##### 



o
    
    CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b) (2)
 WELLS FARGO BANK, NATIONAL ASSOCIATION
  A National Banking Association
    
    
    
    94-1347393(Jurisdiction of incorporation or
    
    
    
    (I.R.S. Employerorganization if not a U.S. national
    
    
    
    Identification No.)bank)101 North Phillips AvenueSioux 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, 17 th Floor
Minneapolis, Minnesota 55479
(612) 667-4608
 TRICO MARINE SERVICES, INC.
 Delaware
    
    
    
    72-1252405(State or other jurisdiction of
    
    
    
    (I.R.S. Employerincorporation or organization)
    
    
    
    Identification No.)2401 Fountainview, Suite 920Houston, Texas
    
    
    
    77057(Address of principal executive offices)
    
    
    
    (Zip code)
 
 3.00% Senior Convertible Debentures due 2027




---



##### 



General Information.
 (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.
 Affiliations with Obligor.
   Foreign Trustee.
 List of Exhibits.
 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 2Exhibit 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 Hornbeck Offshore Services LLC 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 Trans-Lux Corporation 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 Penn National Gaming Inc. file number
333-125274.****
    
    Incorporated by reference to the exhibit of the same number to the trustees Form T-1 filed
as exhibit 99.2 to the Form T-3A dated November 22, 2006 of Satelites Mexicanos S.A. de C.V.
file number 022-28822.




---



##### 



WELLS FARGO BANK, NATIONAL ASSOCIATION/s/ Patrick GiordanoPatrick GiordanoVice President




---



##### 



Very truly yours,WELLS FARGO BANK, NATIONAL ASSOCIATION/s/ Patrick GiordanoPatrick GiordanoVice President




---



##### 



Dollar AmountsIn MillionsASSETSCash and balances due from depository institutions:Noninterest-bearing balances and currency and coin
    
    
    
    
    
    $
    15,071Interest-bearing balances
    
    
    
    
    
    
    1,332Securities:Held-to-maturity securities
    
    
    
    
    
    
    0Available-for-sale securities
    
    
    
    
    
    
    37,720Federal funds sold and securities purchased under agreements to resell:Federal funds sold in domestic offices
    
    
    
    
    
    
    4,141Securities purchased under agreements to resell
    
    
    
    
    
    
    1,130Loans and lease financing receivables:Loans and leases held for sale
    
    
    
    
    
    
    33,751Loans and leases, net of unearned income
    
    
    252,936LESS: Allowance for loan and lease losses
    
    
    2,088Loans and leases, net of unearned income and allowance
    
    
    
    
    
    
    250,848Trading Assets
    
    
    
    
    
    
    3,060Premises and fixed assets (including capitalized leases)
    
    
    
    
    
    
    4,045Other real estate owned
    
    
    
    
    
    
    557Investments in unconsolidated subsidiaries and associated companies
    
    
    
    
    
    
    419Intangible assetsGoodwill
    
    
    
    
    
    
    8,995Other intangible assets
    
    
    
    
    
    
    18,458Other assets
    
    
    
    
    
    
    19,144Total assets
    
    
    
    
    
    $
    398,671LIABILITIESDeposits:In domestic offices
    
    
    
    
    
    $
    272,350Noninterest-bearing
    
    
    76,347Interest-bearing
    
    
    196,003In foreign offices, Edge and Agreement subsidiaries, and IBFs
    
    
    
    
    
    
    39,196Noninterest-bearing
    
    
    12Interest-bearing
    
    
    39,184Federal funds purchased and securities sold under agreements to repurchase:Federal funds purchased in domestic offices
    
    
    
    
    
    
    4,271Securities sold under agreements to repurchase
    
    
    
    
    
    
    5,631




---



##### 



Dollar AmountsIn MillionsTrading liabilities
    
    
    2,145Other borrowed money(includes mortgage indebtedness and obligations under capitalized leases)
    
    
    7,119Subordinated notes and debentures
    
    
    10,164Other liabilities
    
    
    17,464Total liabilities
    
    $
    358,340Minority interest in consolidated subsidiaries
    
    
    61EQUITY CAPITALPerpetual preferred stock and related surplus
    
    
    0Common stock
    
    
    520Surplus (exclude all surplus related to preferred stock)
    
    
    24,751Retained earnings
    
    
    14,549Accumulated other comprehensive income
    
    
    450Other equity capital components
    
    
    0Total equity capital
    
    
    40,270Total liabilities, minority interest, and equity capital
    
    $
    398,671
  
  Avid ModijtabaiJohn Stumpf
    
    DirectorsCarrie Tolstedt