SECURITIES AND EXCHANGE COMMISSION
    WASHINGTON, D.C. 20549
                       
                FORM 10-K
                       
Annual Report Pursuant to Section 13
or 15(d) of the Securities Exchange Act of 1934 
for the fiscal year ended December 31, 1997
                       
Commission File Number: 33-96378-02
                       
Structured Asset Securities Corporation
(Exact Name of registrant as specified in its charter)
                       
Delaware                      74-2440850
(State or Other Juris-            (I.R.S. Employer
diction of Incorporation)        Identification No.)
  
220 Vesey Street, New York, New York 10285
(Address of Principal Executive Office)
 
212-526-7000 
(Registrant's telephone number, including area code) 

  
Securities registered pursuant to Section 12(b) of the Act:     None
  
Securities registered pursuant to Section 12(g) of the Act:     None
  
Indicate by check mark whether the registrant (1) 
has filed all reports required to be filed  by Section 13 or 15(d) of 
the Securities Exchange Act of 1934 during the preceding 12 months 
(or for such shorter period that the registrant was required to file 
such reports),and (2) has been subject to such filing requirements for 
the past 90 days. 
  
  Yes  X   No 
  
Indicate by check mark if disclosure of delinquent filers pursuant to 
Item 405 of Regulation S-K is not contained herein, and will not be 
contained, to the best of registrant's knowledge, in definitive proxy or 
information statements incorporated by reference in part III of this 
Form 10-K or any amendment to this Form 10-K.  

Not applicable.
  
Aggregate market value of voting stock held by non-affiliates of the 
Registrant as of December 31, 1997.  

Not applicable.
  
Number of shares of common stock outstanding  a
s of December 31, 1997.  

Not applicable.
    <PAGE>
              Table of Contents
                        
  
  PART I
  
  Item 1. Business..................................................3
  
  Item 2. Properties................................................3
  
  Item 3. Legal Proceedings.........................................3
  
  Item 4. Submission Of Matters To A Vote Of Security Holders.......3
  
  PART II
  
  Item 5. Market For Registrant's Common Equity And 
  Related Shareholder Matters.......................................3
  
  Item 6. Selected Financial Data...................................3
  
  Item 7. Management's Discussion And Analysis Of Financial Condition 
            And Results Of Operations...............................4
  
  Item 8. Financial Statements And Supplementary Data...............4
  
  Item 9. Changes In And Disagreements With Accountants On 
            Accounting And Financial Disclosure.....................4
  
  PART III
  
  Item 10. Directors And Executive Officers Of The Registrant.......4
  
  Item 11. Executive Compensation...................................4
  
  Item 12. Security Ownership Of Certain Beneficial Owners And 
            Management..............................................4
  
  Item 13. Certain Relationships And Related Transactions...........4
  
  PART IV
  
  Item 14. Exhibits, Financial Statement Schedules And Reports On 
            Form 8-K................................................4
  
  Signatures........................................................4
  
  Exhibit Index.....................................................4
    <PAGE>
PART I
  
ITEM 1.         BUSINESS
  
This Annual Report on Form 10-K relates to the Trust Fund formed, and 
the Commercial Mortgage Pass-Through Certificates, Series 1997-LL I 
issued, pursuant to a Pooling and Servicing Agreement, dated as of 
October 11, 1997 (the "Pooling and Servicing Agreement"), by and 
among Structured Asset Securities Corporation, as sponsor  (the "Company, 
GMAC Commercial Mortgage Corporation., as master and special servicer,
LaSalle National Bank, as trustee and REMIC administrator, and ABN AMRO
Bank, N.V., as fiscal agent.  The Certificates have been registered
pursuant to the Act under a Registration Statement on Form S-3 
(No. 333-27083) (the "Registration Statement").
  
Capitalized terms used herein and not defined have the same 
meanings ascribed to such terms in the Pooling and Servicing Agreement.
  
This Annual Report is being filed by the Trustee, in its capacity as 
such under the Pooling and Servicing Agreement, on behalf of Registrant.  
The information contained herein has been supplied to the Trustee by 
one or more of the Borrowers or other third parties without independent 
review or investigation by the Trustee.  Pursuant to the Pooling and 
Servicing Agreement, the Trustee is not responsible for the accuracy 
or completeness of such information.
  
ITEM 2.         PROPERTIES
  
See Exhibits 99.1 and 99.2 hereto for Servicer s Annual Statement of
Compliance and Servicer s Independent Accountant s Report on Servicer's
servicing activities.
  
ITEM 3.         LEGAL PROCEEDINGS
  
Except for claims arising in the ordinary course of business and 
which are covered by liability insurance, there are no material pending 
legal proceedings involving the Trust Fund, the Mortgages comprising the 
Trust Fund or the Trustee, the Special Servicer or the Servicer with 
respect to or affecting their respective duties under the Pooling and 
Servicing Agreement.
  
ITEM 4.        SUBMISSION OF MATTERS TO A VOTE OF SECURITY  HOLDERS
  
No matters were submitted to a vote of Certificateholders during 
the fiscal year covered by this report.
  
PART II
  
ITEM 5.         MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED       
                STOCKHOLDER MATTERS
  
There was one registered holder of the Certificate representing an 
equity interest in the Trust as of December 31, 1997.  To the 
Registrant's knowledge, as of that date, there was no principal market 
in which the Certificates representing an equity interest in the Trust 
were traded.
  
ITEM 6.         SELECTED FINANCIAL DATA
  
Not applicable.
  
ITEM 7.        MANAGEMENT'S DISCUSSION AND ANALYSIS OF A FINANCIAL 
             CONDITION AND RESULTS OF OPERATIONS.
  
Not applicable.
  
ITEM 8.        FINANCIAL STATEMENTS AND SUPPLEMENTARY  DATA
  
Not applicable.
  


ITEM 9.        CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON        
               ACCOUNTING AND FINANCIAL DISCLOSURE
  
None.
  
PART III
  
The information required by Items 10, 11, 12 and 13 is not 
applicable as the trust fund does not have directors or officers and 
Certificateholders have no right to vote (except with respect to 
required consents to certain amendments to the Pooling and Servicing 
Agreement and upon certain events of default) or control the Trust 
Fund.
  
PART IV
 
ITEM 14.        EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS 
              ON FORM 8-K
  
(a)     
1.     Servicer's Annual Statement of Compliance for the period ended
       12/31/97.
2.     Servicer's Independent Accountant's Report on Servicer's servicing
       activities.

(b)    All current Reports on Form 8-K for the Trust have been filed as of 
      12/31/97. 
  
Pursuant to the requirements of Section 13 or 15(d) of the Securities 
Exchange Act of 1934, the Registrant has duly caused this report to be 
signed on its by the undersigned thereunto duly authorized.
  
  
                              LASALLE NATIONAL BANK, IN
                              ITS CAPACITY AS TRUSTEE UNDER 
                              THE POOLING AND SERVICING
                              AGREEMENT ON BEHALF OF 
                         Structured Asset Securities 
                         Corporation, REGISTRANT      
                 
  
                              By: /s/ Russell Goldenberg
                              Name:  Russell Goldenberg
                              Title: Senior Vice President
                              Dated: April 14, 1998
  
  






EXHIBIT INDEX
  
  
Exhibit No.     Description
  
99.1   Servicer's Annual Statement of Compliance
99.2   Servicer's Independent Accountants' Report on Servicer's servicing
       activities

  
  
  
  








Exhibit 99.1

GMAC Commercial Mortgage Corporation
100 South Wacker Drive
Suite 400
Chicago, IL 60606
Tel. 312-845-8539
Fax 312-845-8617

April 6, 1998

LaSalle National Bank
Attn: Ann Geraghty
135 S. LaSalle Street, Suite 1625
Chicago, IL 60674

Re:  Structured Asset Securities Corporation, Series 1997-LLI

Dear Ms. Geraghty:

Diane M. Norberg
Vice President
CMBS Compliance

We are pleased to enclose the following Independent Accountants' 
Servicing Reports and attachments for the year ended December 31, 1997 
as required by the Pooling and Servicing Agreement related to the above 
referenced commercial mortgage securitization.

Price Waterhouse Independent Accountants' Report on GMACCM's compliance 
to Minimum Master Servicing Standards

GMACCM's management assertions of Company's Minimum Master Servicing 
Standards as derived from the MBA's Uniforrn Single Attestation Program 
for Mortgage Bankers


Price Waterhouse Independent Accountants' Report on GMACCM's compliance 
to Minimum Servicing Standards

GMACCM's management assertions of Company's Minimum Servicing Standards 
as derived from the MBA's Uniform Single Attestation Program for Mortgage 
Bankers

Sincerely,

/s/ Diane Norberg
Diane M. Norberg
Vice President

Cc:                      Structured Asset Securities Corporation
 Attn: M s 14 14e, 11
 200 Vesey Street
 NY, NY 10285

Duff and Phelps Credit Rating Co.
55 E. Monroe, Suite 3800
Chicago, Illinois 60603
Attn: Deborah Slogoff

Standard & Poor's Ratings Service
25 Broadway
NY, NY 10004
Attn: Roy L. Chun

                                        
                                        
                                        
                                        
                                        
                                        
                    Structured Asset Securities Corporation
                                Series 1997-LL1
                       Annual Statement as to Compliance
                 For Period of October 14 to December 31, 1997

Pursuant to section 3.14 of the Pooling and Servicing Agreement, I attest 
that:

(i.)  A review of the activities of GMAC Commercial Mortgage as Special 
   Servicer during the period, and of its performance under this Agreement,has 
been made under my supervision.

To the best of my knowledge, based on such review, GMAC Commercial Mortgage 
as Special Servicer, has fulfilled in all material respects its obligations 
under this Agreement throughout the period.

(iv)     That GMAC Commercial Mortgage as Special Servicer has maintained an 
effective internal control system over the servicing of mortgage loans. 
However, during the period of October 14 to December 31, 1997, GMAC 
Commercial Mortgage as Special Servicer did not service any Specially 
Serviced Mortgaged Loans.

(v)GMAC Commercial Mortgage as Special Servicer has received no 
   notice regarding qualifications, or challenging the status, of the 
Upper-Tier REMIC or Lower-Tier REMIC as a REMIC from the Internal 
Revenue Service or any other governmental agency or body.

BY:/s/ Chris Olofson
Chris Olofson
Vice President, GMAC Commercial Mortgage Corporation
<PAGE>
                    Structured Asset Securities Corporation
                                Series 1997-LL1
                       Annual Statements as to Compliance
                  For Period of October 14 to December 31,1997

Pursuant to Section 3.14 of the Pooling and Servicing Agreement, I attest 
that:

(i)A review of the activities of GMAC Commercial Mortgage as Master
Servicer during the period, and of its performance under this 
Agreement, has been made under my supervision.

(ii)To the best of my knowledge, based on such review, GMAC Commercial
Mortgage as Master Servicer, has fulfilled in all material respects 
its obligations under this Agreement throughout the period.

(iv)

(v)

GMAC Commercial Mortgage as Master Servicer has maintained an effective 
internal control system over the servicing of mortgage loans.

GMAC Commercial Mortgage as Master Servicer has received no notice 
regarding qualifications, or challenging the status, of the Upper-Tier 
REMIC or Lower-Tier REMIC as a REMIC from the Internal Revenue Service 
or any other governmental agency or body.

BY: /s/ Diane Norberg
Diane M. Norberg
Vice President
GMAC Commercial Mortgage Corporation

Date:3/5/98
<PAGE>
                     "GMAC COMMERCIAL MORTGAGE CORPORATION
                       MINIMUM MASTER SERVICING STANDARDS

1.  CUSTODIAL BANK ACCOUNTS

1.    Reconciliations shall be prepared on a monthly basis for all 
custodial bank accounts and related bank clearing accounts. These 
reconciliations shall:

be mathematically accurate;

be prepared within forty-five (45) calendar days after the cutoff date, 
but in any event in accordance with the applicable servicing agreements;

be reviewed and approved by someone other than the person who prepared 
the reconciliation; and

explanations for reconciling items shall be documented and shall be 
resolved within ninety (90) calendar days of their original 
identification.

2.    Funds of the servicing entity shall be advanced as specified in the 
applicable servicing agreements in cases where there is potential for an 
overdraft in an investor's account or a request letter has been received 
from a subservicer for a servicing advance stipulated by the subservicing 
agreement.

All cash for each custodial account shall be maintained at a federally 
insured depository institution in trust for th , e applicable investor 
or in an investment account in accordance with the applicable servicing 
agreement requirements.

II. MORTGAGE PAYMENTS

2.

1.    Mortgage payments shall be deposited into the custodial bank 
accounts and related bank clearing accounts within two business days of 
receipt from the subservicer.

Mortgage payments made in accordance with the mortgagor's loan documents 
shall be posted to the applicable mortgagor records within two business 
days of receipt from the subservicer.

III. DISBURSEMENTS

I -   Remittances made via wire transfer on behalf of a mortgagor or 
investor shall be made only by authorized personnel.

2.    Amounts remitted to investors per the servicer's investor reports 
shall agree with canceled checks, or other form of payment, or custodial 
bank statements.

GARAC Commercial Mortgage Corporation
<PAGE>
GMAC Commercial Mortgage Corporation
650 Dresher Road
P.O. Box 1015
Horsham, PA 19044-8015
Tel. 215-328-3806
Fax 215-328-3478

Report of Management

                                Barry Alan Moore
                            Executive Vice President

As of and for the year ended December 31, 1997, GMAC Commercial Mortgage 
Corporation has complied in all material respects with the minimum 
servicing standards set forth in the Company's minimum servicing standards 
(attached), which were derived from the Mortgage Bankers Association of 
America's Uniform Single Attestation Program for Mortgage Bankers. As of 
and for this same period, GMAC Commercial Mortgage Corporation had in 
effect a General Motors Corporation fidelity bond of $150 million and a 
GMAC Commercial Mortgage Corporation errors and omissions policy in the 
amount of $30 million.

       
       
By: /s/Barry A. Moore
Barry A. Moore
Executive Vice President

February 20, 1998
<PAGE>
GMAC COMMERCIAL MORTGAGE CORPORATION
    MINIMTJM SERVICING STANDARDS

1.                         CUSTODIAL BANKACCOUNTS

1.     Reconciliations shall be prepared on a monthly basis for all 
custodial bank accounts and related bank clearing accounts. These 
reconciliations shall:

be mathematically accurate;

be prepared within forty-five (45) calendar days after the cutoff date;

be reviewed and approved by someone other than the person who prepared 
the reconciliation; and

document explanations for reconciling items. These reconciling items 
shall be resolved within ninety (90) calendar days of their original 
identification.

2.     Funds of the servicing entity shall be advanced as specified in the 
servicing agreement in cases where there is an overdraft in an investor's 
or a mortgagor's account and an advance is specified in the Investor's 
Servicing Agreement.

All cash for each custodial account shall be maintained at a federally 
insured depository institution in trust for the applicable investor or 
in an investment account in accordance with the applicable servicing 
agreement requirements.

4. Escrow funds held in trust for a mortgagor shall be returned to the
 mortgagor
within thirty (30) calendar days of payoff of the mortgage loan.

11.                   MORTGAGE PAYMENTS

1.

2.

Mortgage payments which are properly identified with a GMACCM account 
number and agree to the total amount of the scheduled payment due shall 
be deposited into the clearing bank accounts and -related custodial bank 
accounts within two business days of receipt. Any mortgage payments which 
do not meet these parameters will be researched and deposited into the 
appropriate bank accounts within five business days of receipt.

Mortgage payments made in accordance with the mortgagor's loan documents 
shall be posted to the applicable mortgagor records within two business 
days of receipt.

3.Mortgage payments shall be allocated to principal, interest, 
insurance, taxes

GMAC Commercial Mortgage Corporation
<PAGE>
 or other escrow ite m's in accordance with the mortgagor's loan 
 documents.
 
4.    Mortgage payments identified as loan payoffs shall be allocated 
in accordance with the mortgagor's loan documents.

III. DISBURSEMENTS

1. Disbursements made via wire transfer on behalf of a mortgagor or 
investor shall be made only by authorized personnel.

Disbursements made on behalf of a mortgagor or investor shall be 
posted within two business days to the mortgagor's or investor's 
records maintained by the servicing entity.

3.    Tax and insurance payments for those loans that are escrowed 
shall be made on or before the penalty or insurance policy expirations date, 
as indicated on tax bills and insurance premium notices, 
respectively, provided that such support has been received by 
the servicing entity at least thirty (30) calendar days prior 
to these dates, and the mortgagor has agreed with the amounts 
due.

4.    Amy late payment penalties paid in conjunction with the payment 
of any tax bill or insurance premium notice shall be paid from the 
servicing entity's funds and not charged to the mortgagor, unless 
the late payment was due to the mortgagor's error or omission.

5.    Amounts remitted to investors per the servicer's investor 
reports shall agree with canceled checks, or other forin of payment, 
or custodial 
bank statements.

6.    Unissued checks shall be safeguarded so as to prevent 
unauthorized access.

IV. INVESTOR ACCOUNTING AND REPORTING

1.    Monthly investor reports are sent on a monthly basis listing 
the total unpaid principal balance and number of loans serviced.

V.                              MORTGAGOR LOAN ACCOUNTING

I .Adjustments on ARM loans shall be computed based on the related 
mortgage note and any ARM rider.

Escrow accounts shall be analyzed, in accordance with the 
mortgagor's loan documents, on at least an annual basis.

3.   Interest on escrow accounts, if required by the mortgage documents, 
shall be paid, or credited, to mortgagors in accordance with the borrower 
agreements.

GMAC Commercial Mortgage Corporation
GMAC Commercial Mortgage Corporation and Subsidiaries
Report on Compliance with Minimum Master Servicing Standards 
December 31, 1997
<PAGE>
Exhibit 99.2


Price Waterhouse LLP         
1177 Avenue of the Americas
New York, NY 10036


February 20, 1998

Report of Independent Accountants

To the Board of Directors of
GMAC Commercial Mortgage Corporation

Telephone 212 596 7000 Facsimile 212 596 891o

We have examined management's assertions, dated February 20, 1998, 
about GMAC Commercial Mortgage Corporation's (the "Company") compliance 
with its established minimum master servicing standards (herein "Master 
Servicing Policy") included in the accompanying management assertion as 
of and for the year ended Der-ember 3 1, 1997. Management is responsible 
for the Company's compliance with the Master Servicing Policy. Our 
responsibility is to expressan opinion on management's assertion about 
the Company's compliance based on our examination.

Our examination was made in accordance with the standards established by
 the American Institute of Certified Public Accountants and, accordingly, 
included examining, on a test basis, evidence about the Company's 
compliance with the Master Servicing Policy and performing such other 
procedures as we considered nt~ressary in the circumstances. We believe 
that our examination provides a reasonable basis for our opinion. Our 
examination does not provide a legal determination on the Company's 
compliance with the Master Servicing Policy.

In our opinion, management's assertion that the Company complied with the 
aforementioned Master Servicing Policy as of and for the year ended 
December 31, 1997 is fairly stated, in all material respects.



GMAC Commercial Mortgage Corporation and Subsidiaries
Report on Compliance with Minimum Servicing Standards December 31, 1997


<PAGE>

Price Waterhouse LLP      
1177 Avenue of the Americas
New York, NY 10036

Price Waterhouse

February 20, 1998.

To the Board of Directors of
GMAC Commercial Mortgage Corporation

Report of Independent Accountants

Telephone 212'596 7000 ftcsinlile 212 596 891o

We have examined management's assertions, dated February 20, 1998, 
about GMAC Commercial Mortgage Corporation's (the "Company") 
compliance with its established minimum servicing standards (herein 
"Servicing Policy") included in the accompanying management assertion 
as of and for the year ended December 31, 1997. Management is 
responsible for the Company's compliance with the Servicing Policy. 
Our responsibility is to express an opinion on management's assertion 
about the Company's compliance based on our examination.

Our examination was made in accordance with the standards established 
by the American Institute of Certified Public Accountants and, 
accordingly, included examining, on a test basis, evidence about the 
Company's compliance with the Servicing Policy and performing such 
other procedures as we considered necessary in the circumstances. We 
believe that our exarttination provides a reasonable basis for our 
opinion. Our examination does not provide a legal determination on the 
Company's compliance with the Servicing Policy.

in our opinion, management's assertion that the Company complied with 
the aforementioned Servicing Policy as of and for the year ended 
December 31, 1997 is fairly stated, in all material respects.