**UNITED
      STATES**


**SECURITIES
      AND EXCHANGE COMMISSION**


**Washington,
      D.C. 20549**




**FORM
      10-K**




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




**For
      the fiscal year ended December 31,** **2007**




**or**




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






Commission
      File Number of issuing entity: 333-135120-02




**MACROshares
      Oil Down Tradeable Trust**


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




Commission
      File Number of depositor: 333-135120




**MACRO
      SECURITIES DEPOSITOR, LLC**


(Exact
      name of depositor as specified in its charter)







**New
                York**
            
            **76-6222942**(State
                or other jurisdiction ofincorporation
                or organization)
            
            (I.R.S.
                EmployerIdentification
                No.)




**c/o
                State Street Bank**
              **and
                Trust Company**
              **200
                Clarendon Street**
              **Boston,
                MA 02116**




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




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




(Title
                of each class)
            
            Name
                of each exchange on which registered**MACROshares
                Oil Down Tradeable Shares**
            
            **American
                Stock Exchange**




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




(Title
                of each class)**None**







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


Yes o 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 o 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 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




Indicate
      by check mark whether the registrant is a large accelerated filer, an
      accelerated filer, a non-accelerated filer, or a smaller reporting company.
      See
      definitions of “large accelerated filer,” “accelerated filer” and “smaller
      reporting company” in Rule 12b-2 of the Exchange Act. (Check
      one):







Large
                accelerated filer
              o
            
            Accelerated
                filer
              o
            
            Non-accelerated
                filer
              o
              (Do
                not check if a smaller reporting company)
            
            Smaller
                reporting company
              þ







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




Aggregate
      market value of registrant's trust shares held by non-affiliates of the
      registrant, based upon the closing price of a share of the MACROshares Oil
      Down
      Tradeable Shares issued by the MACROshares Oil Down Tradeable Trust on December
      31, 2007 as reported by the American Stock Exchange on that date:
      $15,060,000.




Number
      of
      MACROshares Oil Down Tradeable shares outstanding as of December 31, 2007:
      1,500,000




**DOCUMENTS
      INCORPORATED BY REFERENCE: Prospectus of MACROshares Oil** **Down
      Holding Shares and Claymore MACROshares Oil Down Tradeable Shares filed on
      March
      13, 2008 as part of the Registration Statement, file no. 333-135120;
      and**




**1992
      ISDA Master Agreement, dated November 24, 2006, Schedule to 1992 ISDA Master
      Agreement, dated November 24, 2006, Income Distribution Agreement, dated
      November 24, 2006 and Form of Settlement Contract, constituting Exhibits 4.4.1,
      4.4.2, 4.5 and 4.6, respectively, to such Registration
      Statement.**


ii




**FORWARD
      LOOKING STATEMENTS**




This
      Annual Report on Form 10-K 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.




Additional
      significant uncertainties and other factors affecting forward-looking statements
      are presented in the Risk Factors section which appears in Item 1A.






iii


**TABLE
          OF CONTENTS**
  **Page**PART
                        I
                    1Item
                        1.
                    Business
                    1(a)
                    General
                    1(b)
                    Overview
                        of the World Oil Market
                    1(c)
                    Description
                        of the Applicable Reference Price of Crude Oil
                    1(d)
                    The
                        Depositor and Its Affiliates
                    2(e)
                    The
                        Trustee
                    2(f)
                    The
                        Administrative Agent
                    2(g)
                    The
                        Marketing Agents
                    2(h)
                    Description
                        of the Shares
                    2(i)
                    Description
                        of the Trusts Agreements
                    2(j)
                    Material
                        United States Federal Tax Consequences
                    2(k)
                    State
                        Tax Consequences
                    3(l)
                    Certain
                        ERISA Considerations
                    3Item
                        2.
                    Properties
                    3Item
                        3.
                    Legal
                        Proceedings
                    3Item
                        4.
                    Submission
                        of Matters to a Vote of Security Holders
                    3PART
                        IIItem
                        5.
                    Market
                        for Registrant's Common Equity, Related Stockholder Matters
                        and Issuer
                        Purchases of Equity Securities
                    3Item
                        6.
                    Selected
                        Financial Data
                    5Item
                        7.
                    Management's
                        Discussion and Analysis of Financial Condition and Results
                        of
                        Operations
                    6Item
                        7A.
                    Quantitative
                        and Qualitative Disclosures about Market Risk
                    15Item
                        8.
                    Financial
                        Statement and Supplementary Data
                    15Item
                        9.
                    Changes
                        in and Disagreements with Accountants on Accounting and Financial
                        Disclosure
                    15Item
                        9A
                    Controls
                        and Procedures
                    15PART
                        III
                    16Item
                        10.
                    Directors
                        and Executive Officers of the Registrant
                    16Item
                        11.
                    Executive
                        Compensation
                    16Item
                        12.
                    Security
                        Ownership of Certain Beneficial Owners and Management
                    17Item
                        13.
                    Certain
                        Relationships and Related Transactions and Director
                        Independence
                    17Item
                        14.
                    Principal
                        Accountant Fees and Services
                    18PART
                        IV
                    18Item
                        15.
                    Exhibits
                        and Financial Statement Schedules
                    18CONSOLIDATED
                        FINANCIAL STATEMENTS
                    F-1
 
 
 iv
 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
 
 v
  **PART
              I**
  **Item
              1.**  **Business** ****
  **(a)**
                    **General**
  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.
  On
              November 24, 2006, the trust agreement for the Down-MACRO Tradeable
              Trust was
              amended and restated to provide for the issuance of MACROshares Oil
              Down
              Tradeable Shares, or the "Down-MACRO Tradeable Shares," which represented
              undivided beneficial interests in the Down-MACRO Tradeable Trust. The
              Down-MACRO
              Tradeable Trust began publicly offering its Down-MACRO Tradeable Shares
              on
              November 29, 2006, on the American Stock Exchange under the symbol
              "DCR." On
              August 27, 2007, the trust agreement for the Down-MACRO Tradeable Trust
              was
              again amended and restated, principally for the purpose of changing
              the name of
              the "Claymore MACROshares Oil Down Tradeable Trust" and the "Claymore
              MACROshares Oil Down Tradeable Shares" to be the "MACROshares Oil Down
              Tradeable
              Trust" and the "MACROshares Oil Down Tradeable Shares," respectively.
              On October
              1, 2007, the trust agreement for the Down-MACRO Tradeable Trust was
              amended and
              restated for the third time to provide for a three-for-one split of
              the
              Down-MACRO Tradeable Shares, to be effected on October 22, 2007 by
              issuing two
              additional Down-MACRO Tradeable Shares for each existing share to each
              person
              who was a shareholder of record as of October 19, 2007, and reducing
              the par
              amount of each Down-MACRO tradeable share from $60 to $20. The third
              amended and
              restated trust agreement also evidences the resignation of Claymore
              Securities,
              Inc. as the Administrative Agent of the Down-MACRO Tradeable Trust
              and the
              appointment of MacroMarkets LLC to act as the successor Administrative
              Agent.
              MACRO Financial, LLC continues to act as the Marketing Agent
  The
              Down-MACRO Tradeable Trust issues and offers Down-MACRO Tradeable Shares
              on a
              continuous basis at their underlying value. Each new issuance is made
              at the
              request of authorized participants in exchange for a deposit of 50,000
              MACROshares Oil Down Holding Shares, or the "Down-MACRO Holding Shares,"
              on a
              one-to-one basis. The Down-MACRO Holding Shares are the only asset
              held by the
              Down-MACRO Tradeable Trust. The Down-MACRO Holding Shares are issued
              by the
              MACROshares Oil Down Holding Trust, or the "Down-MACRO Holding Trust,"
              in the
              form of MACRO units consisting of pairs of 50,000 Down-MACRO Holding
              Shares and
              50,000 MACROshares Oil Up Holding Shares, or the "Up-MACRO Holding
              Shares,"
              which are contemporaneously issued by the MACROshares Oil Up Holding
              Trust, or
              the "Up-MACRO Holding Trust." A majority of the Down-MACRO Holding
              Shares is
              always held by the Down-MACRO Tradeable Trust, which issues on a continuous
              basis the Down-MACRO Tradeable Shares currently trading on the American
              Stock
              Exchange under the symbol “DCR”.
  The
              objective of the Down-MACRO Tradeable Trust is to provide investors
              with
              investment returns that correspond inversely with changes in the price
              of the
              Applicable Reference Price of Crude Oil, as defined in the prospectus
              included
              in the registration statement for the Down-MACRO Tradeable Shares (file
              no.
              333-135120, filed with the SEC on March 13, 2008) which is incorporated
              hereby
              by reference (the "prospectus"), within the range from (i) zero to
              (ii) twice
              the starting level of $60..
  **(b)**
                    **Overview
                        of the World Oil Market**
  A
              detailed description of the world oil market is contained in the prospectus
              included in the registration statement for the Down-MACRO Tradeable
              Shares (file
              no. 333-135120, filed with the SEC on March 13, 2008) of which page
              69 of the
              prospectus (beginning with the section entitled "Description of the
              World Oil
              Market") through page 82 of the prospectus are hereby incorporated
              by reference
              in response to this Item 1(b).
  **(c)**
                    **Description
                        of the Applicable Reference Price of Crude
                        Oil**
  
 A
              detailed description of the Applicable Reference Price of Crude Oil
              is contained
              in the prospectus included in the registration statement for the Down-MACRO
              Tradeable Shares (file no. 333-135120, filed with the SEC on March
              13, 2008) of
              which page 77 of the prospectus through page 82 of the prospectus are
              hereby
              incorporated by reference in response to this Item 1(c).
  **(d)**
                    **The
                        Depositor and Its
                        Affiliates**
  A
              detailed description of the Depositor and its affiliates is contained
              in the
              prospectus included in the registration statement for the Down-MACRO
              Tradeable
              Shares (file no. 333-135120, filed with the SEC on March 13, 2008)
              of which page
              47 of the prospectus (beginning with the section entitled "The Depositor")
              are
              hereby incorporated by reference in response to this Item 1(d).
  **(e)**
                    **The
                        Trustee**
  A
              detailed description of the trustee is contained in the prospectus
              included in
              the registration statement for the Down-MACRO Tradeable Shares (file
              no.
              333-135120, filed with the SEC on March 13, 2008) of which page 88
              of the
              prospectus (beginning with the section entitled "The Trustee") through
              page 89
              of the prospectus are hereby incorporated by reference in response
              to this Item
              1(e).
  **(f)**
                    **The
                        Administrative Agent**
  A
              detailed description of the Administrative Agent is contained in the
              prospectus
              included in the registration statement for the Down-MACRO Tradeable
              Shares (file
              no. 333-135120, filed with the SEC on March 13, 2008) of which page
              90 of the
              prospectus (beginning with the section entitled "The Administrative
              Agent") is
              hereby incorporated by reference in response to this Item 1(f).
  **(g)**
                    **The
                        Marketing Agent**
  A
              detailed description of the Marketing Agent is contained in the prospectus
              included in the registration statement for the Down-MACRO Tradeable
              Shares (file
              no. 333-135120, filed with the SEC on March 13, 2008) of which page
              90 of the
              prospectus (beginning with the section entitled "The Marketing Agent")
              is hereby
              incorporated by reference in response to this Item 1(g).
  **(h)**
                    **Description
                        of the Shares**
  A
              detailed description of the Down-MACRO Tradeable Shares is contained
              in the
              prospectus included in the registration statement for the Down-MACRO
              Tradeable
              Shares (file no. 333-135120, filed with the SEC on March 13, 2008)
              of which page
              51 of the prospectus (beginning with the section entitled "Description
              of the
              Down MACRO Holding and Tradeable Shares") through page 68 of the prospectus
              and
              page 82 of the prospectus (beginning with the section entitled "Description
              of
              the Down MACRO Tradeable Trust Assets") through page 89 of the prospectus
              are
              hereby incorporated by reference in response to this Item 1(h).
  **(i)**
                    **Description
                        of the Trust****’s
                        Agreements**
  A
              detailed description of the Trust’s agreements is contained in the prospectus
              included in the registration statement for the Down-MACRO Tradeable
              Shares (file
              no. 333-135120, filed with the SEC on March 13, 2008) of which page
              49 of the
              prospectus (beginning with the section entitled "Formation of the Paired
              Holding
              Trusts and the Down-MACRO Tradeable Trust") through page 51 of the
              prospectus
              and page 89 of the prospectus (beginning with the section entitled
              "Description
              of the Trusts Agreements") through page 99 of the prospectus are hereby
              incorporated by reference in response to this Item 1(i).
  **(j)**
                    **Material
                        United States Federal****Income
                        Tax Consequences**
  A
              detailed description of material United States federal income tax consequences
              is contained in the prospectus included in the registration statement
              for the
              Down-MACRO Tradeable Shares (file no. 333-135120, filed with the SEC
              on March
              13, 2008) of which page 99 of the prospectus (beginning with the section
              entitled "Material United States Federal Income Tax Consequences")
              through page
              106 of the prospectus are hereby incorporated by reference in response
              to this
              Item 1(j).
  2
 **(k)**
                    **State
                        Tax Consequences**
  A
              detailed description of state tax consequences is contained in the
              prospectus
              included in the registration statement for the Down-MACRO Tradeable
              Shares (file
              no. 333-135120, filed with the SEC on March 13, 2008) of which page
              106 of the
              prospectus (beginning with the section entitled "State Tax Consequences")
              is
              hereby incorporated by reference in response to this Item 1(k).
  **(l)**
                    **Certain
                        ERISA Considerations**
  A
              detailed description of certain ERISA consideration is contained in
              the
              prospectus included in the registration statement for the Down-MACRO
              Tradeable
              Shares (file no. 333-135120, filed with the SEC on March 13, 2008)
              of which page
              106 of the prospectus (beginning with the section entitled "Certain
              ERISA
              Considerations") through page 107 of the prospectus are hereby incorporated
              by
              reference in response to this Item 1(l).
  **Risk
              Factors** ****
  A
              detailed description of the risk factors applicable to the Down-MACRO
              Tradeable
              Trust is contained in the prospectus included in the registration statement
              for
              the Down-MACRO Tradeable Shares (file no. 333-135120, filed with the
              SEC on
              March 13, 2008) and page 30 through 47 of the prospectus (excluding
              the section
              entitled "The Glossary") is hereby incorporated by reference in response
              to this
              Item 1A.
  **Item
              2.**  **Properties** ****
  Not
              applicable.
  **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
              Down-MACRO Tradeable Shares are listed on the American Stock Exchange
              under the
              symbol "DCR."
  The
              following table sets forth, for the period indicated, the high and
              low market
              price per share for the Down-MACRO Tradeable Shares as traded on the
              American
              Stock Exchange.
  **High**
                    
                    **Low****Fiscal
                        Year Ended December 31, 2007**Fourth
                        Quarter
                    
                    $
                    16.98
                    
                    $
                    9.30Third
                        Quarter
                    
                    $
                    16.53
                    
                    $
                    14.00Second
                        Quarter
                    
                    $
                    18.00
                    
                    $
                    14.67First
                        Quarter
                    
                    $
                    21.83
                    
                    $
                    16.85**Fiscal
                        Year Ended December 31, 2006**Fourth
                        Quarter (beginning November 29, 2006)
                    
                    $
                    19.66
                    
                    $
                    18.62
  *The
              above prices have been retroactively adjusted for a 3 for 1 share split
              on
              October 22, 2007*
  3
 *Dividend*
  **Declared
                        on:**
                    
                    **Per
                        share**December
                        27, 2007
                    
                    $
                    0.0514September
                        26, 2007
                    
                    $
                    0.0939June
                        27, 2007
                    
                    $
                    0.1477March
                        28, 2007
                    
                    $
                    0.1753December
                        27, 2006
                    
                    $
                    0.0497
  *The
              above dividends per share have been retroactively adjusted for a 3
              for 1 share
              split on October 22, 2007*
  Issuer
              Purchase of Equity Securities
  The
              Down-MACRO Tradeable Trust does not purchase shares directly from its
              shareholders. However, in connection with an exchange for Down-MACRO
              Holding
              Shares or as part of Paired Optional Redemptions of MACRO units consisting
              of
              50,000 Down-MACRO Holding Shares and 50,000 Up-MACRO Holding Shares
              redeemed,
              respectively, by the Down-MACRO Holding Trust and the Up-MACRO Holding
              Trust,
              the Down-MACRO Tradeable Trust may redeem Down-MACRO Tradeable Shares
              in units
              of 50,000 shares. From November 29, 2006 (the day on which Down-MACRO
              tradeable
              shares were first sold to the public) to December 31, 2006, no units
              were
              redeemed. During the year ended December 31, 2007 there were 450,000
              shares
              redeemed.
  Prior
              to
              November 29, 2006, the Depositor and Claymore Securities, Inc. each
              made an
              initial deposit of $500 (the "Founders’ Equity") into the Down-MACRO Tradeable
              Trust. During the period ended December 31, 2006, the Founders’ Equity of the
              Down-MACRO Tradeable Trust in the amount of $1,000 was redeemed.
  4
 **Item
              6.**
  **Selected
              Financial Data** ****
  The
              following selected financial data should be read in conjunction with
              the
              Down-MACRO tradeable trust's financial statements and related notes
              and
              "Management's Discussion and Analysis of Financial Condition and Results
              of
              Operations."
  **Statement
              of Operations Data:**
 **For
                        the Year Ended**
                      **December
                        31, 2007**
                    
                    **For
                        the Period Ended**
                      **December
                        31, 2006*****Investment
                        Income**Interest
                    
                    $
                    1,004,935
                    
                    $
                    104,575Total
                        investment income
                    
                    
                    1,004,935
                    
                    
                    104,575**Expenses**Operating
                        expenses
                    
                    
                    372,136
                    
                    
                    33,576Net
                        investment income
                    
                    
                    632,799
                    
                    
                    70,999**Realized
                        and Unrealized Gain (Loss)**Net
                        increase in unrealized depreciation on settlementcontracts
                        and income distribution agreement
                    
                    
                    (11,000,127
                    )
                    
                    (346,147
                    )Net
                        realized gain on settlementcontracts
                        and income distribution agreement
                    
                    
                    406,901
                    
                    
                    -Net
                        realized and unrealized loss
                    
                    
                    (10,593,226
                    )
                    
                    (346,147
                    )Net
                        loss
                    
                    $
                    (9,960,427
                    )
                    $
                    (275,148
                    )Net
                        loss per share - See Note E
                    
                    $
                    (8.59
                    )
                    $
                    (0.24
                    )Weighted
                        average shares outstanding - See Note E
                    
                    
                    1,159,178
                    
                    
                    1,159,092
  *
              For the period from November 29, 2006 (commencement of operations through
              December 31, 2006
  **Statement
              of Financial Condition Data:**
  **December
                        31, 2007**
                    
                    **December
                        31, 2006**Total
                        assets
                    
                    $
                    30,272,276
                    
                    $
                    33,135,519Total
                        liabilities
                    
                    $
                    15,209,288
                    
                    $
                    1,192,486Equity
                        attributable to Down-MACRO Tradeable Shares
                    
                    
                    15,062,988
                    
                    
                    31,223,033**Total
                        Liabilities and Shareholders’ Equity (1)**
                    
                    $
                    30,272,276
                    
                    $
                    33,135,519
  (1)
                    Authorized
                        share capital is unlimited and share par value is $20 and
                        $60.00 and
                        1,500,000 as of December 31, 2007 and 2006, respectively.
                        1,500,000 and
                        550,000 shares were issued and outstanding as of December
                        31, 2007 and
                        2006, respectively.
  5
 **Item
              7.**  **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 Down-MACRO Holding Trust consist of an income distribution
              agreement and settlement contracts entered into with the Up-MACRO Holding
              Trust.
              The Down-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 Down-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 contracts of a designated maturity, as established
              and
              reported by NYMEX on each price determination day. The starting level
              for the
              Applicable Reference Price of Crude Oil for purposes of distributions
              on the
              Down-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
              assets of the Down-MACRO Tradeable Trust consist of Down-MACRO Holding
              Shares.
              The Down-MACRO Tradeable Trust passes through any quarterly distributions
              made
              on the Down-MACRO Holding Shares it holds on deposit and any final
              distribution
              made on those Down-MACRO Holding Shares on the earlier of the final
              scheduled
              termination date and an early termination date upon receipt by the
              Down-MACRO
              Tradeable Trust of any of these distributions. Down-MACRO Tradeable
              Shares may
              be exchanged at any time by authorized participants for the underlying
              Down-MACRO Holding Shares on a one-to-one basis in minimum lots of
              50,000
              shares.
  The
              Down-MACRO Tradeable Shares trade on the American Stock Exchange under
              the
              symbol "DCR."
  ***Daily
              Reporting***
  The
              American Stock Exchange or the "AMEX" acts as a calculation agent for
              the
              Down-MACRO Holding Trust, the Down-MACRO Tradeable Trust, the Up-MACRO
              Holding
              Trust and the Up-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
              Down-MACRO Holding Share and one Down-MACRO Tradeable Share. At the
              end of each
              price determination day, the AMEX also calculates the premium or discount
              of the
              mid-point of the bid/offer for the Down-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.
  The
              following table sets forth, for the period indicated, the high and
              low per share
              underlying values (as defined in the prospectus) for the Down-MACRO
              Tradeable
              Shares.
  **High**
                    
                    **Low****Fiscal
                        Year Ended December 31, 2007**Fourth
                        Quarter
                    
                    $
                    13.67
                    
                    $
                    7.31Third
                        Quarter
                    
                    $
                    16.99
                    
                    $
                    12.38Second
                        Quarter
                    
                    $
                    19.58
                    
                    $
                    16.45First
                        Quarter
                    
                    $
                    22.97
                    
                    $
                    18.05**Fiscal
                        Year Ended December 31, 2006**Fourth
                        Quarter (beginning November 29, 2006)
                    
                    $
                    19.89
                    
                    $
                    18.67
  *The
              above prices have been retroactively adjusted for share split on October
              22,
              2007*
  6
 ***Per-Share
              Underlying Value of MACRO Tradeable Shares Relative to the Applicable
              Reference
              Price of Crude Oil*** **and Market Price**
  *Tracking
              UCR and DCR Benchmark NYMEX Oil Futures Contract* .
 
 MacroShares
              seek to passively manage a portfolio of Treasuries and overnight repurchase
              agreements (“Treasuries”) such that changes in the average daily underlying
              value, on a dollar basis, closely track changes in the average daily
              price of
              the Benchmark NYMEX
              Designated Oil Futures Contract (“Benchmark”) .
              Due to
              the paired security structure, Up-MACRO (“UCR”) seeks to deliver the positive
              performance of the Benchmark, and Down-MACRO (“DCR”) seeks to deliver the
              inverse performance of the Benchmark against the original benchmark
              issuance
              price of $60.00 per barrel. There is no active management of futures
              contracts
              or any other derivative contract in any component of the returns.
 
 The
              Treasury portfolio is managed such that the portfolio must mature to
              cash prior
              to the quarterly distribution date. The daily change in the underlying
              value is
              equal to one third of the daily price change of the Benchmark plus
              accrued net
              income from the Treasuries. To demonstrate, if the one day price change
              in the
              Benchmark is equal to one dollar, UCR’s underlying value is expected to increase
              by thirty three cents plus the net interest earned on the Treasuries.
              The net
              income on the increase is also allocated to UCR from the DCR trust.
              Likewise,
              the underlying value of DCR, as defined within the prospectus, is expected
              to
              reflect a decline in value, equal to thirty three cents and the net
              income
              earned on the Treasuries less the amount allocated to UCR.
 
 Two
              significant events occurred during the second half of 2007. First,
              Claymore
              Securities, Inc. resigned as the Administrative Agent and Marketing
              Agent.
              MacroMarkets, LLC was appointed as the successor Administrative Agent
              for the
              Up-MACRO Tradeable Trust and the Up-MACRO Holding Trust, as well as
              for the
              Down-MACRO Holding and the Down-MACRO Tradeable Trust. MACRO Financial,
              LLC
              continued to act as Marketing Agent for the four trusts.
 
 Second,
              Macro Securities Depositor, LLC amended and restated the trust agreement
              to
              provide for a three-for-one share split of the Up-MACRO Holding Shares
              by
              issuing two additional Up-MACRO Holding Shares for each existing share
              to each
              person who was a shareholder of record as of October 19, 2007, thereby
              reducing
              the par amount of each Up-MACRO Holding Share from $60 to $20. The
              share split
              resulted in changing the relationship between the shares and a barrel
              of oil
              such that now the change in underlying value of three shares of UCR
              is expected
              to equal the benchmark future positive performance of one barrel of
              oil above
              $60.00 dollars per barrel and 3 shares of DCR now equals the inverse
              benchmark
              future performance of oil above $60.00 dollars per barrel.
 
 For
              benchmark oil prices below $60.00 per barrel, the underlying value
              of 3 shares
              of UCR would be expected to decline $1.00 in value for each $1.00 decline
              in the
              benchmark future oil price. An example of this process would be shown
              as
              follows:
 
 Day
              one
              of the trusts (pre share split):
 
 UCR
              =$60.00 per share
 DCR
              =$60.00 per share
 
 Initial
              par value of one pair of shares= $60.00+ $60.00 or $120.00 per set
              of paired
              shares
 
 Post
              Share Split Example;
 
 UCR=
              $60.00/3 or $20.00 per share
 DCR=
              $60.00/3 or $20.00 per share
 
 Initial
              par value of one pair of shares= $20.00+ $20.00 or $40.00 per set of
              paired
              shares
 
 7
 For
              year
              ended December 31, 2007 the results of all performance graphs and analysis
              within this report have been share split adjusted.
 
 Macro
              Financial, LLC, the marketer, continues to dedicate resources to educating
              investors about the new product structure of MacroShares. Certain critics,
              who
              we believe have not committed sufficient effort to understanding the
              MacroShares
              prospectus or discussing the product with MACRO Financial, LLC personnel
              continue to want to compare MacroShares to ETFs. These bloggers attempted
              to
              explain the performance of MacroShares using the performance attributes
              of ETFs.
              However, no ETF is created in pairs and no ETF attempts to deliver
              the
              performance without supporting their performance by holding the underlying
              securities contained within the benchmark. Additionally, MacroShares
              do not and
              can not change the underlying market dynamics of the benchmark. Therefore,
              contango and backwardation in the NYMEX light sweet crude oil future
              contracts
              (“oil”) may be reflected in the performance of UCR and DCR in the form of
              premiums and discounts. Any futures market in contango represents the
              expectation of higher prices for the commodity into the future just
              as a premium
              reflects the willingness of investors to buy at a higher price today
              for
              performance they expect to receive at a future date. A commodities
              futures
              market in backwardation represents the expectation of lower prices
              in the future
              and thus the discount in UCR may reflect the expected lower future
              value of
              oil.
 
 The
              paired nature of the MacroShares’ creation and redemption process dictates that
              if the Up-MACRO shares are trading at a premium the Down-MACRO shares
              must trade
              at a discount (but not necessarily in proportion to the premium) in
              order to
              preserve the combined fair value of the paired shares and the
              creation/redemption relationship to each other. Likewise, if the Up-MARCO
              shares
              are trading at a discount, the Down-MACRO shares must trade at a premium
              (but
              not necessarily in proportion to the discount) in order to preserve
              the combined
              fair value and the creation/redemption relationship to each other..
 
 Potential
              investors in MacroShares should understand that MacroShares are a new
              class of
              products and that the performance attributes of the benchmark asset’s market
              will be reflected in the performance of the passively managed MacroShares.
 
 For
              the
              year ended December 31, 2007, UCR paid, on a share split adjusted basis,
              $0.65
              per share or a quarterly income equivalent $0.16145 per share. The
              distribution
              yield for UCR for the year ended December 31, 2007 was equivalent to
              2.00
              percent on the year end underlying value price of $32.00 per share.
 
 Exhibit
              1a
 
  8
 The
              difference in UCR’s underlying value and the Benchmark was due to the accrued
              interest of the Treasuries less Trust expenses. The objective of UCR
              is to track
              the designated Benchmark and to pay accrued interest less fees once
              a quarter.
              This goal was achieved with an accurate tracking of .999. (See Exhibit
              1b).
  Exhibit
              1b
 
  As
              mentioned, DCR tracks the inverse price performance of the Benchmark
              plus the
              net income from the Treasuries less any daily income distribution obligations
              to
              the UCR trust. Since DCR trust assets are fully funded at $20.00 per
              share, plus
              net income less any obligations due under the income distribution agreement
              and
              settlement agreement, the underlying value per share should decrease
              by
              thirty-three cents for every dollar increase in the oil Benchmark above
              $60.00
              per barrel. For example, if the Benchmark NYMEX Designated Oil Futures
              Contract (“Benchmark”) increases by one dollar in a given day, DCR will accrue
              interest on the Treasuries and will owe thirty-three cents per share
              of
              additional performance to the UCR trust and the interest earned under
              the income
              distribution agreement on the change of performance for the day. Because
              each
              paired holding share unit is created with a value equal to 50,000 shares
              of
              Up-MACRO Holding Shares at $20.00 plus the accrued net income and 50,000
              shares
              of Down-MACRO Holding Shares at $20.00 plus accrued net income. The
              holding
              shares are deposited into the tradeable trust and the Authorized Participant
              receives 50,000 shares of UCR and 50,000 shares of DCR at market prices
              with a
              combined value of $40.00 per shares unit plus accrued net income and
              the net
              impact of the next impact of the income distribution and settlement
              agreements.
              (see Exhibit 1c)
 
 Exhibit
              1c
 
 
 9
 For
              the
              year ended December 31, 2007, DCR’s underlying value tracked the Benchmark
              within an annual price differential of $.11694 (.00130% of DCR’s average daily
              underlying value). This average is made up of a daily range of $.01
              to
              $.05854 1  ascending up to the quarter-end ex dividend date of at which time the
              difference
              resets. (see Exhibit 1d).
  Exhibit
              1d
 
 
 1 The
                Actual Dividend on DCR for 2007 was $.46834 on a split adjusted basis.
                .
 10
 This
              difference in DCR’s underlying value and the Benchmark is due to the accrued
              interest of the Treasuries less expenses and the net impact of the
              income
              distribution and settlement contract agreements. For the year ended
              December 31,
              2007, DCR paid miscellaneous income of $0.46834 per share or an average
              quarterly income of $0.11709 per share. The distribution yield for
              DCR for the
              year was equivalent to 5.8% on the year end underlying value of $8.01
              per
              share.
 
 Twelve
              Designated Benchmark futures rolls occurred during the 2007 calendar
              year. The
              objective of DCR is to track the inverse performance of the designated
              Benchmark
              was achieved with extremely accurate tracking of 1.000 for the
              year.
 
 The
              mix
              of UCR and DCR investors has grown from mostly institutional investors
              in 2006
              to a significant proportion of retail investors looking to achieve
              long-term
              exposure to commodities, obtain a hedge against a portfolio of oil
              company
              stocks, or to express a directional view on oil prices. The secondary
              market for
              UCR and DCR reflected the daily changes in the combined underlying
              values and
              the expectations of investors in regards to the long-term price expectations
              implied by the oil futures curve. The oil futures curve changed significantly
              throughout the year as the market went from a steep contango during
              the first
              half of the year to a steep backwardation during the second half of
              the year.
              This market change caused a noticeable impact on the UCR and DCR premiums
              and
              discounts during the year. UCR went from a maximum premium of 16.65%
              when the
              oil futures curve was in contango to a maximum discount of 21.79% when
              the oil
              futures curve was in backwardation.
 
 The
              premiums and discounts were even more significant in DCR as the market
              value of
              DCR declined as oil prices rallied during the year and the daily price
              changes
              increased as a percent of the price of DCR causing increased price
              volatility.
              The maximum discount for DCR, when the futures curve was in contango,
              was 19.18%
              while in the second half of the year the maximum premium for DCR, when
              the
              market was in backwardation, went to 95.62%. Although the premium and
              discounts
              in UCR and DCR on a paired basis were generally equal and offsetting
              in dollar
              terms the percentages of change were not equal because the securities
              each had
              different dollar values in the market.
 
 The
              excess premium or discount on the combined value of DCR and UCR, where
              applicable, represented an average of 17 basis points throughout the
              year.
 .
 
 Due
              to
              the paired structure design and the scheduled twenty year term of MacroShares,
              supply and demand of UCR and DCR determine a portion of the pricing
              mix between
              the two products. Currently arbitrageurs in UCR and DCR trade at various
              points
              along the Oil futures curves as the premiums and discounts in UCR and
              DCR offer
              trading opportunities on the NYMEX. UCR and its’ ability to deliver long-term
              oil price returns at a later date than that of the current Benchmark
              is used in
              futures arbitrage transactions and DCR is often used by retail investors
              as part
              of their long-term hedge against a decline in the market price of oil
              company
              stocks or as an expression of their views on future oil prices.
 
 Creation
              and/or redemptions must occur for both UCR and DCR as one unit, accordingly,
              the
              underlying values of UCR and DCR including accrued interest equals
              the
              creation/redemption amount plus Trustee creation/redemption fees of
              $2,000 per
              transaction. For the year ended December 31, 2007, the paired market
              values
              tracked the paired underlying values within 17 basis points. Day to
              day the
              difference were varied, but collectively over the year were in line
              with
              competitive products through all of the various Oil cycles.
 
 For
              the
              period beginning with the launch of UCR and DCR and ending on December
              31, 2007,  UCR’s
              daily exchange price change exhibited a 0.9589% correlation to the
              underlying
              value changes in UCR. The average daily market price for 2007 of UCR,
              on a share
              split adjusted basis, was $24.13. The average daily price of UCR’s underlying
              value was $24.24. UCR ran an average daily dollar discount of $.11
              or .46% of
              the underlying value on a daily average. During the first two quarters,
              when the
              NYMEX futures curve was in contango, UCR traded at a premium to the
              Benchmark.
              This premium corresponded to the premium charged in the underlying
              NYMEX oil
              futures curve as the market looks further out in time. As prices moved
              higher
              the NYMEX oil futures curved moved to a steep backwardation and UCR’s market
              price began to trade at a discount to its underlying value. This discount
              continued for the remainder of the year as shown on Exhibit 2a. Exhibit
              2a shows
              the price performance of the market price of UCR versus the UCR underlying
              value. Also included in the chart are the Benchmark NYMEX Designated
              Oil Futures
              Contract on the date shown, and the one year forward NYMEX Oil Futures
              Contract
              as of the date shown. (see Exhibit 2a)
  11
 
 Exhibit
              2a
 
  For
              the
              year ended December 31, 2007, DCR’s daily exchange price change had a 60.7%
              correlation to its underlying value. The average daily share split
              adjusted
              market price of DCR was $16.09. DCR’s average daily share split adjusted
              underlying value was $15.91. For the year ended December 31, 2007,
              DCR ran an
              average daily dollar premium of $.18 which was 1.1332% of the underlying
              value
              DCR tracked the inverse price performance of the Benchmark NYMEX Designated
              Oil Futures Contract.
  Exhibit
              2b
 
 
 12
 From
              September 5, 2007 through December 31, 2007 DCR was priced at a premium
              to its’
underlying value The premium increased in DCR as the backwardation
              in the
              futures market increased and the underlying value of DCR declined.
              DCR reached a
              maximum premium of 95.62% on November 23, 2007 when the discount on
              UCR was at
              19.74%. Investors should note that on this date, in dollar terms, the
              discount
              on UCR was $6.48 per share and the premium on DCR was $6.99 for a net
              difference
              of $0.51. This excess premium over the actual value of $40.14 was equal
              to
              1.271% of their combined value.
 
 In
              summary, the anticipated performance of UCR and DCR, as measured by
              changes in
              underlying value, as defined within the UCR and DCR prospectuses has
              been
              achieved by the trusts. The market performance of UCR and DCR generally
              tracked
              the performance of the Benchmark for the year ended December 31, 2007.
              In 2007,
              MACRO Financial, LLC continued to educate investors on the MacroShares
              product
              structure and the performance investors received from the product during
              the
              various cycle changes occurring on the NYMEX oil futures curve. This
              education
              effort resulted in UCR and DCR combined stable asset levels during
              2007, an
              increase in the daily trading volume and an increase in the number
              of beneficial
              owners over the course of the year ended December 31, 2007.
 
 The
              overall product objectives of MacroMarkets continues to be the expansion
              of risk
              management tools and investment products that provide investors diverse
              long-term exposures to assets with desirable risk/return characteristics
              and
              lower correlations to equities, debt and cash. Investors, in addition
              to other
              available market information, may consider the trading information
              and
              performance results data discussed above, that was achieved during
              the first
              full year of trading under several major Oil market cycles, to enhance
              portfolios diversification and to increase the risk management tools.
              The
              expansion of risk management tools will be achieved through the continued
              development of enhanced passive product structures with clear investment
              objectives during 2008.
 
 **Review
              of Financial Results**
  Results
              of Operations
  During
              the year ended December 31, 2007, the Depositor declared a three for
              one share
              split. Accordingly, at December 31, 2006, the number of shares outstanding
              on a
              share split adjusted basis was 1,650,000. The decrease in shareholders’ equity
              during 2007, resulted from a net decrease in outstanding shares (150,000
              on
              share split adjusted basis) and an increase in realized and unrealized
              depreciation on the settlement contracts and the income distribution
              agreement
              aggregating approximately $10,600,000. Substantially all of this net
              decrease
              was directly attributable to the rise in oil prices during the year
              as reflected
              in the increased value of the settlement contracts with the Up-MACRO
              Holding
              Trust. At December 31, 2007, shareholders’ equity decreased to approximately
              $15,000,000 from approximately $31,200,000 at December 31, 2006.
 
 The
              Trust
              earned net investment income during the year ended December 31, 2007,
              of
              approximately $632,000. This amount, reduced by amounts paid to the
              Up-MACRO
              Holding Trust pursuant to the Income Distribution Agreement, was paid
              to
              shareholders for 2007.
  On
              November 29, 2006, the Down-MACRO Tradeable 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 200,000 Down-MACRO
              Holding
              Shares. Such shares were issued at their initial underlying value of
              $57.55 per
              share. Since this date, the Down-MACRO Tradeable Trust’s underlying value grew
              from approximately $11,500,000 at November 29, 2006 to approximately
              $32,400,000
              at December 31, 2006. The increase in underlying value resulted primarily
              from
              an increase in outstanding shares, which rose from 200,000 at November
              29, 2006
              to 550,000 at December 31, 2006 due to 350,000 shares (7 units, each
              unit
              consisting of 50,000 shares) being created and no units being redeemed
              during
              the period.
  *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.
  13
 *Cash
              Flows From Operations*
 
 **For
                        the Year**
                      **Ended**
                      **December
                        31, 2007**
                    
                    **For
                        the Period**
                      **Ended**
                      **December
                        31, 2006*****Cash
                        flows from operating activities:**$
                    (9,960,427
                    )
                    $
                    (275,148
                    )Net
                        lossAdjustments
                        to reconcile net loss to net cashprovided
                        by operating activities:Net
                        unrealized depreciation on settlement contracts andIncome
                        distribution agreement
                    
                    
                    11,000,127
                    
                    
                    346,147Settlement
                        payments in excess of realized gain onsettlement
                        contracts and income distribution agreement
                    
                    
                    1,191,153
                    
                    
                    -Increase
                        (decrease) in operating assets and liabilities:Interest
                        receivable
                    
                    
                    7,072
                    
                    
                    (16,719
                    )Operating
                        expense payable
                    
                    
                    78,399
                    
                    
                    33,576Net
                        cash provided by operations
                    
                    
                    2,316,324
                    
                    
                    87,856**Cash
                        flows from financing activities:**Contributions
                    
                    
                    24,055,535
                    
                    
                    33,030,944Redemptions
                    
                    
                    (28,734,713
                    )
                    
                    (2,000
                    )Distributions
                    
                    
                    (493,317
                    )
                    
                    -Net
                        cash (used in) provided by financing activities
                    
                    
                    (5,172,495
                    )
                    
                    33,028,944Net
                        increase (decrease) in cash and cash equivalents
                    
                    
                    (2,856,171
                    )
                    
                    33,116,800Cash
                        and cash equivalents, beginning of year
                    
                    
                    33,118,800
                    
                    
                    2,000Cash
                        and cash equivalents, end of year
                    
                    $
                    30,262,629
                    
                    $
                    33,118,800
 
 *
              For the
              period from November 29, 2006 (commencement of operations) through
              December 31,
              2006.
  *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
              Down-MACRO
              Tradeable Shares on the American Stock Exchange. For most of the reporting
              period, the fair value of these derivative contracts was determined
              to be their
              value based on the point on the NYMEX Oil futures curve most indicative
              of
              market prices of the Tradeable Shares. However, toward the end of the
              reporting
              period, the Administrative Agent determined that conditions affecting
              the Oil
              market, particularly a steep backwardation market, resulting in NYMEX
              Oil
              futures being not as reliable in representing fair value. At period
              end, the
              Administrative Agent determined, based on various inputs the most significant
              of
              which was transactions for the Down-MACRO Tradeable Shares in the open
              market,
              that fair valuation for these derivative contracts was more appropriately
              based
              upon such transactions.
  14
 As
              a
              result, the per share value on December 31, 2007 and 2006, for financial
              reporting purposes, based upon the fair valuation determination of
              the
              Administrative Agent was $10.04 and $18.92, respectively, after giving
              effect to
              the 3 for 1 share split on October 23, 2007. The per share Underlying
              Value on
              the same days were $8.01 and $19.66, respectively, after giving effect
              to the 3
              for 1 share split on October 23, 2007. The Administrative Agent will
              continue to
              evaluate the fair value of these derivative contracts for each financial
              reporting period..
  *Off-Balance
              Sheet Arrangements*
  The
              Down-MACRO Tradeable Trust is not a party to any off-balance sheet
              arrangements.
  **Item
              7A.**  **Quantitative
              and Qualitative Disclosures about Market Risk** ****
  The
              Down-MACRO Tradeable Trust sole assets are the Down-MACRO Holding Shares.
              As
              such, the Risk Factors included in Item 1A of this Form 10-K, describe
              the risks
              involved in investing in the Down-MACRO Holding Shares.
  **Item
              8.**  **Financial
              Statement and Supplementary Data** ****
  See
              Index
              to Financial Statements on page F-1 for a list of the financial statements
              being
              filed therein.
  **Item
              9.**  **Changes
              in and Disagreements with Accountants on Accounting and Financial
              Disclosure** ****
  There
              have been no changes in accountants and no disagreements with accountants
              on any
              matter of accounting principles or practices or financial statement
              disclosures
              during the year ended December 31, 2007.
  **Item
              9A**  **Controls
              and Procedures** ****
  **Conclusion
              Regarding the Effectiveness of Disclosure Controls and
              Procedures**
  The
              Depositor maintains disclosure controls and procedures that are designed
              to
              ensure that information required to be disclosed in the Down-MACRO
              Tradeable
              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 committee of MacroMarkets LLC, which has been authorized
              by
              resolutions adopted by the Board to oversee the financial reporting
              of the
              Down-MACRO Tradeable 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 Down-MACRO Tradeable 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 December 31, 2007, the Down-MACRO Tradeable Trust's disclosure
              controls and procedures were effective.
  There
              was
              no change in the Down-MACRO Tradeable Trust's internal controls over
              financial
              reporting that occurred during the Down-MACRO Tradeable Trust's most
              recently
              completed fiscal quarter ended December 31, 2007 that has materially
              affected,
              or is reasonably likely to materially affect, these internal
              controls.
  **Management's
              Report on Internal Control over Financial Reporting**
  The
              Depositor's management is responsible for establishing and maintaining
              adequate
              internal control over financial reporting, as defined under Exchange
              Act Rules
              13a-15(f) and 15d-15(f). The Down-MACRO Tradeable Trust's internal
              control over
              financial reporting is a process designed to provide reasonable assurance
              regarding the reliability of financial reporting and the preparation
              of
              financial statements for external purposes in accordance with accounting
              principles generally accepted in the United States. Internal control
              over
              financial reporting includes those policies and procedures that: (1)
              pertain to
              the maintenance of records that, in reasonable detail, accurately and
              fairly
              reflect the transactions and dispositions of the Down-MACRO Tradeable
              Trust's
              assets, (2) provide reasonable assurance that transactions are recorded
              as
              necessary to permit preparation of financial statements in accordance
              with
              generally accepted accounting principles, and that the Down-MACRO Tradeable
              Trust's receipts and expenditures are being made only in accordance
              with
              appropriate authorizations; and (3) provide reasonable assurance regarding
              prevention or timely detection of unauthorized acquisition, use, or
              disposition
              of the Down-MACRO Tradeable Trust's assets that could have a material
              effect on
              the financial statements.
  15
 Because
              of its inherent limitations, internal control over financial reporting
              may not
              prevent or detect misstatements. Also, projections of any evaluation
              of
              effectiveness to future periods are subject to the risk that controls
              may become
              ineffective because of changes in conditions, or that the degree of
              compliance
              with the policies or procedures may deteriorate.
  The
              Chief
              Executive Officer and Chief Financial Officer of the Depositor assessed
              the
              effectiveness of the Down-MACRO Tradeable Trust's internal control
              over
              financial reporting as of December 31, 2007. In making this assessment,
              they
              relied upon guidance set forth by the Committee of Sponsoring Organizations
              of
              the Treadway Commission (COSO) in Internal Control—Integrated Framework. Their
              assessment included an evaluation of the design of the Down-MACRO Tradeable
              Trust's internal control over financial reporting and testing of the
              operational
              effectiveness of its internal control over financial reporting. Based
              on their
              assessment and those criteria, the Chief Executive Officer and Chief
              Financial
              Officer of the Depositor believe that the Down-MACRO Tradeable Trust
              maintained
              effective internal control over financial reporting as of December
              31,
              2007.
  This
              annual report does not include an attestation report of the company’s registered
              public accounting firm regarding internal control over financial reporting.
              Management’s report was not subject to attestation by the company’s registered
              public accounting firm pursuant to temporary rules of the Securities
              and
              Exchange Commission that permit the company to provide only management’s report
              in this annual report.
  **PART
              III**
  **Item
              10.**  **Directors
              and Executive Officers of the Registrant**
  Not
              applicable.
  **Item
              11.**  **Executive
              Compensation**
  For
              the
              period from November 29, 2006 (the Date of Inception) through December
              31, 2006,
              the Trustee, the Administrative Agent, the Depositor, the Marketing
              Agent and
              Claymore Securities, Inc. in its former capacities, will receive total
              remuneration (including for services performed for the Down-MACRO Holding
              Trust)
              as follows:
  16
 **2007**
                    **2006****Related
                        Party**
                    **Amount
                        of****Remuneration****Due**
                    **Amount
                        of****Remuneration****Paid***
                    **Amount
                        of****Remuneration****Due**
                    **Amount
                        of****Remuneration****Paid***MACRO
                        Securities Depositor, LLC, Depositor
                    $0
                    $0**
                    $0
                    $0**Investors
                        Bank & Trust Company, as Trustee
                    $0
                    $0
                    $17,948
                    $17,948State
                        Street Bank, and Trust, as Trustee
                    $332,653
                    $332,653
                    $0
                    $0Claymore
                        Securities, Inc., as Administrative Agent and Marketing
                        Agent
                    $51,026
                    $0**
                    $7,345
                    $0**MACRO
                        Financial, LLC, as Marketing Agent
                    $46,939
                    $0**
                    $2,098
                    $0**MacroMarkets,
                        LLC as Administrative Agent
                    $76,473
                    $0**
                    $0
                    $0**
 
 *
                    Expenses
                        of the Down-MACRO tradeable trust are assumed by the Down-MACRO
                        holding
                        trust.
 **
                    The
                        Administrative Agent and each Marketing Agent have waived
                        their respective
                        fees for the period ended December 31, 2006. The Depositor
                        has received no
                        compensation and has assumed all expenses exceeding the annual
                        rate fee
                        cap of 1.60% of the Down-MACRO Asset Amount as defined in
                        the
                        prospectus.
  **Item
              12.**  **Security
              Ownership of Certain Beneficial Owners and Management**
  (a)
                    *Security
                        Ownership of Certain Beneficial Owners*.
                        The following table sets forth, as of December 31, 2007,
                        information with
                        respect to each person known to own beneficially more than
                        5% of the
                        outstanding shares of the Down-MACRO tradeable
                        trust
  **Name
                        and Address**
                    
                    **Amount
                        and Nature of**
                      **Beneficial
                        Ownership**
                    
                    **Percent
                        (%) of Class**BNP
                        Paribas Arbitrage SNC
                    
                    99,400
                        shares
                    
                    6.63Citigroup
                        Investment Research
                    
                    84,384
                        shares
                    
                    5.63
  (b)
                    *Security
                        Ownership of Management.*The
                        Trustee does not beneficially own any of the Down-Macro tradeable
                        shares.
  (c)
                    *Change
                        In Control*.
                        Neither the Depositor nor the trustee knows of any arrangements
                        which may
                        subsequently result in a change in control of the Down-MACRO
                        tradeable
                        trust.
  **Item
              13.**  **Certain
              Relationships and Related Transactions and Director
              Independence**
  The
              Down-MACRO Tradeable Trust has no directors or executive officers.
  17
 **Item
              14.**  **Principal
              Accountant Fees and Services**
  Fees
              for
              services performed by PricewaterhouseCoopers LLP (including for services
              performed for the Down-MACRO holding trust) for the period from the
              Date of
              Inception through December 31, 2007 were:
  **Year
                        Ended**
                      **December
                        31, 2007**
                    
                    **Period
                        ended**
                      **December
                        31, 2006**Audit
                        Fees*
                    
                    $
                    153,250
                    
                    $
                    75,000*Audit-related
                        Fees
                    
                    
                    -0-
                    
                    
                    -0-Tax
                        Fees
                    
                    
                    160,000
                    
                    
                    100,000All
                        other fees
                    
                    
                    -0-
                    
                    
                    -0-Total
                    
                    $
                    313,250
                    
                    $
                    175,000
  *In
              connection with the launch of the Down-MACRO holding trust and the
              Down-MACRO
              Tradeable Trust, PricewaterhouseCoopers LLP received fees of
              $86,500.
  Accountant
              fees of the Down-MACRO Tradeable Trust were assumed by the Down-MACRO
              Holding
              Trust.
  **Pre-Approval
              Policies and Procedures**
  As
              referenced in Item 10 above, the Down-MACRO Tradeable Trust has no
              board of
              directors, and as a result, has no audit committee or pre-approval
              policy or
              procedure. Such determinations are made by the Depositor.
  **PART
              IV**
  **Item
              15.**  **Exhibits
              and Financial Statement Schedules**
  (i)
                    Financial
                        Statements
  See
              Index
              to Financial Statements on Page F-1 for a list of the financial statements
              being
              filed herein.
  (ii)
                    Financial
                        Statement Schedules
  Schedules
              have been omitted since they are either not required, not applicable,
              or the
              information has otherwise been included.
  18
 (iii)
                    Exhibits
  **Exhibit****Number**
                    
                    **Description**—
                    
                    MACROshares
                        Oil Down Holding Shares and MACROshares Oil Down Tradeable
                        shares
                        prospectus*4.4.1
                    
                    1992
                        ISDA Master Agreement, dated November 24, 2006*4.4.2
                    
                    Schedule
                        to 1992 ISDA Master Agreement, dated November 24, 2006*4.5
                    
                    Income
                        Distribution Agreement, dated November 24, 2006*4.6
                    
                    Form
                        of Settlement Contract*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 a part of the Registration Statement
                        of the
                        MACROshares Oil Down Tradeable Trust File No. 333-135120
                        that was filed on
                        Form S-1 on March 13, 2008.**
  19
  **MACROshares
              Oil** **Down
              Tradeable Trust**
 **CONSOLIDATED
              FINANCIAL STATEMENTS**
 
 Consolidated
                        Financial Statements Index
                    
                    F-1Report
                        of Independent Registered Public Accounting Firm
                    
                    F-2Consolidated
                        Statements of Financial Condition at December 31, 2007 and
                        2006
                    
                    F-3Consolidated
                        Statements of Operations for the year ended December 31,
                        2007 and the
                        period****November
                        29, 2006 (Commencement of Operations) through December 31,
                        2006
                    
                    F-4Consolidated
                        Statements of Changes in Shareholders' Equity for the year
                        ended December
                        31, 2007 and the period November 29, 2006 (Commencement of
                        Operations)
                        through December 31, 2006
                    
                    F-5Consolidated
                        Statements of Cash Flows for the year ended December 31,
                        2007 and the
                        period November 29, 2006 (Commencement of Operations) through
                        December 31,
                        2006
                    
                    F-6Notes
                        to the Financial Statements
                    
                    F-7
 
 F-1
  **REPORT
              OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM**
  To
              the
              Trustee, Administrative Agent, and Shareholders of MACROshares Oil
              Down
              Tradeable Trust:
  In
              our
              opinion, the accompanying consolidated statements of financial condition,
              and
              the related consolidated statements of operations, of changes in shareholders'
              equity, and of cash flows present fairly, in all material respects,
              the
              financial position of MACROshares Oil Down Tradeable Trust and its
              subsidiary
              (collectively, the "Trust") at December 31, 2007 and 2006, and the
              results of
              their operations, the changes in their shareholders' equity, and their
              cash
              flows for the year ended December 31, 2007 and for the period November
              29, 2006
              (commencement of operations) through December 31, 2006, in conformity
              with
              accounting principles generally accepted in the United States of America.
              These
              financial statements are the responsibility of the Trust's management;
              our
              responsibility is to express an opinion on these financial statements
              based on
              our audits. We conducted our audits of these financial statements in
              accordance
              with the standards of the Public Company Accounting Oversight Board
              (United
              States). Those standards require that we plan and perform the audit
              to obtain
              reasonable assurance about whether the financial statements are free
              of material
              misstatement. An audit includes examining, on a test basis, evidence
              supporting
              the amounts and disclosures in the financial statements, assessing
              the
              accounting principles used and significant estimates made by management,
              and
              evaluating the overall financial statement presentation. We believe
              that our
              audits provide a reasonable basis for our opinion.
  PricewaterhouseCoopers
              LLP
 New
              York,
              New York
 March
              28,
              2008
   F-2
 **MACROshares
              Oil** **Down
              Tradeable Trust**
 **Consolidated
              Statements of Financial Condition**
  **December
                        31, 2007**
                    
                    **December
                        31, 2006****Assets**Cash
                        and cash equivalents
                    
                    $
                    30,262,629
                    
                    $
                    33,118,800Interest
                        receivable
                    
                    
                    9,647
                    
                    
                    16,719Total
                        assets
                    
                    $
                    30,272,276
                    
                    $
                    33,135,519**Liabilities
                        and Shareholders’ Equity**Settlement
                        contracts and income distribution agreementwith
                        the Up-MACRO Holding Trust
                    
                    $
                    15,020,152
                    
                    $
                    1,797,050Operating
                        expenses payable
                    
                    
                    111,975
                    
                    
                    33,576Distributions
                        payable to shareholders
                    
                    
                    77,161
                    
                    
                    81,860Total
                        liabilities
                    
                    
                    15,209,288
                    
                    
                    1,912,486**Shareholders’
                        Equity**Equity
                        attributable to Down-MACRO Tradeable Shares, $20and
                        $60 par value, unlimited amount authorized, 1,500,000and
                        550,000 issued and outstanding at December 31, 2007and
                        December 31, 2006, respectively
                    
                    
                    15,062,988
                    
                    
                    31,223,033Total
                        Shareholders’ Equity
                    
                    
                    15,062,988
                    
                    
                    31,223,033Total
                        Liabilities and Shareholders’ Equity
                    
                    $
                    30,272,276
                    
                    $
                    33,135,519
 
 *See
              notes to the consolidated financial statements*
  F-3
  **MACROshares
              Oil** **Down
              Tradeable Trust**
 **Consolidated
              Statements of Operations**
  **For
                        the Year Ended**
                      **December
                        31, 2007**
                    
                    **For
                        the Period Ended**
                      **December
                        31, 2006*****Investment
                        Income**Interest
                    
                    $
                    1,004,935
                    
                    $
                    104,575Total
                        investment income
                    
                    
                    1,004,935
                    
                    
                    104,575**Expenses******Operating
                        expenses
                    
                    
                    372,136
                    
                    
                    33,576Net
                        investment income
                    
                    
                    632,799
                    
                    
                    70,999**Realized
                        and Unrealized Gain (Loss)**Net
                        increase in unrealized depreciation on settlementcontracts
                        and income distribution agreement
                    
                    
                    (11,000,127
                    )
                    
                    (346,147
                    )Net
                        realized gain on settlementcontracts
                        and income distribution agreement
                    
                    
                    406,901
                    
                    
                    -Net
                        realized and unrealized loss
                    
                    
                    (10,593,226
                    )
                    
                    (346,147
                    )Net
                        loss
                    
                    $
                    (9,960,427
                    )
                    $
                    (275,148
                    )Net
                        loss per share - See Note E
                    
                    $
                    (8.59
                    )
                    $
                    (0.24
                    )Weighted
                        average shares outstanding - See Note E
                    
                    
                    1,159,178
                    
                    
                    1,159,092
  *
              For the
              period from November 29, 2006 (commencement of operations) through
              December 31,
              2006.
  *See
              notes to the consolidated financial statements*
  F-4
  **MACROshares
              Oil** **Down
              Tradeable Trust**
 **Consolidated
              Statements of Changes in Shareholders’ Equity**
  **Down-MACRO**
                      **Tradeable
                        Shares**
                    
                    **Founders’**
                      **Shares**
                    
                    **Total****Shareholders’
                        Equity, November 29, 2006**
                    
                    $
                    -
                    
                    $
                    2,000
                    
                    $
                    2,000Contributions
                    
                    
                    31,580,041
                    
                    
                    -
                    
                    
                    31,580,041Distributions
                        ($0.0496 per share - See Note E)
                    
                    
                    (81,860
                    )
                    
                    -
                    
                    
                    (81,860
                    )Redemptions
                    
                    
                    -
                    
                    
                    (2,000
                    )
                    
                    (2,000
                    )Net
                        loss
                    
                    
                    (275,148
                    )
                    
                    -
                    
                    
                    (275,148
                    )**Shareholders’
                        Equity, December 31, 2006**
                    
                    $
                    31,223,033
                    
                    $
                    -
                    
                    $
                    31,223,033Contributions
                    
                    
                    20,697,713
                    
                    
                    -
                    
                    
                    20,697,713Distributions
                        ($0.4863 per share - See Note E)
                    
                    
                    (488,618
                    )
                    
                    -
                    
                    
                    (488,618
                    )Redemptions
                    
                    
                    (26,408,713
                    )
                    
                    -
                    
                    
                    (26,408,713
                    )Net
                        loss
                    
                    
                    (9,960,427
                    )
                    
                    -
                    
                    
                    (9,960,427
                    )**Shareholders’
                        Equity, December 31, 2007**
                    
                    $
                    15,062,988
                    
                    $
                    -
                    
                    $
                    15,062,988
  **Down-MACRO**
                      **Tradeable**
                      **Shares**
                    
                    **Founders’**
                      **Shares**
                    
                    **Total****Share
                        Activity****Shares
                        Outstanding, November 29, 2006**
                    
                    
                    -
                    
                    
                    2,000
                    
                    
                    2,000Contributions
                    
                    
                    550,000
                    
                    
                    -
                    
                    
                    550,000Redemptions
                    
                    
                    -
                    
                    
                    (2,000
                    )
                    
                    (2,000
                    )**Shares
                        Outstanding, December 31, 2006**
                    
                    
                    550,000
                    
                    
                    -
                    
                    
                    550,000Shares
                        issued as a result of share split
                    
                    
                    700,000
                    
                    
                    -
                    
                    
                    700,000Contributions
                    
                    
                    700,000
                    
                    
                    -
                    
                    
                    700,000Redemptions
                    
                    
                    (450,000
                    )
                    
                    -
                    
                    
                    (450,000
                    )**Shares
                        Outstanding, December 31, 2007**
                    
                    
                    1,500,000
                    
                    
                    -
                    
                    
                    1,500,000
  *See
              notes to the consolidated financial statements*
  F-5
  **MACROshares
              Oil** **Down
              Tradeable Trust**
 **Consolidated
              Statements of Cash Flows**
  **For
                        the Year**
                      **Ended**
                      **December
                        31, 2007**
                    
                    **For
                        the Period**
                      **Ended**
                      **December
                        31, 2006*****Cash
                        flows from operating activities:**$
                    (9,960,427
                    )
                    $
                    (275,148
                    )Net
                        lossAdjustments
                        to reconcile net loss to net cashprovided
                        by operating activities:Net
                        unrealized depreciation on settlement contracts andIncome
                        distribution agreement
                    
                    
                    11,000,127
                    
                    
                    346,147Settlement
                        payments in excess of realized gain onsettlement
                        contracts and income distribution agreement
                    
                    
                    1,191,153
                    
                    
                    -Increase
                        (decrease) in operating assets and liabilities:Interest
                        receivable
                    
                    
                    7,072
                    
                    
                    (16,719
                    )Operating
                        expense payable
                    
                    
                    78,399
                    
                    
                    33,576Net
                        cash provided by operations
                    
                    
                    2,316,324
                    
                    
                    87,856**Cash
                        flows from financing activities:**Contributions
                    
                    
                    24,055,535
                    
                    
                    33,030,944Redemptions
                    
                    
                    (28,734,713
                    )
                    
                    (2,000
                    )Distributions
                    
                    
                    (493,317
                    )
                    
                    -Net
                        cash (used in) provided by financing activities
                    
                    
                    (5,172,495
                    )
                    
                    33,028,944Net
                        increase (decrease) in cash and cash equivalents
                    
                    
                    (2,856,171
                    )
                    
                    33,116,800Cash
                        and cash equivalents, beginning of year
                    
                    
                    33,118,800
                    
                    
                    2,000Cash
                        and cash equivalents, end of year
                    
                    $
                    30,262,629
                    
                    $
                    33,118,800
  *
              For the
              period from November 29, 2006 (commencement of operations) through
              December 31,
              2006.
  *See
              notes to the consolidated financial statements*
  F-6
  **MACROshares
              Oil Down** **Tradeable
              Trust**
 **NOTES
              TO THE FINANCIAL STATEMENTS**
 **December
              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 Down Tradeable
              Trust (the " **Down-MACRO
              Tradeable Trust** " ),
              the
              Claymore MACROshares Oil Up Tradeable Trust (the " **Up-MACRO
              Tradeable Trust** " ),
              the
              Claymore MACROshares Oil Down Holding Trust (the " **Down-MACRO
              Holding Trust** " )
              and the
              Claymore MACROshares Oil Up Holding Trust (the " **Up-MACRO
              Holding Trust** " ).
              Each
              of the trusts was formed under the laws of the State of New York on
              November 15,
              2006.
  On
              August
              17, 2007, MacroMarkets LLC and Claymore Group, Inc. entered into a
              binding
              agreement pursuant to which (i) Claymore Securities, Inc., a wholly-owned
              subsidiary of Claymore Group Inc., (A) resigned as a marketing agent
              for the
              Down-MACRO Tradeable Shares, effective August 17, 2007, with MACRO
              Financial,
              LLC, which was acting as an additional marketing agent for the Down-MACRO
              Tradeable shares, assuming all of Claymore Securities, Inc.’s duties as
              marketing agent and (B) resigned as the administrative agent for the
              Down-MACRO
              Tradeable Trust, effective September 30, 2007, (ii) Claymore Group
              Inc. sold its
              equity interest in MACRO Securities Depositor, LLC to MacroMarkets
              LLC on August
              18, 2007 and (iii) the Claymore MACROshares Oil Down Tradeable Trust
              and
              Claymore MACROshares Oil Down Tradeable Shares were renamed the “MACROshares Oil
              Tradeable Holding Trust” and the “MACROshares Oil Down Tradeable Shares”,
              respectively. MacroMarkets, LLC was appointed as the successor Administrative
              Agent and accepted such appointment pursuant to the Third Amended and
              Restated
              Trust Agreement for the Down-MACRO Tradeable Shares, dated as of October
              1,
              2007, and entered into among the Trustee, MacroMarkets LLC, as Administrative
              Agent, MACRO Securities Depositor, LLC, as Depositor and MACRO Financial,
              LLC,
              as Marketing Agent.
  The
              Down-MACRO Holding Trust and the Up-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 October 1, 2007. Operations of the Down-MACRO
              Holding
              Trust and Down-MACRO Tradeable Trust commenced on November 29, 2006.
              No
              creations or other activity occurred between November 24, 2006 and
              the
              commencement date. 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 Treadable Trust, for a total initial
              deposit 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 Treadable Trust was redeemed and returned to the Depositor
              and Claymore
              Securities, Inc. Each of the Paired Holding Trusts issues shares (which
              are
              referred to, respectively, as " **Down-MACRO
              Holding Shares** " and " **Up-MACRO
              Holding Shares** " and,
              collectively, as " **Paired
              Holding Shares** " )
              in
              minimum aggregations called " **MACRO
              Units,** " each of
              which consists of 50,000 Down-MACRO Holding Shares and 50,000 Up-MACRO
              Holding
              Shares. The objective of the Paired Holding Trusts is, in the case
              of the
              Down-MACRO Holding Trust, to provide investors with investment returns
              that
              correspond inversely with changes in the price of NYMEX crude oil futures
              contracts within the range from (i) zero to (ii) twice the starting
              level of and
              $60 (the " **Starting
              Level** " )
              and, in
              the case of the Up-MACRO Holding Trust, to provide investors with investment
              returns that correspond 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 $40
              and $0 to $120 for the year ended December 31, 2007 and for the period
              from
              November 29, 2006 (commencement of operations) through December 31,
              2006,
              respectively. There can be no assurance that the Paired Holding Trusts
              will
              achieve their investment objective.
  The
              Depositor, State Street Bank and Trust Company, as Trustee (in such
              capacity,
              the " **Trustee** " ),
              MacroMarkets LLC, as administrative agent and MACRO Financial, LLC
              as Marketing
              Agent (in such capacities, the " **Administrative
              Agent** " and the " **Marketing
              Agent** " ),
              respectively, have entered into trust agreements that govern the activities
              of
              the Down-MACRO Tradeable Trust and the Down-MACRO Holding Trust and
              specify the
              terms of the shares issued by the Down-MACRO Tradeable Trust (the " **Down-MACRO
              Tradeable Shares** " )
              and the
              Down-MACRO Holding Shares, respectively. The Down-MACRO Tradeable Trust
              issues
              the Down-MACRO Tradeable Shares on a continuous basis in exchange for
              deposits
              of Down-MACRO Holding Shares. Down-MACRO Tradeable Shares are only
              issued or
              exchanged for the underlying Down-MACRO Holding Shares in connection
              with the
              deposit of Down-MACRO Holding Shares into the Down-MACRO Tradeable
              Trust or the
              withdrawal of Down-MACRO Holding Shares from the Down-MACRO Tradeable
              Trust. One
              Down-MACRO Tradeable Share is issued for each Down-MACRO Holding Share
              deposited
              into the Down-MACRO Tradeable Trust. The per share " **underlying
              value** "
              of one
              Down-MACRO Tradeable Share is always equal to the underlying value
              of one
              Down-MACRO Holding Share. The underlying value of the Down-MACRO Holding
              Trust's
              shares represents that portion of the proceeds of the assets of the
              Down-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 Down-MACRO Holding Trust were
              to make a
              final distribution on the Down-MACRO Holding Shares. The Down-MACRO
              Tradeable
              Trust would pass through such final distribution to holders of Down-MACRO
              Tradeable Shares. The underlying value per share of the Down-MACRO
              Holding Trust
              at December 31, 2007 was $8.01 and $58.98 ($19.66 after giving effect
              to the
              share split described at Note E) at December 31, 2006. Paired Holding
              Shares are
              only created and redeemed, and Down-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
              Down-MACRO Tradeable Share represents an undivided beneficial interest
              in the
              pool of Down-MACRO Holding Shares deposited in the Down-MACRO Tradeable
              Trust.
              Issuances and redemptions of Down-MACRO Holding Shares and Down-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** " ).
  F-7
 The
              assets of the Down-MACRO Tradeable Trust consist solely of the Down-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 Down-MACRO Holding Trust and $500 into the Down-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
              Down-MACRO
              Holding Trust and the Down-MACRO Tradeable Trust was redeemed and returned
              to
              the Depositor and Claymore Securities, Inc. The Down-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 Down-MACRO Tradeable Shares may
              diverge from
              the closing per share underlying value of the Down-MACRO Tradeable
              Trust. Based
              on market demand the Down-MACRO Tradeable Shares may trade at a premium
              or a
              discount to their per share underlying value.
  The
              assets of the Down-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 Down-MACRO Holding Trust is entitled to receive from,
              or is
              required to make to, the Up-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 Down-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 Down-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.
  F-8
 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 Down-MACRO Holding Trust is obligated to pay a portion
              of its
              income to the Up-MACRO Holding Trust or entitled to receive a portion
              of the
              Up-MACRO Holding Trust's income, based on the percentage change of
              the Closing
              Price and the Starting Level on each day of the calendar quarter between
              distribution dates. The Down-MACRO Holding Trust's daily income for
              the purposes
              of determining underlying value recorded under the Income Distribution
              Agreement
              reflects either an asset receivable due it or a liability payable by
              it, based
              upon the difference in the daily value of the Closing Price and its
              Starting
              Level. A payment is made by one of the Paired Holding Trusts to the
              other on
              each quarterly distribution date and the Down-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 Up-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.
  If
              the Up-MACRO Holding Trust has no available income on any distribution
              date,
              then it will not make any payment under the Income Distribution Agreement
              that
              it may otherwise have been required to make to the Down-MACRO Holding
              Trust.
              Similarly, if on any distribution date the proceeds of the treasuries
              in the
              Down-MACRO Holding Trust minus its fee deduction amount are equal to
              or less
              than the Down-MACRO aggregate par amount, then the Down-MACRO Holding
              Trust will
              not have any available income and it will not make any payment under
              the Income
              Distribution Agreement that it may otherwise have been required to
              make to the
              Up-MACRO Holding Trust on that distribution date. If either of the
              paired
              holding trusts fails to make a payment under the Income Distribution
              Agreement
              on any distribution date because it does not have any available income,
              that
              trust will not be required to make up that payment on any subsequent
              distribution date, even if it has funds available to do so.
  If
              on any distribution date the Up-MACRO Holding Trust does not have any
              available
              income and does not receive any available income from the Down-MACRO
              Holding
              Trust, it will not make any quarterly distribution to its shareholders
              on that
              distribution date. The Up-MACRO Holding Trust is not required to make
              quarterly
              distributions in any stated amount and if no funds are available to
              make a
              quarterly distribution on any distribution date, no amounts will be
              payable with
              respect to that distribution date on any subsequent date.
  B.
                    Significant
                        Accounting Policies
  The
              following is a summary of the significant accounting policies that
              are
              consistently followed by the Down-MACRO Holding Trust in the preparation
              of its
              financial statements.
  **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 periods presented
              in
              the accompanying financial statements (the " **Reporting
              Periods** " ).
              Actual
              results could differ from those estimates.
  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.
  The
              Down-MACRO Treadable Trust revised and reclassified certain amounts
              within the
              December 31, 2006 statement of cash flows in order to better present
              the effects
              of realized and unrealized gains and losses on the settlement contracts
              and the
              income distribution agreement classified within operating cash flows
              separate
              and apart from the amounts classified as part of contributions within
              financing
              cash flows.
  F-9
 **Consolidation**
  The
              consolidated financial statements include the accounts of the Down-MACRO
              Tradeable Trust and the Down-MACRO Holding Trust. Throughout the reporting
              periods, the Tradeable Trust has owned all of the issued and outstanding
              shares
              of the Holding Trust; accordingly, no minority interest in earnings
              has been
              recorded. All intercompany accounts and transactions have been eliminated
              in
              consolidation.
  **Cash
              and Cash Equivalents**
  The
              Down-MACRO Holding Trust considers all highly liquid investments with
              original
              maturities of less than 90 days to be cash equivalents.
  The
              Down-MACRO Holding Trust invests in debt securities issued by the U.S.
              government and repurchase agreements (or " **repo** s")
              collateralized by U.S. government securities, which have, in each case,
              remaining maturities or terms of less than ninety (90) days. The Down-MACRO
              Holding Trust may enter into repurchase agreements with banks and broker-dealers
              whereby the Down-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 Down-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 Down-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 Down-MACRO holding shares as part of a MACRO Unit in a
              Paired
              Subsequent Issuance, the Down-MACRO Holding Trust enters into a new
              Settlement
              Contract with the Up-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 Down-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 Up-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 Up-MACRO Holding Trust. The settlement payments per
              share made or
              received pursuant to the Settlement Contracts are based on 1/3 of the
              difference
              between the Closing Price and its Starting Level on the day on which
              a
              redemption order for Paired Holding Shares is delivered to the Administrative
              Agent. Prior
              to the share split described in Note E, such payments were made at
              the rate of
              100% of such difference. The
              final
              distribution on the Down-MACRO Holding Shares depends upon the settlement
              payment that the Down-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 Down-MACRO Holding Trust.
 
 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 Down-MACRO Holding
              Trust
              under the Settlement Contract. If the Closing Price exceeds its Starting
              Level,
              a liability is recorded as being due to the Up-MACRO Holding Trust
              under the
              Settlement Contracts. If the Closing Price is less than its Starting
              Level, an
              asset receivable from the Up-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 Down-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 Down-MACRO Holding Trust
              as of
              December 31, 2007 and December 31, 2006 on various creation or redemption
              dates
              during the Reporting Periods for financial reporting purposes was different
              from
              the value used to determine underlying value, as defined
              previously.
 
 F-10
 **Income
              Distribution Agreement**
  Under
              the
              Income Distribution Agreement with the Up-MACRO Holding Trust, the
              Down-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 Up-MACRO
              Holding Trust
              or (2) entitled to receive all or a portion of the Up-MACRO Holding
              Trust's
              income, after the Up-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 Down-MACRO Holding Trust records a payment
              obligation
              payable to the Up-MACRO Holding Trust under the Income Distribution
              Agreement as
              a liability payable for that day. If the Closing Price is less than
              its Starting
              Level on any New York Business Day, the Down-MACRO Holding Trust records
              an
              asset receivable from the Up-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 Down-MACRO Holding
              Trust
              are netted in order to determine whether it will make a payment to,
              or be
              entitled to receive a payment from, the Up-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 income distribution contract
              is recorded
              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 held by the Down-MACRO Holding Trust as of December 31, 2007
              and
              December 31, 2006 on various creation or redemption dates during the
              Reporting
              Periods for financial reporting purposes was different from the value
              used to
              determine underlying value, as defined previously.
  **Federal
              Income Taxes**
  The
              Down-Tradeable Trust is treated as a grantor trust for federal income
              tax
              purposes and therefore, no provision for federal income taxes is required.
              The
              Down-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
  All
              operating expenses of the Down-MACRO Tradeable Trust are paid by the
              Down-MACRO
              Holding Trust. Because the Down-MACRO Tradeable Trust invests solely
              in the
              shares of the Down-MACRO Holding Trust, its investments are subject
              to the
              operating expenses charged by the Down-MACRO Holding Trust.
  Operating
              expenses are deducted daily from the income earned by the Down-MACRO
              Holding
              Trust (and, if income is insufficient during any quarter, from the
              assets of the
              Down-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 Down-MACRO
              Holding
              Trust on each day (the " **Down-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 Down-MACRO Holding Trust
              and (ii) a
              rate of 150 basis points per annum thereafter.
  F-11
 C1.
                    Related
                        Party Expenses and Waivers
  If
              actual
              operating expenses incurred by the Down-MACRO Holding Trust and the
              Down-MACRO
              Tradeable Trust exceed the applicable fee deduction annual rate of
              160 or 150
              basis points, MacroMarkets LLC and MACRO Financial, LLC 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.
  During
              the period from January 1, 2007 through September 30, 2007, Claymore
              Securities,
              Inc. made all investment decisions for the Down-MACRO Tradeable Trust
              and
              beginning October 1, 2007 the investment decisions were made by MacroMarkets,
              LLC. Pursuant to the Down-MACRO Holding Trust Agreement, the Down-MACRO
              Tradeable Trust pays MacroMarkets LLC a fee that accrues daily at an
              annualized
              rate of 0.35% of the Down-MACRO Asset Amount for acting as the Administrative
              Agent. The fees for the year ended December 31, 2007 and for the year
              ended
              December 31, 2007 and for the period from November 29, 2006 (commencement
              of
              operations) through December 31, 2006 were $23,258 and $7,345, respectively,
              all
              of which were waived.
  The
              Down-MACRO Holding Trust pays (a) MacroMarkets LLC (i) in addition,
              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
              Down-MACRO
              Asset Amount, (ii) a structuring fee for structuring the product, which
              accrues
              at an annualized rate of 0.20% on the Down-MACRO Asset Amount and pays
              (b) MACRO
              Financial, LLC, an affiliate of MacroMarkets LLC, a marketing fee for
              acting as
              Marketing Agent for the trust, which accrues daily at an annualized
              rate of
              0.10% of the Down-MACRO Asset Amount. Prior to August 17, 2007, Claymore
              Securities, Inc. also acted as marketing agent for the Trusts. The
              Claymore
              Securities, Inc. fees for acting in this capacity for the period January
              1, 2007
              through August 17, 2007 were $34,465 all of which were waived by Claymore
              Securities, Inc. The MacroMarkets LLC and MACRO Financial, LLC fees
              for acting
              in these capacities for the year ended December 31, 2007 and for the
              period from
              November 29, 2006 (commencement of operations) through December 31,
              2006 were
              $116,715 and $8,394, respectively, all of which were waived by MacroMarkets
              LLC
              and MACRO Financial, LLC. Through December 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 Down-MACRO Holding Trust, the Trustee receives
              a fee with
              respect to the services for the Down-MACRO Holding Trust at an amount
              equal to
              the product of a per annum rate of 0.08% on the first $200 million,
              0.10% on the
              next $200 million, and 0.12% on assets in excess of $400 million and
              the
              Down-MACRO Asset Amount on such day. During the Reporting Period, a
              minimum
              Trustee fee was allocated to the Down-MACRO Holding Trust. Trustee
              fees for the
              year ended December 31, 2007 and for the period from November 29, 2006
              (commencement of operations) through December 31, 2006 were $332,653
              and
              $17,948, respectively. In addition, the Trustee receives a fee of $2,000
              directly from the Authorized Participants in connection with each paired
              issuance or paired optional redemption.
  State
              Street Bank and Trust Company, a Massachusetts trust company, as the
              successor
              to State Street Bank and Trust Company, is the " **Custodian** " of the
              Trust assets on behalf of the Down-MACRO Holding Trust.
  D.
                    Distributions
  The
              Trustee of the Down-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 Down-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
              Down-MACRO Holding Trust have been paid. 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
              Down-MACRO Holding Trust under the Income Distribution Agreement, and
              all
              paid-in interest associated with any paired issuances. The trustee
              for the
              Down-MACRO Tradeable Trust will pass through to each holder of the
              Down-MACRO
              Tradeable Shares, that holder’s proportionate share of the Quarterly
              Distribution that the Down-MACRO Holding Trust made to the Down-MACRO
              Tradeable
              Trust on the date it receives that Quarterly Distribution. The Distribution
              date, Record Date and Distribution Payment Date for the Down-MACRO
              Tradeable
              Trsut are the same dates as for the Down-MACRO Holding Trust. For the
              quarters
              ended December 31, 2007, September 30, 2007, June 30, 2007, and March
              31, 2007,
              the distributions were approximately $0.0514, $0.2817, $0.4431, and
              $0.5259 per
              share, respectively ($0.0514, $0.0939, $0.1477, and $0.1753 per share,
              respectively, after giving effect to the share split described in Note
              E). For
              the period ended December 31, 2006, the distribution was approximately
              $0.1488
              per share ($0.0496 per share after giving effect to the share split
              described in
              Note E).
  F-12
 E.
                    Share
                        Transactions
  On
              October 2, 2007, the Depositor announced a three-for-one split of the
              MACROshares Oil Down Holding Shares (formerly known as the Claymore
              MACROshares
              Oil Down Holding Shares). Each shareholder of record at the close of
              business on
              October 19, 2007 received two additional shares for every one share
              held on the
              record date. The payable date for the additional shares was October
              22, 2007.
              Trading began on a split adjusted basis on October 23, 2007. The total
              number of
              authorized shares remains unlimited and the associated par value was
              reduced
              from $60 to $20 by this action. All references to the number of shares
              outstanding, contributed and redeemed in these Financial Statements
              and Notes to
              the Financial Statements have not been retroactively adjusted to give
              effect to
              the share split. The net loss per share and weighted average shares
              outstanding
              disclosed in the Statement of Operations and the per share distribution
              amounts
              disclosed in the Statement of Changes in Shareholders’ Equity have been restated
              to give effect to the share split.
  For
              the
              year ended December 31, 2007, 1,400,000 of the Down-Macro Holding Trust
              shares
              were created, 700,000 of which is due to the issuance of the share
              split, at the
              value of the equity attributable to such units of $20,697,713, with
              an
              underlying value of $19,394,000. The Down-MACRO Holding Trust receives,
              for each
              share issued, cash equal to the par value 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/decrease 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. Accordingly, such increase/decrease in fair value is included
              as
              part of the contributions/redemptions in the Statement of Changes in
              Shareholders' Equity. For the year ended December 31, 2007, 450,000
              of
              Down-MACRO Holding Trust shares were redeemed at the value of the equity
              attributable to such shares of $26,408,713 with an underlying value
              of
              $28,734,713.
  F.
                    Indemnifications
  Under
              the
              Down-MACRO Holding Trust's trust agreement and under the Authorized
              Participant
              Agreement, the Depositor, the Trustee, NYMEX, the Authorized Participants
              and
              MacroMarkets LLC are indemnified by the Down-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 Down-MACRO
              Holding
              Trust that is not the result of gross negligence, bad faith, willful
              misconduct
              or reckless disregard on their part. The Down-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 Down-MACRO
              Holding
              Trust based on events that have not yet occurred. However, the Down-MACRO
              Holding Trust expects the risk of loss to be remote.
  G.
                    Recent
                        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 Down-MACRO
              Holding Trust
              is currently evaluating the impact the adoption of SFAS No. 157 will
              have on the
              Down-MACRO Tradeable Trust's consolidated financial statement
              disclosures.
  In
              February 2007, the FASB issued FAS No. 159, “The Fair Value Option for
              Financial Assets and Financial Liabilities - Including an amendment
              of FASB
              Statement No. 115”, (“FAS 159”) which permits entities to choose to measure
              many financial instruments and certain other items at fair value at
              specified
              election dates. A business entity is required to report unrealized
              gains and
              losses on items for which the fair value option has been elected in
              earnings at
              each subsequent reporting date. This statement is expected to expand
              the use of
              fair value measurement. FAS 159 is effective for financial statements
              issued for
              fiscal years beginning after November 15, 2007, and interim periods within
              those fiscal years, and is applicable beginning in the first quarter
              of 2008. We
              are currently evaluating the impact that FAS 159 will have on our financial
              statements.
  F-13
 On
              June
              18, 2007, the American Institute of Certified Public Accountants' (AICPA)
              Accounting Standards Executive Committee (AcSEC) issued Statement of
              Position
              (SOP) 07-1, "Clarification of the Scope of the Audit and Accounting
              Guide"
              Investment Companies and "Accounting by Parent Companies and Equity
              Method
              Investors for Investments in Investment Companies." The SOP provides
              guidance
              for determining whether an entity is within the scope of the AICPA
              Audit and
              Accounting Guide for Investment Companies (the Guide). For those entities
              that
              are investment companies under the SOP, it also addresses whether the
              specialized industry accounting principles of the Guide should be retained
              by a
              parent company in consolidation or by an investor that has the ability
              to
              exercise significant influence over the investment company and applies
              the
              equity method of accounting to its investment in the entity (referred
              to as an
              equity method investor). In addition, the SOP includes certain disclosure
              requirements for parent companies and equity method investors in investment
              companies that retain Investment Company accounting in the parent company's
              consolidated financial statements or the financial statements of an
              equity
              method investor. SOP 07-1 is effective for fiscal years beginning on
              or after
              December 15, 2007. The Depositor of the Down-MACRO Holding Trust is
              currently
              evaluating the scope of SOP 07-1 and the impact it will have on the
              Down-MACRO
              Holding Trust's financial statement disclosures. On October 17, 2007,
              the FASB
              agreed to propose an indefinite delay in the effective date of SOP
              07-01 and for
              entities that meet the definition of an investment company in SOP 07-01,
              of FSP
              46 (R)-7, Application of FASB Interpretation No 46 (R) to Investment
              Companies.
              The Depositor of the Down-MACRO Tradeable Trust is currently evaluating
              the
              scope of SOP 07-01 and the impact it will have on the Down-MACRO Treadeable
              Trust’s consolidated financial statement disclosures.
  In
              December 2007, the FASB issued SFAS No. 160, “ *Noncontrolling
              Interests in Consolidated Financial Statements, an Amendment of ARB
              No.
              51”* (“ *SFAS
              160”* ). SFAS
              160 amends ARB 51 to establish accounting and reporting standards for
              the
              noncontrolling interest in a subsidiary and for the deconsolidation
              of a
              subsidiary. An ownership interest in subsidiaries held by parties other
              than the
              parent should be presented in the consolidated statement of financial
              position
              within equity, but separate from the parent’s equity. SFAS 160 requires that
              changes in a parent’s ownership interest while the parent retains its
              controlling financial interest in its subsidiary should be accounted
              for
              similarly as equity transactions. When a subsidiary is deconsolidated,
              any
              retained noncontrolling equity investment in the former subsidiary
              should be
              initially measured at fair value, with any gain or loss recognized
              in earnings.
              SFAS 160 requires consolidated net income to be reported at amounts
              that include
              the amounts attributable to both the parent and the noncontrolling
              interest. It
              also requires disclosure, on the face of the consolidated income statement,
              of
              the amounts of consolidated net income attributable to the parent and
              to the
              noncontrolling interests. SFAS 160 is effective for fiscal years (including
              interim periods within those fiscal years) beginning on or after December
              15,
              2008. Earlier adoption is prohibited. The statement shall be applied
              prospectively as of the beginning of the fiscal year in which it is
              initially
              applied, except for the presentation and disclosure requirement which
              shall be
              applied retrospectively for all periods presented. The Trust is currently
              evaluating the impact SFAS 160 will have on its consolidated financial
              statements.
  In
              December 2007, the FASB ratified *EITF
              Issue No. 07-01, “Accounting for Collaborative Arrangements”* (“ *EITF
              07-01”* ) *.* EITF
              07-01 defines collaborative arrangements and establishes reporting
              requirements
              for transactions between participants in a collaborative arrangement
              and between
              participants in the arrangement and third parties. EITF 07-01 also
              establishes
              the appropriate income statement presentation and classification for
              joint
              operating activities and payments between participants, as well as
              the
              sufficiency of the disclosures related to these arrangements. EITF
              07-01 is
              effective for fiscal years beginning after December 15, 2008. The Trust
              is
              currently evaluating the impact EITF 07-01 will have on its consolidated
              financial statements.
  H.
                    Concentration
                        Risk
  The
              Down-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 Down-MACRO Holding Trust comes from
              fluctuations
              in the Closing Price of crude oil futures contracts. The minimum price
              level of
              crude oil futures for which the Down-MACRO Holding Trust can deliver
              investment
              returns at underlying value corresponding inversely to the change in
              price of
              such crude oil futures is equal to $0.00. (Conversely, 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 change in price of
              such crude
              oil futures is equal to zero.) Also, the Down-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. In addition, State Street Bank
              and Trust
              Company holds 100% of the cash and cash equivalents on deposit. There
              are risks
              in terms of exposure to State Street Bank and Trust Company in that
              the
              Down-MACRO Holding Trust may potentially lose all or a portion the
              cash that is
              held at State Street Bank and Trust Company.
  F-14
 I.
                    Termination
                        of the Trust
  The
              Down-MACRO Holding Trust will be terminated in December of 2026. On
              such date,
              the holders of any Down-MACRO Holding Shares which remain outstanding
              will
              receive the net assets of the Down-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 Down-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 Down-MACRO Holding Trust would be entitled to receive all
              but 15% of
              the Up-MACRO Holding Trust's assets) or the Closing Price rises to
              a level that
              is equal to 185% of its Starting Level (at which Closing Price the
              Down-MACRO
              Holding Trust would be entitled to retain only 15% of its own assets
              under the
              Settlement Contracts); (v) the reduction of the funds on deposit in
              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 $50 million
              or less
              after previously reaching an amount equal to $200 million 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 $200 million after
              six
              months or more have elapsed since the commencement of operations and
              the
              Depositor elects to terminate the Paired Holding Trusts. As of May
              29, 2007, six
              months had elapsed since the commencement of operations of the Paired
              Holding
              Trusts and they held approximately $48.3 million of cash and government
              securities. Therefore, because the Paired Holding Trusts did not each
              hold cash
              and U.S. government securities in an amount equal to at least $200
              million,
              after six months had elapsed since the Closing Date, the Depositor
              has the
              right, for so long as such $200 million threshold has not been reached,
              to
              terminate each of the Paired Holding Trusts. However, the Depositor
              currently
              has no intention of terminating 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.
  J.
                    Subsequent
                        Event
 
 As
              of March 18, 2008, market interest rates on securities permitted to
              be owned by
              the Trust declined below the fee deduction amount charged by the Trust.
              Accordingly, the ability of the Trust to make future distributions
              to investors
              will be affected, and possibly deferred, until such time as market
              interest
              rates exceed the fee deduction amount.
 
  F-15
  **SIGNATURES**
  Pursuant
              to the requirements of Section 13 or 15(d) 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,
                      as
                        Depositor for the MACROshares Oil Down Tradeable Trust/s/
                      Samuel
                      Masucci, IIISamuel
                        Masucci, III
                      Chief
                        Executive Officer/s/
                      John A. FlanaganJohn
                        A. Flanagan
                      Chief
                        Financial Officer
  Pursuant
              to the requirements of the Securities Exchange Act of 1934, this report
              has been
              signed below by the following persons on behalf of the registrant and
              in the
              capacities and on the dates indicated.
  /s/
                        Samuel
                        Masucci, IIISamuel
                            Masucci, III
                          Chief
                            Executive Officer/s/
                          John A. FlanaganJohn
                            A. Flanagan
                          Chief
                            Financial Officer/s/
                          Robert TullRobert
                        Tull
                        Manager
 Date:
              March 28, 2008