May 16, 2012 -- NOTICE IS HEREBY GIVEN that, pursuant to the terms of the Warrant Agreement, dated as of October 9, 2002, between PREFERREDPLUS Trust Series UPC-1 Trust, Merrill Lynch Depositor, Inc., as Depositor and The Bank of New York Mellon, as Warrant Agent, pursuant to Section 2.02(i) of the Agreement, the Warrant Agent has received a notice of exercise from the holder of the warrants to purchase all of the outstanding aggregate amount of the PREFERREDPLUS Trust Series UPC-1. The date fixed for the exercise is June 15, 2012. On the Exercise Date, 1,294,520 of the Securities will become due and payable at an exercise price equal to $25.00 for each security being exercised plus accrued and unpaid interest up to, but excluding, the Exercise Date). From and after the Exercise Date, the Securities being exercised will cease to bear interest, and your only remaining right is to receive payment of the Exercise Price upon surrender of the Securities to the Warrant Agent. Please be advised that the Certificateholders, by their acceptance of Securities, covenanted and agreed to tender any and all Securities to the Warrant Agent upon the holder's exercise of Warrants and deposit of the Exercise Price with The Bank of New York Mellon, as Escrow Agent for such Securities in accordance with the applicable procedures in the Agreement. Your rights under the Standard Terms for Trust Agreements, dated February 20, 1998 and together with the Series Supplement, dated October 9, 2002, (the "Trust Agreement") and the Securities are limited by the terms, provisions and conditions of the Trust Agreement and the Warrant Agreement with respect to the exercise of the Warrants by the holder.

QUANTUMONLINE.COM SECURITY DESCRIPTION:  Merrill Lynch Depositor Inc., PreferredPlus Class A, 7.40% Trust Certificates, PreferredPlus Trust Series UPC-1, stated amount $25 per certificate, underlying securities are the 6.75% Notes due 12/15/2028, issued by UnumProvident Corp. (NYSE: UNM) successor to Unum Corp., redeemable on or after 12/15/2007 under the call warrants at $25 plus accrued and unpaid interest, distributions of 7.40% ($1.85) per annum are paid semi-annually on 6/15 & 12/15 to holders of record on the business day immediately prior to the payment date. Distributions paid by third party trust preferred securities derived from corporate debt securities such as these securities are NOT eligible for the 15% tax rate on dividends and are also NOT eligible for the dividend received deduction for corporate holders as the distributions are considered to be interest. Ratings of the certificates at the IPO are A- by S&P and Baa2 by Moody’s. See the IPO prospectus for further information on the PreferredPlus Certificates and the call warrant provisions by clicking on the ‘Link to IPO Prospectus’ provided below.

Stock Exchange	Cpn Rate Ann Amt	LiqPref CallPrice	Call Date Matur Date	Moodys/S&P Dated	Distribution Dates	15% Tax Rate
NYSE Chart	7.40% $1.85	$25.00 $25.00	Called for 6/15/2012 12/15/2028	Baa3 BBB- 12/29/2011	6/15 & 12/15 Click for MW ExDiv Date Click for Yahoo ExDiv Date	No

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HOME PAGE:     http://www.ml.com/ (This parent company URL is for reference only and does not have specific information on the security.)

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Address:   World Financial Center, North Tower, New York, NY 10281
Main Phone Number	212-449-1000
Fax Number	Not Available