- Annual Report (10-K)
31 3월 2009 - 3:01AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K
FOR ANNUAL AND TRANSITION REPORTS
PURSUANT TO SECTIONS 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
(Mark One)
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the fiscal year ended December 31, 2008
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the transition period from
to
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Commission file number 001-32040
Corporate Asset Backed Corporation, on behalf of
CABCO Series 2004-1 Trust (Goldman Sachs Capital I)
(Exact name of registrant as specified in its charter)
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Delaware
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22-3281571
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(State or Other Jurisdiction
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(I.R.S. Employer
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of Incorporation or Organization)
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Identification No.)
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445 Broad Hollow Road, Suite 239, Melville, New York
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11747
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(Address of Principal Executive Offices)
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(Zip Code)
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Registrants telephone number, including area code: (631) 587-4700
Securities registered pursuant to Section 12(b) of the Act:
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Title of class
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Name of each Exchange on which registered
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$62,500,000 CABCO Series 2004-1
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New York Stock Exchange
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Trust (Goldman Sachs Capital I)
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Class A-1 Callable Certificates
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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
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No
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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
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No
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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
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No
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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 registrants 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.
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Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer,
a non-accelerated filer, or a smaller reporting company.
See the definitions of large
accelerated filer, accelerated filer and smaller reporting company in Rule 12b-2 of the Exchange Act. (Check one):
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Large accelerated filer
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Accelerated filer
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Non-accelerated filer
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(Do not check if a smaller reporting company)
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Smaller Reporting Company
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Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the
Act). Yes
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No
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State the aggregate market value of voting and non-voting common stock held by non-affiliates of
the registrant: All the common stock of Corporate Asset Backed Corporation, the depositor of the
trust, is held by UBS Americas Inc., its parent.
Indicate the number of shares outstanding of each of the registrants classes of common stock, as
of the latest practicable date: As of March 24, 2009, 100 shares of common stock of Corporate Asset
Backed Corporation, the depositor of the trust, par value $1.00 per share, were outstanding.
INTRODUCTORY NOTE
The Registrant is a trust (the Trust) created by the Trust Agreement, dated as of March 8, 2004,
between Corporate Asset Backed Corporation, as the depositor (the Depositor), and U.S. Bank Trust
National Association, as trustee (the Trustee), providing for the issuance of $62,500,000
aggregate certificate principal balance of Class A-1 Callable Certificates (the Class A-1
Certificates) and Class B-1 Callable Certificates (the Class B-1 Certificates, and collectively
with the Class A-1 Certificates, the Certificates) relating to the 6.345% Goldman Sachs Capital I
Capital Securities due February 15, 2034 (the GS Securities). The Certificates do not represent
obligations of or interests in the Depositor or the Trustee. The Certificates represent beneficial
interests in the Trust. The Trusts assets consist primarily of $62,500,000 principal amount of
the GS Securities. The Goldman Sachs Group, Inc., the guarantor of the GS Securities, is subject
to the informational requirements of the Securities Exchange Act of 1934, and in accordance with
those requirements files periodic and current reports and other information (including financial
information) with the Securities and Exchange Commission (SEC) (File No. 001-14965). You may
read and copy any reports, statements and other information filed by The Goldman Sachs Group, Inc.
with the SEC (a) over the Internet at the SEC website at http://www.sec.gov containing reports,
proxy statements and other information regarding registrants that file electronically with the SEC
and (b) at the SECs public reference room at 450 Fifth Street, N.W., Washington, D.C. 20549. You
can also request copies of these documents upon payment of a copying fee, by writing to the SECs
public reference room at 450 Fifth Street, N.W., Washington, D.C. 20549. Please call the SEC at
(800) SEC-0330 for further information on The Goldman Sachs Group, Inc. and please refer to these
periodic and current reports filed with the SEC.
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 Registrants Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.
The Certificates issued by CABCO Series 2004-1 Trust (Goldman Sachs Capital I)
represent investors interests in the Trust and are
represented by one or more physical certificates registered in the
name of Cede & Co., the nominee of The Depository Trust Company.
The Class A-1 Certificates are listed on the New York Stock Exchange.
Item 6. Selected Financial Data.
Not Applicable.
Item 7. Managements Discussion and Analysis of Financial Condition and Results of Operations.
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.
Item 11. Executive Compensation.
Not Applicable.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.
None.
Item 13. Certain Relationships and Related Transactions.
None.
Item 14. Principal Accounting Fees and Services.
Not Applicable.
Part IV
Item 15. Exhibits and Financial Statement Schedules.
(a)
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Not Applicable.
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(b)
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(1) Certification pursuant to Rule 13a-14 of the Securities Exchange Act of 1934 is filed
herewith as Exhibit 31.1.
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(2) The Trustees statement of compliance with respect to the Trust Agreement is filed herewith
as Exhibit 99.1.
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(3) Report of Aston Bell, CPA is filed herewith as Exhibit 99.2.
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(4) The Current Reports on Form 8-K filed by Corporate Asset Backed Corporation during the
Fiscal Year on behalf of CABCO Series 2004-1 Trust (Goldman Sachs Capital I) that included
distribution reports to the respective Certificate holders, are incorporated herein as
Exhibits 99.3 and 99.4.
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(c)
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Not Applicable.
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SIGNATURES
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 on this 25
th
day of March 2009.
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CORPORATE ASSET BACKED CORPORATION
as Depositor of the
CABCO Series 2004-1 Trust (Goldman Sachs Capital I)
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By:
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/s/ Robert Vascellaro
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Name:
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Robert Vascellaro
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Title:
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Vice President
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EXHIBIT INDEX
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Exhibit No.
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Description of Document
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31.1
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Rule 13a-14 Certification.
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99.1
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Trustee Statement of Compliance with respect to CABCO Series
2004-1 Trust (Goldman Sachs Capital I).
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99.2
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Report of Aston Bell, Certified Public Accountant.
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99.3 99.4*
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Current Reports on Form 8-K filed by Corporate Asset Backed
Corporation during the Fiscal Year on behalf of CABCO Series
2004-1 Trust (Goldman Sachs Capital I) that included
distribution reports to the Certificate holders: Form 8-K
Reports filed on February 28, 2008 and August 29, 2008.
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*
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Previously filed with the Securities and Exchange Commission.
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