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Exhibit 25.1
 UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 FORM T-l
 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) [_]
 
   
 New York(Jurisdiction of incorporation of organization
    
    13-5160382if not a U.S. national bank)
    
    (I.R.S. Employer Identification Number)
 One Wall Street, New York, N.Y.
    
    10286(Address of principal executive offices)
    
    (Zip Code)
 
 
 Ireland
    
    Not Applicable(State or other jurisdiction of
    
    (I.R.S. Employer Identification Number)incorporation or organization)
 
 Delaware
    
    20-2143397(State or other jurisdiction of
    
    (I.R.S. Employer Identification Number)incorporation or organization)
 
 Ireland
    
    98-0487435(State or other jurisdiction of
    
    (I.R.S. Employer Identification Number)incorporation or organization)
 
 Ireland
    
    98-0112748




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- 2 - (State or other jurisdiction of
    
    (I.R.S. Employer Identification Number)incorporation or organization)
 
 Ireland
    
    98-0464854(State or other jurisdiction of
    
    (I.R.S. Employer Identification Number)incorporation or organization)
 
 Ireland
    
    98-0551187(State or other jurisdiction of
    
    (I.R.S. Employer Identification Number)incorporation or organization)
 
 Ireland
    
    Not Applicable(State or other jurisdiction of
    
    (I.R.S. Employer Identification Number)incorporation or organization)
 
 Ireland
    
    Not Applicable(State or other jurisdiction of
    
    (I.R.S. Employer Identification Number)incorporation or organization)
 
 Ireland
    
    Not Applicable(State or other jurisdiction of
    
    (I.R.S. Employer Identification Number)incorporation or organization)
 
 Ireland
    
    Not Applicable(State or other jurisdiction of
    
    (I.R.S. Employer Identification Number)incorporation or organization)




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- 3 - Ireland
    
    Not Applicable(State or other jurisdiction of
    
    (I.R.S. Employer Identification Number)incorporation or organization)
 
 Ireland
    
    Not Applicable(State or other jurisdiction of
    
    (I.R.S. Employer Identification Number)incorporation or organization)
 
 United Kingdom
    
    Not Applicable(State or other jurisdiction of
    
    (I.R.S. Employer Identification Number)incorporation or organization)
 
 United Kingdom
    
    Not Applicable(State or other jurisdiction of
    
    (I.R.S. Employer Identification Number)incorporation or organization)
 
 United Kingdom
    
    Not Applicable(State or other jurisdiction of
    
    (I.R.S. Employer Identification Number)incorporation or organization)
 
 The Netherlands
    
    Not Applicable(State or other jurisdiction of
    
    (I.R.S. Employer Identification Number)incorporation or organization)
 
 Bermuda
    
    Not Applicable(State or other jurisdiction of
    
    (I.R.S. Employer Identification Number)incorporation or organization)




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- 4 - Bermuda
    
    Not Applicable(State or other jurisdiction of
    
    (I.R.S. Employer Identification Number)incorporation or organization)
 
 Bermuda
    
    Not Applicable(State or other jurisdiction of
    
    (I.R.S. Employer Identification Number)incorporation or organization)
 
 Delaware
    
    33-0204761(State or other jurisdiction of
    
    (I.R.S. Employer Identification Number)incorporation or organization)
 
 Delaware
    
    75-2971178(State or other jurisdiction of
    
    (I.R.S. Employer Identification Number)incorporation or organization)
 
 Massachusetts
    
    04-2903487(State or other jurisdiction of
    
    (I.R.S. Employer Identification Number)incorporation or organization)
 
 Delaware
    
    77-0128552(State or other jurisdiction of
    
    (I.R.S. Employer Identification Number)incorporation or organization)




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TABLE OF CONTENTS  Item 1. General Information. Furnish the following information as to the trustee -Item 2. Affiliations with the obligorItem 16. List of exhibitsSIGNATURE    Table of Contents  
 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.
 Name
    
    AddressSuperintendent of Banks of the State of New York
    
    One State Street, New York, N.Y.
10004-1151, and Albany, N.Y. 12223Federal Reserve Bank of New York
    
    33 Liberty Street, New York, N.Y. 10045Federal Deposit Insurance Corporation
    
    550 17th Street, N.W. 
Washington, D.C. 20429New York Clearing House Association
    
    New York, New York 10005
 (b) Whether it is authorized to exercise corporate trust powers.
  
 Item 2. Affiliations with the obligor.
 If the obligor is an affiliate of the trustee, describe each such affiliation.
  Instructions.
 1.
    
    The term affiliate is defined in Rule 0-2 of the General Rules and Regulations under the
Act. Attention is also directed to Rule 7a-26.
 2.
    
    Include the name of each such affiliate and the names of all intermediary affiliates, if any.
Indicate the respective percentage of voting securities or other bases of control giving rise
to affiliation.
 
 Item 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).




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SIGNATURE
  The Bank of New York Mellon
(Trustee)By:
    /s/ Paul CattermoleName:
    Paul CattermoleTitle:
    Vice President




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Dollar Amounts In ThousandsASSETSCash and balances due from depository institutions:Noninterest-bearing balances and currency and
coin
    
    
    3,060,000Interest-bearing balances
    
    
    80,377,000Securities:Held-to-maturity securities
    
    
    3,553,000Available-for-sale securities
    
    
    58,636,000Federal funds sold and securities purchased under
agreements to resell:Federal funds sold in domestic offices
    
    
    38,000Securities purchased under agreements to
resell
    
    
    954,000Loans and lease financing receivables:Loans and leases held for sale
    
    
    4,000Loans and leases, net of unearned income
    
    
    24,852,000LESS: Allowance for loan and
lease losses
    
    
    449,000Loans and leases, net of unearned
income and allowance
    
    
    24,403,000Trading assets
    
    
    6,394,000Premises and fixed assets (including capitalized
leases)
    
    
    1,144,000Other real estate owned
    
    
    6,000Investments in unconsolidated subsidiaries and
associated companies
    
    
    982,000Direct and indirect investments in real estate
ventures
    
    
    0Intangible assets:Goodwill
    
    
    6,421,000Other intangible assets
    
    
    1,761,000Other assets
    
    
    12,516,000Total assets
    
    
    200,249,000LIABILITIESDeposits:In domestic offices
    
    
    70,588,000Noninterest-bearing
    
    
    37,184,000Interest-bearing
    
    
    33,404,000In foreign offices, Edge and Agreement
subsidiaries, and IBFs
    
    
    87,515,000Noninterest-bearing
    
    
    2,620,000Interest-bearing
    
    
    84,895,000




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Dollar Amounts In ThousandsFederal funds purchased and securities sold under
agreements to repurchase:Federal funds purchased in domestic
offices
    
    
    2,977,000Securities sold under agreements to
repurchase
    
    
    28,000Trading liabilities
    
    
    7,066,000Other
borrowed money: 
(includes mortgage indebtedness and obligations
under capitalized leases)
    
    
    2,571,000Not applicableNot applicableSubordinated notes and debentures
    
    
    3,490,000Other liabilities
    
    
    9,507,000Total liabilities
    
    
    183,742,000EQUITY CAPITALPerpetual preferred stock and related
surplus
    
    
    0Common stock
    
    
    1,135,000Surplus (exclude all surplus related to preferred
stock)
    
    
    8,631,000Retained earnings
    
    
    7,173,000Accumulated other comprehensive income
    
    
    -782,000Other equity capital components
    
    
    0Total bank equity capital
    
    
    16,157,000Noncontrolling (minority) interests in
consolidated subsidiaries
    
    
    350,000Total equity capital
    
    
    16,507,000Total liabilities and equity capital
    
    
    200,249,000
     Robert P. KellyGerald L. Hassell
    
    
    
    
    DirectorsCatherine A. Rein