This is a re-filing of a Form 8-A12B filing made on May 21, 1999 under
CIK 0000894356 (Structured Products Corp.). We are making this filing,
at the request of the SEC's staff, for the sole purpose of obtaining a
commission file number.
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
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(State of incorporation or (IRS Employer Identification No.)
organization)
390 Greenwich Street 10013
New York, New York
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(Address of principal executive (Zip Code)
offices)
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If this form relates to the If this form relates to the
registration of a class of registration of a class of
securities pursuant to Section securities pursuant to Section
12(b) of the Exchange Act and is 12(g) of the Exchange Act and is
effective pursuant to General effective pursuant to General
Instruction A. (c), please check Instruction A. (d), please check
the following box. [x] the following box. [ ]
Securities to be registered pursuant to Section 12(b) of the Act:
Title of Each Class Name of Each Exchange on Which TO BE SO REGISTERED
EACH CLASS IS TO BE REGISTERED
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4,000,000 CorTSSM Certificates
with a principal amount of
$100,000,000
(the "Certificates") New York Stock Exchange
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Securities to be registered pursuant to Section 12(g) of the Act:
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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 13, 1999,
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. Certificate of Incorporation of Structured Products Corp. is set forth
as Exhibit 3.1 to the Registration Statement on Form S-3 and is incorporated
herein by reference.
2. By-laws, as amended, of Structured Products Corp. are set forth as
Exhibit 3.2 to the Registration Statement and are incorporated herein by
reference.
3. Form of Trust Agreement is set forth as Exhibit 4.3 to the Registration
Statement and is incorporated herein by reference.
4. Form of the Prospectus is attached to the Registration Statement and is
incorporated herein by reference.
5. Form of the Prospectus Supplement dated May 13, 1999 which was filed
with the Securities and Exchange Commission on May 20, 1999, pursuant to the
Rule 424(b)(5) under the Securities Act of 1933, and is incorporated herein by
reference.
6. Form of CorTSSM Supplement dated as of May 21, 1999, which is set forth
as an exhibit on Form 8-A12B filed with the Securities and Exchange Commission,
for Structured Products Corp., on May 21, 1999, and is incorporated herein by
reference.
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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: May 21, 1999
By:/S/ Matthew R. Mayers
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Authorized Signatory
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