Exhibit 25.1

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
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)

Muriel Shaw
U.S. Bank National Association
EX-GA-ATPT
1349 W. Peachtree Street, NW
Two Midtown Plaza, Suite 1050
Atlanta, GA 30309
404-898-8822
(Name, address and telephone number of agent for service)

GRAPHIC PACKAGING INTERNATIONAL, INC.
(Issuer with respect to the Securities)

Delaware		84-0772929
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)
814 Livingston Court Marietta, Georgia		30067
(Address of Principal Executive Offices)		(Zip Code)

9.50% Senior Notes due 2017
(Title of the Indenture Securities)

 

 

FORM T-1

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
Washington, D.C.

b)

Whether it is authorized to exercise corporate trust powers.

Yes

Item 2.		AFFILIATIONS WITH 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 and qualification.

	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 certificate of authority of the Trustee to exercise corporate trust powers.*
	4.		A copy of the existing bylaws of the Trustee.**
	5.		A copy of each Indenture referred to in Item 4. Not applicable.
	6.		The consent of the Trustee required by Section 321(b) of the Trust Indenture Act of 1939, attached as Exhibit 6.
	7.		Report of Condition of the Trustee as of June 30, 2009 published pursuant to law or the requirements of its supervising or examining authority, attached as Exhibit 7.

SIGNATURE

     Pursuant to the requirements of the Trust Indenture Act of 1939, as amended, 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 and qualification to be signed on its behalf by the undersigned, thereunto duly authorized, all in the City of St. Paul, State of Minnesota on the 24th of September, 2009.

By:		/s/ Raymond Haverstock
		Raymond Haverstock
		Vice President

Exhibit 6

CONSENT

     In accordance with Section 321(b) of the Trust Indenture Act of 1939, the undersigned, U.S. BANK NATIONAL ASSOCIATION hereby consents that reports of examination of the undersigned by Federal, State, Territorial or District authorities may be furnished by such authorities to the Securities and Exchange Commission upon its request therefor.

Dated: September 24, 2009

By:		/s/ Raymond Haverstock
		Raymond Haverstock
		Vice President

Exhibit 7
U.S. Bank National Association
Statement of Financial Condition
As of 6/30/2009

($000’s)

		6/30/2009
Assets
Cash and Balances Due From Depository Institutions		$	6,526,915
Securities			38,971,863
Federal Funds			3,558,381
Loans & Lease Financing Receivables			180,342,925
Fixed Assets			4,176,818
Intangible Assets			12,451,763
Other Assets			14,416,029
Total Assets		$	260,444,694
Liabilities
Deposits		$	174,406,310
Fed Funds			11,988,123
Treasury Demand Notes			0
Trading Liabilities			385,470
Other Borrowed Money			34,999,265
Acceptances			0
Subordinated Notes and Debentures			7,779,967
Other Liabilities			6,530,991
Total Liabilities		$	236,090,126
Equity
Minority Interest in Subsidiaries		$	1,647,451
Common and Preferred Stock			18,200
Surplus			12,642,020
Undivided Profits			10,046,897
Total Equity Capital		$	24,354,568
Total Liabilities and Equity Capital		$	260,444,694

U.S. Bank National Association

By:		/s/ Muriel Shaw   Assistant Vice President
Date:		September 24, 2009