Exhibit 4.1

                                   SUPPLEMENT
                                       TO
                        SERIES SUPPLEMENT, SERIES 2001-34

     THIS SUPPLEMENT, dated as of September 19, 2001 (this "Supplement"), to the
Series Supplement, dated as of September 6, 2001 (the "Series Supplement")
between Lehman 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:
                               - - - - - - - - - -

     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 2001-34.

     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 an additional $20,860,000 of Underlying Securities and the
Trust hereby issues an additional 1,825,250 Class A-1 Certificates with an
initial aggregate Certificate Principal Amount of $18,252,500 and an additional
amount of Class A-2 Certificates with an aggregate Certificate Principal Amount
of $2,607,500 (the "Additional Certificates"). The Additional Certificates shall
have an original issue date of even date herewith but the Additional
Certificates shall accrue interest from September 17, 2001. The Trust is also
issuing call warrants with respect to the Additional Certificates (the
"Additional Call Warrants"). The descriptions of the Underlying Securities, the
Certificates and the Call Warrants in the Series Supplement, including the
Schedules and Exhibits thereto, shall be deemed to be amended mutatis mutandis.
The Class A-2 Certificate Schedule, attached as a Schedule to the Series
Supplement, is replaced by Schedule I attached hereto.

     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 any number of
counterparts, each of which shall be deemed to be an original, and all such
counterparts shall constitute but one and the same instrument.

     4. Governing Law. THIS SUPPLEMENT AND THE TRANSACTIONS DESCRIBED HEREIN
SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF
NEW YORK APPLICABLE TO CONTRACTS MADE AND PERFORMED WITHIN THE STATE OF NEW
YORK, WITHOUT GIVING EFFECT TO THE CHOICE OF LAWS PROVISIONS THEREOF.


<PAGE>

     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.

                                        LEHMAN ABS CORPORATION

                                        By:
                                            -----------------------------------
                                             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, 2001-34
                                                 Trust



                                        By:
                                            -----------------------------------
                                             Name:
                                             Title:

<PAGE>

                                                                   SCHEDULE I

                         CLASS A-2 CERTIFICATE SCHEDULE

             Date Ending Balance          Value
             -------------------        --------
                   9/19/2006            $704,166
                   3/15/2007            $738,573
                   9/15/2007            $775,502
                   3/15/2008            $814,277
                   9/15/2008            $854,991
                   3/15/2009            $897,740
                   9/15/2009            $942,627
                   3/15/2010            $989,759
                   9/15/2010           $1,039,247
                   3/15/2011           $1,091,209
                   9/15/2011           $1,145,769
                   3/15/2012           $1,203,058
                   9/15/2012           $1,263,211
                   3/15/2013           $1,326,371
                   9/15/2013           $1,392,690
                   3/15/2014           $1,462,324
                   9/15/2014           $1,535,440
                   3/15/2015           $1,612,213
                   9/15/2015           $1,692,823
                   3/15/2016           $1,777,464
                   9/15/2016           $1,866,338
                   3/15/2017           $1,959,654
                   9/15/2017           $2,057,637
                   3/15/2018           $2,160,519
                   9/15/2018           $2,268,545
                   3/15/2019           $2,381,972
                   9/15/2019           $2,501,071
                   3/15/2020           $2,626,124
                   9/15/2020           $2,757,431
                   3/15/2021           $2,895,302
                   9/15/2021           $3,040,067
                   3/15/2022           $3,192,070
                   9/15/2022           $3,351,674
                   3/15/2023           $3,519,258
                   9/15/2023           $3,695,221
                   3/15/2024           $3,879,982
                   9/15/2024           $4,073,981
                   3/15/2025           $4,277,680
                   9/15/2025           $4,491,564
                   3/15/2026           $4,716,142
                   9/15/2026           $4,951,949
                   3/15/2027           $5,199,546
                   9/15/2027           $5,459,524
                   3/15/2028           $5,732,500