UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549

                                     ----

                                  FORM 10-K/A

                                AMENDMENT NO. 1
                       FOR ANNUAL AND TRANSITION REPORTS
                    PURSUANT TO SECTIONS 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 EXCHANGE
      ACT OF 1934

For the fiscal year ended December 31, 2004

                                      or

/ /   TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURI-
      TIES EXCHANGE ACT OF 1934

For the transition period from ________ to ________

                       Commission File Number: 001-31874


                            Lehman ABS Corporation,
                            -----------------------
                                 on behalf of:
Corporate Backed Trust Certificates, AIG Debenture-Backed Series 2002-10 Trust
------------------------------------------------------------------------------
            (Exact name of registrant as specified in its charter)

<TABLE>
<CAPTION>
 <S>                                                                 <C>
                          Delaware                                                13-3447441
 --------------------------------------------------------------      ------------------------------------
 (State or other jurisdiction of incorporation or organization)      (I.R.S. Employer Identification No.)


           745 Seventh Avenue, New York, New York                                    10019
 --------------------------------------------------------------      ------------------------------------
          (Address of principal executive offices)                                 (Zip Code)
</TABLE>

      Registrant's telephone number, including area code:  (212) 526-7000

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

<TABLE>
<CAPTION>
Title of Class                                                     Name of Registered Exchange
--------------                                                     ---------------------------
<S>                                                              <C>
Corporate Backed Trust Certificates, AIG Debenture-Backed        New York Stock Exchange ("NYSE")
       Series 2002-10
</TABLE>

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

<PAGE>

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
file 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. /x/

Indicate by check mark whether the registrant is an accelerated filer (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:

      The registrant has no voting stock or class of common stock that is held
by non-affiliates.



                      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(a) hereto.

                               Introductory Note

This Annual Report was originally filed on March 29, 2005 on Form 10-K on
behalf of the Corporate Backed Trust Certificates, AIG Debenture-Backed Series
2002-10 Trust (the "Trust"). This Annual Report is being refiled in order to
correct a reference to the date such Form 10-K and the Annual Compliance
Report of the Trustee attached thereto as Exhibit 99.2 were signed. Except as
noted above, no other amendments to this report are being made.

Lehman ABS Corporation (the "Depositor") is the Depositor in respect of the
Trust, a common law trust formed pursuant to the Standard Terms for Trust
Agreements, dated as of January 16, 2001, between the Depositor and U.S. Bank
Trust National Association, as trustee (the "Trustee"), as supplemented by a
Series Supplement (the "Series Supplement") dated as of June 6, 2002 in
respect of the Trust. The Trust's assets consist solely of debentures issued
by SunAmerica, Inc., predecessor to American International Group, Inc. The
Certificates do not represent obligations of or interests in the Depositor or
the Trustee.

American International Group, Inc., successor to SunAmerica, Inc., the issuer
of the underlying securities, is subject to the information reporting
requirements of the Securities Exchange Act of 1934, as amended (the "Exchange
Act"). For information on the issuer of the underlying securities, please see
its periodic and current reports filed with the Securities and Exchange
Commission (the "Commission") under American International Group, Inc.'s
Exchange Act file number, 001-08787. The Commission 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." Periodic and current reports and other
information required to be filed pursuant to the Exchange Act by the issuer of
the underlying securities may be accessed on this site. 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 the issuer of the underlying securities
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.



                                       2
<PAGE>

                                    PART I

Item 1.  Business.
------------------
      Not Applicable

Item 2.  Properties.
-------------------
      Not Applicable

Item 3.  Legal Proceedings.
---------------------------
      None

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 publicly offered Certificates representing investors' interest in
the Trust are represented by one or more physical Certificates registered in
the name of "Cede & Co.", the nominee of The Depository Trust Company. Those
publicly offered Certificates are listed on the NYSE.

Item 6.  Selected Financial Data.
---------------------------------
      Not Applicable

Item 7.  Management's Discussion and Analysis of Financial Condition and
------------------------------------------------------------------------
Results of Operation.
---------------------
      Not Applicable

Item 7A. Quantitative and Qualitative Disclosures About Market Risk.
--------------------------------------------------------------------
      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

Item 9A. Controls and Procedures.
---------------------------------
      Not Applicable

Item 9B. Other Information.
---------------------------
      None

                                   PART III

Item 10. Directors and Executive Officers of the Registrant.
------------------------------------------------------------
      Not Applicable

Item 11. Executive Compensation.
--------------------------------
      Not Applicable

Item 12. Security Ownership of Certain Beneficial Owners and Management.
-----------------------------------------------------------------------
      Not Applicable

Item 13. Certain Relationships and Related Transactions.
--------------------------------------------------------
      None



                                       3
<PAGE>

Item 14. Principal Accounting Fees and Services.
------------------------------------------------
      Not Applicable


                                    PART IV

Item 15. Exhibits, Financial Statement Schedules.
------------------------------------------------

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

            1.    Trustee's Distribution Statements documented on Form 8-K
                  regarding the distributions from the Trust to the
                  certificateholders for the period from January 1, 2004
                  through and including December 31, 2004 have been filed with
                  the Securities and Exchange Commission and are hereby
                  incorporated by reference. Filing dates are listed below:

<TABLE>
<CAPTION>
      -------------------------------------------------------------------------------------------
                          Trust Description                Distribution Date       Filed on
      -------------------------------------------------------------------------------------------
      <S>                                                      <C>                 <C>
      Corporate Backed Trust Certificates, AIG                 1/31/2004           2/12/2004
      Debenture-Backed Series 2002-10 Trust                    7/31/2004           8/13/2004

      -------------------------------------------------------------------------------------------
</TABLE>

            2.    None.

            3.    Exhibits:

                  99.1 - Certification by Vice 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.

                  99.2 - Annual Compliance Report by Trustee pursuant to 15
                  U.S.C. Section 7241, as adopted pursuant to Section 302 of
                  the Sarbanes-Oxley Act of 2002.

      (b)   See Item 15(a) above.

      (c)   Not Applicable.



                                       4
<PAGE>

                                   SIGNATURE

      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 thereunto duly authorized.

                                  Lehman ABS Corporation, as Depositor for the
                                  Trust (the "Registrant")



Dated:  March 28, 2005            By:   /s/ CHARLES M. WEAVER
                                     -----------------------------------
                                        Name:  Charles M. Weaver
                                        Title:   Vice President



                                       5
<PAGE>

<TABLE>
<CAPTION>
                                      EXHIBIT INDEX

      ---------------------------------------------------------------------------------
         Reference
        Number per               Description of Exhibits              Exhibit Number
        Item 601 of                                                 in this Form 10-K
       Regulation SK

      ---------------------------------------------------------------------------------
          <S>        <C>                                                   <C>
                     Certification by Vice President of the
          (99.1)     Registrant pursuant to 15 U.S.C. Section              99.1
                     7241, as adopted pursuant to Section 302
                     of the Sarbanes-Oxley Act of 2002.
      ---------------------------------------------------------------------------------
                     Annual Compliance Report by Trustee pursuant
          (99.2)     to 15 U.S.C. Section 7241, as adopted                 99.2
                     pursuant to Section 302 of the Sarbanes-Oxley
                     Act of 2002.
      ---------------------------------------------------------------------------------
</TABLE>



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