Registration File No. 333-176088

 

 

UNITED STATES

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)

 

 

U.S. BANK NATIONAL ASSOCIATION

(Exact name of trustee as specified in its charter)

 

 

31-0841368

(I.R.S. Employer

Identification No.)

 

800 Nicollet Mall, Minneapolis, Minnesota		55402
(Address of principal executive offices)		(Zip Code)

David Schlabach

U.S. Bank National Association

1350 Euclid Avenue

Cleveland, Ohio 44115

(216) 623-5987

(Name, address and telephone number of agent for service)

 

 

M/I Homes, Inc.

(Exact name of obligor as specified in its charter)

 

 

 

Ohio		31-1210837
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

 

3 Easton Oval, Suite 500, Columbus, Ohio		43219
(Address of principal executive offices)		(Zip Code)

 

 

(See table of co-obligors on the following page)

 

 

Convertible Senior Subordinated Notes due 2018

and Guarantees of Convertible Senior Subordinated Notes due 2018

(Title of the indenture securities)

 

 

 

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TABLE OF CO-OBLIGORS

The following direct and indirect wholly-owned subsidiaries of M/I Homes, Inc. are guarantors of M/I Homes, Inc.’s obligations under the Convertible Senior Subordinated Notes due 2018 and are co-obligors.

 

Exact name of co-obligor as specified in its charter*		State or other jurisdiction of incorporation or organization		I.R.S. Employer Identification No.
MHO Holdings, LLC		Florida		75-3087795
MHO, LLC		Florida		75-3087795
M/I Homes First Indiana LLC		Indiana		31-1210837
M/I Homes of Central Ohio, LLC		Ohio		36-4530649
M/I Homes of Charlotte, LLC		Delaware		73-1668983
M/I Homes of Chicago, LLC		Delaware		41-2240732
M/I Homes of Cincinnati, LLC		Ohio		37-1466139
M/I Homes of DC, LLC		Delaware		73-1668967
M/I Homes of Florida, LLC		Florida		75-3087790
M/I Homes of Austin, LLC		Ohio		80-0739449
M/I Homes of Houston, LLC		Delaware		80-0569230
M/I Homes of Indiana, L.P.		Indiana		04-3661814
M/I Homes of Orlando, LLC		Florida		75-3087793
M/I Homes of Raleigh, LLC		Delaware		73-1668974
M/I Homes of San Antonio, LLC		Delaware		80-0687761
M/I Homes of Tampa, LLC		Florida		75-3087792
M/I Homes of West Palm Beach, LLC		Florida		75-3087794
M/I Homes Second Indiana LLC		Indiana		31-1210837
M/I Homes Service, LLC		Ohio		31-1626248
M/I Properties LLC		Ohio		31-1210837
Northeast Office Venture, Limited Liability Company		Delaware		31-1444839
Prince Georges Utilities, LLC		Maryland		27-2403139
The Fields at Perry Hall, L.L.C.		Maryland		52-2293749
Wilson Farm, L.L.C.		Maryland		52-2009441

 

*	The address, including zip code, of each co-obligor’s principal executive offices is the same as that of M/I Homes, Inc.

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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		Address
Comptroller of the Currency		Washington, D.C. 20219

 

(b)

Whether it is authorized to exercise corporate trust powers.

Yes.

Item 2. Affiliations with the obligor.

If the obligor is an affiliate of the trustee, describe each such affiliation.

None.

 

Items 3-15.

Items 3-15 are not applicable because, to the best of the trustee’s knowledge, the obligor is not in default under any indenture for which the trustee acts as trustee.

Item 16. List of Exhibits.

List below all exhibits filed as a part of this statement of eligibility.

 

Exhibit No.		Description
1		A copy of the articles of association of the trustee.*
2		A copy of the certificate of authority of the trustee to commence business.†
3		A copy of the authorization of the trustee to exercise corporate trust powers.†
4		A copy of the existing bylaws of the trustee.**
6		The consent of the trustee required by Section 321(b) of the Trust Indenture Act of 1939.†
7		Report of condition of the trustee as of December 31, 2012 published pursuant to law or the requirements of its supervising or examining authority.†

 

†	Filed herewith.

*	Incorporated herein by reference to Exhibit 25.1 to Amendment No. 2 to the Registration Statement on Form S-4 of Revlon Consumer Products Corporation filed on November 15, 2005 (Registration No. 333-128217).

**	Incorporated herein by reference to Exhibit 25.1 to the Registration Statement on Form S-4 of Easton-Bell Sports, Inc. filed on May 5, 2010 (Registration No. 333-166527).

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SIGNATURE

Pursuant to the requirements of the Trust Indenture Act of 1939, the trustee, U.S. 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 Cleveland, State of Ohio, on the 26^th day of February, 2013.