POS AM 1 ss132975_posam-europe.htm AMENDMENT NO. 10
As filed with the Securities and Exchange Commission on January 11, 2012
Registration No. 333-44286
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_________________

POST-EFFECTIVE AMENDMENT NO. 10
FORM S-1
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
_________________
 
Merrill Lynch, Pierce, Fenner & Smith Incorporated
Initial Depositor
(Exact name of registrant as specified in charter)
_________________

Europe 2001 HOLDRSSM Trust
[Issuer with respect to the receipts]
 
Delaware
6211
13-5674085
(State or other jurisdiction of
incorporation or organization)
(Primary Standard Industrial
Classification Code Number)
(I.R.S. Employer Identification Number)
_________________
One Bryant Park
New York, New York 10036
(212) 449-1000
(Address, including zip code, and telephone number, including area code, of
registrant’s principal executive offices)
_________________
 
Copies to:
 
Merrill Lynch, Pierce, Fenner & Smith Incorporated
One Bryant Park
New York, New York 10036
(212) 449-1000
Attn:  Corporate Secretary
(Name, address, including zip code, and telephone number, including
area code, of agent for service)
Abigail Arms, Esq.
Shearman & Sterling LLP
801 Pennsylvania Avenue, NW, Suite 900
Washington, D.C. 20004
(202) 508-8000

If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, check the following box.  o
 
If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.  £
 
If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.  £
 
If this Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.  £
 
 
 
 
 
    
DEREGISTRATION OF UNSOLD SECURITIES
 
The Issuer hereby files this Post-Effective Amendment No. 10 to the S-1 Registration Statement for the Europe 2001 HOLDRS Trust to deregister all of the unsold 998,776,300 HOLding Company Depositary ReceiptS of the Europe 2001 HOLDRS Trust because the trust has terminated and no additional Europe 2001 HOLDRS will be issued.  Pursuant to the undertaking set forth in Item 512(a)(3) of Regulation S-K, the Issuer is filing this Post-Effective Amendment No. 10 to the S-1 Registration Statement to deregister, by means of a post-effective amendment, all of the 998,776,300 Europe 2001 HOLDRS securities that remain unsold as of January 6, 2012.
 
 
 
 
 
 
 
 
      
SIGNATURES
 
Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this Post-Effective Amendment No. 10 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of New York, on January 11, 2012.
 
  Merrill Lynch, Pierce, Fenner & Smith Incorporated  
       
       
  By:
*
  
  Name: 
Thomas K. Montag
  
  Title:  Chief Executive Officer  
    Executive Vice President and Director  
 
 
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 10 to the Registration Statement has been signed by the following persons in the capacities indicated below on January 11, 2012.
 
Signature
  
Title
*
  
 
Chief Executive Officer, Executive Vice
President and Director
Thomas K. Montag
  
(Principal Executive Officer)
     
*
  
Director
John M. Hogarty
  
(Principal Executive Officer)
     
*
  
Interim Chief Financial Officer and Managing Director
William Tirrell
 
  
(Principal Financial Officer and Principal
Accounting Officer)
     
     
*By:
 /s/ Liam B. O’Neil
 
  
Attorney-in-Fact
Liam B. O’Neil
    

 
 
 
 
 
 
    
INDEX TO EXHIBITS
 
Exhibits
 
 
*24.1
Power of Attorney of Thomas K. Montag
  24.2 
Power of Attorney of John M. Hogarty and William Tirrell
 
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* Previously filed.