Exhibit 4.1
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SUPPLEMENT
TO
SERIES SUPPLEMENT, SERIES 2001-9
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THIS SUPPLEMENT, dated as of March 27, 2001 (this
"Supplement"), to the Series Supplement, dated as of March 14, 2001, (the
"Series Supplement") between Xxxxxx ABS Corporation, as depositor (the
"Depositor") and U.S. Bank Trust National Association, as the trustee (the
"Trustee" and together with the Depositor, the "Parties").
W I T N E S S E T H:
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WHEREAS, the Parties entered into the Series Supplement for
the purpose of setting forth, among other things, certain supplemental
information with respect to the issuance of certificates initially designated
Corporate-Backed Trust Certificates, Series 2001-9.
NOW, THEREFORE, in consideration of the premises and the
mutual covenants herein contained, the Parties hereby agree as follows:
1.Pursuant to Section 3(d) of the Series Supplement, the
Depositor hereby sells to the Trust (a) an additional $4,000,000 of 7.40%
Underlying Securities and (b) an additional $2,017,000 of 7.45% Underlying
Securities. The Trust hereby issues an additional 216,372 Certificates with an
initial aggregate Certificate Principal Amount of $5,409,300 (the "Additional
Certificates") and an additional 216,372 Call Warrants (the "Additional Call
Warrants"). The Additional Certificates and the Additional Call Warrants shall
have an original issue date of even date herewith but the Certificates shall
accrue interest from March 14, 2001. The descriptions of the 7.40% Underlying
Securities, the 7.45% Underlying Securities, the Call Warrants and the
Certificates in the Series Supplement, including the Schedules and Exhibits
thereto, shall be deemed to be amended mutatis mutandis.
2. Effect of Supplement. Except as supplemented hereby, the
Series Supplement is ratified and confirmed and continues in full force and
effect.
3. Counterparts. This Supplement may be executed in one or
more counterparts, all of which, taken together, shall constitute one and the
same instrument.
4. Governing Law. THIS SUPPLEMENT SHALL BE CONSTRUED IN
ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS
CONFLICT OF LAW PROVISIONS, AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE
PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.
IN WITNESS WHEREOF, the parties hereto have caused this
Supplement to be duly executed by their respective officers hereunto duly
authorized, as of the day and year first above written.
XXXXXX ABS CORPORATION
By:
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Name:
Title:
U.S. BANK TRUST NATIONAL ASSOCIATION,
not in its individual capacity
but solely as Trustee on behalf
of the Corporate Backed Trust
Certificates Series, 2001-9
Trust
By:
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Name:
Title:
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