Attached files
file | filename |
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EX-31.1 - EXHIBIT 31.1 - CABCO TRUST FOR J.C. PENNEY DEBENTURES | c14957exv31w1.htm |
EX-99.1 - EXHIBIT 99.1 - CABCO TRUST FOR J.C. PENNEY DEBENTURES | c14957exv99w1.htm |
Table of Contents
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K
FOR ANNUAL AND TRANSITION REPORTS
PURSUANT TO SECTIONS 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
PURSUANT TO SECTIONS 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
(Mark One)
þ | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the fiscal year ended December 31, 2010
OR
o | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from to .
Commission file number 033-91744-02
Corporate Asset Backed Corporation,
on behalf of
CABCO Trust for J.C. Penney Debentures
CABCO Trust for J.C. Penney Debentures
(Exact name of registrant as specified in its charter)
Delaware (State or Other Jurisdiction of Incorporation or Organization) |
22-3281571 (I.R.S. Employer Identification No.) |
|
445 Broad Hollow Road, Suite 239, Melville, New York | 11747 | |
(Address of Principal Executive Offices) | (Zip Code) |
Registrants telephone number, including area code: (631) 587-4700
Securities registered pursuant to Section 12(b) of the Act:
Title of class | Name of each Exchange on which registered | |
$52,650,000 Trust Certificates for | New York Stock Exchange | |
J.C. Penney Debentures |
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of
the Securities Act. Yes o No þ
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or
Section 15(d) of the Act. Yes o No þ
Indicate by check mark whether the registrant: (1) has 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 file such reports), and (2) has been
subject to such filing requirements for the past 90 days. Yes þ No o
Indicate by check mark whether the registrant has submitted electronically and posted on its
corporate Web site, if any, every Interactive Data File required to be submitted and posted
pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period
that the registrant was required to submit and post such files). Yes o No o
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is
not contained herein, and will not be contained, to the best of registrants knowledge, in
definitive proxy or information statements incorporated by reference in Part III of this Form 10-K
or any amendment to this Form 10-K. þ
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated
filer, a non-accelerated filer, or a smaller reporting company. See the definitions of large
accelerated filer, accelerated filer and smaller reporting company in Rule 12b-2 of the
Exchange Act. (Check one):
Large accelerated filer o | Accelerated filer o | Non-accelerated filer þ | Smaller reporting company o | |||
(Do not check if a smaller reporting company) |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the
Act). Yes o No þ
State the aggregate market value of voting and non-voting common stock held by non-affiliates of
the registrant: All the common stock of Corporate Asset Backed Corporation, the depositor of the
trust, is held by UBS Americas Inc., its parent.
Indicate the number of shares outstanding of each of the registrants classes of common stock, as
of the latest practicable date: As of March 29, 2011, 100 shares of common stock of Corporate Asset
Backed Corporation, the depositor of the trust, par value $1.00 per share, were outstanding.
TABLE OF CONTENTS
Table of Contents
INTRODUCTORY NOTE
The Registrant is a trust (the Trust) created by the Trust Agreement, dated as of March 25, 1999,
between Corporate Asset Backed Corporation, as depositor (the Depositor), and The Bank of New
York, as trustee (the Trustee), providing for the issuance of $52,650,000 Trust Certificates for
J.C. Penney Debentures (the Certificates). The Certificates do not represent obligations of or
interests in the Depositor or the Trustee. The Certificates represent beneficial interests in the
Trust. The Trusts assets consist primarily of $52,650,000 principal amount of 7-5/8% J.C. Penney
Company, Inc. Debentures due 2097. J.C. Penney Company, Inc. is subject to the informational
requirements of the Securities Exchange Act of 1934, and in accordance with those requirements
files periodic and current reports and other information (including financial information) with the
Securities and Exchange Commission (SEC) (File No. 001-00777). You may read and copy any
reports, statements and other information filed by J.C. Penney Company, Inc. with the SEC (a) over
the Internet at the SEC website at http://www.sec.gov containing reports, proxy statements and
other information regarding registrants that file electronically with the SEC; and (b) the SECs
public reference room at 450 Fifth Street, N.W., Washington, D.C. 20549. You can also request
copies of these documents upon payment of a copying fee, by writing to the SECs public reference
room at 450 Fifth Street, N.W., Washington, D.C. 20549. Please call the SEC at (800) SEC-0330 for
further information on the operation of the public reference facilities. For information regarding
J.C. Penney Company, Inc., please refer to these periodic and current reports filed with the SEC.
Table of Contents
Part I
Item 1. | Business |
Not Applicable.
Item 1A. | Risk Factors |
Not Applicable.
Item 1B. | Unresolved Staff Comments |
Not Applicable.
Item 2. | Properties |
Not Applicable.
Item 3. | Legal Proceedings |
None.
Item 4. | Submission of Matters to a Vote of Security Holders |
None.
Part II
Item 5. | Market for Registrants Common Equity, Related Stockholder Matters and Issuer Purchases of
Equity Securities |
The Trust Certificates issued by CABCO Trust for J.C. Penney Debentures
representing investors interest in the Trust are represented by one or more
physical Certificates registered in the name of Cede & Co., the nominee of The
Depository Trust Company. |
The Certificates are listed on the New York Stock Exchange. |
Item 6. | Selected Financial Data |
Not Applicable.
Item 7. | Managements Discussion and Analysis of Financial Condition and Results of Operations. |
Not Applicable.
Item 7A. | Quantitative and Qualitative Disclosures About Market Risk |
Not Applicable.
Table of Contents
Item 8. | Financial Statements and Supplementary Data |
Not Applicable.
Item 9. | Changes in and Disagreements with Accountants on Accounting and Financial Disclosure |
None.
Item 9A. | Controls and Procedures |
Not Applicable.
Item 9B. | Other Information |
None.
Part III
Item 10. | Directors and Executive Officers of the Registrant |
Not Applicable.
Item 11. | Executive Compensation |
Not Applicable.
Item 12. | Security Ownership of Certain Beneficial Owners and Management |
None.
Item 13. | Certain Relationships and Related Transactions |
None.
Item 14. | Principal Accounting Fees and Services |
Not Applicable.
Table of Contents
Part IV
Item 15. | Exhibits and Financial Statement Schedules |
(a) (a) Not Applicable.
(b) (1) Certification pursuant to Rule 13a-14 of the Securities Exchange Act of 1934 is filed
herewith as Exhibit 31.1.
(b) (2) The Trustees statement of compliance with respect to the Trust Agreement is filed herewith
as Exhibit 99.1.
(b) (3) The reports on Form 8-K filed by Corporate Asset Backed Corporation during the Fiscal Year
on behalf of CABCO Trust for J.C. Penney Debentures that included distribution reports to the
respective Certificate holders, are incorporated herein as Exhibits 99.2 and 99.3.
(c) Not Applicable.
Table of Contents
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of 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 on this 31st day of March 2011.
CORPORATE ASSET BACKED CORPORATION as Depositor of the CABCO Trust for J.C. Penney Debentures |
||||
By: | /s/ George Baldwin | |||
Name: | George Baldwin | |||
Title: | Vice President |
Table of Contents
EXHIBIT INDEX
Exhibit No. | Description of Document | |||
31.1 | Rule 13a-14 Certification. |
|||
99.1 | Trustee Statement of Compliance with respect to CABCO Trust for
J.C. Penney Debentures. |
|||
99.2-99.3 | * | Reports on Form 8-K filed by Corporate Asset Backed Corporation
during the Fiscal Year on behalf of CABCO Trust for J.C Penney
Debentures that included distribution reports to the
Certificate holders: Form 8-K Reports filed on March 5, 2010;
and September 7, 2010. |
* | Previously filed with the Securities and Exchange Commission. |