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 fiscal year ended 12/31/1998
 
                    Commission file number: 033-84924-16  
                                        
               Salomon Brothers Mortgage Securities VII, Inc.  
   (AS DEPOSITOR UNDER THE TRUST AGREEMENT DATED AS OF SEPTEMBER 30, 1996,  
       PROVIDING FOR THE ISSUANCE OF TRUST CERTIFICATES SERIES 1996-4  
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            (Exact name of registrant as specified in its charter)  
  
                 Delaware                           133439681  
                 --------                           ----------  
         (State or Other Jurisdiction           (I.R.S. Employer       
            of Incorporation                 Identification Number)  
  
                      Seven World Trade Center 29th Floor  
                           New York, New York  10048  
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                       (Address of Principal (Zip Code)  
                        Executive Offices)
  
                 Registrant's telephone number:(203) 625-2700  
  
          Securities registered pursuant to Section 12(b) of the Act:  
                                         
                                     None  
                                         
          Securities registered pursuant to Section 12(g) of the Act:  
                                         
                                     None  
                                         
Indicate 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.  
                            _X_ YES         ___ no  
                                         
                                         
  
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  
  
  
Item 5. Market for Registrant's Common Equity and Related Stockholder Matters 
  
        To the best knowledge of the registrant there is no established public  
        trading market for the certificates.  
  
        There are approximately 17 holders of record as of the end of the  
        reporting year.  
  
  
Item 6. Selected Financial Data  
  
        Not applicable  
  
  
Item 7. Management's Discussion and Analysis of 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  
  
  
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  
  
         Not applicable  
  
  
Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K  
  
         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.  
  
Date: 01/29/99  
  
Salomon Brothers Mortgage Securities VII, Inc. by  U.S. Bank National
Association fka First Trust National Association, as Trustee for Salomon
Brothers Mortgage Securities VII, Inc. Trust Certificates, Series 1996-4,  
  
By:    /s/ Eve Kaplan  
   --------------------------------------  
Name:    Eve Kaplan  
Title:   Vice President  
Company: U.S. Bank National Association fka First Trust National Association