Registration No. 333-171711

 

 

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

 

þ 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		(I.R.S. Employer
organization if not a U.S. national		Identification No.)
bank)
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, 17 ^th Floor
Minneapolis, Minnesota 55479
(612) 667-4608
(Name, address and telephone number of agent for service)

CARRIAGE SERVICES, INC.

(Exact name of obligor as specified in its charter)

Delaware		76-0423828
(State or other jurisdiction of		(I.R.S. Employer
incorporation or organization)		Identification No.)
3040 Post Oak Blvd., Suite 300
Houston, Texas		77056
(Address of principal executive offices)		(Zip code)

All Debt Securities Registered
(Title of the indenture securities)

 

 

TABLE OF ADDITIONAL REGISTRANT GUARANTORS

Exact Name of Additional Registrants		Incorporation/Organization		Identification Number
Carriage Funeral Holdings, Inc.		Delaware			76-0339922
CFS Funeral Services, Inc.		Delaware			76-0386580
Carriage Holding Company, Inc.		Delaware			76-0393194
Carriage Funeral Services of Michigan, Inc.		Michigan			38-3149715
Carriage Funeral Services of Kentucky, Inc.		Kentucky			61-1015339
Carriage Funeral Services of California, Inc.		California			76-0517196
Carriage Cemetery Services of Idaho, Inc.		Idaho			82-0210596
Wilson & Kratzer Mortuaries		California			94-2677490
Rolling Hills Memorial Park		California			94-1495168
Carriage Services of Connecticut, Inc.		Connecticut			06-1491781
CSI Funeral Services of Massachusetts, Inc.		Massachusetts			04-3406556
CHC Insurance Agency of Ohio, Inc.		Ohio			76-0584854
Barnett Demrow & Ernst, Inc.		Kentucky			61-0680428
Carriage Services of New Mexico, Inc.		New Mexico			76-0585891
Forastiere Family Funeral Services, Inc.		Massachusetts			76-0615410
Carriage Cemetery Services, Inc.		Texas			76-0592642
Carriage Services of Oklahoma, L.L.C.		Oklahoma			76-0590850
Carriage Services of Nevada, Inc.		Nevada			76-0595471
Hubbard Funeral Home, Inc.		Maryland			53-0226299
Carriage Team California (Cemetery), LLC		Delaware			76-0627583
Carriage Team California (Funeral), LLC		Delaware			76-0627584
Carriage Team Florida (Cemetery), LLC		Delaware			76-0627585
Carriage Team Florida (Funeral), LLC		Delaware			76-0627586
Carriage Services of Ohio, LLC		Delaware			76-0627588
Carriage Team Kansas, LLC		Delaware			76-0627587
Carriage Municipal Cemetery Services of Nevada, Inc.		Nevada			76-0635742
Carriage Cemetery Services of California, Inc.		California			76-0634987
Carriage Insurance Agency of Massachusetts, Inc.		Massachusetts			76-0644470
Carriage Internet Strategies, Inc.		Delaware			76-0642158
Carriage Investments, Inc.		Delaware			76-0651825
Carriage Management, L.P.		Texas			76-0651824
Cochrane’s Chapel of the Roses, Inc.		California			68-0458642
Horizon Cremation Society, Inc.		California			76-0653256
Carriage Life Events, Inc.		Delaware			76-0667598
Carriage Merger I, Inc.		Delaware			76-0695818
Carriage Merger II, Inc.		Delaware			76-0695815
Carriage Florida Holdings, Inc.		Delaware			76-0695816
Cloverdale Park, Inc.		Idaho			82-0251267
Cataudella Funeral Home, Inc.		Massachusetts			04-2588311

The address, including zip code, and telephone number, including area code, of each Additional Registrant Guarantor’s principal executive offices is:

c/o Carriage Services, Inc.
3040 Post Oak Blvd., Suite 300
Houston, Texas 77056

Phone: 713-332-8400

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.

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 Dallas and State of Texas on the 7th day of March, 2011.

EXHIBIT 6

March 7, 2011

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 thereof.

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 December 31, 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						$	17,518
Interest-bearing balances							57,228
Securities:
Held-to-maturity securities							0
Available-for-sale securities							150,439
Federal funds sold and securities purchased under agreements to resell:
Federal funds sold in domestic offices							1,656
Securities purchased under agreements to resell							16,821
Loans and lease financing receivables:
Loans and leases held for sale							38,095
Loans and leases, net of unearned income			691,483
LESS: Allowance for loan and lease losses			19,637
Loans and leases, net of unearned income and allowance							671,846
Trading Assets							30,824
Premises and fixed assets (including capitalized leases)							8,129
Other real estate owned							5,713
Investments in unconsolidated subsidiaries and associated companies							659
Direct and indirect investments in real estate ventures							111
Intangible assets
Goodwill							20,931
Other intangible assets							26,452
Other assets							55,856
Total assets						$	1,102,278
LIABILITIES
Deposits:
In domestic offices						$	747,742
Noninterest-bearing			165,559
Interest-bearing			582,183
In foreign offices, Edge and Agreement subsidiaries, and IBFs							99,235
Noninterest-bearing			2,029
Interest-bearing			97,206
Federal funds purchased and securities sold under agreements to repurchase:
Federal funds purchased in domestic offices							2,930
Securities sold under agreements to repurchase							16,102

		Dollar Amounts
		In Millions
Trading liabilities			15,647
Other borrowed money (includes mortgage indebtedness and obligations under capitalized leases)			40,254
Subordinated notes and debentures			19,252
Other liabilities			37,554
Total liabilities		$	978,716
EQUITY CAPITAL
Perpetual preferred stock and related surplus			0
Common stock			519
Surplus (exclude all surplus related to preferred stock)			98,971
Retained earnings			17,489
Accumulated other comprehensive income			5,280
Other equity capital components			0
Total bank equity capital			122,259
Noncontrolling (minority) interests in consolidated subsidiaries			1,303
Total equity capital			123,562
Total liabilities, and equity capital		$	1,102,278

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