STRUCTURED ASSET SECURITIES CORP SERIES 1996-4
10-K/A, 1997-07-10
ASSET-BACKED SECURITIES
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                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-K/A
                                 Amendment No. 1


(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, 1996

|   |   TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

Commission File No.:  033-99598-01

    Structured Asset Securities Corporation Mortgage Pass-Through Securities,
                              Series 1996-04 Trust
             (Exact name of registrant as specified in its charter)

New York (governing law of pooling and servicing agreement)
State or other jurisdiction of incorporation or organization)

52-2004736
(I.R.S. Employer Identification No.)

c/o Norwest Bank Minnesota, N.A.
11000 Broken Land Parkway
Columbia, MD                                     21044
(Address of principal executive                 (Zip Code)
offices)

Registrant's telephone number, including area code (410) 884-2000

Securities registered pursuant to Section 12(b) of the Act:  NONE

Securities registered pursuant to Section 12(g) of the Act:  NONE

     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    X                No



This Amendment No. 1 on Form 10-K/A amends Item 14 of the original Annual Report
on Form 10-K (the "Original Form 10-K") filed on March 26, 1997, by Norwest Bank
Minnesota,  N.A.  (the  "Reporting  Person"),  on  behalf  of  Structured  Asset
Securities Corporation, Mortgage Pass-Through Certificates, Series 1996-04 Trust
(the "Trust"), established pursuant to a Trust Agreement (the "Trust Agreement")
among Structured Asset Securities Corporation,  as Depositor, (the "Depositor"),
Norwest  Bank  Minnesota, N.A.,  as  Master  Servicer,  (the "Master Servicer"),
and  First  Bank,  N.A.,  as  Trustee,  ( the  "Trustee"),   pursuant  to  which
the Structured Asset  Securities Corporation, Mortgage Pass-Through Certificates
Series 1996-04 Trust,  certificates  registered under the Securities Act of 1933
(the  "Certificates")  were issued. Item 14 of the Original Form 10-K is amended
to read in its entirety as follows:

Item 14.  Exhibits, Financial Statement Schedules, and Reports on Form 8-K.

     (a)  Exhibits

          99.1 Annual Report of  Independent  Public  Accountants'  as to master
               servicing activities or servicing activities as applicable:

                   (a)  American Savings Bank, F.A., as Servicer<F1>
                   (b)  Great Financial Bank, FSB, as Servicer<F1>

          99.2 Management Assertion Letter:

                   (a)  American Savings Bank, F.A., as Servicer<F1>
                   (b)  Great Financial Bank, FSB, as Servicer<F1>

          99.3 Annual  Statements  of  Compliance  with  obligations  under  the
               Pooling Agreement or servicing agreement, as applicable, of:

                   (a)  American Savings Bank, F.A., as Servicer<F1>
                   (b)  Great Financial Bank, FSB, as Servicer<F1>

     (b)  No reports on Form 8-K have been filed  during the last quarter of the
          period covered by this report.

     (c)  Omitted.

     (d)  Omitted.


<F1> Filed herewith.



                                    SIGNATURE

     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:


   Structured Asset Securities Corporation, Mortgage Pass-Through Certificates,
                              Series 1996-04 Trust


                        By: Norwest Bank Minnesota, N.A.,
                           as Trustee

                       By: /s/ Sherri J. Sharps
                       By: Sherri J. Sharps
                    Title: Vice president
                    Dated: June 24, 1997



                                  EXHIBIT INDEX

          Exhibit No.

          99.1 Annual Report of  Independent  Public  Accountants'  as to master
               servicing activities or servicing activities as applicable:

                   (a)  American Savings Bank, F.A., as Servicer<F1>
                   (b)  Great Financial Bank, FSB, as Servicer<F1>

          99.2 Management Assertion Letter:

                   (a)  American Savings Bank, F.A., as Servicer<F1>
                   (b)  Great Financial Bank, FSB, as Servicer<F1>

          99.3 Annual  Statements  of  Compliance  with  obligations  under  the
               Pooling Agreement or servicing agreement, as applicable, of:

                   (a)  American Savings Bank, F.A., as Servicer<F1>
                   (b)  Great Financial Bank, FSB, as Servicer<F1>


<F1> Filed herewith.



Deloitte &
 Touche LLP
       (logo)    Suite 1200                            Telephone: (714) 436-7100
                 695 Town Center Drive                 Facsimile: (714) 436-7200
                 Costa Mesa, California 92626-1924

INDEPENDENT ACCOUNTANTS'REPORT



To American Savings Bank, F.A.

We have examined  management's  assertion  about American  Savings Bank,  F.A.'s
compliance  with the minimum  servicing  standards  identified  in the  Mortgage
Bankers Association of America's UNIFORM SINGLE ATTESTATION PROGRAM FOR MORTGAGE
BANKERS  (USAP) as of and for the year ended  December 31, 1996  included in the
accompanying  management  assertion.  Management  is  responsible  for  American
Savings Bank,  F.A.'s  compliance with those minimum  servicing  standards.  Our
responsibility  is to express an opinion  on  management's  assertion  about the
entity's compliance based on our examination.

Our  examination  was  made in  accordance  with  standards  established  by the
American  Institute of Certified Public Accountants and,  accordingly,  included
examining,  on a test  basis,  evidence  about  American  Savings  Bank,  F.A.'s
compliance  with the  minimum  servicing  standards  and  performing  such other
procedures as we considered necessary in the circumstances.  We believe that our
examination  provides a reasonable  basis for our opinion.  Our examination does
not provide a legal  determination on American Savings Bank,  F.A.'s  compliance
with the minimum servicing standards.

In our opinion, management's assertion that American Savings Bank, F.A. complied
with the aforementioned minimum servicing standards as of and for the year ended
December 31, 1996 is fairly stated, in all material respects.

/s/ Deloitte & Touche LLP
February 14, 1997



DELOITTE TOUCHE
TOHMATSU
INTERNATIONAL





Deloitte &
 Touche LLP
       (logo)          Suite 2100                      Telephone: (502) 562-2000
                       220 West Main Street            Facsimile: (502) 562-2073
                       Louisville, Kentucky 40202-5313



INDEPENDENT ACCOUNTANTS' REPORT

To the Stockholder of
 Great Financial Bank, FSB
Louisville, Kentucky

We have  examined  management's  assertion  about Great  Financial  Bank,  FSB's
compliance  with the minimum  servicing  standards  identified  in the  Mortgage
Bankers Association of America's UNIFORM SINGLE ATTESTATION PROGRAM FOR MORTGAGE
BANKERS  (USAP) as of and for the year ended  December 31, 1996  included in the
accompanying  management  assertion report on compliance with minimum  servicing
standards.  Management is responsible for Great Financial Bank, FSB's compliance
with those minimum  servicing  standards.  Our  responsibility  is to express an
opinion  on  management's  assertion  about the Bank's  compliance  based on our
examination.

Our  examination  was  made in  accordance  with  standards  established  by the
American  Institute of Certified Public Accountants and,  accordingly,  included
examining,  on  a  test  basis,  evidence  about  Great  Financial  Bank,  FSB's
compliance  with the  minimum  servicing  standards  and  performing  such other
procedures as we considered necessary in the circumstances.  We believe that our
examination  provides a reasonable  basis for our opinion.  Our examination does
not  provide a  legal  determination  on Great Financial Bank,  FSB's compliance
with the minimum servicing standards.

In our opinion,  management's  assertion that Great Financial Bank, FSB complied
with the aforementioned minimum servicing standards as of and for the year ended
December 31, 1996 is fairly stated, in all material respects.

/s/ Deloitte & Touche LLP

February 10, 1997



DELOITTE TOUCHE
TOHMATSU
INTERNATIONAL




                          AMERICAN SAVINGS (logo) BANK

February 7, 1997


As of and for the twelve month period ended December 31, 1996,  American Savings
Bank,  F. A. has complied in all material  respects  with the minimum  servicing
standards set forth in the Mortgage  Bankers  Association  of America's  UNIFORM
SINGLE ATTESTATION PROGRAM FOR MORTGAGE BANKERS. As of and for this same period,
American Savings Bank had in effect an errors and omissions policy in the amount
of $22,500,000. Also, American Savings Bank had in effect a fidelity bond in the
amount of  $35,000,000  from January 1, 1996 to December  19,  1996,  and in the
amount of $60,000,000 for the period of December 20, 1996 to December 30, 1996.


/s/ Robert T. Barnum
Robert T. Barnum, President


/s/ Robert B. Henske
Robert B. Henske, Chief Financial Officer



We call to your attention that on 12/20/96 
the Bank and certain related entities were 
merged with Washington Mutual, Inc. ("WMI"),
and that on 12/31/96 Robert B.Henske ("Henske") 
was terminated as Chief Financial Officer
of the Bank. Henske makes no representation 
regarding any matter subsequent to 12/31/96.




         17877 Van Karman Avenue 5th Floor Irvine, California 99714-6213


(logo)
  GREAT
FINANCIAL
  BANK         Suite 1900
(logo)         329 West Main Street
               Louisville, KY 40202-4240


February 7, 1997


Re: Management's Assertion Report on Compliance with Minimum Servicing Standards

To the Stockholder:

As of and for the year ended December 31, 1996,  Great  Financial  Bank, FSB has
complied in all material respects with the minimum servicing standards set forth
in the Mortgage  Bankers  Association of America's  UNIFORM  SINGLE  ATTESTATION
PROGRAM FOR  MORTGAGE  BANKERS.  As of and for this same year,  Great  Financial
Bank,  FSB had in effect a fidelity bond and errors and omissions  policy in the
amount of $9,000,000.




/s/ Paul M. Baker
Paul M. Baker
Chairman and Chief Executive Officer


/s/ Richard M. Klapheke
Richard M. Klapheke
Executive Vice President
Chief Financial Officer

/s/ Arthur L. Harreld
Arthur L. Harreld
Executive Vice President

/s/ William L. Boue'
William L. Boue'
Senior Vice President - Loan Administration




                          AMERICAN SAVINGS (logo) BANK



Candy Knisely
Ryland Mortgage Company
11000 Broken Land Parkway
Columbia, NC 21044-3562

OFFICER'S CERTIFICATE

The undersigned Officer certifies the following for the fiscal year:

(A) That to the best of this Officer's  knowledge,  all premiums for each Hazard
Insurance  Policy,  Flood Insurance  Policy (if applicable) and Primary Mortgage
Insurance Policy (if applicable),  with respect to each Mortgaged Property, have
been paid and that all such insurance policies are in full force and effect;

(B) That all accrued and due real estate taxes, governmental assessments and any
other  expenses,  that if not paid could result in a lien or  encumbrance on any
Mortgaged  Property,  have been paid,  or if any such costs or expenses have not
been paid with respect to any Mortgaged Property, the reason for the non-payment
has been reported to Ryland Mortgage Company;

(C) To the best of this Officer's  knowledge,  the Servicer has fulfilled all of
its duties,  responsibilities  or obligations under these Agreements  throughout
such year,  or if there has been a default or failure of the servicer to perform
any of such duties,  responsibilities  or  obligations,  a  description  of each
default or failure and the nature and status thereof has been reported to Ryland
Mortgage Company;

(D) That this  Officer has  confirmed  that the  Fidelity  Bond,  the Errors and
Omissions  Insurance  Policy and any other bonds required under the terms of the
Servicing Agreement, Trust Agreement, Pooling and Servicing Agreement and/or
Seller/Servicer Guide are in full force and effect.

Certified By:
/s/ Karen Moran
Karen Moran
Asst. Vice President

March 20, 1997



      400 E. Main Street, Department 4026, Stockton, California 95290-4026
                       (209) 546-2065 (2O9) 546-2690 Fax




(logo)
  GREAT
FINANCIAL
          4801 Frederica Street
          P.O. Box 20005
          Owensboro, KY 42304-0005

          502-685-7100


March 11, 1997


Norwest Bank Minnesota, N.A.
11000 Broken Land Parkway
Columbia, MD 21044-3562
Attention: Tracey Waldman

RE: Officer's Certificate

Dear Master Servicer:

The undersigned Officer certifies the following for the 1996 fical year:

(A)     I have reviewed the  activities and  performance of the Servicer  during
        the preceding  fiscal year under the terms of the  Servicing  Agreement,
        Trust Agreement,  Pooling and Servicing Agreement and/or Seller/Servicer
        Guide and to the best of these  Officers'  knowledge,  the  Servicer has
        fulfilled all of its duties, responsibilities or obligations under these
        Agreements  throughout  such  year,  or if there has been a  default  or
        failure of the servicer to perform any such duties,  responsibilities or
        obligations, a description of each default or failure and the nature and
        status thereof has been reported to Norwest Bank Minnesota, N.A.;

(B)     I  have confirmed that  the Servicer  is currently  an approved  FNMA or
        FHLMC servicer in good standing;

(C)     I have  confirmed  that the  Fidelity  Bond,  the Errors  and  Omissions
        Insurance  Policy and any other  bonds  required  under the terms of the
        Servicing  Agreement,  Trust Agreement,  Pooling and Servicing Agreement
        and/or Seller/Servicer Guide are in full force and effect;

(D)     All premiums for each Hazard  Insurance  Policy,  Flood Insurance Policy
        (if applicable) and Primary  Mortgage  Insurance Policy (if applicable),
        with  respect to each  Mortgaged  Property,  have been paid and that all
        such insurance policies are in full force and effect;

(E)     All real estate taxes  governmental  assessments  and any other expenses
        accrued and due that if not paid could  result in a lien or  encumbrance
        on any  Mortgaged  Property,  have  been  paid or if any  such  costs or
        expenses have not been paid with respect to any Mortgaged Property,  the
        reason for the  non-payment has been reported to Norwest Bank Minnesota,
        N.A.;

(F)     All Custodial Accounts have been reconciled and are properly funded; and

(G)     All annual reports of Foreclosure and  Abandonment of Mortgage  Property
        required  per  section  6050J and 6050P of the  Internal  Revenue  Code,
        respectively, have been prepared and filed.



CERTIFIED By:
/s/ Lotus B Dixon
Officer

VICE PRESIDENT
Title

March 11, 1997
Date





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