<PAGE>
FORM 8-A
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
Software HOLDRSSM 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:
Software 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:
333-43766
Securities to be registered pursuant to Section 12(g) of the Act:
None
1
<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 Software HOLDRS Trust (the "Software HOLDRS") to be registered hereunder
is set forth under the caption entitled "Description of Software 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.
333-43766) (the "Registration Statement") and is incorporated herein
by reference.
2. Form of Software HOLDRS is set forth in Exhibit 4.1 to the
Registration Statement and is incorporated herein by reference.
2
<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 Software HOLDRS Trust
Date: September 26, 2000
By: /x/ Stephen G. Bodurtha
-----------------------
Name: Stephen G. Bodurtha
Title: Attorney-in-Fact
3
