8-K 1 sat00108_200209.htm MONTHLY DISTRIBUTION STATEMENTS 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: December 20, 2001
(Date of earliest event reported)

MSDW Structured Asset Corp.
(Issuer in Respect of SATURNS Trust No. 2001-8)
(Exact Name of Registrant as Specified in its Charter)

Delaware (State or other jurisdiction of organization)
333-64879 (Commission File No.)
13-4026700 (I.R.S. Employer Identification No.)

1585 Broadway, New York, New York 10036
(Address of principal executive offices) (Zip Code)

Registrant's Telephone Number, including area code
212-761-2520

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

ITEM 5. OTHER EVENTS

This current report on Form 8-K relates to the semi-annual
distribution reported to holders of SATURNS Trust No. 2001-8,
which was made on September 16, 2002.

ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL
INFORMATION AND EXHIBITS

(c) Exhibits

Exhibit No. Description

99.1 Semi-Annual distribution report pursuant to
the Trust Agreement for distribution on
September 16, 2002.

Pursuant to the requirements of the Securities
Exchange Act of 1934, the Registrant has duly caused
this report to be signed on behalf of the Registrant
by the undersigned there unto duly authorized.

LASALLE BANK NATIONAL ASSOCIATION,
IN ITS CAPACITY AS TRUSTEE UNDER THE
TRUST AGREEMENT ON BEHALF OF MSDW Structured
Asset Corp., Registrant

By:

/s/ Russell Goldenberg
Russell Goldenberg,
Group Senior Vice President

September 16, 2002

ABN AMRO

LASALLE BANK

N.A.

STRUCTURED ASSET TRUST UNIT REPACKAGINGS (SATURNS)

STATEMENT DATE:

0309/1516/2002

AT&T CORP. DEBENTURE BACKED

PAYMENT DATE:

0309/1516/2002

135 S. LASALLE STREET SUITE 1625

CHICAGO, IL 60603-4159

USA

SERIES 2001-8

PRIOR PAYMENT:

N03/A15/2002

NEXT PAYMENT:

0903/1617/~~2002~~2003

RECORD DATE:

0309/01/2002

ABN AMRO ACCT: 67-8920-00-0

ADMINISTRATOR:

REPORTING PACKAGE TABLE OF CONTENTS

ANALYST:

ANDY STREEPEY (312) 904-9387

~~SABRYNA~~ARTUR ~~TRAN~~OGANEZOV (714~~) 282~~-~~3980 (227)~~238-6704

ANDY.STREEPEY@ABNAMRO.COM

~~STRAN~~ARTUR.OGANEZOV@~~LNBABS~~ABNAMRO.COM

PAGE(S)

ISSUE ID:

SAT00108

CLOSING DATE:

12/20/2001

STATEMENTS TO CERTIFICATEHOLDERS

PAGE 2

CASH RECONCILIATION SUMMARY

PAGE 3

FIRST PAYMENT DATE:

3/15/2002

MONTHLY DATA FILE NAME:

BOND INTEREST RECONCILIATION

PAGE 4

SAT00108_200203_3.ZIP

OTHER RELATED INFORMATION

PAGE 5

SAT00108_200209_3.ZIP

OTHER RELATED INFORMATION

PAGE 5

RATING INFORMATION

PAGE 6

REALIZED LOSS DETAIL

PAGE 6

RATING INFORMATION

PAGE 7

PARTIES TO THE TRANSACTION

DEPOSITOR: MSDW STRUCTURED ASSET CORP.

UNDERWRITER: MORGAN STANLEY DEAN WITTER

RATING AGENCY: MOODY'S INVESTORS SERVICE, INC./STANDARD & POOR'S CORPORATION

RATING AGENCY: MOODY'S INVESTORS SERVICE, INC./STANDARD & POOR'S RATING SERVICES

INFORMATION IS AVAILABLE FOR THIS ISSUE FROM THE FOLLOWING SOURCES

LASALLE WEB SITE

WWW.ETRUSTEE.NET

LASALLE FACTOR LINE

(800) 246-5761

03/15/2002 - 08:39 (H213) 2002 LASALLE BANK N.A.

PAGE 1 OF 6

09/12/2002 - 10:59 (H213) 2002 LASALLE BANK N.A.

PAGE 1 OF 7

ABN AMRO

LASALLE BANK

N.A.

STRUCTURED ASSET TRUST UNIT REPACKAGINGS (SATURNS)

AT&T CORP. DEBENTURE BACKED

STATEMENT DATE:

0309/1516/2002

SERIES 2001-8

PAYMENT DATE:

0309/1516/2002

WAC:

2044.~~966667~~400000%

PRIOR PAYMENT:

N03/A15/2002

NEXT PAYMENT:

0903/1617/~~2002~~2003

WAMM:

~~324~~318

RECORD DATE:

0309/01/2002

UNIT

GRANTOR TRUST

ABN AMRO ACCT: 67-8920-00-0

ORIGINAL

OPENING

PRINCIPAL

NEGATIVE

CLOSING

INTEREST

PASS-THROUGH

CLASS

FACE VALUE (1)

BALANCE

PAYMENT

ADJ. OR LOSS

AMORTIZATION

BALANCE

PAYMENT (2)

ADJUSTMENT

RATE

CUSIP

PER $ 1000

NEXT RATE(3)

UNIT

44,338,650.00

0.00

44,338,650.00

~~774~~1,~~694~~640,530.7505

0.00

7.40000000%

80409Q200

1000.000000000

0.000000000

1000.000000000

1737.~~472222316~~000000000

0.000000000

FIXED

TOTAL

44,338,650.00

0.00

44,338,650.00

~~774~~1,~~694~~640,530.7505

0.00

TOTAL P&I PAYMENT

~~774~~1,~~694~~640,530.7505

NOTES: (1) N DENOTES NOTIONAL BALANCE NOT INCLUDED IN TOTAL (2) ACCRUED INTEREST PLUS/MINUS INTEREST ADJUSTMENT MINUS DEFERRED INTEREST EQUALS INTEREST PAYMENT (3) ESTIMATED. * DENOTES CONTROLLING CLASS

03/15/2002 - 08:39 (H213) 2002 LASALLE BANK N.A.

PAGE 2 OF 6

09/12/2002 - 10:59 (H213) 2002 LASALLE BANK N.A.

PAGE 2 OF 7

ABN AMRO

LASALLE BANK

N.A.

STRUCTURED ASSET TRUST UNIT REPACKAGINGS (SATURNS)

AT&T CORP. DEBENTURE BACKED

~~STATEMENT DATE:~~

STATEMENT DATE:

~~03/15/2002~~

09/16/2002

SERIES 2001-8

~~PAYMENT DATE:~~

PAYMENT DATE:

~~03/15/2002~~

09/16/2002

~~PRIOR PAYMENT:~~

PRIOR PAYMENT:

~~N/A~~

03/15/2002

~~NEXT PAYMENT:~~

NEXT PAYMENT:

~~09/16/2002~~

03/17/2003

~~RECORD DATE:~~

RECORD DATE:

~~03/01/2002~~

09/01/2002

ABN AMRO ACCT: 67-8920-00-0

CASH RECONCILIATION SUMMARY

~~CASH RECONCILIATION SUMMARY~~

INTEREST SUMMARY

~~SERVICING FEE SUMMARY~~

SERVICING FEE SUMMARY

~~PRINCIPAL SUMMARY~~

PRINCIPAL SUMMARY

CURRENT SCHEDULED INTEREST

~~774,694.75~~

1,640,530.05

~~CURRENT SERVICING FEES~~

CURRENT SERVICING FEES

~~0.00~~

0.00

~~SCHEDULED:~~

SCHEDULED:

LESS DEFERRED INTEREST

~~0.00~~

0.00

~~PLUS FEES ADVANCED FOR PPIS~~

PLUS FEES ADVANCED FOR PPIS

~~0.00~~

0.00

~~CURRENT SCHEDULED PRINCIPAL~~

CURRENT SCHEDULED PRINCIPAL

~~0.00~~

0.00

PLUS ADVANCE INTEREST

~~0.00~~

0.00

~~LESS REDUCTION FOR PPIS~~

LESS REDUCTION FOR PPIS

~~0.00~~

0.00

~~ADVANCED SCHEDULED PRINCIPAL~~

ADVANCED SCHEDULED PRINCIPAL

~~0.00~~

0.00

PLUS UNSCHEDULED INTEREST

~~0.00~~

0.00

~~PLUS DELINQUENT SERVICING FEES~~

PLUS DELINQUENT SERVICING FEES

~~0.00~~

0.00

~~SCHEDULED PRINCIPAL DISTRIBUTION~~

SCHEDULED PRINCIPAL DISTRIBUTION

~~0.00~~

0.00

PPIS REDUCING SCHEDULED INTEREST

~~0.00~~

0.00

~~TOTAL SERVICING FEES~~

TOTAL SERVICING FEES

~~0.00~~

0.00

~~UNSCHEDULED:~~

UNSCHEDULED:

LESS TOTAL FEES PAID TO SERVICER

~~0.00~~

0.00

~~CURTAILMENTS~~

CURTAILMENTS

~~0.00~~

0.00

PLUS FEES ADVANCED FOR PPIS

~~0.00~~

0.00

~~PREPAYMENTS IN FULL~~

PREPAYMENTS IN FULL

~~0.00~~

0.00

LESS FEE STRIPS PAID BY SERVICER

~~0.00~~

0.00

~~PPIS SUMMARY~~

PPIS SUMMARY

~~LIQUIDATION PROCEEDS~~

LIQUIDATION PROCEEDS

~~0.00~~

0.00

LESS MISC. FEES & EXPENSES

~~0.00~~

0.00

~~GROSS PPIS~~

GROSS PPIS

~~0.00~~

0.00

~~REPURCHASE PROCEEDS~~

REPURCHASE PROCEEDS

~~0.00~~

0.00

LESS NON RECOVERABLE ADVANCES

~~0.00~~

0.00

~~REDUCED BY PPIE~~

REDUCED BY PPIE

~~0.00~~

0.00

~~OTHER PRINCIPAL PROCEEDS~~

OTHER PRINCIPAL PROCEEDS

~~0.00~~

0.00

INTEREST DUE TRUST

~~774,694.75~~

1,640,530.05

~~REDUCED BY SHORTFALLS IN FEES~~

REDUCED BY SHORTFALLS IN FEES

~~0.00~~

0.00

~~UNSCHEDULED PRINCIPAL DISTRIBUTION~~

UNSCHEDULED PRINCIPAL DISTRIBUTION

~~0.00~~

0.00

LESS TRUSTEE FEE

~~0.00~~

0.00

~~REDUCED BY OTHER AMOUNTS~~

REDUCED BY OTHER AMOUNTS

~~0.00~~

0.00

~~REMITTANCE PRINCIPAL~~

REMITTANCE PRINCIPAL

~~0.00~~

0.00

LESS FEE STRIPS PAID BY TRUST

~~0.00~~

0.00

~~NET PPIS~~

NET PPIS

~~0.00~~

0.00

LESS MISC. FEES PAID BY TRUST

~~0.00~~

0.00

~~PPIS REDUCING SERVICING FEE~~

PPIS REDUCING SERVICING FEE

~~0.00~~

0.00

~~SERVICER WIRE AMOUNT~~

SERVICER WIRE AMOUNT

~~774,694.75~~

1,640,530.05

LESS INTEREST RESERVE WITHHOLDING

~~0.00~~

0.00

~~PPIS ALLOCATED TO CERTIFICATES~~

PPIS ALLOCATED TO CERTIFICATES

~~0.00~~

0.00

PLUS INTEREST RESERVE DEPOSIT

~~0.00~~

0.00

REMITTANCE INTEREST

~~774,694.75~~

1,640,530.05

~~POOL BALANCE SUMMARY~~

POOL BALANCE SUMMARY

~~BALANCE/AMOUNT~~

BALANCE/AMOUNT

~~COUNT~~

COUNT

~~BEGINNING POOL~~

BEGINNING POOL

~~44,338,650.00~~

44,338,650.00

~~SCHEDULED PRINCIPAL DISTRIBUTION~~

SCHEDULED PRINCIPAL DISTRIBUTION

~~0.00~~

0.00

~~UNSCHEDULED PRINCIPAL DISTRIBUTION~~

UNSCHEDULED PRINCIPAL DISTRIBUTION

~~0.00~~

0.00

~~DEFERRED INTEREST~~

DEFERRED INTEREST

~~0.00~~

0.00

~~LIQUIDATIONS~~

LIQUIDATIONS

~~0.00~~

0.00

~~REPURCHASES~~

REPURCHASES

~~0.00~~

0.00

~~ENDING POOL~~

ENDING POOL

~~44,338,650.00~~

44,338,650.00

~~ADVANCES~~

ADVANCES

~~PRIOR OUTSTANDING~~

PRIOR OUTSTANDING

~~CURRENT PERIOD~~

CURRENT PERIOD

~~RECOVERED~~

RECOVERED

~~ENDING OUTSTANDING~~

ENDING OUTSTANDING

~~PRINCIPAL~~

PRINCIPAL

~~INTEREST~~

INTEREST

~~PRINCIPAL~~

PRINCIPAL

~~INTEREST~~

INTEREST

~~PRINCIPAL~~

PRINCIPAL

~~INTEREST~~

INTEREST

~~PRINCIPAL~~

PRINCIPAL

~~INTEREST~~

INTEREST

MADE BY:

0.00

~~0.00~~

0.00

~~0.00~~

0.00

~~0.00~~

0.00

~~0.00~~

0.00

~~0.00~~

0.00

~~0.00~~

0.00

~~0.00~~

0.00

03/15/2002 - 08:39 (H213) 2002 LASALLE BANK N.A.

PAGE 3 OF 6

09/12/2002 - 10:59 (H213) 2002 LASALLE BANK N.A.

PAGE 3 OF 7

ABN AMRO

LASALLE BANK

N.A.

STRUCTURED ASSET TRUST UNIT REPACKAGINGS (SATURNS)

AT&T CORP. DEBENTURE BACKED

STATEMENT DATE:

~~STATEMENT DATE:~~

09/16/2002

~~03/15/2002~~

PAYMENT DATE:

~~PAYMENT DATE:~~

09/16/2002

~~03/15/2002~~

SERIES 2001-8

PRIOR PAYMENT:

~~PRIOR PAYMENT:~~

03/15/2002

~~N/A~~

NEXT PAYMENT:

~~NEXT PAYMENT:~~

03/17/2003

~~09/16/2002~~

RECORD DATE:

~~RECORD DATE:~~

09/01/2002

~~03/01/2002~~

ABN AMRO ACCT: 67-8920-00-0

BOND INTEREST RECONCILIATION

DEDUCTIONS

ADDITIONS

~~ADDITIONS~~

REMAINING

~~REMAINING~~

ACCRUAL

PASS

ACCRUED

~~ADD.~~

DEFERRED &

~~PRIOR~~

PRIOR

PREPAY-

~~PREPAY-~~

OTHER

~~OTHER~~

~~DISTRIBUTABLE~~

DISTRIBUTABLE

INTEREST

~~OUTSTANDING~~

CURRENT PERIOD

OUTSTANDING

CREDIT SUPPORT

~~CREDIT SUPPORT~~

THRU

CERTIFICATE

ALLOCABLE

~~TRUST~~

ACCRETION

~~ACCRETION~~INTEREST

INT. SHORT-

~~INTEREST~~

~~INT. SHORT-~~

MENT

INTEREST

~~MENT~~

CERTIFICATE

~~INTEREST~~

PAYMENT

~~CERTIFICATE~~

(SHORTFALL)/

~~PAYMENT~~

INTEREST

~~INTEREST~~

CLASS

METHOD DAYS

RATE

INTEREST

PPIS

~~EXPENSE (1)~~INTEREST

~~INTEREST~~LOSS/EXP

~~LOSSES~~

FALLS DUE (3)

~~FALLS DUE~~

PENALTIES

PROCEEDS (1)

~~PENALTIES~~

~~PROCEEDS (2)~~

INTEREST

INTEREST (2)

~~AMOUNT~~

AMOUNT

RECOVERY

~~SHORTFALLS~~

SHORTFALLS

~~ORIGINAL~~

ORIGINAL

~~CURRENT(3)~~

CURRENT(4)

UNIT

30/360

85180

7.400000000%

~~774~~1,~~694~~640,530.7505

0.00

~~0.00~~

0.00

~~0.00~~

0.00

~~0.00~~

1,640,530.05

~~774,694.75~~

0.00

~~774,694.75~~

0.00

~~0.00~~

774,694.75

0.00

774,694.75

0.00

1,640,530.05

0.00

1,640,530.05

0.00

(1) ADDITIONAL TRUST EXPENSES ARE FEES ALLOCATED DIRECTLY TO THE BOND RESULTING IN A DEDUCTION TO ACCRUED INTEREST.

(1) OTHER INTEREST PROCEEDS ARE ADDITIONAL INTEREST AMOUNTS SPECIFICALLY ALLOCATED TO THE BOND(S) AND USED IN DETERMINING THE BONDS DISTRIBUTABLE INTEREST.

(2) OTHER INTEREST PROCEEDS INCLUDE DEFAULT INTEREST, PPIE, INTEREST DUE ON OUTSTANDING LOSSES, INTEREST DUE ON OUTSTANDING SHORTFALLS AND RECOVERIES OF INTEREST.

(2) ACCRUED - DEDUCTIONS + ADDITIONS INTEREST

(3) DETERMINED AS FOLLOWS: (A) THE ENDING BALANCE OF ALL THE CLASSES LESS (B) THE SUM OF (I) THE ENDING BALANCE OF THE CLASS AND (II) THE ENDING BALANCE OF ALL CLASSES WHICH ARE NOT SUBORDINATE TO THE CLASS DIVIDED BY (A).

(3) PRIOR INTEREST SHORTFALL AMOUNT INCLUDES INTEREST DUE ON OUTSTANDING SHORTFALLS AND LOSSES WHERE APPLICABLE.

PAGE 4 OF 6

(4) DETERMINED AS FOLLOWS: (A) THE ENDING BALANCE OF ALL THE CLASSES LESS (B) THE SUM OF (I) THE ENDING BALANCE OF THE CLASS AND (II) THE ENDING BALANCE OF ALL CLASSES WHICH ARE NOT SUBORDINATE TO THE CLASS DIVIDED BY (A).

03/15/2002 - 08:39 (H213) 2002 LASALLE BANK N.A.

PAGE 4 OF 7

09/12/2002 - 10:59 (H213) 2002 LASALLE BANK N.A.

ABN AMRO

LASALLE BANK

N.A.

STRUCTURED ASSET TRUST UNIT REPACKAGINGS (SATURNS)

AT&T CORP. DEBENTURE BACKED

STATEMENT DATE:

0309/1516/2002

SERIES 2001-8

PAYMENT DATE:

0309/1516/2002

PRIOR PAYMENT:

N03/A15/2002

NEXT PAYMENT:

0903/1617/~~2002~~2003

RECORD DATE:

0309/01/2002

ABN AMRO ACCT: 67-8920-00-0

OTHER RELATED INFORMATION

SWAP INFORMATION

SWAP RECEIPENTS

SWAP AMOUNT RECEIVED

NEXT SWAP RATE

NONE

0.00

0.00%

03/15/2002 - 08:39 (H213) 2002 LASALLE BANK N.A.

PAGE 5 OF 6

09/12/2002 - 10:59 (H213) 2002 LASALLE BANK N.A.

PAGE 5 OF 7

ABN AMRO

LASALLE BANK

N.A.

STRUCTURED ASSET TRUST UNIT REPACKAGINGS (SATURNS)

~~STRUCTURED ASSET TRUST UNIT REPACKAGINGS (SATURNS)~~

AT&T CORP. DEBENTURE BACKED

STATEMENT DATE:

03/15/2002

STATEMENT DATE:

09/16/2002

SERIES 2001-8

PAYMENT DATE:

03/15/2002

AT&T CORP. DEBENTURE BACKED

PAYMENT DATE:

09/16/2002

PRIOR PAYMENT:

N/A

SERIES 2001-8

PRIOR PAYMENT:

03/15/2002

NEXT PAYMENT:

~~NEXT PAYMENT:~~

~~09/16/2002~~

03/17/2003

RECORD DATE:

~~RECORD DATE:~~

~~03/01/2002~~

09/01/2002

ABN AMRO ACCT: 67-8920-00-0

~~ABN AMRO ACCT: 67-8920-00-0~~

RATING INFORMATION

REALIZED LOSS DETAIL

ORIGINAL RATINGS

RATING CHANGE/CHANGE DATE(1)

BEGINNING

CLASS

CUSIP

FITCH

MOODY'S

S&P

FITCH

MOODY'S

S&P

SCHEDULED

UNIT

80409Q200

A-

BALANCE

NR - DESIGNATES THAT THE CLASS WAS NOT RATED BY THE RATING AGENCY.

GROSS PROCEEDS

(1) CHANGED RATINGS PROVIDED ON THIS REPORT ARE BASED ON INFORMATION PROVIDED BY THE APPLICABLE RATING AGENCY VIA ELECTRONIC TRANSMISSION. IT SHALL BE

AS A % OF

UNDERSTOOD THAT THIS TRANSMISSION WILL GENERALLY HAVE BEEN PROVIDED TO LASALLE WITHIN 30 DAYS OF THE PAYMENT DATE LISTED ON THIS STATEMENT. BECAUSE RATINGS MAY HAVE CHANGED DURING THE 30 DAY WINDOW, OR MAY NOT BE BEING PROVIDED BY THE RATING AGENCY IN AN ELECTRONIC FORMAT AND THEREFORE NOT BEING UPDATED ON

SCHED. BALANCE

THIS REPORT, LASALLE RECOMMENDS THAT INVESTORS OBTAIN CURRENT RATING INFORMATION DIRECTLY FROM THE RATING AGENCY.

AGGREGATE

03/15/2002 - 08:39 (H213) 2002 LASALLE BANK N.A.

PAGE 6 OF 6

LIQUIDATION

EXPENSES *

NET

LIQUIDATION

PROCEEDS

NET PROCEEDS

AS A % OF

SCHED. BALANCE

PERIOD

DISCLOSURE

CONTROL #

APPRAISAL

DATE

APPRAISAL

VALUE

GROSS

PROCEEDS

REALIZED

LOSS

CURRENT TOTAL

CUMULATIVE

* AGGREGATE LIQUIDATION EXPENSES ALSO INCLUDE OUTSTANDING P&I ADVANCES AND UNPAID SERVICING FEES, UNPAID TRUSTEE FEES, ETC..

09/12/2002 - 10:59 (H213) 2002 LASALLE BANK N.A.

PAGE 6 OF 7

ABN AMRO

LASALLE BANK

N.A.

STRUCTURED ASSET TRUST UNIT REPACKAGINGS (SATURNS)

AT&T CORP. DEBENTURE BACKED

STATEMENT DATE:

09/16/2002

SERIES 2001-8

PAYMENT DATE:

09/16/2002

PRIOR PAYMENT:

03/15/2002

NEXT PAYMENT:

03/17/2003

RECORD DATE:

09/01/2002

ABN AMRO ACCT: 67-8920-00-0

RATING INFORMATION

ORIGINAL RATINGS

RATING CHANGE/CHANGE DATE(1)

CLASS

CUSIP

FITCH

MOODY'S

S&P

FITCH

MOODY'S

S&P

UNIT

80409Q200

A-

NR - DESIGNATES THAT THE CLASS WAS NOT RATED BY THE RATING AGENCY.

(1) CHANGED RATINGS PROVIDED ON THIS REPORT ARE BASED ON INFORMATION PROVIDED BY THE APPLICABLE RATING AGENCY VIA ELECTRONIC TRANSMISSION. IT SHALL BE

THIS REPORT, LASALLE RECOMMENDS THAT INVESTORS OBTAIN CURRENT RATING INFORMATION DIRECTLY FROM THE RATING AGENCY.

09/12/2002 - 10:59 (H213) 2002 LASALLE BANK N.A.

PAGE 7 OF 7

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