10-K 1 snotes2003-4form10k.htm SELECT NOTES SERIES 2003-4 FORM 10-K 3/24/05
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                    FORM 10-K

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

For the fiscal year ended: December 31, 2004   Commission File number: 001-32014

                      STRUCTURED OBLIGATIONS CORPORATION,
             (Exact name of registrant as specified in its charter)

          Delaware                                               13-3692801
(State or other jurisdiction                                  (I.R.S. employer
     of incorporation)                                       identification no.)

  270 Park Avenue, New York, New York                               10017
(Address of principal executive offices)                         (Zip code)

Registrant's telephone number, including area code: (212) 270-2353

Securities registered pursuant to Section 12(b) of the Act:

                                                        Name of Each Exchange on
                    Title of Each Class                     Which Registered

Select Notes Trust Long Term Certificates,               American Stock Exchange
 Series 2003-4

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

Indicate by check mark whether the Registrant has (1) 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 have filed such reports) and (2) has been subject to such filing
requirements for the past 90 days.
Yes [X]1    No [ ]


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 Registrant's 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. [ ]

As of the date of this report, all of the common stock of the Registrant is held
by J. P. Morgan Securities Holdings Inc.

Indicate by check mark whether the Registrant is an accelerated filer (as
defined in Exchange Act Rule 12b-2).


                               Yes [ ]  No [X]

_____________________

1 Pursuant to staff administrative positions established in the no-action letter
Corporate Asset Backed Corporation ("CABCO") (available August 9, 1995), the
Depositor is not required to respond to various items of Form 10-K. Such items
are designated herein as "Not Applicable".









                       DOCUMENTS INCORPORATED BY REFERENCE

The distribution reports to security holders filed on Form 8-K during the fiscal
year in lieu of reports on Form 10-Q which includes the reports filed on Form
8-K listed in Item 15(b) hereto.

                                Introductory Note

Structured Obligations Corporation (the "Trustor") is the Trustor under the Base
Trust Agreement between the Trustor and U.S. Bank National Association, as
Trustee (the "Trustee"), as supplemented by the Select Notes Trust Supplement LT
2003-4 by and between the Trustor and the Trustee, providing for the issuance of
the Select Notes Trust Long Term Certificates Series 2003-4 (the "Certificates")
and is the Trustor for the Certificates (the "Registrant"). The Certificates do
not represent obligations of or interests in the Trustor or the Trustee

Each issuer of an underlying security, or guarantor thereof, or successor
thereto, as applicable, which represents ten percent (10%) or more of the
aggregate principal amount of all securities held by the trust is subject to the
information reporting requirements of the Securities Exchange Act of 1934, as
amended (the "Exchange Act"). For information on any such issuer of underlying
securities, or guarantor thereof, or successor thereto, as applicable, please
see its periodic and current reports filed with the Securities and Exchange
Commission (the "Commission"). Such reports and other information required to be
filed pursuant to the Exchange Act, by such issuer of underlying securities, or
guarantor thereof, or successor thereto, as applicable, may be inspected and
copied at the public reference facilities maintained by 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, or "EDGAR." Neither the Depositor 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 the Depositor nor the Trustee has verified the accuracy or completeness
of such documents or reports. There can be no assurance that events affecting
any such issuer of underlying securities, or guarantor thereof, or successor
thereto, as applicable, or the underlying securities have not occurred or have
not yet been publicly disclosed that would affect the accuracy or completeness
of the publicly available documents described above. The chart below lists each
such issuer or guarantor, or successor thereto, of the underlying securities,
and its respective Exchange Act file number.






____________________________________________________________ __________________________________

  Underlying Securities Issuer or Guarantor, or Successor        Exchange Act File Number
                          thereto
____________________________________________________________ __________________________________

           Delphi Automotive Systems Corporation                         001-14787
____________________________________________________________ __________________________________

                 The Dow Chemical Company                                001-03433
____________________________________________________________ __________________________________

DaimlerChrysler AG (guarantor of the underlying securities
      issued by DaimlerChrysler North America Holding
                       Corporation)                                      001-14561
____________________________________________________________ __________________________________

             EOP Operating Limited Partnership                           001-13625
____________________________________________________________ __________________________________

                   Cingular Wireless LLC                                 001-31673
____________________________________________________________ __________________________________

           General Electric Capital Corporation                          001-06461
____________________________________________________________ __________________________________

               The Goldman Sachs Group, Inc.                             001-14965
____________________________________________________________ __________________________________

                      Citigroup Inc.                                     001-09924
____________________________________________________________ __________________________________










                                     PART I

Item 1.           Business
                  Not Applicable

Item 2.           Properties
                  Not Applicable

Item 3.           Legal Proceedings
                  The Registrant is not subject to any material pending legal
proceedings.

Item 4.           Submission of Matters To A Vote of Security Holders
                  None


                                     PART II

Item 5.           Market for Registrant's Common Equity and Related Stockholder Matters
                  The Certificates issued by and representing investors'
                  interest in the Select Notes Trust LT 2003-4 (the "Trust") are
                  represented by one or more physical Certificates registered in
                  the name of "Cede & Co., the nominee of The Depository Trust
                  Company.






          The  following  Certificates  are  listed on the  exchange  identified
          below:

              Title of Each Class         Name of Each Exchange on Which Registered

Select Notes Trust Long Term Certificates,         American Stock Exchange
   Series 2003-4

Item 6.           Selected Financial Data
                  Not Applicable


Item 7.           Management's 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
                  None

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
                  None

Item 11.          Executive Compensation
                  Not Applicable

Item 12.          Security Ownership of Certain Beneficial Owners and Management
                  Information required by Item 201(d) of Regulation S-X:  Not Applicable
                  Information required by Item 403 of Regulation S-X:  None

Item 13.          Certain Relationships and Related Transactions
                  None

Item 14.          Principal Accountant Fees and Services
                  Not Applicable







                                     PART IV

Item 15.          Exhibits, Financial Schedules and Reports on Form 8-K

     (a) The following documents have been filed as part of this Report.


          3.   Exhibits:

                    31.1 -  Certification  by the  President  of the  Registrant
                    pursuant to 15 U.S.C.  Section 7241, as adopted  pursuant to
                    Section 302 of the Sarbanes-Oxley Act of 2002.

                    99.1 - Annual Compliance Report by Trustee.

                    99.2 - Report of Rubin, Brown, Gornstein & Co. LLP.

     (b) The Form 8-Ks of the Select Notes Trust LT 2003-4 (the "Trust") which
relate to periods covered by this annual report include (i) the Trust's Current
Report on Form 8-K for the distribution date occurring on January 15, 2004 and
filed on January 21, 2004, (ii) the Trust's Current Report on Form 8-K for the
distribution date occurring on February 17, 2004 and filed on February 26, 2004,
(iii) the Trust's Current Report on Form 8-K for the distribution date occurring
on March 15, 2004 and filed on March 23, 2004, (iv) the Trust's Current Report
on Form 8-K for the distribution date occurring on April 15, 2004 and filed on
April 29, 2004, (v) the Trust's Current Report on Form 8-K for the distribution
date occurring on May 17, 2004 and filed on May 26, 2004, (vi) the Trust's
Current Report on Form 8-K for the distribution date occurring on June 15, 2004
and filed on June 21, 2004, (vii) the Trust's Current Report on Form 8-K for the
distribution date occurring on July 15, 2004 and filed on July 20, 2004, (viii)
the Trust's Current Report on Form 8-K for the distribution date occurring on
August 16, 2004 and filed on August 27, 2004, (ix) the Trust's Current Report on
Form 8-K for the distribution date occurring on September 15, 2004 and filed on
September 21, 2004, (x) the Trust's Current Report on Form 8-K for the
distribution date occurring on October 15, 2004 and filed on October 22, 2004,
(xi) the Trust's Current Report on Form 8-K for the distribution date occurring
on November 15, 2004 and filed on November 18, 2004, and (xii) the Trust's
Current Report on Form 8-K for the distribution date occurring on December 15,
2004 and filed on December 27, 2004.


     (c) See Item 15(a) above.

     (d) Not Applicable.









                                   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.


                                        STRUCTURED OBLIGATIONS CORPORATION,
                                        as trustor for the Trust Registrant




                                        By: /s/ Chadwick S. Parson              
                                                   Name:  Chadwick S. Parson
                                                   Title: President


Dated:  March 24, 2005











                                                                    Exhibit 31.1



                                  CERTIFICATION


I, Chadwick S. Parson, certify that:

1. I have reviewed this annual report on Form 10-K, and all reports on Form 8-K
containing distribution or servicing reports filed in respect of periods
included in the year covered by this annual report, of the Select Notes Trust LT
2003-4;

2. Based on my knowledge, the information in these reports, taken as a whole,
does not contain any untrue statement of a material fact or omit to state a
material fact necessary to make the statements made, in light of the
circumstances under which such statements were made, not misleading as of the
last day of the period covered by this annual report;

3. Based on my knowledge, the distribution or servicing information required to
be provided to the depositor by the trustee under the pooling and servicing, or
similar, agreement, for inclusion in these reports is included in these reports;

4. I am responsible for reviewing the activities performed by the depositor and
the trustee under the pooling and servicing, or similar, agreement and based
upon my knowledge and the annual compliance review required under that
agreement, and except as disclosed in the reports, the depositor and the trustee
have each fulfilled its obligations under that agreement.

5. The reports disclose all significant deficiencies relating to the compliance
by the trustee and the depositor with the minimum servicing or similar standards
based upon the report provided by an independent public accountant, after
conducting a review in compliance with the Uniform Single Attestation Program
for Mortgage Bankers or similar procedure, as set forth in the pooling and
servicing, or similar, agreement, that is included in these reports.

In giving the certifications above, I have reasonably relied on information
provided to me by the following unaffiliated parties: U.S. Bank Trust National
Association.


                                         By: /s/ Chadwick S. Parson             
                                             Name:   Chadwick S. Parson
                                             Title:  President
                                                     Structured Obligations Corporation
                                             Date:   March 24, 2005








                                                                    Exhibit 99.1


                                  CERTIFICATION

     The undersigned, being an officer of U.S. Bank Trust National Association,
as trustee (the "Trustee") of the Select Notes Trust LT 2003-4 (the "Trust")
hereby makes the following certifications for inclusion as an exhibit to the
Trust's annual report on Form 10-K for the fiscal year ended December 31, 2004
(the "Annual Report"):

1. The Trustee is the trustee under the Trust's trust agreement.

2. Based on my knowledge, for the period covered by the Annual Report, the
Trustee has fulfilled its obligations under the Trust's trust agreement.



                                          /s/ Beverly A. Freeney                
                                          Name:  Beverly A. Freeney
                                          Title: Vice President
                                          Date:  March 24, 2005








                                                                    Exhibit 99.2




                         Independent Accountant's Report


To the Board of Directors
Structured Obligations Corporation
New York, New York


We have examined the compliance of Structured Obligations Corporation
(Depositor) and U.S. Bank National Association (Trustee) with the Base Trust
Agreement and the Select Notes Trust Supplement LT 2003-4 (the Agreements)
relating to the administration of the underlying securities and related credit
support deposited in or held by the Select Notes Trust LT 2003-4 for the year
ended December 31, 2004. Depositor's management is responsible for compliance
with those requirements. Our responsibility is to express an opinion on
compliance with the Agreements based on our examination.

Our examination was conducted in accordance with attestation standards
established by the American Institute of Certified Public Accountants and,
accordingly, included examining, on a test basis, evidence about Depositor's and
Trustee's compliance with those requirements described above 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 of Depositor's and Trustee's
compliance with specified requirements.

In our opinion, Depositor and Trustee complied, in all material respects, with
the requirements described above of the Agreements for the year ended December
31, 2004.

This report is intended solely for the information and use of Structured
Obligations Corporation, U.S. Bank National Association, the Securities and
Exchange Commission and the Certificate Holders of the Select Notes Trust LT
2003-4, and is not intended to be, and should not be used by anyone other than
those specified parties.

/s/ Rubin, Brown, Gornstein & Co. LLP

St. Louis, Missouri
March 3, 2005