MERRILL LYNCH DEPOSITOR INC
8-K, 1999-12-06
ASSET-BACKED SECURITIES
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                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D. C. 20549

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

                                    FORM 8-K

                                 CURRENT REPORT

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

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

       Date of Report (Date of earliest event reported) : December 1, 1999

                          MERRILL LYNCH DEPOSITOR, INC.
            (ON BEHALF OF PUBLIC STEERS(R) SERIES 1998 IBM Z-2 TRUST)
             (Exact name of registrant as specified in its charter)

           DELAWARE                 333-29015              13-3891329
        (State or other            (Commission         (I. R. S. Employer
        jurisdiction  of           File Number)        Identification No.)
        incorporation)

       WORLD FINANCIAL CENTER,                               10281
        NEW YORK,  NEW YORK                                (Zip Code)
       (Address of principal
        executive offices)

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

       Registrant's telephone number, including area code: (212) 449-1000

                      INFORMATION TO BE INCLUDED IN REPORT


ITEM 1. CHANGES IN CONTROL OF REGISTRANT

       Not Applicable

ITEM 2. ACQUISITION OF DISPOSITION OF ASSETS

       Not Applicable

ITEM 3. BANKRUPTCY OR RECEIVERSHIP

       Not Applicable

ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT

       Not Applicable


<PAGE>   2

ITEM 5.       OTHER EVENTS

       99.1   Distribution to holders of the Public STEERS(R) Series 1998 IBM
              Z-2 Trust Class A Certificates on December 1, 1999.

ITEM 6.       RESIGNATION OF REGISTRANT'S DIRECTORS

       Not Applicable

ITEM 7.       FINANCIAL STATEMENTS AND EXHIBITS

       (a)    Financial statements of business acquired.

              Not applicable

       (b)    Pro forma financial information.

              Not applicable.

       (c)    Exhibits.

              99.1    Trustee's report in respect of the December 1, 1999
              distribution to holders of the Public STEERS(R) Series 1998 IBM
              Z-2 Trust Class A Certificates.

ITEM 8.       CHANGE IN FISCAL YEAR

       Not Applicable.

ITEM 9.       SALES OF EQUITY SECURITIES PURSUANT TO REGULATION S

       Not Applicable

                                   SIGNATURES

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


                                             MERRILL LYNCH DEPOSITOR, INC.

       Date:  12/2/99                        By:     /s/ Barry N. Finkelstein
                                             Name:   Barry N. Finkelstein
                                             Title:  President







<PAGE>   3

                                  EXHIBIT INDEX


       99.1   Trustee's report in respect of the December 1, 1999 distribution
              to holders of the Public STEERS(R) Series 1998 IBM Z-2 Trust Class
              A Certificates.





<PAGE>   1

                                  EXHIBIT 99.1

                               DISTRIBUTION REPORT
                                       FOR
                   PUBLIC STEERS(R) SERIES 1998 IBM Z-2 TRUST

                                DISTRIBUTION DATE
                                DECEMBER 1, 1999

                             CUSIP NUMBER 744593AC8

       (i)    the amounts received by the Trustee as of the last such statement
              in respect of principal, interest and premium on the International
              Business Machines Corporation Debentures due 2096 (the "Underlying
              Securities"):

                           Interest:                          $3,384,375.00
                           Principal:                                  0.00
                           Premium:                                    0.00

       (ii)   the amounts of compensation received by the Trustee, for the
              period relating to such Distribution Date:

                           Paid by the Trust:
                           Paid by the Depositor:         $1,000.00

       (iii)  the amount of distribution on such Distribution Date to Holders
              allocable to principal of and premium, if any, and interest on the
              Certificates of each such Class and the amount of aggregate unpaid
              interest accrued as of such Distribution Date:

                     Class A:
                           Interest:                          $2,364,376.55
                           Principal:                         $1,019,000.00

                     Class B:
                          Interest:                                    0.00
                          Principal:                                   0.00

                     Unpaid Interest Accrued:                          0.00

       (iv)   the aggregate stated principal amount and, if applicable, notional
              amount of the Underlying Securities related to such Series, the
              current interest rate or rates thereon at the close of business on
              such Distribution Date, and the current rating assigned to the
              Certificates.

                          Principal Amount:                   $95,000,000
                          Interest Rate:                      7.125%

<PAGE>   2

                          Rating:
                                 Moody's Investor Service            A1
                                 Standard & Poor's Rating Service    A

       (v)    the aggregate Certificate Principal Balance (or Notional Amount,
              if applicable) of each Class of such Series at the close of
              business on such Distribution Date.

                          Class A:
                          Initial Principal Balance:          $76,586,000
                          Reduction:                          ($3,891,000)
                                                              ------------
                          Principal Balance 12/1/99:          $72,695,000

                          Class B:
                          Principal Balance
                          at Maturity:                        $95,000,000


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