization) Number) Identification No.)
Four Embarcadero Center 94111
Suite 3150 (Zip Code)
San Francisco, CA
(Address of principal executive offices)
(415) 391-4300
(Registrant's telephone number, including area code)
<PAGE>
Item 7. Financial Statements and Exhibits
(c) Exhibits
Exhibit Exhibit
Number
25 Form T-1 Statement of Eligibility under the Trust Indenture
Act of 1939, as amended, which is being filed pursuant to
Regulation S-K, Item 601(b)(25), in lieu of filing the
otherwise required exhibit to the Registration Statement on
Form S-3, File No. 333-42717, under the Securities Act of
1933, as amended, and which, since this Form 8-K filing is
incorporated by reference in such registration statement, is
deemed to be set forth in such registration statement.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
TRINET CORPORATE REALTY TRUST, INC.
By: /s/ Geoffrey Dugan
-----------------------------------------
Name: Geoffrey Dugan
Title: Vice President Administration and
General Counsel
Date: February 20, 1998
<PAGE>
Exhibit Index
Exhibit Exhibit
Number
25 Form T-1 Statement of Eligibility under the Trust Indenture
Act of 1939, as amended, which is being filed pursuant to
Regulation S-K, Item 601(b)(25), in lieu of filing the
otherwise required exhibit to the Registration Statement on
Form S-3, File No. 333-42717, under the Securities Act of
1933, as amended, and which, since this Form 8-K filing is
incorporated by reference in such registration statement, is
deemed to be set forth in such registration statement.
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
Check if an Application to Determine
Eligibility of a Trustee Pursuant to Section
305(b)(2) / /
HARRIS TRUST AND SAVINGS BANK
(Name of Trustee)
Illinois 23-1614034
(I.R.S. Employer
(State of Incorporation) Identification No.)
111 West Monroe Street, Chicago, Illinois 60603
(Address of principal executive offices)
Daniel G. Donovan, Harris Trust and Savings Bank,
111 West Monroe Street, Chicago, Illinois, 60603
312-461-2908
(Name, address and telephone number for agent for service)
TRINET CORPORATE REALTY TRUST, INC.
(Name of Obligor)
Maryland 94-3175659
(I.R.S. Employer
(State of Incorporation) Identification No.)
Four Embarcadero Center
Suite 3150
San Francisco, California 94111
(Address of principal executive offices)
Senior Debt Securities
(Title of 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.
Commissioner of Banks and Trust Companies, State of Illinois,
Springfield, Illinois; Chicago Clearing House Association, 164
West Jackson Boulevard, Chicago, Illinois; Federal Deposit
Insurance Corporation, Washington, D.C.; The Board of Governors
of the Federal Reserve System,Washington, D.C.
(b) Whether it is authorized to exercise corporate trust powers.
Harris Trust and Savings Bank is authorized to exercise corporate
trust powers.
2. AFFILIATIONS WITH OBLIGOR. If the Obligor is an affiliate of the Trustee,
describe each such affiliation.
The Obligor is not an affiliate of the Trustee.
3. thru 15.
NO RESPONSE NECESSARY
16. LIST OF EXHIBITS.
1. A copy of the articles of association of the Trustee as now in effect
which includes the authority of the trustee to commence business and
to exercise corporate trust powers.
A copy of the Certificate of Merger dated April 1, 1972 between Harris
Trust and Savings Bank, HTS Bank and Harris Bankcorp, Inc. which
constitutes the articles of association of the Trustee as now in
effect and includes the authority of the Trustee to commence business
and to exercise corporate trust powers was filed in connection with
the Registration Statement of Louisville Gas and Electric Company,
File No. 2-44295, and is incorporated herein by reference.
2. A copy of the existing by-laws of the Trustee.
<PAGE>
A copy of the existing by-laws of the Trustee was filed in connection
with the Registration Statement of Commercial Federal Corporation,
File No. 333-20711, and is incorporated herein by reference.
3. The consents of the Trustee required by Section 321(b) of the Act.
(included as Exhibit A on page 2 of this statement)
4. A copy of the latest report of condition of the Trustee published
pursuant to law or the requirements of its supervising or examining
authority.
(included as Exhibit B on page 3 of this statement)
<PAGE>
SIGNATURE
Pursuant to the requirements of the Trust Indenture Act of 1939, the Trustee,
HARRIS TRUST AND SAVINGS BANK, a corporation organized and existing under the
laws of the State of Illinois, has duly caused this statement of eligibility to
be signed on its behalf by the undersigned, thereunto duly authorized, all in
the City of Chicago, and State of Illinois, on the 19th day of February 1998.
HARRIS TRUST AND SAVINGS BANK
By: /s/ DGDonovan
----------------------------
D. G. Donovan
Assistant Vice President
EXHIBIT A
The consents of the Trustee required by Section 321(b) of the Act.
Harris Trust and Savings Bank, as the Trustee herein named, hereby consents that
reports of examinations of said trustee by Federal and State authorities may be
furnished by such authorities to the Securities and Exchange Commission upon
request therefor.
HARRIS TRUST AND SAVINGS BANK
By: /s/ DGDonovan
--------------------------
D. G. Donovan
Assistant Vice President
<PAGE>
EXHIBIT B
Attached is a true and correct copy of the statement of condition of Harris
Trust and Savings Bank as of December 31, 1997, as published in accordance with
a call made by the State Banking Authority and by the Federal Reserve Bank of
the Seventh Reserve District.
[Graphic Symbol Deleted]
HARRIS BANK
Harris Trust and Savings Bank
111 West Monroe Street
Chicago, Illinois 60603
of Chicago, Illinois, And Foreign and Domestic Subsidiaries, at the close of
business on ___________________, 1997, a state banking institution organized and
operating under the banking laws of this State and a member of the Federal
Reserve System. Published in accordance with a call made by the Commissioner of
Banks and Trust Companies of the State of Illinois and by the Federal Reserve
Bank of this District.
<TABLE>
<CAPTION>
Bank's Transit Number 71000288
THOUSANDS
ASSETS OF DOLLARS
<S> <C> <C>
Cash and balances due from depository institutions:
Non-interest bearing balances and currency and coin............ $1,252,381
Interest bearing balances...................................... $598,062
Securities:
a. Held-to-maturity securities $0
b. Available-for-sale securities $3,879,399
Federal funds sold and securities purchased under agreements to resell $71,725
Loans and lease financing receivables:
Loans and leases, net of unearned income....................... $8,813,821
LESS: Allowance for loan and lease losses..................... $99,678
Loans and leases, net of unearned income, allowance,
and reserve (item 4.a minus 4.b)............................... ----------
$8,714,143
Assets held in trading accounts......................................... $136,538
Premises and fixed assets (including capitalized leases)................ $221,312
Other real estate owned................................................. $642
Investments in unconsolidated subsidiaries and associated
companies..................................................... $103
Customer's liability to this bank on acceptances outstanding............ $46,480
Intangible assets....................................................... $279,897
Other assets............................................................ $653,101
-----------
TOTAL ASSETS $15,853,783
===========
<PAGE>
LIABILITIES
Deposits:
In domestic offices................................................ $8,926,635
Non-interest bearing........................................... $3,692,891
Interest bearing............................................... $5,233,744
In foreign offices, Edge and Agreement subsidiaries, and IBF's..... $1,763,669
Non-interest bearing........................................... $22,211
Interest bearing............................................... $1,741,458
Federal funds purchased and securities sold under agreements to repurchase in
domestic offices of the bank and of its Edge and Agreement subsidiaries, and in
IBF's:
Federal funds purchased & securities sold under
agreements to repurchase................................. $2,693,600
Trading Liabilities 82,861
Other borrowed money:...................................................
a. With remaining maturity of one year or less $601,799
b. With remaining maturity of more than one year $0
Bank's liability on acceptances executed and outstanding $46,480
Subordinated notes and debentures....................................... $325,000
Other liabilities....................................................... $134,309
-----------
TOTAL LIABILITIES $14,574,353
===========
EQUITY CAPITAL
Common stock............................................................ $100,000
Surplus................................................................. $601,026
a. Undivided profits and capital reserves.............................. $573,416
b. Net unrealized holding gains (losses) on available-for-sale
securities $4,988
-----------
TOTAL EQUITY CAPITAL $1,279,430
===========
Total liabilities, limited-life preferred stock, and equity capital..... $15,853,783
===========
</TABLE>
<PAGE>
I, Pamela Piarowski, Vice President 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.
PAMELA PIAROWSKI
1/30/98
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 the
Commissioner of Banks and Trust Companies of the State of Illinois and is true
and correct.
EDWARD W. LYMAN,
ALAN G. McNALLY,
RICHARD E. TERRY
Directors.
