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

 

 

x 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)

 

 

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)

 

 

INTERNATIONAL GAME TECHNOLOGY

(Exact name of obligor as specified in its charter)

 

 

 

Senior Notes Due 2019

(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.

 

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*                 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.

 

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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 9th day of June 2009.

 

 

	WELLS FARGO BANK, NATIONAL ASSOCIATION
	/s/ Maddy Hall
	Maddy Hall
	Vice President

 

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EXHIBIT 6

 

June 9, 2009

 

 

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 March 31, 2009, 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				$	12,028
Interest-bearing balances				10,631
Securities:
Held-to-maturity securities				0
Available-for-sale securities				102,802
Federal funds sold and securities purchased under agreements to resell:
Federal funds sold in domestic offices				7,380
Securities purchased under agreements to resell				1,122
Loans and lease financing receivables:
Loans and leases held for sale				28,411
Loans and leases, net of unearned income		332,448
LESS: Allowance for loan and lease losses		10,240
Loans and leases, net of unearned income and allowance				322,208
Trading Assets				11,401
Premises and fixed assets (including capitalized leases)				4,281
Other real estate owned				1,172
Investments in unconsolidated subsidiaries and associated companies				438
Intangible assets
Goodwill				11,381
Other intangible assets				13,099
Other assets				25,816
Total assets				$	552,170
LIABILITIES
Deposits:
In domestic offices				$	316,654
Noninterest-bearing		76,832
Interest-bearing		239,822
In foreign offices, Edge and Agreement subsidiaries, and IBFs				55,774
Noninterest-bearing		1,002
Interest-bearing		54,772
Federal funds purchased and securities sold under agreements to repurchase:
Federal funds purchased in domestic offices				32,172
Securities sold under agreements to repurchase				13,234

 

 

		Dollar Amounts
		In Millions
Trading liabilities		7,432
Other borrowed money (includes mortgage indebtedness and obligations under capitalized leases)		46,503
Subordinated notes and debentures		16,011
Other liabilities		19,122
Total liabilities		$	506,902
EQUITY CAPITAL
Perpetual preferred stock and related surplus		0
Common stock		520
Surplus (exclude all surplus related to preferred stock)		29,112
Retained earnings		17,471
Accumulated other comprehensive income		(2,007		)
Other equity capital components		0
Total equity capital		45,096
Noncontrolling (minority) interests in consolidated subsidiaries		172
Total equity capital		45,268
Total liabilities, minority interest, and equity capital		$	552,170

 

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.

 

Dave Hoyt

John Stumpf                                                          Directors

Carrie Tolstedt