| 95-3571558 | ||
|  (Jurisdiction
      of incorporation of organization if not a U.S. national) | (I.R.S.
      Employer Identification No.) | |
| 700
      S. Flower Street 2nd Floor | ||
| Los
      Angeles, California | 90017-4104 | |
| (Address
      of principal executive offices) | (Zip
      code) | 
| Georgia | 58-0401110 | |
| (State
      or other jurisdiction of | (I.R.S.
      Employer | |
| incorporation
      or organization) | Identification
      No.) | |
| 1550
      Peachtree Street, N.W. | ||
| Atlanta,
      GA | 30309 | |
| (Address
      of principal executive offices) | (Zip
      code) | 
| ITEM
      1. | GENERAL
      INFORMATION. | 
| Name | Address | |
| Comptroller
      of the Currency United
      States Department of the Treasury | Washington,
      D.C. 20219 | |
| Federal
      Reserve Bank | San
      Francisco, California 94105 | |
| Federal
      Deposit Insurance Corporation | Washington,
      D.C. 20429 | 
| ITEM
      2. | AFFILIATIONS
      WITH THE OBLIGOR. | 
| ITEM
      16. | LIST
      OF EXHIBITS. | 
| 1. | A
      copy of the articles of association of The Bank of New York Mellon Trust
      Company, N.A. (Exhibit 1 to Form T-1 filed as Exhibit 25.1 to
      the  Registration Statement on Form S-3 File No. 333-121948 and
      Exhibit 1 to Form T-1 filed as Exhibit 25.1 to the Registration Statement
      on Form S-3 File No. 333-152875). | ||
| 2. | A
      copy of certificate of authority of the trustee to commence business.
      (Exhibit 2 to Form T-1 filed with Registration Statement
      No. 333-121948). | ||
| 3. | A
      copy of the authorization of the trustee to exercise corporate trust
      powers. (Exhibit 3 to Form T-1 filed as Exhibit 25.1 to the Registration
      Statement on Form S-3 File No. 333-152875). | ||
| 4. | A
      copy of the existing by-laws of the trustee. (Exhibit 4 to Form T-1 filed
      with Registration Statement No. 333-162713). | ||
| 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. 333-152875). | ||
| 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. | ||

| Dollar
      Amounts | ||||
| in
      Thousands | ||||
| ASSETS | ||||
| Cash
      and balances due from depository institutions: | ||||
| Noninterest-bearing
      balances and currency and coin | 1,504 | |||
| Interest-bearing
      balances | 288 | |||
| Securities: | ||||
| Held-to-maturity
      securities | 12 | |||
| Available-for-sale
      securities | 581,259 | |||
| Federal
      funds sold and securities purchased under agreements to
      resell: | ||||
| Federal
      funds sold | 113,000 | |||
| Securities
      purchased under agreements to resell | 0 | |||
| Loans
      and lease financing receivables: | ||||
| Loans
      and leases held for sale | 0 | |||
| Loans
      and leases, net of unearned income | 0 | |||
| LESS:
      Allowance for loan and lease losses | 0 | |||
| Loans
      and leases, net of unearned income and allowance | 0 | |||
| Trading
      assets | 0 | |||
| Premises
      and fixed assets (including capitalized leases) | 10,486 | |||
| Other
      real estate owned | 0 | |||
| Investments
      in unconsolidated subsidiaries and associated companies | 2 | |||
| Direct
      and indirect investments in real estate ventures | 0 | |||
| Intangible
      assets: | ||||
| Goodwill | 856,313 | |||
| Other
      intangible assets | 237,642 | |||
| Other
      assets | 166,465 | |||
| Total
      assets | $ | 1,966,971 | ||
| LIABILITIES | ||||
| Deposits: | ||||
| In
      domestic offices | 533 | |||
| Noninterest-bearing | 533 | |||
| Interest-bearing | 0 | |||
| Not
      applicable | ||||
| Federal
      funds purchased and securities sold under agreements to
      repurchase: | ||||
| Federal
      funds purchased | 0 | |||
| Securities
      sold under agreements to repurchase | 0 | |||
| Trading
      liabilities | 0 | |||
| Other
      borrowed money: | ||||
| (includes
      mortgage indebtedness and obligations under capitalized
      leases) | 268,691 | |||
| Not
      applicable | ||||
| Not
      applicable | ||||
| Subordinated
      notes and debentures | 0 | |||
| Other
      liabilities | 210,010 | |||
| Total
      liabilities | 479,234 | |||
| Not
      applicable | ||||
| EQUITY CAPITAL | ||||
| Perpetual
      preferred stock and related surplus | 0 | |||
| Common
      stock | 1,000 | |||
| Surplus
      (exclude all surplus related to preferred stock) | 1,121,520 | |||
| Not
      applicable | ||||
| Retained
      earnings | 364,077 | |||
| Accumulated
      other comprehensive income | 1,140 | |||
| Other
      equity capital components | 0 | |||
| Not
      available | ||||
| Total
      bank equity capital | 1,487,737 | |||
| Noncontrolling
      (minority) interests in consolidated subsidiaries | 0 | |||
| Total
      equity capital | 1,487,737 | |||
| Total
      liabilities and equity capital | 1,966,971 | 
| Karen
      Bayz | ) | Managing
      Director | 
| Troy
      Kilpatrick, President | ) | |
| Frank
      P. Sulzberger, MD | ) | Directors
      (Trustees) | 
| William
      D. Lindelof, MD | ) |