-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, JGbMu4SGzW2rvBy8YePMb9nk7HPzyfOx5JRMoDwOs8TdbiFCA5TRmxTlhM0FSXLh 0m9gMZGt6VapT+nVFSTXEA== /in/edgar/work/0000950109-00-004704/0000950109-00-004704.txt : 20001129 0000950109-00-004704.hdr.sgml : 20001129 ACCESSION NUMBER: 0000950109-00-004704 CONFORMED SUBMISSION TYPE: 424B3 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20001128 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MERRILL LYNCH PIERCE FENNER & SMITH INC CENTRAL INDEX KEY: 0000728612 STANDARD INDUSTRIAL CLASSIFICATION: [6189 ] STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 424B3 SEC ACT: SEC FILE NUMBER: 333-96063 FILM NUMBER: 777542 BUSINESS ADDRESS: STREET 1: NORTH TOWER WORLD FINANCIAL CENTER STREET 2: NORTH TOWER WORLD FINANCIAL CENTER 5TH F CITY: NEW YORK STATE: NY ZIP: 10281-1323 BUSINESS PHONE: 2124496202 MAIL ADDRESS: STREET 1: WORLD FINANCIAL CENTER STREET 2: NORTH TOWER 23RD FL CITY: NEW YORK STATE: NY ZIP: 10281-1323 424B3 1 0001.txt 424B3 PROSPECTUS SUPPLEMENT No. 2 Registration No. 333-96063 (To Prospectus Supplement No. 1 dated June 30, 2000 and Rule No. 424(b)(3) to Prospectus dated February 23, 2000) [LOGO] 1,000,000,000 Depositary Receipts B2B Internet HOLDRS Trust This prospectus supplement amends and supplements information contained in the prospectus dated February 23, 2000 relating to the sale of up to 1,000,000,000 depositary receipts by B2B Internet 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 B2B Internet HOLDRS Trust. The depositary trust agreement has been amended to provide the following: . if a company included in the B2B Internet HOLDRS Trust distributes securities, the distributed securities will not be distributed from the B2B Internet 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 B2B Internet HOLDRS Trust at the time of the distribution, and . if the securities of a company included in the B2B Internet 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 B2B Internet 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 B2B Internet 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 B2B Internet HOLDRS Trust are represented in the Technology, Consumer Cyclicals and Consumer Staples sectors. The Standard & Poor's sector classifications of the securities included in the B2B Internet 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 B2B Internet 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 B2B Internet HOLDRS Trust will be distributed from the B2B Internet HOLDRS Trust to you. The date of this prospectus supplement is November 28, 2000. -----END PRIVACY-ENHANCED MESSAGE-----