The Bank of New York Mellon (in its role as trustee) has been identified by the registrant as
participating in the servicing function with respect to the asset pool held by the PPLUS Trust
Series RRD-1 (the
Servicing Party
). The Servicing Party has completed a report on assessment of
compliance with the servicing criteria applicable to it (a
Servicing Report
), which Servicing
Report is attached as exhibit 33.1 to this Form 10-K. The Servicing Party has provided an
attestation report (an
Attestation Report
) by KPMG LLP, Independent Registered Public
Accounting Firm, which report is attached as exhibit 34.1 to this Form 10-K. Each of the Servicing Report and the Attestation Report identified material instances of noncompliance with
servicing criteria 1122(d)(2)(i) as decribed therein.
While Regulation AB does not contemplate identifying noncompliance on an
individual transaction basis, the Servicing Party has confirmed to the
Registrant that no instances of noncompliance with Regulation AB were discovered
with respect to the PPLUS trust series that were part of the statistical sample
used in preparing the Servicing Report. The Servicing Party has informed the
Registrant that the Servicing Party cannot provide any assurances that had an
analysis been done of each and every transaction included in the platform
(including all PPLUS trust series forming part of the platform), that additional
instances of noncompliance would not have been discovered. However, the
Servicing Party has informed the Registrant that it has no reason, based on the
sampling and analysis done, to believe that there are any instances of
noncompliance with those PPLUS trust series that were not part of the sampling
procedures.
Item 1123 of Regulation AB. Servicer Compliance Statement
The Bank of New York Mellon has been identified by the registrant as the servicer with respect to the
asset pool held by the Trust. The Bank of New York Mellon has completed a statement of compliance with
applicable servicing criteria (a
Compliance Statement
), signed by an authorized officer of The
Bank of New York Mellon. The Compliance Statement is attached as an exhibit to this Form 10-K.
PART IV
Item 15. Exhibits, Financial Statement Schedules
(a)(1)
Financial Statements:
Not Applicable.
(2)
Financial Statement Schedules:
Not Applicable.
(3)
List of Exhibits
The following exhibits are filed as part of, and incorporated by reference into, this Annual
Report on Form 10-K:
*3.1.
Amended and Restated Certificate of Incorporation of Merrill Lynch Depositor,
Inc. (the
Depositor
) is set forth as Exhibit 3.1
to the Depositors Registration Statement on Form S-3 (Registration
No. 333-29015, dated September 17, 1997) (the
Registration
Statement
) and is incorporated herein by reference.
3.2. By-laws of the Depositor are set forth as Exhibit 3.2 to the
Registration Statement and are incorporated herein by reference.
4.1. Standard Terms for Trust Agreements dated November 5, 2004 (the
Standard
Terms
) are set forth as Exhibit 4 to the Form 8-A (No. 001-32364) filed by the
Depositor with the SEC on November 24, 2004 and is incorporated herein by
reference.
4.2. Series Supplement between Merrill Lynch Depositor, Inc., as Depositor, and The
Bank of New York Mellon, as Trustee and Securities Intermediary, dated as of March 2,
2006, is set forth as Exhibit 4.2 to the Form 8-K filed by the registrant with the
SEC on March 3, 2006 and is incorporated herein by reference.
*31.1.
Certification of the Vice President of Registrant dated March 9, 2012,
pursuant to Rules 13a-14 and 15d-14 under the Securities Exchange Act of
1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act
of 2002, with respect to the Registrants Annual Report on Form 10-K
for the year ended December 31, 2011.
*33.1.
Report on Assessment of Compliance with Servicing Criteria of The Bank of
New York Mellon dated February 28, 2012.
*34.1.
Attestation Report on Assessment of Compliance with Servicing Criteria of
KPMG LLP, on behalf of The Bank of New York Mellon dated February 28,
2012.
*35.1.
Servicer Compliance Statement of The Bank of New York Mellon dated March
5, 2012.
The Registrant hereby files as part of this Annual Report on Form 10-K the exhibits listed in Item
15(a)(3) set forth above.
(c)
|
|
Financial Statement Schedules
|
Not Applicable.