STRUCTURED PRODUCTS CORP
8-K, 1998-10-19
ASSET-BACKED SECURITIES
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                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                          -----------------------------

                                    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):  October 15, 1998

Structured Products Corp. on behalf of
TIERSsm Corporate Bond-Backed Certificates Trust IBM 1997-4 
TIERSsm Corporate Bond-Backed Certificates Trust BLS 1997-6 
TIERSsm Corporate Bond-Backed Certificates Trust APA 1997-8 
TIERSsm Corporate Bond-Backed Certificates Trust JPM 1998-2 
TIERSsm Corporate Bond-Backed Certificates Trust LTR 1998-4 
TIERSsm Corporate Bond-Backed Certificates Trust MOT 1998-5 
TIERSsm Corporate Bond-Backed Certificates Trust C 1998-6

 (Exact name of registrant as specified in its charter)

Delaware                                33-55860             13-3692801
(State or other jurisdiction of      (Commission File     (IRS Employer
incorporation or organization)       Number)              Identification Number)

Room 33-130, 33rd Floor, Seven World Trade Center, New York, New York   10048
(Address of principal executive offices)                              (Zip Code)

Registrant's telephone number including area code (212) 783-6645.

                                      N/A
          (Former name or former address, if changed since last report)


                                       1

<PAGE>


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.

     Not Applicable.

Item 6. Resignations of Registrant's Directors.

     Not Applicable.

Item 7. Financial Statements, Pro-Forma Financial Information and Exhibits.

     (a) Not Applicable.

     (b) Not Applicable.

(c) Exhibits.

     Trustee's Report with respect to October 15, 1998 Distribution Date.

Item 8. Change in Fiscal Year.

     Not Applicable.

                                       2

<PAGE>


                                   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.


                                       STRUCTURED PRODUCTS CORP.

                                       By: /s/ Timothy P. Beaulac
                                          ----------------------------------
                                       Name:   Timothy P. Beaulac
                                       Title:  President and Finance Officer


Dated:  October 15, 1998

                                       3


<PAGE>


                                  EXHIBIT INDEX


Exhibit                                                                     Page


1. Trustee's Report in respect of the October 15, 1998 Distribution
     Date                                                                     5


                                       4






To the Holders of
Trust Investment Enhanced Return Securities SM
TENS Certificates,  Series LTR 1998-4
         871928 BH9

Pursuant to Section 4.2 of the Trust Agreement, U.S. Bank Trust National
Association, as Trustee for the TIERS TENS Certificates, Series LTR 1998-4,
hereby gives notice with respect to the Distribution occurring on October 15,
1998 (the "Distribution Date") as follows:

1. The amount of the distribution payable to the Certificateholders of each
class of Certificates on the Distribution Date allocable to principal and
premium, if any, and interest expressed as a Dollar amount per $1,000 original
face amount of securities, is $28.583333.

2. The amount of aggregate accreted and unpaid interest accrued as of the
Distribution Date is per each $1,000 face amount of Certificates is $0.00.

3. No fees have been paid to the Trustee or any other party from the proceeds of
the Term Assets.

4. The aggregate stated principal amount of Loews Corporation 7% Senior Notes
Due October 15, 2023 (the "Term Assets") is $10,000,000. The Term Assets are
currently rated A1 by Moody's Investors Service, Inc. and AA- by Standard and
Poor's Ratings Group.

5. The Aggregate Certificate Principal Balance of the Certificates at the close
of business on the Distribution Date is $10,000,000.


                      U.S. BANK TRUST NATIONAL ASSOCIATION


                                       5



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