8-A12B 1 efc3-1604_5454925fm8a12b.txt LEHMAN ABS, SERIES 2001-23 =============================================================== SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 --------------- FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 LEHMAN ABS CORPORATION ------------------------------------------ (Exact name of registrant as specified in its charter) Delaware 13-3447441 (State of incorporation or organization) (IRS Employer Identification No.) 745 Seventh Avenue New York, New York 10019 (Address of principal executive offices) If this Form relates to the registration of a class of debt securities and is effective upon filing pursuant to General Instruction A(c)(1) please check the following box. [X] If this Form relates to the registration of a class of debt securities and is to become effective simultaneously with the effectiveness of a concurrent registration statement under the Securities Act of 1933 pursuant to General Instruction A(c)(2) please check the following box. [_] Securities Act registration statement file number to which this form relates: 333-58390 Securities to be registered pursuant to Section 12(b) of the Act: Title Of Each Class To Name Of Each Exchange On Which Be So Registered Each Class Is To Be Registered --------------------- ------------------------------- Corporate Backed Trust Certificates, New York Stock Exchange, Inc. Series 2001-23, Class A-1 Securities to be registered pursuant to Section 12(g) of the Act: NONE ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED. The description of the Corporate Backed Trust Certificates, Series 2001-23, Class A-1 is contained in the Prospectus, dated May 2, 2001, included in the Registrant's Registration Statement on Form S-3 (No. 333-58390) under the caption "Description of Certificates," which is incorporated herein by reference, and in the Prospectus Supplement, dated May 22, 2001, to be filed with the Commission pursuant to Rule 424(b)(2) under the Securities Act of 1933, under the caption "Description of the Certificates," which Prospectus Supplement, together with the Prospectus, shall be deemed to be incorporated herein by reference. ITEM 2. EXHIBITS. The securities described herein are to be registered pursuant to Section 12(b) of the Securities Exchange Act of 1934 on an exchange on which other securities of the Registrant are currently registered. In accordance with Part II to the instructions regarding exhibits on Form 8-A, the following exhibits shall be filed with each copy of the Registration Statement filed with such exchange. 1. Certificate of Incorporation of Lehman ABS Corporation is set forth as Exhibit 3.1 to the Registration Statement on Form S-3 and is incorporated herein by reference. 2. By-laws, as amended, of Lehman ABS Corporation are set forth as Exhibit 3.2 to the Registration Statement on Form S-3 and are incorporated herein by reference. 3. Form of Trust Agreement is set forth as Exhibit 4.1 to the Registration Statement and is incorporated herein by reference. 4. Form of Prospectus is attached to the Registration Statement on Form S-3 and is incorporated herein by reference. 5. Form of Prospectus Supplement, dated May 22, 2001, which was filed with the Securities and Exchange Commission on May 30, 2001, for Lehman ABS Corporation, pursuant to Rule 424(b)(2) under the Securities Act of 1933, as amended, and is incorporated herein by reference. 6. Form of Series Supplement, dated as of June 1, 2001, is set forth as Exhibit 6 on Form 8-A12B filed with the Securities and Exchange Commission, for Lehman ABS Corporation, on June 5, 2001, and is incorporated herein by reference. 2 SIGNATURE Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized. LEHMAN ABS CORPORATION (Registrant) By: /s/ Paul Mitrokostas ----------------------------- Name: Paul Mitrokostas Title: Senior Vice President Date: October 27, 2003 3