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): December 1216, 2011

MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED

Initial Depositor

(Exact name of Registrant as specified in its charter)

Utilities HOLDRS (SM) Trust

[Issuer with respect to the receipts]

~~DELAWARE~~Delaware (State or other jurisdiction of incorporation) 001-15963 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)

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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~~The ~~January~~Utilities 6HOLDRS Trust hereby updates its Form 8-K dated November 10, ~~2012~~2011, aswhich aannounced ~~result~~that of(i) the ~~spin-off~~Utilities ofHOLDRS ~~WPX~~Trust ~~Energy~~would terminate, ~~Inc.~~under ~~from~~its ~~The~~Depositary ~~Williams~~Trust ~~Companies~~Agreement, ~~Inc.~~as amended, aon ~~constituent~~or ofaround ~~the~~December ~~Utilities~~20, ~~HOLDRS Trust~~2011, ~~WPX~~(ii) ~~Energy~~following that termination, ~~Inc.~~holders ~~will~~of beUtilities ~~added~~HOLding asCompany anDepositary ~~underlying~~Receipts ~~constituent~~(“HOLDRS”) ofwould ~~the~~have ~~Utilities~~until ~~HOLDRS~~the ~~Trust. Shareholders~~expiration of ~~The~~a ~~Williams~~period ~~Companies,~~of ~~Inc.~~four ~~will~~months ~~receive~~after ~~0.3333333333~~the ~~shares~~termination ofdate ~~WPX~~(the ~~Energy,~~date ~~Inc.~~on ~~for~~which ~~every~~that ~~share~~period ofends ~~The~~being ~~Williams~~referred ~~Companies,~~to ~~Inc. The~~as ~~Bank~~the of“Last ~~New~~Withdrawal ~~York~~Date”) ~~Mellon~~to ~~will~~decide ~~receive~~if ~~6.66666666666~~they ~~shares~~would oflike ~~WPX~~to ~~Energy,~~retain ~~Inc.~~their ~~for~~ownership interest in the 20underlying ~~shares~~securities of ~~The~~the ~~Williams~~Utilities ~~Companies,~~HOLDRS ~~Inc.~~and ~~per~~(iii) ~~100~~if ~~share~~holders ~~round-lot~~ of Utilities HOLDRS~~. Effective~~ atdid ~~the~~not ~~opening~~surrender oftheir ~~business~~HOLDRS onand ~~January~~request 6,delivery ~~2012,~~of ~~6.66666666666~~the ~~shares~~underlying ofsecurities ~~WPX~~by ~~Energy,~~the ~~Inc.~~Last ~~will~~Withdrawal beDate, ~~required~~The ~~for~~Bank ~~creations/cancellations~~of ~~per~~New ~~100~~York ~~share~~Mellon, ~~round-lot~~as Trustee of the Utilities HOLDRS~~. The~~ ~~record~~Trust ~~date~~(the “Trustee”), ~~payable~~had ~~date~~the right to sell those securities and ~~due~~holders ~~bill~~of ~~redemption~~Utilities ~~date~~HOLDRS ~~are~~would ~~December~~be ~~14,~~entitled ~~2011,~~to ~~December~~receive ~~31,~~the ~~2011~~net ~~and~~proceeds ~~January~~of 5,such ~~2012,~~sales ~~respectively~~upon any subsequent surrender of their HOLDRS.

~~Item~~The 9Utilities HOLDRS Trust has been advised by the Trustee that it has decided to extend the period during which you may surrender your Utilities HOLDRS and request delivery of the underlying securities from a period of four months following the termination date of the Utilities HOLDRS Trust to a period of 12 months following the termination date of the Utilities HOLDRS Trust.01 In addition, the Utilities HOLDRS Trust is now scheduled to terminate on December 23, 2011. Accordingly, ~~Financial~~the ~~Statements~~Last ~~and~~Withdrawal ~~Exhibits~~Date is now 12 months following the termination date of the Utilities HOLDRS Trust, or December 24, 2012.

On December 16, 2011, Merrill Lynch, Pierce, Fenner & Smith Incorporated, as Initial Depositor, issued a press release regarding this change to the post-termination period for the Utilities HOLDRS Trust. A copy of the press release is attached hereto as Exhibit 99.1. Exhibit 99.1 is being furnished to, and not filed with, the Securities and Exchange Commission.

Item 9.01

Financial Statements and Exhibits

(d)

Exhibits

99.1 ~~Utilities~~Press ~~HOLDRS~~release, ~~Trust~~dated ~~Prospectus~~December ~~Supplement~~16, ~~dated~~2011.

December 12, 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: December 12, 2011	By:	/s/ Liam B. O’Neil
Date: December 16, 2011		By:	/s/ Liam B. O’Neil
	~~Name:~~	~~Liam B. O’Neil~~Name:	Liam B. O’Neil
	~~Title:~~	~~Managing Director~~Title:	Managing Director

EXHIBIT INDEX

Number and Description of Exhibit

(99.1) ~~Utilities~~Press ~~HOLDRS~~release, ~~Trust Prospectus Supplement~~ dated December 1216, 2011 ~~to Prospectus dated March 15, 2011~~.

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