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                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                               -------------------


                                    FORM 10-K

                                  ANNUAL REPORT

                       Pursuant to Section 13 or 15(d) of
                       The Securities Exchange Act of 1934

                               -------------------

         For the fiscal year ended:          Commission file number:
             December 31, 2005                     001-31409

                          MERRILL LYNCH DEPOSITOR, INC.
                 (ON BEHALF OF PREFERREDPLUS TRUST SERIES VER-1)
             (Exact name of registrant as specified in its charter)

                 DELAWARE                       13-3891329
              (State or other               (I. R. S. Employer
              jurisdiction of              Identification No.)
              incorporation)

          WORLD FINANCIAL CENTER,                  10080
            NEW YORK, NEW YORK                  (Zip Code)
           (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:

PreferredPLUS Trust Certificates Series VER-1, listed on The New York Stock
Exchange

Securities registered pursuant to Section 12(g) of the Act:

Not Applicable.


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Indicate by check mark if the registrant is a well-known seasoned issuer, as
defined in Rule 405 of the Securities Act.

                      Yes [ ]                       No [X]

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

                      Yes [ ]                       No [X]

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 [X]                       No [ ]

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K 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. [ ]

Indicate by check mark whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the Act).

                      Yes [ ]                       No [X]

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

                      Yes [ ]                       No [X]

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.

Indicate the number of shares outstanding for each of the registrant's classes
of common stock, as of the latest practicable date.

Not Applicable.

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                       DOCUMENTS INCORPORATED BY REFERENCE

None.

       PART I

       ITEM 1.   BUSINESS

                 For information with respect to the underlying securities held
                 by PreferredPLUS Trust Series VER-1, please refer to Verizon
                 Communications Inc.'s (Commission file number 001-08606)
                 periodic reports, including annual reports on Form 10-K,
                 quarterly reports on Form 10-Q and current reports on Form 8-K,
                 and other information on file with the Securities and Exchange
                 Commission (the "SEC"). You can read and copy these reports and
                 other information at the public reference facilities maintained
                 by the SEC at Room 1580, 100 F Street, N.E., Washington, D.C.
                 20549. You may obtain copies of this material for a fee by
                 writing to the SEC's Public Reference Section of the SEC at 100
                 F Street, N.E., Washington, D.C. 20549. You may obtain
                 information about the operation of the Public Reference Room by
                 calling the SEC at 1-800-SEC-0330. You can also access some of
                 this information electronically by means of the SEC's website
                 on the Internet at http://www.sec.gov, which contains reports,
                 proxy and information statements and other information that the
                 underlying securities issuer and the underlying securities
                 support provider has filed electronically with the SEC.

                 Although we have no reason to believe the information
                 concerning the support agreement and the underlying securities
                 or the underlying securities support provider and the
                 underlying securities issuer contained in the underlying
                 securities support provider's Exchange Act reports is not
                 reliable, neither the depositor nor the trustee participated in
                 the preparation of such documents, or made any due diligence
                 inquiry with respect to the information provided therein. No
                 investigation with respect to the underlying securities support
                 provider and underlying securities issuer (including, without
                 limitation, no investigation as to their respective financial
                 condition or creditworthiness) or of the underlying securities
                 and support agreement has been made. You should obtain and
                 evaluate the same information concerning the underlying
                 securities issuer and the underlying securities support
                 provider as you would obtain and evaluate if your investment
                 were directly in the underlying securities or in other
                 securities issued by the underlying securities issuer or the
                 underlying securities support provider. There can be no
                 assurance that events affecting the underlying securities and
                 support agreement or the underlying securities issuer and
                 underlying securities support provider have not occurred or
                 have not yet been publicly disclosed which would affect the
                 accuracy or completeness of the publicly available documents
                 described above.

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       ITEM 1A.  RISK FACTORS

                 Your investment in the trust certificates will involve certain
                 risks. You should carefully consider the following discussion
                 of risks, and the other information included or incorporated by
                 reference in the applicable prospectus supplement and the
                 accompanying prospectus. You should also carefully consider any
                 risk factors and other information that the underlying
                 securities support provider may file in its Exchange Act
                 reports as referenced in Item 1 above.

                 IF THE UNDERLYING SECURITIES ARE REDEEMED PRIOR TO THEIR
                 MATURITY DATE OR IF ANY CALL WARRANTS ARE EXERCISED PRIOR TO
                 THE STATED MATURITY DATE, YOU MAY NOT BE ABLE TO REINVEST YOUR
                 REDEMPTION OR CALL PROCEEDS AT A YIELD COMPARABLE TO THE YIELD
                 YOU WOULD HAVE RECEIVED ON YOUR TRUST CERTIFICATES

                 The yield you will realize on your trust certificates depends
                 upon several factors, including:

                 o   the purchase price of the trust certificates,

                 o   you acquire your trust certificates,

                 o   the underlying securities issuer exercises its option to
                     redeem the underlying securities, and

                 o   whether the call warrant holders exercise their optional
                     rights to purchase outstanding trust certificates.

                 The underlying securities issuer has the right to redeem the
                 underlying securities at its option. Because the underlying
                 securities issuer has the right to redeem the underlying
                 securities early, we cannot assure you that the trust will be
                 able to hold the underlying securities until their maturity
                 date.

                 Although the call warrant holders are not obligated to exercise
                 the call warrants, the yield you will realize on your trust
                 certificates depends on whether the call warrant holders
                 exercise their call warrants to purchase the trust
                 certificates. Prevailing interest rates at the time of an early
                 redemption or a call exercise may be lower than the yield on
                 your trust certificates. Therefore, you may be unable to
                 realize a comparable yield upon reinvesting the funds you
                 receive from an early redemption or exercise of any call
                 warrants. In addition, if the prevailing market value of the
                 trust certificates exceeds the redemption price or call
                 exercise price paid to you upon a redemption of the underlying
                 securities or the exercise of a call, you will not be able to
                 realize such excess.

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                 YOU MAY NOT BE PAID IF THE ASSETS OF THE TRUST ARE INSUFFICIENT

                 Currently, the trust has no significant assets other than the
                 underlying securities. If the underlying securities are
                 insufficient to make payments or distributions on the trust
                 certificates, no other assets will be available for payment of
                 the deficiency.

                 As a holding company, the underlying securities support
                 provider's assets consist primarily of equity in its
                 subsidiaries. As a result, the ability of the underlying
                 securities support provider to make payments on the underlying
                 securities depends upon its receipt of dividends, loan payments
                 and other funds from its subsidiaries. In no event will the
                 holders of the underlying securities have recourse to or
                 against the stock or assets of the underlying securities
                 support provider, Telecom Corporation of New Zealand Limited or
                 any operating telephone company which may from time to time be
                 owned directly or indirectly by the underlying securities
                 support provider. In addition, if any of the underlying
                 securities support provider's subsidiaries becomes insolvent,
                 the direct creditors of that subsidiary will have a prior claim
                 on its assets, and the rights of the underlying securities
                 support provider and the rights of the underlying securities
                 support provider's creditors, including the trust's rights as a
                 holder of the underlying securities, will be subject to that
                 prior claim, unless the underlying securities support provider
                 is also a direct creditor of that subsidiary. In addition,
                 various statutes and regulations restrict some of the
                 underlying securities support provider's subsidiaries from
                 paying dividends or making loans or advances to the underlying
                 securities support provider. These restrictions could prevent
                 those subsidiaries from paying the cash to the underlying
                 securities support provider that the underlying securities
                 support provider may need in order to pay the trust.

                 YOU MAY NOT RECOVER THE WHOLE OF THE STATED AMOUNT OF YOUR
                 TRUST CERTIFICATES IF THE TRUST DISPOSES OF THE UNDERLYING
                 SECURITIES ON A DEFAULT BY THE UNDERLYING SECURITIES ISSUER OR
                 THE UNDERLYING SECURITIES SUPPORT PROVIDER OR IN THE EVENT THE
                 UNDERLYING SECURITIES SUPPORT PROVIDER CEASES FILING EXCHANGE
                 ACT REPORTS

                 If the underlying securities issuer or the underlying
                 securities support provider defaults on its obligations under
                 the underlying securities or the underlying securities support
                 provider ceases to file Exchange Act reports, then the trust
                 will either distribute the underlying securities to the trust
                 certificateholders or dispose of them and distribute the
                 proceeds to the trust certificateholders. Your recovery in
                 either of those events may be limited by two factors:

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                 o   if a default occurs, the market value of the underlying
                     securities may be adversely affected and the proceeds of
                     their disposition may be lower than the aggregate stated
                     amount or present value (if applicable) of the trust
                     certificates; and

                 o   either event, any distribution of funds or underlying
                     securities by the trust to the trust certificateholders
                     will be done in accordance with the allocation ratio as
                     described in the applicable prospectus supplement relating
                     to the trust certificates. The funds or aggregate principal
                     amount of underlying securities you receive on that
                     distribution may be less than the stated amount or present
                     value (if applicable) of your trust certificates.

                 THE TRUSTEE WILL NOT MANAGE THE UNDERLYING SECURITIES

                 Except as described below, the trust will not dispose of any
                 underlying securities, even if an event occurs that adversely
                 affects the value of the underlying securities or that
                 adversely affects the underlying securities issuer or the
                 underlying securities support provider. As provided in the
                 applicable trust agreement, the trust will dispose of the
                 underlying securities only if:

                 o   there is a payment default on any underlying securities,

                 o   there is another type of default that accelerates the
                     maturity of its underlying securities, or

                 o   the underlying securities support provider ceases to file
                     Exchange Act reports.

                 Under the first circumstance listed above, the trustee must
                 sell the underlying securities on behalf of the trust, even if
                 adverse market conditions exist. The trustee has no discretion
                 to do otherwise. If adverse market conditions do exist at the
                 time of the trustee's sale of the underlying securities, you
                 may incur greater losses than if the trust continued to hold
                 the underlying securities.

                 THE TRUST CERTIFICATES ARE SUBJECT TO THE CREDITWORTHINESS OF
                 THE UNDERLYING SECURITIES ISSUER AND THE UNDERLYING SECURITIES
                 SUPPORT PROVIDER

                 The trust certificates represent interests in obligations of
                 the underlying securities issuer and the underlying securities
                 support provider. In particular, the trust certificates will be
                 subject to all the risks associated with directly investing in
                 both the underlying securities issuer's and the underlying
                 securities support provider's unsecured subordinated debt
                 obligations. None of the underlying indenture, the support
                 agreement or the underlying securities places a limitation on
                 the amount of indebtedness that may be incurred by the
                 underlying securities issuer or the underlying securities
                 support provider.

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                 THE PAYMENTS OWED TO THE TRUST CERTIFICATEHOLDERS ARE UNSECURED
                 OBLIGATIONS

                 In a liquidation, holders of the underlying securities,
                 including the trust, will be paid only after holders of secured
                 obligations of the underlying securities issuer or the
                 underlying securities support provider. According to the
                 underlying securities prospectus, the underlying securities are
                 unsecured and will rank pari passu with all other unsecured and
                 unsubordinated debt of the underlying securities issuer.
                 However, the underlying indenture provides that the underlying
                 securities issuer will not mortgage, pledge or otherwise
                 subject to any lien (with certain exceptions), the whole or any
                 part of any property or assets now owned by or acquired by it,
                 unless the underlying securities issuer shall cause the
                 underlying securities to be secured equally and ratably with
                 (or, at the underlying securities issuer's option, prior to)
                 any indebtedness secured thereby.

                 THE TRUST'S RIGHT TO DIRECT ACTION AGAINST THE UNDERLYING
                 SECURITIES SUPPORT PROVIDER IS LIMITED

                 Pursuant to the support agreement, the underlying securities
                 support provider has guaranteed to provide the underlying
                 securities issuer with sufficient funds to maintain a positive
                 net worth and to meet any obligation to pay when due interest,
                 principal and premium, if any, underlying securities.

                 In the event of any default in the payment of any such
                 obligation by the underlying securities issuer, any holder of
                 the underlying securities may proceed directly against the
                 underlying securities support provider. However, the support
                 agreement provides that no holder of any of the underlying
                 securities shall have recourse to or against the stock or
                 assets of the underlying securities support provider or any of
                 its subsidiaries that are operating telephone companies.

                 THE RATINGS OF THE TRUST CERTIFICATES MAY CHANGE

                 At the time of issuance, Moody's and/or S&P assigned ratings to
                 the trust certificates equivalent to the ratings of the
                 underlying securities as of the date of the applicable
                 prospectus supplement.

                 Any rating issued with respect to the trust certificates is not
                 a recommendation to purchase, sell or hold a security. Ratings
                 do not comment on the market price of the trust certificates or
                 their suitability for a particular investor. We cannot assure
                 you that these ratings will remain for any given period of time
                 or that a ratings agency would not revise or withdraw entirely
                 the ratings if, in its judgment, circumstances (including,
                 without limitation, the rating of the underlying securities)
                 merit.

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ITEM 1B.         UNRESOLVED STAFF COMMENTS

                 Not Applicable.

ITEM 2.          PROPERTIES

                 None.

ITEM 3.          LEGAL PROCEEDINGS

                 None.

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

                 The Trust Certificates issued by PreferredPLUS Trust Series
                 VER-1 are represented by one or more physical certificates
                 registered in the name of Cede & Co., the nominee of the
                 Depository Trust Company. The Trust Certificates are listed on
                 the New York Stock Exchange.

ITEM 6.          SELECTED FINANCIAL DATA

                 Not Applicable.

ITEM 7.          MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
                 RESULTS OF OPERATIONS

                 Not Applicable.

ITEM 7A.         QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

                 Not Applicable.

ITEM 8.          FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

                 Not Applicable.

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ITEM 9.          CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
                 FINANCIAL DISCLOSURE

                 None.

ITEM 9A.         CONTROLS AND PROCEDURES

                 The Registrant has procedures so as to provide reasonable
                 assurance that its future Exchange Act filings will be filed
                 within the applicable time periods.

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

                 (a) Securities Authorized For Issuance Under Equity
                     Compensation Plans: None.

                 (b) Security Ownership Of Certain Beneficial Owners: None.

                 (c) Security Ownership Of Management: Not Applicable.

                 (d) Changes In Control: None.

ITEM 13.         CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

                 None.

ITEM 14.         PRINCIPAL ACCOUNTING FEES AND SERVICES

                 Not Applicable.

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PART IV

ITEM 15.         EXHIBITS, FINANCIAL STATEMENT SCHEDULES

                 (a)(1) Financial Statements: Not Applicable.

                 (a)(2) Financial Statement Schedules: Not Applicable.

                 (a)(3) List of Exhibits

                 The following exhibits are filed as part of, and incorporated
                 by reference into this Annual Report on Form 10-K:

                              31.1      Certification of President of Registrant
                                        dated March 27, 2006, pursuant to Rules
                                        13a-14 and 15d-14 under the Securities
                                        Exchange Act of 1934, as adopted
                                        pursuant to Section 302 of the
                                        Sarbanes-Oxley Act of 2002, with respect
                                        to the Registrant's Annual Report on
                                        Form 10-K for the year ended December
                                        31, 2005.

                              99.1.     Trustee's Annual Compliance Certificate
                                        dated February 21, 2006.

                              99.2.     Report of Deloitte & Touche LLP,
                                        Independent Registered Public Accounting
                                        Firm, dated March 24, 2006, Registrant's
                                        Assertion on Compliance with PPLUS
                                        Minimum Servicing Standards dated
                                        March 24, 2006 and PPLUS Minimum
                                        Servicing Standards.

                              99.3.     Report of Ernst & Young LLP, Independent
                                        Registered Public Accounting Firm, dated
                                        February 21, 2006, The Bank of New
                                        York's Assertion on Compliance with
                                        PPLUS Minimum Servicing Standards dated
                                        February 21, 2006 and PPLUS Minimum
                                        Servicing Standards.

             (b) Exhibits

                 The Registrant hereby files as part of this Annual Report
                 on Form 10-K the exhibits listed in Item 15(a)(3) set forth
                 above

             (c) Financial Statement Schedules

                 Not applicable.

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                                   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, hereunto duly authorized.

                                      MERRILL LYNCH DEPOSITOR, INC.

Date: March 27, 2006                  By: /s/ Stephan Kuppenheimer
                                        --------------------------
                                        Name:  Stephan Kuppenheimer
                                        Title: President