UNITED STATES
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, 2014
    
    001-16669
 MERRILL LYNCH DEPOSITOR, INC.
   DELAWARE
(State or other 
jurisdiction of 
incorporation)
    
    13-3891329
(I. R. S. Employer
Identification No.)
 ONE BRYANT PARK, 4th FL 
        NEW YORK, NEW YORK
        (Address of principal 
        executive offices)
    
        10036
(Zip Code)
 
       o þ
  o þ
  þ o
 Indicate by check mark whether the registrant has submitted electronically and
posted on its corporate Web site, if any, every Interactive Data File required
to be submitted and posted pursuant to Rule 405 of Regulation S-T during the
preceding 12 months (or for such shorter period that the registrant was required
to submit and post such files). o o
 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. o
 o o þSmaller reporting  filer o
 o þ
    Not Applicable. DOCUMENTS INCORPORATED BY REFERENCE


---







TABLE OF CONTENTS
 PART I ITEM 1. BUSINESS ITEM 1A. RISK FACTORS ITEM 1B. UNRESOLVED STAFF COMMENTS ITEM 2. PROPERTIES ITEM 3. LEGAL PROCEEDINGS ITEM 4. MINE SAFETY DISCLOSURES PART II ITEM 5. MARKET FOR REGISTRANTS COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES ITEM 6. SELECTED FINANCIAL DATA ITEM 7. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE ITEM 9A. CONTROLS AND PROCEDURES ITEM 9B. OTHER INFORMATION PART III ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE ITEM 11. EXECUTIVE COMPENSATION ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES PART IV ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES SIGNATURES EX-31.1: CERTIFICATION EX-99.1: TRUSTEE'S ANNUAL COMPLIANCE CERTIFICATE EX-99.2: REPORT OF PRICEWATERHOUSECOOPERS LLP EX-99.3: REPORT OF KPMG LLP  
 
 
  
   2


---








    
    the purchase price of the trust certificates,
    
    when you acquire your trust certificates, and
    
    whether the call warrant holders exercise their
optional rights to purchase outstanding trust
certificates.
     3


---








    
    there is a payment default on any underlying
securities,
    
    there is another type of default that
accelerates the maturity of the underlying
securities, or
    
    the underlying securities issuer ceases to file
Exchange Act reports.
      4


---







5


---







(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.
 6


---







31.1.
    
        Certification of the President of Registrant
dated March 13, 2015, 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, 2014.99.1.
    
        Trustees Annual Compliance Certificate
dated February 23, 2015.99.2.
    
        Report of PricewaterhouseCoopers LLP,
Independent Accountants, dated March 11, 2015, Registrants
Assertion on Compliance with PPLUS Minimum
Servicing Standards dated  March 11, 2015
and PPLUS Minimum Servicing Standards.99.3.
    
        Report of KPMG LLP, Independent
Registered Public Accounting Firm, dated
February 20, 2015, The Bank of New York Mellons
Assertion on Compliance with PPLUS Minimum
Servicing Standards dated February 20, 2015 and PPLUS Minimum Servicing
Standards.
     7


---







MERRILL LYNCH DEPOSITOR, INC.Date: March 13, 2015
    By:

      /s/ Dylan LohonenName:
      Dylan LohonenTitle:
      President


---