UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[x] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 29, 2000
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Commission File Number 333-29015
MERRILL LYNCH DEPOSITOR, INC.
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(Exact name of registrant as specified in its charter)
Delaware 13-3891329
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(State or other jurisdiction (IRS Employer
of incorporation or organization) Identification No.)
World Financial Center
New York, New York 10281-1323
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:(212) 449-1000
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act: None
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: [x] Yes [ ] No.
The Registrant meets the conditions set forth in General
Instruction H(1)(a) and (b) of Form 10-Q and is therefore filing
this form with the reduced disclosure format.
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MERRILL LYNCH DEPOSITOR, INC.
TABLE OF CONTENTS
Page No.
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PART I FINANCIAL INFORMATION
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Item 1 Financial Statements
Balance Sheet as of September 29, 2000
and December 31, 1999 3
Statements of Operations and Retained
Earnings for the three month period
ended September 29, 2000 and September 24, 1999 4
Statements of Cash Flows for the three
month period ended September 29, 2000 and
September 24, 1999 5
Notes to Financial Statements 6-7
PART II OTHER INFORMATION
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Item 1 Legal Proceedings 8
Item 2 Changes in Securities 8
Item 3 Defaults upon Senior Securities 8
Item 4 Submission of Matters to a Vote of
Security Holders 8
Item 5 Other Information 8
Item 6 Exhibits and Reports on Form 8-K 8
Signatures 9
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MERRILL LYNCH DEPOSITOR, INC.
BALANCE SHEET AS OF
September 29,2000 and December 31,1999
2000 1999
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ASSET
Cash 0 0
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STOCKHOLDER'S EQUITY
Common Stock 0 0
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The accompanying notes are an integral part of these financial
statements.
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MERRILL LYNCH DEPOSITOR, INC.
STATEMENTS OF OPERATIONS AND RETAINED EARNINGS
FOR THE THREE MONTH PERIODS ENDED
September 29, 2000 and September 24, 1999
2000 1999
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Revenues - Interest Income $ - -
Expenses - Interest Expense - -
Earnings Before Taxes - -
Provision for Income Taxes - -
Net Earnings - -
Retained Earnings, beginning of year - -
Retained Earnings, end of year $ - -
The accompanying notes are an integral part of these financial
statements.
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MERRILL LYNCH DEPOSITOR, INC.
STATEMENTS OF CASH FLOWS
FOR THE THREE MONTH PERIODS ENDED
September 29, 2000 and September 24, 1999
2000 1999
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CASH FLOW FROM OPERATING ACTIVITIES:
Net earnings $ - -
CASH FLOWS FROM FINANCING ACTIVITIES - -
CASH FLOWS FROM INVESTING ACTIVITIES - -
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CHANGE IN CASH - -
CASH, BEGINNING OF YEAR - -
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CASH, END OF YEAR $ - -
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SUPPLEMENTAL INFORMATION:
Cash payments for interest and taxes $ - -
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The accompanying notes are an integral part of these financial
statements.
Page 5
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MERRILL LYNCH DEPOSITOR, INC.
NOTES TO FINANCIAL STATEMENTS
Note 1. Description of Business
Merrill Lynch Depositor, Inc.(the "Company"), was incorporated in the state
of Delaware on August 13, 1993 under the name Merrill Lynch Asset Backed
Securities, Inc. and changed its name to the present one on June 3, 1997. The
Company is a wholly owned, limited purpose subsidiary of Merrill Lynch Mortgage
Capital Inc., which is an indirect, wholly owned subsidiary of Merrill Lynch &
Co.("ML&Co").
The Company has been established for the sole purpose of engaging in the
following activities: (a) acquiring, owning, holding, transferring, pledging,
selling, delivering, investing in or otherwise purchasing or disposing of (and
entering into agreements in connection with)(i) bonds, notes or other evidences
of indebtedness ("Debt Obligations"), debt or equity securities, obligations,
trust certificates ("Certificates") and other securities and instruments
(collectively, "Securities"), (ii) trade receivables("Receivables"), (iii) loan
agreements, promissory notes or other evidences of indebtedness ("Loans")
secured by Receivables or participation interests in pools of receivables
("Participation Interests"), and (iv) Participation Interests, in each case
together with any related insurance contracts and agreements with dealers,
originators and servicers of such Receivables; (b) acting as settlor or
depositor of trusts formed under trust agreements or other agreements (each an
"Agreement") to issue series (which may be divided into classes) of Certificates
representing undivided interests in Securities, Receivables, Loans,
Participation Interests, Subordinated Interests (as defined below), and to enter
into any other agreement in connection with the authorization, purchase,
issuance, sale and delivery of Certificates;(c) arranging or otherwise providing
for credit support or other enhancement for any series of Certificates, such as
insurance policies, letters of credit, puts, calls, interest rate swaps,
currency swaps, floors, caps, collars and other forms of hedging contracts; (d)
using proceeds from the Certificates as provided in the Agreements and loaning,
investing or otherwise applying proceeds and any other income as determined by
the Company's Board of Directors; (e) holding, pledging, transferring or
otherwise dealing with Certificates, Debt Obligations and any Certificates or
Debt Obligations representing a subordinated undivided interest in Receivables,
Loans and/or Participation Interests ("Subordinated Interests") or a residual
interest in Receivables ("Residual Interests"); (f) authorizing, issuing,
selling and delivering subordinated indebtedness; and (g) exercising all powers
permitted to corporations under the laws of the State of Delaware that are
necessary or convenient to accomplish the foregoing.
Each series of the Company's Certificates will be secured by, or represent
ownership of, a separate and identifiable pool of Debt Obligations purchased in
connection with the issuance of such Certificates.
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The Debt Obligations for each series of Certificates will be the
Trustee under each Agreement on behalf of the holders of the
Certificates of that series, and will not be available for the
Certificates of any other series.
At September 29, 2000, the Company had two effective Registration
Statements on Form S-3 filed with the Securities and Exchange Commission,
each for the issuance of $500 million of securities.
Note 2. Accounting Policies
The Company may borrow funds from an affiliate, as needed.
Interest expense is allocated to the Company based on the rate of
the asset financed. All other operating expenses are charged
directly to the Parent.
Note 3. Income Taxes
The results of operations of the Company are included in the
consolidated Federal income tax return of ML&Co. ML&Co. allocates
the income taxes to its subsidiaries in a manner that approximates
the separate company method.
The Company uses the asset and liability method in providing
income taxes on all transactions that have been recognized in the
financial statements. The asset and liability method requires that
deferred taxes be adjusted to reflect the tax rates at which future
taxable amounts will be settled or realized. The effects of tax rate
changes on future deferred tax liabilities and deferred tax assets,
as well as other changes in income tax laws, are recognized in net
earnings in the period such changes are enacted.
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PART II. OTHER INFORMATION
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Item 1. Legal Proceedings
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The Company is not a party to any pending legal
proceedings, nor is the Company aware of any
proceedings contemplated by governmental authorities.
Item 2. Changes in Securities
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Omitted pursuant to general instruction H(1) (a) and
(b) of the Form 10-Q.
Item 3. Defaults upon Senior Securities
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Omitted pursuant to general instruction H(1) (a) and
(b) of the Form 10-Q.
Item 4. Submission of Matters to a Vote of Security Holders
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Omitted pursuant to general instruction H(1) (a) and
(b) of the Form 10-Q.
Item 5. Other Information
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None
Item 6. Exhibits and Reports on Form 8-K
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(a) Exhibits required by Item 601 of Regulation S-K:
There are no exhibits required to be filed
with this report.
(b) Reports for the Trust prepared by the
Master Servicer are filed on Form 8-K.
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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, thereunto duly authorized.
By:\s\ Barry N. Finkelstein
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Name: Barry N. Finkelstein
Title: President / EVP / Treasurer
Dated: November 9, 2000
By:\s\ Michael McEvilly
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Name: Michael McEvilly
Title: Senior VP / Secretary
Dated: November 9, 2000
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