SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): February 17, 2004
Structured Products Corp.
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(Exact name of registrant as specified in its charter)
Delaware 001-13668 13-3692801
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(State or other jurisdiction of (Commission File (IRS Employer
incorporation or organization) Number) Identification Number)
388 Greenwich Street, New York, New York 10013
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number including area code (212) 816-7496.
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Item 1. Changes in Control of Registrant.
Not Applicable.
Item 2. Acquisition or Disposition of Assets.
Not Applicable.
Item 3. Bankruptcy or Receivership.
Not Applicable.
Item 4. Changes in Registrant's Certifying Accountant.
Not Applicable.
Item 5. Other Events.
The issuer of the underlying securities, or guarantor thereof, or
successor, thereto, as applicable, is subject to the information
reporting requirements of the Securities Exchange Act of 1934, as
amended (the "Exchange Act"). Periodic reports and other information
required to be filed pursuant to the Exchange Act, by the issuer of
the underlying securities, or guarantor thereof, or successor thereto,
as applicable, may be inspected and copied at the public reference
facilities maintained by the Securities and Exchange Commission (the
"Commission") at 450 Fifth Street, N.W., Washington, D.C. 20549. The
Commission also 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. Neither Structured Products Corp. 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 Structured Products Corp. nor the trustee
has verified the accuracy or completeness of such documents or
reports. There can be no assurance that events affecting the issuer of
the underlying securities, or guarantor thereof, or successor thereto,
as applicable, 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.
Item 6. Resignations of Registrant's Directors.
Not Applicable.
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Item 7. Financial Statements, Pro-Forma Financial Information and Exhibits.
(a) Not Applicable.
(b) Not Applicable.
(c) Exhibits:
1. Trustee's Report with respect to the February 15, 2004
Distribution Date for the TIERS Corporate Bond-Backed
Certificates Trust APA 1997-8
2. Trustee's Report with respect to the February 15, 2004
Distribution Date for the CorTS Trust for AFC Capital Trust
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3. Trustee's Report with respect to the February 15, 2004
Distribution Date for the CorTS Trust for Worldcom Notes
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Item 8. Change in Fiscal Year
Not Applicable.
Item 9. Regulation FD Disclosure
Not Applicable.
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SIGNATURES
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.
By: /s/ John W. Dickey
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Name: John W. Dickey
Title: Authorized Signatory
March 2, 2004
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EXHIBIT INDEX
Exhibit Page
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1 Trustee's Report with respect to the February 15, 2004 5
Distribution Date for the TIERS Corporate Bond-Backed
Certificates Trust APA 1997-8
2 Trustee's Report with respect to the February 15, 2004 6
Distribution Date for the CorTS Trust for AFC Capital
Trust I
3 Trustee's Report with respect to the February 15, 2004 7
Distribution Date for the CorTS Trust for World Com
Notes
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Exhibit 1
To the Holders of:
TIERS Corporate Bond-Backed Certificates, Series APA 1997-8
*CUSIP: 871928AT4 Class: ZTF Class
*CUSIP: 871928AU1 Class: Amortizing Class
U.S. Bank Trust National Association, as Trustee for the TIERS Corporate
Bond-Backed Certificates Trust APA 1997-8 hereby gives notice with respect to
the Distribution Date of February 15, 2004 (the "Distribution Date") as follows:
1. The amount of the distribution payable to the Certificateholders on the
Distribution Date allocable to principal and premium, if any, and interest,
expressed as a dollar amount per $1,000 original principal amount of
Amortizing Class Certificatesand per $1,000 principal amount of ZTF Class
Certificates, is as set forth below:
Class Principal Interest Total Distribution
ZTF Class $ 0.000000 $ 0.000000 $ 0.000000
Amortizing Class $ 17.643873 $29.980197 $47.624070
2. The amount of aggregate interest due and not paid as of the Distribution
Date is $0.000000.
3. No fees have been paid to the Trustee or any other party from the proceeds
of the Term Assets.
4. $32,288,000 aggregate principal amount of Apache Corporation Fifty Year 7
3/8 % Debentures due August 15, 2047 (the "Term Assets") are held for the
above trust.
5. At the close of business on the Distribution Date, $32,288,000 principal
amount of ZTF Class Certificates and $20,321,120.35 principal amount of
Amortizing Class Certificates were outstanding.
6. The current rating of the Term Assets is not provided in this report.
Ratings can be obtained from Standard & Poor's Ratings Services, a division
of The McGraw-Hill Companies, Inc., by calling 212-438-2400 and from
Moody's Investors Service, Inc. by calling 212-553-0377.
U.S. Bank Trust National Association, as Trustee
*The Trustee shall not be held responsible for the selection or use of the CUSIP
number nor is any representation made as to its correctness. It is included for
the convenience of the Holders.
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Exhibit 2
To the Holders of:
CorTS Trust for AFC Capital I
Allamerica 7.75% Corporate-Backed Trust Securities (CorTS) Class A Certificates
*CUSIP: 22081N204 Class: A
*CUSIP: 22081NAA3 Class: B
U.S. Bank Trust National Association, as Trustee for the CorTS Trust for AFC
Capital Trust I, hereby gives notice with respect to the Distribution Date of
February 15, 2004 (the "Distribution Date") as follows:
1. The amount of the distribution payable to the Certificateholders on the
Distribution Date allocable to principal and premium, if any, and interest,
expressed as a dollar amount per $25 Class A Certificate and per $1,000
Notional Amount of Class B Certificates, is as set forth below:
Class Principal Interest Total Distribution
A $ 0.000000 $ 0.968750 $ 0.968750
B $ 0.000000 $ 2.285000 $ 2.285000
2. The amount of aggregate interest due and not paid as of the Distribution
Date is $0.000000.
3. No fees have been paid to the Trustee or any other party from the proceeds
of the Term Assets.
4. $36,112,000 aggregate principal amount of Allmerica Financial Corporation
8.207% Series B Junior Subordinated Deferrable Interest Debentures due
February 3, 2027 (the "Term Assets") are held for the above trust.
5. At the close of business on the Distribution Date, 1,444,480 Class A
Certificates representing $36,112,000 aggregate Certificate Principal
Balance and $36,112,000 aggregate Notional Amount of Class B Certificates
were outstanding.
6. The current rating of the Term Assets is not provided in this report.
Ratings can be obtained from Standard & Poor's Ratings Services, a division
of The McGraw-Hill Companies, Inc., by calling 212-438-2400 and from
Moody's Investors Service, Inc. by calling 212-553-0377.
U.S. Bank Trust National Association, as Trustee
*The Trustee shall not be held responsible for the selection or use of the CUSIP
number nor is any representation made as to its correctness. It is included for
the convenience of the Holders.
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Exhibit 3
To the Holders of:
CorTS Trust for Worldcom Notes
7.6% Corporate-Backed Trust Securities (CorTS) Certificates
*CUSIP: 22081K200
U.S. Bank Trust National Association, as Trustee for the CorTS Trust for
Worldcom Notes, hereby gives notice with respect to the Distribution Date of
February 15, 2004 (the "Distribution Date") as follows:
1. The amount of the distribution payable to the Certificateholders on the
Distribution Date allocable to principal and premium, if any, and interest,
expressed as a dollar amount per $25 Certificate, is as set forth below:
Principal Interest Total Distribution
$ 0.000000 $ 0.000000 $ 0.000000
2. The amount of aggregate interest scheduled to be paid and not paid as of
the Distribution Date is $8,687,639.00 due to the non-payment of an equal
amount of interest on the Term Assets.
3. No fees have been paid to the Trustee or any other party from the proceeds
of the Term Assets.
4. $62,501,000 aggregate principal amount of Worldcom, Inc. 6.95% Notes due
August 15, 2028 (the "Term Assets") are held for the above trust.
5. At the close of business on the Distribution Date, 2,286,220 Certificates
representing $57,155,500 aggregate Certificate Principal Balance were
outstanding.
6. The current rating of the Term Assets is not provided in this report.
Ratings can be obtained from Standard & Poor's Ratings Services, a division
of The McGraw-Hill Companies, Inc., by calling 212-438-2400 and from
Moody's Investors Service, Inc. by calling 212-553-0377.
U.S. Bank Trust National Association, as Trustee
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