UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 WASHINGTON, D.C. 20549
 FORM 10-K
 FOR ANNUAL AND TRANSITION REPORTS
PURSUANT TO SECTIONS 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
  þ
    
    ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the fiscal year ended December 31, 2008
 OR
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the transition period from  to .
 Commission file number 001-32193
 Corporate Asset Backed Corporation, on behalf of
CABCO Series 2004-101 Trust (Goldman Sachs Capital I)
  Delaware
(State or Other Jurisdiction 
of Incorporation or Organization)
    
    22-3281571
(I.R.S. Employer
Identification No.)
 445 Broad Hollow Road, Suite 239, Melville, New York
(Address of Principal Executive Offices)
    
    11747
(Zip Code)
   Title of class
    
    Name of each Exchange on which registered$150,000,000 CABCO Series 2004-101
    
    New York Stock ExchangeTrust (Goldman Sachs Capital I)Floating Rate Callable Certificates
  Yes o No þ
 Yes o No þ
 þ o
 þ
  Large accelerated filer o
    
    Accelerated filer o
    
    Non-accelerated filer þ
    
    Smaller reporting company o(Do not check if a smaller reporting company)
 o þ




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Part I
 Item 1. Business.
  Item 1A. Risk Factors.
  Item 1B. Unresolved Staff Comments.
  Item 2. Properties.
  Item 3. Legal Proceedings.
  Item 4. Submission of Matters to a Vote of Security Holders.
  Part II
 Item 5. Market for Registrants Common Equity, Related Stockholder Matters and Issuer Purchases of
Equity Securities.
   Item 6. Selected Financial Data.
  Item 7.
    
    Managements Discussion and Analysis of Financial Condition and Results of Operations.
  Item 7A. Quantitative and Qualitative Disclosures About Market Risk.




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Item 8. Financial Statements and Supplementary Data.
  Item 9.
    
    Changes in and Disagreements With Accountants on Accounting and Financial Disclosure.
  Item 9A. Controls and Procedures.
  Item 9B. Other Information.
  Part III
 Item 10. Directors and Executive Officers of the Registrant.
  Item 11. Executive Compensation.
  Item 12.
    
    Security Ownership of Certain Beneficial Owners and Management and Related Stockholder
Matters.
  Item 13. Certain Relationships and Related Transactions.
  Item 14. Principal Accounting Fees and Services.




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Part IV
 Item 15. Exhibits and Financial Statement Schedules.




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SIGNATURES
  CORPORATE ASSET BACKED CORPORATION
as Depositor of the
CABCO Series 2004-101 Trust (Goldman Sachs Capital I)By:
    /s/ Robert VascellaroName:
    Robert VascellaroTitle:
    Vice President




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EXHIBIT INDEX
 Exhibit No.
    
    Description of Document31.1
    
    
    Rule 13a-14 Certification.99.1
    
    
    Trustee Statement of Compliance with respect to CABCO Series
2004-101 Trust (Goldman Sachs Capital I).99.2
    
    
    Report of Aston Bell, Certified Public Accountant.99.3  99.6*
    
    
    Current Reports on Form 8-K filed by Corporate Asset Backed
Corporation during the Fiscal Year on behalf of CABCO Series
2004-101 Trust (Goldman Sachs Capital I) that included
distribution reports to the Certificate holders: Form 8-K
Reports filed on February 28, 2008, May 22, 2008, August 29,
2008, and November 24, 2008.
 *
    
    Previously filed with the Securities and Exchange Commission.