MARKET 2000 HOLDRS TRUST
8-A12B, 2000-08-29
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<PAGE>

                       SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C.  20549

               FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
                    PURSUANT TO SECTION 12(b) OR (g) OF THE
                        SECURITIES EXCHANGE ACT OF 1934

                          Market 2000+ HOLDRS(SM) Trust
             (Exact name of registrant as specified in its charter)

               New York                                 not applicable
(State of incorporation or organization)    (I.R.S. Employer Identification No.)

  c/o The Bank of New York, as Trustee
        101 Barclay Street, 22-W
           New York, New York                                 10286
(Address of principal executive offices)                   (Zip Code)

     Securities to be registered pursuant to Section 12(b) of the Act:

       Title of each class                       Name of each exchange on which
       to be so registered:                      each class is to be registered:

       Market 2000+ HOLDRS                           American Stock Exchange


          If this form relates to the registration of a class of securities
pursuant to Section 12(b) of the Exchange Act and is effective pursuant to
General Instruction A.(c), check the following box.  [x]

          If this form relates to the registration of a class of securities
pursuant to Section 12(g) of the Exchange Act and is effective pursuant to
General Instruction A.(d), check the following box.  [  ]

          Securities Act registration file number to which this form relates:

          333-37980

          Securities to be registered pursuant to Section 12(g) of the Act:

          None

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<PAGE>

                 INFORMATION REQUIRED IN REGISTRATION STATEMENT

Item 1.  Description of Registrant's Securities to be Registered.

          The description of the 1,000,000,000 Depositary Receipts to be issued
by the Market 2000+ HOLDRS Trust (the "Market 2000+ HOLDRS") to be registered
hereunder is set forth under the caption entitled "Description of Market 2000+
HOLDRS" in the prospectus (the "Prospectus"), which description is hereby
incorporated by reference.  The Prospectus will be filed with the Securities and
Exchange Commission pursuant to Rule 424(b) of the Securities Act of 1933 and
such Prospectus will be incorporated by reference in this registration
statement, Form 8-A, upon its filing.

Item 2.  Exhibits.

     1.   Form of Depositary Trust Agreement is set forth in Exhibit 4.1 to the
          registrant's Registration Statement on Form S-1 (Registration No. 333-
          37980) (the "Registration Statement") and is incorporated herein by
          reference.

     2.   Form of Market 2000+ HOLDRS is set forth in Exhibit 4.1 to the
          Registration Statement and is incorporated herein by reference.

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<PAGE>

                                   SIGNATURE

          Pursuant to the requirements of Section 12 of the Securities Exchange
Act of 1934, the registrant has duly caused this registration statement to be
signed on its behalf by the undersigned, thereto duly authorized.

                                   MERRILL LYNCH, PIERCE, FENNER & SMITH
                                   INCORPORATED, as Initial Depositor, on
                                   behalf of Market 2000+ HOLDRS Trust

Date: August 29, 2000

                                  By:    /s/ Stephen G. Bodurtha
                                         -----------------------
                                         Name:  Stephen G. Bodurtha
                                         Title: Attorney-in-Fact

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