**SECURITIES
      AND EXCHANGE COMMISSION**


**WASHINGTON,
      D.C. 20549**


**FORM
      10-K/A**





**ANNUAL
      REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE**


**SECURITIES
      EXCHANGE ACT OF 1934**





(Mark
      One)





[X]
            ANNUAL
                REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES AND EXCHANGE
                ACT
                OF 1934





For
      the fiscal year ended December 31, 2006





or





[   ]
            TRANSITION
                REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITES AND EXCHANGE
                ACT
                OF 1934





For
      the transition period from ____ to ____





Commission
      File Number 001-32226





STRUCTURED
      OBLIGATIONS CORPORATION,


(Exact
      name of registrant as specified in its charter)






Delaware
            20-6193036(State
                or other jurisdiction of incorporation)
            (I.R.S.
                employer identification no.)270
                Park Avenue, New York, New York
            10017(Address
                of principal executive offices)
            (Zip
                code)








Registrant's telephone number, including area code: (212)
      270-2353


Securities
      registered pursuant to Section 12(b) of the Act:





**Title
                of Each Class**
            **Name
                of Each Exchange on Which Registered**Select
                Notes Trust Long Term Certificates, Series 2004-1
            American
                Stock Exchange


Securities
      registered pursuant to Section 12(g) of the
      Act:   None





Indicate
      by check mark if the registrant is a well-known seasoned issuer, as defined
      in
      Rule 405 of the Securities Act.







Yes
            ____
            No  X







Indicate
      by check mark if the registrant is not required to file reports pursuant to
      Section 13 or Section 15(d) of the Act.






Yes
              ____
              No  X





Indicate
      by check mark whether the Registrant has (1) 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 have filed such reports) and (2) has been subject to such filing requirements
      for the past 90 days.




Yes
            X1
            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. [ X]





Indicate
      by check mark whether the registrant is a large accelerated filer, an
      accelerated filer, or a non-accelerated filer.  See definition of
“accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange
      Act. (check one)





Large
      accelerated filer
      ____         Accelerated filer
      ____         Non-accelerated
      filer  X





Indicate
      by check mark whether the registrant is shell company (as defined in Rule 12b-2
      of the Act).




Yes
            ____
            No  X





State
      the aggregate market value of the voting and non-voting common equity held
      by
      non-affiliates computed by reference to the price at which the common equity
      was
      last sold, or the average bid and asked price of such common equity, as of
      the
      last business day of the registrant’s most recently completed second fiscal
      quarter.





As
      of the date of this report, all of the common stock of the Registrant is held
      by
      J. P. Morgan Securities Holdings Inc.











1
      Pursuant to staff administrative positions established in the no-action letter
      Corporate Asset Backed Corporation (“CABCO”) (available August 9, 1995),
      the Depositor is not required to respond to various items of Form
      10-K.  Such items are designated herein as “Not
      Applicable”.








DOCUMENTS
      INCORPORATED BY REFERENCE





The
      distribution reports to security holders filed on Form 8-K during the fiscal
      year in lieu of reports on Form 10-Q which includes the reports filed on Form
      8-K listed in Item 15(b) hereto.






Introductory
        Note


Structured
      Obligations Corporation (the “Trustor”) is the Trustor under the Base Trust
      Agreement between the Trustor and U.S. Bank National Association, as Trustee
      (the “Trustee”), as supplemented by the Select Notes Trust Supplement LT 2004-1
      by and between the Trustor and the Trustee, providing for the issuance of the
      Select Notes Trust Long Term Certificates Series 2004-1 (the “Certificates”) and
      is the Trustor for the Certificates (the “Registrant”).  The
      Certificates do not represent obligations of or interests in the Trustor or
      the
      Trustee





Each
      issuer of an underlying security, or guarantor thereof, or successor thereto,
      as
      applicable, which represents ten percent (10%) or more of the aggregate
      principal amount of all securities held by the trust is subject to the
      information reporting requirements of the Securities Exchange Act of 1934,
      as
      amended (the "Exchange Act"). For information on any such issuer of underlying
      securities, or guarantor thereof, or successor thereto, as applicable, please
      see its periodic and current reports filed with the Securities and Exchange
      Commission (the “Commission”). Such reports and other information required to be
      filed pursuant to the Exchange Act, by such issuer of underlying securities,
      or
      guarantor thereof, or successor thereto, as applicable, may be inspected and
      copied at the public reference facilities maintained by 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, or “EDGAR.” Neither the Depositor nor the Trustee has
      participated in the preparation of such reporting documents, or made any due
      diligence investigation with respect to the information provided therein.
      Neither the Depositor nor the Trustee has verified the accuracy or completeness
      of such documents or reports. There can be no assurance that events affecting
      any such issuer of underlying securities, or guarantor thereof, or successor
      thereto, as applicable, or the underlying securities have not occurred or have
      not yet been publicly disclosed that would affect the accuracy or completeness
      of the publicly available documents described above. The chart below lists
      each
      such issuer or guarantor, or successor thereto, of the underlying securities,
      and its respective Exchange Act file number.








Underlying
                Securities Issuer or Guarantor, or Successor thereto
            Exchange
                Act File NumberCenturyTel,
                Inc.
            001-07784DaimlerChrysler
                AG (guarantor of the underlying securities issued by DaimlerChrysler
                North
                America Holding Corporation)
            001-14561Time
                Warner Inc.
            001-15062General
                Electric Capital Corporation
            001-06461Credit
                Suisse First Boston (USA), Inc.
            001-06862The
                Boeing Company
            001-00442DTE
                Energy Company
            001-11607Citigroup
                Inc.
            001-09924United
                States Cellular Corporation
            001-09712Wyeth
            001-01225








**PART
                I**





Item
                1.
            Business


Not
      Applicable





Item
                1A.
            Risk
                Factors


Not
      Applicable





Item
                1B.
            Unresolved
                Staff Comments


Not
      Applicable





Item
                2.
            Properties


Not
      Applicable





Item
                3.
            Legal
                Proceedings


The
      Registrant is not subject to any material pending legal
      proceedings.





Item
      4.             Submission
      of Matters To A Vote of Security Holders


None









**PART
      II**





Item
                5.
            
            Market
                for Registrant’s Common Equity, Related Stockholder Matters and Issuer
                Purchases of Equity Securities


The
      Certificates issued by and representing investors’ interest in the Select Notes
      Trust LT 2004-1 (the “Trust”) are represented by one or more physical
      Certificates registered in the name of “Cede & Co., the nominee of The
      Depository Trust Company.














The
                following Certificates are listed on the exchange identified
                below:





**Title
                of Each Class**
            **Name
                of Each Exchange on Which Registered**Select
                Notes Trust Long Term Certificates, Series 2004-1
            American
                Stock Exchange








Item
      6.          Selected
      Financial Data


Not
      Applicable





Item
                7.
            Management’s
                Discussion and Analysis of Financial Condition and Results of
                Operations


Not
      Applicable





Item
      7A.        Quantitative and
      Qualitative Disclosures About Market Risk


Not
      Applicable





Item
      8.          Financial
      Statements and Supplementary Data


None





Item
                9.
            Changes
                In and Disagreements With Accountants on Accounting and Financial
                Disclosure


None





Item
      9A.        Controls and
      Procedures


Not
      Applicable





Item
      9B.        Other
      Information


Not
      Applicable


**PART
      III**








Item
      10.        Directors and
      Executive Officers of the Registrant


None









Item
      11.        Executive
      Compensation


Not
      Applicable





Item
                12.
            Security
                Ownership of Certain Beneficial Owners and Management and Related
                Stockholder Matters


Information
      required by Item 201(d) of Regulation S-X:  Not
      Applicable


Information
      required by Item 403 of Regulation S-X:  None





Item
      13.        Certain Relationships
      and Related Transactions


None





Item
      14.        Principal Accountant
      Fees and Services


Not
      Applicable


**PART
      IV**





Item
      15.        Exhibits, Financial
      Schedules





(a)
      The following documents have been filed as part of this Report.





3.  Exhibits:


31.1
      – Certification by the President of the Registrant pursuant to 15 U.S.C. Section
      7241, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of
      2002.





99.1
      – Annual Compliance Report by Trustee.





99.2
      – Report of RubinBrown LLP.





(b)  The
      Form 8-Ks of the Select Notes Trust LT 2004-1 (the “Trust”) which relate to
      periods covered by this annual report include (i) the Trust’s Current Report on
      Form 8-K for the distribution date occurring on January 3, 2006 and filed on
      February 2, 2006 (ii) the Trust’s Current Report on Form 8-K for the
      distribution date occurring on February 1, 2006 and filed on February 8, 2006
      (iii)  the Trust’s Current Report on Form 8-K for the distribution
      date occurring on March 1, 2006 and filed on March 14, 2006 (iv) the Trust’s
      Current Report on Form 8-K for the distribution date occurring on April 3,
      2006
      and filed on April 18, 2006, (v) the Trust’s Current Report on Form 8-K for the
      distribution date occurring on May 1, 2006 and filed on May 3, 2006 (vi) the
      Trust’s Current Report on Form 8-K for the distribution date occurring on June
      1, 2006 and filed on June 13, 2006 (vii) the Trust’s Current Report on Form 8-K
      for the distribution date occurring on July 3, 2006 and filed on July 5, 2006
      (viii) the Trust’s Current Report on Form 8-K for the distribution date
      occurring on August 1, 2006 and filed on August 1, 2006 (ix) the Trust’s Current
      Report on Form 8-K for the distribution date occurring on September 1, 2006
      and
      filed on September 1, 2006, (x) the Trust’s Current Report on Form 8-K for the
      distribution date occurring on October 2, 2006 and filed on October 3, 2006
      (xi)
      the











Trust’s
      Current Report on Form 8-K for the distribution date occurring on November
      1,
      2006 and filed on November 7, 2006, and (xii) the Trust’s Current Report on Form
      8-K for the distribution date occurring on December 1, 2006 and filed on
      December 1, 2007.








(c)  None




(d)  Not
      Applicable.














**SIGNATURES**











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 behalf
      by
      the undersigned thereunto duly authorized.




















STRUCTURED
              OBLIGATIONS CORPORATION,as
              trustor for the Trust RegistrantBy:
                /s/ Kelly
                AbsherName:  Kelly
                AbsherTitle:     Authorized
                Signatory








Dated:  September
      14, 2007