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) : October 15, 1999

                          MERRILL LYNCH DEPOSITOR, INC.
            (ON BEHALF OF PUBLIC STEERS (R) SERIES 1998 HLT-1 TRUST)
             (Exact name of registrant as specified in its charter)

           DELAWARE                332-29015-03            513-3891329
        (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


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ITEM 5.       OTHER EVENTS

       1.     Distribution to holders of the STEERS (R) Trust, Series 1998 HLT-1
              Class A Certificates on October 15, 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.

       1.     Trustee's report in respect of the October 15, 1999 distribution
              to holders of the STEERS (R) Trust, Series 1998 HLT-1 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 Section 12 of the Securities Exchange Act
       of 1934, the registrant has duly caused this report to be signed on its
       behalf by the undersigned, thereto duly authorized.


                                  MERRILL LYNCH DEPOSITOR, INC.

       Date: December 2, 1999     By:     /s/ Barry N. Finkelstein
                                  Name:   Barry N. Finkelstein
                                  Title:  President


<PAGE>   3


                                  EXHIBIT INDEX


       1.     Trustee's report in respect of the October 15, 1999 distribution
              to holders of the STEERS (R) Trust , Series 1998 HLT-1 Class
              Certificates.

<PAGE>   1




                                    EXHIBIT 1

                               DISTRIBUTION REPORT
                                       FOR
                    PUBLIC STEERS (R) SERIES 1998 HLT-1 TRUST

                                DISTRIBUTION DATE
                                OCTOBER 15, 1999

                         CLASS A CUSIP NUMBER 744593AK0
                         CLASS B CUSIP NUMBER 744593AL8


       (i)    the amounts received by the Trustee as of the last such statement
              in respect of principal, interest and premium on the Hilton Hotels
              Corporation Debentures due 2007 (the "Underlying Securities"):

                          Interest:                         $1,456,360.50
                          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:                       $0.00
                          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:                     $1,282,330.00
                          Principal:                            $0.00

                    Class B:
                          Interest:                       $174,030.50
                          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.


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                    Principal Amount:           $36,638,000
                    Interest Rate:                   7.195%
                    Rating:
                           Moody's Investor Service            Baa1
                           Standard & Poor's Rating Service    BBB

       (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:
                    Principal Balance:                      $36,638,000
                    Class B:
                    Principal Balance                       $36,638,000

              Reduction due to any Realized Losses:           N/A


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