**UNITED
      STATES**


**SECURITIES
      AND EXCHANGE COMMISSION**


**Washington,
      D.C. 20549**








**FORM
      10-K**








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





For
      the
      fiscal year ended December 31, 2005


or





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





For
      the
      transition period from ________to _______





Commission
      file number 333-126218-01





**Merrill
      Lynch Mortgage Investors, Inc.**


(as
      depositor for Merrill Lynch Mortgage Trust 2005-CIP1,


Commercial
      Mortgage Pass-Through Certificates, Series 2005-CIP1)


(Exact
      name of registrant as specified in its charter)





Delaware
            
            13-3416059(State
                or other jurisdiction of
              incorporation
                or organization)
            
            (I.R.S.
                Employer
              Identification
                No.)





250
      Vesey Street, 4 World Financial Center, 16 th Floor, New York, New York 10080


(Address
      of principal executive offices)





Registrant’s
      telephone number, including area code: 212-449-1000





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





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.





oYes
            
            xNo





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





oYes
            
            xNo





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 such filing requirements
      for
      the past 90 days.





xYes
            
            oNo





Indicate
      by check mark if disclosure of delinquent filers pursuant to Item 405 of
      Regulation S K (~229.405 of this chapter) 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.





Not
      Applicable





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 filero
            
            
            Accelerated
                filero
            
            
            Non-accelerated
                filerx








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





oYes
            
            xNo








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.





Not
      Applicable








DOCUMENTS
      INCORPORATED BY REFERENCE





Not
      Applicable








**PART
      I**





**Item
      1. Business.**





Not
      applicable.





**Item
      1A. Risk Factors.**





Not
      applicable.





**Item
      1B. Unresolved Staff Comments.**





Not
      applicable.





**Item
      2. Properties.**





See
      Item
      15(a), Exhibits 99.1, 99.2 and 99.3 for information provided in lieu of
      information required by Item 102 of Regulation S-K.





**Item
      3. Legal Proceedings.**





The
      registrant knows of no material pending legal proceedings involving the trust
      created under the Pooling and Servicing Agreement for the Merrill Lynch Mortgage
      Trust 2005-CIP1, Commercial Mortgage Pass-Through Certificates, Series 2005-CIP1
      (the “Trust”), the Trustee, the master servicers, the special servicers or the
      registrant with respect to the Trust other than routine litigation incidental
      to
      the duties of the respective parties.





**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.**





No
      established public trading market for the Certificates exists.


Records
      provided to the Trust by the DTC and the Trustee indicate that as of December
      31, 2005, the total number of holders of record for the Series of Certificates
      is 112.





**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.**





See
      Item
      15(a), Exhibits 99.1, 99.2 and 99.3 for information provided in lieu of
      information required by Item 300 of Regulation S-K.





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





Not
      applicable.





**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 and Related
      Stockholder Matters.**





Not
      applicable.





**Item
      13. Certain Relationships and Related Transactions.**





Not
      applicable.





**Item
      14. Principal Accounting Fees and Services.**





Not
      applicable.








**PART
      IV**








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





(a)
      Exhibits





The
      exhibits required to be filed by Registrant pursuant to Item 601 of Regulation
      S-K are listed in the Exhibit Index below:





**EXHIBIT
      INDEX**


**Exhibit
                Number**
            **Description**3(i)
            Registrant's
              Certificate of Incorporation*3(ii)
            Registrant's
              By-laws*4
            Pooling
              and Servicing Agreement (filed as part of a Current Report on Form
              8-K)31
            Sarbanes-Oxley
                Certification99.1(a)
            Annual
                Independent Accountants’ Report, Midland Loan Services, Inc., as Master
                Servicer and as MLMT Series 2005-MCP1 Master Servicer and Special
                Servicer
                for the Westchester Trust Mortgage Loan99.1(b)
            Annual
                Independent Accountants’ Report, LNR Partners, Inc., as Special
                Servicer99.2(a)
            Report
                of Management, Midland Loan Services, Inc., as Master Servicer and
                as MLMT
                Series 2005-MCP1 Master Servicer and Special Servicer for the Westchester
                Trust Mortgage Loan99.2(b)
            Report
                of Management, LNR Partners, Inc., as Special Servicer99.3(a)
            Annual
                Statement of Compliance, Midland Loan Services, Inc., as Master
                Servicer99.3(b)
            Annual
                Statement of Compliance, LNR Partners, Inc., as Special
                Servicer99.3(c)
            Annual
              Statement of Compliance, Midland Loan Services, Inc., as MLMT Series
              2005-MCP1 Master Servicer and Special Servicer for the Westchester
              Trust
              Mortgage Loan




*
      The constituent documents for the MLMT 2005-CIP1 are a
      pooling and servicing agreement dated as of August 1, 2005 (the "Pooling and
      Servicing Agreement"), which has been filed pursuant to a Current Report on
      Form
      8-K.





**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.





Merrill
      Lynch Mortgage Investors, Inc. (as depositor for Merrill Lynch Mortgage Trust
      2005-CIP1, Commercial Mortgage Pass-Through Certificates, Series
      2005-CIP1)


(Registrant)





By:
      /s/ David M. Rodgers


Name:
      David M. Rodgers


Title:
      Executive Vice President, Chief Officer in Charge of Commercial Mortgage
      Securitization





Date:
      March 29, 2006