**UNITED
      STATES**


**SECURITIES
      AND EXCHANGE COMMISSION**


**Washington,
      D.C. 20549**





**FORM
      10-Q/A**





**T**
            **QUARTERLY
                REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
                ACT OF
                1934**





**For
      the quarterly period ended March 31, 2007**





**or**





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





Commission
      File Number of Issuing Entity: 333-116566-01





**Claymore
      MACROshares Oil Up Holding Trust**


(Exact
      name of issuing entity as specified in its charter)





Commission
      File Number of Depositor: 333-116566





**MACRO
      SECURITIES DEPOSITOR, LLC**


(Exact
      name of depositor as specified in its charter)




**New
                York**
            
            **20-5567874**(State
                or other jurisdiction of
            
            (I.R.S.
                Employerincorporation
                or organization)
            
            Identification
                No.)





**c/o
      Investors Bank**


**&
      Trust Company**


**200
      Clarendon Street**


**Boston,
      MA 02116**


**(617)
      937-6700**




(Address
      of principal executive offices, telephone number, including area
      code)




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.


Yes **T** No **£**




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.




Large
                Accelerated filer**£**
            Accelerated filer**£**
            Non-Accelerated filer**T**




Indicate
      by check mark whether the registrant is a shell company (as defined in Rule
      12b-2 of the Exchange
      Act).    Yes **£** No **T**




Number
      of
      Claymore MACROshares Oil Up Holding shares outstanding as of March 31, 2007:
      300,000




**DOCUMENTS
      INCORPORATED BY REFERENCE: Prospectus of Claymore MACROshares Oil Up Holding
      Shares and Claymore MACROshares Oil Up Tradeable Shares, dated as of March
      29,
      2007, file no. 333-116566.**





**EXPLANATORY
      NOTE**





This
      Amendment No. 1 on Form 10-Q/A to our Quarterly Report on Form 10-Q for the
      quarterly report ended March 31, 2007, filed with the Securities and Exchange
      Commission on May 15, 2007, is being filed to correct an error contained in
      Item
      2 of Part I under " *Valuation
      Method of the Settlement Contracts and the Income Distribution Agreement".* This
      error occurred during the preparation of the document for electronic filing
      on
      EDGAR.





Except
      for correcting the error noted above, no information included in the original
      10-Q is amended by this Form 10-Q/A. This Form 10-Q/A speaks only as of the
      date
      the 10-Q was originally filed, and except as noted above, we have not undertaken
      herein to amend, supplement or update any information contained in the original
      10-Q to give effect to subsequent events.





i




**FORWARD
      LOOKING STATEMENTS**






This
      Quarterly Report on Form 10-Q/A contains various " forward-looking
      statements"
      within
      the meaning of Section 27A of the Securities Act of 1933, as amended, and
      Section 21E of the Securities Exchange Act of 1934, as amended, and within
      the
      Private Securities Litigation Reform Act of 1995, as amended. Forward-looking
      statements usually include the verbs, " anticipates,"
      " believes,"
      " estimates,"
      " expects,"
      " intends,"
      " plans,"
      " projects,"
      " understands"
      and
      other verbs suggesting uncertainty. We remind readers that forward-looking
      statements are merely predictions and therefore inherently subject to
      uncertainties and other factors and involve known and unknown risks that could
      cause the actual results, performance, levels of activity, or achievements,
      or
      industry results, to be materially different from any future results,
      performance, levels of activity, or our achievements expressed or implied by
      such forward-looking statements. Readers are cautioned not to place undue
      reliance on these forward-looking statements, which speak only as of the date
      hereof. The Trust undertakes no obligation to publicly release any revisions
      to
      these forward-looking statements to reflect events or circumstances after the
      date hereof or to reflect the occurrence of unanticipated
      events.











ii




**TABLE
      OF CONTENTS**




PART
                I.
            FINANCIAL
                INFORMATION
            1Item
                1.
            Financial
                Statements
            1A.
            Organization
            5B.
            Significant
                Accounting Policies
            6C.
            Operating
                Expenses and Related Party Waivers
            9D.
            Distributions
            9E.
            Share
                Transactions
            10F.
            Indemnifications
            10G.
            New
                Accounting Pronouncements
            10H.
            Concentration
                Risk
            10I.
            Termination
                of the Trust
            11Item
                2.
            Management's
                Discussion and Analysis of Financial Condition and Results of
                Operations
            12Item
                3.
            Quantitative
                and Qualitative Disclosures about Market Risk
            18Item
                4.
            Controls
                and Procedures
            18PART
                II.
            OTHER
                INFORMATION
            18Item
                1.
            Legal
                Proceedings
            18Item
                1A.
            Risk
              Factors
            18Item
                2.
            Unregistered
                Sales of Equity Securities and Use of Proceeds
            18Item
                3.
            Defaults
                Upon Senior Securities
            19Item
                4.
            Submission
                of Matters to a Vote of Security Holders
            19Item
                5.
            Other
                Information
            19Item
                6.
            Exhibits
            19







Exhibits


Exhibit
                31.1
            Certification
                Pursuant to Section 302(a) of the Sarbanes-Oxley Act of
                2002


Exhibit
                31.2
            Certification
                Pursuant to Section 302(a) of the Sarbanes-Oxley Act of
                2002


Exhibit
                32.1
            Certification
                Pursuant to 18 U.S.C. Section 1350


Exhibit
                32.2
            Certification
                Pursuant to 18 U.S.C. Section 1350








iii


**PART
                I.**
            **FINANCIAL
                INFORMATION**




**Item
                1.**
            **Financial
                Statements******




**Claymore
      MACROshares Oil Up Holding Trust**


**Statements
      of Financial Condition**


**March
      31, 2007 and December 31, 2006**


**(Unaudited)**




**March
                31, 2007**
            
            **December
                31, 2006****Assets**Cash
                and cash equivalents
            
            $
            18,276,964
            
            $
            33,118,800Settlement
                contracts and income distribution agreement with the Down-MACRO Holding
                Trust
            
            
            2,801,557
            
            
            1,797,050Interest
                receivable
            
            
            6,532
            
            
            16,719Total
                Assets
            
            $
            21,085,053
            
            $
            34,932,569**Liabilities
                and Shareholders' Equity**Distribution
                payable to shareholders
            
            $
            149,768
            
            $
            89,495Operating
                expenses payable
            
            
            122,649
            
            
            33,576Total
                Liabilities
            
            
            272,417
            
            
            123,071**Shareholders'
                Equity**Equity
                attributable to Up-MACRO Holding Shares, $60 par value, unlimited
                amount
                authorized, 300,000 and 550,000 issued and outstanding at March 31,
                2007
                and December 31, 2006, respectively
            
            
            20,812,636
            
            
            34,809,498Total
                Shareholders' Equity
            
            
            20,812,636
            
            
            34,809,498Total
                Liabilities and Shareholders' Equity
            
            $
            21,085,053
            
            $
            34,932,569





*See
          notes to unaudited financial statements*
 1


**Claymore
      MACROshares Oil Up Holding Trust**


**Statement
      of Operations**


**For
      the Three Months Ended March 31, 2007 (Unaudited)**














**Investment
                Income**Interest
            
            $
            302,250Total
                investment income
            
            
            302,250**Expenses**Operating
                expenses
            
            
            96,891Net
                investment income
            
            
            205,359**Realized
                and Unrealized Gain (Loss)**Net
                increase in unrealized appreciation on settlement contracts and income
                distribution agreement
            
            
            2,260,136Net
                realized loss on settlement contracts and income distribution
                agreement
            
            
            (880,000
            )Net
                realized and unrealized gain
            
            
            1,380,136Net
                income
            
            $
            1,585,495Net
                income per share:
            
            $
            4.00Weighted
                average shares outstanding
            
            
            396,067










*See
          notes to unaudited financial statements*
 2


**Claymore
      MACROshares Oil Up Holding Trust**


**Statements
      of Changes in Shareholders’ Equity**


**For
      the Three Months Ended March 31, 2007**


**and
      the Period Ended December 31, 2006***


**(Unaudited)**




**Three
                Months Ended March 31, 2007**
            
            **Up-MACRO**
              **Holding
                Shares**
            
            **Founders'
                Equity**
            
            **Total****Shareholders'
                Equity, beginning of period**
            
            $
            34,809,498
            
            $
            -0-
            
            $
            34,809,498Contributions
            
            
            8,737,340
            
            
            -0-
            
            
            8,737,340Distributions
                ($0.4992 per share)
            
            
            (149,768
            )
            
            -0-
            
            
            (149,768
            )Redemptions
            
            
            (24,169,929
            )
            
            -0-
            
            
            (24,169,929
            )Net
                income
            
            
            1,585,495
            
            
            -0-
            
            
            1,585,495**Shareholders'
                Equity, end of period**
            
            $
            20,812,636
            
            $
            -0-
            
            $
            20,812,636**Period
                Ended December 31, 2006***
            
            
            **Up-MACRO**
              **Holding
                Shares**
            
            
            **Founders'
                Equity**
            
            
            **Total****Shareholders'
                Equity, beginning of period**
            
            $
            -0-
            
            $
            1,000
            
            $
            1,000Contributions
            
            
            34,481,846
            
            
            -0-
            
            
            34,481,846Distributions
                ($0.1627 per share)
            
            
            (89,495
            )
            
            -0-
            
            
            (89,495
            )Redemptions
            
            
            -0-
            
            
            (1,000
            )
            
            (1,000
            )Net
                income
            
            
            417,147
            
            
            -0-
            
            
            417,147**Shareholders'
                Equity, end of period**
            
            $
            34,809,498
            
            $
            -0-
            
            $
            34,809,498





**Share
                Activity Three Months Ended March 31, 2007**
            
            **Up-MACRO**
              **Holding
                Shares**
            
            **Founders'
                Equity**
            
            **Total****Shares
                Outstanding, Beginning of period**
            
            
            550,000
            
            
            -0-
            
            
            550,000Contributions
            
            
            150,000
            
            
            -0-
            
            
            150,000Redemptions
            
            
            (400,000
            )
            
            -0-
            
            
            (400,000
            )**Shares
                Outstanding, End of period**
            
            
            300,000
            
            
            -0-
            
            
            300,000





**Share
                Activity Period Ended December 31, 2006***
            
            **Up-MACRO**
              **Holding
                Shares**
            
            **Founders'
                Equity**
            
            **Total****Shares
                Outstanding, Beginning of period**
            
            
            -0-
            
            
            1,000
            
            
            1,000Contributions
            
            
            550,000
            
            
            -0-
            
            
            550,000Redemptions
            
            
            -0-
            
            
            (1,000
            )
            
            (1,000
            )**Shares
                Outstanding, End of period**
            
            
            550,000
            
            
            -0-
            
            
            550,000




*
      Period
      November 29, 2006 (commencement of operations) through December 31,
      2006.




*See
          notes to unaudited financial statements*
 3




**Claymore
      MACROshares Oil Up Holding Trust**


**Statement
      of Cash Flows**


**For
      the Three Months Ended March 31, 2007 (Unaudited)**





**Cash
                flows from operating activities:**Net
                income
            
            $
            1,585,495Adjustments
                to reconcile net income to net cash provided by operating
                activities:Non-cash
                changes in value of settlement contracts and income distribution
                agreement
                with the Down-MACRO Holding Trust
            
            
            (3,319,262
            )Increase/decrease
                in operating assets and liabilities:Interest
                receivable
            
            
            10,187Operating
                expense payable
            
            
            89,073Net
                cash provided by operating activities
            
            
            (1,634,507
            )**Cash
                flows from financing activities:**Contributions
            
            
            9,012,166Redemptions
            
            
            (22,130,000
            )Distributions
            
            
            (89,495
            )Net
                cash used in financing activities
            
            
            (13,207,329
            )Net
                decrease in cash and cash equivalents
            
            
            (14,841,836
            )Cash
                and cash equivalents, beginning of period
            
            
            33,118,800Cash
                and cash equivalents, end of period
            
            $
            18,276,964








*See
          notes to unaudited financial statements*
 4


**Claymore
      MACROshares Oil Up Holding Trust**


**NOTES
      TO THE UNAUDITED FINANCIAL STATEMENTS**


**as
      of March 31, 2007**




A.
            Organization




MACRO
      Securities Depositor, LLC (the " **Depositor** " ),
      a
      Delaware limited liability company with MacroMarkets LLC and Claymore Group
      Inc.
      (collectively referred to as " **Related
      Party** " )
      as its
      only two members, formed the Claymore MACROshares Oil Up Tradeable Trust (the " **Up-MACRO
      Tradeable Trust** " ),
      the
      Claymore MACROshares Oil Down Tradeable Trust (the " **Down-MACRO
      Tradeable Trust** " ),
      the
      Claymore MACROshares Oil Up Holding Trust (the " **Up-MACRO
      Holding Trust** " )
      and the
      Claymore MACROshares Oil Down Holding Trust (the " **Down-MACRO
      Holding Trust** " ).
      Each
      of the trusts was formed under the laws of the State of New York on November
      15,
      2006.




The
      Up-MACRO Holding Trust and the Down-MACRO Holding Trust are referred to as " **Paired
      Holding Trusts** ." The
      descriptions of the Paired Holding Trusts in these notes reflect the trust
      agreements as amended on November 24, 2006. Operations of the Up-MACRO Holding
      Trust and the Up-MACRO Tradeable Trust commenced on November 29, 2006. No
      creations or other activity occurred between November 24, 2006 and the
      commencement date. Each of the Paired Holding Trusts issues shares (which are
      referred to, respectively, as " **Up-MACRO
      Holding Shares** " and " **Down-MACRO
      Holding Shares** ," and,
      collectively, as " **Paired
      Holding Shares** " )
      in
      minimum aggregations called " **MACRO
      Units** ," each of
      which consists of 50,000 Up-MACRO Holding Shares and 50,000 Down-MACRO Holding
      Shares. The objective of the Paired Holding Trusts is, in the case of the
      Up-MACRO Holding Trust, to provide investors with investment returns that
      correspond with changes in the price of NYMEX crude oil futures contracts within
      the range from (i) zero to (ii) twice the starting level of $60 (the " **Starting
      Level** " )
      and, in
      the case of the Down-MACRO Holding Trust, to provide investors with investment
      returns that correspond inversely with the price of NYMEX crude oil futures
      within the range from (i) zero to (ii) twice the Starting Level. The Starting
      Level was $60, therefore the price range within which the Paired Holding Trusts
      are expected to provide a return to both of the Paired Holding Shares is $0
      to
      $120. There can be no assurance that the Paired Holding Trusts will achieve
      their investment objective.




The
      Depositor, Investors Bank & Trust Company, as trustee (in such capacity, the " **Trustee** " )
      and
      Claymore Securities, Inc., as administrative agent and marketing agent (in
      such
      capacities, the " **Administrative
      Agent** " and the " **Marketing
      Agent** " )
      have
      entered into trust agreements that govern the activities of the Up-MACRO
      Tradeable Trust and Up-MACRO Holding Trust and specify the terms of the shares
      issued by the Up-MACRO Tradeable Trust (the " **Up-MACRO
      Tradeable Shares** " )
      and the
      Up-MACRO Holding Trust , which are the Up-MACRO Holding Shares. The Up-MACRO
      Tradeable Trust issues the Up-MACRO Tradeable Shares on a continuous basis
      in
      exchange for deposits of Up-MACRO Holding Shares. Up-MACRO Tradeable Shares
      are
      only issued or exchanged for the underlying Up-MACRO Holding Shares in
      connection with a deposit of Up-MACRO Holding Shares into the Up-MACRO Tradeable
      Trust or the withdrawal of Up-MACRO Holding Shares from the Up-MACRO Tradeable
      Trust. One Up-MACRO Tradeable Share is issued for each Up-MACRO Holding Share
      deposited into the Up-MACRO Tradeable Trust. The per share " **underlying
      value** " of one
      Up-MACRO Tradeable Share is always equal to the underlying value of one Up-MACRO
      Holding Share. The underlying value of the Up-MACRO Holding Trust's shares
      represents that portion of the proceeds of the assets of the Up-MACRO Holding
      Trust that would be distributed in conjunction with a redemption and as a final
      distribution upon termination if the Paired Holding Trusts were to settle the
      settlement contracts and the Up-MACRO Holding Trust were to make a final
      distribution on the Up-MACRO Holding Shares. The Up-MACRO Tradeable Trust would
      pass through such final distribution to holders of Up-MACRO Tradeable Shares.
      The underlying value per share of the Up-MACRO Holding Trust at March 31, 2007
      was $65.90. Paired Holding Shares are only created and redeemed, and Up-MACRO
      Tradeable Shares are only created and exchanged, through entities who are banks,
      broker-dealers or other participant members of The Depository Trust Company
      ( " **DTC** " )
      who
      have executed a contract with the Trustee and the Administrative Agent
      ( " **Authorized
      Participants** " ).
      Each
      Up-MACRO Tradeable Share represents an undivided beneficial interest in the
      pool
      of Up-MACRO Holding Shares deposited in the Up-MACRO Tradeable Trust. Issuances
      and redemptions of Up-MACRO Holding Shares and Up-MACRO Tradeable Shares are
      reflected in these financial statements at the value of the equity attributable
      to such shares at time of issuance or redemption, based on accounting principles
      generally accepted in the United States of America ( " **GAAP** " ).


5




The
      assets of the Up-MACRO Tradeable Trust consist solely of the Up-MACRO Holding
      Shares on deposit from time to time therein. Prior to November 29, 2006, the
      Depositor and Claymore Securities, Inc. each made an initial deposit of $500
      into the Up-MACRO holding trust and $500 into the Up-MACRO Tradeable Trust,
      for
      a total initial deposit into each trust of $1,000 (for each trust, the " **Founders'
      Equity** " ).
      During
      the period ended December 31, 2006, the Founders' Equity of both the Up-MACRO
      Holding Trust and the Up-MACRO Tradeable Trust was redeemed and returned to
      the
      Depositor and Claymore Securities, Inc. The Up-MACRO Tradeable Trust shares
      trade on the American Stock Exchange ( " **AMEX** " ),
      at
      negotiated prices, during " **New
      York Business Days** " (any day
      on which stock exchanges and New York money center banks are open for business).
      The market price of the Up-MACRO Tradeable Shares may diverge from the closing
      per share underlying value of the Up-MACRO Tradeable Trust. Based on market
      demand, the Up-MACRO Tradeable Shares may trade at a premium or a discount
      to
      their per share underlying value.




The
      assets of the Up-MACRO Holding Trust consist of cash, government securities,
      repurchase agreements collateralized by U.S. government securities and OTC
      derivative instruments entered into between the Paired Holding Trusts. These
      derivative instruments consist of " **Settlement
      Contracts** " which
      provide that the Up-MACRO Holding Trust is entitled to receive from, or is
      required to make to, the Down-MACRO Holding Trust a payment at the termination
      of each of these contracts in an amount that reflects the price change between
      the settlement price of NYMEX crude oil futures contracts (the " **Closing
      Price** " )
      at the
      time when the Settlement Contracts are terminated and the Starting Level of
      that
      price on November 29, 2006. The NYMEX crude oil futures contracts that are
      referenced by the Paired Holding Trusts are (i) futures contracts that mature
      during the next calendar month succeeding the current month for any date of
      determination occurring on or after the first day of the current month up to
      but
      excluding the 11th New York Business Day of that month and (ii) futures
      contracts that mature during the second calendar month succeeding the current
      calendar month for any date of determination occurring on or after such 11th
      New
      York Business Day (provided that the switch out of next month's contract to
      the
      succeeding month's contract may not take place later than the 17th day of each
      month).




For
      purposes of determining the underlying value at which Paired Holding Shares
      are
      redeemed or created, as defined in the Up-MACRO Holding Trust Agreement, each
      Settlement Contract is valued on each New York Business Day against the Closing
      Price and the resulting percentage change in the Closing Price from the Starting
      Level. The performance obligations of the Paired Holding Trusts to each other
      under the Settlement Contracts are 100% collateralized by cash, U.S. government
      securities and repurchase agreements backed by U.S. government securities that
      are held in each of the Paired Holding Trusts. The Up-MACRO Holding Trust's
      obligations are not leveraged and the trust realizes capital gains or losses
      only when a Settlement Contract is terminated in connection with a paired
      optional redemption, an early termination or the final scheduled termination
      of
      the Paired Holding Trusts.




The " **Income
      Distribution Agreement** " entered
      into between the Paired Holding Trusts is the means for allocating between
      the
      Paired Holding Trusts the daily income accrual on the U.S. government securities
      and other assets on deposit in the trusts. Under the Income Distribution
      Agreement, the Up-MACRO Holding Trust is obligated to pay a portion of its
      income to the Down-MACRO Holding Trust or entitled to receive a portion of
      the
      Down-MACRO Holding Trust's income, based on the percentage change of the Closing
      Price from its Starting Level on each day of the calendar quarter between
      distribution dates. The Up-MACRO Holding Trust's daily income for the purposes
      of determining underlying value recorded under the Income Distribution Agreement
      reflects either an asset receivable by it or a liability payable by it, based
      upon the daily value changes in the Closing Price relative to its Starting
      Level. A payment is made by one of the Paired Holding Trusts to the other on
      each quarterly distribution date and the Up-MACRO Holding Trust then distributes
      its remaining income (if it had to make a payment under the Income Distribution
      Agreement) or all of its income and a portion of the income it received from
      the
      Down-MACRO Holding Trust (if it received a payment under the Income Distribution
      Agreement) as a quarterly distribution to its shareholders on or immediately
      following such quarterly distribution date.




B.
            Significant
                Accounting Policies




The
      following is a summary of the significant accounting policies that are
      consistently followed by the Up-MACRO Holding Trust in the preparation of its
      financial statements.


6




**Basis
      of Accounting**




The
      policies are in conformity with GAAP. The preparation of financial statements
      requires management to make estimates and assumptions that affect the reported
      amounts of assets and liabilities on the date of the financial statements and
      the reported amounts of revenues and expenses during the period from January
      1,
      2007 through March 31, 2007 (the " **Reporting
      Period** " ).
      Actual
      results could differ from those estimates.




The
      accompanying unaudited financial statements were prepared in accordance with
      accounting principles generally accepted in the United States of America for
      interim financial information and with the instructions for Form 10-Q and the
      rules and regulations of the U.S. Securities and Exchange Commission (the " **SEC** " ).
      In the
      opinion of the Depositor's management, which was responsible for the preparation
      of the financial statements on behalf of the Up-MACRO Holding Trust, all
      material adjustments, consisting only of normal recurring adjustments,
      considered necessary for a fair statement of the interim period financial
      statements have been made. Interim period results are not necessarily indicative
      of results for a full-year period. These financial statements and the notes
      thereto should be read in conjunction with the Trust's financial statements
      included in the Form 10-K as filed with the SEC on April 2, 2007.




Under
      GAAP, U.S. government securities and repurchase agreements are accounted for
      on
      a trade date basis. Interest income, adjusted for the amortization of premium
      and accretion of discounts is earned from settlement date and is recorded on
      an
      accrual basis. Expenses are recorded on an accrual basis as incurred.




During
      the period from November 29, 2006 (commencement of operations) through March
      31,
      2007, 100% of the Up-MACRO Holding Trust Shares outstanding were held by the
      Up-MACRO Tradeable Trust.




**Cash
      and Cash Equivalents**




The
      Up-MACRO Holding Trust considers all highly liquid investments with original
      maturities of less than 90 days to be cash equivalents.




The
      Up-MACRO Holding Trust invests in debt securities issued by the U.S. government
      and repurchase agreements (or " **repos** " )
      collateralized by U.S. government securities, which have, in each case,
      remaining maturities or terms of less than ninety (90) days. The Up-MACRO
      Holding Trust may enter into repurchase agreements with banks and broker-dealers
      whereby the Up-MACRO Holding Trust acquires a U.S. debt security for cash and
      obtains a simultaneous commitment from the seller to repurchase the security
      at
      an agreed upon price and date. The Up-MACRO Holding Trust, through its
      custodian, takes possession of securities that are used as collateral. In
      connection with transactions in repos, if the seller defaults or enters into
      insolvency proceedings and the value of the collateral declines, recovery of
      cash by the Up-MACRO Holding Trust may be delayed or limited. The U.S.
      government securities and repos are valued at amortized cost, which approximates
      market value.




**The
      Settlement Contracts**




Upon
      each
      issuance of Up-MACRO holding shares as part of a MACRO Unit in a Paired
      Subsequent Issuance, the Up-MACRO Holding Trust enters into a new Settlement
      Contract with the Down-MACRO Holding Trust. For each New York Business Day,
      the
      Paired Optional Redemptions and Paired Subsequent Issuances ordered on that
      day
      are netted for purposes of determining how many Settlement Contracts need to
      be
      entered into or terminated on that day; however, one Settlement Contract must
      always be outstanding for one MACRO Unit of outstanding Paired Holding Shares.
      Under the Settlement Contracts, the Up-MACRO Holding Trust is either (1)
      required to deliver all or a portion of its assets (held in the form of cash,
      government securities and repos) to the Down-MACRO Holding Trust or (2) entitled
      to receive all or a portion of the assets (held in the form of the same types
      of
      assets) of the Down-MACRO Holding Trust. The settlement payments made or
      received pursuant to the Settlement Contracts are based on the change in the
      Closing Price from its Starting Level on the day on which a redemption order
      for
      Paired Holding Shares is delivered to the Administrative Agent. The final
      distribution on the Up-MACRO Holding Shares depends upon the settlement payment
      that the Up-MACRO Holding Trust will either be required to make or be entitled
      to receive under the Settlement Contracts when such contracts are settled in
      connection with Paired Optional Redemptions, early terminations or the final
      scheduled termination of the Up-MACRO Holding Trust.


7




The
      settlement obligations of the Paired Holding Trusts under the Settlement
      Contracts are fully supported by the cash, government securities and repos
      held
      by each trust.




For
      the
      purpose of determining the underlying value at which Paired Holding Shares
      are
      redeemed or created, each daily recording of the difference between the Closing
      Price and the Starting Level is referred to as the daily calculation of the
      amount due to or from the Up-MACRO Holding Trust under the Settlement Contract.
      If the Closing Price exceeds its Starting Level an asset receivable is recorded
      as being due from the Down-MACRO Holding Trust under the Settlement Contracts.
      If the Closing Price is less than its Starting Level, a liability payable to
      the
      Down-MACRO Holding Trust is recorded under the Settlement Contracts. If the
      Closing Price equals its Starting Level, no accounting entry is
      recorded.




For
      the
      purpose of financial reporting, the settlement contracts constitute derivative
      contracts. Accordingly, the settlement contracts are recorded in the financial
      statements at fair value, as determined by the Administrative Agent. As there
      is
      no market for the settlement contracts, and no such market is expected to
      develop, the Administrative Agent determines the fair value of the settlement
      contracts by reference to various inputs, including the contractual amount
      due
      to or from the other trust, applicable market indices, and the prices of
      transactions in Up-MACRO Tradeable Shares on the AMEX. The fair value of the
      settlement contracts as determined in good faith by the Administrative Agent
      could differ from the value that would have been determined had a market for
      the
      settlement contracts existed, and the differences could be material. The fair
      value of the settlement contracts held by the Up-MACRO Holding Trust as of
      March
      31, 2007 and on any creation or redemption dates during the Reporting Period
      for
      financial reporting purposes was different from the value used to determine
      underlying value, as defined previously.




**Income
      Distribution Agreement**




Under
      the
      Income Distribution Agreement with the Down-MACRO Holding Trust, the Up-MACRO
      Holding Trust, on each quarterly distribution date, is either (1) required
      to
      pay all or a portion of its income from its government securities and repos,
      after deduction of a fixed number of basis points (a basis point being 1/100
      of
      one percent) for the payment of fees and expenses, to the Down-MACRO Holding
      Trust or (2) entitled to receive all or a portion of the Down-MACRO Holding
      Trust's income, after the Down-MACRO Holding Trust has deducted a fixed number
      of basis points for payment of its expenses and fees, based on its daily accrued
      income for each day during the preceding calendar quarter and the Closing Price
      for that day.




For
      the
      purpose of determining the underlying value at which Paired Holding Shares
      are
      redeemed or created, if the Closing Price on any New York Business Day exceeds
      its Starting Level, the Up-MACRO Holding Trust records a payment obligation
      to
      be made to it by the Down-MACRO Holding Trust under the Income Distribution
      Agreement as an asset receivable for that day. If the Closing Price is less
      than
      its Starting Level on any New York Business Day, the Up-MACRO Holding Trust
      records a liability payable to the Down-MACRO Holding Trust under the Income
      Distribution Agreement. If the Closing Price equals its Starting Level, no
      accounting entry is recorded. For any day that is not a New York Business Day,
      the Closing Price from the last preceding New York Business Day is used to
      calculate the asset or liability under the Income Distribution Agreement for
      that day. The assets receivable and liabilities payable for each day by the
      Up-MACRO Holding Trust are netted in order to determine whether the Trust will
      make a payment to, or be entitled to receive a payment from, the Down-MACRO
      Holding Trust on the quarterly distribution date, prior to distributing its
      income to its shareholders.




For
      the
      purpose of financial reporting, the income distribution contract constitutes
      a
      derivative contract. Accordingly, the Up-MACRO Holding Trust records the income
      distribution contract in the financial statements at fair value, as determined
      by the Administrative Agent. As there is no market for the income distribution
      contract, and no such market is expected to develop, the Administrative Agent
      determines the fair value of the income distribution contract by reference
      to
      various inputs, including the contractual amount due to or from the other trust
      as well as the factors considered in the valuation of the settlement contracts
      as described above. The fair value of the income distribution contract as
      determined in good faith by the Administrative Agent could differ from the
      value
      that would have been determined had a market for the income distribution
      contract existed, and the differences could be material. The fair value of
      the
      income distribution contract of the Up-MACRO Holding Trust as of March 31,
      2007
      and on any creation or redemption dates during the Reporting Period for
      financial reporting purposes was different from the value used to determine
      underlying value, as defined previously.


8




**Federal
      Income Taxes**




The
      Up-MACRO Holding Trust is treated as a partnership for federal income tax
      purposes and, therefore, no provision for federal income taxes is required.




C.
            Operating
                Expenses and Related Party
                Waivers




Operating
      expenses are deducted daily from the income earned by the Up-MACRO Holding
      Trust
      (and, if income is insufficient during any quarter, from the assets of the
      Up-MACRO Holding Trust) in an amount equal to the product of the trust's assets,
      including Treasuries and cash (but excluding the value of the settlement
      contracts and the income distribution agreement), held by the Up-MACRO Holding
      Trust on each day (the " **Up-MACRO
      Asset Amount** " )
      and (i)
      a rate of 160 basis points (one basis point equals 0.01%) per annum until the
      second anniversary of the formation of the Up-MACRO Holding Trust and (ii)
      a
      rate of 150 basis points per annum thereafter.




All
      operating expenses of the Up-MACRO Tradeable Trust are paid by the Up-MACRO
      Holding Trust. Because the Up-MACRO Tradeable Trust invests solely in the shares
      of the Up-MACRO Holding Trust, its investments are subject to the operating
      expenses charged by the Up-MACRO Holding Trust.




C1.
            Related
                Party Expenses and Waivers




If
      actual
      operating expenses incurred by the Up-MACRO Holding Trust and the Up-MACRO
      Tradeable Trust exceed the applicable fee deduction annual rate of 160 or 150
      basis points, MacroMarkets LLC and the Administrative Agent and Marketing Agents
      have agreed to waive all or a portion of their respective fees. If, after the
      waiver, a shortfall remains, the Depositor will assume these expenses. To the
      extent there is a surplus, the Depositor is entitled to the excess.




Claymore
      Securities, Inc. makes all investment decisions for the Up-MACRO Holding Trust.
      Pursuant to the Up-MACRO Holding Trust Agreement, the Up-MACRO Holding Trust
      pays Claymore Securities, Inc. a fee that accrues daily at an annualized rate
      of
      0.35% of the Up-MACRO Asset Amount for acting as the Administrative Agent and
      Marketing Agent. The Claymore Securities, Inc. fees for the period ended March
      31, 2007 were $21,195, all of which was waived by Claymore Securities, Inc.




The
      Up-MACRO Holding Trust pays (a) MacroMarkets LLC (i) a licensing fee for the
      use
      of its intellectual property related to the patented MACROs structure, which
      accrues daily at an annualized rate of 0.10% on the Up-MACRO Asset Amount,
      (ii)
      a structuring fee for structuring the product, which accrues at an annualized
      rate of 0.20% on the Up-MACRO Asset Amount and pays (b) MACRO Financial, LLC,
      an
      affiliate of MacroMarkets LLC, a marketing fee for acting as an additional
      marketing agent for the trust, which accrues daily at an annualized rate of
      0.10% of the Up-MACRO Asset Amount. The MacroMarkets LLC and MACRO Financial,
      LLC fees for the period ended March 31, 2007 were $24,223, all of which was
      waived by MacroMarkets LLC and MACRO Financial, LLC. For the period ended March
      31, 2007 a shortfall remained after these fee waivers. As a result, the
      Depositor assumed this expense shortfall.




C2.
            Trustee
                Fees




Pursuant
      to the Declaration of Up-MACRO Holding Trust, the Trustee receives a fee with
      respect to the services for the Up-MACRO Holding Trust an amount equal to the
      product of a per annum rate of 0.08% and the Up-MACRO Asset Amount on such
      day.
      During the Reporting Period, a minimum Trustee fee was allocated to the Up-MACRO
      Holding Trust. For the period from January 1, 2007 through March 31, 2007,
      Trustee fees were $56,793.




Investors
      Bank & Trust is the " Custodian"
      of the
      Trust assets on behalf of the Up-MACRO Holding Trust. The Trustee has delegated
      certain responsibilities to the Custodian, which is an affiliate of the
      Trustee.




D.
            Distributions




9


The
      Trustee of the Up-MACRO Holding Trust will make quarterly and final
      distributions to each person who was a " **Registered
      Owner** " ,
      which
      is the depository or nominee thereof in which name the Up-MACRO Holding Shares
      are registered, on the record date that preceded such distribution date. The
      quarterly and final distributions will be made after all expenses of the
      Up-MACRO Holding Trust have been made. The amount of the quarterly distributions
      may consist of interest and other income received on the debt securities issued
      by the U.S. government and repos, income received by the Up-MACRO Holding Trust
      under the Income Distribution Agreement, and all paid-in interest associated
      with any paired issuances. For the period ended March 31, 2007, the quarterly
      distribution was approximately $0.4992 per share and for the period ended
      December 31, 2006, the distribution was approximately $0.1627 per share.




E.
            Share
                Transactions




For
      the
      period ended March 31, 2007, 150,000 of the Up-Macro Holding Trust shares were
      created at the value of the equity attributable to such units of $8,737,340,
      with an underlying value of $8,115,000. The Up-MACRO Holding Trust receives,
      for
      each share issued, cash equal to the Starting Level ($60) and the equalization
      amount. The increase/decrease in the contractual value of the settlement
      contracts resulting from creations results in the net increase in net assets
      per
      share on creations being equal to underlying value per share on the date of
      issuance. Similarly, the increase in the fair value of the settlement contracts
      from creations results in the net increase in net assets from creations for
      financial reporting purposes being equal to equity attributable to such shares
      on the date of issuance. For the period ended March 31, 2007, 400,000 of
      Up-MACRO Holding Trust shares were redeemed at the value of the equity
      attributable to such shares of $24,169,929, with an underlying value
      $22,130,000.




F.
            Indemnifications




Under
      the
      Up-MACRO Holding Trust's organizational documents, the Depositor, the
      Administrative Agent, the Trustee, NYMEX and MacroMarkets LLC are indemnified
      by
      the Up-MACRO Holding Trust against any liability or expense that any of them
      may
      incur in connection with the service and licensing agreements into which they
      entered with the Up-MACRO Holding Trust that is not the result of gross
      negligence, bad faith, willful misconduct or reckless disregard on their part.
      The Up-MACRO Holding Trust's maximum exposure under these indemnification
      arrangements (as set forth in their respective trust agreements and certain
      licensing agreements) is unknown and dependent upon future claims that may
      be
      made against the Up-MACRO Holding Trust based on events that have not yet
      occurred. However, the Up-MACRO Holding Trust expects the risk of loss to be
      remote.




G.
            New
                Accounting Pronouncements




On
      September 15, 2006, the Financial Accounting Standards Board (FASB) issued
      Statement of Financial Accounting Standards No. 157, " Fair
      Value Measurements"
      (" **SFAS
      No. 157**").
      SFAS
      No. 157 defines fair value, establishes a framework for measuring fair value in
      accordance with generally accepted accounting principles and expands disclosure
      about fair value measurements. SFAS No. 157 is effective for fiscal years
      beginning after November 15, 2007. The Depositor of the Up-MACRO Holding Trust
      is currently evaluating the impact the adoption of SFAS No. 157 will have on
      the
      Up-MACRO Holding Trust's financial statement disclosures.




H.
            Concentration
                Risk




The
      Up-MACRO Holding Trust's performance at underlying value is determined by the
      daily Closing Price of NYMEX light sweet crude oil futures contracts. Therefore,
      the primary risk of loss to the Up-MACRO Holding Trust comes from fluctuations
      in the Closing Price of crude oil futures contracts. The maximum price level
      of
      crude oil futures for which the Up-MACRO Holding Trust can deliver investment
      returns at underlying value corresponding to the price of such crude oil futures
      is equal to twice the Starting Level. (Conversely, the minimum price level
      of
      crude oil futures for which the Down-MACRO Holding Trust can deliver inverse
      investment returns at underlying value corresponding to the price of such crude
      oil futures is equal to twice the starting level $120.) In addition, the
      Up-MACRO Holding Trust is exposed to possible indemnification obligations,
      as
      described above. An additional risk comes from interest rate fluctuations,
      which
      affects the total amount of income earned by the Paired Holding
      Trusts.


10




I.
            Termination
                of the Trust




The
      Up-MACRO Holding Trust will be terminated in December of 2026. On such date,
      the
      holders of any Up-MACRO Holding Shares which remain outstanding will receive
      the
      net assets of the Up-MACRO Holding Trust after the settlement and termination
      of
      all outstanding Settlement Contracts in the same manner as such contracts would
      be settled and terminated in connection with any Paired Optional Redemption.
      The
      Income Distribution Agreement will also be terminated on this date, but no
      settlement obligations will be due thereunder.




Additional
      termination events of the Up-MACRO Holding Trust consist of (i) any event in
      which any of the Paired Holding Trusts or the Tradeable Trusts (collectively,
      the " **MACRO
      Trusts** " )
      become
      insolvent or bankrupt; (ii) any of the MACRO Trusts become required to register
      as " investment
      companies"
      under
      the Investment Company Act of 1940, as amended; (iii) the MACRO Trusts are
      prohibited from using, or NYMEX or the applicable substitute oil price provider
      does not establish, a settlement price for light sweet crude oil futures or
      the
      applicable substitute reference oil price for five consecutive New York Business
      Days and no other substitute oil benchmark is identified and approved by the
      shareholders and/or the Depositor is unable to negotiate a licensing arrangement
      with any such substitute oil price provider; (iv) the Closing Price falls to
      only 15% of its Starting Level (at which Closing Price the Up-MACRO Holding
      Trust would be entitled to retain only 15% of its own assets under the
      Settlement Contracts) or the Closing Price rises to a level that is equal to
      185% of its Starting Level (at which Closing Price the Up-MACRO Holding Trust
      would be entitled to receive all but 15% of the Down-MACRO Holding Trust's
      assets); and (v) the reduction of the funds of either of the Paired Holding
      Trusts to an amount below $10 million U.S. dollars; and (vi) the amount of
      cash
      and U.S. government securities on deposit in the Up-MACRO Holding Trust or
      the
      Down-MACRO Holding Trust is reduced to fifty million dollars or less after
      previously reaching an amount equal to two hundred million dollars or more,
      or
      the failure on the part of the Paired Holding Trusts to each hold cash and
      U.S.
      government securities in an amount equal to at least two hundred million dollars
      after six months or more have elapsed since the commencement of operations
      and
      the Depositor elects to terminate the Paired Holding Trusts.




In
      the
      case of each of these termination events, including the event described in
      clause (iv) above, the Settlement Contracts would settle on the next
      distribution date on the basis of the Closing Price on the last New York
      Business Day that preceded that distribution date, which may be different from
      the Closing Price at the time when the termination event occurred.


11




**Item
                2.**
            **Management's
                Discussion and Analysis of Financial Condition and Results of
                Operations******




*The
      following discussion and analysis should be read in conjunction with the
      financial statements and accompanying notes filed as part of this
      report.*




**INTRODUCTION**




***Overview
      of the Trust's Structure***




The
      assets of the Up-MACRO holding trust consist of an income distribution agreement
      and settlement contracts entered into with the Down-MACRO holding trust. The
      Up-MACRO holding trust also holds U.S. Treasuries and repurchase agreements
      on
      U.S. Treasuries to secure its obligations under the income distribution
      agreement and the settlement contracts. The Up-MACRO holding trust makes
      quarterly distributions of its net income and a final distribution of all assets
      it holds on deposit on the final scheduled termination date, an early
      termination date or a redemption date. Each quarterly and final distribution
      will take into consideration the settlement price of NYMEX light sweet crude
      oil
      futures contract of a designated maturity, as established and reported by NYMEX
      on each price determination day (such price, the " **Applicable
      Reference Price of Crude Oil**").
      The
      starting level for the Applicable Reference Price of Crude Oil for purposes
      of
      distributions on the Up-MACRO tradeable shares is $60.00. The obligations under
      the settlement contracts on the final scheduled termination date, an early
      termination date or a redemption date are determined based on the Applicable
      Reference Price of Crude Oil on the last preceding price determination day
      and
      the percentage change of such price from the starting level.




The
      Up-MACRO holding trust issues and offers Up-MACRO holding shares on a continuous
      basis at their underlying value. Each new issuance is made at the request of
      authorized participants in the form of MACRO units consisting of pairs of 50,000
      Up-MACRO holding shares and 50,000 Down-MACRO holding shares contemporaneously
      issued by the Down-MACRO holding trust.




The
      Up-MACRO holding trust distributes quarterly to its shareholders the net income
      from the Treasuries it holds on deposit during such quarter plus or minus,
      in
      accordance with the income distribution agreement, amount received from or
      paid
      to, as applicable, the Down-MACRO holding trust. Final distributions are made
      to
      shareholders on the earlier of the final scheduled termination date and an
      early
      termination date. Up-MACRO holding shares may be exchanged at any time by
      authorized participants for the Up-MACRO tradeable shares on a one-to-one basis
      in minimum lots of 50,000 shares.




***Daily
      Reporting***




The
      American Stock Exchange or the " AMEX"
      acts as
      a calculation agent for the Up-MACRO holding trust, the Up-MACRO tradeable
      trust, the Down-MACRO holding trust and the Down-MACRO tradeable trust.
      Throughout each price determination day (as defined in the prospectus), from
      the
      opening of trading on NYMEX to the close of trading of the tradeable shares
      on
      the AMEX, the AMEX calculates and posts every fifteen seconds to the
      consolidated tape and on its website located at http://www.amex.com/amextrader,
      immediately following each transmission from NYMEX of the current market price
      of the light sweet crude oil futures contract of the designated maturity, an
      indicative per share underlying value of one Up-MACRO holding share and one
      Up-MACRO tradeable share. At the end of each price determination day, the AMEX
      also calculates the premium or discount of the midpoint of the bid/offer for
      the
      Up-MACRO tradeable shares on the AMEX to the per share underlying value of
      those
      shares for such price determination day that is calculated and provided to
      the
      AMEX by the trustee.




***Per-Share
      Underlying Value of MACRO Holding Shares Relative***


***to
      the Applicable Reference Price of Crude Oil***




For
      the
      period from January 1, 2007 to March 31, 2007, the per-share underlying value
      of
      the Up-MACRO holding shares tracked the Applicable Reference Price of Crude
      Oil
      by an average daily price differential of $0.26 (0.39% of the trust's underlying
      value). The differential ranged from approximately $0.01 to approximately $0.51
      and increased throughout the period leading up to the ex-dividend date of March
      28, 2007, at which time the differential between the per-share underlying value
      of the Up-MACRO holding shares and the Applicable Reference Price of Crude
      Oil
      reverted to approximately $0.01. Exhibit 1a illustrates the differential between
      the per-share underlying value of the Up-MACRO holding shares and the Applicable
      Reference Price of Crude Oil for the period from January 1, 2007 to March 31,
      2007.


12




Exhibit
      1a









The
      differential between the per-share underlying value of the Up-MACRO holding
      shares and the Applicable Reference Price of Crude Oil can be attributed to
      accrued interest on Treasuries held by the Up-MACRO Holding Trust, after
      accruing for the fees and expenses incurred by the Up-MACRO holding trust.
      Exhibit 1b compares the per-share underlying value of the Up-MACRO holding
      shares relative to the Applicable Reference Price of Crude Oil for the period
      from January 1, 2007 to March 31, 2007.




13


Exhibit
      1b









For
      the
      period January 1, 2007 to March 31, 2007, the per-share underlying value of
      the
      Down-MACRO holding shares tracked the inverse of the Applicable Reference Price
      of Crude Oil by an average daily price differential of $0.28 (0.51% of the
      trust's underlying value). The differential ranged from approximately $0.01
      to
      approximately $0.53 and increased throughout the period leading up to the
      ex-dividend date of March 28, 2007, at which time the differential between
      the
      per-share underlying value of the Down-MACRO holding shares and the inverse
      of
      the Applicable Reference Price of Crude Oil reverted to approximately $0.01.
      Exhibit 1c illustrates the differential between the per-share underlying value
      of the Down-MACRO holding shares and the inverse of the Applicable Reference
      Price of Crude Oil for the period from January 1, 2007 to March 31,
      2007.




14


Exhibit
      1c









The
      differential between the per-share underlying value of the Down-MACRO holding
      shares and the inverse of the Applicable Reference Price of Crude Oil can be
      attributed to accrued interest on Treasuries held by the Down-MACRO holding
      trust, after accruing for the fees and expenses incurred by the Down-MACRO
      holding trust. Exhibit 1d compares the per-share underlying value of the
      Down-MACRO holding shares relative to the Applicable Reference Price of Crude
      Oil for the period from January 1, 2007 to March 31, 2007.




15


Exhibit
      1d









The
      Up-MACRO holding shares are not listed on any securities exchange or public
      trading market. The Up-MACRO holding shares may only be held by qualified
      institutional buyers (as defined in Rule 144A under the Securities Act),
      authorized participants (as defined in the prospectus), and the Up-MACRO
      tradeable trust.




As
      of
      March 31, 2007, all of the outstanding Up-MACRO holding shares are held by
      the
      Up-MACRO tradeable trust. Because there is no established public trading market
      for the Up-MACRO holding shares, high and low sales prices and bid information
      are unavailable. The following table sets forth, for the period indicated,
      the
      high and low per share underlying values (as defined in the prospectus) for
      the
      Up-MACRO holding shares.




**Three
                Months Ended March 31, 2007**
            
            High
            
            LowFirst
                Quarter (beginning January 1, 2007)
            
            $66.05
            
            $51.32





**Review
      of Financial Results**




Results
      of Operations




On
      November 29, 2006, the Up-MACRO holding trust established its starting level
      at
      $60.00 per share and issued 200,000 shares to the initial authorized purchaser,
      KV Execution Services LLC, in exchange for $12,000,000 in cash. Such shares
      were
      issued at their initial underlying value of $62.45 per share. Since this date,
      the Up-MACRO holding trust's underlying value grew from approximately
      $12,500,000 at November 29, 2006, to approximately $19,800,000 at March 31,
      2007. The increase in underlying value resulted primarily from an increase
      in
      outstanding shares, which rose from 200,000 at November 29, 2006 to 300,000
      at
      March 31, 2007 due to 500,000 shares (10 units) being created and 400,000 shares
      (8 units) being redeemed during the period, of which 150,000 shares (3 units)
      were created in exchange for a deposit of approximately $8,115,000 at the
      applicable underlying value and 400,000 (8 units) were redeemed in exchange
      for
      a withdrawal of approximately $22,130,000 at the applicable underlying value
      during the three months period ended on March 31, 2007. Each unit consists
      of
      50,000 shares.


16




*Liquidity*




To
      the
      extent of management's knowledge, there are no trends or demands, commitments,
      events, or uncertainties that will result in, or that that are reasonably likely
      to result in, the registrant's liquidity increasing or decreasing in any
      material way.




*Cash
      Flows From Operations*




**For
                the Three**
              **Months
                Ended**
              **March
                31, 2007****Cash
                flows from operating activities:**Net
                income
            
            $
            1,585,495Adjustments
                to reconcile net income to net cash provided by operating
                activities:Non-cash
                changes in value of settlement contracts and income distribution
                agreement
                with the Down-MACRO Holding Trust
            
            
            (3,319,262
            )Increase/decrease
                in operating assets and liabilities:Interest
                receivable
            
            
            10,187Operating
                expense payable
            
            
            89,073Net
                cash provided by operating activities
            
            
            (1,634,507
            )**Cash
                flows from financing activities:**Contributions
            
            
            9,012,166Redemptions
            
            
            (22,130,000
            )Distributions
            
            
            (89,495
            )Net
                cash used in financing activities
            
            
            (13,207,329
            )Net
                decrease in cash and cash equivalents
            
            
            (14,841,836
            )Cash
                and cash equivalents, beginning of period
            
            
            33,118,800Cash
                and cash equivalents, end of period
            
            $
            18,276,964







*Valuation
      method of the Settlement Contracts and the Income Distribution Agreement*




For
      the
      purpose of financial reporting, the settlement contracts and income distribution
      agreement constitute derivative contracts. Accordingly, these derivative
      contracts are recorded in the financial statements at fair value, as determined
      by the Administrative Agent. As there is no market for these derivative
      contracts, and no such market is expected to develop, the Administrative Agent
      determines the fair value of these derivative contracts by reference to various
      inputs. These inputs include the contractual amount due to or from the other
      trust, applicable market indices, and the prices of transactions in Up-MACRO
      Tradeable Shares on the American Stock Exchange. For most of the reporting
      period, the fair value of these derivative contracts more closely followed
      the
      six-month NYMEX futures contract as opposed to their contractual value. At
      period end, the Administrative Agent determined, based upon various inputs
      the
      most significant of which was transactions for the Up-MACRO Tradeable Shares
      in
      the open market, that fair valuation for these derivative contracts was more
      appropriately based upon the six-month NYMEX futures contract.


17




As
      a
      result, the per share value on March 31, 2007, for financial reporting purposes,
      based upon the fair valuation determination of the Administrative Agent, was
      $69.38. The per share Underlying Value for the same day was $65.90. The
      Administrative Agent will continue to evaluate the fair value of these
      derivative contracts for each financial reporting period.




*Off-Balance
      Sheet Arrangements*




The
      Up-MACRO holding trust is not a party to any off-balance sheet
      arrangements.




**Item
                3.**
            **Quantitative
                and Qualitative Disclosures about Market Risk******




The
      Trust
      Agreement does not authorize the trustee to borrow for payment of the Up-MACRO
      holding trust's ordinary expenses. The Up-MACRO holding trust does not engage
      in
      transactions in foreign currencies which could expose it or its shareholders
      to
      any foreign currency related market risk. The Up-MACRO holding trust does not
      invest in any derivative financial instruments (other than the income
      distribution agreement and the settlement contracts) and has no foreign
      operations or long-term debt instruments.




**Item
                4.**
            **Controls
                and Procedures******




The
      Depositor maintains disclosure controls and procedures that are designed to
      ensure that information required to be disclosed in the Up-MACRO holding trust's
      Exchange Act reports is recorded, processed, summarized and reported within
      the
      time periods specified in the Securities and Exchange Commission's rules and
      forms, and that such information is accumulated and communicated to the Chief
      Executive Officer and the Chief Financial Officer of the Depositor, and to
      the
      audit committees of both MacroMarkets LLC and Claymore Securities, Inc., each
      of
      which have been authorized by resolutions adopted by their respective Boards
      to
      oversee the financial reporting of the Up-MACRO holding trust to allow timely
      decisions regarding required disclosure.




Under
      the
      supervision and with the participation of the Chief Executive Officer and the
      Chief Financial Officer of the Depositor, the Depositor conducted an evaluation
      of the Up-MACRO holding trust's disclosure controls and procedures, as defined
      under Exchange Act Rule 13a-15(e). Based on this evaluation, the Chief Executive
      Officer and the Chief Financial Officer of the Depositor concluded that, as
      of
      March 31, 2007, the Up-MACRO holding trust's disclosure controls and procedures
      were effective.




There
      was
      no change in the Up-MACRO holding trust's internal controls over financial
      reporting that occurred during the Up-MACRO holding trust's most recently
      completed fiscal quarter ended March 31, 2007 that has materially affected,
      or
      is reasonably likely to materially affect, these internal controls.




**PART
                II.**
            **OTHER
                INFORMATION**




**Item
                1.**
            **Legal
                Proceedings******




None.




**Item
                1A**
            **Risk
                Factors**




There
      have been no material changes in the risk factors since last disclosed under
      Part I, Item 1A, in our Annual Report on Form 10-K for the period ended December
      31, 2006.




**Item
                2.**
            **Unregistered
                Sales of Equity Securities and Use of
                Proceeds**




The
      Up-Macro holding shares are offered on a continuous basis pursuant to the
      Up-MACRO holding trust and tradeable trust registration statement (Registration
      No. 333-116566). The proceeds form the sale of the Up-MACRO holding shares
      are
      invested, on each Distribution Date, in U.S. government securities that are
      scheduled to mature not later than the immediately following Distribution Date
      and over-night repurchase agreements backed by U.S. government securities.


18




The
      information contained in Part I, Item 2 under Review of Financial Results,
      Results of Operations, is hereby incorporated by reference.




*Dividend*




On
      March
      28, 2007, the trustee declared a dividend of $0.4992 per Up-MACRO holding share,
      which together with the dividend declared by the trustee on December 27, 2006,
      accumulates to a total dividend since inception in the amount of $0.6619 to
      shareholders.




*Issuer
      Purchase of Equity Securities*




The
      Up-MACRO holding trust does not purchase shares directly from its shareholders.
      However, in connection with Paired Optional Redemptions (as defined in the
      prospectus), the Up-MACRO holding trust may redeem Up-MACRO holding shares
      (as
      part of the Paired Optional Redemption of MACRO units consisting of 50,000
      Up-MACRO holding shares and 50,000 Down-MACRO holding shares; the Down-MACRO
      holding shares included in such MACRO units would be contemporaneously redeemed
      by the Down-MACRO holding trust). From January 1, 2007 to March 31, 2007, 8
      units (400,000 shares) were redeemed.




**Item
                3.**
            **Defaults
                Upon Senior Securities**




None.




**Item
                4.**
            **Submission
                of Matters to a Vote of Security Holders******




None.




**Item
                5.**
            **Other
                Information******




None.




**Item
                6.**
            **Exhibits**




**Exhibit**
              **Number**
            
            **Description**—
            
            Claymore
                MACROshares Oil Up Holding Shares and Claymore MACROshares Oil Up
                Tradeable shares prospectus, dated as of March 29,
                2007*31.1
            
            Certification
                Pursuant to Section 302(a) of the Sarbanes-Oxley Act of
                200231.2
            
            Certification
                Pursuant to Section 302(a) of the Sarbanes-Oxley Act of
                200232.1
            
            Certification
                Pursuant to Section 1350 of the Sarbanes-Oxley Act of
                200232.2
            
            Certification
                Pursuant to Section 1350 of the Sarbanes-Oxley Act of
                2002





_____________________


*****
            **Denotes
                a document that was previously filed as part of the Registration
                Statement
                of the Claymore MACROshares Oil Up Holding Trust and the Claymore
                MACROshares Oil Up Tradeable Trust, File No. 333-116566.**




19




**SIGNATURES**




Pursuant
      to the requirements of the Securities Exchange Act of 1934, the registrant
      has
      duly caused this report to be signed on its behalf by the undersigned in the
      capacities indicated thereunto duly authorized.






MACRO
      SECURITIES DEPOSITOR, LLC,


Depositor
      for the Claymore MACROshares


Oil
      Up
      Holding Trust






/s/
      Samuel Masucci, III


Samuel
      Masucci, III


On
      behalf
      of the Depositor


and
      as
      Chief Executive Officer






/s/
      Steven M. Hill


Steven
      M.
      Hill


On
      behalf
      of the Depositor


and
      as
      Chief Financial Officer




Date:
      May
      17, 2007