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Filed: 9 Nov 10, 7:00pm

 

Exhibit 25.1

 

 

 

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)

 

 

WELLS FARGO BANK, NATIONAL ASSOCIATION

(Exact name of trustee as specified in its charter)

 

 

 

A National Banking Association 94-1347393

(Jurisdiction of incorporation or

organization if not a U.S. national bank)

 

(I.R.S. Employer

Identification No.)

 

101 North Phillips Avenue

Sioux Falls, South Dakota

 57104
(Address of principal executive offices) (Zip code)

Wells Fargo & Company

Law Department, Trust Section

MAC N9305-175

Sixth Street and Marquette Avenue, 17th Floor

Minneapolis, Minnesota 55479

(612) 667-4608

(Name, address and telephone number of agent for service)

 

 

ADVANCED MICRO DEVICES, INC.

(Exact name of obligor as specified in its charter)

 

 

 

Delaware 94-1692300

(State or other jurisdiction of

incorporation or organization)

 

(I.R.S. Employer

Identification No.)

 

One AMD Place

Sunnyvale, CA

 94088
(Address of principal executive offices) (Zip code)

 

 

7.75 % Notes Due 2020

(Title of the indenture securities)

 

 

 


 

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.
      

Comptroller of the Currency

Treasury Department

Washington, D.C.

      

Federal Deposit Insurance Corporation

Washington, D.C.

      

Federal Reserve Bank of San Francisco

San Francisco, California 94120

  (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 with respect to the trustee.

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 a part of this Statement of Eligibility.

 

  Exhibit 1.    A copy of the Articles of Association of the trustee now in effect.*
  Exhibit 2.    A copy of the Comptroller of the Currency Certificate of Corporate Existence and Fiduciary Powers for Wells Fargo Bank, National Association, dated February 4, 2004.**
  Exhibit 3.    See Exhibit 2
  Exhibit 4.    Copy of By-laws of the trustee as now in effect.***
  Exhibit 5.    Not applicable.
  Exhibit 6.    The consent of the 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 law or the requirements of its supervising or examining authority.
  Exhibit 8.    Not applicable.
  Exhibit 9.    Not applicable.


*Incorporated by reference to the exhibit of the same number to the trustee’s Form T-1 filed as exhibit 25 to the Form S-4 dated December 30, 2005 of file number 333-130784-06.

 

**Incorporated by reference to the exhibit of the same number to the trustee’s Form T-1 filed as exhibit 25 to the Form T-3 dated March 3, 2004 of file number 022-28721.

 

***Incorporated by reference to the exhibit of the same number to the trustee’s Form T-1 filed as exhibit 25 to the Form S-4 dated May 26, 2005 of file number 333-125274.


 

SIGNATURE

Pursuant to the requirements of the Trust Indenture Act of 1939, as amended, the trustee, Wells Fargo Bank, 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 Los Angeles and State of California on the 10th day of November 2010.

 

WELLS FARGO BANK, NATIONAL ASSOCIATION

/s/ Maddy Hall

Maddy Hall

Vice President


 

EXHIBIT 6

November 10, 2010

Securities and Exchange Commission

Washington, D.C. 20549

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,

WELLS FARGO BANK, NATIONAL ASSOCIATION

/s/ Maddy Hall

Maddy Hall

Vice President


 

EXHIBIT 7

Consolidated Report of Condition of

Wells Fargo Bank National Association

of 101 North Phillips Avenue, Sioux Falls, SD 57104

And Foreign and Domestic Subsidiaries,

at the close of business September 30, 2010, filed in accordance with 12 U.S.C. §161 for National Banks.

 

       Dollar Amounts
In Millions
 

ASSETS

    

Cash and balances due from depository institutions:

    

Noninterest-bearing balances and currency and coin

    $16,933  

Interest-bearing balances

     39,916  

Securities:

    

Held-to-maturity securities

     0  

Available-for-sale securities

     154,552  

Federal funds sold and securities purchased under agreements to resell:

    

Federal funds sold in domestic offices

     3,839  

Securities purchased under agreements to resell

     10,627  

Loans and lease financing receivables:

    

Loans and leases held for sale

     31,749  

Loans and leases, net of unearned income

   686,595    

LESS: Allowance for loan and lease losses

   20,431    

Loans and leases, net of unearned income and allowance

     666,164  

Trading Assets

     32,145  

Premises and fixed assets (including capitalized leases)

     8,147  

Other real estate owned

     5,794  

Investments in unconsolidated subsidiaries and associated companies

     557  

Direct and indirect investments in real estate ventures

     115  

Intangible assets

    

Goodwill

     21,005  

Other intangible assets

     24,549  

Other assets

     54,397  
       

Total assets

    $1,070,489  
       

LIABILITIES

    

Deposits:

    

In domestic offices

    $726,238  

Noninterest-bearing

   158,737    

Interest-bearing

   567,501    

In foreign offices, Edge and Agreement subsidiaries, and IBFs

     84,789  

Noninterest-bearing

   1,834    

Interest-bearing

   82,955    

Federal funds purchased and securities sold under agreements to repurchase:

    

Federal funds purchased in domestic offices

     5,726  

Securities sold under agreements to repurchase

     15,280  


 

   Dollar Amounts
In Millions
 

Trading liabilities

   15,098  

Other borrowed money

  

(includes mortgage indebtedness and obligations under capitalized leases)

   43,063  

Subordinated notes and debentures

   20,643  

Other liabilities

   35,682  
     

Total liabilities

  $946,519  

EQUITY CAPITAL

  

Perpetual preferred stock and related surplus

   0  

Common stock

   519  

Surplus (exclude all surplus related to preferred stock)

   98,774  

Retained earnings

   17,543  

Accumulated other comprehensive income

   5,827  

Other equity capital components

   0  
     

Total bank equity capital

   122,663  

Noncontrolling (minority) interests in consolidated subsidiaries

   1,307  
     

Total equity capital

   123,970  
     

Total liabilities, and equity capital

  $1,070,489  
     

I, Howard I. Atkins, EVP & CFO of the above-named bank do hereby declare that this Report of Condition has been prepared in conformance with the instructions issued by the appropriate Federal regulatory authority and is true to the best of my knowledge and belief.

Howard I. Atkins

EVP & CFO      

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 appropriate Federal regulatory authority and is true and correct.

 

John Stumpf    Directors
Dave Hoyt    
Michael Loughlin