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~~May 125, 2011

Structured Products Corp.

on behalf of

CorTS Trust for Xerox Capital Trust I

(Exact name of registrant as specified in its charter)

Delaware	001-32106	13-3692801
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(IRS Employer Identification Number)
390 Greenwich Street New York, New York	10013	(212) 723-4070
(Address of principal executive offices)	(Zip Code)	(Registrant'’s telephone number including area code)

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:

o¨ Written communications pursuant to Rule 425 under the Securities Act (17CFR 230.425)

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

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

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

Section 8 - Other Events

Item 8.01 Other Events.

This current report on Form 8-K relates to a distribution made to holders of the Certificates issued by the CorTS Trust for Xerox Capital Trust I.

The ~~issuer~~Trustee of the underlying securities, or guarantor thereof, or successor thereto, as applicable, is subject to the information reporting requirements of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). Periodic reports and other information required to be filed pursuant to the Exchange Act, by the issuer of the underlying securities, or guarantor thereof, or successor thereto, as applicable, may be inspected and copied at the public reference facilities maintained by the Securities and Exchange Commission (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. Neither Structured Products Corp. nor the trustee has ~~participated~~informed ~~in the preparation of such reporting documents, or made any due diligence investigation with respect to the information provided therein. Neither~~ Structured Products Corp. nor the trustee has verified the accuracy or completeness of such documents or reports. There can be no assurance that events affecting the issuer of the underlying securities, or guarantor thereof, or successor thereto, as ~~applicable,~~to or the ~~underlying securities have not occurred or have not yet been publicly disclosed which would affect the accuracy or completeness of the publicly available documents described above.~~following:

	Underlying Securities Issuer(s) or Guarantor, or successor thereto	Exchange Act File Number
	Xerox Corporation	001-04471

(i) the Trustee received from the Term Assets Issuer a Corporate Action Notice of a Full Call on the Term Assets to be effected on May 23, 2011;

(ii) on May 23, 2011, the Trustee received the call price for the Term Assets; and

(iii) the Trustee paid all outstanding Certificates issued by the CorTS Trust for Xerox Capital Trust I at a price per CorTS Certificate of $25.00 per Certificate plus accrued interest of $0.622222 plus a premium of $0.36750 per CorTS Certificate on May 25, 2011.

The CorTS Certificates have been fully called and are no longer outstanding.

Section 9 - Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits.

(c)

Exhibits:

1. Trustee'’s Report with respect to the ~~February~~May 125, 2011 Final Distribution Date for the CorTS Trust for Xerox Capital Trust I.

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.

	By: /s/ Stanley Louie
	________________________________
	Name: Stanley Louie
	Title: Vice President, Finance Officer.

~~February~~May 131, 2011

EXHIBIT INDEX

Exhibit		Page
1	Trustee'’s Report with respect to the ~~February~~May 125, 2011 Final Distribution Date for the CorTS Trust for Xerox Capital Trust I.	5

Exhibit 1

To the Holders of:

CorTS Trust for Xerox Capital Trust I

Corporate-Backed Trust Securities (CorTS) Certificates

Class A *CUSIP: 220804207

U.S. Bank Trust National Association, as Trustee for the CorTS Trust for Xerox Capital Trust I, hereby gives notice with respect to the Final Distribution Date of ~~February~~May 125, 2011 (the "“Final Distribution Date"”) as follows:

1.	The amount of the distribution payable to the Certificateholders on the Distribution Date allocable to principal and premium, if any, and interest, expressed as a dollar amount per $25 Certificates, is as set forth below:

	Class	Principal	Interest	~~Total Distribution~~Premium	Total Distribution
	A	$ 025.000000	$ 10.~~000000~~622222	$ 10.~~000000~~367500	$ 25.989722

2. The amount of aggregate interest due and not paid as of the Final Distribution Date is $0.000000.

3.	No fees have been paid to the Trustee or any other party from the proceeds of the Term Assets.

4. $~~27,000,000~~0.00 aggregate principal amount of Xerox Capital Trust I 8.00% Series B Capital Securities due February 1, 2027 (the "“Term Assets"”) are held for the above trust.

5. At the close of business on the Final Distribution Date, ~~1,080,000~~0 Certificates representing $~~27,000,000~~0.00 aggregate Certificates Principal Balance were outstanding.

6. The current rating of the Term Assets is not provided in this report. Ratings can be obtained from Standard & Poor'’s Ratings Services, a division of The McGraw-Hill Companies, Inc., by calling 212-438-2400 and from Moody'’s Investors Service, Inc. by calling 212-553-0377.

U.S. Bank Trust National Association, as Trustee

*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.

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