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Exhibit 1.1.1
THE UNCOMMON VALUES TRUST
2000 SERIES
REFERENCE TRUST INDENTURE
Dated as of July 11, 2000
This Trust Indenture between Salomon Smith Barney Inc., as Sponsor,
and The Chase Manhattan Bank, as Trustee (the "Indenture") sets forth certain
provisions in full and incorporates other provisions by reference to the
document entitled "Equity Focus Trusts, Standard Terms and Conditions of Trust
for Series formed on or subsequent to March 14, 2000" (the "Standard Terms and
Conditions of Trust") and such provisions as are set forth in full herein and
such provisions as are incorporated by reference constitute a single instrument.
All references herein to Articles and Sections are to Articles and Sections of
the Standard Terms and Conditions of Trust.
WITNESSETH THAT:
In consideration of the premises and of the mutual agreements herein
contained, the Sponsor and the Trustee agree as follows:
Part I
STANDARD TERMS AND CONDITIONS OF TRUST
Subject to the provisions of Part II hereof, all the provisions
contained in the Standard Terms and Conditions of Trust are herein incorporated
by reference in their entirety and shall be deemed to be a part of this
instrument as fully and to the same extent as though said provisions had been
set forth in full in this instrument.
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Part II
SPECIAL TERMS AND CONDITIONS OF TRUST
The following special terms and conditions are hereby agreed to:
(a) The Securities (including Contract Securities) deposited hereunder are
those listed in the Prospectus under Portfolio relating to The Uncommon Values
Trust, 2000 Series.
(b) SECTION 2.02 is hereby amended by adding the following sentence as the
second sentence of SECTION 2.02: "Effective as of the 9:30 a.m. Evaluation Time
on July 12, 2000, in the event that the aggregate value of Securities in the
Trust has increased since the evaluation on July 11, 2000, the Trustee shall
issue such number of additional Units to the Holder of outstanding Units as of
the close of business on July 11, 2000, that the price per Unit computed as of
the 9:30 a.m. Evaluation Time on July 12, 2000, plus the maximum applicable
sales charge shall equal approximately $1 per Unit (based on the number of Units
outstanding as of said 9:30 a.m. Evaluation Time, including the additional Units
issued pursuant to this sentence); in the event that the aggregate value of
Securities in the Trust Fund has decreased since the evaluation on July 11,
2000, there will be a reverse split of the outstanding Units, and said Holder
will surrender to the Trustee for cancellation such number of Units, that the
price per Unit computed as of the 9:30 a.m. Evaluation Time on July 12, 2000
plus the maximum applicable sales charge shall equal approximately $1 per Unit
(based on the number of Units outstanding as of said 9:30 a.m. Evaluation Time,
reflecting cancellation of Units pursuant to this sentence)."
(c) For purposes of SECTION 7.03 the amount per year as compensation for
the Sponsor is hereby specified as the amount set forth under Summary of
Essential Information in the Prospectus as Sponsor's Annual Fee.
(d) SECTION 8.01(b) shall be amended by adding the following to the clause
ending prior to the proviso beginning in the fifth line:
"or in respect of any evaluation which it is required to make, or
required or permitted to have made by others under this Indenture, or
otherwise."
(e) For purposes of SECTION 8.05, the amount per year specified as
compensation for the Trustee is hereby specified as the amount set forth under
Summary of Essential Information in the Prospectus as Trustee's Annual Fee.
(f) For purposes of SECTION 9.01, the Termination Date shall be the dates
specified in the Prospectus under Mandatory Termination Date in the Summary of
Essential Information.
(g) Notwithstanding any provision of SECTIONs 4.01 and 5.01 to the
contrary, on July 12, 2000 only, in addition to the evaluation of the Trust Fund
made as of the 4:00 p.m. Evaluation Time on such day, the Trustee (i) shall
furnish to the Sponsor an evaluation of each issue of the Securities as of 9:30
a.m. in the manner provided in SECTION 4.01, and (ii) shall also furnish to the
Sponsor as of 9:30 a.m. an evaluation of the Trust Fund in the manner provided
in SECTION 5.01.
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This Indenture shall be deemed effective when executed and delivered by the
Sponsor and the Trustee.
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IN WITNESS WHEREOF, the parties hereto have caused this Trust
Indenture to be duly executed
SALOMON SMITH BARNEY INC.
Sponsor
By: /s/ Kevin E. Kopczynski
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Senior Vice President
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THE CHASE MANHATTAN BANK, Trustee
By: /s/ Irene D'Angelo
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Vice President
(SEAL)
ATTEST:
By: /s/ Timothy Carson
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