UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

______________

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

______________

Date of Report (Date of earliest event reported): October 25, 2011

MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED

Initial Depositor

(Exact name of Registrant as specified in its charter)

Telecom HOLDRS (SM) Trust

[Issuer with respect to the receipts]

DELAWARE

(State or other jurisdiction of

incorporation)

001-15651

Commission File Number

13-5674085

(I.R.S. Employer

Identification No.)

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One Bryant Park

New York, New York 10036

(Address of principal executive offices and zip code)

(212) 449-1000

(Registrant’s telephone number, including area code)

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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2.):

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01.

Other Events

Effective October 20, 2011, the 1-for-15 reverse stock split of Level 3 Communications, Inc., an underlying constituent of the Telecom HOLDRS Trust, became effective. The quantity of shares of Level 3 Communications, Inc. represented by each 100 share round-lot of Telecom HOLDRS will decrease from 3 shares to 0.2 shares. As a result, once the split has been effected by the Depository Trust Company, deposits of Level 3 Communications, Inc. for creations of Telecom HOLDRS will decrease from 3 shares to 0.2 shares per round-lot of 100 Telecom HOLDRS. Also effective October 20, 2011, Level 3 Communications, Inc. will trade on the New York Stock Exchange and the CUSIP will change from 52729N100 to 52729N308. The ticker of Level 3 Communications, Inc. will remain the same.

Item 9.01.

Financial Statements and Exhibits

(d)

Exhibits

99.1

Telecom HOLDRS Trust Prospectus Supplement dated October 25, 2011 to Prospectus dated March 15, 2011.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED


Date: October 25, 2011	By:	/s/ Liam B. O’Neil
	Name:	Liam B. O’Neil
	Title:	Managing Director

EXHIBIT INDEX

Number and Description of Exhibit

(99.1)

Telecom HOLDRS Trust Prospectus Supplement dated October 25, 2011 to Prospectus dated March 15, 2011.

TELECOM HOLDRS TRUST 8-K