UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 WASHINGTON, D.C. 20549
 
 FORM 10-Q
  þ
    
    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
 For the quarterly period ended March 31, 2010
 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 NO.: 1-7182-10
 MERRILL LYNCH PREFERRED CAPITAL TRUST V
  Delaware
    
    13-7140866(State or other jurisdiction of 
incorporation or organization)
    
    (I.R.S. Employer Identification No.)4 World Financial CenterNew York, New York
    
    10080(Address of principal executive offices)
    
    (Zip Code)
  COMMISSION FILE NO.: 1-7182-09
 MERRILL LYNCH PREFERRED FUNDING V, L.P.
  Delaware
    
    13-3983474(State or other jurisdiction of 
incorporation or organization)
    
    (I.R.S. Employer Identification No.)4 World Financial CenterNew York, New York
    
    10080(Address of principal executive offices)
    
    (Zip Code)
  þ o
 o o
  Large accelerated filer o
    
    Accelerated filer o
    
    Non-accelerated filer þ
    
    Smaller reporting company o
 Yes o No þ




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PART I  FINANCIAL INFORMATION
 
 ITEM 1.
    
    FINANCIAL STATEMENTS (Unaudited)
 
 March 31, 2010
    
    
    December 31, 2009ASSETSInvestment in affiliate partnership preferred securities
    
    $
    876,300
    
    
    $
    876,300Total Assets
    
    $
    876,300
    
    
    $
    876,300STOCKHOLDERS EQUITYPreferred securities (7.28% Trust Originated Preferred
Securities; 34,000,000 authorized, issued, and
outstanding; $25 liquidation amount per
security)
    
    $
    850,000
    
    
    $
    850,000Common securities (7.28% Trust Common Securities;
1,052,000 authorized, issued, and outstanding; $25
liquidation amount per security)
    
    
    26,300
    
    
    
    26,300Total Stockholders Equity
    
    $
    876,300
    
    
    $
    876,300
   2




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FOR THE THREE MONTHS ENDEDMarch 31, 2010
    
    
    March 31, 2009EARNINGSInterest on affiliate partnership preferred securities
    
    $
    15,949
    
    
    $
    15,949
   3




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##### 



FOR THE THREE MONTHS ENDEDMarch 31, 2010
    
    
    March 31, 2009PREFERRED SECURITIESBalance, beginning and end of period
    
    $
    850,000
    
    
    $
    850,000COMMON SECURITIESBalance, beginning and end of period
    
    
    26,300
    
    
    
    26,300UNDISTRIBUTED EARNINGSBalance, beginning of period
    
    
    
    
    
    
    Earnings
    
    
    15,949
    
    
    
    15,949Distributions
    
    
    (15,949
    )
    
    
    (15,949
    )Balance, end of period
    
    
    
    
    
    
    Total Stockholders Equity
    
    $
    876,300
    
    
    $
    876,300
   4




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##### 



FOR THE THREE MONTHS ENDEDMarch 31, 2010
    
    
    March 31, 2009CASH FLOWS FROM OPERATING ACTIVITIES:Earnings
    
    $
    15,949
    
    
    $
    15,949Cash provided by operating activities
    
    
    15,949
    
    
    
    15,949CASH FLOWS FROM FINANCING ACTIVITIES:Distributions
    
    
    (15,949
    )
    
    
    (15,949
    )Cash used for financing activities
    
    
    (15,949
    )
    
    
    (15,949
    )NET CHANGE IN CASH
    
    
    
    
    
    
    CASH, BEGINNING OF PERIOD
    
    
    
    
    
    
    CASH, END OF PERIOD
    
    $
    
    
    
    $
    
   5




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##### 



6




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##### 



March 31, 2010
    
    
    December 31, 2009ASSETSInvestments:Affiliate debentures
    
    $
    1,020,640
    
    
    $
    1,020,640U.S. Government and agencies
    
    
    10,311
    
    
    
    10,318Total investments
    
    
    1,030,951
    
    
    
    1,030,958Total Assets
    
    $
    1,030,951
    
    
    $
    1,030,958PARTNERS CAPITALLimited partnership interest
    
    $
    876,300
    
    
    $
    876,300General partnership interest
    
    
    154,651
    
    
    
    154,658Total Partners Capital
    
    $
    1,030,951
    
    
    $
    1,030,958
   7




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##### 



FOR THE THREE MONTHS ENDEDMarch 31, 2010
    
    
    March 31, 2009EARNINGSInterest income:Affiliate debentures
    
    $
    18,576
    
    
    $
    18,576U.S. Government and agencies
    
    
    6
    
    
    
    13Earnings
    
    $
    18,582
    
    
    $
    18,589
   8




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##### 



FOR THE THREE MONTHS ENDEDMarch 31, 2010
    
    
    March 31, 2009LIMITED PARTNERS CAPITALBalance, beginning of period
    
    $
    876,300
    
    
    $
    876,300Net income allocated to limited partner
    
    
    15,949
    
    
    
    15,949Distributions
    
    
    (15,949
    )
    
    
    (15,949
    )Balance, end of period
    
    
    876,300
    
    
    
    876,300GENERAL PARTNERS CAPITALBalance, beginning of period
    
    
    154,658
    
    
    
    154,654Net income allocated to general partner
    
    
    2,633
    
    
    
    2,640Distributions
    
    
    (2,640
    )
    
    
    (2,627
    )Balance, end of period
    
    
    154,651
    
    
    
    154,667TOTAL PARTNERS CAPITAL
    
    $
    1,030,951
    
    
    $
    1,030,967
   9




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##### 



FOR THE THREE MONTHS ENDEDMarch 31, 2010
    
    
    March 31, 2009CASH FLOWS FROM OPERATING ACTIVITIES:Earnings
    
    $
    18,582
    
    
    $
    18,589Accretion of interest on securities issued by
U.S. Government and agencies
    
    
    (6
    )
    
    
    (13
    )Cash provided by operating activities
    
    
    18,576
    
    
    
    18,576CASH FLOWS FROM INVESTING ACTIVITIES:Purchase of investment securities
    
    
    (10,310
    )
    
    
    Maturities of investment securities
    
    
    10,323
    
    
    
    Cash provided by investing activities
    
    
    13
    
    
    
    CASH FLOWS FROM FINANCING ACTIVITIES:Distributions to limited partner
    
    
    (15,949
    )
    
    
    (15,949
    )Distributions to general partner
    
    
    (2,640
    )
    
    
    (2,627
    )Cash used for financing activities
    
    
    (18,589
    )
    
    
    (18,576
    )NET CHANGE IN CASH
    
    
    
    
    
    
    CASH, BEGINNING OF PERIOD
    
    
    
    
    
    
    CASH, END OF PERIOD
    
    $
    
    
    
    $
    
   10




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11




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ITEM 2.
    
    MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
   
 ITEM 3.
    
    QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK
  
 ITEM 4.
    
    CONTROLS AND PROCEDURES
    12




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Item 1A.
    
    Risk Factors
  
 ITEM 6.
    
    EXHIBITS
 12
    
    
    Computation of Ratios of Earnings to Combined Fixed Charges and
Preferred Securities Distributions.31.1
    
    
    Rule 13a  14(a) Certification.31.2
    
    
    Rule 13a  14(a) Certification.32.1
    
    
    Certification Pursuant to 18 U.S.C. Section 1350, as Adopted
Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.32.2
    
    
    Certification Pursuant to 18 U.S.C. Section 1350, as Adopted
Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
  13




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MERRILL LYNCH PREFERRED CAPITAL TRUST V*By:
    /s/ MARLENE DEBELName:
    Marlene DebelTitle:
    Regular TrusteeMERRILL LYNCH PREFERRED FUNDING V, L.P.*By:
    MERRILL LYNCH & CO., INC., as General PartnerBy:
    /s/ THOMAS W. PERRYName:
    Thomas W. PerryTitle:
    Chief Accounting Officer and Controller,
Merrill Lynch & Co., Inc. Date:
May 13, 2010
 *
    
    There is no principal executive officer(s), principal financial officer,
controller, principal accounting officer or board of directors of the
Registrants. The Trustees of the Trust (which include the Regular Trustees, the
Property Trustee and the Delaware Trustee) together exercise all powers and
perform all functions with respect to the Trust.  14




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12*
    
    Computation of Ratios of Earnings to Combined Fixed Charges and
Preferred Securities Distributions.31.1*
    
    Rule 13a  14(a) Certification.31.2*
    
    Rule 13a  14(a) Certification.32.1*
    
    Certification Pursuant to 18 U.S.C. Section 1350, as Adopted
Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.32.2*
    
    Certification Pursuant to 18 U.S.C. Section 1350, as Adopted
Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
 
 *
    
    Filed herewith  15