8-K

UNITED STATES

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):  February 15, 2012

MS Structured Asset Corp. (Issuer in Respect of SATURNS Trust No. 2004-4)

(Exact name of registrant as specified in its charter)

Delaware	001-32034	13-4026700
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

Attention; In-Young Chase, 1585 Broadway, 2nd Floor, New York, New York 10036

(Address of principal executive offices, including Zip Code)

Registrant's telephone number, including area code: (212) 761-2457

N/A

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Section 8 - Other Events

Item 8.01. Other Events.

This current report on Form 8-K relates to the semi-annual distribution reported to the holders of SATURNS Trust No. 2004-4, which was made on February 15, 2012.

Section 9 - Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

(Exhibit No. Description)

99.1 Semi-Annual distribution report pursuant to the Trust Agreement for the distribution on February 15, 2012.

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.

		U.S. Bank National Association as successor-in-interest to Bank of America, National Association as successor by merger to LaSalle Bank National Association, in its capacity as Trustee Under the Trust Agreement on behalf of MS Structured Asset Corp., Registrant
Date:  February 17, 2012	By:	/s/ Thais Hayum
		Name: Thais Hayum
		Title: Vice President

EX-99.1 CHARTER

To the Holders of:
Structured Asset Trust Unit Repackagings (Saturns)
Goldman Sachs Capital I Capital Security Backed
Series 2004-4

Class A CUSIP NO.

80411Y209

Class B CUSIP NO.

80411YAA8

Distribution Date:

February 15, 2012

U.S. Bank National Association, as Trustee for the Trust, hereby gives notice with respect to the Distribution Date as follows:

The amount of the distribution payable to the Certificateholders on the Distribution Date allocable to principal and premium, if any, and interest, is as set forth below:

Beginning Principal Principal Payment Ending Principal

Fixed Rate

Day Count

Fixed Interest

Amount Due

Aggregate

Interest Due

and Unpaid

Total

Distribution

81,000,000.00

$

$0.00

81,000,000.00

$

6.000%

30/360

2,430,000.00

$

$0.00

2,430,000.00

$

3,615,000.00

$

$0.00

3,615,000.00

$

3.713%

30/360

134,225.00

$

$0.00

134,225.00

$

$2,000.00

$3,500.00

Underlying Security

Goldman Sachs Group Inc. 6.345% Debentures Due Dec 01, 2045

15th of Feb/Aug or NBD

38143VAA7

$81,000,000.00

6.345%

$2,569,725.00

CUSIP

Moody's

S & P

Moody's

Date

S & P

Date

80411Y209

A2

A

A3

10-Mar-10

BB+

16-Dec-11

80411YAA8

A2

A

A3

10-Mar-10

BB+

16-Dec-11

Underlying Security

A2

A

A3

25-Feb-10

BB+

29-Nov-11

*The Trustee shall not be held responsible for the selection or use of the CUSIP number nor is any representation made as to its correctness.
It is included for the convenience of the Holders.

Additional Information
Trustee Fees
Expense Account Deposit

Payment Dates
Cusip
Current Principal Balance
Annual Coupon Rate (Fixed)
Interest Payment Received

Original Ratings

Current Ratings