Unassociated Document
Registration No. 333-159748 
 
FORM T-1
 
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549
 
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)           x
 
 
THE BANK OF NEW YORK MELLON
TRUST COMPANY, N.A.
(Exact name of trustee as specified in its charter)
 
 
(State of incorporation if not a U.S. national bank)
95-3571558
(I.R.S. employer identification no.)
   
700 South Flower Street
Suite 500
Los Angeles, California
(Address of principal executive offices)
90017
(Zip code)
 
 
WEYERHAEUSER COMPANY
(Exact name of obligor as specified in its charter)
 
Washington
(State or other jurisdiction of incorporation or organization)
91-0470860
(I.R.S. employer identification no.)
   
33663 Weyerhaeuser Way South
Federal Way, Washington  
(Address of principal executive offices)
98003
(Zip code)
 
 
Senior Debt Securities
(Title of the indenture securities)
 

 
 
 

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
  
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
     
 
(b)
Whether it is authorized to exercise corporate trust powers.
 
Yes.
 
2.
Affiliations with Obligor.
 
If the obligor is an affiliate of the trustee, describe each such affiliation.
 
None.
 
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).
 
 
1.
A copy of the articles of association of The Bank of New York Mellon Trust Company, N.A., formerly known as The Bank of New York Trust Company, N.A. (Exhibit 1 to Form T-1 filed with Registration Statement No. 333-121948 and Exhibit 1 to Form T-1 filed with Registration Statement 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 with Registration Statement No. 333-152875).

 
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4.
A copy of the existing by-laws of the trustee (Exhibit 4 to Form T-1 filed with Registration Statement No. 333-157537).
 
 
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.

 
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SIGNATURE
 
Pursuant to the requirements of the Act, the trustee, The Bank of New York Mellon Trust Company, N.A., a 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 21st day of August, 2009.
 
THE BANK OF NEW YORK MELLON
TRUST COMPANY, N.A.
   
By:
/S  RAYMOND TORRES
Name:
RAYMOND TORRES
Title:
SENIOR ASSOCIATE

 
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EXHIBIT 7

Consolidated Report of Condition of
THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A.
of 700 South Flower Street, Suite 200, Los Angeles, CA 90017

At the close of business June 30, 2009, published in accordance with Federal regulatory authority instructions.

   
Dollar Amounts
  
   
in Thousands
  
ASSETS
      
       
Cash and balances due from depository institutions:
      
Noninterest-bearing balances and currency and coin
     4,627  
Interest-bearing balances
     111,263  
Securities:
        
Held-to-maturity securities
     22  
Available-for-sale securities
     492,259  
Federal funds sold and securities purchased under agreements to resell:
        
Federal funds sold
     0  
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)
     11,783  
Other real estate owned
     0  
Investments in unconsolidated subsidiaries and associated companies
     1  
Direct and indirect investments in real estate ventures
     0  
Intangible assets:
        
Goodwill
     876,153  
Other intangible assets
     258,262  
Other assets
     157,588  
Total assets
   $ 1,911,958  

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LIABILITIES
      
       
Deposits:
      
In domestic offices
     599  
Noninterest-bearing
     599  
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
     195,831  
Total liabilities
     465,121  
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
     321,726  
Accumulated other comprehensive income
     2,591  
Other equity capital components
     0  
Not Available
        
Total bank equity capital
     1,446,837  
Noncontrolling (minority) interests in consolidated subsidiaries
     0  
Total equity capital
     1,446,837  
Total liabilities and equity capital
     1,911,958  

I, Karen Bayz, Managing Director of the above-named bank do hereby declare that the Reports of Condition and Income (including the supporting schedules) for this report date have been prepared in conformance with the instructions issued by the appropriate Federal regulatory authority and are true to the best of my knowledge and belief.

Karen Bayz          )          Managing Director

We, the undersigned directors (trustees), attest to the correctness of the Report of Condition (including the supporting schedules) for this report date 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.

Troy Kilpatrick, MD
 )  
Frank P. Sulzberger, MD
)
Directors (Trustees)
William D. Lindelof, VP
)
  
 
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