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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended:
December 31, 1999
Commission File Number: 33-
5860/33-357357
STRUCTURED PRODUCTS CORP.,
on behalf of
TIERS Corporate Bond-Backed Certificates Trust IBM 1997-4
TIERS Corporate Bond-Backed Certificates Trust BLS 1997-6
TIERS Corporate Bond-Backed Certificates Trust APA 1997-8
TIERS Corporate Bond-Backed Certificates Trust JPM 1998-2
TIERS TENS Certificates Trust LTR 1998-4
TIERS Corporate Bond-Backed Certificates Trust MOT 1998-5
TIERS Corporate Bond-Backed Certificates Trust C 1998-6
CorTS Trust for J.C. Penney Debentures
CorTS Trust for BellSouth Debentures
CorTS Trust for Xerox Capital Trust I
CorTS Trust for Southern Company Capital Trust I
CorTS Trust for Countrywide Capital I
(Exact name of registrant as specified in its charter)
Delaware 13-3692801
(State or other jurisdiction (I.R.S. employer
or incorporation) identification no.)
390 Greenwich Street, New York, New York 10013
(Address of principal executive offices) (Zip Code)
Room 33-130, 33rd Floor, Seven World Trade Center, New York, New York 10048
(Former name or former address, if changed since last report)
Registrant's telephone number including area code (212) 783-6645.
Securities registered pursuant to Section 12(b) of the Act:
TIERS Corporate Bond-Backed Certificates, Series IBM 1997-4
TIERS Corporate Bond-Backed Certificates, Series BLS 1997-6
TIERS Corporate Bond-Backed Certificates, Series APA 1997-8
TIERS Corporate Bond-Backed Certificates, Series JPM 1998-2
1
TIERS TENS Certificates, Series LTR 1998-4
TIERS Corporate Bond-Backed Certificates, Series MOT 1998-5
TIERS Corporate Bond-Backed Certificates, Series C 1998-6
CorTS Trust for J.C. Penney Debentures, Corporate-Backed Trust Securities
CorTS Trust for BellSouth Debentures, Corporate-Backed Trust Securities
CorTS Trust for Xerox Capital Trust I, Corporate-Backed Trust Securities
CorTS Trust for Southern Company Capital Trust I, Corporate-Backed Trust
Securities
CorTS Trust for Countrywide Capital I , Corporate Backed Trust Securities
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark whether the Registrant has (1) filed all reports required
to be filed by section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the Registrant was
required to have filed such reports) and (2) has been subject to such filing
requirements for the past 90 days. Yes ___ No __
State the aggregate market value of the voting stock held by non-affiliates of
the registrant. The Registrant has no voting stock or class of common stock
outstanding as of the date of this report.
2
INTRODUCTORY NOTE
Structured Products Corp. (the "Depositor") is the Depositor under the Base
Trust Agreements as supplemented by the Series Supplements listed below by and
between the Depositor and U.S. Bank Trust National Association, formerly First
Trust of New York, National Association, as Trustee (the "Trustee"), providing
for the issuance of the TIERS Certificates listed below (the "Certificates") and
is the depositor for the Certificates (the "Registrant") The Certificates do not
represent obligations of or interests in the Depositor or the Trustee. Pursuant
to staff administrative positions established in various no-action letters, see
e.g. CORPORATE ASSET BACKED CORPORATION ("CABCO") (available August 9, 1995);
----------------------------------
LEHMAN STRUCTURED ASSETS, INC. (available December 8, 1994), the Depositor is
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not required to respond to various items of From 10-K. Such items are designated
herein as "Not applicable."
GOVERNING DOCUMENTS CERTIFICATES ISSUED THEREUNDER
Base Trust Agreement and Series IBM TIERS Corporate Bond-Backed
1997-4 Supplement dated as of June Certificates, Series IBM 1997-4
16, 1997
Base Trust Agreement and Series BLS TIERS Corporate Bond-Backed
1997-6 Supplement dated as of July Certificates, Series BLS 1997-6
7, 1997
Base Trust Agreement and Series APA TIERS Corporate Bond-Backed
1997-8 Supplement dated as of Certificates, Series APA 1997-8
September 15, 1997
Base Trust Agreement and Series JPM TIERS Corporate Bond-Backed
1998-2 Supplement dated as of April Certificates, Series JPM 1998-2
1, 1998
Base Trust Agreement and Series LTR TIERS TENS Certificates, Series
1998-4 Supplement dated as of May LTR 1998-4
18, 1998
Base Trust Agreement and Series MOT TIERS Corporate Bond-Backed
1998-5 Supplement dated as of May Certificates, Series MOT 1998-5
19, 1998
Base Trust Agreement and Series C TIERS Corporate Bond-Backed
1998-6 Supplement dated as of May 21, Certificates, Series C 1998-6
1998
Base Trust Agreement dated May 21, CorTS Trust for J.C. Penney Debentures,
1999 and CorTS Supplement dated Corporate-Backed Trust Securities
May 21, 1999
Base Trust Agreement dated May 21, CorTS Trust for BellSouth Debentures,
1999 and CorTS Supplement 1999-2 Corporate-Backed Trust Securities
dated June 10, 1999
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Base Trust Agreement dated May 21, CorTS Trust for Xerox Capital Trust I,
1999 and CorTS Supplement 1999-3 Corporate-Backed Trust Securities
dated October 20, 1999
Base Trust Agreement dated May 21, CorTS Trust for Southern Company Capital
1999 and CorTS Supplement 1999-4 Trust I, Corporate-Backed Trust
dated October 28, 1999 Securities
Base Trust Agreement dated May 21, CorTS Trust for Countrywide
1999 and CorTS Supplement 1999-4 Capital I, Corporate Backed Trust
dated November 16, 1999 Securities
PART I
ITEM 1. BUSINESS
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Not Applicable
ITEM 2. PROPERTIES
- -------------------
Not Applicable
ITEM 3. LEGAL PROCEEDINGS
- --------------------------
Not Applicable
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
- ------------------------------------------------------------
Not Applicable
ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED
- -----------------------------------------------------------------
STOCKHOLDER MATTERS
-------------------
The Certificates issued by representing investors' interest in the
Trusts are represented by one or more physical Certificates registered in the
name of "Cede& Co., the nominee of The Depository Trust Company. To the best
knowledge of the registrant, there is no established public trading market for
the Certificates.
ITEM 6. SELECTED FINANCIAL DATA
- --------------------------------
Not Applicable
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
- ---------------------------------------------------------------
CONDITION AND RESULTS OF OPERATIONS
-----------------------------------
Not Applicable
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
- ---------------------------------------------------
4
Not Applicable
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
- -----------------------------------------------------------------
ACCOUNTING AND FINANCIAL DISCLOSURE
-----------------------------------
Not Applicable
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
- ------------------------------------------------------------
Not Applicable
ITEM 11. EXECUTIVE COMPENSATION
- ---------------------------------
Not Applicable
PART II
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
- -------------------------------------------------------------
MANAGEMENT
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(a) Not Available
(b) Not Applicable
(c) Not Applicable
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
- --------------------------------------------------------
None
PART IV
ITEM 14. EXHIBITS, FINANCIAL SCHEDULES AND REPORTS ON FORM 8-K
- ---------------------------------------------------------------
(a)(i) The following documents are also filed as part of this Report:
i) Report of Aston Bell & Associates concerning TIERS
Corporate Bond-Backed Certificates Trust IBM 1997-4
ii) Report of Aston Bell & Associates concerning TIERS
Corporate Bond-Backed Certificates Trust BLS 1997-6
iii) Report of Aston Bell & Associates concerning TIERS
Corporate Bond-Backed Certificates Trust APA 1997-8
iv) Report of Aston Bell & Associates concerning TIERS
TENS Certificates Trust LTR 1998-4
v) Report of Aston Bell & Associates concerning TIERS
Corporate Bond-Backed Certificates Trust MOT 1998-5
vi) Report of Aston Bell & Associates concerning TIERS
Corporate Bond-Backed Certificates Trust C 1998-6
vii) TIERS Corporate Bond-Backed Certificates Trust
JPM 1998-2 --No Payments were made or required to
be made during the period from June 30, 1998 through
June 30, 1999, thus no accountant's report is required.
5
viii) CorTS Trust for J.C. Penney Debentures, CorTS Trust
for BellSouth Debentures, CorTS Trust for Xerox Capital
Trust I, CorTS Trust for Southern Company Capital Trust
I and CorTS Trust for Countrywide Capital I --- No
accountants report is required to be filed for these
trusts.
(b) None
(c) See item 14(a) (3) above
6
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the the
Securities Exchange Act of 1934, the registrant has duly caused this report to
be signed on its behalf by the undersigned thereunto duly authorized.
Structured Products Corp., as depositor for the
Trusts (the "Registrant")
By:
By:_/S/ TIMOTHY P. BEAULAC
-----------------------
Name: Timothy P. Beaulac
Title: President
Dated as of: December 31, 1999
EXHIBIT INDEX
EXHIBIT PAGE
1. Report of Aston Bell & Associates concerning TIERS Corporate Bond-Backed
Certificates Trust IBM 1997-4
2. Report of Aston Bell & Associates concerning TIERS Corporate Bond-Backed
Certificates Trust BLS 1997-6
3. Report of Aston Bell & Associates concerning TIERS Corporate Bond-Backed
Certificates Trust APA 1997-8
4. Report of Aston Bell & Associates concerning TIERS TENS Certificates Trust
LTR 1998-4
5. Report of Aston Bell & Associates concerning TIERS Corporate Bond-Backed
Certificates Trust MOT 1998-5
6. Report of Aston Bell & Associates concerning TIERS Corporate Bond-Backed
Certificates Trust C 1998-6
7. TIERS Corporate Bond-Backed Certificates Trust JPM 1998-2