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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): June 4, 1997
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Structured Products Corp.
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(Exact name of registrant as specified in its charter)
Delaware 33-55860 13-3692801
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(State or Other Jurisdiction (Commission File Number) (IRS Employer
of Incorporation) Identification
Number)
Seven World Trade Center
Room 33-130, 33rd Floor
New York, NY 10048
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(Address of Principal Executive Office) (Zip Code)
Registrant's telephone number, including area code: (212) 783-6645
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N/A
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(Former Name or Former Address, if Changed Since Last Report)
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INFORMATION TO BE INCLUDED IN THE REPORT
Item 1. Changes in Control of Registrant.
Not Applicable.
Item 2. Acquisition or Disposition of Assets.
Not Applicable.
Item 3. Bankruptcy or Receivorship.
Not Applicable.
Item 4. Changes in Registrant's Certifying Accountants.
Not Applicable.
Item 5. Other Events.
On June 4, 1997 the registrant made available to prospective investors
a series term sheet setting forth a description of the collateral and
the proposed structure of $25,000,000 aggregate principal amount of
TIERS Corporate Bond-Backed Certificates, Series NB Capital 1997-1 ZTF
Class Certificates issued by TIERS Corporate Bond-Backed Certificates
Trust NB Capital 1997-1. The series term sheet is attached hereto as
Exhibit 99.
Item 6. Resignations of Registrant's Directors.
Not Applicable.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(a) Financial Statements of Businesses Acquired.
Not Applicable.
(b) Pro Forma Financial Information.
Not Applicable.
(c) Exhibits.
Exhibit No. Description
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Exhibit 99 Series Term Sheet dated June 4, 1997,
with respect to the proposed issuance of the
TIERS Corporate Bond-Backed Certificates,
Series NB Capital 1997-1 issued by TIERS
Corporate Bond-Backed Certificates Trust NB
Capital 1997-1
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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 hereunto duly authorized.
STRUCTURED PRODUCTS CORP.
Date: June 4, 1997 By: /s/ Nazareth A. Festekjian
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Nazareth A. Festekjian
Vice President and Finance Officer
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EXHIBIT INDEX
Exhibit Description Page
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Exhibit 99 Series Term Sheet dated June 4, 1997, with respect to 5
the proposed issuance of the TIERS Corporate Bond-Backed
Certificates, Series NB Capital 1997-1 by TIERS Corporate Bond-
Backed Certificates Trust NB Capital 1997-1
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EXHIBIT 99
SUBJECT TO REVISION
SERIES TERM SHEET DATED JUNE 4, 1997
Neither the Depositor nor any of its affiliates make any representation as to
the accuracy or completeness of the information herein. The information herein
is preliminary, and will be superseded by the applicable prospectus supplement
and by any other information subsequently filed with the Securities and Exchange
Commission. The information addresses only certain aspects of the applicable
security's characteristics and thus does not provide a complete assessment. As
such, the information may not reflect the impact of all structural
characteristics of the security. The assumptions underlying the information,
including structure and collateral, may be modified from time to time to reflect
changed circumstances. The attached term sheet is not intended to be a
prospectus and any investment decision with respect to the Certificates should
be made by you based solely upon all of the information contained in the final
prospectus. Under no circumstances shall the information presented constitute an
offer to sell or the solicitation of an offer to buy nor shall there be any sale
of the securities in any jurisdiction in which such offer, solicitation or sale
would be unlawful prior to registration or qualification under the securities
laws of such jurisdiction. The securities may not be sold nor may an offer to
buy be accepted prior to the delivery of a final prospectus relating to the
securities. All information described herein is preliminary, limited in nature
and subject to completion or amendment. No representation is made that the above
referenced securities will actually perform as described in any scenario
presented. The issuer of the Term Assets has not prepared, reviewed or
participated in the preparation hereof, is not responsible for the accuracy
hereof and has not authorized the dissemination hereof. A final prospectus and
prospectus supplement may be obtained by contacting the Salomon Brothers
Syndicate Desk at (212) 783-3727.
TIERS(sm) CORPORATE BOND-BACKED CERTIFICATES,
SERIES NB CAPITAL 1997-1
$25,000,000 ZTF(R) Class Certificates (the "ZTF Class Certificates")
Structured Products Corp.,
depositor (the "Depositor")
June 4, 1997
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TIERS(sm) CORPORATE BOND-BACKED TRUST CERTIFICATES,
SERIES NB CAPITAL 1997-1
$25,000,000 ZTF Class Certificates (the "ZTF Class Certificates")
Name of Issuer: TIERS(sm) Corporate Bond-Backed Certificates Trust NB
Capital 1997-1
Name of Security: TIERS(sm) Corporate Bond-Backed Certificates, Series
NB Capital 1997-1
Underlying Term Asset: $25,000,000 NB Capital Trust II 7.83% Capital
Securities Due December 15, 2026
Expected Settlement Date: June 17, 1997
Expected Maturity Date: December 15, 2026
Expected Principal Amount: USD 25,000,000
Coupon Rate: Settlement - 12/15/2001: 0.00%
12/15/2001 - 12/15/2026: 7.83%
First Coupon Payment Date: 6/15/2002
Interest Deferral: NB Capital Trust II has the option to defer interest
payments for up to 10 consecutive periods, causing
like deferral on ZTF Class Certificates.
Coupon Frequency: Semiannual
Coupon Daycount: 30/360
Call Option: Callable at par plus accrued interest commencing
December 15, 2001 (subject to extension if interest
payments are deferred by Term Assets), with 20
business days notification.
Selling Concession: $15.00 per $1,000 par
Special Event Redemption: In the case of a Tax Event, Capital
Treatment Event, or Investment Company Event with
respect to the Term Assets, the ZTF Class
Certificates will be called at their Accreted Amount.
Expected Pricing: 8.426% Yield to First Call
8.000% Yield to Maturity
Expected Rating: "a1/A-"
Cusip: [ ]
This page must be accompanied by the disclaimer on the cover page of these
materials. If you did not receive such a disclaimer please contact your Salomon
Brothers Financial Advisor immediately.
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