UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 10-K
FOR ANNUAL AND TRANSITION REPORTS
PURSUANT TO SECTIONS 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
(Mark One)
/X/ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2005
or
/ / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURI-
TIES EXCHANGE ACT OF 1934
For the transition period from ________ to ________
Commission File Number: 001-31876
Lehman ABS Corporation,
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on behalf of:
Corporate Backed Trust Certificates, Series 2001-23 Trust
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(Exact name of registrant as specified in its charter)
Delaware 13-3447441
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(State or other jurisdiction of incorporation (I.R.S. Employer Identification
or organization) No.)
745 Seventh Avenue, New York, New York 10019
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(Address of principal executive (Zip Code)
offices)
Registrant's telephone number, including area code: (212) 526-7000
Securities registered pursuant to Section 12(b) of the Act:
Title of Class Name of Registered Exchange
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Corporate Backed Trust Certificates,
Series 2001-23 New York Stock Exchange ("NYSE")
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 / / No /X/
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 / / No /X/
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
file requirements for the past 90 days.
Yes /X/ No / /
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 registrant's 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. /X/
Indicate by check mark whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the Act).
Yes / / No /X/
Indicate by check mark whether the registrant is a shell company (as defined
in Rule 12b-2 of the Act).
Yes / / No /X/
State the aggregate market value of the voting and non-voting common equity
held by non-affiliates computed by reference to the price at which the common
equity was last sold, or the average bid and asked price of such common
equity, as of the last business day of the registrant's most recently
completed second fiscal quarter:
The registrant has no voting stock or class of common stock that is held
by non-affiliates.
DOCUMENTS INCORPORATED BY REFERENCE
The distribution reports to security holders filed on Form 8-K during the
fiscal year in lieu of reports on Form 10-Q which includes the reports filed
on Form 8-K listed in Item 15(a) hereto.
Introductory Note
Lehman ABS Corporation (the "Depositor") is the Depositor in respect of the
Corporate Backed Trust Certificates, Series 2001-23 Trust (the "Trust"), a
common law trust formed pursuant to the Standard Terms for Trust Agreements,
dated as of January 16, 2001, between the Depositor and U.S. Bank Trust
National Association, as trustee (the "Trustee"), as supplemented by a Series
Supplement (the "Series Supplement") dated as of June 1, 2001 in respect of
the Trust. The Trust's assets consist solely of debentures issued by Ryder
System, Inc. The Certificates do not represent obligations of or interests in
the Depositor or the Trustee.
Ryder System, Inc., the issuer of the underlying securities, is subject to the
information reporting requirements of the Securities Exchange Act of 1934, as
amended (the "Exchange Act"). For information on the issuer of the underlying
securities, please see its periodic and current reports filed with the
Securities and Exchange Commission (the "Commission") under Ryder System,
Inc.'s Exchange Act file number, 001-04364. The Commission maintains a site on
the World Wide Web at "http://www.sec.gov" at which users can view and
download copies of reports, proxy and information statements and other
information filed electronically through the Electronic Data Gathering,
Analysis and Retrieval system, or "EDGAR." Periodic and current reports and
other information required to be filed pursuant to the Exchange Act by the
issuer of the underlying securities may be accessed on this site. Neither the
Depositor nor the Trustee has participated in the preparation of such
reporting documents, or made any due diligence investigation with respect to
the information provided therein. Neither the Depositor nor the Trustee has
verified the accuracy or completeness of such documents or reports. There can
be no assurance that events affecting
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the issuer of the underlying securities or the underlying securities have not
occurred or have not yet been publicly disclosed which would affect the
accuracy or completeness of the publicly available documents described above.
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 Registrant's Common Equity, Related Stockholder Matters and
Issuer Purchases of Equity Securities.
The publicly offered Certificates 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. Those
publicly offered Certificates are listed on the NYSE.
Item 6. Selected Financial Data.
Not Applicable
Item 7. Management's Discussion and Analysis of Financial Condition and
Results of Operation.
Not Applicable
Item 7A. Quantitative and Qualitative Disclosures About Market Risk.
Not Applicable
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
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Item 11. Executive Compensation.
Not Applicable
Item 12. Security Ownership of Certain Beneficial Owners and Management and
Related Stock Matters.
Not Applicable
Item 13. Certain Relationships and Related Transactions.
None
Item 14. Principal Accounting Fees and Services.
Not Applicable
PART IV
Item 15. Exhibits, Financial Statement Schedules.
(a) The following documents have been filed as part of this report.
1. Trustee's Distribution Statements documented on Form 8-K
regarding the distributions from the Trust to the
certificateholders for the period from January 1, 2005
through and including December 31, 2005 have been filed with
the Securities and Exchange Commission and are hereby
incorporated by reference. Filing dates are listed below:
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Trust Description Distribution Date Filed on
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Corporate Backed Trust Certificates,
Series 2001-23 Trust 06/01/2005 06/13/2005
12/01/2005 12/12/2005
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2. None.
3. Exhibits:
31.1 - Certification by Senior Vice President of the
Registrant pursuant to 15 U.S.C. Section 7241, as adopted
pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2 - Annual Compliance Report by Trustee pursuant to 15
U.S.C. Section 7241, as adopted pursuant to Section 302 of
the Sarbanes-Oxley Act of 2002.
(b) See Item 15(a) above.
(c) Not Applicable.
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SIGNATURE
Pursuant to the requirements 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.
Lehman ABS Corporation, as Depositor for the
Trust (the "Registrant")
Dated: March 27, 2006 By: /s/ CHARLES M. WEAVER
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Name: Charles M. Weaver
Title: Senior Vice President
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EXHIBIT INDEX
Reference
Number per
Item 601 of Exhibit Number
Regulation SK Description of Exhibits in this Form 10-K
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(31.1) Certification by Senior Vice 31.1
President of the Registrant pursuant
to 15 U.S.C. Section 7241, as adopted
pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002.
(31.2) Annual Compliance Report by Trustee
pursuant to 15 U.S.C. Section 7241,
as adopted pursuant to Section 302 of 31.2
the Sarbanes-Oxley Act of 2002.
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