8-A12B 1 f8astructprodjuly11.htm FORM 8A Form 8-A

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-A

FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES

PURSUANT TO SECTION 12(b) OR (g) OF THE

SECURITIES EXCHANGE ACT OF 1934

STRUCTURED PRODUCTS CORP.

(Exact name of registrant as specified in its charter)

Delaware

13-3692801

(State of Incorporation or organization)

(IRS Employer Identification No.)

390 Greenwich Street
New York, New York

10013

(Address of principal executive offices)

(Zip Code)

If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A. (c), please check the following box. [x]

If this form relates to the registration of a class securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A. (d), please check the following box. [ ]

Securities to be registered pursuant to Section 12(b) of the Act:

Title of Each Class
to be so Registered

Name of Each Exchange on Which
Each Class is to Registered

Corporate-Backed Trust Securities (CorTS^®
Certificates, with a principal amount of
$18,556,300
(the “Certificates”)

New York Stock Exchange

Securities to be registered pursuant to Section 12(g) of the Act:

None

Item 1. Description of Registrant's Securities to be Registered.

The description of the Certificates to be registered hereunder is set forth under the captions entitled: “Summary”; “Risk Factors”; “Description of the Certificates”; “Certain ERISA Considerations”; and “Certain Federal Income Tax Considerations” in Registrant’s Prospectus Supplement dated May 30, 2001, as supplemented by Supplement No. 1, dated June 6, 2001, and “Risk Factors” and “Description of Certificates” in Registrant’s Prospectus, dated May 13, 1999, which description is incorporated herein by reference.

Item 2. Exhibits.

1. Form of the Prospectus Supplement dated May 30, 2001, as supplemented by Supplement No. 1, dated June 6, 2001, which was filed with the Securities and Exchange Commission on May 30, 2001, pursuant to Rule 424(b)(5) under the Securities Act of 1933, as amended, and is incorporated herein by reference.

2. Letter from Structured Products Corp. to U.S. Bank Trust National Association regarding conveyance of Additional Term Assets.

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SIGNATURE

Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the Registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized.

	STRUCTURED PRODUCTS CORP.
Date: June 6, 2001