Item 9A. Controls and Procedures
ITEM 9A. CONTROLS AND PROCEDURES
The Registrants
current report on Form 8-K filed with the Securities and Exchange Commission on
December 13, 2006, in respect of the November 15, 2006 distribution
to holders of the PPLUS Trust Certificates Series GSC-2, had been filed late. Additionally, the
Registrants current report on Form 8-K, in respect of the May 15, 2006 distribution
to holders of the PPLUS Trust Certificates Series GSC-2, had been filed using the
incorrect CIK number. Such Form 8-K was subsequently filed with the Securities and Exchange
Commission using the correct CIK number on June 6, 2006, after the applicable filing
deadline for such report. The Registrant has revised its procedures so as to provide
reasonable assurance that its future Exchange Act filings will be filed using the
correct CIK number and within the applicable time periods.
ITEM 9B. OTHER INFORMATION
None.
PART III
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
Not Applicable.
ITEM 11. EXECUTIVE COMPENSATION
Not Applicable.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT AND RELATED STOCKHOLDER MATTERS
(a)
Securities Authorized For Issuance Under Equity
Compensation Plans: None.
(b)
Security Ownership Of Certain Beneficial Owners:
None.
(c)
Security Ownership Of Management: Not Applicable.
(d)
Changes In Control: None.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
None.
ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES
Not Applicable.
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PART IV
ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES
(a)(1) Financial Statements: Not Applicable.
(a)(2) Financial Statement Schedules: Not Applicable.
(a)(3) List of Exhibits
The following exhibits are filed as part of, and
incorporated by reference into, this Annual Report on
Form 10-K:
31.1
Certification of Vice President of Registrant
dated March 26, 2007, 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, 2006.
99.1
Trustees Annual Compliance Certificate
dated March 22, 2007.
99.2.
Report of Deloitte & Touche LLP,
Independent Registered Public Accounting
Firm, dated March 26, 2007, Registrants
Assertion on Compliance with PPLUS Minimum
Servicing Standards dated March 26, 2007
and PPLUS Minimum Servicing Standards.
99.3.
Report of Ernst & Young LLP, Independent
Registered Public Accounting Firm, dated
March 1, 2007, The Bank of New Yorks
Assertion on Compliance with PPLUS Minimum
Servicing Standards dated March 1,
2007 and PPLUS Minimum Servicing
Standards.
(b) Exhibits
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.
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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: March 26, 2007
By:
/s/ Jason
Liddell
Name:
Jason Liddell
Title:
Vice President
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.