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): ~~September~~November 3010, 2011

MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED

Initial Depositor

(Exact name of Registrant as specified in its charter)

Internet HOLDRS (SM) Trust

[Issuer with respect to the receipts]

~~DELAWARE~~Delaware (State or other jurisdiction of incorporation) 001-15327 Commission File Number 13-5674085 (I.R.S. Employer Identification No.)

______________

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)

______________

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.):

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

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

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

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

Item 8.01 Other Events

1.Notice ~~Filing~~ of ~~Exchange~~Early ~~Offer Documents Related to Subject HOLDRS~~Termination

On ~~September~~November 3010, 2011, ~~Market~~Merrill ~~Vectors~~Lynch, ~~ETF Trust~~Pierce, anFenner ~~affiliate~~& ofSmith ~~Van~~Incorporated, ~~Eck~~as ~~Associates~~initial ~~Corporation~~depositor (the “~~Van~~Initial ~~Eck~~Depositor”), ~~filed~~gave ~~with~~notice ~~the~~to ~~Securities~~The ~~and~~Bank ~~Exchange~~of ~~Commission~~New York Mellon (formerly known as The Bank of New York), as trustee (the “~~SEC~~Trustee”), ~~documents~~of inits ~~anticipation~~decision to early terminate the Internet HOLDRS Trust effective on the closing date of ~~commencing~~the ~~exchange~~Asset ~~offers~~Purchase Agreement dated August 11, 2011 between Merrill Lynch & Co., Inc. and Van Eck Associates Corporation (“Van Eck” and the “~~Exchange Offers~~Agreement”). Such ~~for~~notice notified the ~~HOLding~~Trustee ~~company~~that ~~Depositary~~the ~~ReceiptS~~closing under the Agreement (the “~~HOLDRS~~Closing”) ~~issued~~will byconstitute ~~each~~an of“early ~~the~~termination” ~~Biotech~~under ~~HOLDRS~~the Depositary Trust, ~~Oil~~Agreement ~~Service~~dated ~~HOLDRS~~September ~~Trust~~2, ~~Pharmaceutical~~1999, ~~HOLDRS~~as ~~Trust~~amended by Amendment No. 1 dated as of August 11, ~~Regional~~2011 ~~Bank~~(as ~~HOLDRS~~so ~~Trust~~amended, ~~Retail~~the ~~HOLDRS~~“Depositary Trust ~~and~~Agreement”), ~~Semiconductor~~governing the Internet HOLDRS Trust. The ~~(collectively,~~Closing is scheduled to occur on the ~~“Subject~~expiration ~~HOLDRS~~date ~~Trusts,~~(the “Expiration Date”) ~~and~~of the ~~HOLDRS~~six ofpending ~~these~~exchange ~~Subject~~offers ~~HOLDRS~~by ~~Trusts~~Van Eck (as detailed in the Agreement, the “~~Subject~~Exchange ~~HOLDRS~~Offers”) or the business day immediately following the Expiration Date. The ~~Exchange~~Expiration ~~Offers,~~Date ~~once~~is ~~commenced,~~scheduled ~~will~~to ~~allow~~be ~~participating~~December ~~investors~~20, 2011, unless the ~~opportunity~~Exchange toOffers ~~exchange~~are extended in accordance with their ~~Subject~~terms. The ~~HOLDRS~~date ~~for~~on ~~shares~~which ofthe ~~new~~Closing ~~Market~~occurs ~~Vectors~~is ~~ETFs~~referred ~~sponsored~~to byas ~~Van~~the ~~Eck~~“Termination Date.”

AsThe ~~disclosed~~Trustee indisseminated ~~our~~notice ~~Form~~of ~~8-K~~the ~~dated~~early ~~August~~termination ~~11,~~and ~~2011,~~ the ~~Exchange~~Termination ~~Offers~~Date ~~will be made pursuant~~ to ~~the~~Cede ~~Asset Purchase Agreement dated August 11, 2011 between Merrill Lynch~~ & Co., ~~Inc. (“Merrill Lynch”) and Van Eck (~~the ~~“Agreement”),~~sole ~~pursuant~~owner to which Merrill Lynch will sell or license to Van Eck its right, title and interest to certain registered intellectual property, unregistered trade marks and copyrights, data, software and certain other materials that relate to the rights of ~~Merrill Lynch relating to HOLDRS. The Exchange Offers are expected to commence in~~ the ~~fourth~~receipts ~~quarter~~issued ofby ~~2011 and will be made pursuant to registration statements filed with~~ the ~~SEC. A~~Internet ~~Solicitation/Recommendation Statement will also be filed pursuant to Section 14(d)(4) of the Securities Exchange Act of 1934, as amended, for each of the Subject~~ HOLDRS Trusts. The Bank of New York Mellon (the “Trustee”) has advised that it intends to waive its cancellation fee with respect to Subject HOLDRS that are tendered in the Exchange Offers and accepted for exchangeTrust, ~~but~~on ~~not~~November ~~with respect to any other Subject HOLDRS or any non-Subject HOLDRS. The Trustee may charge a fee of up to $0.~~10, ~~per HOLDR for surrender and cancellation of all HOLDRS to which such fee waiver does not apply~~2011.

~~For~~What ~~additional~~happens ~~information~~to ~~about~~Internet HOLDRS if none of the Exchange Offers, ~~please~~are ~~see: vaneck.com/holdrs.~~completed?

~~Investors~~· inThe ~~the~~Closing ~~Subject~~will ~~HOLDRS~~not ~~who wish to participate in the applicable Exchange Offer should obtain copies of the applicable Exchange Offer materials, when available, from:~~occur.

The Exchange Agent for the Exchange Offers:	The Information Agent for the Exchange Offers:
The Bank of New York Mellon, acting through BNY Mellon Shareowner Services	D.F. King & Co., Inc.
480 Washington Boulevard, 27th Floor	48 Wall Street, 22nd Floor
Jersey City, NJ 07310	New York, NY 10005
1-866-300-4353 (Toll Free)	1-800-290-6424 (Toll Free) 1-212-269-5550 (Collect)
	Email: marketvectorsetf@dfking.com

There will not be an early termination.

2.· ~~Expected~~The ~~Consequences~~Internet ~~for~~HOLDRS ~~all~~Trust ~~HOLDRS,~~will ~~Even~~not ~~Those~~early ~~Not~~terminate ~~Subject~~and will continue to operate pursuant to the ~~Exchange~~terms ~~Offers~~of the Depositary Trust Agreement.

As· ~~disclosed~~Trading in ~~our Form 8-K dated August 11, 2011, if Van Eck accepts for exchange any of~~ the ~~Subject~~Internet HOLDRS ~~tendered~~receipts in the Exchange Offers, it is expected that as of the close of trading on the NYSE Arca on the day on which the Exchange Offers expire, all HOLDRS issued by the HOLDRS Trusts that trade on the NYSE Arca will ~~cease~~resume ~~to trade~~ on ~~either~~ the NYSE Arca ~~or any other national securities exchange~~. ~~Thereafter, the HOLDRS will no longer use any HOLDRS Trusts ticker symbol and may terminate and liquidate in accordance with the terms of their applicable depositary trust agreement.~~

What happens to Internet HOLDRS prior to the Termination Date?

Internet HOLding Company Depositary ReceiptS (“HOLDRS”) may be created and cancelled by following the procedures and paying the applicable issuance and cancellation fees described in the Internet HOLDRS Trust prospectus dated March 15, 2011, as supplemented by the prospectus supplement dated August 12, 2011, and as set forth in the Depositary Trust Agreement. Copies of this prospectus and prospectus supplement are available under the CIK number 0001095617 through the Securities and Exchange Commission’s website, www.sec.gov.

Trading in Internet HOLDRS on the NYSE Arca will be halted at or around the time at which the Exchange Offers expire.

What happens to Internet HOLDRS after the Termination Date?

The Internet HOLDRS Trust will liquidate in accordance with the Depositary Trust Agreement, as will each of the other HOLDRS trusts.

No new Internet HOLDRS will be issued.

Trading of Internet HOLDRS on the NYSE Arca will be permanently suspended after the close of trading on the Termination Date. Internet HOLDRS will not be listed for trading on any other securities exchange.

During the four-month period following the Termination Date, owners of Internet HOLDRS will have the right to withdraw the underlying securities evidenced by their HOLDRS, together with any dividends or other distributions or net proceeds from the sale of any rights or other property received with respect thereto, by delivering a round-lot or an integral multiple of a round lot of Internet HOLDRS to the Trustee and paying the applicable taxes, other charges (if any) and Trustee’s fees. The Trustee has advised that the fee will be up to $10.00 for each round-lot of 100 Internet HOLDRS or portion thereof.

After the Termination Date, the Trustee will discontinue the registration of transfers of Internet HOLDRS, suspend the distribution of dividends or other distribution to owners thereof, and will not give any further notices or perform any further acts under the Depositary Trust Agreement.

After the four-month period following the Termination Date, the Trustee has the right to sell the underlying securities then held by the Internet HOLDRS Trust and will thereafter hold uninvested the net proceeds of any such sale, together with any other cash then held by it hereunder, unsegregated and without liability for interest, for the pro rata benefit of the owners of Internet HOLDRS that have not theretofore been surrendered. After making such sale, the Trustee will be discharged from all obligations under the Depositary Trust Agreement, except to account for such net proceeds and other cash (after deducting, in each case, any applicable fees and expenses). At such time owners of outstanding Internet HOLDRS will become general creditors of the Trustee with respect to such net proceeds.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

99.1

Internet HOLDRS Trust Prospectus Supplement dated November 10, 2011 to Prospectus dated March 15, 2011, as supplemented by the Prospectus Supplement dated August 12, 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, in its capacity as Initial Depositor
	MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED
Date: September 30, 2011	By:	/s/ Liam B. O’Neil
Date: November 10, 2011		By:	/s/ Liam B. O’Neil
		Name:	Liam B. O’Neil
		Title:	Managing Director

EXHIBIT INDEX

Number and Description of Exhibit

(99.1)

Internet HOLDRS Trust Prospectus Supplement dated November 10, 2011 to Prospectus dated March 15, 2011, as supplemented by the Prospectus Supplement dated August 12, 2011.

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