PROSPECTUS SUPPLEMENT No. 1                           Registration No. 333-36490

(To Prospectus dated June 22, 2000)                           Rule No. 424(b)(3)


                                     [LOGO]


                        1,000,000,000 Depositary Receipts
                             Utilities HOLDRS Trust


         This prospectus supplement amends and supplements information contained
in the prospectus dated June 22, 2000 relating to the sale of up to
1,000,000,000 depositary receipts by Utilities HOLDRS Trust.

         The depositary trust agreement entered into between Merrill Lynch,
Pierce, Fenner & Smith Incorporated, as the initial depositor, and The Bank of
New York, as trustee, has been amended as of November 22, 2000. The agreement
has been amended to revise the rules related to distributions of securities from
the Utilities HOLDRS Trust.

         The depositary trust agreement has been amended to provide the
following:

 .    if a company included in the Utilities HOLDRS Trust distributes securities,
     the distributed securities will not be distributed from the Utilities
     HOLDRS Trust, unless either the distributed securities are not listed for
     trading on a U.S. national securities exchange or through Nasdaq NMS or the
     distributed securities have a Standard & Poor's sector classification that
     is different from the Standard & Poor's sector classifications represented
     in the Utilities HOLDRS Trust at the time of the distribution, and

 .    if the securities of a company included in the Utilities HOLDRS Trust are
     no longer outstanding, as a result of a merger, consolidation, corporate
     combination or other event, any securities received in exchange for those
     securities will not be distributed from the Utilities HOLDRS Trust, unless
     either the securities received in exchange are not listed for trading on a
     U.S. national securities exchange or through Nasdaq NMS or the securities
     received in exchange have a Standard & Poor's sector classification that is
     different from the Standard & Poor's sector classifications represented in
     the Utilities HOLDRS Trust at the time of the exchange.

     Standard & Poor's Corporation is an independent source of market
information that, among other things, classifies the securities of public
companies into various sector classifications based on its own criteria. There
are 11 Standard & Poor's sector classifications and each class of publicly
traded securities of a company are given only one sector classification. As of
the date of this prospectus supplement, the securities included in the Utilities
HOLDRS Trust are represented in the Utilities sector. The Standard & Poor's
sector classifications of the securities included in the Utilities HOLDRS Trust
may change over time if the companies that issued these securities change their
focus of operations or if Standard & Poor's alters the criteria it uses to
determine sector classifications, or both.

         It is anticipated, as a result of Standard & Poor's broadly defined
sector classifications, that most distributions or exchanges of securities will
not result in the distribution of securities from the Utilities HOLDRS Trust.
The trustee will review the publicly available information that identifies the
Standard & Poor's sector classifications of securities to determine whether
securities received as a result of a distribution by an underlying issuer or in
exchange of securities included in the Utilities HOLDRS Trust will be
distributed from the Utilities HOLDRS Trust to you.



         The date of this prospectus supplement is November 28, 2000.