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EX-99.1 - PROSPECTUS SUPPLEMENT - WIRELESS HOLDRS TRUSTss107941_ex9901-wireless.htm
 


 
UNITED STATES
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):  December 22, 2010

MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED
Initial Depositor
(Exact name of Registrant as specified in its charter)

Wireless HOLDRS (SM) Trust
[Issuer with respect to the receipts]
 
 
DELAWARE
(State or other jurisdiction of
incorporation)
001-16151
(Commission File Number)
13-5674085
(I.R.S. Employer
Identification No.)
______________

One Bryant Park
New York, New York 10036
(Address of principal executive offices and zip code)

(212) 449-1000
(Registrants telephone number, including area code)
______________
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2.):
 
¨  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
¨  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
¨  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
¨  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 
 


 
 
 
 
    
Item 8.01.
Other Events
 
Effective January 7, 2011, due to the 1 for 7 reverse stock split of Motorola, Inc., the quantity of shares of Motorola, Inc. represented by each 100 share round-lot of Wireless HOLDRS will decrease from 41 shares to 5.8571 shares.  As a result, once the allocation has been completed by The Depository Trust Company, deposits of Motorola, Inc. for creations of Wireless HOLDRS will decrease to 5.8571 shares per round-lot of 100 Wireless HOLDRS.  Effective January 4, 2011, Motorola, Inc. will change its name to Motorola Solutions, Inc. and will trade under NYSE ticker “MSI.”
 
Also, as a result of the spin-off of Motorola Mobility Holdings, Inc. from Motorola, Inc., a component of the Wireless HOLDRS Trust, Motorola Mobility Holdings, Inc. will be added as an underlying security of the Wireless HOLDRS Trust effective January 7, 2011 (pending verification that Motorola Mobility Holdings, Inc. has a GICS code that is the same as the GICS code represented in the Wireless HOLDRS Trust).  Shareholders of Motorola, Inc. will receive 0.125 shares of Motorola Mobility Holdings, Inc.  The Bank of New York Mellon will receive 5.125 shares of Motorola Mobility Holdings, Inc. for the 41 shares of Motorola, Inc. per 100 share round-lot of Wireless HOLDRS.  Effective January 7, 2011, 5.125 shares of Motorola Mobility Holdings, Inc. will be required for creations/cancellations per 100 share round-lot of Wireless HOLDRS.
 
Item 9.01.
Financial Statements and Exhibits
 
 
(d)
Exhibits
 
 
99.1
Wireless HOLDRS Trust Prospectus Supplement dated December 22, 2010 to Prospectus dated April 15, 2010.

 
 
 
 
 
 
 
 

 
    
SIGNATURE

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 hereunto duly authorized.
    
 
MERRILL LYNCH, PIERCE, FENNER &
      SMITH INCORPORATED
 
         
         
Date:   December 22, 2010 By:  /s/ Liam B. O’Neil  
  Name: Liam B. O’Neil  
  Title: Managing Director  
         

 
 
 
 
 
 
 
 
 
 
 

 
    
EXHIBIT INDEX

Number and Description of Exhibit

(99.1)
Wireless HOLDRS Trust Prospectus Supplement dated December 22, 2010 to Prospectus dated April 15, 2010.