NUVEEN TAX FREEIT TRUST SERIES 855
487, 1996-04-03
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<PAGE>


                                                      File No. 333-01701
                                                      40 Act File No. 811-2271


                       SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C.  20549

                                AMENDMENT NO. 1
                                       TO
                                    FORM S-6

For Registration under the Securities Act of 1933 of Securities of Unit
Investment Trusts Registered on Form N-8B-2

A.  Exact name of Trust:     NUVEEN TAX-FREE UNIT TRUST, SERIES 855
                             (formerly filed as Nuveen Tax-Exempt Unit Trust, 
                             Series 840)

B.  Name of Depositor:       JOHN NUVEEN & CO. INCORPORATED

C.  Complete address of Depositor's principal executive offices:

                             333 West Wacker Drive
                             Chicago, Illinois  60606

D.  Name and complete address of agents for service:

                             JOHN NUVEEN & CO. INCORPORATED
                             Attn:  James J. Wesolowski
                             333 West Wacker Drive
                             Chicago, Illinois 60606

                             CHAPMAN AND CUTLER
                             Attn:  Eric F. Fess
                             111 West Monroe Street
                             Chicago, Illinois  60603

It is proposed that this filing will become effective (check appropriate box)

- -----
- -----    immediately upon filing pursuant to paragraph (b)

- -----
- -----    on (date) pursuant to paragraph (b)

- -----
- -----    60 days after filing pursuant to paragraph (a)

- -----
- -----    on (date) pursuant to paragraph (a) of rule 485 or 486

E.  Title and amount of securities being registered:  An indefinite number of
    Units as permitted by Rule 24f-2.

F.  Proposed maximum offering price to the public of the securities being
    registered:  Not presently determinable.

G.  Amount of filing fee:  $500 in accordance with Rule 24f-2.*

H.  Approximate date of proposed sale to the public:

    As soon as practicable after the effective date of the Registration
    Statement.

*Previously Paid
______
          Check box if it is proposed that this filing will become effective
  X       on 4/03/96 at 1:30 p.m. pursuant to Rule 487.
______


<PAGE>

                 NUVEEN TAX-FREE UNIT TRUST, SERIES 855

                             Cross-Reference Sheet

                     Pursuant to Rule 404(c) of Regulation C
                        under the Securities Act of 1933

               (Form N-8B-2 Items Required by Instruction 1 as
                           to Prospectus on Form S-6)


FORM N-8B-2                                      FORM S-6
ITEM NUMBER                                      HEADING IN PROSPECTUS

    I.   ORGANIZATION AND GENERAL INFORMATION

1.  (a)  Name of trust                    )   Prospectus Part-A Cover Page
    (b)  Title of securities issued       )

2.  Name and address of Depositor         )   Information About the Sponsor

3.  Name and address of Trustee           )   Information About the Trustee

4.  Name and address of principal         )   Information About the Sponsor
    Underwriter                           )

5.  Organization of trust                 )   What Is The Nuveen Tax-Free
                                          )   Unit Trust?

6.  Execution and termination of          )   What Is The Nuveen Tax-Free
    Trust Agreement                       )   Unit Trust?
                                          )   Information About the Trustee
                                          )   Other Information

7.  Changes of Name                                    *

8.  Fiscal Year

9.  Litigation

    II.  GENERAL DESCRIPTION OF THE TRUST AND SECURITIES OF THE TRUST
10. General Information regarding         )   Summary of Portfolios
    trust's securities                    )   Why and How are the Bonds
                                              Insured?
                                              When Are Distributions
                                              Made to Unitholders?
                                          )   Ownership and Transfer of Units
                                          )   How Units May Be Redeemed
                                              Without Charge
                                          )   How Bonds May Be Removed From
                                          )   The Trusts
                                          )   Information About the Trustee
                                          )   Information About the Sponsor
                                          )   Other Information

                                          )   What Is The Tax Status of
                                          )   Unitholders?

11. Type of securities comprising         )   What Is The Nuveen Tax-Free
    units                                 )   Unit Trust?
                                          )   Summary of Portfolios
                                          )   Composition of Trusts
                                          )   What Are The Objectives Of
                                          )   The Trusts?
                                              Why and How are the Bonds
                                              Insured?

12. Certain information regarding         )   *
    periodic payment certificates         )

13. (a)Load, fees, expenses, etc.         )   Part A - Essential Information 
                                          )   How Is The Public Offering Price
                                          )   Determined?
                                          )   Market For Units
                                          )   What Is Accrued Interest?
                                          )   What Are Estimated Long Term 
                                          )   Return And Estimated Current 
                                          )   Return?
                                          )   How Was The Price Of The Bonds
                                          )   Determined At The Date of Deposit?
                                          )   What Are Normal Trust Operating
                                          )   Expenses?
                                          )   Summary of Portfolios
                                          )   When Are Distributions Made
                                          )   To Unitholders?
                                          )   How Detailed Are Reports To
                                              Unitholders?


<PAGE>


    (b)Certain information regarding      )   *
       periodic payment certificates      )


    (c)Certain percentages                )   How Is the Public Offering Price
                                          )   Determined?
                                          )   Market For Units
                                          )   What Are Estimated Long Term 
                                          )   Return And Estimated Current 
                                          )   Return?
                                          )   How Was The Price of the Bonds
                                          )   Determined At The Date of Deposit?
                                          )   What is Accrued Interest?

    (d)Certain other fees, etc.           )   How Was The Price Of The Bonds
       payable by holders                 )   Determined At The Date of Deposit?
                                          )   What Are Normal Trust Operating
                                          )   Expenses?
                                          )   Ownership and Transfer of Units

    (e)Certain profits receivable         )   Composition of Trusts
       by depositor, principal under-     )
       writer, trustee or affiliated      )   How Units May Be Purchased By
       persons                            )   The Sponsor

    (f)Ratio of annual charges
       to income                                *

14. Issuance of trust's securities        )   Summary of Portfolios
                                          )   When Are Distributions Made
                                          )   To Unitholders?
                                          )   Ownership and Transfer of Units
                                          )   How Units May Be Redeemed
                                          )   Without Charge

15. Receipt and handling of payments      )   *
    from purchasers                       )

16. Acquisition and Disposition of        )   What Is The Nuveen Tax-Free
    Underlying Securities                 )   Unit Trust?
                                          )   Summary of Portfolios
                                          )   Composition of Trusts
                                          )   Why and How are the Bonds
                                              Insured?
                                          )   How Units May Be Redeemed
                                              Without Charge
                                          )   How Bonds May Be Removed From
                                          )   The Trusts
                                          )   Other Information

17. Withdrawal or redemption              )   Market For Units
                                          )   How Units May Be Redeemed
                                          )   Without Charge
                                          )   How Units May Be Purchased By
                                          )   The Sponsor

18. (a)Receipt and disposition of income  )   Summary of Portfolios
                                          )   When Are  Distributions
                                              Made To Unitholders?
                                          )   How Detailed Are Reports To
                                          )   Unitholders?

    (b)Reinvestment of distributions      )   Accumulation Plan

    (c)Reserves or special funds          )   Summary of Portfolios
                                          )   When Are Distributions
                                          )   Made To Unitholders?

    (d)Schedule of distributions          )   *

19. Records, accounts and reports         )   When Are Distributions Made
                                          )   To Unitholders?
                                          )   How Detailed Are Reports To
                                          )   Unitholders?

20. Certain miscellaneous provisions of   )   Information About the Trustee
    Trust Agreement                       )   Information About the Sponsor
                                          )   Other Information


<PAGE>


21. Loans to security holders             )   *

22. Limitations on liability              )   Summary of Portfolios
                                          )   Composition of Trusts
                                          )   Information About The Trustee

23. Bond arrangements                     )   *

24. Other material provisions of Trust    )   *
    Agreement.                            )

    III. ORGANIZATION, PERSONNEL AND AFFILIATED PERSONS OF DEPOSITOR

25. Organization of Depositor             )   Information About the Sponsor

26. Fees received by Depositor            )   *

27. Business of Depositor                 )   Information About the Sponsor

28. Certain information as to officials   )  *
    and affiliated persons of Depositor   )

29. Voting Securities of Depositor        )   Information About the Sponsor

30. Persons controlling Depositor         )
                                          )
31. Payments by Depositor for certain     )
    services rendered to trust            )
                                          )   *
32. Payments by Depositor for certain     )
    other services rendered to trust      )
                                          )
33. Remuneration of employees of Depositor)
    for certain services rendered to trust)
                                          )
34. Remuneration of other persons for     )
    certain services rendered to trust    )

<PAGE>


    IV.  DISTRIBUTION AND REDEMPTION OF SECURITIES

35. Distribution of trust's securities by )
    states                                )
                                          )   *
36. Suspension of sales of trust's        )
    securities                            )
                                          )
37. Revocation of authority to distribute )

38. (a)Method of distribution             )
                                          )
    (b)Underwriting agreements            )   How Units of The Trusts Are
                                          )   Distributed To The Public
    (c)Selling agreements                 )

39. (a)Organization of principal          )
         underwriter                      )
                                          )   Information About The Sponsor
    (b)NASD membership of principal       )
         underwriter                      )

40. Certain fees received by principal    )   *
    underwriter


41. (a)Business of principal underwriter  )
                                          )
    (b)Branch offices of principal under- )    *
       writer                             )
                                          )
    (c)Salesmen of principal underwriter  )

42. Ownership of trust's securities by    )   *
    certain persons                       )
                                          )
43. Certain brokerage commissions received)   *
    by principal underwriter              )

44. (a)Method of valuation                )   Part A - Essential Information 
                                          )   How Is The Public Offering Price
                                          )   Determined?
                                          )   How Was The Price Of The Bonds
                                          )   Determined At The Date of Deposit?
                                          )   What Are Normal Trust Operating
                                          )   Expenses?


    (b)Schedule as to offering price      )   *

    (c)Variation in offering price to     )   How Is the Public Offering Price
       certain persons                    )   Determined?
                                          )   What Is Accrued Interest?
                                          )   How Was The Price Of The Bonds
                                          )   Determined At The Date of Deposit?

<PAGE>

45. Suspension of redemption rights       )   *

46. (a)Redemption valuation               )   Unit Value and Evaluation
                                          )   How Units May Be Redeemed
                                          )   Without Charge
                                          )   How Units May Be Purchased By
                                          )   The Sponsor

    (b)Schedule as to redemption price    )   *

47. Maintenance of position in underlying )   How Is the Public Offering Price
    securities                            )   Determined?
                                          )   How Units May Be Purchased By
                                          )   The Sponsor

    V.   INFORMATION CONCERNING THE TRUSTEE OR CUSTODIAN

48. Organization and regulation of Trustee)   Information About The Trustee

49. Fees and expenses of Trustee          )   Part A - Essential Information
                                          )   What Are Normal Trust Operating
                                          )   Expenses?

50. Trustee's lien                        )   What Are Normal Trust Operating
                                          )   Expenses?
                                          )   When Are Distributions Made
                                          )   To Unitholders?

    VI.  INFORMATION CONCERNING INSURANCE OF HOLDERS OF SECURITIES

51. Insurance of holders of trust's       )   *
    securities                            )

                        VII.  POLICY OF REGISTRANT

52. (a)Provisions of trust agreement with )   What Are Normal Trust Operating
       respect to selection or elimination)   Expenses?
       of underlying securities           )   How Units May Be Redeemed With-
                                          )   out Charge
                                          )   How Bonds May Be Removed From
                                          )   The Trusts

    (b)Transactions involving elimination )   *
       of underlying securities           )

    (c)Policy regarding substitution or   )   Summary of Portfolio
       elimination of underlying          )   Composition of Trusts
       securities                         )   How Bonds May Be Removed From
                                          )   The Trusts

    (d)Fundamental policy not otherwise   )   *
       covered                            )

53. Tax status of trust                   )   What Is The Tax Status Of
                                          )   Unitholders?

    VIII. FINANCIAL AND STATISTICAL INFORMATION

54. Trust's securities during last ten years)   *

55.)                                      )   *
56.)Certain information regarding         )
57.)periodic payment certificates         )
58.)                                      )

__________

*Inapplicable, omitted, answer negative or not required.

<PAGE>
   
                                 APRIL 3, 1996
                             SUBJECT TO COMPLETION
    
                                           A
   
NUVEEN              NUVEEN CONNECTICUT TRADITIONAL TRUST 279
                    (NUVEEN TAX-FREE UNIT TRUSTS SERIES 855)
    
 
                                                CUSIP NUMBERS:
   
                                                   Monthly:           67094E 857
                                                   Quarterly:         67094E 865
                                                   Semi-Annually:     67094E 873
    
 
   
              PROSPECTUS--PART A (SPECIFIC TERMS) -- APRIL 3, 1996
 THIS PART A OF THE PROSPECTUS MAY NOT BE DISTRIBUTED UNLESS ACCOMPANIED BY THE
                                   PART B OF
  THE NUVEEN TAX-EXEMPT UNIT TRUSTS PROSPECTUS, TO WHICH SUCH REFERENCE HEREIN
                           APPLIES. ANY REFERENCE TO
   "NUVEEN TAX-EXEMPT UNIT TRUSTS" IN PART B SHALL BE AMENDED TO READ "NUVEEN
                             TAX-FREE UNIT TRUSTS."
     BOTH PARTS OF THE PROSPECTUS SHOULD BE RETAINED FOR FUTURE REFERENCE.
    
 
   
    Connecticut  Traditional Trust 279 (the "Trust")  consists of a portfolio of
interest-bearing obligations issued by or on behalf of the State of Connecticut,
certain United  States Territories  or  authorities and  political  subdivisions
thereof  which,  in  the  opinion  of recognized  bond  counsel  to  the issuing
authorities, provide  income  which  is  exempt  from  Federal  income  tax  and
Connecticut state income tax to the extent indicated below.
    
 
    The  objectives of the Trust are income exempt from Federal and state income
taxes, and conservation  of capital.  The objectives are,  of course,  dependent
upon  the continuing  ability of the  issuers, obligors and/or  insurers to meet
their respective obligations.
 
   
    The Portfolio of  the Trust  consists of  8 obligations  issued by  entities
located in Connecticut. The Bonds in the Trust are either general obligations of
the  governmental entity issuing them and are backed by the taxing power thereof
or are  payable as  to principal  and interest  from the  income of  a  specific
project  or authority and are not supported by the issuer's power to levy taxes.
The sources of payment for the Bonds are divided as follows:
    
 
   
<TABLE>
<CAPTION>
     NUMBER OF                                              PORTFOLIO
      ISSUES                PURPOSE OF ISSUE                PERCENTAGE
  ---------------  ----------------------------------------------------
  <C>              <S>                                     <C>
         3         General Obligations                            40   %
         3         College and University Revenue                 31
         1         Dedicated-Tax Supported Revenue                14
         1         Health Care Facility Revenue                   14
</TABLE>
    
 
   
    The Trust  is  considered  to  be  concentrated  in  Bonds  of  College  and
University Revenue Issuers whose revenues are subject to certain risks including
declines  in  "college  age" individuals  and  the possible  inability  to raise
tuition and fees. For a discussion  of the risks associated with investments  in
the  bonds of various issuers, see "RISK  FACTORS" in Part B of this Prospectus.
Certain of the Bonds may  be insured by a  commercial insurer, see "Schedule  of
Investments"  and  "WHY  AND HOW  ARE  THE BONDS  INSURED?"  in Part  B  of this
Prospectus.
    
 
   
                             ESSENTIAL INFORMATION
             REGARDING THE NUVEEN CONNECTICUT TRADITIONAL TRUST 279
        ON THE BUSINESS DAY PRIOR TO THE DATE OF DEPOSIT, APRIL 2, 1996
    
          Sponsor and Evaluator........ John Nuveen & Co. Incorporated
          Trustee...................... The Chase Manhattan Bank, N.A.
                ------------------------------------------------
 
The income, expense and distribution data  set forth below have been  calculated
for   Unitholders  receiving  monthly,  quarterly  or  semi-annual  distribution
options.
 
   
<TABLE>
<S>                                                   <C>
Principal Amount of Bonds in Trust..................  $     3,500,000
Number of Units.....................................           35,000
Fractional Undivided Interest in Trust Per Unit.....         1/35,000
Public Offering Price--Less than 500 Units
    Aggregate Offering Price of Bonds in Trust......  $     3,350,169
    Divided by Number of Units......................  $         95.72
    Plus Sales Charge 4.9% (5.152% of the Aggregate
     Offering Price of the Bonds per Unit)..........  $          4.93
    Public Offering Price Per Unit(1)...............  $        100.65
Redemption Price Per Unit (exclusive of accrued
  interest).........................................  $         95.31
Sponsor's Initial Repurchase Price Per Unit
  (exclusive of accrued interest)...................  $         95.72
Excess of Public Offering Price Per Unit over
  Redemption Price Per Unit.........................  $          5.34
Excess of Public Offering Price Per Unit over
  Sponsor's Repurchase Price Per Unit...............  $          4.93
Average Maturity of Bonds in the Trust(2)...........       21.4 years
</TABLE>
    
 
- ----------
THESE SECURITIES HAVE  NOT BEEN APPROVED  OR DISAPPROVED BY  THE SECURITIES  AND
EXCHANGE  COMMISSION OR ANY  STATE SECURITIES COMMISSION  NOR HAS THE SECURITIES
AND EXCHANGE  COMMISSION OR  ANY  STATE SECURITIES  COMMISSION PASSED  UPON  THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.
Information   contained  herein  is  subject   to  completion  or  amendment.  A
registration statement  relating to  these securities  has been  filed with  the
Securities  and Exchange  Commission. These securities  may not be  sold nor may
offers to buy be accepted prior  to the time the registration statement  becomes
effective.  This  Prospectus  shall  not  constitute an  offer  to  sell  or the
solicitation of an offer to buy nor shall there be any sale of these  securities
in any 
State  in which  such offer,  solicitation or  sale would  be unlawful  prior to
registration or qualification under the securities laws of any State.
 
                                     1 of 7
<PAGE>
                         ESSENTIAL INFORMATION (CONT.)
 
   
<TABLE>
<CAPTION>
                                                  MONTHLY        QUARTERLY      SEMI-ANNUAL
                                                -----------     -----------     -----------
  <S>                                           <C>             <C>             <C>
  Calculation of Estimated Net Annual
    Interest Income Per Unit
      Annual Interest Income(3)............         $5.3580         $5.3580        $5.3580
      Less Estimated Annual Expense........          $.2439          $.2119         $.1929
                                                -----------     -----------     -----------
      Estimated Net Annual Interest
        Income(4)..........................         $5.1141         $5.1461        $5.1651
  Daily Rate of Accrual Per Unit...........         $.01420         $.01429        $.01434
  ESTIMATED CURRENT RETURN(5)..............            5.08%           5.11%          5.13 %
  ESTIMATED LONG TERM RETURN(5)............            5.16%           5.19%          5.21 %
  Trustee's Annual Fees(6).................         $1.5436         $1.2236        $1.0336
Date of Deposit......................................................................................April 3, 1996
Settlement Date......................................................................................April 9, 1996
Mandatory Termination Date....................................See "OTHER INFORMATION" in Part B of this Prospectus
Minimum Value of Each Trust...................................See "OTHER INFORMATION" in Part B of this Prospectus
Sponsor's Annual Evaluation Fee.........................................$0.17 per $1,000 principal amount of Bonds
Estimated Annual Organizational Expenses(7).......................................................$.03257 per Unit
- ----------
</TABLE>
    
 
The evaluation time for purpose  of sale, purchase or  redemption of Units is  4
p.m.  Eastern time or as of  any earlier closing time on  a day on which the New
York Stock Exchange is scheduled in advance to close at such earlier time.  (See
"HOW IS THE PUBLIC OFFERING PRICE DETERMINED?" in Part B of this Prospectus.)
 
   
(1) Units  are offered at  the Public Offering Price  plus accrued interest from
    the preceding Record  Date to,  but not  including, the  date of  settlement
    (normally  three business days  after purchase). The Date  of Deposit of the
    Fund has  been  designated  as  the  First Record  Date  for  all  plans  of
    distribution  of the Trust and, accordingly, for Units purchased on the Date
    of Deposit, $.09 of accrued interest to the Settlement Date will be added to
    the Public Offering  Price. (See "WHAT  IS ACCRUED INTEREST?"  in Part B  of
    this Prospectus.)
    
 
(2) The  Average Maturity  of Bonds  in the Trust  is calculated  based upon the
    stated maturities of the Bonds in the  Trust (or, with respect to Bonds  for
    which funds or securities have been placed in escrow to redeem such Bonds on
    a  stated call  date, based  upon such call  date). The  Average Maturity of
    Bonds in the  Trust may  increase or  decrease from  time to  time as  Bonds
    mature or are called or sold.
 
(3) Assumes  delivery of  all Bonds. (See  "COMPOSITION OF  TRUSTS" appearing in
    Part B of this  Prospectus.) Interest income does  not include accretion  of
    original  issue  discount on  "zero coupon"  Bonds, Stripped  Obligations or
    other original issue discount Bonds. (See  "RISK FACTORS" in Part B of  this
    Prospectus.)
 
(4) The  amount and  timing of interest  distributions from the  Trust under the
    various plans of distribution  are set forth below.  It is anticipated  that
    the  amount of interest to  be distributed per Unit  in each year under each
    plan of distribution will initially be substantially equal to the  Estimated
    Net Annual Interest Income per Unit for that plan. The amount of interest to
    be  distributed  annually  per  Unit, will  generally  change  as  Bonds are
    redeemed, mature or are sold or as fees and expenses increase or decrease.
 
(5) Estimated Long  Term Return  for the  Trust represents  the average  of  the
    yields  to  maturity  (or  call)  of  the  Bonds  in  the  Trust's portfolio
    calculated in  accordance  with  accepted bond  practices  and  adjusted  to
    reflect  a compounding factor, expenses and sales charges. Estimated Current
    Return is computed by  dividing the Net Annual  Interest Income per Unit  by
    the  Public Offering  Price, and in  contrast to Estimated  Long Term Return
    does not reflect the  amortization of premium or  accretion of discount,  if
    any.  For  more information  see "WHAT  ARE ESTIMATED  LONG TERM  RETURN AND
    ESTIMATED CURRENT RETURN?" in Part B of this Prospectus.
 
(6) Each Trustee annual  fee is per  $1,000 principal amount  of the  underlying
    Bonds  in  the  Trust  for  that portion  of  the  Trust  that  represents a
    particular plan of distribution.
 
(7) The Trust (and  therefore Unitholders)  will bear all  or a  portion of  its
    organizational   costs  (including  costs   of  preparing  the  registration
    statements, the  trust indenture  and other  closing documents,  registering
    Units  with the Securities  and Exchange Commission  and states, the initial
    audit of the Trust portfolio, legal  fees and the initial fees and  expenses
    of  the Trustee but not  including the expenses incurred  in the printing of
    preliminary and final prospectuses, and expenses incurred in the preparation
    and printing  of brochures  and other  advertising materials  and any  other
    selling  expenses)  as  is  common for  mutual  funds.  Total organizational
    expenses will be  amortized over a  five year period.  See "WHAT ARE  NORMAL
    TRUST  OPERATING EXPENSES?" in  Part B of this  Prospectus and "Statement of
    Condition." Historically, the sponsors of  unit investment trusts have  paid
    all the costs of establishing such trusts.
 
                                     2 of 7
<PAGE>
                             INTEREST DISTRIBUTION
 
    Details  of interest distributions  per Unit of the  Trust under the various
plans appear in  the following table  based upon estimated  Net Annual  Interest
Income at the Date of Deposit:
 
   
<TABLE>
<CAPTION>
                                                                                                          NORMAL
                                                                                                      DISTRIBUTIONS
                                                         1996                          1997              PER YEAR
<S>                                     <C>            <C>            <C>            <C>            <C>
- ----------------------------------------------------------------------------------------------------  --------------
Record Date*..........................        5/1            8/1           11/1            2/1
Distribution Date.....................       5/15           8/15          11/15           2/15
- --------------------------------------------------------------------------------------------------------------------
Monthly Distribution Plan.............  $   .3976(1)                                                  $  5.1141
                                                            --------$.4260 every month--------
Quarterly Distribution Plan...........  $   .3976(1)   $  1.2861(2)   $  1.2861      $  1.2861        $  5.1461
Semi-Annual Distribution Plan.........  $   .3976(1)                  $  2.5812(3)                    $  5.1651
- --------------------------------------------------------------------------------------------------------------------
</TABLE>
    
 
_*_ Record  Dates for  semi-annual distributions are  May 1 and  November 1; for
    quarterly distributions, they are February 1,  May 1, August 1 and  November
    1.  Record Dates for monthly distributions are  the first day of each month.
    Distribution Dates under each distribution plan are the fifteenth day of the
    month  in  which  the  respective  Record  Date  occurred.  For   additional
    information  see "WHEN ARE DISTRIBUTIONS MADE  TO UNITHOLDERS?" in Part B of
    this Prospectus.
 
(1)_ The first distribution will be paid  to all Unitholders, regardless of  the
     distribution  plan selected. Such  distribution may be more  or less than a
     regular monthly distribution.
 
(2)_ Regular 3-month distribution.
 
(3) Regular 6-month distribution.
 
                            CONNECTICUT RISK FACTORS
 
    The financial condition of the State  of Connecticut is affected by  various
national,   economic,   social  and   environmental  policies   and  conditions.
Additionally, Constitutional and statutory limitations imposed on the State  and
its  local governments concerning taxes, bond indebtedness and other matters may
constrain the revenue-generating capacity of the State and its local governments
and, therefore,  the  ability of  the  issuers of  the  Bonds to  satisfy  their
obligations.
 
    The  economic vitality of the State  and its various regions and, therefore,
the ability of the  State and its  local governments to  satisfy the Bonds,  are
affected  by  numerous  factors.  The  State's  economic  base  is  diversified,
consisting of manufacturing, construction  and service industries,  supplemented
by rural areas with selective commercial agriculture. The State has a relatively
high  wage  labor  market which  has  resulted  in the  State's  business sector
becoming more vulnerable to competitive pressures.
 
    The State is a party to numerous lawsuits in which an adverse final decision
could materially affect the State's governmental operations and consequently its
ability to pay debt service on its obligations.
 
    The State of  Connecticut currently maintains  a "AA-", "Aa"  and "AA"  bond
rating   from  Standard   &  Poor's,   Moody's  and   Fitch  Investors  Service,
respectively, on its general obligation indebtedness.
 
    Further information concerning Connecticut risk factors may be obtained upon
written  or  telephonic  request   to  the  Trustee   as  described  in   "OTHER
INFORMATION--Supplemental Information" appearing in Part B of this Prospectus.
 
                                   TAX STATUS
 
    For  a discussion of the Federal tax status of income earned on Trust Units,
see "WHAT IS THE TAX STATUS OF UNITHOLDERS?" in Part B of this Prospectus.
 
    The assets of the Trust will consist  of obligations issued by or on  behalf
of   the  State  of   Connecticut  or  its   political  subdivisions  or  public
instrumentalities, state  or local  authorities,  districts, or  similar  public
entities  created under the laws of the State  of Connecticut or by or on behalf
of a United States  territory or possession the  interest on the obligations  of
which Federal law would prohibit Connecticut from taxing if received directly by
a  Unitholder (the "Bonds"). Certain Bonds in  the Trust that were issued by the
State of Connecticut or governmental authorities located in Connecticut may have
been issued prior to the enactment of  a Connecticut tax on the interest  income
of individuals; therefore, bond counsel to the issuers of such Connecticut Bonds
did not opine as to the exemption of the interest on such Connecticut Bonds from
such tax. However, the Sponsor and special counsel to the Trusts for Connecticut
tax  matters  believe  that  such  interest  will  be  so  exempt.  Interest  on
Connecticut Bonds in  the Trust  issued by  other issuers,  if any,  is, in  the
opinion of bond counsel to such issuers, exempt from state taxation.
 
    In  the opinion of  Day, Berry &  Howard, special counsel  to the Series for
Connecticut tax matters, which relies explicitly  on the opinion of Chapman  and
Cutler regarding Federal income tax matters, under existing Connecticut law:
 
   
        The Trust is not subject to any tax on or measured by net income imposed
    by the State of Connecticut.
    
 
                                     3 of 7
<PAGE>
        Interest  income from a Bond held by  the Trust is not taxable under the
    Connecticut tax on  the Connecticut taxable  income of individuals,  trusts,
    and  estates (the "Connecticut Income Tax"),  when such interest is received
    by the Trust or distributed by it to a Unitholder.
 
        Gains and  losses recognized  by  a Unitholder  for Federal  income  tax
    purposes  upon the maturity,  redemption, sale, or  other disposition by the
    Trust of a Bond  held by the  Trust or upon the  redemption, sale, or  other
    disposition  of a  Unit of  the Trust  held by  a Unitholder  are taken into
    account as gains or  losses, respectively, for  purposes of the  Connecticut
    Income  Tax, except that, in the case of  a Unitholder holding a Unit of the
    Trust as  a  capital  asset,  such gains  and  losses  recognized  upon  the
    maturity,  redemption, sale or exchange of a  Bond issued by or on behalf of
    the State  of  Connecticut, any  political  subdivision thereof,  or  public
    instrumentality,  state  or  local authority,  district,  or  similar public
    entity created under the  laws of the State  of Connecticut (a  "Connecticut
    Bond")  held by  the Trust  are excluded  from gains  and losses  taken into
    account for purposes  of such  tax and  no opinion  is expressed  as to  the
    treatment  for purposes of such  tax of gains and  losses recognized, to the
    extent attributable  to Connecticut  Bonds, upon  the redemption,  sale,  or
    other disposition by a Unitholder of a Unit of the Trust held by him.
 
        The  portion of any interest income or capital gain of the Trust that is
    allocable to a  Unitholder that  is subject to  the Connecticut  corporation
    business  tax  is includable  in  the gross  income  of such  Unitholder for
    purposes of such tax.
 
        An interest in a Unit of the Trust that is owned by or attributable to a
    Connecticut resident at  the time of  his death is  includable in his  gross
    estate  for purposes of  the Connecticut succession  tax and the Connecticut
    estate tax.
 
                                 TAX DISCLOSURE
 
    The Connecticut  Income  Tax  was  enacted in  August,  1991.  Generally,  a
Unitholder  recognizes gain or loss for purposes  of this tax to the same extent
he recognizes gain  or loss  for Federal  income tax  purposes. Ordinarily  this
would  mean  that gain  or loss  would be  recognized by  a Unitholder  upon the
maturity, redemption, sale, or other disposition by the Trust of a Bond held  by
it,  or upon the redemption,  sale, or other disposition of  a Unit of the Trust
held by the Unitholder.
 
    However, on June 19, 1992, Connecticut legislation was adopted that provides
that gains and losses  from the sale  or exchange of  Connecticut Bonds held  as
capital  assets will not be  taken into account for  purposes of the Connecticut
Income Tax for taxable years starting  on or after January 1, 1992.  Regulations
effective  for taxable years starting  on or after January  1, 1994 clarify that
this provision also applies to gain or loss recognized by a Unitholder upon  the
maturity  or redemption of a Connecticut Bond  held by the Trust. However, it is
not clear whether  this provision  would apply,  to the  extent attributable  to
Connecticut  Bonds held by the Trust, to gain or loss recognized by a Unitholder
upon the redemption, sale, or other disposition  of a Unit of the Trust held  by
the  Unitholder.  Unitholders  are  urged  to  consult  their  own  tax advisors
concerning these matters.
 
                                     4 of 7
<PAGE>
   
                    NUVEEN CONNECTICUT TRADITIONAL TRUST 279
                    (NUVEEN TAX-FREE UNIT TRUST SERIES 855)
         SCHEDULE OF INVESTMENTS AT THE DATE OF DEPOSIT, APRIL 3, 1996
    
 
   
<TABLE>
<CAPTION>
                                                                                          Ratings(3)           Trustee's
                                                                      Optional       ---------------------   Determination
 Aggregate        Name of Issuer and Title of Issue Represented      Redemption       Standard                of Offering
  Principal        by Sponsor's Contracts to Purchase Bonds(1)      Provisions(2)     & Poor's    Moody's        Price
<C>          <C> <S>                                              <C>                <C>         <C>        <C>
- ---------------------------------------------------------------------------------------------------------------------------
$   500,000      State of Connecticut, General Obligation Bonds      2005 at 101        AA-         Aa      $       484,840
                   (1995 Series B), 5.375% Due 10/1/13.
    500,000      State of Connecticut Health and Educational         2006 at 102        AAA         --              457,500
                   Facilities Authority, Revenue Bonds,
                   Bridgeport Hospital Issue, Series C, 5.375%
                   Due 7/1/25. (ConnieLee Insured.)
    415,000      State of Connecticut Health and Educational         2006 at 101        AAA         Aaa             415,000
                   Facilities Authortiy, Revenue Bonds,
                   Greenwich Academy Issue, Series A, 5.70% Due
                   3/1/16. (FSA Insured.)
    500,000      State of Connecticut Health and Educational         2005 at 101        AAA         Aaa             479,325
                   Facilities Authority, Revenue Bonds, Kent
                   School Issue, Series B, 5.40% Due 7/1/23.
                   (MBIA Insured.)
    500,000      State of Connecticut Health and Educational         2004 at 102        AAA         Aaa             438,170
                   Facilities Authority, Revenue Bonds, Nursing
                   Home Program Issue, Series 1994 (Saint
                   Joseph's Living Center Project), 4.75% Due
                   11/1/14. (General Obligation Bonds.) (AMBAC
                   Insured.)
    500,000      State of Connecticut, Special Tax Obligation        2004 at 101        AAA         Aaa             500,975
                   Bonds, Transportation Infrastructure
                   Purposes, 1995 Series B, 5.625% Due 10/1/15.
                   (FGIC Insured.)
    400,000      City of Stamford, Connecticut, General              2004 at 102        AAA         Aaa             400,000
                   Obligation Bonds, Issue of 1995, 5.50% Due
                   3/15/15.
    185,000      The University of Connecticut, General              2006 at 102        AAA         Aaa             174,359
                   Obligation Bonds, 1996 Series A, 5.00% Due
                   2/1/12. (FGIC Insured.)
- -----------                                                                                                 ---------------
$ 3,500,000                                                                                                 $     3,350,169
- -----------                                                                                                 ---------------
- -----------                                                                                                 ---------------
</TABLE>
    
 
- ------------
 
    (1) The Sponsor's contracts to purchase  Bonds were entered into during  the
period  from April  1, 1996  to April 2,  1996. Other  information regarding the
Bonds in the Trust on the Date of Deposit is as follows:
 
   
<TABLE>
<CAPTION>
                                                                        ANNUAL
                                                           PROFIT      INTEREST
                                              COST TO     (OR LOSS)    INCOME TO    BID PRICE
                   TRUST                      SPONSOR    TO SPONSOR      TRUST      OF BONDS
  ----------------------------------------  -----------  -----------  -----------  -----------
  <S>                                       <C>          <C>          <C>          <C>
  CONNECTICUT TRADITIONAL TRUST 279.......  $ 3,335,625  $   14,544   $  187,530   $ 3,335,794
</TABLE>
    
 
   
In addition,  the difference  between the  Trustee's determination  of  Offering
Price  and Bid Price (as a percentage of principal amount) is .41%. Neither cost
to Sponsor nor  profit (or  loss) to  Sponsor reflects  underwriting profits  or
losses  received  or  incurred  by  the  Sponsor  through  its  participation in
underwriting syndicates.  The Sponsor  did not  participate as  either the  sole
underwriter  or as a manager or member of a syndicate that acted as the original
underwriter of any of the Bonds.
    
 
    (2) The Bonds are first subject to optional redemption in the years, and  at
the  prices,  shown. Unless  otherwise indicated,  the  Bonds, except  for Bonds
issued at a  substantial original  issue discount, are  redeemable at  declining
prices  (but not below  par value) in subsequent  years. Original issue discount
bonds, including zero coupon bonds, are generally redeemable at prices based  on
the  issue  price  plus  the  amount  of  original  issue  discount  accreted to
redemption plus, if applicable, some premium,  the amount of which will  decline
in  subsequent years. The Bonds  may also be subject  to sinking fund redemption
without premium  prior to  the dates  shown.  Certain Bonds  may be  subject  to
redemption  without  premium prior  to  the date  shown  pursuant to  special or
mandatory call provisions specified in  the instruments setting forth the  terms
and  provisions of  such Bonds.  See "COMPOSITION OF  TRUSTS", "WHAT  IS THE TAX
STATUS OF UNITHOLDERS?" and "RISK FACTORS" in Part B of this Prospectus.
 
    (3) Certain of the Bonds in a  Traditional Trust, as insured by an  Insurer,
may  be rated AAA by  Standard & Poor's and/or Aaa  by Moody's. The insurance on
such Bonds guarantees the payment of  interest and principal on such Bonds  when
due  but  does  not cover  certain  market  risks associated  with  fixed income
securities such as accelerated payments, mandatory redemptions or interest  rate
risks.  (See "WHY AND HOW  ARE THE BONDS INSURED?" in  Part B of this Prospectus
and "Description of Ratings" in the Information Supplement.)
 
                                     5 of 7
<PAGE>
                             Statement of Condition
 
   
                    NUVEEN CONNECTICUT TRADITIONAL TRUST 279
    
 
   
                    (Nuveen Tax-Free Unit Trust, Series 855)
    
 
   
                              AS OF APRIL 3, 1996
    
 
   
<TABLE>
<S>                                                 <C>
    TRUST PROPERTY
Sponsor's contracts to purchase Tax-Free Bonds,
  backed by an irrevocable letter of
  credit(1)(2)....................................  $    3,350,169
Accrued interest to April 3, 1996 on underlying
  Bonds(1)........................................          31,908
Organizational costs(3)...........................           5,700
                                                    --------------
            Total.................................  $    3,387,777
                                                    --------------
                                                    --------------
   LIABILITIES AND INTEREST OF UNITHOLDERS
LIABILITIES:
    Accrued interest to April 3, 1996 on
     underlying Bonds(4)..........................  $       31,908
    Accrued organizational costs(3)...............           5,700
                                                    --------------
            Total.................................  $       37,608
                                                    --------------
                                                    --------------
INTEREST OF UNITHOLDERS:
    Units of fractional undivided interest
     outstanding (35,000)
      Cost to investors(5)........................  $    3,522,770
        Less: Gross underwriting commission(6)....        (172,601)
                                                    --------------
    Net amount applicable to investors............  $    3,350,169
                                                    --------------
            Total.................................  $    3,387,777
                                                    --------------
                                                    --------------
</TABLE>
    
 
- ------------
 
(1) Represented by contracts  to purchase Tax-Exempt  Bonds which include  "when
    issued"  or  "regular  way" or  "delayed  delivery" contracts  for  which an
    irrevocable letter of  credit issued  by a  major commercial  bank has  been
    deposited with the Trustee on the Date of Deposit. The amount of such letter
    of  credit  and any  cash  deposited exceeds  the  amount necessary  for the
    purchase of the Bonds plus accrued interest  to the Date of Deposit. At  the
    Date  of Deposit, Bonds may  have been delivered to  the Sponsor pursuant to
    certain of these contracts; the Sponsor  has assigned to the Trustee all  of
    its rights, title and interest in and to such Bonds.
 
(2) Aggregate  value (at offering prices) as of the Date of Deposit of the Bonds
    listed under "Schedule of Investments"  herein, and their aggregate cost  to
    the  Trust are the same.  Such offering prices were  determined by Kenny S&P
    Evaluation Services, a division of J.J. Kenny Co., Inc., as of the close  of
    business on the business day prior to the Date of Deposit. (See "HOW WAS THE
    PRICE  OF THE BONDS  DETERMINED AT THE DATE  OF DEPOSIT?" in  Part B of this
    Prospectus.) Insurance coverage providing for the timely payment, when  due,
    of  all principal of and  interest on certain of  the Bonds in a Traditional
    Trust may have been obtained by  the issuers of such Bonds. Such  insurance,
    if any, does not guarantee the market value of the Bonds or the value of the
    Units.  Both the bid and the offering  prices of the underlying Bonds and of
    the Units may include value attributable  to such policies of insurance,  if
    any.
 
(3) The  Trust (and  therefore Unitholders)  will bear all  or a  portion of its
    estimated organizational costs  which will  be deferred  and amortized  over
    five years from the Date of Deposit.
 
(4) Representing,  as set forth in "WHAT IS ACCRUED INTEREST?" in Part B of this
    Prospectus, advancement by  the Trustee of  an amount equal  to the  accrued
    Bond interest as of the Date of Deposit.
 
(5) Aggregate  Public Offering Price (exclusive of accrued interest) computed as
    set forth under "HOW IS THE PUBLIC OFFERING PRICE DETERMINED?" in Part B  of
    this Prospectus.
 
(6) The  gross underwriting commission of 4.90% of the Public Offering Price has
    been calculated on the assumption that the  Units sold are not subject to  a
    reduction  of sales  charge for  quantity purchases.  In single transactions
    involving 500 Units or more, the sales  charge is reduced. (See "HOW IS  THE
    PUBLIC OFFERING PRICE DETERMINED?" in Part B of this Prospectus.)
 
                                     6 of 7
<PAGE>
                    REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
 
   
TO  THE BOARD OF DIRECTORS OF JOHN  NUVEEN & CO. INCORPORATED AND UNITHOLDERS OF
CONNECTICUT TRADITIONAL TRUST 279:
    
 
   
    We have audited the accompanying statement of condition and the schedule  of
investments  at  date of  deposit (included  in  Part A  of this  Prospectus) of
Connecticut Traditional  Trust 279  (contained in  Nuveen Tax-Free  Unit  Trust,
Series   855),  as  of  April  3,  1996.  These  financial  statements  are  the
responsibility of the Sponsor.  Our responsibility is to  express an opinion  on
these financial statements based on our audit.
    
 
    We  conducted  our  audit  in accordance  with  generally  accepted auditing
standards. Those standards require that we plan and perform the audit to  obtain
reasonable assurance about whether the financial statements are free of material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. Our procedures included
confirmation of the irrevocable letter of credit arrangement for the purchase of
securities,  described  in  Note   (1)  to  the   statement  of  condition,   by
correspondence with the Trustee. An audit also includes assessing the accounting
principles  used  and significant  estimates  made by  the  Sponsor, as  well as
evaluating the overall  financial statement  presentation. We  believe that  our
audit provides a reasonable basis for our opinion.
 
   
    In  our opinion, the statement of  condition and the schedule of investments
at date of deposit referred to  above present fairly, in all material  respects,
the financial position of Connecticut Traditional Trust 279 as of April 3, 1996,
in conformity with generally accepted accounting principles.
    
 
                                                             ARTHUR ANDERSEN LLP
 
   
Chicago, Illinois,
April 3, 1996.
    
 
                                     7 of 7
<PAGE>
   
                                 APRIL 3, 1996
                             SUBJECT TO COMPLETION
    
 
                                           A
   
NUVEEN                 NUVEEN NATIONAL INSURED TRUST 316
                    (NUVEEN TAX-FREE UNIT TRUSTS SERIES 855)
    
 
                                                CUSIP NUMBERS:
 
   
                                                   Monthly:           6710A4 678
                                                   Quarterly:         6710A4 686
                                                   Semi-Annually:     6710A4 694
    
 
   
              PROSPECTUS--PART A (SPECIFIC TERMS) -- APRIL 3, 1996
 THIS PART A OF THE PROSPECTUS MAY NOT BE DISTRIBUTED UNLESS ACCOMPANIED BY THE
                                   PART B OF
  THE NUVEEN TAX-EXEMPT UNIT TRUSTS PROSPECTUS, TO WHICH SUCH REFERENCE HEREIN
                           APPLIES. ANY REFERENCE TO
   "NUVEEN TAX-EXEMPT UNIT TRUSTS" IN PART B SHALL BE AMENDED TO READ "NUVEEN
                             TAX-FREE UNIT TRUSTS."
     BOTH PARTS OF THE PROSPECTUS SHOULD BE RETAINED FOR FUTURE REFERENCE.
    
 
   
    National  Insured  Trust  316  (the  "Trust")  consists  of  a  portfolio of
interest-bearing obligations issued by  or on behalf  of States, certain  United
States  Territories or authorities and  political subdivisions thereof which, in
the opinion  of recognized  bond  counsel to  the issuing  authorities,  provide
income which is exempt from Federal income tax, to the extent indicated in "WHAT
IS THE TAX STATUS OF UNITHOLDERS?" in Part B of this Prospectus.
    
 
    The  objectives of the Trust  are income exempt from  Federal income tax and
conservation of  capital. The  objectives  are, of  course, dependent  upon  the
continuing  ability  of  the issuers,  obligors  and/or insurers  to  meet their
respective obligations.
 
   
    The Portfolio of  the Trust consists  of 13 obligations  issued by  entities
located  in 10 states. The Bonds in  the Trust are either general obligations of
the governmental entity issuing them and are backed by the taxing power  thereof
or  are  payable as  to principal  and interest  from the  income of  a specific
project or authority and are not supported by the issuer's power to levy  taxes.
The sources of payment for the Bonds are divided as follows:
    
 
   
<TABLE>
<CAPTION>
     NUMBER OF                                              PORTFOLIO
      ISSUES                PURPOSE OF ISSUE                PERCENTAGE
  ---------------  ----------------------------------------------------
  <C>              <S>                                     <C>
         3         Health Care Facility Revenue                   22   %
         2         Water and/or Sewer Revenue                     20
         2         College and University Revenue                 17
         2         Dedicated-Tax Supported Revenue                15
         1         General Obligations                            10
         1         Electrical System Revenue                      10
         1         Municipal Lease Revenue                         5
         1         Transportation Facility Revenue                 1
</TABLE>
    
 
   
    Approximately  15.0% of the  aggregate principal amount of  the Bonds in the
Trust (accounting for approximately 12.0% of the aggregate offering price of the
Bonds) are original issue discount obligations. Certain of these original  issue
discount  obligations, amounting to  5.0% of the  aggregate principal amount and
1.5% of  the aggregate  offering price  of the  Bonds in  the Trust,  are  "zero
coupon"  bonds. See "RISK FACTORS" in Part B of this Prospectus for a discussion
of  the  characteristics  of  such  obligations  and  of  the  risks  associated
therewith.
    
 
    All  of the Bonds in the Trust are covered by policies of insurance obtained
from the  MBIA  Insurance  Corporation guaranteeing  payment  of  principal  and
interest  when due. As a  result of such insurance, the  Bonds in the Trust have
received a rating of "Aaa"  by Moody's and both the  Bonds in the Trust and  the
Units of the Trust have received a rating of "AAA" by Standard & Poor's.
 
   
    Sixteen  percent of the principal  amount of Bonds in  the Trust consists of
issues of entities located in the State of Iowa; such concentration may  involve
more risk than if such Bonds were issued by issuers located in several states.
    
 
    For  a discussion of the  risks associated with investments  in the bonds of
various issuers, see "RISK FACTORS" in Part B of this Prospectus.
 
    Information contained  herein  is  subject to  completion  or  amendment.  A
registration  statement relating  to these  securities has  been filed  with the
Securities and Exchange  Commission. These securities  may not be  sold nor  may
offers  to buy be accepted prior to  the time the registration statement becomes
effective. This  Prospectus  shall  not  constitute an  offer  to  sell  or  the
solicitation  of an offer to buy nor shall there be any sale of these securities
in any State in which such offer,  solicitation or sale would be unlawful  prior
to registration or qualification under the securities laws of any State.
 
- ----------
THESE  SECURITIES HAVE  NOT BEEN APPROVED  OR DISAPPROVED BY  THE SECURITIES AND
EXCHANGE COMMISSION OR ANY  STATE SECURITIES COMMISSION  NOR HAS THE  SECURITIES
AND  EXCHANGE  COMMISSION OR  ANY STATE  SECURITIES  COMMISSION PASSED  UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.
 
                                     1 of 6
<PAGE>
   
                             ESSENTIAL INFORMATION
                REGARDING THE NUVEEN NATIONAL INSURED TRUST 316
        ON THE BUSINESS DAY PRIOR TO THE DATE OF DEPOSIT, APRIL 2, 1996
    
          Sponsor and Evaluator........ John Nuveen & Co. Incorporated
          Trustee...................... The Chase Manhattan Bank, N.A.
                ------------------------------------------------
 
The income, expense and distribution data  set forth below have been  calculated
for   Unitholders  receiving  monthly,  quarterly  or  semi-annual  distribution
options.
   
<TABLE>
<S>                                                   <C>
Principal Amount of Bonds in Trust..................  $    10,000,000
Number of Units.....................................          100,000
Fractional Undivided Interest in Trust Per Unit.....        1/100,000
Public Offering Price--Less than 500 Units
    Aggregate Offering Price of Bonds in Trust......  $     9,570,188
    Divided by Number of Units......................  $         95.70
    Plus Sales Charge 4.9% (5.152% of the Aggregate
     Offering Price of the Bonds per Unit)..........  $          4.93
    Public Offering Price Per Unit(1)...............  $        100.63
Redemption Price Per Unit (exclusive of accrued
  interest).........................................  $         95.19
Sponsor's Initial Repurchase Price Per Unit
  (exclusive of accrued interest)...................  $         95.70
Excess of Public Offering Price Per Unit over
  Redemption Price Per Unit.........................  $          5.44
Excess of Public Offering Price Per Unit over
  Sponsor's Repurchase Price Per Unit...............  $          4.93
Average Maturity of Bonds in the Trust(2)...........       29.3 years
 
<CAPTION>
                                                          MONTHLY
                                                      SEMI-ANNUAL ---
                                                                QUARTERLY
                                                                --
                                                                ------------------------------
<S>                                                   <C>                 <C>   <C>
  Calculation of Estimated Net Annual
    Interest Income Per Unit
      Annual Interest Income(3)............         $5.5425         $5.5425        $5.5425
      Less Estimated Annual Expense........          $.2275          $.1955         $.1765
                                                -----------     -----------     -----------
      Estimated Net Annual Interest
        Income(4)..........................         $5.3150         $5.3470        $5.3660
  Daily Rate of Accrual Per Unit...........         $.01476         $.01485        $.01490
  ESTIMATED CURRENT RETURN(5)..............            5.28%           5.31%          5.33 %
  ESTIMATED LONG TERM RETURN(5)............            5.37%           5.40%          5.42 %
  Trustee's Annual Fees(6).................         $1.5336         $1.2136        $1.0236
</TABLE>
    
 
   
<TABLE>
<S>                                                       <C>
Date of Deposit......................................................................................April 3, 1996
Settlement Date......................................................................................April 9, 1996
Mandatory Termination Date....................................See "OTHER INFORMATION" in Part B of this Prospectus
Minimum Value of Each Trust...................................See "OTHER INFORMATION" in Part B of this Prospectus
Sponsor's Annual Evaluation Fee.........................................$0.17 per $1,000 principal amount of Bonds
Estimated Annual Organizational Expenses(7).......................................................$.03180 per Unit
- ----------
BECAUSE CERTAIN OF THE BONDS IN THE TRUST WILL NOT BE DELIVERED TO THE TRUSTEE UNTIL AFTER THE SETTLEMENT DATE FOR
A PURCHASE OF UNITS MADE ON THE DATE OF DEPOSIT, INTEREST THAT ACCRUES ON THOSE BONDS BETWEEN THE DATE OF  DEPOSIT
AND  SUCH DELIVERY DATE WILL BE TREATED  AS A RETURN OF PRINCIPAL RATHER  THAN AS TAX-EXEMPT INCOME. THE AMOUNT OF
ANY SUCH RETURN  OF PRINCIPAL  IS NOT  INCLUDED IN  THE ANNUAL INTEREST  INCOME SHOWN  ABOVE. FOR  THE TRUST,  THE
FOLLOWING SETS FORTH THE LATEST SCHEDULED BOND DELIVERY DATE, THE AMOUNT PER UNIT THAT WILL BE TREATED AS A RETURN
OF  PRINCIPAL TO  UNITHOLDERS WHO  PURCHASE ON THE  DATE OF  DEPOSIT, AND THE  ESTIMATED CURRENT  RETURN UNDER THE
MONTHLY DISTRIBUTION PLAN AFTER THE FIRST YEAR, ASSUMING  THE PORTFOLIO AND ESTIMATED ANNUAL EXPENSES DO NOT  VARY
FROM  THAT SET FORTH ABOVE (SEE "WHAT  ARE NORMAL TRUST OPERATING EXPENSES?" IN  PART B OF THIS PROSPECTUS AND THE
"SCHEDULE OF INVESTMENTS").  THE ESTIMATED  CURRENT RETURN  AFTER THE FIRST  YEAR WILL  ALSO BE  HIGHER UNDER  THE
QUARTERLY AND SEMI-ANNUAL DISTRIBUTION PLANS:
                                   LATEST SCHEDULED         PER UNIT         ESTIMATED CURRENT RETURN
                                    DELIVERY DATE     RETURN OF PRINCIPAL      AFTER THE FIRST YEAR
                                  ------------------  --------------------   -------------------------
  NATIONAL INSURED TRUST........    APRIL 23, 1996    $           .03                     5.31        %
</TABLE>
    
 
The  evaluation time for purpose  of sale, purchase or  redemption of Units is 4
p.m. Eastern time or as of  any earlier closing time on  a day on which the  New
York  Stock Exchange is scheduled in advance to close at such earlier time. (See
"HOW IS THE PUBLIC OFFERING PRICE DETERMINED?" in Part B of this Prospectus.)
   
(1) Units are offered at  the Public Offering Price  plus accrued interest  from
    the  preceding Record  Date to,  but not  including, the  date of settlement
    (normally three business days  after purchase). The Date  of Deposit of  the
    Fund  has  been  designated  as  the First  Record  Date  for  all  plans of
    distribution of the Trust and, accordingly, for Units purchased on the  Date
    of Deposit, $.09 of accrued interest to the Settlement Date will be added to
    the  Public Offering Price.  (See "WHAT IS  ACCRUED INTEREST?" in  Part B of
    this Prospectus.)
    
(2) The Average Maturity  of Bonds  in the Trust  is calculated  based upon  the
    stated  maturities of the Bonds in the  Trust (or, with respect to Bonds for
    which funds or securities have been placed in escrow to redeem such Bonds on
    a stated call  date, based  upon such call  date). The  Average Maturity  of
    Bonds  in the  Trust may  increase or  decrease from  time to  time as Bonds
    mature or are called or sold.
(3) Assumes delivery of  all Bonds.  (See "COMPOSITION OF  TRUSTS" appearing  in
    Part  B of this  Prospectus.) Interest income does  not include accretion of
    original issue  discount on  "zero coupon"  Bonds, Stripped  Obligations  or
    other  original issue discount Bonds. (See "RISK  FACTORS" in Part B of this
    Prospectus.)
(4) The amount and  timing of interest  distributions from the  Trust under  the
    various  plans of distribution  are set forth below.  It is anticipated that
    the amount of interest to  be distributed per Unit  in each year under  each
    plan  of distribution will initially be substantially equal to the Estimated
    Net Annual Interest Income per Unit for that plan. The amount of interest to
    be distributed  annually  per  Unit,  will generally  change  as  Bonds  are
    redeemed, mature or are sold or as fees and expenses increase or decrease.
(5) Estimated  Long  Term Return  for the  Trust represents  the average  of the
    yields to  maturity  (or  call)  of  the  Bonds  in  the  Trust's  portfolio
    calculated  in  accordance  with  accepted bond  practices  and  adjusted to
    reflect a compounding factor, expenses and sales charges. Estimated  Current
    Return  is computed by dividing  the Net Annual Interest  Income per Unit by
    the Public Offering  Price, and in  contrast to Estimated  Long Term  Return
    does  not reflect the  amortization of premium or  accretion of discount, if
    any. For  more information  see "WHAT  ARE ESTIMATED  LONG TERM  RETURN  AND
    ESTIMATED CURRENT RETURN?" in Part B of this Prospectus.
(6) Each  Trustee annual  fee is per  $1,000 principal amount  of the underlying
    Bonds in  the  Trust  for  that  portion of  the  Trust  that  represents  a
    particular plan of distribution.
(7) The  Trust (and  therefore Unitholders)  will bear all  or a  portion of its
    organizational  costs  (including  costs   of  preparing  the   registration
    statements,  the trust  indenture and  other closing  documents, registering
    Units with the Securities  and Exchange Commission  and states, the  initial
    audit  of the Trust portfolio, legal fees  and the initial fees and expenses
    of the Trustee but  not including the expenses  incurred in the printing  of
    preliminary and final prospectuses, and expenses incurred in the preparation
    and  printing of  brochures and  other advertising  materials and  any other
    selling expenses)  as  is  common for  mutual  funds.  Total  organizational
    expenses  will be amortized  over a five  year period. See  "WHAT ARE NORMAL
    TRUST OPERATING EXPENSES?" in  Part B of this  Prospectus and "Statement  of
    Condition."  Historically, the sponsors of  unit investment trusts have paid
    all the costs of establishing such trusts.
 
                                     2 of 6
<PAGE>
                             INTEREST DISTRIBUTION
 
    Details of interest distributions  per Unit of the  Trust under the  various
plans  appear in  the following table  based upon estimated  Net Annual Interest
Income at the Date of Deposit:
 
   
<TABLE>
<CAPTION>
                                                                                                          NORMAL
                                                                                                      DISTRIBUTIONS
                                                         1996                          1997              PER YEAR
<S>                                     <C>            <C>            <C>            <C>            <C>
- ----------------------------------------------------------------------------------------------------  --------------
Record Date*..........................        5/1            8/1           11/1            2/1
Distribution Date.....................       5/15           8/15          11/15           2/15
- --------------------------------------------------------------------------------------------------------------------
Monthly Distribution Plan.............  $   .4155(1)                                                  $  5.3429
                                                          --------  $.4452 every month  --------
Quarterly Distribution Plan...........  $   .4155(1)   $  1.3437(2)   $  1.3437      $  1.3437        $  5.3749
Semi-Annual Distribution Plan.........  $   .4155(1)                  $  2.6964(3)                    $  5.3939
- --------------------------------------------------------------------------------------------------------------------
</TABLE>
    
 
 * Record Dates for  semi-annual distributions  are May  1 and  November 1;  for
   quarterly distributions, they are February 1, May 1, August 1 and November 1.
   Record  Dates  for monthly  distributions are  the first  day of  each month.
   Distribution Dates under each distribution plan are the fifteenth day of  the
   month   in  which  the  respective   Record  Date  occurred.  For  additional
   information see "WHEN ARE  DISTRIBUTIONS MADE TO UNITHOLDERS?"  in Part B  of
   this Prospectus.
 
(1) The  first distribution will  be paid to all  Unitholders, regardless of the
    distribution plan selected.  Such distribution may  be more or  less than  a
    regular monthly distribution.
 
(2) Regular 3-month distribution.
 
(3) Regular 6-month distribution.
 
                                   TAX STATUS
 
    For  a discussion  of the tax  status of  income earned on  Trust Units, see
"WHAT IS THE TAX STATUS OF UNITHOLDERS?" in Part B of this Prospectus.
 
                                     3 of 6
<PAGE>
   
                       NUVEEN NATIONAL INSURED TRUST 316
                    (NUVEEN TAX-FREE UNIT TRUST SERIES 855)
         SCHEDULE OF INVESTMENTS AT THE DATE OF DEPOSIT, APRIL 3, 1996
    
 
   
<TABLE>
<CAPTION>
                                                                                          Ratings(3)           Trustee's
                                                                      Optional       ---------------------   Determination
 Aggregate        Name of Issuer and Title of Issue Represented      Redemption       Standard                of Offering
  Principal        by Sponsor's Contracts to Purchase Bonds(1)      Provisions(2)     & Poor's    Moody's        Price
<C>          <C> <S>                                              <C>                <C>         <C>        <C>
- ---------------------------------------------------------------------------------------------------------------------------
$   115,000      City and County of Denver, Colorado, Airport        2005 at 102        AAA         Aaa     $       112,577
                   System Revenue Bonds, Series 1995A, 5.70% Due
                   11/15/25.
    500,000      Metropolitan Pier and Exposition Authority       No Optional Call      AAA         Aaa             141,315
                   (Illinois), McCormick Place Expansion Project
                   Bonds, Series 1992A, 0.00% Due 6/15/17.
                   (Original issue discount bonds delivered on
                   or about January 5, 1993 at a price of
                   19.735% of principal amount.)
  1,000,000      Metropolitan Pier and Exposition Authority          2004 at 102        AAA         Aaa           1,007,470
                   (Illinois), McCormick Place Expansion Project
                   Refunding Bonds, Series 1994A, 6.00% Due
                   6/15/27. (Original issue discount bonds
                   delivered on or about June 23, 1994 at a
                   price of 93.881% of principal amount.)
  1,000,000      Indiana Health Facility Financing Authority,        2005 at 102        AAA         Aaa           1,016,150
                   Hospital Revenue Bonds, Series 1995 (Marion
                   General Hospital Project), 6.10% Due 7/1/25.
    650,000      Iowa Finance Authority, Private College             2005 at 102        AAA         Aaa             607,243
                   Refunding Revenue Bonds (Drake University
                   Project), Series 1996, 5.40% Due 12/1/21.
  1,000,000     * City of Iowa City, Johnson County, Iowa, Sewer     2006 at 100        AAA         Aaa             980,320
                   Revenue Bonds, 5.75% Due 7/1/21. (When
                   issued.)
    235,000      Massachusetts Health and Educational Facilities     2004 at 102        AAA         Aaa             218,113
                   Authority, Revenue Bonds, New England Medical
                   Center Hospitals Issue, Series G-1, 5.375%
                   Due 7/1/24.
  1,000,000      Massachusetts Health and Educational Facilities     2006 at 102        AAA         Aaa             985,790
                   Authority, Revenue Bonds, Suffolk University
                   Issue, Series C, 5.75% Due 7/1/26.
  1,000,000      Eaton Rapids Public Schools, Counties of Eaton      2004 at 101        AAA         Aaa             968,670
                   and Ingham, State of Michigan, 1995 School
                   Building and Site Bonds, 5.625% Due 5/1/25.
                   (General Obligation Bonds.)
  1,000,000      The Pollution Control Financing Authority of        2004 at 102        AAA         Aaa           1,022,850
                   Salem County (New Jersey), Pollution Control
                   Revenue Refunding Bonds, 1994 Series C
                   (Public Service Electric and Gas Company
                   Project), 6.20% Due 8/1/30.
    500,000     * State of Oregon, Department of Administrative      2006 at 101        AAA         Aaa             496,250
                   Services, Certificates of Participation, 1996
                   Series A, 5.70% Due 5/1/16. (When issued.)
  1,000,000      Copperas Cove (Texas), Health Facilities            2005 at 102        AAA         Aaa             996,440
                   Development Corporation, Hospital Revenue
                   Bonds, Series 1995 (Adventist Health System/
                   Sunbelt Obligated Group), 5.875% Due
                   11/15/25.
  1,000,000      King County, Washington, Limited Tax General        2005 at 102        AAA         Aaa           1,017,000
                   Obligation Bonds, 1995, 6.125% Due 1/1/33.
- -----------                                                                                                 ---------------
$10,000,000                                                                                                 $     9,570,188
- -----------                                                                                                 ---------------
- -----------                                                                                                 ---------------
</TABLE>
    
 
   
*_ These Bonds, or  a portion  thereof, have  delivery dates  beyond the  normal
   settlement  date. Their expected delivery dates  range from April 16, 1996 to
   April 23, 1996.  Contracts relating to  Bonds with delivery  dates after  the
   date  of  settlement for  purchase  made on  the  Date of  Deposit constitute
   approximately 15%  of  the aggregate  principal  amount of  the  Trust.  (See
   "COMPOSITION OF TRUSTS" in Part B of this Prospectus.)
    
 
- ------------
 
    (1)  The Sponsor's contracts to purchase  Bonds were entered into during the
period from March  29, 1996 to  April 2, 1996.  Other information regarding  the
Bonds in the Trust on the Date of Deposit is as follows:
 
   
<TABLE>
<CAPTION>
                                                                        ANNUAL
                                                           PROFIT      INTEREST
                                              COST TO     (OR LOSS)    INCOME TO    BID PRICE
                   TRUST                      SPONSOR    TO SPONSOR      TRUST      OF BONDS
  ----------------------------------------  -----------  -----------  -----------  -----------
  <S>                                       <C>          <C>          <C>          <C>
  NATIONAL INSURED TRUST 316..............  $ 9,532,489  $   37,699   $  557,036   $ 9,519,563
</TABLE>
    
 
   
In  addition,  the difference  between the  Trustee's determination  of Offering
Price and Bid Price (as a percentage of principal amount) is .51%. Neither  cost
to  Sponsor nor  profit (or  loss) to  Sponsor reflects  underwriting profits or
losses received  or  incurred  by  the  Sponsor  through  its  participation  in
underwriting syndicates. The Sponsor participated as either the sole underwriter
or manager or as a member of the syndicates which were the original underwriters
of 10.0% of the aggregate principal amount of the Bonds.
    
    (2)  The Bonds are first subject to optional redemption in the years, and at
the prices,  shown. Unless  otherwise  indicated, the  Bonds, except  for  Bonds
issued  at a  substantial original issue  discount, are  redeemable at declining
prices (but not below  par value) in subsequent  years. Original issue  discount
bonds,  including zero coupon bonds, are generally redeemable at prices based on
the issue  price  plus  the  amount  of  original  issue  discount  accreted  to
redemption  plus, if applicable, some premium,  the amount of which will decline
in subsequent years. The  Bonds may also be  subject to sinking fund  redemption
without  premium  prior to  the dates  shown.  Certain Bonds  may be  subject to
redemption without  premium prior  to  the date  shown  pursuant to  special  or
mandatory  call provisions specified in the  instruments setting forth the terms
and provisions of  such Bonds.  See "COMPOSITION OF  TRUSTS", "WHAT  IS THE  TAX
STATUS OF UNITHOLDERS?" and "RISK FACTORS" in Part B of this Prospectus.
 
    (3)  All the  Bonds in the  Insured Trusts,  as insured by  the Insurer, are
rated AAA by Standard & Poor's and Aaa by Moody's. The insurance obtained by the
Trust guarantees the payment of interest and principal on the Bonds when due but
does not cover certain market risks associated with fixed income securities such
as accelerated payments, premiums payable  on mandatory redemptions or  interest
rate  risks.  (See "WHY  AND  HOW ARE  THE  BONDS INSURED?"  in  Part B  of this
Prospectus and "Description of Ratings" in the Information Supplement.)
 
                                     4 of 6
<PAGE>
                             Statement of Condition
 
   
                       NUVEEN NATIONAL INSURED TRUST 316
    
 
   
                    (Nuveen Tax-Free Unit Trust, Series 855)
    
 
   
                              AS OF APRIL 3, 1996
    
 
   
<TABLE>
<S>                                                 <C>
    TRUST PROPERTY
Sponsor's contracts to purchase Tax-Exempt Bonds,
  backed by an irrevocable letter of
  credit(1)(2)....................................  $    9,570,188
Accrued interest to April 3, 1996 on underlying
  Bonds(1)........................................         127,387
Organizational costs(3)...........................          15,900
                                                    --------------
            Total.................................  $    9,713,475
                                                    --------------
                                                    --------------
   LIABILITIES AND INTEREST OF UNITHOLDERS
LIABILITIES:
    Accrued interest to April 3, 1996 on
     underlying Bonds(4)..........................  $      127,387
    Accrued organizational costs(3)...............          15,900
                                                    --------------
            Total.................................  $      143,287
                                                    --------------
                                                    --------------
INTEREST OF UNITHOLDERS:
    Units of fractional undivided interest
     outstanding (100,000)
      Cost to investors(5)........................  $   10,063,244
        Less: Gross underwriting commission(6)....        (493,056)
                                                    --------------
    Net amount applicable to investors............  $    9,570,188
                                                    --------------
            Total.................................  $    9,713,475
                                                    --------------
                                                    --------------
- ------------
</TABLE>
    
 
(1) Represented by contracts  to purchase Tax-Exempt  Bonds which include  "when
    issued"  or  "regular  way" or  "delayed  delivery" contracts  for  which an
    irrevocable letter of  credit issued  by a  major commercial  bank has  been
    deposited with the Trustee on the Date of Deposit. The amount of such letter
    of  credit  and any  cash  deposited exceeds  the  amount necessary  for the
    purchase of the Bonds plus accrued interest  to the Date of Deposit. At  the
    Date  of Deposit, Bonds may  have been delivered to  the Sponsor pursuant to
    certain of these contracts; the Sponsor  has assigned to the Trustee all  of
    its rights, title and interest in and to such Bonds.
 
(2) Aggregate  value (at offering prices) as of the Date of Deposit of the Bonds
    listed under "Schedule of Investments"  herein, and their aggregate cost  to
    the  Trust are the same.  Such offering prices were  determined by Kenny S&P
    Evaluation Services, a division of J.J. Kenny Co., Inc., as of the close  of
    business on the business day prior to the Date of Deposit. (See "HOW WAS THE
    PRICE  OF THE BONDS  DETERMINED AT THE DATE  OF DEPOSIT?" in  Part B of this
    Prospectus.) Insurance coverage providing for the timely payment, when  due,
    of  all principal of and interest on the  Bonds in an Insured Trust has been
    obtained by the Sponsor or by the issuers of such Bonds. Such insurance does
    not guarantee the market value of the Bonds or the value of the Units.  Both
    the bid and the offering prices of the underlying Bonds and of the Units may
    include value attributable to such policies of insurance.
 
(3) The  Trust (and  therefore Unitholders)  will bear all  or a  portion of its
    estimated organizational costs  which will  be deferred  and amortized  over
    five years from the Date of Deposit.
 
(4) Representing,  as set forth in "WHAT IS ACCRUED INTEREST?" in Part B of this
    Prospectus, advancement by  the Trustee of  an amount equal  to the  accrued
    Bond interest as of the Date of Deposit.
 
(5) Aggregate  Public Offering Price (exclusive of accrued interest) computed as
    set forth under "HOW IS THE PUBLIC OFFERING PRICE DETERMINED?" in Part B  of
    this Prospectus.
 
(6) The  gross underwriting commission of 4.90% of the Public Offering Price has
    been calculated on the assumption that the  Units sold are not subject to  a
    reduction  of sales  charge for  quantity purchases.  In single transactions
    involving 500 Units or more, the sales  charge is reduced. (See "HOW IS  THE
    PUBLIC OFFERING PRICE DETERMINED?" in Part B of this Prospectus.)
 
                                     5 of 6
<PAGE>
                    REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
 
   
TO  THE BOARD OF DIRECTORS OF JOHN  NUVEEN & CO. INCORPORATED AND UNITHOLDERS OF
NATIONAL INSURED TRUST 316:
    
 
   
    We have audited the accompanying statement of condition and the schedule  of
investments  at  date of  deposit (included  in  Part A  of this  Prospectus) of
National Insured  Trust 316  (contained in  Nuveen Tax-Free  Unit Trust,  Series
855),  as of April 3, 1996. These financial statements are the responsibility of
the Sponsor. Our  responsibility is  to express  an opinion  on these  financial
statements based on our audit.
    
 
    We  conducted  our  audit  in accordance  with  generally  accepted auditing
standards. Those standards require that we plan and perform the audit to  obtain
reasonable assurance about whether the financial statements are free of material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. Our procedures included
confirmation of the irrevocable letter of credit arrangement for the purchase of
securities,  described  in  Note   (1)  to  the   statement  of  condition,   by
correspondence with the Trustee. An audit also includes assessing the accounting
principles  used  and significant  estimates  made by  the  Sponsor, as  well as
evaluating the overall  financial statement  presentation. We  believe that  our
audit provides a reasonable basis for our opinion.
 
   
    In  our opinion, the statement of  condition and the schedule of investments
at date of deposit referred to  above present fairly, in all material  respects,
the  financial position of  National Insured Trust  316 as of  April 3, 1996, in
conformity with generally accepted accounting principles.
    
 
                                                             ARTHUR ANDERSEN LLP
 
   
Chicago, Illinois,
April 3, 1996.
    
 
                                     6 of 6
<PAGE>


<PAGE>
 
                                           B
 
NUVEEN  Tax-Exempt Unit Trusts
             PROSPECTUS -- PART B
            (GENERAL TERMS)
              SEPTEMBER 1, 1995
 
THIS PART B OF THE PROSPECTUS MAY NOT BE DISTRIBUTED UNLESS ACCOMPANIED BY  PART
A. BOTH PARTS OF THIS PROSPECTUS SHOULD BE RETAINED FOR FUTURE REFERENCE.
FURTHER  DETAIL REGARDING CERTAIN OF THE  INFORMATION PROVIDED IN THE PROSPECTUS
MAY BE OBTAINED WITHIN  FIVE BUSINESS DAYS OF  WRITTEN OR TELEPHONIC REQUEST  TO
THE TRUSTEE AT 770 BROADWAY, NEW YORK, NY 10003 OR (800) 257-8787.
 
INTEREST  INCOME TO A TRUST AND TO UNITHOLDERS, IN THE OPINION OF COUNSEL, UNDER
EXISTING LAW  IS EXEMPT  FROM FEDERAL  INCOME TAX.  CAPITAL GAINS,  IF ANY,  ARE
SUBJECT  TO TAX. IN ADDITION, INTEREST INCOME OF STATE TRUSTS IS, IN THE OPINION
OF COUNSEL,  EXEMPT,  TO THE  EXTENT  INDICATED,  FROM STATE  AND  LOCAL  TAXES.
INTEREST  INCOME OF ANY TRUST  OTHER THAN A STATE TRUST  MAY BE SUBJECT TO STATE
AND LOCAL TAXES.
 
CURRENTLY OFFERED AT PUBLIC OFFERING PRICE PLUS INTEREST ACCRUED TO THE DATE  OF
SETTLEMENT. MINIMUM PURCHASE-- EITHER $5,000 OR 50 UNITS, WHICHEVER IS LESS.
 
THIS  NUVEEN TAX-EXEMPT  UNIT TRUST SERIES  consists of  the underlying separate
unit investment  trust  set forth  in  Part A  to  this Prospectus.  Each  Trust
initially  consists  of delivery  statements relating  to contracts  to purchase
Bonds and, thereafter, will  consist of a  diversified portfolio of  obligations
issued  by  or on  behalf of  states and  territories of  the United  States and
authorities and political  subdivisions thereof (see  "Schedule of  Investments"
appearing  in Part A of this Prospectus).  Except in specific instances as noted
in Part A of  this Prospectus, the  information contained in  this Part B  shall
apply  to each Trust in its entirety.  All obligations in each Traditional Trust
are rated in the category "A" or better by Standard & Poor's, a division of  the
McGraw  Hill Companies ("Standard & Poor's")  or Moody's Investors Service, Inc.
("Moody's") on the Date  of Deposit. All obligations  in each Insured Trust  are
covered  by policies of  insurance obtained from  the MBIA Insurance Corporation
guaranteeing payment of principal  and interest when due.  All such policies  of
insurance  remain effective  so long  as the  obligations are  outstanding. As a
result of such insurance, the Bonds in each portfolio of the Insured Trusts have
received a rating of "Aaa"  by Moody's and the Bonds  in the Insured Trusts  and
the  Units of  each such  Trust have received  a rating  of "AAA"  by Standard &
Poor's. INSURANCE RELATES ONLY TO THE BONDS IN THE INSURED TRUSTS AND NOT TO THE
UNITS OFFERED HEREBY OR TO THEIR MARKET  VALUE. (See "WHY AND HOW ARE THE  BONDS
INSURED?".)
 
THE  OBJECTIVES of  a Trust  are tax-exempt  income and  conservation of capital
through a diversified investment  in tax-exempt Bonds.  The payment of  interest
and  the preservation of principal are, of course, dependent upon the continuing
ability of  the issuers  of  Bonds and  of any  insurer  thereof to  meet  their
obligations  thereunder. There is no guarantee that a Trust's objectives will be
achieved. (See "RISK FACTORS".)
 
DISTRIBUTIONS of interest received by a Trust will be made semi-annually  unless
the  Unitholder  elects to  receive them  monthly or  quarterly. (See  "WHEN ARE
DISTRIBUTIONS MADE TO  UNITHOLDERS?".) Distribution  of funds  in the  Principal
Account, if any, will ordinarily be made semi-annually.
 
FOR  ESTIMATED LONG TERM RETURNS AND ESTIMATED CURRENT RETURNS to Unitholders in
each Trust on the business day prior to the Date of Deposit. (See Part A of this
Prospectus and  "WHAT  ARE ESTIMATED  LONG  TERM RETURN  AND  ESTIMATED  CURRENT
RETURN?".)
 
THE  PUBLIC OFFERING PRICE  per Unit of  each Trust during  the initial offering
period is equal to a pro rata share of the OFFERING prices of the Bonds in  such
Trust's  portfolio plus  a sales charge  of up  to 4.90% of  the Public Offering
Price (equivalent to  5.152% of the  net amount invested);  the sales charge  is
somewhat lower on Trusts with lesser average maturities. (See "HOW IS THE PUBLIC
OFFERING  PRICE DETERMINED?".)  The Secondary  Market Public  Offering Price per
Unit for each Trust will be equal to a  pro rata share of the sum of BID  prices
of the Bonds in such Trust plus the sales charges determined based on the number
of  years remaining  to the  maturity of  each Bond.  Accrued interest  from the
preceding Record Date to, but not including, the settlement date (normally three
business days after purchase) is added  to the Public Offering Price. The  sales
charge  is reduced on a graduated scale  for sales involving at least $50,000 or
500 Units  and will  be applied  on whichever  basis is  more favorable  to  the
purchaser. (See "HOW IS THE PUBLIC OFFERING PRICE DETERMINED?".)
 
A  UNITHOLDER MAY REDEEM UNITS at the office of the Trustee at prices based upon
the BID prices of the Bonds. The  price received upon redemption may be more  or
less  than the amount paid by Unitholders, depending upon the value of the Bonds
on the date of tender  for redemption. (See "HOW  UNITS MAY BE REDEEMED  WITHOUT
CHARGE?".)  The  Sponsor, although  not required  to  do so,  intends to  make a
secondary market for the Units of the Trusts at prices based upon the BID prices
of the Bonds  in the respective  Trusts. (See "MARKET  FOR UNITS".) RETAIN  BOTH
PART A AND PART B OF THIS PROSPECTUS FOR FUTURE REFERENCE.
 
<PAGE>
RISK FACTORS. An investment in a Trust  should be made with an understanding  of
the risks associated therewith, including, among other factors, the inability of
the issuer or an insurer to pay the principal of or interest on a bond when due,
volatile interest rates, early call provisions, and changes to the tax status of
the Bonds. See Part A of this Prospectus and "RISK FACTORS."
 
UNITS OF THE TRUST ARE NOT DEPOSITS OR OBLIGATIONS OF, OR GUARANTEED OR ENDORSED
BY, ANY BANK AND ARE NOT FEDERALLY INSURED OR OTHERWISE PROTECTED BY THE FEDERAL
DEPOSIT INSURANCE CORPORATION, THE FEDERAL RESERVE BOARD OR ANY OTHER AGENCY AND
INVOLVE INVESTMENT RISK, INCLUDING THE POSSIBLE LOSS OF PRINCIPAL.
 
THESE  SECURITIES HAVE  NOT BEEN APPROVED  OR DISAPPROVED BY  THE SECURITIES AND
EXCHANGE COMMISSION OR ANY  STATE SECURITIES COMMISSION  NOR HAS THE  SECURITIES
AND  EXCHANGE  COMMISSION OR  ANY STATE  SECURITIES  COMMISSION PASSED  UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.
<PAGE>
  NUVEEN  Tax-Exempt Unit Trusts
 
<TABLE>
<CAPTION>
      INDEX                                                             PAGE
<C>   <S>                                              <C>        <C>
      WHAT IS THE NUVEEN TAX-EXEMPT UNIT TRUST?                            3
      WHAT ARE THE OBJECTIVES OF THE TRUSTS?                               3
      SUMMARY OF PORTFOLIOS                                                3
      RISK FACTORS                                                         4
      COMPOSITION OF TRUSTS                                                6
      WHY AND HOW ARE THE BONDS INSURED?                                   7
      HOW IS THE PUBLIC OFFERING PRICE DETERMINED?                         8
      MARKET FOR UNITS                                                    11
      WHAT IS ACCRUED INTEREST?                                           11
      WHAT ARE ESTIMATED LONG TERM RETURN AND ESTIMATED
      CURRENT RETURN?                                                     12
      HOW WAS THE PRICE OF THE BONDS DETERMINED AT THE
      DATE
      OF DEPOSIT?                                                         12
      WHAT IS THE TAX STATUS OF UNITHOLDERS?                              13
      WHAT ARE NORMAL TRUST OPERATING EXPENSES?                           14
      WHEN ARE DISTRIBUTIONS MADE TO UNITHOLDERS?                         15
      ACCUMULATION PLAN                                                   16
      HOW DETAILED ARE REPORTS TO UNITHOLDERS?                            17
      UNIT VALUE AND EVALUATION                                           17
      HOW UNITS OF THE TRUSTS ARE DISTRIBUTED TO THE
      PUBLIC                                                              17
      OWNERSHIP AND TRANSFER OF UNITS                                     19
      HOW UNITS MAY BE REDEEMED WITHOUT CHARGE                            19
      HOW UNITS MAY BE PURCHASED BY THE SPONSOR                           20
      HOW BONDS MAY BE REMOVED FROM THE TRUSTS                            20
      INFORMATION ABOUT THE TRUSTEE                                       21
      INFORMATION ABOUT THE SPONSOR                                       22
      OTHER INFORMATION                                                   22
</TABLE>
 
                  2
<PAGE>
WHAT IS THE NUVEEN TAX-EXEMPT UNIT TRUST?
 
This Nuveen Tax-Exempt Unit  Trust is one  of a series  of separate but  similar
investment  companies created by the  Sponsor, each of which  is designated by a
different Series number. The underlying unit investment trusts contained in this
Series  are  combined  under  one   Trust  Indenture  and  Agreement.   Specific
information  regarding this Trust is set forth in Part A of this Prospectus. The
various Nuveen Tax-Exempt Unit Trusts are collectively referred to herein as the
"Trusts"; the trusts in which few or none of the Bonds are insured are sometimes
referred to as the "Traditional  Trusts", the trusts in  which all of the  Bonds
are  insured  as described  herein  are sometimes  referred  to as  the "Insured
Trusts", and  the state  trusts  (both Traditional  and Insured)  are  sometimes
referred to as the "State Trusts." This Series was created under the laws of the
State  of New York pursuant to a Trust Indenture and Agreement dated the Date of
Deposit (the "Indenture") between John Nuveen & Co. Incorporated (the "Sponsor")
and The Chase Manhattan Bank, N.A. (the "Trustee").
 
    The Sponsor has deposited with  the Trustee delivery statements relating  to
contracts  for the  purchase of municipal  debt obligations  together with funds
represented by an irrevocable letter of credit issued by a major commercial bank
in the amount, including accrued interest,  required for their purchase (or  the
obligations  themselves) (the "Bonds"). See "Schedule  of Investments" in Part A
of this Prospectus, for  a description of the  Securities deposited in a  Trust.
See  "SUMMARY OF PORTFOLIOS" and "RISK FACTORS"  for a discussion of zero coupon
bonds and  stripped obligations  included in  the Trusts,  if any.  Some of  the
delivery statements may relate to contracts for the purchase of "when issued" or
other Bonds with delivery dates after the date of settlement for a purchase made
on  the Date  of Deposit. See  the "Schedule of  Investments" in Part  A of this
Prospectus and  "COMPOSITION  OF TRUSTS".  For  a discussion  of  the  Sponsor's
obligations in the event of a failure of any contract for the purchase of any of
the  Bonds and its limited right to substitute other bonds to replace any failed
contract, see "COMPOSITION OF TRUSTS."
 
    Payment of interest on the Bonds in each Insured Trust, and of principal  at
maturity,  is guaranteed under policies of  insurance obtained by the Sponsor or
by the issuers of the  Bonds. (See "WHY AND HOW  ARE THE BONDS INSURED?".) AS  A
GENERAL  MATTER, NEITHER THE ISSUER NOR  THE SPONSOR HAS OBTAINED INSURANCE WITH
RESPECT TO THE BONDS IN ANY TRADITIONAL TRUST.
 
    The Trustee has delivered  to the Sponsor  registered Units which  represent
ownership  of  the  entire  Trust,  and  which  are  offered  for  sale  by this
Prospectus. Each Unit of a Trust  represents a fractional undivided interest  in
the  principal and net income of such Trust in the ratio set forth in "Essential
Information" in Part A of this Prospectus.  Units may only be sold in states  in
which  they  are registered.  To  the extent  that any  Units  of any  Trust are
redeemed by the Trustee, the aggregate value of the Trust's assets will decrease
by the amount  paid to the  redeeming Unitholder, but  the fractional  undivided
interest  of each unredeemed  Unit in such  Trust will increase proportionately.
The Sponsor will  initially, and  from time to  time thereafter,  hold Units  in
connection with their offering.
 
WHAT ARE THE OBJECTIVES OF THE TRUSTS?
 
The  objectives of the Trusts are income  exempt from Federal income tax and, in
the case of State Trusts, where applicable, state income and intangibles  taxes,
and  conservation of capital, through an  investment in obligations issued by or
on behalf of  states and territories  of the United  States and authorities  and
political  subdivisions thereof,  the interest  on which  is, in  the opinion of
recognized bond counsel  to the  issuing governmental  authorities, exempt  from
Federal  income  tax  under  existing  law  and  certain  state  income  tax and
intangibles taxes, if any, for purchasers who qualify as residents of that State
in which Bonds are issued. Insurance guaranteeing the timely payment, when  due,
of  all  principal and  interest on  the Bonds  in each  Insured Trust  has been
obtained by the  Sponsor or by  the issuers  of such Bonds  from MBIA  Insurance
Corporation,  and as a result  of such insurance the  obligations in the Insured
Trusts are rated "Aaa" by Moody's and "AAA" by Standard & Poor's. (See "WHY  AND
HOW  ARE THE  BONDS INSURED?".)  All obligations  in each  Traditional Trust are
rated in the category  "A" or better  (SP-1 or MIG  2 or better  in the case  of
short term obligations included in a Short Term Traditional Trust) by Standard &
Poor's  or Moody's (including provisional  or conditional ratings). In addition,
certain Bonds  in  certain  Traditional  Trusts  may  be  covered  by  insurance
guaranteeing  the timely payment, when due, of all principal and interest. There
is, of course, no guarantee that the Trusts' objectives will be achieved. For  a
comparison  of net  after-tax return for  various tax brackets  see the "TAXABLE
EQUIVALENT ESTIMATED CURRENT RETURN  TABLES" included in  the Appendices to  the
Information Supplement of this Prospectus.
 
SUMMARY OF PORTFOLIOS
 
In  selecting  Bonds for  the respective  Trusts,  the following  factors, among
others, were considered:  (i) the Standard  & Poor's Corporation  rating of  the
Bonds  or the Moody's Investors Service, Inc. rating of the Bonds (see "WHAT ARE
THE OBJECTIVES OF THE TRUSTS?" for  a description of minimum rating  standards),
(ii)  the prices of the Bonds relative  to other bonds of comparable quality and
maturity, (iii) the diversification of Bonds as to purpose of issue and location
of issuer, (iv)  the maturity dates  of the Bonds,  and (v) in  the case of  the
Insured Trusts only, the availability of MBIA Insurance Corporation insurance on
such Bonds. (See "WHY AND HOW ARE THE BONDS INSURED?".)
 
                                       3
<PAGE>
RISK FACTORS
 
    An  investment in Units of any Trust should be made with an understanding of
the risks that such an investment may entail. Each Trust consists of  fixed-rate
municipal  debt  obligations. As  such, the  value of  the debt  obligations and
therefore of  the  Units will  decline  with  increases in  interest  rates.  In
general,  the longer the period until the maturity of a Bond, the more sensitive
its value will be to fluctuations in interest rates. The Sponsor cannot  predict
the  extent or timing  of such fluctuations and,  accordingly, their effect upon
the value of the debt obligations.  Additional risk factors include the  ability
of  the issuer, or, if applicable, an  insurer, to make payments of interest and
principal when  due, "mandatory  put" features,  early call  provisions and  the
potential  for changes in the tax status of the Bonds. As set forth in Part A of
this Prospectus, the Trusts may contain or be concentrated in one or more of the
types of bonds discussed below. The following paragraphs briefly discuss certain
circumstances which may adversely affect the ability of issuers of Bonds held in
the portfolio of a Trust to make payment of principal and interest thereon,  and
which  also  therefore may  adversely  affect the  ratings  of such  Bonds. With
respect to Insured  Trusts, however, because  of the insurance  obtained by  the
Sponsor or by the issuers of the Bonds, such changes should not adversely affect
an  Insured Trust's receipt of principal and interest, the Standard & Poor's AAA
or Moody's Aaa  ratings of  the Bonds  in the  Insured Trust  portfolio, or  the
Standard  & Poor's AAA rating of the Units of each such Insured Trust. The Bonds
described  below  may  be  subject   to  special  or  extraordinary   redemption
provisions.  For economic risks specific to the individual Trusts, see Part A of
this Prospectus  and  the  Appendices  to the  Information  Supplement  of  this
Prospectus.
 
    HEALTH  FACILITY OBLIGATIONS are  obligations of issuers  whose revenues are
derived from services  provided by  hospitals or other  health care  facilities,
including  nursing  homes. The  ability  of such  issuers  to make  debt service
payments on  these  obligations  is  dependent  on  various  factors,  including
occupancy  levels  of the  facility, demand  for  services, wages  of employees,
overhead  expenses,  competition  from   other  similar  providers,   government
regulation,  the cost of  malpractice insurance, and  the degree of governmental
financial assistance, including Medicare and Medicaid.
 
    HOUSING OBLIGATIONS are obligations of issuers whose revenues are  primarily
derived  from mortgage loans on single family residences or housing projects for
low to moderate income families. Housing obligations are generally prepayable at
any time and  therefore their average  life will ordinarily  be less than  their
stated  maturities. The ability of such issuers to make debt service payments on
these obligations is dependent on  various factors, including occupancy  levels,
rental  income, mortgage default rates,  taxes, operating expenses, governmental
regulations and the appropriation of subsidies.
 
    INDUSTRIAL  REVENUE  OBLIGATIONS  are  industrial  revenue  bonds  ("IRBs"),
including  pollution  control  revenue bonds,  which  are  tax-exempt securities
issued by  states, municipalities,  public authorities  or similar  entities  to
finance  the  cost of  acquiring, constructing  or improving  various industrial
projects. Debt  service  payment on  IRBs  is dependent  upon  various  factors,
including  the creditworthiness of the corporate operator of the project and, if
applicable, corporate guarantor, revenues  generated from the project,  expenses
associated with the project and regulatory and environmental restrictions.
 
    ELECTRIC  UTILITY OBLIGATIONS are obligations  of issuers whose revenues are
primarily derived from the sale of electric energy. The ability of such  issuers
to  make  debt service  payments on  these obligations  is dependent  on various
factors, including the rates  for electricity, the  demand for electricity,  the
degree  of competition, governmental regulation,  overhead expenses and variable
costs, such as fuel.
 
    TRANSPORTATION FACILITY REVENUE OBLIGATIONS are obligations of issuers which
are payable  from  and  secured  by revenues  derived  from  the  ownership  and
operation  of airports, public transit systems and ports. The ability of issuers
to make  debt  service payments  on  airport  obligations is  dependent  on  the
capability  of airlines to  meet their obligations under  use agreements. Due to
increased competition,  deregulation, increased  fuel costs  and other  factors,
many  airlines may  have difficulty  meeting their  obligations under  these use
agreements. Bonds  that are  secured primarily  by the  revenue collected  by  a
public  transit system typically  are additionally secured by  a pledge of sales
tax receipts collected  at the state  or local level,  or of other  governmental
financial  assistance. The revenue of issuers of transit system obligations will
be affected by variations in utilization, which  in turn may be affected by  the
degree  of  local governmental  subsidization, competition  from other  forms of
transportation, and  increased costs.  Port  authorities derive  their  revenues
primarily  from fees imposed  on ships using the  facilities which may fluctuate
depending on  the local  economy  and on  competition  from competing  forms  of
transportation  such  as air,  rail and  trucks. The  revenues of  issuers which
derive their  payments  from bridge,  road  or  tunnel toll  revenues  could  be
adversely  affected  by  increases  in fuel  costs,  competition  from toll-free
vehicular bridges and roads and alternative modes of transportation.
 
    WATER AND/OR SEWERAGE OBLIGATIONS are obligations of issuers whose  revenues
are  payable from user fees from the sale of water and/or sewerage services. The
problems   of   such    issuers   include   the    ability   to   obtain    rate
 
                                       4
<PAGE>
increases,  population  declines, the  limitations  on operations  and increased
costs and delays attributable to environmental considerations, the  difficulties
obtaining  new supplies of fresh water,  the effect of conservation programs and
in "no-growth" zoning ordinances.
 
    UNIVERSITY AND COLLEGE REVENUE OBLIGATIONS are obligations of issuers  whose
revenues  are  derived  mainly  from  tuition,  dormitory  revenues,  grants and
endowments. General  problems faced  by  such issuers  include declines  in  the
number  of "college" age  individuals, possible inability  to raise tuitions and
fees, the uncertainty of continued receipt of Federal grants and state  funding,
and  government  legislation  or  regulations  which  may  adversely  affect the
revenues or costs of such issuers.
 
    DEDICATED-TAX SUPPORTED  OBLIGATIONS are  obligations of  issuers which  are
payable  from  and  secured by  tax  revenues  from a  designated  source, which
revenues are pledged to secure the  bonds. The various types of Bonds  described
below  differ in structure and with respect  to the rights of the bondholders to
the underlying property. Each type of dedicated-tax supported Bond has  distinct
risks,  only  some of  which  are set  forth  below. One  type  of dedicated-tax
supported Bond  is  secured by  the  incremental  tax received  on  either  real
property  or on sales within a  specifically defined geographical area; such tax
generally will not provide bondholders with a lien on the underlying property or
revenues. Another type of dedicated-tax supported  Bond is secured by a  special
tax  levied on real property within a defined geographical area in such a manner
that the  tax is  levied  on those  who benefit  from  the project;  such  bonds
typically  provide for  a statutory lien  on the underlying  property for unpaid
taxes. A third  type of dedicated-tax  supported Bond  may be secured  by a  tax
levied  upon the  manufacture, sale  or consumption  of commodities  or upon the
license to  pursue certain  occupations or  upon corporate  privileges within  a
taxing  jurisdiction. As  to any  of these  types of  Bonds, the  ability of the
designated revenues to satisfy the interest and principal payments on such bonds
may be affected by changes  in the local economy,  the financial success of  the
enterprise  responsible for the payment of the  taxes, the value of any property
on which taxes may be assessed and the ability to collect such taxes in a timely
fashion. Each of  these factors will  have a different  affect on each  distinct
type of dedicated-tax supported bonds.
 
    MUNICIPAL  LEASE  OBLIGATIONS  are  obligations that  are  secured  by lease
payments of a  governmental entity  and are  normally subject  to annual  budget
appropriations  of the leasing  governmental entity. A  governmental entity that
enters into  such  a  lease  agreement cannot  obligate  future  governments  to
appropriate  for and make lease payments but covenants to take such action as is
necessary to include  any lease  payments due  in its  budgets and  to make  the
appropriations  therefor. A governmental entity's failure to appropriate for and
to make payments under its lease  obligation could result in insufficient  funds
available for payment of the obligations secured thereby.
 
    ORIGINAL ISSUE DISCOUNT OBLIGATIONS AND STRIPPED OBLIGATIONS are bonds which
were  issued with  nominal interest  rates less than  the rates  then offered by
comparable securities and as  a consequence were originally  sold at a  discount
from  their face,  or par,  values. In a  stable interest  rate environment, the
market value of  an original  issue discount bond  would tend  to increase  more
slowly in early years and in greater increments as the bond approached maturity.
 
    Certain  of the original issue  discount obligations in a  Trust may be zero
coupon bonds. Zero coupon bonds  do not provide for  the payment of any  current
interest;  the buyer receives only  the right to receive  a final payment of the
face amount  of the  bond at  its maturity.  Zero coupon  bonds are  subject  to
substantially  greater  price  fluctuations during  periods  of  changing market
interest rates  than are  securities  of comparable  quality that  pay  interest
currently.
 
    Original  issue discount  obligations, including  zero coupon  bonds, may be
subject to redemption  at prices based  on the  issue price plus  the amount  of
original  issue discount accreted to redemption  (the "accreted value") plus, if
applicable, some premium. Pursuant  to such call  provisions, an original  issue
discount  bond may be called prior to its maturity date at a price less than its
face value.  See the  "Schedule of  Investments"  appearing in  Part A  of  this
Prospectus for more information about the call provisions of portfolio Bonds.
 
    Certain of the Bonds in a Trust may be stripped obligations, which represent
evidences  of ownership  with respect  to either  the principal  amount of  or a
payment of interest  on a tax-exempt  obligation ("Stripped Obligations").  Each
Stripped  Obligation has been purchased at a discount from the amount payable at
maturity. A Stripped Obligation  therefore has economic characteristics  similar
to zero coupon bonds, as described above.
 
    Unitholders  should consult their own tax advisers with respect to the state
and local tax consequences of owning  original issue discount bonds or  Stripped
Obligations.  Under applicable  provisions governing determination  of state and
local taxes,  interest  on  original  issue  discount  obligations  or  Stripped
Obligations  may be  deemed to be  received in  the year of  accrual even though
there is no corresponding cash payment.
 
                                       5
<PAGE>
    Certain bonds may carry a "mandatory put" (also referred to as a  "mandatory
tender"  or "mandatory repurchase") feature pursuant to which the holder of such
bonds will receive payment of the full principal amount thereof on a stated date
prior to the maturity date unless  such holder affirmatively acts to retain  the
bond.  The Trustee does not have the authority  to act to retain Bonds with such
features; accordingly, it will receive payment  of the full principal amount  of
any  such Bonds on the stated put date and such date is therefore treated as the
maturity date of such Bonds in selecting Bonds for the respective Trusts and for
purposes of calculating the average maturity of the Bonds in any Trust.
 
COMPOSITION OF TRUSTS
 
Each Trust initially consists  of delivery statements  relating to contracts  to
purchase  Bonds (or of such Bonds) as are listed under "Schedule of Investments"
in Part A of this Prospectus and,  thereafter, of such Bonds as may continue  to
be  held from time to time (including  certain securities deposited in the Trust
in  substitution  for  Bonds  not  delivered  to  a  Trust  or  in  exchange  or
substitution  for  Bonds upon  certain  refundings), together  with  accrued and
undistributed  interest  thereon  and  undistributed  cash  realized  from   the
disposition of Bonds.
 
    "WHEN-ISSUED"  AND  "DELAYED  DELIVERY"  TRANSACTIONS.    The  contracts  to
purchase Bonds delivered to  the Trustee represent an  obligation by issuers  or
dealers  to deliver Bonds to  the Sponsor for deposit  in the Trusts. Certain of
the contracts relate  to Bonds  which have  not been issued  as of  the Date  of
Deposit  and which are commonly referred to as "when issued" or "when, as and if
issued" Bonds. Although  the Sponsor  believes it  unlikely, if  such Bonds,  or
replacement  bonds described  below, are  not acquired  by a  Trust or  if their
delivery is  delayed, the  Estimated  Current Returns  and Estimated  Long  Term
Returns  shown  in Part  A of  this Prospectus  may be  reduced. Certain  of the
contracts for the purchase of Bonds provide for delivery dates after the date of
settlement for purchases  made on the  Date of Deposit.  Interest on such  "when
issued"  and  "delayed delivery"  Bonds accrues  to  the benefit  of Unitholders
commencing with the first settlement date for the Units. However, in the opinion
of counsel, Unitholders who  purchase their Units prior  to the date such  Bonds
are  actually delivered to the Trustee must  reduce the tax basis of their Units
for interest accruing on such Bonds  during the interval between their  purchase
of  Units and the delivery of the Bonds because such amounts constitute a return
of principal. As a result of such adjustment, the Estimated Current Returns  set
forth in Part A of this Prospectus (which are based on the Public Offering Price
as  of the business day prior to the Date of Deposit) may be slightly lower than
Unitholders will receive after the first  year, assuming the Portfolio does  not
change  and estimated  annual expense  does not vary  from that  set forth under
"Essential Information" in Part A of this Prospectus. Those Bonds in each  Trust
purchased with delivery dates after the date of settlement for purchases made on
the  Date of Deposit are so noted in  the "Schedule of Investments" in Part A of
this Prospectus.
 
    LIMITED REPLACEMENT OF CERTAIN BONDS.   Neither the Sponsor nor the  Trustee
shall  be liable in any way  for any default, failure or  defect in any Bond. In
the event of a failure to deliver any  Bond that has been purchased for a  Trust
under  a contract, including those  Bonds purchased on a  when, as and if issued
basis ("Failed Bonds"), the Sponsor is authorized under the Indenture to  direct
the  Trustee to acquire  other specified Bonds ("Replacement  Bonds") to make up
the original corpus of the Trust within 20 days after delivery of notice of  the
failed  contract and the cost  to the Trust (exclusive  of accrued interest) may
not exceed the amount of  funds reserved for the  purchase of the Failed  Bonds.
The  Replacement Bonds  must satisfy the  criteria previously  described for the
Trusts and shall be substantially identical to the Failed Bonds they replace  in
terms  of (i) the exemption from federal  and state taxation; (ii) maturity and;
(iii) cost to the Trust. In addition,  Replacement Bonds shall not be "when,  as
and if issued" Bonds. Whenever a Replacement Bond has been acquired for a Trust,
the  Trustee shall, within five days after the delivery thereof, mail or deliver
a notice of such acquisition to all Unitholders of the Trust involved. Once  the
original corpus of the Trust is acquired, the Trustee will have no power to vary
the investment of the Trust.
 
    To  the extent Replacement Bonds are  not acquired, the Sponsor shall refund
to all Unitholders of the Trust  involved the sales charge attributable to  such
Failed  Bonds not replaced, and the  principal and accrued interest attributable
to such Bonds shall be distributed not more than 30 days after the determination
of such failure or at  such earlier time as the  Trustee in its sole  discretion
deems  to be in the interest of  the Unitholders. Any such accrued interest paid
to Unitholders will be paid by the Sponsor and, accordingly, will not be treated
as tax-exempt  income.  In the  event  Failed Bonds  in  a Trust  could  not  be
replaced,  the  Net Annual  Interest Income  per  Unit for  such Trust  would be
reduced and the Estimated Current Return thereon might be lowered.
 
    SALE, MATURITY AND REDEMPTION OF BONDS.  Certain of the Bonds may from  time
to  time  under certain  circumstances be  sold  or redeemed  or will  mature in
accordance with their terms. The proceeds from  such events will be used to  pay
for   Units  redeemed  or   distributed  to  Unitholders   and  not  reinvested;
accordingly, no assurance can be given that  a Trust will retain for any  length
of time its present size and composition.
 
    All  of the Bonds in  each Trust are subject to  being called or redeemed in
whole or  in part  prior to  their stated  maturities pursuant  to the  optional
redemption  provisions described in  the "Schedule of Investments"  in Part A of
 
                                       6
<PAGE>
this Prospectus  and  in  most  cases  pursuant  to  sinking  fund,  special  or
extraordinary  redemption provisions. See the discussion of the various types of
bond issues,  above, for  information  on the  call  provisions of  such  bonds,
particularly single family mortgage revenue bonds.
 
    The exercise of redemption or call provisions will (except to the extent the
proceeds of the called Bonds are used to pay for Unit redemptions) result in the
distribution  of  principal and  may  result in  a  reduction in  the  amount of
subsequent interest  distributions; it  may also  affect the  current return  on
Units  of the Trust involved.  The exercise of redemption  or call provisions is
more likely to occur in  situations where when the  Bonds have an offering  side
evaluation  which represents a premium  over par (as opposed  to a discount from
par). (In  the  case  of  original issue  discount  bonds,  such  redemption  is
generally  to  be made  at the  issue price  plus the  amount of  original issue
discount accreted to the date of redemption; such price is referred to herein as
"accreted value"). Because Bonds may have  been valued at prices above or  below
par  value or the then current accreted  value at the time Units were purchased,
Unitholders may realize  gain or loss  upon the redemption  of portfolio  Bonds.
(See  "WHAT IS THE TAX STATUS OF  UNITHOLDERS?" and "WHEN ARE DISTRIBUTIONS MADE
TO UNITHOLDERS?" in Part B and the  "Schedule of Investments" in Part A of  this
Prospectus.)
 
    CERTAIN  TAX  MATTERS;  LITIGATION.    Certain of  the  Bonds  in  a Trust's
portfolio may be subject  to continuing requirements such  as the actual use  of
bond proceeds, manner of operation of the project financed from bond proceeds or
rebate  of excess  earnings on  bond proceeds that  may affect  the exemption of
interest on such  Bonds from Federal  income taxation. Although  at the time  of
issuance  of each  of the  Bonds in each  Trust an  opinion of  bond counsel was
rendered as to the exemption of interest on such obligations from Federal income
taxation, and the issuers covenanted  to comply with all requirements  necessary
to retain the tax-exempt status of the Bonds, there can be no assurance that the
respective  issuers  or  other obligors  on  such obligations  will  fulfill the
various continuing  requirements  established  upon issuance  of  the  Bonds.  A
failure to comply with such requirements may cause a determination that interest
on  such  obligations  is  subject  to  Federal  income  taxation,  perhaps even
retroactively from the  date of  issuance of  such Bonds,  thereby reducing  the
value of the Bonds and subjecting Unitholders to unanticipated tax liabilities.
 
    To  the best knowledge of the Sponsor,  there is no litigation pending as of
the Date of Deposit in respect of  any Bonds which might reasonably be  expected
to  have a  material adverse effect  on any of  the Trusts. It  is possible that
after the Date of Deposit, litigation may be initiated with respect to Bonds  in
any  Trust. Any  such litigation may  affect the  validity of such  Bonds or the
tax-exempt nature of the interest thereon,  but while the outcome of  litigation
of  such nature can never be entirely predicted, the opinions of bond counsel to
the issuer of  each Bond  on the  date of issuance  state that  such Bonds  were
validly issued and that the interest thereon is, to the extent indicated, exempt
from Federal income tax.
 
WHY AND HOW ARE THE BONDS INSURED?
 
Insurance  guaranteeing  the  timely payment,  when  due, of  all  principal and
interest on the Bonds in each Insured Trust has been obtained by the Sponsor  or
by  the issuers or underwriters of the Bonds from the MBIA Insurance Corporation
(the "Insurer"). Certain of the  Bonds in an Insured Trust  may be covered by  a
policy  or policies of insurance obtained by  the issuers or underwriters of the
Bonds from  Municipal Bond  Insurance Association  (the "Association")  or  Bond
Investors  Guaranty Insurance Company ("BIG"). The claims-paying ability of both
the Insurer  and the  Association was  rated  "AAA Prime  Grade" by  Standard  &
Poor's.  Moody's rates  all bond  issuers insured by  either the  Insurer or the
Association "Aaa" and  short-term loans "MIG  1," both designated  to be of  the
highest  quality.  The Insurer  has  issued a  policy  or policies  of insurance
covering each of the Bonds in the Insured Trusts, each policy to remain in force
until the payment in full of such Bonds and whether or not the Bonds continue to
be held  by an  Insured Trust.  By the  terms of  each policy  the Insurer  will
unconditionally  guarantee to  the holders or  owners of the  Bonds the payment,
when due,  required of  the  issuer of  the  Bonds of  an  amount equal  to  the
principal of and interest on the Bonds as such payments shall become due but not
be  paid  (except that  in the  event of  any  acceleration of  the due  date of
principal by reason of mandatory  or optional redemption, default or  otherwise,
the  payments guaranteed will be made in such amounts and at such times as would
have been due had there not been an acceleration).
 
    Insurance guaranteeing the timely  payment, when due,  of all principal  and
interest  on certain Bonds in a Traditional  Trust may have been obtained by the
Sponsor, issuer or underwriter  of the particular Bonds  involved or by  another
party.  Such insurance, which  provides coverage substantially  the same as that
obtained with  respect  to  Bonds  in Insured  Trusts  as  described  above,  is
effective  so long as the insured Bond is outstanding and the insurer remains in
business. Insurance relates  only to the  particular Bond and  not to the  Units
offered hereby or to their market value. Insured Bonds have received a rating of
"Aaa"  by  Moody's and/or  "AAA" by  Standard  & Poor's  in recognition  of such
insurance.
 
                                       7
<PAGE>
    If a Bond in a Traditional  Trust is insured, the "Schedule of  Investments"
appearing in Part A of this Prospectus will identify the insurer. The Sponsor to
date  has purchased  and presently  intends to  purchase insurance  for Bonds in
Traditional Trusts exclusively from the Insurer. There can be no assurance  that
any  insurer listed therein will be able to satisfy its commitments in the event
claims are made in  the future. However, Standard  & Poor's and/or Moody's  have
rated the claims-paying ability of each insurer "AAA" or "Aaa," respectively.
 
    The  Insurer is the principal operating subsidiary of MBIA, Inc., a New York
Stock Exchange listed company. MBIA, Inc. is  not obligated to pay the debts  of
or  claims against the  Insurer. The Insurer is  a limited liability corporation
rather than a  several liability association.  The Insurer is  domiciled in  the
State  of New York and licensed to do business in all 50 states, the District of
Columbia, the  Commonwealth of  Puerto Rico,  the Commonwealth  of the  Northern
Mariana  Islands, the Virgin Islands  of the United States  and the Territory of
Guam. The Insurer has one European branch in the Republic of France.
 
    As of  June  30,  1995 the  Insurer  had  admitted assets  of  $3.6  billion
(unaudited),  total liabilities of  $2.4 billion (unaudited),  and total capital
and surplus of $1.2 billion (unaudited) determined in accordance with  statutory
accounting   practices   prescribed   or  permitted   by   insurance  regulatory
authorities. As of December  31, 1994, the Insurer  had admitted assets of  $3.4
billion  (audited),  total  liabilities  of $2.3  billion  (audited),  and total
capital and  surplus of  $1.1 billion  (audited) determined  in accordance  with
statutory  accounting practices prescribed or  permitted by insurance regulatory
authorities.
 
    The Association is comprised  of the five insurance  companies set forth  in
the following table, which provides certain unaudited financial information with
respect to each of the five insurance companies comprising the Association.
 
                      MUNICIPAL BOND INSURANCE ASSOCIATION
      FIVE MEMBER COMPANIES ASSETS AND POLICYHOLDERS' SURPLUS (UNAUDITED)
                           AS OF SEPTEMBER 30, 1994.
                                (000'S OMITTED)
 
<TABLE>
<CAPTION>
                                                                               NEW YORK      NEW YORK       NEW YORK
                                                                              STATUTORY     STATUTORY    POLICYHOLDERS
                                                                                ASSETS     LIABILITIES      SURPLUS
                                                                             ------------  ------------  --------------
<S>                                                                          <C>           <C>           <C>
The AEtna Casualty & Surety Company........................................  $ 10,030,200  $  8,275,300  $   1,754,900
Fireman's Fund Insurance Company...........................................     6,815,775     4,904,534      1,911,241
The Travelers Indemnity Company............................................    10,295,359     8,515,392      1,779,967
CIGNA Property and Casualty Company (formerly AEtna Insurance Company).....     5,112,251     4,842,235        270,016
The Continental Insurance Company..........................................     2,794,536     2,449,805        344,731
                                                                             ------------  ------------  --------------
        Total..............................................................  $ 35,048,121  $ 28,987,266  $   6,060,855
                                                                             ------------  ------------  --------------
                                                                             ------------  ------------  --------------
</TABLE>
 
    Insurance  companies  are subject  to  extensive regulation  and supervision
where they  do  business  by  state insurance  commissioners  who  regulate  the
standards of solvency which must be maintained, the nature of and limitations on
investments, reports of financial condition, and requirements regarding reserves
for  unearned premiums, losses  and other matters. A  significant portion of the
assets of insurance companies are required by law to be held in reserve  against
potential claims on policies and is not available to general creditors. Although
the  federal government  does not  regulate the  business of  insurance, federal
initiatives including  pension  regulation,  controls  on  medical  care  costs,
minimum  standards for no-fault automobile insurance, national health insurance,
tax law changes affecting life insurance  companies and repeal of the  antitrust
exemption  for  the insurance  business can  significantly impact  the insurance
business.
 
    The above ratings are  not recommendations to buy,  sell or hold the  Bonds,
and  such ratings may  be subject to revision  or withdrawal at  any time by the
rating agencies. Any downward revision or  withdrawal of either or both  ratings
may have an adverse effect on the market price of the Bonds. See the Information
Supplement--for further information concerning insurance.
 
    Because the insurance on the Bonds, if any, will be effective so long as the
Bonds  are outstanding, such insurance will be taken into account in determining
the market value  of the  Bonds and therefore  some value  attributable to  such
insurance  will be included in the value of the Units of the Insured Trusts. The
insurance does not, however, guarantee the market  value of the Bonds or of  the
Units.
 
HOW IS THE PUBLIC OFFERING PRICE DETERMINED?
 
The  Public Offering Price of the Units of  each Trust is equal to the Trustee's
determination of the aggregate  OFFERING prices of  the Bonds deposited  therein
(minus  any  advancement to  the  principal account  of  the Trust  made  by the
 
                                       8
<PAGE>
Trustee) plus a sales charge set forth  in "Essential Information" in Part A  of
this  Prospectus, in  each case  adding to  the total  thereof cash  held by the
Trust, if  any,  and  dividing the  sum  so  obtained by  the  number  of  Units
outstanding in the Trust. See "UNIT VALUE AND EVALUATION."
 
    The  sales charge applicable to quantity purchases is reduced on a graduated
scale for sales to any  purchaser of at least $50,000  or 500 Units and will  be
applied  on whichever basis is more favorable  to the purchaser. For purposes of
calculating the applicable  sales charge,  purchasers who  have indicated  their
intent  to purchase a specified  amount of Units of any  Trust in the primary or
secondary offering period by executing and delivering a letter of intent to  the
Sponsor,  which letter of intent must be in a form acceptable to the Sponsor and
shall have a maximum duration of thirteen months, will be eligible to receive  a
reduced  sales charge according to  the following tables based  on the amount of
intended aggregate  purchases as  expressed  in the  letter  of intent.  Due  to
administrative  limitations and in  order to permit  adequate tracking, the only
secondary market  purchases that  will be  permitted to  be applied  toward  the
intended  specified amount and that will receive the corresponding reduced sales
charge are  those  Units that  are  acquired through  or  from the  Sponsor.  By
establishing  a letter of intent, a Unitholder agrees that the first purchase of
Units following the execution of  such letter of intent will  be at least 5%  of
the  total  amount  of  the  intended  aggregate  purchases  expressed  in  such
Unitholder's letter of intent. Further, through the establishment of the  letter
of intent, such Unitholder agrees that Units representing 5% of the total amount
of  the  intended  purchases will  be  held  in escrow  by  the  Trustee pending
completion of these purchases. All distributions on Units held in escrow will be
credited  to  such  Unitholder's  account.  If  total  purchases  prior  to  the
expiration  of the letter of intent period  equal or exceed the amount specified
in a Unitholder's letter of intent, the Units held in escrow will be transferred
to such Unitholder's account.  If the total purchases  are less than the  amount
specified,  the Unitholder involved must pay the  Sponsor an amount equal to the
difference between the amounts  paid for these purchases  and the amounts  which
would  have  been paid  if the  higher sales  charge had  been applied.  If such
Unitholder does  not pay  the additional  amount within  20 days  after  written
request  by  the  Sponsor  or the  Unitholder's  securities  representative, the
Sponsor will  instruct  the Trustee  to  redeem  an appropriate  number  of  the
escrowed Units to meet the required payment. By establishing a letter of intent,
a  Unitholder irrevocably appoints the Sponsor  as attorney to give instructions
to redeem any or  all of such  Unitholder's escrowed Units,  with full power  of
substitution in the premises. A Unitholder or his securities representative must
notify  the Sponsor whenever such  Unitholder makes a purchase  of Units that he
wishes to  be counted  towards the  intended amount.  Sales charges  during  the
primary offering period are as follows:
<TABLE>
<CAPTION>
                                            NATIONAL AND STATE TRUSTS         LONG INTERMEDIATE TRUSTS        INTERMEDIATE
                                                                                                                 TRUSTS
                                          -----------------------------     -----------------------------     ------------
<S>                                       <C>              <C>              <C>              <C>              <C>
                                            PERCENT          PERCENT          PERCENT          PERCENT          PERCENT
                                               OF             OF NET             OF             OF NET             OF
                                            OFFERING          AMOUNT          OFFERING          AMOUNT          OFFERING
            NUMBER OF UNITS*                 PRICE           INVESTED          PRICE           INVESTED          PRICE
- ----------------------------------------  ------------     ------------     ------------     ------------     ------------
Less than 500...........................         4.90 %           5.152%           4.25 %           4.439%           3.90%
500 but less than 1,000.................         4.75             4.987            4.15             4.330            3.70
1,000 but less than 2,500...............         4.50             4.712            3.85             4.004            3.50
2,500 but less than 5,000...............         4.25             4.439            3.60             3.734            3.25
5,000 but less than 10,000..............         3.50             3.627            3.35             3.466            3.00
10,000 but less than 25,000.............         3.00             3.093            3.00             3.093            2.75
25,000 but less than 50,000.............         2.50             2.564            2.50             2.564            2.50
50,000 or more..........................         2.00             2.041            2.00             2.041            2.00
 
<CAPTION>
 
<S>                                       <C>
                                            PERCENT
                                             OF NET
                                             AMOUNT
            NUMBER OF UNITS*                INVESTED
- ----------------------------------------  ------------
Less than 500...........................         4.058%
500 but less than 1,000.................         3.842
1,000 but less than 2,500...............         3.627
2,500 but less than 5,000...............         3.359
5,000 but less than 10,000..............         3.093
10,000 but less than 25,000.............         2.828
25,000 but less than 50,000.............         2.564
50,000 or more..........................         2.041
</TABLE>
<TABLE>
<CAPTION>
                                            SHORT INTERMEDIATE TRUSTS
                                                                                  SHORT TERM TRUSTS
                                          -----------------------------     -----------------------------
<S>                                       <C>              <C>              <C>              <C>              <C>
                                            PERCENT          PERCENT          PERCENT          PERCENT
                                               OF             OF NET             OF             OF NET
                                            OFFERING          AMOUNT          OFFERING          AMOUNT
            NUMBER OF UNITS*                 PRICE           INVESTED          PRICE           INVESTED
- ----------------------------------------  ------------     ------------     ------------     ------------
Less than 500...........................         3.00 %           3.093%           2.50 %           2.564%
500 but less than 1,000.................         2.80             2.881            2.30             2.354
1,000 but less than 2,500...............         2.60             2.670            2.10             2.145
2,500 but less than 5,000...............         2.35             2.407            1.85             1.885
5,000 but less than 10,000..............         2.10             2.145            1.60             1.626
10,000 but less than 25,000.............         1.85             1.885            1.35             1.368
25,000 but less than 50,000.............         1.80             1.833            1.25             1.266
50,000 or more..........................         1.50             1.523            1.15             1.163
</TABLE>
 
*Breakpoint  sales charges are computed both on  a dollar basis and on the basis
 of the number of Units purchased, using the equivalent of 500 Units to $50,000,
 2,500 Units to $250,000 etc., and will  be applied on that basis which is  more
 favorable to the purchaser.
 
    For  "secondary market"  sales the  Public Offering  Price per  Unit of each
Trust is determined by adding to the Trustee's determination of the BID price of
each Bond in the Trust  a sales charge determined  in accordance with the  table
set forth below based upon the number of years remaining to the maturity of each
such  Bond. See "UNIT VALUE AND EVALUATION."  The effect of this method of sales
charge calculation will be that different sales charge
 
                                       9
<PAGE>
rates will be applied to the various  Bonds in a Trust portfolio based upon  the
maturities  of such Bonds. As shown, the  sales charge on Bonds in each maturity
range (and therefore the aggregate sales charge on the purchase) is reduced with
respect to purchases of at least $50,000 or 500 Units:
 
<TABLE>
<CAPTION>
                                                                       AMOUNT OF PURCHASE*
                              -----------------------------------------------------------------------------------------------------
<S>                           <C>          <C>          <C>          <C>          <C>          <C>          <C>          <C>
                                            $50,000      $100,000     $250,000     $500,000    $1,000,000   $2,500,000
                                UNDER          TO           TO           TO           TO           TO           TO       $5,000,000
YEARS TO MATURITY              $50,000      $99,999      $249,999     $499,999     $999,999    $2,499,999   $4,999,999    OR MORE
- ----------------------------------------   ----------   ----------   ----------   ----------   ----------   ----------   ----------
Less than 1...................         0           0            0            0            0            0            0            0
1 but less than 2.............     1.523 %     1.446 %      1.369 %      1.317 %      1.215 %      1.061 %       .900 %       .750 %
2 but less than 3.............     2.041       1.937        1.833        1.729        1.626        1.420        1.225        1.030
3 but less than 4.............     2.564       2.433        2.302        2.175        2.041        1.781        1.546        1.310
4 but less than 5.............     3.093       2.961        2.828        2.617        2.459        2.175        1.883        1.590
5 but less than 7.............     3.627       3.433        3.239        3.093        2.881        2.460        2.165        1.870
7 but less than 10............     4.167       3.951        3.734        3.520        3.239        2.828        2.489        2.150
10 but less than 13...........     4.712       4.467        4.221        4.004        3.788        3.253        2.842        2.430
13 but less than 16...........     5.263       4.988        4.712        4.439        4.167        3.627        3.169        2.710
16 or more....................     5.820       5.542        5.263        4.987        4.603        4.004        3.500        3.000
</TABLE>
 
 *Breakpoint sales charges are computed both on a dollar basis and on the  basis
  of  the  number of  Units  purchased, using  the  equivalent of  500  Units to
  $50,000, 2,500 Units  to $250,000,  etc., and will  be applied  on that  basis
  which is more favorable to the purchaser.
 
    The  secondary market sales charges above are  expressed as a percent of the
net amount invested; expressed  as a percent of  the Public Offering Price,  the
maximum  sales charge on  any Trust, including one  consisting entirely of Bonds
with 16 years  or more to  maturity, would be  5.50% (5.820% of  the net  amount
invested).  The  actual secondary  market sales  charge  included in  the Public
Offering Price of  any particular  Trust will depend  on the  maturities of  the
Bonds in the portfolio of such Trust.
 
    Pursuant to the terms of the Indenture, the Trustee may terminate a Trust if
the  net asset value of such Trust, as shown by any evaluation, is less than 20%
of the original principal amount of the Trust.
 
    At all  times while  Units are  being  offered for  sale, the  Sponsor  will
appraise  or cause to  be appraised daily  the value of  the underlying Bonds in
each Trust as of 4:00 p.m. eastern time on each day on which the New York  Stock
Exchange  (the "Exchange") is normally open  and will adjust the Public Offering
Price of the Units commensurate with such appraisal. Such Public Offering  Price
will be effective for all orders received by a dealer or the Sponsor at or prior
to  4:00 p.m. eastern time on each such day. Orders received after that time, or
on a day when the Exchange is closed for a scheduled holiday or weekend, will be
held until the next determination of price.
 
    Accrued interest from the preceding Record  Date to, but not including,  the
settlement  date of the transaction (three business days after purchase) will be
added to the Public Offering Price to determine the purchase price of Units. See
"WHAT IS ACCRUED INTEREST?".
 
    The graduated sales  charges set forth  above will apply  on all  applicable
purchases  of Nuveen investment  company securities on  any one day  by the same
purchaser in the amounts stated, and  for this purpose purchases of this  Series
will be aggregated with concurrent purchases of any other Series or of shares of
any  open-end management  investment company of  which the  Sponsor is principal
underwriter and with respect to the purchase of which a sales charge is imposed.
Purchases by or  for the  account of  an individual and  his or  her spouse  and
children  under 21 years of age  ("immediate family members") will be aggregated
to determine the applicable sales charge.  The graduated sales charges are  also
applicable  to a trustee  or other fiduciary purchasing  securities for a single
trust estate or single fiduciary account.  Units may be purchased at the  Public
Offering Price without a sales charge by officers or directors and by bona fide,
full-time  employees  of  Nuveen, Nuveen  Advisory  Corp.,  Nuveen Institutional
Advisory Corp.  and  The John  Nuveen  Company,  including in  each  case  these
individuals and their immediate family members (as defined above).
 
    Units  may be  purchased in  the primary or  secondary market  at the Public
Offering Price for  non-breakpoint purchases  minus the  concession the  Sponsor
typically  allows to brokers and dealers  for non-breakpoint purchases (see "HOW
UNITS OF  THE TRUSTS  ARE DISTRIBUTED  TO  THE PUBLIC?")  by (1)  investors  who
purchase  Units  through  registered  investment  advisers,  certified financial
planners and registered broker-dealers who  in each case either charge  periodic
fees  for financial planning, investment  advisory or asset management services,
or provide such services in connection  with the establishment of an  investment
account  for which a comprehensive "wrap fee"  charge is imposed, (2) bank trust
departments investing  funds over  which they  exercise exclusive  discretionary
investment  authority and  that are  held in  a fiduciary,  agency, custodial or
similar capacity, (3) any person who for at least 90 days, has been an  officer,
director  or bona fide employee of any firm offering Units for sale to investors
or their  immediate family  members  (as defined  above)  and (4)  officers  and
directors  of  bank  holding companies  that  make Units  available  directly or
through  subsidiaries  or  bank  affiliates.  Notwithstanding  anything  to  the
contrary  in  this  Prospectus,  such investors,  bank  trust  departments, firm
employees and bank  holding company  officers and directors  who purchase  Units
through  this  program will  not receive  sales  charge reductions  for quantity
purchases.
 
                                       10
<PAGE>
    The initial or primary Public Offering Price  of the Units in each Trust  is
based upon a pro rata share of the OFFERING prices per Unit of the Bonds in such
Trust  plus the  applicable sales charge.  The secondary  market Public Offering
Price of each Trust is based upon a pro rata share of the BID prices per Unit of
the Bonds in such Trust plus the applicable sales charge. The OFFERING prices of
Bonds in a Trust may be expected to average between 1/2% to 2% more than the BID
prices of such  Bonds. The difference  between the bid  side evaluation and  the
offering side evaluation of the Bonds in each Trust on the business day prior to
the Date of Deposit is shown in the discussion of each Trust portfolio.
 
    Whether  or not Units are being offered for sale, the Sponsor will determine
the aggregate value of each Trust as of 4:00 p.m. eastern time: (i) on each June
30 or December 31 (or, if such date is not a business day, the last business day
prior thereto), (ii) on any day on  which a Unit is tendered for redemption  (or
the  next succeeding business day  if the date of  tender is a non-business day)
and (iii) at such other times as may be necessary. For this purpose, a "business
day" shall be any day on which  the Exchange is normally open. (See "UNIT  VALUE
AND EVALUATION.")
 
MARKET FOR UNITS
 
During  the  initial public  offering period,  the Sponsor  intends to  offer to
purchase Units of each  Trust at a  price equivalent to the  pro rata share  per
Unit  of the OFFERING prices of the Bonds in such Trust (plus accrued interest).
Afterward, although  it  is not  obligated  to do  so,  the Sponsor  intends  to
maintain  a secondary  market for  Units of  each Trust  at its  own expense and
continuously to offer  to purchase  Units of each  Trust at  prices, subject  to
change  at  any time,  which  are based  upon  the BID  prices  of Bonds  in the
respective portfolios of the  Trusts. UNITHOLDERS WHO WISH  TO DISPOSE OF  THEIR
UNITS SHOULD INQUIRE OF THE TRUSTEE OR THEIR BROKER AS TO THE CURRENT REDEMPTION
PRICE. (See "HOW UNITS MAY BE REDEEMED WITHOUT CHARGE?".) In connection with its
secondary  marketmaking activities, the Sponsor may from time to time enter into
secondary market  joint  account  agreements with  other  brokers  and  dealers.
Pursuant to such an agreement the Sponsor will purchase Units from the broker or
dealer at the bid price and will place the Units into a joint account managed by
the  Sponsor; sales from  the account will  be made in  accordance with the then
current prospectus and the Sponsor and  the broker or dealer will share  profits
and  losses in  the joint account  in accordance  with the terms  of their joint
account agreement.
 
    Certificates, if any, for Units are  delivered to the purchaser as  promptly
after the date of settlement (three business days after purchase) as the Trustee
can  complete  the mechanics  of registration,  normally  within 48  hours after
registration instructions are received. Purchasers of Units to whom Certificates
are issued will be unable  to exercise any right  of redemption until they  have
received  their Certificates as tender of the Certificate, properly endorsed for
transfer. (See "HOW UNITS MAY BE REDEEMED WITHOUT CHARGE?".)
 
WHAT IS ACCRUED INTEREST?
 
Accrued interest is the accumulation of unpaid interest on a bond from the  last
day  on which  interest thereon  was paid.  Interest on  Bonds in  each Trust is
accounted for daily on an accrual basis. For this reason, the purchase price  of
Units  of a Trust will  include not only the Public  Offering Price but also the
proportionate share  of accrued  interest  to the  date of  settlement.  Accrued
interest  does not  include accrual  of original  issue discount  on zero coupon
bonds, Stripped Obligations  or other  original issue  discount bonds.  Interest
accrues  to the  benefit of Unitholders  commencing with the  settlement date of
their purchase transaction.
 
    In an effort to reduce the  amount of accrued interest that investors  would
have  to pay in addition to the Public Offering Price, the Trustee has agreed to
advance to each Trust the amount of accrued interest due on the Bonds as of  the
Date  of Deposit (which has been designated  the first Record Date for all plans
of distribution).  This accrued  interest will  be paid  to the  Sponsor as  the
holder  of record of all Units on  the Date of Deposit. Consequently, the amount
of accrued interest  to be  added to  the Public  Offering Price  of Units  will
include  only accrued interest from  the Date of Deposit  to, but not including,
the date of  settlement of the  investor's purchase (three  business days  after
purchase), less any distributions from the related Interest Account. The Trustee
will  recover its  advancements (without interest  or other cost  to the Trusts)
from interest received on the Bonds deposited in each Trust.
 
    The Trustee has no  cash for distribution to  Unitholders until it  receives
interest  payments on the Bonds in the  Trusts. Since municipal bond interest is
accrued daily but  paid only  semi-annually, during  the initial  months of  the
Trusts,  the Interest Accounts,  consisting of accrued  but uncollected interest
and collected interest  (cash), will  be predominantly  the uncollected  accrued
interest that is not available for distribution. However, due to advances by the
Trustee,  the Trustee will provide a first distribution between approximately 30
and 60 days after the Date of Deposit. Assuming each Trust retains its  original
size  and composition  and expenses  and fees  remain the  same, annual interest
collected and distributed  will approximate  the estimated  Net Annual  Interest
Income  stated herein. However, the  amount of accrued interest  at any point in
time will  be  greater than  the  amount that  the  Trustee will  have  actually
received and distributed to the Unitholders. Therefore, there will always remain
an  item of  accrued interest  that is  included in  the Purchase  Price and the
redemption price of the Units.
 
    Interest is accounted  for daily and  a proportionate share  of accrued  and
undistributed  interest computed from the preceding  Record Date is added to the
daily valuation of each Unit of each  Trust. (See Part A of this Prospectus  and
"WHEN ARE DISTRIBUTIONS MADE TO UNITHOLDERS?".) As Bonds mature, or are redeemed
or  sold,  the  accrued  interest  applicable to  such  bonds  is  collected and
subsequently distributed to Unitholders. Unitholders who
 
                                       11
<PAGE>
sell or redeem all or a portion of their Units will be paid their  proportionate
share  of  the  remaining accrued  interest  to,  but not  including,  the third
business day following the date of sale or tender.
 
WHAT ARE ESTIMATED LONG TERM RETURN AND ESTIMATED CURRENT RETURN?
 
The Estimated Long Term Return for each Trust is a measure of the return to  the
investor  expected  to be  earned  over the  estimated  life of  the  Trust. The
Estimated Long Term Return represents an  average of the yields to maturity  (or
call)  of  the Bonds  in  the Trust's  portfolio  calculated in  accordance with
accepted bond practice and adjusted to reflect expenses and sales charges. Under
accepted bond practice, tax-exempt bonds are customarily offered to investors on
a "yield price" basis, which involves computation of yield to maturity or to  an
earlier  call date  (whichever produces the  lower yield), and  which takes into
account not only the interest payable on the bonds but also the amortization  or
accretion  of  any premium  over,  or discount  from,  the par  (maturity) value
inherent in the bond's purchase price. In the calculation of Estimated Long Term
Return, the average yield for the Trust's portfolio is derived by weighting each
Bond's yield by the market value of the Bond and by the amount of time remaining
to the date to  which the Bond  is priced. This weighted  average yield is  then
adjusted  to  reflect estimated  expenses, is  compounded, and  is reduced  by a
factor which represents the amortization of  the sales charge over the  expected
average  life of the Trust. The Estimated  Long Term Return calculation does not
take into account the effect  of a first distribution which  may be less than  a
regular  distribution or may  be paid at some  point after 30  days (or a second
distribution which may be  less than a normal  distribution for Unitholders  who
choose  quarterly or  semi-annual plans of  distribution), and it  also does not
take into account the difference in timing of payments to Unitholders who choose
quarterly or semi-annual plans  of distribution, each of  which will reduce  the
return.
 
    Estimated  Current Return  is computed by  dividing the  Net Annual Interest
Income per Unit by the Public Offering Price. In contrast to Estimated Long Term
Return, Estimated Current Return does not reflect the amortization of premium or
accretion of discount, if any, on the Bonds in the Trust's portfolio. Net Annual
Interest Income per Unit is calculated by dividing the annual interest income to
the Trust, less estimated expenses, by the number of Units outstanding.
 
    Net Annual Interest  Income per  Unit, used to  calculate Estimated  Current
Return,  will vary  with changes  in fees  and expenses  of the  Trustee and the
Evaluator and  with the  redemption,  maturity, exchange  or  sale of  Bonds.  A
Unitholder's  actual return may vary  significantly from the Estimated Long-Term
Return, based  on their  holding  period, market  interest rate  changes,  other
factors  affecting  the  prices  of  individual  bonds  in  the  portfolio,  and
differences between  the expected  remaining  life of  portfolio bonds  and  the
actual length of time that they remain in the Trust; such actual holding periods
may be reduced by termination of the Trust, as described in "OTHER INFORMATION."
Since  both  the Estimated  Current Return  and the  Estimated Long  Term Return
quoted herein are  based on  the market  value of  the underlying  Bonds on  the
business  day prior  to the  Date of  Deposit, subsequent  calculations of these
performance  measures  will  reflect  the  then  current  market  value  of  the
underlying  Bonds and may be higher or lower. The Sponsor will provide estimated
cash flow  information relating  to a  Trust without  charge to  each  potential
investor  in a Trust who  receives this prospectus and  makes an oral or written
request to the Sponsor for such information.
 
    A portion of the  monies received by  a Trust may be  treated, in the  first
year  only, as a return of principal due to the inclusion in the Trust portfolio
of "when-issued"  or  other  Bonds  having delivery  dates  after  the  date  of
settlement  for purchases  made on  the Date of  Deposit. A  consequence of this
treatment is that in the computation  of Estimated Current Return for the  first
year, such monies are excluded from Net Annual Interest Income and treated as an
adjustment  to the Public Offering Price. (See "Essential Information" appearing
in Part A  of this  Prospectus, "COMPOSITION  OF TRUSTS"  and "WHAT  IS THE  TAX
STATUS OF UNITHOLDERS?")
 
    A  comparison of tax-free  and equivalent taxable  estimated current returns
with the returns on  various taxable investments is  one element to consider  in
making  an  investment  decision. The  Sponsor  may  from time  to  time  in its
advertising and sales materials compare the then current estimated returns on  a
Trust  and returns  over specified periods  on other similar  Nuveen Trusts with
returns on taxable investments such as corporate or U.S. Government bonds,  bank
CD's  and  money  market accounts  or  money  market funds,  each  of  which has
investment characteristics  that  may  differ  from those  of  the  Trust.  U.S.
Government  bonds, for example, are  backed by the full  faith and credit of the
U.S. Government and bank CD's and money market accounts are insured by an agency
of the federal government. Money market accounts and money market funds  provide
stability  of principal, but pay interest at  rates that vary with the condition
of the short-term debt market. The investment characteristics of the Trusts  are
described more fully elsewhere in the Prospectus.
 
HOW WAS THE PRICE OF THE BONDS DETERMINED AT THE DATE OF DEPOSIT?
 
The prices at which the Bonds deposited in the Trusts would have been offered to
the  public on the business day prior to  the Date of Deposit were determined by
the Trustee on the basis  of an evaluation of such  Bonds prepared by Kenny  S&P
Evaluation  Services, a  division of  J. J.  Kenny Co.,  Inc., a  firm regularly
engaged in the business of  evaluating, quoting or appraising comparable  bonds.
With respect to Bonds in Insured Trusts and insured Bonds in Traditional Trusts,
Kenny  S&P Evaluation Services, a  division of J. J.  Kenny Co., Inc., evaluated
the Bonds as so insured. (See "WHY AND HOW ARE THE BONDS INSURED?".)
 
                                       12
<PAGE>
    The amount by which  the Trustee's determination of  the OFFERING PRICES  of
the  Bonds deposited  in the Trusts  was greater or  less than the  cost of such
Bonds to  the  Sponsor was  PROFIT  OR LOSS  to  the Sponsor  exclusive  of  any
underwriting  profit.  (See Part  A of  this Prospectus.)  The Sponsor  also may
realize FURTHER PROFIT OR  SUSTAIN FURTHER LOSS as  a result of fluctuations  in
the  Public Offering  Price of the  Units. Cash,  if any, made  available to the
Sponsor prior to the settlement  date for a purchase of  Units, or prior to  the
acquisition  of all Portfolio securities by a Trust, may be available for use in
the Sponsor's business, and may be of benefit to the Sponsor.
 
WHAT IS THE TAX STATUS OF UNITHOLDERS?
 
At the  respective times  of issuance  of the  Bonds, opinions  relating to  the
validity  thereof and to  the exemption of interest  thereon from Federal income
tax were rendered  by bond  counsel to  the respective  issuing authorities.  In
addition,  with respect to  State Trusts, where applicable,  bond counsel to the
issuing authorities rendered opinions  as to the exemption  of interest on  such
Bonds,  when held by residents  of the state in which  the issuers of such Bonds
are located, from state income taxes and certain state or local intangibles  and
local  income taxes. For a discussion of the tax status of State Trusts see Part
A of this Prospectus. Neither the Sponsor nor its counsel have made any  special
review  for the Trusts of the proceedings  relating to the issuance of the Bonds
or of  the basis  for the  opinions  rendered in  connection therewith.  If  the
interest  on a Bond should be determined to be taxable, the Bond would generally
have to  be sold  at a  substantial discount.  In addition,  investors could  be
required  to pay  income tax  on interest  received prior  to the  date of which
interest is determined to be taxable.
 
    Federally tax-exempt income, including income  on Units of the Trusts,  will
be taken into consideration in computing the portion, if any, of social security
benefits  received that will be included in a taxpayer's gross income subject to
the Federal income tax.
 
    Gain realized on the sale or redemption of the Bonds by the Trustee or of  a
Unit  by  a Unitholder  is includable  in  gross income  for Federal  income tax
purposes, and may be  includable in gross income  for state tax purposes.  (Such
gain  does not  include any  amounts received  in respect  of tax-exempt accrued
interest  or  accrued  original  issue  discount,  if  any.)  A  portion  of   a
Unitholder's  gain, to the extent of accreted market discount, may be treated as
ordinary income rather than capital gain if the Bonds were purchased by a  Trust
at a market discount or if the Unitholder purchased his or her Units at a market
discount  on or  after April 30,  1993. Market  discount can arise  based on the
price the Trust pays for the Bonds or the price a Unitholder pays for his or her
Units. Market  discount that  accretes while  the Trust  holds a  Bond would  be
recognized  as ordinary  income by the  Unitholders when  principal payments are
received on the Bond, upon sale  or at redemption (including early  redemption),
or  upon the sale or redemption of his  or her Units, unless a Unitholder elects
to include market discount in taxable income as it accrues. The market  discount
rules  are complex and  Unitholders should consult  their tax advisors regarding
these rules and their application.
 
    In the opinion of Chapman and Cutler, Counsel to the Sponsor, under existing
law:
 
    (1) the Trusts  are not  associations taxable  as corporations  for  Federal
        income  tax purposes. Tax-exempt interest received by each of the Trusts
        on  Bonds  deposited  therein  will  retain  its  status  as  tax-exempt
        interest,  for Federal income tax purposes,  when received by the Trusts
        and when distributed  to the  Unitholders, except  that the  alternative
        minimum  tax and environmental  tax (the "Superfund  Tax") applicable to
        corporate Unitholders  may, in  certain  circumstances, include  in  the
        amount  on which  such taxes  are calculated  a portion  of the interest
        income received by  the Trust.  See "CERTAIN TAX  MATTERS APPLICABLE  TO
        CORPORATE UNITHOLDERS", below;
 
    (2) each  Unitholder of a Trust is considered to  be the owner of a pro rata
        portion of such Trust under Subpart E, subchapter J of Chapter 1 of  the
        Internal Revenue Code of 1986 (the "Code") and will have a taxable event
        when  the Trust  disposes of  a Bond or  when the  Unitholder redeems or
        sells Units. Unitholders must  reduce the tax basis  of their Units  for
        their  share of accrued interest received by the Trust, if any, on Bonds
        delivered after  the  date the  Unitholders  pay for  their  Units  and,
        consequently,  such Unitholders may have an  increase in taxable gain or
        reduction in capital loss  upon the disposition of  such Units. Gain  or
        loss  upon the sale or redemption of  Units is measured by comparing the
        proceeds of  such sale  or redemption  with the  adjusted basis  of  the
        Units.  If the  Trustee disposes of  Bonds (whether by  sale, payment at
        maturity, redemption or otherwise),  gain or loss  is recognized to  the
        Unitholder. The amount of any such gain or loss is measured by comparing
        the  Unitholder's  pro  rata  share  of  the  total  proceeds  from such
        disposition with  the  Unitholder's  basis for  his  or  her  fractional
        interest  in the  asset disposed  of. In  the case  of a  Unitholder who
        purchases Units, such basis (before adjustment for earned original issue
        discount  and  amortized  bond  premium,   if  any)  is  determined   by
        apportioning  the  cost of  the  Units among  each  of the  Trust assets
        ratably according to value as of  the date of acquisition of the  Units.
        The   tax  cost  reduction   requirements  of  said   Code  relating  to
        amortization of bond  premium may, under  some circumstances, result  in
        the  Unitholder realizing a taxable gain when  his or her Units are sold
        or redeemed for an amount equal to their original cost; and
 
    (3) any amounts paid on defaulted Bonds  held by the Trustee under  policies
        of  insurance issued with respect to  such Bonds will be excludable from
        Federal gross income if, and to the same extent as, such interest  would
 
                                       13
<PAGE>
        have  been so excludable if paid by the respective issuer provided that,
        at the  time such  policies are  purchased, the  amounts paid  for  such
        policies  are reasonable,  customary and consistent  with the reasonable
        expectation that the issuer of the bonds, rather than the insurer,  will
        pay  debt  service  on  the  bonds. Paragraph  (2)  of  this  opinion is
        accordingly  applicable   to  policy   proceeds  representing   maturing
        interest.
 
In the opinion of Carter, Ledyard & Milburn, counsel to the Trustee, and, in the
absence  of a New York Trust from the Series, special counsel for the Series for
New York tax matters, under existing law:
 
        Under the income tax laws of the State and City of New York, each  Trust
    is  not an association taxable as a corporation and the income of each Trust
    will be treated as the income of the Unitholders.
 
    For a summary  of each opinion  of special counsel  to the respective  State
Trusts for state tax matters, see Part A of this Prospectus.
 
    ALL STATEMENTS IN THE PROSPECTUS CONCERNING EXEMPTION FROM FEDERAL, STATE OR
OTHER TAXES ARE THE OPINION OF COUNSEL AND ARE TO BE SO CONSTRUED.
 
    The Internal Revenue Code provides that interest on indebtedness incurred or
continued  to purchase  or carry  obligations, the  interest on  which is wholly
exempt from Federal income taxes, is not deductible. Because each Unitholder  is
treated  for Federal income tax purposes as the owner of a pro rata share of the
Bonds owned by the applicable Trust, interest on borrowed funds used to purchase
or carry Units  of such  Trust will  not be  deductible for  Federal income  tax
purposes.  Under rules used by the Internal Revenue Service for determining when
borrowed funds are  considered used for  the purpose of  purchasing or  carrying
particular  assets, the purchase  of Units may  be considered to  have been made
with borrowed funds even though the borrowed funds are not directly traceable to
the purchase of Units (however, these  rules generally do not apply to  interest
paid  on indebtedness  incurred to  purchase or  improve a  personal residence).
Similar rules are  generally applicable  for state tax  purposes. Special  rules
apply  in  the  case  of  certain  financial  institutions  that  acquire Units.
Investors with questions regarding  these issues should  consult with their  tax
advisers.
 
    For  purposes of computing  the alternative minimum  tax for individuals and
corporations, interest on certain specified tax-exempt private activity bonds is
included as a preference item. The Trusts do not include any such bonds.
 
    CERTAIN TAX  MATTERS APPLICABLE  TO CORPORATE  UNITHOLDERS. In  the case  of
certain  corporations, the alternative minimum tax  and the Superfund Tax depend
upon the corporation's alternative minimum taxable income ("AMTI"), which is the
corporation's taxable income  with certain  adjustments. One  of the  adjustment
items  used in computing AMTI and the Superfund Tax of a corporation (other than
an S corporation, Regulated Investment Company, Real Estate Investment Trust, or
REMIC) is an amount equal to 75%  of the excess of such corporation's  "adjusted
current  earnings" over an amount equal to its AMTI (before such adjustment item
and the  alternative  tax net  operation  loss deduction).  Although  tax-exempt
interest  received by each of the Trusts  on Bonds deposited therein will not be
included in the gross  income of corporations for  Federal income tax  purposes,
"adjusted current earnings" includes all tax-exempt interest, including interest
on all Bonds in the Trust and tax-exempt original issue discount.
 
    Corporate  Unitholders  are urged  to consult  their  own tax  advisers with
respect to the particular tax consequences  to them resulting under the  Federal
tax  law, including the corporate alternative minimum tax, the Superfund Tax and
the branch profits tax imposed by Section 884 of the Code.
 
    EXCEPT AS NOTED ABOVE  AND IN PART  A OF THIS  PROSPECTUS, THE EXEMPTION  OF
INTEREST ON STATE AND LOCAL OBLIGATIONS FOR FEDERAL INCOME TAX PURPOSES DOES NOT
NECESSARILY  RESULT IN EXEMPTION UNDER THE INCOME OR OTHER TAX LAWS OF ANY STATE
OR CITY. THE LAWS  OF THE SEVERAL  STATES VARY WITH RESPECT  TO THE TAXATION  OF
SUCH OBLIGATIONS.
 
WHAT ARE NORMAL TRUST OPERATING EXPENSES?
 
No  annual advisory  fee is charged  to the  Trusts by the  Sponsor. The Sponsor
does, however, receive a fee as set  forth in "Essential Information" in Part  A
of  this  Prospectus  for regularly  evaluating  the Bonds  and  for maintaining
surveillance over the portfolio. (See "UNIT VALUE AND EVALUATION.")
 
    The Trustee receives for ordinary recurring services an annual fee for  each
plan  of distribution  for each  Trust as  set forth  in "Essential Information"
appearing in Part A of this Prospectus. Each annual fee is per $1,000  principal
amount  of the underlying  Bonds in a Trust  for that portion  of the Trust that
represents  a  particular  plan  of  distribution.  The  Trustee's  fee  may  be
periodically  adjusted in response to  fluctuations in short-term interest rates
(reflecting the  cost to  the Trustee  of advancing  funds to  a Trust  to  meet
scheduled  distributions) and  may be  further adjusted  in accordance  with the
cumulative percentage  increase  of  the United  States  Department  of  Labor's
Consumer  Price Index  entitled "All  Services Less  Rent of  Shelter" since the
establishment of the Trusts.  The Trustee has  the use of  funds, if any,  being
held   in  the  Interest  and  Principal  Accounts  of  each  Trust  for  future
distributions,  payment  of  expenses   and  redemptions.  These  Accounts   are
non-interest  bearing to Unitholders. Pursuant to normal banking procedures, the
Trustee benefits  from the  use of  funds held  therein. Part  of the  Trustee's
compensation for its services to the Fund is expected to result from such use of
these funds.
 
                                       14
<PAGE>
    Premiums  for the policies  of insurance obtained  by the Sponsor  or by the
Bond issuers with respect to the Bonds in the Insured Trusts and with respect to
insured Bonds in Traditional Trusts have been paid in full prior to the  deposit
of the Bonds in the Trusts, and the value of such insurance has been included in
the evaluation of the Bonds in each Trust and accordingly in the Public Offering
Price  of Units of each Trust. There  are no annual continuing premiums for such
insurance.
 
    All or  a portion  of  the expenses  incurred  in establishing  the  Trusts,
including costs of preparing the registration statement, the trust indenture and
other  closing  documents, registering  Units with  the Securities  and Exchange
Commission and states, the  initial audit of each  Trust portfolio, legal  fees,
the  initial  fees  and  expenses  of the  Trustee  and  any  other non-material
out-of-pocket expenses, will be paid by the Trusts and amortized over the  first
five  years of such Trusts. The following  are additional expenses of the Trusts
and, when paid  by or are  owed to  the Trustee, are  secured by a  lien on  the
assets  of the  Trust or Trusts  to which  such expenses are  allocable: (1) the
expenses and costs of any action undertaken by the Trustee to protect the Trusts
and the  rights  and interests  of  the Unitholders;  (2)  all taxes  and  other
governmental  charges upon the Bonds or any part of the Trusts (no such taxes or
charges are  being  levied  or  made  or,  to  the  knowledge  of  the  Sponsor,
contemplated); (3) amounts payable to the Trustee as fees for ordinary recurring
services  and for extraordinary non-recurring  services rendered pursuant to the
Indenture, all disbursements and expenses including counsel fees (including fees
of bond  counsel which  the Trustee  may retain)  sustained or  incurred by  the
Trustee  in connection therewith; and (4)  any losses or liabilities accruing to
the Trustee without negligence, bad faith or willful misconduct on its part. The
Trustee is empowered to sell  Bonds in order to pay  these amounts if funds  are
not otherwise available in the applicable Interest and Principal Accounts.
 
    The  Indenture requires each Trust  to be audited on  an annual basis at the
expense of the Trust by independent public accountants selected by the  Sponsor.
The  Trustee  shall not  be  required, however,  to cause  such  an audit  to be
performed if its cost to a Trust shall exceed $.05 per Unit on an annual  basis.
Unitholders  of a  Trust covered by  an audit may  obtain a copy  of the audited
financial statements upon request.
 
WHEN ARE DISTRIBUTIONS MADE TO UNITHOLDERS?
 
Interest received by the Trustee on the Bonds in each Trust, including that part
of the proceeds of  any disposition of Bonds  which represents accrued  interest
and  including  any insurance  proceeds representing  interest due  on defaulted
Bonds, shall be credited to the "Interest  Account" of such Trust and all  other
moneys  received by the Trustee shall be  credited to the "Principal Account" of
such Trust.
 
    The pro rata share of  cash in the Principal Account  in each Trust will  be
computed as of each semi-annual Record Date and distributions to the Unitholders
as of such Record Date will be made on or shortly after the fifteenth day of the
month. Proceeds received from the disposition, including sale, call or maturity,
of  any of the Bonds and all amounts  paid with respect to zero coupon bonds and
Stripped Obligations will be  held in the Principal  Account and either used  to
pay  for Units  redeemed or distributed  on the Distribution  Date following the
next semi-annual Record Date. The Trustee is not required to make a distribution
from the  Principal  Account  of  any Trust  unless  the  amount  available  for
distribution in such account equals at least ten cents per Unit.
 
    The pro rata share of the Interest Account in each Trust will be computed by
the  Trustee each month as of each Record Date and distributions will be made on
or shortly after the fifteenth day of the month to Unitholders of such Trust  as
of the Record Date who are entitled to distributions at that time under the plan
of  distribution chosen. Persons who purchase Units  between a Record Date and a
Distribution Date will receive their first distribution on the Distribution Date
following the next Record Date under the applicable plan of distribution.
 
    Purchasers of  Units  who desire  to  receive interest  distributions  on  a
monthly or quarterly basis may elect to do so at the time of purchase during the
initial  public offering  period. Those indicating  no choice will  be deemed to
have chosen the  semi-annual distribution  plan. All  Unitholders, however,  who
purchase  Units during the initial  public offering period and  who hold them of
record on the first Record Date will receive the first distribution of interest.
Thereafter, Record Dates for monthly distributions will be the first day of each
month; Record  Dates  for quarterly  distributions  will  be the  first  day  of
February,   May,  August  and   November;  and  Record   Dates  for  semi-annual
distributions will be  the first day  of May and  November. See Part  A of  this
Prospectus for details of distributions per Unit of each Trust under the various
plans  based upon estimated Net  Annual Interest Income at  the Date of Deposit.
The amount of  the regular distributions  will generally change  when Bonds  are
redeemed, mature or are sold or when fees and expenses increase or decrease. For
the  purpose of minimizing  fluctuations in the  distributions from the Interest
Account of a Trust, the Trustee is authorized to advance such amounts as may  be
necessary  to provide for interest distributions of approximately equal amounts.
The Trustee shall be  reimbursed, without interest, for  any such advances  from
funds  in  the Interest  Account of  such  Trust. The  Trustee's fee  takes into
account the costs  attributable to  the outlay of  capital needed  to make  such
advances.
 
    The  plan of  distribution selected  by a  Unitholder will  remain in effect
until changed.  Unitholders  purchasing  Units  in  the  secondary  market  will
initially  receive distributions  in accordance with  the election  of the prior
owner. Unitholders desiring to  change their plan of  distribution may do so  by
sending   a   written  notice   requesting   the  change,   together   with  any
Certificate(s), to  the  Trustee. The  notice  and any  Certificate(s)  must  be
received by the
 
                                       15
<PAGE>
Trustee  not later than  the semi-annual Record  Date to be  effective as of the
semi-annual distribution  following  the  subsequent  semi-annual  Record  Date.
Unitholders  are requested to make any such  changes within 45 days prior to the
applicable Record  Date.  Certificates should  only  be sent  by  registered  or
certified  mail to minimize the possibility of  their being lost or stolen. (See
"OWNERSHIP AND TRANSFER OF UNITS.")
 
    As of the first day of each month the Trustee will deduct from the  Interest
Account  of a Trust or, to the extent funds are not sufficient therein, from the
Principal Account of  a Trust, amounts  needed for payment  of expenses of  such
Trust.  The Trustee also may withdraw from said accounts such amount, if any, as
it deems necessary to establish a  reserve for any governmental charges  payable
out  of such Trust. Amounts  so withdrawn shall not be  considered a part of the
Trust's assets until such time  as the Trustee shall return  all or any part  of
such amounts to the appropriate account. In addition, the Trustee shall withdraw
from  the Interest Account and the Principal  Account of a Trust such amounts as
may be necessary to  cover redemptions of  Units of such  Trust by the  Trustee.
Funds  which are available for future  distributions, redemptions and payment of
expenses are held in accounts which are non-interest bearing to Unitholders  and
are available for use by the Trustee pursuant to normal banking procedures.
 
ACCUMULATION PLAN
 
The  Sponsor  is  also  the  principal  underwriter  of  the  Accumulation Funds
described  in  the  following  table.  Each  of  these  funds  is  an  open-end,
diversified  management investment company into  which Unitholders may choose to
reinvest  Trust   distributions  automatically,   without  any   sales   charge.
(Reinvestment  generally is available  only to Unitholders  who are residents of
the states for which such portfolios  are named.) Unitholders may reinvest  both
interest  and  principal  distributions or  principal  distributions  only. Each
Accumulation Fund has  investment objectives  which differ  in certain  respects
from  those  of the  Trusts  and may  invest in  securities  which would  not be
eligible for deposit in the Trusts. The investment adviser to each  Accumulation
Fund  is Nuveen Advisory Corp., a wholly-owned  subsidiary of the Sponsor. For a
more detailed description,  Unitholders of  each Accumulation  Fund should  read
carefully  the prospectus of the Accumulation Fund in which they are interested.
For additional information concerning the Accumulation Plan see the  Information
Supplement of this Prospectus.
 
<TABLE>
<CAPTION>
                      ACCUMULATION FUND                                            GENERAL FUND DESCRIPTION
- --------------------------------------------------------------  --------------------------------------------------------------
<S>                                                             <C>
Nuveen Municipal Bond Fund                                      Tax-exempt   income  by   investing  in   long-term  municipal
                                                                securities.
Nuveen Tax-Free  Reserves,  Inc.  and  Nuveen  Tax-Free  Money
Market Fund, Inc.:
Nuveen  Massachusetts  Tax-Free Money  Market Fund  Nuveen New  Tax-exempt and in certain cases double and triple tax-  exempt
York Tax-Free Money Market Fund                                 "money market" funds with checkwriting privileges.
Nuveen California Tax-Free Fund:
Nuveen California Tax-Free Value Fund                           Double  tax-exempt income by investing in long-term investment
                                                                grade California tax-exempt securities.
Nuveen California Insured Tax-Free Value Fund                   Double tax-exempt income  by investing  in insured  California
                                                                tax-exempt securities.
Nuveen California Tax-Free Money Market Fund                    California  tax-exempt "money  market" fund  with checkwriting
                                                                privileges.
Nuveen Tax-Free  Bond Fund,  Inc.  and the  Nuveen  Multistate
Tax-Free Trust:
Nuveen  Massachusetts  Tax-Free  Value Fund,  Nuveen  New York  Double and  in  certain  cases  triple  tax-exempt  income  by
Tax-Free  Value Fund, Nuveen Ohio  Tax-Free Value Fund, Nuveen  investing in tax-exempt securities in the state for which  the
New  Jersey Tax-Free Value Fund, Nuveen Arizona Tax-Free Value  portfolio is named.
Fund, Nuveen  Florida  Tax-Free Value  Fund,  Nuveen  Maryland
Tax-Free  Value  Fund,  Nuveen Michigan  Tax-Free  Value Fund,
Nuveen Pennsylvania Tax-Free  Value Fund  and Nuveen  Virginia
Tax-Free Value Fund
Nuveen Insured Tax-Free Bond Fund, Inc.:
Nuveen  Insured  Municipal  Bond  Fund,  Nuveen  Massachusetts  Tax-exempt and in certain cases double and triple tax-  exempt
Insured  Tax-Free Value Fund  and the Nuveen  New York Insured  funds investing in insured tax-exempt securities in the  state
Tax-Free Value Fund.                                            for which the portfolio is named.
</TABLE>
 
Shareholder  Services, Inc.  will mail to  each participant  in the Accumulation
Plan a quarterly  statement containing  a record of  all transactions  involving
purchases of Accumulation Fund shares (or fractions thereof) with Trust interest
distributions or as a result of reinvestment of Accumulation Fund dividends. Any
distribution of principal used
 
                                       16
<PAGE>
to  purchase  shares of  an Accumulation  Fund will  be separately  confirmed by
Shareholder Services, Inc. Unitholders will also receive distribution statements
from the Trustee detailing  the amounts transferred  to their Accumulation  Fund
accounts.
 
Participants  may at any time, by so  notifying the Trustee in writing, elect to
change  the  Accumulation  Fund  into   which  their  distributions  are   being
reinvested,  to change from principal only  reinvestment to reinvestment of both
principal and interest or vice versa, or to terminate their participation in the
Accumulation Plan altogether and receive future distributions on their Units  in
cash.  There will be no  charge or other penalty for  such change of election or
termination. The character of Trust  distributions for income tax purposes  will
remain unchanged even if they are reinvested in an Accumulation Fund.
 
HOW DETAILED ARE REPORTS TO UNITHOLDERS?
 
The  Trustee  shall  furnish Unitholders  of  a  Trust in  connection  with each
distribution, a statement of the amount of  interest, if any, and the amount  of
other  receipts (received  since the preceding  distribution) being distributed,
expressed in each case  as a dollar  amount representing the  pro rata share  of
each Unit of a Trust outstanding and a year to date summary of all distributions
paid  on said Units.  Within a reasonable period  of time after  the end of each
calendar year, the Trustee shall furnish to  each person who at any time  during
the  calendar  year was  a registered  Unitholder  of a  Trust a  statement with
respect to  such  Trust  (i)  as to  the  Interest  Account:  interest  received
(including  amounts  representing  interest  received  upon  any  disposition of
Bonds), and, except  for any  State Trust, the  percentage of  such interest  by
states  in which the issuers  of the Bonds are  located, deductions for fees and
expenses of such Trust, redemption of Units and the balance remaining after such
distributions and deductions,  expressed in  each case  both as  a total  dollar
amount  and as  a dollar  amount representing  the pro  rata share  of each Unit
outstanding on the  last business  day of  such calendar  year; (ii)  as to  the
Principal  Account: the dates of  disposition of any Bonds  and the net proceeds
received therefrom (excluding  any portion representing  accrued interest),  the
amount  paid for purchase of Replacement  Bonds, the amount paid upon redemption
of Units, deductions for  payment of applicable taxes  and fees and expenses  of
the  Trustee, and the balance remaining  after such distributions and deductions
expressed both as a total dollar amount and as a dollar amount representing  the
pro  rata  share of  each  Unit outstanding  on the  last  business day  of such
calendar year;  (iii)  a  list  of  the Bonds  held  and  the  number  of  Units
outstanding  on the last business day of such calendar year; (iv) the Unit Value
based upon the last computation thereof made during such calendar year; and  (v)
amounts actually distributed during such calendar year from the Interest Account
and  from  the Principal  Account, separately  stated,  expressed both  as total
dollar amounts and  as dollar amounts  representing the pro  rata share of  each
Unit  outstanding. Each annual  statement will reflect  pertinent information in
respect of  all  plans of  distribution  so  that Unitholders  may  be  informed
regarding the results of other plans of distribution.
 
UNIT VALUE AND EVALUATION
 
The  value of each  Trust is determined by  the Sponsor on the  basis of (1) the
cash on hand in the Trust or moneys  in the process of being collected, (2)  the
value  of the Bonds in  the Trust based on  the BID prices of  the Bonds and (3)
interest  accrued  thereon   not  subject  to   collection,  LESS  (1)   amounts
representing  taxes or governmental charges payable out of the Trust and (2) the
accrued expenses of the Trust. The result of such computation is divided by  the
number  of Units of such  Trust outstanding as of  the date thereof to determine
the per Unit value ("Unit Value") of  such Trust. The Sponsor may determine  the
value  of the Bonds in each Trust (1) on  the basis of current BID prices of the
Bonds obtained from dealers or brokers who customarily deal in bonds  comparable
to  those held by the Trust, (2) if bid  prices are not available for any of the
Bonds, on the basis of bid prices for comparable bonds, (3) by causing the value
of the Bonds to be determined by  others engaged in the practice of  evaluating,
quoting  or appraising comparable bonds or (4)  by any combination of the above.
Although the Unit Value of each Trust is  based on the BID prices of the  Bonds,
the Units are sold initially to the public at the Public Offering Price based on
the OFFERING prices of the Bonds.
 
    Because  the insurance obtained  by the Sponsor  or by the  issuers of Bonds
with respect to  the Bonds in  the Insured  Trusts and with  respect to  insured
Bonds  in Traditional Trusts is effective so long as such Bonds are outstanding,
such insurance will be  taken into account in  determining the bid and  offering
prices  of such  Bonds and therefore  some value attributable  to such insurance
will be included in the value of Units of Trusts that include such Bonds.
 
HOW UNITS OF THE TRUSTS ARE DISTRIBUTED TO THE PUBLIC
 
John Nuveen & Co. Incorporated is the Sponsor and sole Underwriter of the Units.
It is  the  intention  of  the  Sponsor  to  qualify  Units  of  National,  Long
Intermediate,  Intermediate, Short Intermediate  and Short Term  Trusts for sale
under the  laws of  substantially all  of the  states of  the United  States  of
America,  and Units  of State Trusts  only in the  state for which  the Trust is
named and selected other states.
 
                                       17
<PAGE>
    Promptly following the deposit of Bonds in exchange for Units of the Trusts,
it is the practice of the Sponsor to place all of the Units as collateral for  a
letter or letters of credit from one or more commercial banks under an agreement
to  release such Units from time to  time as needed for distribution. Under such
an arrangement  the Sponsor  pays  such banks  compensation  based on  the  then
current  interest  rate. This  is a  normal  warehousing arrangement  during the
period of  distribution of  the Units  to public  investors. To  facilitate  the
handling  of  transactions,  sales of  Units  shall be  limited  to transactions
involving a minimum of either $5,000 or 50 Units, whichever is less. The Sponsor
reserves the right to reject, in whole or in part, any order for the purchase of
Units.
 
    The Sponsor plans to allow a  discount to brokers and dealers in  connection
with   the  primary  distribution   of  Units  and   also  in  secondary  market
transactions. The primary market discounts are as follows:
 
<TABLE>
<CAPTION>
                                                         DISCOUNT PER UNIT
                                --------------------------------------------------------------------
<S>                             <C>         <C>            <C>            <C>            <C>
                                 NATIONAL    LONG INTER-                  SHORT INTER-
                                AND STATE      MEDIATE     INTERMEDIATE      MEDIATE     SHORT TERM
NUMBER OF UNITS*                  TRUSTS       TRUSTS         TRUSTS         TRUSTS        TRUSTS
- ------------------------------  ----------  -------------  -------------  -------------  -----------
Less than 500.................    $3.20         $2.90          $2.70          $2.00         $1.50
500 but less than 1,000.......     3.20         2.90           2.70           2.00          1.50
1,000 but less than 2,500.....     3.20         2.70           2.50           1.80          1.30
2,500 but less than 5,000.....     3.20         2.45           2.25           1.55          1.05
5,000 but less than 10,000....     2.50         2.45           2.25           1.55          1.05
10,000 but less than 25,000...     2.00         2.00           2.00           1.30           .80
25,000 but less than 50,000...     1.75         1.75           1.75           1.30           .60
50,000 or more................     1.75         1.50           1.50           1.00           .60
</TABLE>
 
*Breakpoint sales charges and related dealer concessions are computed both on  a
 dollar  basis and  on the  basis of  the number  of Units  purchased, using the
 equivalent of 500 Units to  $50,000, 2,500 Units to  $250,000 etc. and will  be
 applied on that basis which is more favorable to the purchaser.
 
    The  Sponsor currently intends  to maintain a secondary  market for Units of
each Trust.  See "MARKET  FOR UNITS."  The amount  of the  dealer concession  on
secondary  market purchases of Trust Units  through the Sponsor will be computed
based upon the value of  the Bonds in the  Trust portfolio, including the  sales
charge  computed as described in "HOW IS THE PUBLIC OFFERING PRICE DETERMINED?",
and adjusted to reflect  the cash position of  the Trust principal account,  and
will vary with the size of the purchase as shown in the following table:
 
<TABLE>
<CAPTION>
                                                               AMOUNT OF PURCHASE*
                            -----------------------------------------------------------------------------------------
<S>                         <C>        <C>        <C>        <C>        <C>        <C>         <C>         <C>
                                        $50,000   $100,000   $250,000   $500,000   $1,000,000  $2,500,000
                              UNDER       TO         TO         TO         TO          TO          TO      $5,000,000
YEARS TO MATURITY            $50,000    $99,999   $249,999   $499,999   $999,999   $2,499,999  $4,999,999   OR MORE
- --------------------------  ---------  ---------  ---------  ---------  ---------  ----------  ----------  ----------
Less than 1...............      0          0          0          0          0          0           0           0
1 but less than 2.........    1.00%      .90%       .85%       .80%       .70%        .55%       .467%       .389%
2 but less than 3.........    1.30%      1.20%      1.10%      1.00%      .90%        .73%       .634%       .538%
3 but less than 4.........    1.60%      1.45%      1.35%      1.25%      1.10%       .90%       .781%       .662%
4 but less than 5.........    2.00%      1.85%      1.75%      1.55%      1.40%      1.25%       1.082%      .914%
5 but less than 7.........    2.30%      2.15%      1.95%      1.80%      1.65%      1.50%       1.320%      1.140%
7 but less than 10........    2.60%      2.45%      2.25%      2.10%      1.95%      1.70%       1.496%      1.292%
10 but less than 13.......    3.00%      2.80%      2.60%      2.45%      2.30%      2.00%       1.747%      1.494%
13 but less than 16.......    3.25%      3.15%      3.00%      2.75%      2.50%      2.15%       1.878%      1.606%
16 or more................    3.50%      3.50%      3.40%      3.35%      3.00%      2.50%       2.185%      1.873%
</TABLE>
 
 *Breakpoint sales charges and related dealer concessions are computed both on a
  dollar  basis and  on the basis  of the  number of Units  purchased, using the
  equivalent of 500 Units to $50,000, 2,500 Units to $250,000, etc., and will be
  applied on that basis which is more favorable to the purchaser.
 
    The Sponsor reserves the  right to change  the foregoing dealer  concessions
from time to time.
 
    Registered  investment advisers, certified financial planners and registered
broker-dealers who  in  each case  either  charge periodic  fees  for  financial
planning,  investment  advisory or  asset management  services, or  provide such
services in connection with the establishment of an investment account for which
a comprehensive  "wrap  fee"  charge  is imposed,  and  bank  trust  departments
investing  funds  over which  they  exercise exclusive  discretionary investment
authority and  that  are held  in  a  fiduciary, agency,  custodial  or  similar
capacity,  are  not entitled  to receive  any dealer  concession for  primary or
secondary market purchases in which an investor purchases any number of Units at
the Public Offering Price for non-breakpoint purchases minus the concession  the
sponsor  typically allows  to brokers  and dealers  for non-breakpoint purchases
(see "HOW IS THE PUBLIC OFFERING PRICE DETERMINED?").
 
    Certain commercial banks are making Units  of the Trusts available to  their
customers  on  an agency  basis. A  portion of  the sales  charge paid  by these
customers is retained by or  remitted to the banks in  the amounts shown in  the
above  table.  The Glass-Steagall  Act prohibits  banks from  underwriting Trust
Units; the Act  does, however,  permit certain agency  transactions and  banking
regulators   have  not  indicated  that  these  particular  agency  transactions
 
                                       18
<PAGE>
are not permitted under the Act. In Texas and in certain other states, any  bank
making Units available must be registered as a broker-dealer under state law.
 
OWNERSHIP AND TRANSFER OF UNITS
 
The  ownership of  Units is  evidenced by book  entry positions  recorded on the
books and records of the Trustee  unless the Unitholder expressly requests  that
the  purchased Units be evidenced in Certificate form. The Trustee is authorized
to treat as the owner of Units that person who at the time is registered as such
on the books of the Trustee. Any  Unitholder who holds a Certificate may  change
to  book entry ownership by submitting to the Trustee the Certificate along with
a written request that the Units represented by such Certificate be held in book
entry form. Likewise, a Unitholder who holds Units in book entry form may obtain
a Certificate for such  Units by written  request to the  Trustee. Units may  be
held in denominations of one Unit or any multiple or fraction thereof. Fractions
of  Units are computed to three decimal  places. Any Certificates issued will be
numbered serially for identification, and  are issued in fully registered  form,
transferable  only  on the  books of  the Trustee.  Book entry  Unitholders will
receive a Book Entry Position Confirmation reflecting their ownership.
 
   
    For Trusts allowing optional plans  of distribution, Certificates for  Units
will  bear  an  appropriate notation  on  their  face indicating  which  plan of
distribution has been selected. When a change is made, the existing Certificates
must be surrendered to  the Trustee and new  Certificates issued to reflect  the
currently  effective  plan of  distribution. There  will be  no charge  for this
service. Holders of book  entry Units can change  their plan of distribution  by
making  a written  request to  the Trustee,  which will  issue a  new Book Entry
Position Confirmation to reflect such change.
    
 
    Units are transferable by  making a written request  to the Trustee and,  in
the  case of Units  evidenced by Certificate(s),  by presenting and surrendering
such Certificate(s) to the Trustee, at its  address listed on the back cover  of
this  Part B of  the Prospectus, properly  endorsed or accompanied  by a written
instrument or  instruments  of  transfer.  The  Certificate(s)  should  be  sent
registered  or  certified  mail  for  the  protection  of  the  Unitholder. Each
Unitholder must sign such written  request, and such Certificate(s) or  transfer
instrument,  exactly as his name  appears on (a) the  face of the Certificate(s)
representing the  Units  to be  transferred,  or  (b) the  Book  Entry  Position
Confirmation(s)  relating to the Units to be transferred. Such signature(s) must
be guaranteed by a guarantor acceptable to the Trustee. In certain instances the
Trustee may require  additional documents  such as,  but not  limited to,  trust
instruments, certificates of death, appointments as executor or administrator or
certificates  of corporate authority. Mutilated Certificates must be surrendered
to the Trustee in order for a replacement Certificate to be issued. Although  at
the  date hereof no charge is made and none is contemplated, a Unitholder may be
required to pay $2.00 to the  Trustee for each Certificate reissued or  transfer
of  Units requested and to  pay any governmental charge  which may be imposed in
connection therewith.
 
REPLACEMENT OF LOST, STOLEN OR DESTROYED CERTIFICATES.
 
    To obtain a  new Certificate replacing  one that has  been lost, stolen,  or
destroyed,   the   Unitholder   must  furnish   the   Trustee   with  sufficient
indemnification  and  pay  such  expenses   as  the  Trustee  may  incur.   This
indemnification  must be in the form of an Open Penalty Bond of Indemnification.
The premium for such an indemnity bond may vary, but currently amounts to 1%  of
the  market  value of  the Units  represented  by the  Certificate. In  the case
however, of  a Trust  as to  which notice  of termination  has been  given,  the
premium  currently amounts to 0.5% of the  market value of the Units represented
by such Certificate.
 
HOW UNITS MAY BE REDEEMED WITHOUT CHARGE
 
Unitholders may redeem all or a portion  of their Units by (1) making a  written
request  for such redemption (book entry Unitholders may use the redemption form
on the reverse side of their Book Entry Position Confirmation) to the Trustee at
its address  listed  on  the  back  cover of  this  Part  B  of  the  Prospectus
(redemptions  of 1,000 Units or more will require a signature guarantee), (2) in
the case of Units evidenced by a Certificate, by also tendering such Certificate
to the Trustee, duly endorsed or  accompanied by proper instruments of  transfer
with signatures guaranteed as explained above, or provide satisfactory indemnity
required  in  connection with  lost, stolen  or  destroyed Certificates  and (3)
payment of applicable governmental charges, if any. Certificates should be  sent
only  by registered or certified mail to minimize the possibility of their being
lost or stolen. (See "OWNERSHIP AND TRANSFER OF UNITS".) No redemption fee  will
be   charged.  A  Unitholder  may  authorize  the  Trustee  to  honor  telephone
instructions for  the  redemption  of  Units held  in  book  entry  form.  Units
represented  by Certificates may  not be redeemed by  telephone. The proceeds of
Units redeemed by telephone will  be sent by check  either to the Unitholder  at
the  address specified on his account or to a financial institution specified by
the Unitholder for credit to the account of the Unitholder. A Unitholder wishing
to  use  this  method  of  redemption  must  complete  a  Telephone   Redemption
Authorization  Form and  furnish the Form  to the  Trustee. Telephone Redemption
Authorization  Forms   can   be   obtained  from   a   Unitholder's   registered
representative  or by calling the  Trustee. Once the completed  Form is on file,
the Trustee will honor telephone redemption  requests by any person. The time  a
telephone redemption request is received
 
                                       19
<PAGE>
determines the "date of tender" as discussed below. The redemption proceeds will
be mailed within three business days following the telephone redemption request.
Only  Units  held in  the  name of  individuals  may be  redeemed  by telephone;
accounts registered in broker name,  or accounts of corporations or  fiduciaries
(including  among others, trustees, guardians, executors and administrators) may
not use the telephone redemption privilege.
 
    On the third business day following the date of tender, the Unitholder  will
be  entitled to receive  in cash for each  Unit tendered an  amount equal to the
Unit Value of such Trust determined by the Trustee, as of 4:00 p.m. eastern time
on the date of tender  as defined hereafter, plus  accrued interest to, but  not
including, the third business day after the date of tender ("Redemption Price").
The  price received upon redemption may be more  or less than the amount paid by
the Unitholder  depending on  the value  of the  Bonds on  the date  of  tender.
Unitholders  should  check with  the Trustee  or their  broker to  determine the
Redemption Price before tendering Units.
 
    The "date of  tender" is  deemed to  be the date  on which  the request  for
redemption  of Units is received  in proper form by  the Trustee, except that as
regards a redemption request received after 4:00 p.m. eastern time or on any day
on which the New  York Stock Exchange (the  "Exchange") is normally closed,  the
date  of tender  is the  next day on  which such  Exchange is  normally open for
trading and such request will  be deemed to have been  made on such day and  the
redemption will be effected at the Redemption Price computed on that day.
 
    Accrued  interest paid  on redemption shall  be withdrawn  from the Interest
Account of the  appropriate Trust or,  if the balance  therein is  insufficient,
from  the Principal Account of such Trust.  All other amounts paid on redemption
shall be withdrawn from the Principal Account. The Trustee is empowered to  sell
underlying  Bonds of a  Trust in order  to make funds  available for redemption.
(See "HOW BONDS MAY  BE REMOVED FROM  THE TRUSTS.") Units  so redeemed shall  be
cancelled.  To  the  extent that  Bonds  are sold  from  a Trust,  the  size and
diversity of such Trust will  be reduced. Such sales may  be required at a  time
when  Bonds would not  otherwise be sold  and might result  in lower prices than
might otherwise be realized.
 
    The Redemption Price is  determined on the  basis of the  BID prices of  the
Bonds  in each Trust, while  the initial Public Offering  Price of Units will be
determined on the  basis of the  OFFERING prices of  the Bonds as  of 4:00  p.m.
eastern  time on any day on which the  Exchange is normally open for trading and
such determination is made. As of any given time, the difference between the bid
and offering prices  of such  Bonds may  be expected to  average 1/2%  to 2%  of
principal amount. In the case of actively traded Bonds, the difference may be as
little  as 1/4 to  1/2 of 1%,  and in the  case of inactively  traded Bonds such
difference usually will not exceed 3%.
 
    The right  of redemption  may be  suspended and  payment postponed  for  any
period  during  which the  Securities  and Exchange  Commission  determines that
trading in the municipal bond market is restricted or an emergency exists, as  a
result  of  which  disposal  or  evaluation  of  the  Bonds  is  not  reasonably
practicable, or for such other periods as the Securities and Exchange Commission
may by order permit.
 
    Under regulations issued by the  Internal Revenue Service, the Trustee  will
be required to withhold a specified percentage of the principal amount of a Unit
redemption  if the Trustee has not been furnished the redeeming Unitholder's tax
identification number in the manner required by such regulations. Any amount  so
withheld  is transmitted to the Internal Revenue Service and may be recovered by
the  Unitholder  only  when  filing  his   or  her  tax  return.  Under   normal
circumstances  the Trustee  obtains the  Unitholder's tax  identification number
from the  selling  broker at  the  time the  Certificate  or Book  Entry  Return
Confirmation  is issued, and this  number is printed on  the Certificate or Book
Entry Return Confirmation and on distribution statements. If a Unitholder's  tax
identification number does not appear as described above, or if it is incorrect,
the  Unitholder should contact  the Trustee before  redeeming Units to determine
what action, if any, is required to avoid this "back-up withholding."
 
HOW UNITS MAY BE PURCHASED BY THE SPONSOR
 
The Trustee will notify the  Sponsor of any tender  of Units for redemption.  If
the  Sponsor's bid in  the secondary market  at that time  equals or exceeds the
Redemption Price it may purchase such Units by notifying the Trustee before  the
close  of business on the  second succeeding business day  and by making payment
therefor to  the  Unitholder not  later  than the  day  on which  payment  would
otherwise have been made by the Trustee. (See "HOW UNITS MAY BE REDEEMED WITHOUT
CHARGE.")  The Sponsor's current practice  is to bid at  the Redemption Price in
the secondary market. Units held by the  Sponsor may be tendered to the  Trustee
for redemption as any other Units.
 
HOW BONDS MAY BE REMOVED FROM THE TRUSTS
 
Bonds will be removed from a Trust as they mature or are redeemed by the issuers
thereof.  See Part A of  this Prospectus and "RISK  FACTORS" for a discussion of
call provisions of portfolio Bonds.
 
                                       20
<PAGE>
    The Indenture also  empowers the Trustee  to sell Bonds  for the purpose  of
redeeming  Units tendered by any Unitholder, and for the payment of expenses for
which income may not be available. Under the Indenture the Sponsor is  obligated
to  provide the Trustee with a current list of Bonds in each Trust to be sold in
such circumstances. In deciding which Bonds  should be sold the Sponsor  intends
to  consider, among  other things, such  factors as: (1)  market conditions; (2)
market  prices  of  the  Bonds;  (3)  the  effect  on  income  distributions  to
Unitholders  of the sale of various Bonds; (4) the effect on principal amount of
underlying Bonds  per Unit  of the  sale  of various  Bonds; (5)  the  financial
condition of the issuers; and (6) the effect of the sale of various Bonds on the
investment  character of the Trust. Such sales, if required, could result in the
sale of Bonds by the Trustee at prices less than original cost to the Trust.  To
the extent Bonds are sold, the size and diversity of such Trust will be reduced.
 
    In  addition, the  Sponsor is empowered  to direct the  Trustee to liquidate
Bonds upon the happening of certain other events, such as default in the payment
of principal and/or interest, an action of the issuer that will adversely affect
its ability to continue payment of the  principal of and interest on its  Bonds,
or  an  adverse  change  in  market, revenue  or  credit  factors  affecting the
investment character of the Bonds. If a default in the payment of the  principal
of  and/or interest  on any  of the Bonds  occurs, and  if the  Sponsor fails to
instruct the Trustee whether to  sell or continue to  hold such Bonds within  30
days  after notification  by the  Trustee to  the Sponsor  of such  default, the
Indenture provides that  the Trustee  shall liquidate said  Bonds forthwith  and
shall  not be liable for  any loss so incurred. The  Sponsor may also direct the
Trustee to liquidate Bonds in a Trust if the Bonds in the Trust are the  subject
of  an advanced refunding,  generally considered to be  when refunding bonds are
issued and the proceeds thereof are deposited in irrevocable trust to retire the
refunded Bonds on their redemption date.
 
    Except as stated in "COMPOSITION OF  TRUSTS" regarding the limited right  of
substitution  of Replacement  Bonds for Failed  Bonds, and  except for refunding
securities that may be exchanged for Bonds under certain conditions specified in
the Indenture, the Indenture does not  permit either the Sponsor or the  Trustee
to  acquire or deposit bonds either in  addition to, or in substitution for, any
of the Bonds initially deposited in a Trust.
 
INFORMATION ABOUT THE TRUSTEE
 
The Trustee and its address are stated on  the back cover of this Part B of  the
Prospectus. The Trustee is subject to supervision and examination by the Federal
Deposit  Insurance Corporation,  the Board of  Governors of  the Federal Reserve
System and either the Comptroller of the Currency or state banking authorities.
 
LIMITATIONS ON LIABILITIES OF SPONSOR AND TRUSTEE
 
    The Sponsor and the Trustee shall  be under no liability to Unitholders  for
taking  any action or for  refraining from any action  in good faith pursuant to
the Indenture, or for errors in judgment, but shall be liable only for their own
negligence, lack of good faith or  willful misconduct. The Trustee shall not  be
liable for depreciation or loss incurred by reason of the sale by the Trustee of
any  of the Bonds. In the  event of the failure of  the Sponsor to act under the
Indenture, the Trustee may act thereunder and shall not be liable for any action
taken by it in good faith under the Indenture.
 
    The Trustee shall not be liable for any taxes or other governmental  charges
imposed  upon or in respect of the Bonds or upon the interest thereon or upon it
as Trustee under  the Indenture or  upon or in  respect of any  Trust which  the
Trustee  may be required  to pay under any  present or future  law of the United
States of  America or  of any  other taxing  authority having  jurisdiction.  In
addition,  the  Indenture  contains  other  customary  provisions  limiting  the
liability of the Trustee.
 
SUCCESSOR TRUSTEES AND SPONSORS
 
    The Trustee or any successor trustee  may resign by executing an  instrument
of resignation in writing and filing same with the Sponsor and mailing a copy of
a  notice of resignation to all Unitholders  then of record. Upon receiving such
notice, the Sponsor is required to promptly appoint a successor trustee. If  the
Trustee becomes incapable of acting or is adjudged a bankrupt or insolvent, or a
receiver  or other public officer shall take  charge of its property or affairs,
the  Sponsor  may  remove  the  Trustee  and  appoint  a  successor  by  written
instrument.  The resignation or  removal of a  trustee and the  appointment of a
successor trustee shall become effective only when the successor trustee accepts
its appointment as such. Any successor trustee shall be a corporation authorized
to exercise  corporate  trust  powers, having  capital,  surplus  and  undivided
profits of not less than $5,000,000. Any corporation into which a trustee may be
merged  or with which it may be  consolidated, or any corporation resulting from
any merger or consolidation to  which a trustee shall be  a party, shall be  the
successor trustee.
 
    If  upon resignation of  a trustee no  successor has been  appointed and has
accepted the appointment within 30 days after notification, the retiring trustee
may apply  to  a  court of  competent  jurisdiction  for the  appointment  of  a
successor.
 
                                       21
<PAGE>
    If the Sponsor fails to undertake any of its duties under the Indenture, and
no  express  provision is  made for  action by  the Trustee  in such  event, the
Trustee may, in addition to its other  powers under the Indenture (1) appoint  a
successor sponsor or (2) terminate the Indenture and liquidate the Trusts.
 
INFORMATION ABOUT THE SPONSOR
 
John Nuveen & Co. Incorporated, the Sponsor and Underwriter, was founded in 1898
and  is  the oldest  and  largest investment  banking  firm specializing  in the
underwriting and distribution of tax-exempt securities and maintains the largest
research department in the investment  banking community devoted exclusively  to
the  analysis of municipal securities. In  1961 the Sponsor began sponsoring the
Nuveen Tax-Exempt Unit Trust and, since this  time, it has issued more than  $30
billion  in tax-exempt unit trusts, including over $8 billion in insured trusts.
The Sponsor is also principal underwriter  of 16 mutual funds and 60  closed-end
funds.  These registered open-end and  closed-end investment companies currently
have approximately  $32.8 billion  in  tax-exempt securities  under  management.
Nationwide, more than 1,000,000 individual investors have purchased Nuveen's tax
exempt  trusts and  funds. The  present corporation was  organized in  1967 as a
wholly-owned subsidiary of  Nuveen Corporation, successor  to the original  John
Nuveen  & Co. founded in 1898 as a sole proprietorship and incorporated in 1953.
In 1974, John Nuveen & Co. Incorporated became a wholly-owned subsidiary of  The
St. Paul Companies, Inc., a financial services management company located in St.
Paul,  Minnesota. On May 19, 1992,  common shares comprising a minority interest
in The John Nuveen  Company ("JNC"), a newly  organized corporation which  holds
all  of the  shares of  Nuveen, were sold  to the  general public  in an initial
public offering. St. Paul retains a controlling interest in JNC with over 70% of
JNC's shares. The Sponsor is a member of the National Association of  Securities
Dealers,  Inc. and  the Securities  Industry Association  and has  its principal
offices located in Chicago (333 W. Wacker Drive) and New York (Swiss Bank Tower,
10 East 50th Street). It maintains 14 regional offices.
 
    To help advisers and investors better understand and more efficiently use an
investment in  the  Trust to  reach  their  investment goals,  the  Sponsor  may
advertise and create specific investment programs and systems. For example, such
activities may include presenting information on how to use an investment in the
Trust,  alone or in combination with an investment in other mutual funds or unit
investment trusts sponsored by Nuveen, to accumulate assets for future education
needs or periodic payments such as  insurance premiums. The Trust's sponsor  may
produce  software or  additional sales literature  to promote  the advantages of
using the Trust to meet these and other specific investor needs.
 
OTHER INFORMATION
AMENDMENT OF INDENTURE
 
    The Indenture may  be amended  by the Trustee  and the  Sponsor without  the
consent  of any of  the Unitholders (1) to  cure any ambiguity  or to correct or
supplement any provision thereof which may be defective or inconsistent, or  (2)
to  make such  other provisions as  shall not adversely  affect the Unitholders,
provided, however, that the Indenture may not be amended to increase the  number
of Units in any Trust or to permit the deposit or acquisition of bonds either in
addition  to, or in substitution for any of the Bonds initially deposited in any
Trust except as stated in "COMPOSITION OF TRUSTS" regarding the limited right of
substitution of Replacement Bonds and  except for the substitution of  refunding
bonds  under certain circumstances. The Trustee  shall advise the Unitholders of
any amendment promptly after execution thereof.
 
TERMINATION OF INDENTURE
 
    Each Trust may be liquidated at any  time by written consent of 100% of  the
Unitholders  or by  the Trustee when  the value of  such Trust, as  shown by any
evaluation, is less than 20% of the original principal amount of such Trust  and
will  be  liquidated  by  the Trustee  in  the  event that  Units  not  yet sold
aggregating more  than 60%  of the  Units originally  created are  tendered  for
redemption  by the Sponsor thereby reducing the  net worth of such Trust to less
than 40%  of the  principal amount  of  the Bonds  originally deposited  in  the
portfolio. (See "Essential Information" appearing in Part A of this Prospectus.)
The  sale of Bonds from the Trusts upon termination may result in realization of
a lesser amount than might otherwise be realized if such sale were not  required
at such time. For this reason, among others, the amount realized by a Unitholder
upon  termination  may be  less than  the principal  amount of  Bonds originally
represented by the Units held by  such Unitholder. The Indenture will  terminate
upon the redemption, sale or other disposition of the last Bond held thereunder,
but  in no event shall it continue beyond the end of the calendar year preceding
the fiftieth anniversary of its execution for National and State Trusts,  beyond
the  end  of  the  calendar  year preceding  the  twentieth  anniversary  of its
execution for Long Intermediate,  and Intermediate Trusts or  beyond the end  of
the  calendar year  preceding the tenth  anniversary of its  execution for Short
Intermediate and Short Term Trusts.
 
    Written notice of  any termination  specifying the  time or  times at  which
Unitholders  may surrender their Certificates, if any, for cancellation shall be
given by  the  Trustee  to each  Unitholder  at  the address  appearing  on  the
 
                                       22
<PAGE>
registration  books of the Trust maintained  by the Trustee. Within a reasonable
time thereafter the Trustee shall liquidate any Bonds in the Trust then held and
shall deduct  from  the assets  of  the Trust  any  accrued costs,  expenses  or
indemnities  provided  by  the  Indenture which  are  allocable  to  such Trust,
including estimated compensation of the Trustee and costs of liquidation and any
amounts required as a reserve to provide for payment of any applicable taxes  or
other  governmental charges. The Trustee shall then distribute to Unitholders of
such Trust their pro  rata share of  the balance of  the Interest and  Principal
Accounts.  With such  distribution the  Unitholders shall  be furnished  a final
distribution  statement,  in   substantially  the  same   form  as  the   annual
distribution statement, of the amount distributable. At such time as the Trustee
in  its sole discretion shall determine that  any amounts held in reserve are no
longer necessary, it shall make distribution thereof to Unitholders in the  same
manner.
 
LEGAL OPINION
 
    The legality of the Units offered hereby has been passed upon by Chapman and
Cutler, 111 West Monroe Street, Chicago, Illinois 60603. Special counsel for the
Trusts for respective state tax matters are named in "Tax Status" for each Trust
appearing  in  Part A  of this  Prospectus.  Carter, Ledyard  & Milburn,  2 Wall
Street, New York,  New York 10005,  has acted  as counsel for  the Trustee  with
respect  to the Series, and, in the absence of a New York Trust from the Series,
as special New York tax counsel for the Series.
 
AUDITORS
 
    The "Statement  of  Condition" and  "Schedule  of Investments"  at  Date  of
Deposit  included  in Part  A of  this  Prospectus have  been audited  by Arthur
Andersen LLP, independent public  accountants, as indicated  in their report  in
Part  A  of  this Prospectus,  and  are  included herein  in  reliance  upon the
authority of said firm as experts in giving said report.
 
SUPPLEMENTAL INFORMATION
 
    Upon written or telephonic request to the Trustee, investors will receive at
no cost to  the investor supplemental  information about this  Trust, which  has
been  filed  with the  Securities  and Exchange  Commission  and is  intended to
supplement information contained in  Part A and Part  B of this Prospectus.  The
supplemental  information includes more  detailed information concerning certain
of the Bonds included in the Trusts contained in the applicable Series and  more
specific   risk  information  concerning  the   individual  state  Trusts.  This
supplement also includes  additional general information  about the Sponsor  and
the Trusts.
 
                                       23
<PAGE>
                         NUVEEN  Tax-Exempt Unit Trusts
 
   
                              PROSPECTUS -- PART B
                               SEPTEMBER 1, 1995
    
 
<TABLE>
<C>                       <S>        <C>
                 SPONSOR             John Nuveen & Co. Incorporated
                                     333 West Wacker Drive
                                     Chicago, IL 60606-1286
                                     Telephone: 312.917.7700
 
                                     Swiss Bank Tower
                                     10 East 50th Street
                                     New York, NY 10022
                                     212.207.2000
 
                 TRUSTEE             The Chase Manhattan Bank, N.A.
                                     770 Broadway
                                     New York, NY 10003
                                     800.257.8787
 
           LEGAL COUNSEL             Chapman and Cutler
              TO SPONSOR             111 West Monroe Street
                                     Chicago, IL 60603
 
             INDEPENDENT             Arthur Andersen LLP
                  PUBLIC             33 West Monroe Street
             ACCOUNTANTS             Chicago, IL 60603
          FOR THE TRUSTS
</TABLE>
 
                                 --------------
 
           Except  as to  statements made herein  furnished by  the Trustee, the
Trustee  has  assumed   no  responsibility  for   the  accuracy,  adequacy   and
completeness of the information contained in this Prospectus.
 
           This  Prospectus does not contain all of the information set forth in
the registration  statement  and  exhibits  relating  thereto,  filed  with  the
Securities  and Exchange Commission, Washington,  D.C., under the Securities Act
of 1933, and to which reference is made.
 
           No  person  is  authorized  to  give  any  information  or  to   make
representations  not contained in this Prospectus or in supplemental information
or  sales  literature  prepared   by  the  Sponsor,   and  any  information   or
representation  not contained  therein must  not be  relied upon  as having been
authorized by either  the Trusts, the  Trustee or the  Sponsor. This  Prospectus
does  not constitute  an offer to  sell, or a  solicitation of an  offer to buy,
securities in any  State to any  person to whom  it is not  lawful to make  such
offer  in such state. The Trusts are registered as a Unit Investment Trust under
the Investment Company Act  of 1940. Such registration  does not imply that  the
Trusts  or any  of their  Units has  been guaranteed,  sponsored, recommended or
approved by the United States or any State or agency or officer thereof.


<PAGE>
                          NUVEEN TAX-FREE UNIT TRUSTS
 
                 ---------------------------------------------
 
                             INFORMATION SUPPLEMENT
 
   
                               NUVEEN SERIES 855
    
 
   
                This   Information  Supplement  provides  additional
            information concerning  the  structure,  operations  and
            risks  of a Nuveen Tax-Free Unit  Trust not found in the
            prospectuses for the Trusts. This Information Supplement
            is not  a prospectus  and does  not include  all of  the
            information  that a prospective investor should consider
            before investing in a Trust. This Information Supplement
            should be read  in conjunction with  the prospectus  for
            the  Trust in which an investor is considering investing
            ("Prospectus"). Copies of the Prospectus can be obtained
            by calling  or  writing  the Trustee  at  the  telephone
            number   and  address   indicated  in  Part   B  of  the
            Prospectus. This Information Supplement has been created
            to supplement information contained in the Prospectus.
    
 
   
                This Information Supplement is dated April 3,  1996.
            Capitalized terms have been defined in the Prospectus.
    
 
                               TABLE OF CONTENTS
 
               --------------------------------------------------
 
   
<TABLE>
<S>                                                                           <C>
GENERAL RISK DISCLOSURE.....................................................           2
  Health Facility Obligations...............................................           2
  Housing Obligations.......................................................           2
  Single Family Mortgage Revenue Bonds......................................           2
  Federally Enhanced Obligations............................................           3
  Industrial Revenue Obligations............................................           3
  Electric Utility Obligations..............................................           3
  Transportation Facility Revenue Bonds.....................................           4
  Water and/or Sewerage Obligations.........................................           4
  University and College Revenue Obligations................................           4
  Bridge Authority and Tollroad Obligations.................................           4
  Dedicated-Tax Supported Bonds.............................................           4
  Municipal Lease Bonds.....................................................           5
  Original Issue Discount Bonds and Stripped Obligations....................           5
WHY AND HOW ARE THE BONDS INSURED?..........................................           6
ACCUMULATION PLAN...........................................................           8
INFORMATION ABOUT THE SPONSOR...............................................          10
DESCRIPTION OF RATINGS......................................................          11
HOW THE TRUST COMPARES PERFORMANCE..........................................          13
HOW TO CALCULATE YOUR ESTIMATED INCOME......................................          14
Appendix A -- Connecticut Disclosure........................................         A-1
Appendix B -- National Disclosure...........................................         B-1
</TABLE>
    
 
<PAGE>
GENERAL RISK DISCLOSURE
 
    An  investment in Units of any Trust should be made with an understanding of
the risks that such an investment may  entail. These include the ability of  the
issuer,  or,  if  applicable,  an  insurer, to  make  payments  of  interest and
principal when due, the  effects of changes in  interest rates generally,  early
call provisions and the potential for changes in the tax status of the Bonds. As
set  forth in the portfolio  summaries in Part A  of this Prospectus, the Trusts
may contain or be concentrated  in one or more of  the types of bonds  discussed
below.   The  following  paragraphs  discuss  certain  circumstances  which  may
adversely affect the  ability of issuers  of Bonds  held in the  portfolio of  a
Trust  to make payment of principal and  interest thereon or which may adversely
affect the  ratings of  such Bonds;  with respect  to Insured  Trusts,  however,
because of the insurance obtained by the Sponsor or by the issuers of the Bonds,
such changes should not adversely affect an Insured Trust's receipt of principal
and  interest, the Standard & Poor's AAA or  Moody's Aaa ratings of the Bonds in
the Insured Trust portfolio, or the Standard & Poor's AAA rating of the Units of
each such Insured Trust. For economic  risks specific to the individual  Trusts,
see "Risk Factors" for each Trust.
 
    HEALTH  FACILITY  OBLIGATIONS.    Some  of  the  Bonds  in  a  Trust  may be
obligations of  issuers whose  revenues are  derived from  services provided  by
hospitals  or other health care facilities,  including nursing homes. Ratings of
bonds issued  for health  care  facilities are  sometimes based  on  feasibility
studies  that contain projections of occupancy  levels, revenues and expenses. A
facility's gross  receipts and  net income  available for  debt service  may  be
affected  by future events and conditions  including, among other things, demand
for services, the ability of the  facility to provide the services required,  an
increasing  shortage of qualified nurses or a dramatic rise in nursing salaries,
physicians'  confidence  in  the  facility,  management  capabilities,  economic
developments  in  the service  area, competition  from other  similar providers,
efforts by  insurers  and  governmental agencies  to  limit  rates,  legislation
establishing  state rate-setting agencies,  expenses, government regulation, the
cost and possible unavailability of  malpractice insurance, and the  termination
or  restriction of governmental financial  assistance, including that associated
with Medicare, Medicaid and other  similar third party payor programs.  Medicare
reimbursements are currently calculated on a prospective basis and are not based
on  a provider's actual costs. Such method of reimbursement may adversely affect
reimbursements to hospitals and other facilities for services provided under the
Medicare program and thereby may have an  adverse effect on the ability of  such
institutions  to satisfy  debt service requirements.  In the event  of a default
upon a bond  secured by hospital  facilities, the limited  alternative uses  for
such  facilities may result  in the recovery upon  such collateral not providing
sufficient funds to fully repay the bonds.
 
    Certain hospital  bonds  provide for  redemption  at par  upon  the  damage,
destruction  or  condemnation of  the hospital  facilities  or in  other special
circumstances.
 
    HOUSING OBLIGATIONS.  Some  of the Bonds  in a Trust  may be obligations  of
issuers  whose revenues  are primarily  derived from  mortgage loans  to housing
projects for  low  to  moderate  income  families.  Such  issues  are  generally
characterized  by mandatory redemption at par or,  in the case of original issue
discount bonds, accreted  value in  the event of  economic defaults  and in  the
event of a failure of the operator of a project to comply with certain covenants
as  to the operation of the project. The failure of such operator to comply with
certain covenants related  to the tax-exempt  status of interest  on the  Bonds,
such  as provisions requiring that a specified  percentage of units be rented or
available for rental to low or moderate income families, potentially could cause
interest on such Bonds to be subject to Federal income taxation from the date of
issuance of the Bonds. The ability of such issuers to make debt service payments
will  be  affected  by  events  and  conditions  affecting  financed   projects,
including,  among other  things, the  achievement and  maintenance of sufficient
occupancy levels and  adequate rental income,  employment and income  conditions
prevailing  in local labor markets, increases  in taxes, utility costs and other
operating expenses, the managerial ability of project managers, changes in  laws
and  governmental regulations,  the appropriation  of subsidies,  and social and
economic trends  affecting the  localities in  which the  projects are  located.
Occupancy of such housing projects may be adversely affected by high rent levels
and income limitations imposed under Federal and state programs.
 
    SINGLE  FAMILY MORTGAGE REVENUE BONDS.  Some of  the Bonds in a Trust may be
single family  mortgage revenue  bonds,  which are  issued  for the  purpose  of
acquiring  from originating financial institutions notes secured by mortgages on
residences located within the issuer's boundaries and owned by persons of low or
moderate income. Mortgage  loans are generally  partially or completely  prepaid
prior  to their  final maturities  as a  result of  events such  as sale  of the
mortgaged premises, default, condemnation or casualty loss. Because these  bonds
are  subject to extraordinary mandatory redemption in whole or in part from such
prepayments of mortgage loans, a substantial portion of such bonds will probably
be redeemed prior to their scheduled maturities or even prior to their  ordinary
call dates. Extraordinary mandatory redemption without premium could also result
from  the failure  of the  originating financial  institutions to  make mortgage
loans  in   sufficient   amounts   within   a   specified   time   period.   The
 
                                       2
<PAGE>
redemption  price of such issues may be more  or less than the offering price of
such bonds.  Additionally, unusually  high rates  of default  on the  underlying
mortgage  loans may reduce revenues available for the payment of principal of or
interest on such mortgage  revenue bonds. Single  family mortgage revenue  bonds
issued  after December 31, 1980  were issued under Section  103A of the Internal
Revenue Code of 1954, as amended, or Section 143 of the Internal Revenue Code of
1986, which Sections  contain certain requirements  relating to the  use of  the
proceeds  of such bonds  in order for the  interest on such  bonds to retain its
tax-exempt status.  In each  case, the  issuer of  the bonds  has covenanted  to
comply  with applicable requirements and bond  counsel to such issuer has issued
an opinion that  the interest on  the bonds  is exempt from  Federal income  tax
under  existing  laws  and regulations.  There  can  be no  assurance  that such
continuing requirements will be satisfied; the failure to meet such requirements
could cause interest  on the  Bonds to be  subject to  Federal income  taxation,
possibly from the date of issuance of the Bonds.
 
    FEDERALLY  ENHANCED OBLIGATIONS.   Some  of the  mortgages which  secure the
various health care or housing projects which underlie the previously  discussed
Health  Facility, Housing, and  Single Family Mortgage  Revenue Obligations (the
"Obligations") in a Trust may be  insured by the Federal Housing  Administration
("FHA").  Under FHA  regulations, the  maximum insurable  mortgage amount cannot
exceed 90%  of  the FHA's  estimated  value of  the  project. The  FHA  mortgage
insurance  does not constitute a guarantee of timely payment of the principal of
and interest on the Obligations. Payment  of mortgage insurance benefits may  be
(1)  less than the principal amount of Obligations outstanding or (2) delayed if
disputes arise as to  the amount of  the payment or if  certain notices are  not
given  to the FHA within  the prescribed time periods.  In addition, some of the
previously discussed Obligations may be secured by mortgage-backed  certificates
guaranteed  by the Government  National Mortgage Association  ("GNMA"), a wholly
owned corporate  instrumentality  of  the  United  States,  and/or  the  Federal
National   Mortgage  Association  ("Fannie  Mae")   a  federally  chartered  and
stockholder-owed corporation. GNMA  and Fannie Mae  guarantee timely payment  of
principal  and  interest on  the  mortgage-backed certificates,  even  where the
underlying  mortgage  payments   are  not  made.   While  such   mortgage-backed
certificates  are often pledged  to secure payment of  principal and interest on
the Obligations, timely payment of interest and principal on the Obligations  is
not  insured or guaranteed by  the United States, GNMA,  Fannie Mae or any other
governmental agency or  instrumentality. The  GNMA mortgage-backed  certificates
constitute  a general obligation of  the United States backed  by its full faith
and credit. The obligations of Fannie  Mae, including its obligations under  the
Fannie  Mae mortgage-backed securities, are obligations solely of Fannie Mae and
are not backed  by, or  entitled to,  the full faith  and credit  of the  United
States.
 
    INDUSTRIAL  REVENUE OBLIGATIONS.   Certain  of the Bonds  in a  Trust may be
industrial revenue bonds  ("IRBs"), including pollution  control revenue  bonds,
which  are  tax-exempt  securities  issued  by  states,  municipalities,  public
authorities or similar entities to  finance the cost of acquiring,  constructing
or improving various industrial projects. These projects are usually operated by
corporate entities. Issuers are obligated only to pay amounts due on the IRBs to
the  extent that funds are available from the unexpended proceeds of the IRBs or
receipts or revenues of the issuer  under an arrangement between the issuer  and
the  corporate operator of  a project. The arrangement  may be in  the form of a
lease, installment sale agreement, conditional sale agreement or loan agreement,
but in each case  the payments to  the issuer are designed  to be sufficient  to
meet  the payments  of amounts  due on  the IRBs.  Regardless of  the structure,
payment of IRBs is solely dependent  upon the creditworthiness of the  corporate
operator  of  the project  and,  if applicable,  corporate  guarantor. Corporate
operators or  guarantors may  be affected  by  many factors  which may  have  an
adverse  impact on  the credit  quality of  the particular  company or industry.
These include cyclicality of revenues and earnings, regulatory and environmental
restrictions, litigation  resulting  from  accidents  or  environmentally-caused
illnesses,  extensive competition  and financial deterioration  resulting from a
corporate restructuring pursuant to a leveraged buy-out, takeover or  otherwise.
Such  a restructuring may  result in the  operator of a  project becoming highly
leveraged which may have an impact on such operator's creditworthiness which  in
turn  would have  an adverse impact  on the  rating and/or market  value of such
Bonds. Further, the  possibility of  such a  restructuring may  have an  adverse
impact  on the market for and consequently  the value of such Bonds, even though
no actual takeover or other action is ever contemplated or effected. The IRBs in
a Trust may be subject to  special or extraordinary redemption provisions  which
may  provide for redemption  at par or,  in the case  of original issue discount
bonds, accreted value. The  Sponsor cannot predict the  causes or likelihood  of
the redemption of IRBs in a Trust prior to the stated maturity of such Bonds.
 
    ELECTRIC  UTILITY  OBLIGATIONS.    Some  of the  Bonds  in  a  Trust  may be
obligations of issuers  whose revenues are  primarily derived from  the sale  of
electric  energy. The problems  faced by such issuers  include the difficulty in
obtaining approval for timely  and adequate rate  increases from the  applicable
public  utility  commissions,  the difficulty  of  financing  large construction
programs, increased competition,  reductions in estimates  of future demand  for
electricity  in certain areas of the  country, the limitations on operations and
increased costs and delays
 
                                       3
<PAGE>
attributable to  environmental considerations,  the  difficulty of  the  capital
market in absorbing utility debt, the difficulty in obtaining fuel at reasonable
prices  and the  effect of  energy conservation. All  of such  issuers have been
experiencing certain of these problems in varying degrees. In addition, Federal,
state and  municipal  governmental authorities  may  from time  to  time  review
existing,   and   impose  additional,   regulations  governing   the  licensing,
construction and operation of nuclear  power plants, which may adversely  affect
the  ability of the issuers of certain of  the Bonds in a Trust to make payments
of principal and/or interest on such Bonds.
 
    TRANSPORTATION FACILITY REVENUE BONDS.  Some of the Bonds in a Trust may  be
obligations  of issuers which  are payable from and  secured by revenues derived
from the ownership and operation of airports, public transit systems and  ports.
The  major portion of  an airport's gross operating  income is generally derived
from fees received  from airlines pursuant  to use agreements  which consist  of
annual  payments for airport  use, occupancy of  certain terminal space, service
fees and  leases. Airport  operating income  may therefore  be affected  by  the
ability  of the airlines to meet their obligations under the use agreements. The
air transport industry  is experiencing significant  variations in earnings  and
traffic,  due  to  increased  competition,  excess  capacity,  increased  costs,
deregulation, traffic constraints  and other factors,  and several airlines  are
experiencing  severe financial difficulties. In  particular, facilities with use
agreements involving airlines experiencing financial difficulty may experience a
reduction in revenue  due to the  possible inability of  these airlines to  meet
their  use  agreement obligations  because  of such  financial  difficulties and
possible bankruptcy.  The  Sponsor cannot  predict  what effect  these  industry
conditions  may have on airport revenues which  are dependent for payment on the
financial condition of the  airlines and their usage  of the particular  airport
facility.  Bonds that are secured primarily by the revenue collected by a public
transit system  typically are  additionally secured  by a  pledge of  sales  tax
receipts  collected  at  the state  or  local  level, or  of  other governmental
financial assistance. Transit system net revenues will be affected by variations
in  utilization,  which  in  turn  may  be  affected  by  the  degree  of  local
governmental  subsidization, demographic and  population shifts, and competition
from other  forms of  transportation; and  by increased  costs, including  costs
resulting  from previous deferrals of maintenance. Port authorities derive their
revenues primarily from fees imposed on ships using the facilities. The rate  of
utilization  of such facilities may fluctuate depending on the local economy and
on competition from  competing forms  of transportation  such as  air, rail  and
trucks.
 
    WATER  AND/OR SEWERAGE  OBLIGATIONS.  Some  of the  Bonds in a  Trust may be
obligations of issuers whose revenues are derived from the sale of water  and/or
sewerage services. Such Bonds are generally payable from user fees. The problems
of  such  issuers  include  the  ability  to  obtain  timely  and  adequate rate
increases, population decline resulting in  decreased user fees, the  difficulty
of  financing  large construction  programs, the  limitations on  operations and
increased costs  and delays  attributable to  environmental considerations,  the
increasing  difficulty of obtaining or discovering  new supplies of fresh water,
the effect  of  conservation  programs  and the  impact  of  "no-growth"  zoning
ordinances. All of such issuers have been experiencing certain of these problems
in varying degrees.
 
    UNIVERSITY  AND COLLEGE REVENUE OBLIGATIONS.   Some of the  Bonds in a Trust
may be  obligations of  issuers which  are, or  which govern  the operation  of,
colleges  and universities and  whose revenues are  derived mainly from tuition,
dormitory revenues,  grants and  endowments. General  problems of  such  issuers
include  the prospect of a declining  percentage of the population consisting of
"college" age  individuals,  possible  inability  to  raise  tuitions  and  fees
sufficiently  to cover increased  operating costs, the  uncertainty of continued
receipt of  Federal grants  and  state funding,  and government  legislation  or
regulations  which may adversely  affect the revenues or  costs of such issuers.
All of such issuers have been experiencing certain of these problems in  varying
degrees.
 
    BRIDGE AUTHORITY AND TOLLROAD OBLIGATIONS.  Some of the Bonds in a Trust may
be  obligations  of issuers  which derive  their payments  from bridge,  road or
tunnel toll revenues. The revenues of such an issuer could be adversely affected
by competition from toll-free vehicular bridges and roads and alternative  modes
of transportation. Such revenues could also be adversely affected by a reduction
in  the availability of fuel to motorists  or significant increases in the costs
thereof. Specifically, governmental regulations restricting the use of  vehicles
in  the New  York City  metropolitan area may  adversely affect  revenues of the
Triborough Bridge and Tunnel Authority.
 
    DEDICATED-TAX SUPPORTED  BONDS.    Some of  the  Bonds  in a  Trust  may  be
obligations of issuers which are payable from and secured by tax revenues from a
designated  source, which revenues are pledged  to secure the bonds. The various
types of  Bonds described  below differ  in structure  and with  respect to  the
rights of the bondholders to the underlying property. Each type of dedicated-tax
supported  Bond has distinct risks, only some  of which are set forth below. One
type of dedicated-tax supported Bond is secured by the incremental tax  received
on  either real property or on  sales within a specifically defined geographical
area; such  tax  generally will  not  provide bondholders  with  a lien  on  the
underlying property or revenues. Another type of dedicated-tax supported Bond is
secured  by a special tax levied on  real property within a defined geographical
area in such  a manner  that the tax  is levied  on those who  benefit from  the
project;   such  bonds   typically  provide   for  a   statutory  lien   on  the
 
                                       4
<PAGE>
underlying property for unpaid  taxes. A third  type of dedicated-tax  supported
Bond may be secured by a tax levied upon the manufacture, sale or consumption of
commodities  or upon the license to pursue certain occupations or upon corporate
privileges within a taxing jurisdiction. As to any of these types of Bonds,  the
ability  of  the  designated  revenues to  satisfy  the  interest  and principal
payments on such  bonds may be  affected by  changes in the  local economy,  the
financial  success of the  enterprise responsible for the  payment of the taxes,
the value of  any property on  which taxes may  be assessed and  the ability  to
collect  such  taxes in  a timely  fashion. Each  of these  factors will  have a
different affect on each distinct type of dedicated-tax supported bonds.
 
    MUNICIPAL LEASE BONDS.  Some of the Bonds in a Trust may be obligations that
are secured  by lease  payments  of a  governmental  entity. Such  payments  are
normally  subject to  annual budget  appropriations of  the leasing governmental
entity. A governmental  entity that enters  into such a  lease agreement  cannot
obligate  future  governments to  appropriate for  and  make lease  payments but
covenants to take such action as is necessary to include any lease payments  due
in  its budgets and to make the appropriations therefor. A governmental entity's
failure to appropriate for and to make payments under its lease obligation could
result in insufficient funds  available for payment  of the obligations  secured
thereby.
 
    ORIGINAL  ISSUE DISCOUNT  BONDS AND  STRIPPED OBLIGATIONS.   Certain  of the
Bonds in a Trust may be original  issue discount bonds. These Bonds were  issued
with  nominal  interest rates  less than  the rates  then offered  by comparable
securities and as a  consequence were originally sold  at a discount from  their
face,  or par, values. This original  issue discount, the difference between the
initial purchase price and face value, is deemed under current law to accrue  on
a  daily basis and the accrued portion  is treated as tax-exempt interest income
for federal income tax purposes. On  sale or redemption, gain, if any,  realized
in  excess of the earned  portion of original issue  discount will be taxable as
capital gain. See "What is the Tax Status of Unitholders". The current value  of
an original issue discount bond reflects the present value of its face amount at
maturity. In a stable interest rate environment, the market value of an original
issue  discount bond would  tend to increase  more slowly in  early years and in
greater increments as the bond approached maturity.
 
    Certain of the original issue discount bonds  in a Trust may be zero  coupon
bonds. Zero coupon bonds do not provide for the payment of any current interest;
the  buyer receives only the right to receive a final payment of the face amount
of the bond at its maturity. The effect  of owning a zero coupon bond is that  a
fixed  yield is earned not only on  the original investment but also, in effect,
on all  discount  earned  during  the life  of  the  obligation.  This  implicit
reinvestment of earnings at the same rate eliminates the risk of being unable to
reinvest  the income on such obligation at a rate as high as the implicit yield,
but at the same time also eliminates the holder's ability to reinvest at  higher
rates  in  the  future.  For  this reason,  zero  coupon  bonds  are  subject to
substantially greater  price  fluctuations  during periods  of  changing  market
interest  rates  than are  securities of  comparable  quality that  pay interest
currently.
 
    Original issue discount bonds, including  zero coupon bonds, may be  subject
to  redemption at prices  based on the  issue price plus  the amount of original
issue  discount  accreted  to  redemption   (the  "accreted  value")  plus,   if
applicable,  some premium.  Pursuant to such  call provisions  an original issue
discount bond may be called prior to its maturity date at a price less than  its
face  value. See the  "Schedules of Investments" for  more information about the
call provisions of portfolio Bonds.
 
    Certain of the Bonds in a Trust may be Stripped Obligations, which represent
evidences of  ownership with  respect to  either the  principal amount  of or  a
payment  of interest on a tax-exempt  obligation. An obligation is "stripped" by
depositing it with  a custodian, which  then effects a  separation in  ownership
between  the bond and any interest payment which has not yet become payable, and
issues evidences of ownership with respect to such constituent parts. A Stripped
Obligation therefore has economic characteristics similar to zero coupon  bonds,
as described above.
 
    Each  Stripped Obligation has  been purchased at a  discount from the amount
payable at maturity. With respect to each Unitholder, the Internal Revenue  Code
treats  as "original issue discount" that portion of the discount which produces
a yield to maturity (as of the date of purchase of the Unitholder's Units) equal
to the lower of the coupon rate of interest on the underlying obligation or  the
yield  to maturity on the basis of  the purchase price of the Unitholder's Units
which is allocable to  each Stripped Obligation.  Original issue discount  which
accrues with respect to a Stripped Obligation will be exempt from Federal income
taxation  to the  same extent  as interest  on the  underlying obligations. (See
"WHAT IS THE TAX STATUS OF UNITHOLDERS?" in Part B of this Prospectus.)
 
    Unitholders should consult their own tax advisers with respect to the  state
and  local tax consequences of owning  original issue discount bonds or Stripped
Obligations. Under applicable  provisions governing determination  of state  and
local  taxes, interest on original issue  discount bonds or Stripped Obligations
may be deemed  to be received  in the year  of accrual even  though there is  no
corresponding cash payment.
 
                                       5
<PAGE>
WHY AND HOW ARE THE BONDS INSURED?
 
INSURANCE ON BONDS
 
INSURED  TRUSTS--Insurance  guaranteeing the  timely payment,  when due,  of all
principal and interest on the Bonds in  each Insured Trust has been obtained  by
the  Sponsor or by the issuers or  underwriters of Bonds from the MBIA Insurance
Corporation (the "Insurer").  Some of  the Bonds in  each Insured  Trust may  be
covered  by  a  policy or  policies  of  insurance obtained  by  the  issuers or
underwriters of  the  Bonds  from  Municipal  Bond  Insurance  Association  (the
"Association") or Bond Investors Guaranty Insurance Company ("BIG"). The Insurer
has  issued a policy or policies of insurance  covering each of the Bonds in the
Insured Trusts, each policy to remain in force until the payment in full of such
Bonds and whether or not the Bonds continue  to be held by an Insured Trust.  By
the  terms  of each  policy the  Insurer will  unconditionally guarantee  to the
holders or owners of the Bonds the payment, when due, required of the issuer  of
the  Bonds of an amount equal  to the principal of and  interest on the Bonds as
such payments shall become due but not be paid (except that in the event of  any
acceleration  of the due  date of principal  by reason of  mandatory or optional
redemption, default or otherwise, the payments  guaranteed will be made in  such
amounts  and  at  such times  as  would have  been  due  had there  not  been an
acceleration). The  Insurer will  be  responsible for  such payments,  less  any
amounts  received by the holders or owners of the Bonds from any trustee for the
bond issuers or  from any other  sources other than  the Insurer. The  Insurer's
policies  relating to small  industrial development bonds  and pollution control
revenue bonds also guarantee the full and complete payments required to be  made
by  or on behalf  of an issuer  of Bonds pursuant  to the terms  of the Bonds if
there occurs an event which results in the loss of the tax-exempt status of  the
interest  on such Bonds,  including principal, interest  or premium payments, if
any, as and when thereby required. The Insurer has indicated that its  insurance
policies  do not insure the payment of  principal or interest on bonds which are
not required to be paid by the issuer thereof because the bonds were not validly
issued; as  indicated  under  "What  is the  Tax  Status  of  Unitholders?"  the
respective  issuing authorities have received  opinions of bond counsel relating
to the valid issuance of each of the Bonds in the Insured Trusts. The  Insurer's
policy  also does not insure against non-payment  of principal of or interest on
the Bonds resulting from the insolvency, negligence or any other act or omission
of the trustee or other paying agent for the Bonds. The policy is not covered by
the Property/Casualty Insurance Security Fund specified in Article 76 of the New
York Insurance Law. The policies are non-cancellable and the insurance  premiums
have  been fully paid on or prior to  the Date of Deposit, either by the Sponsor
or, if a policy has been obtained by a Bond issuer, by such issuer.
 
    Upon notification from  the trustee  for any bond  issuer or  any holder  or
owner of the Bonds or coupons that such trustee or paying agent has insufficient
funds  to pay any  principal or interest in  full when due,  the Insurer will be
obligated to deposit funds  promptly with State Street  Bank and Trust  Company,
N.A.,  New York, New York, as fiscal  agent for the Insurer, sufficient to fully
cover the deficit. If notice of nonpayment is received on or after the due date,
the Insurer will provide for payment  within one business day following  receipt
of  the notice. Upon payment  by the Insurer of  any Bonds, coupons, or interest
payments, the Insurer shall succeed  to the rights of  the owner of such  Bonds,
coupons or interest payments with respect thereto.
 
    The  Insurer is the principal operating subsidiary of MBIA, Inc., a New York
Stock Exchange listed company. MBIA, Inc. is  not obligated to pay the debts  of
or  claims against the  Insurer. The Insurer is  a limited liability corporation
rather than a  several liability association.  The Insurer is  domiciled in  the
State  of New York and licensed to do business in all 50 states, the District of
Columbia, the  Commonwealth of  Puerto Rico,  the Commonwealth  of the  Northern
Mariana  Islands, the Virgin Islands  of the United States  and the Territory of
Guam. The Insurer has one European branch in the Republic of France.
 
    As of September  30, 1995 the  Insurer had admitted  assets of $3.7  billion
(unaudited),  total liabilities of  $2.5 billion (unaudited),  and total capital
and surplus of $1.2 billion (unaudited) determined in accordance with  statutory
accounting   practices   prescribed   or  permitted   by   insurance  regulatory
authorities. As of December  31, 1994, the Insurer  had admitted assets of  $3.4
billion  (audited),  total  liabilities  of $2.3  billion  (audited),  and total
capital and  surplus of  $1.1 billion  (audited) determined  in accordance  with
statutory  accounting practices prescribed or  permitted by insurance regulatory
authorities. Copies of the Insurer's  year end financial statements prepared  in
accordance  with statutory accounting practices  are available from the Insurer.
The address of the Insurer is 113 King Street, Armonk, New York 10504.
 
    Each insurance company comprising the Association will be severally and  not
jointly  obligated  under the  Association  policy in  the  following respective
percentages:  The  AEtna  Casualty  and  Surety  Company,  33%;  Fireman's  Fund
Insurance  Company, 30%; The  Travelers Indemnity Company,  15%; AEtna Insurance
Company (now  known  as CIGNA  Property  and  Casualty Company),  12%;  and  The
Continental  Insurance Company, 10%.  As a several  obligor, each such insurance
company will be  obligated only to  the extent  of its percentage  of any  claim
under  the  Association policy  and  will not  be  obligated to  pay  any unpaid
obligation of  any other  member of  the Association.  Each insurance  company's
participation is backed by all of its assets. However, each insurance company is
a  multiline insurer involved in several lines of insurance other than municipal
bond insurance, and the assets of each insurance company also secure all of  its
other insurance policy and surety bond obligations.
 
    The  following table sets forth certain unaudited financial information with
respect  to  the  five  insurance  companies  comprising  the  Association.  The
statistics,   which   have   been   furnished  by   the   Association,   are  as
 
                                       6
<PAGE>
reported by the insurance companies to  the New York State Insurance  Department
and  are  determined  in  accordance with  statutory  accounting  principles. No
representation is made herein as to the accuracy or adequacy of such information
or as to the absence of material adverse changes in such information  subsequent
to  the date thereof. In addition, these  numbers are subject to revision by the
New York State Insurance Department which, if revised, could either increase  or
decrease the amounts.
 
                      MUNICIPAL BOND INSURANCE ASSOCIATION
      FIVE MEMBER COMPANIES ASSETS AND POLICYHOLDERS' SURPLUS (UNAUDITED)
                           AS OF SEPTEMBER 30, 1994.
                                (000'S OMITTED)
 
<TABLE>
<CAPTION>
                                                                                   NEW YORK         NEW YORK         NEW YORK
                                                                                   STATUTORY        STATUTORY     POLICYHOLDERS
                                                                                    ASSETS         LIABILITIES       SURPLUS
                                                                                ---------------  ---------------  --------------
<S>                                                                             <C>              <C>              <C>
The AEtna Casualty & Surety Company...........................................  $    10,030,200  $     8,275,300   $  1,754,900
Fireman's Fund Insurance Company..............................................        6,815,775        4,904,534      1,911,241
The Travelers Indemnity Company...............................................       10,295,359        8,515,392      1,779,967
CIGNA Property and Casualty Company (formerly AEtna Insurance Company)........        5,112,251        4,842,235        270,016
The Continental Insurance Company.............................................        2,794,536        2,449,805        344,731
                                                                                ---------------  ---------------  --------------
        Total.................................................................  $    35,048,121  $    28,987,266   $  6,060,855
                                                                                ---------------  ---------------  --------------
                                                                                ---------------  ---------------  --------------
</TABLE>
 
   Standard & Poor's Corporation rates all new issues insured by the Association
"AAA" Prime Grade.
 
   Moody's  Investors Service rates  all bond issues  insured by the Association
"Aaa" and  short term  loans  "MIG 1",  both designated  to  be of  the  highest
quality.
 
   Each  such rating should  be evaluated independently of  any other rating. No
application has  been  made  to any  other  rating  agency in  order  to  obtain
additional  ratings  on the  Bonds. The  ratings  reflect the  respective rating
agency's current assessment of the  creditworthiness of the Association and  its
ability  to pay claims on its policies  of insurance. Any further explanation as
to the  significance  of  the  above  ratings may  be  obtained  only  from  the
applicable rating agency.
 
   Moody's  Investors Service rates all bond issues insured by the Insurer "Aaa"
and short-term loans "MIG 1," both designated to be of the highest quality.
 
   Standard &  Poor's Ratings  Group, a  division of  McGraw Hill  ("Standard  &
Poor's") rates all new issues insured by the Insurer "AAA" Prime Grade."
 
   The  Moody's  Investors Service  rating of  the  Insurer should  be evaluated
independently of the  Standard & Poor's  Corporation rating of  the Insurer.  No
application  has  been  made to  any  other  rating agency  in  order  to obtain
additional ratings  on the  Bonds.  The ratings  reflect the  respective  rating
agency's  current  assessment of  the creditworthiness  of  the Insurer  and its
ability to  pay  claims  on  its policies  of  insurance  (See  "Description  of
Ratings.")  Any further explanation as to  the significance of the above ratings
may be obtained only from the applicable rating agency.
 
   The above ratings are not recommendations to buy, sell or hold the Bonds, and
such ratings may be subject to revision or withdrawal at any time by the  rating
agencies. Any downward revision or withdrawal of either or both ratings may have
an adverse effect on the market price of the Bonds.
 
   Because the insurance on the Bonds will be effective so long as the Bonds are
outstanding, such insurance will be taken into account in determining the market
value  of the Bonds and therefore some value attributable to such insurance will
be included in the value of the Units of the Insured Trusts. The insurance  does
not, however, guarantee the market value of the Bonds or of the Units.
 
TRADITIONAL  TRUSTS--Insurance guaranteeing the timely payment, when due, of all
principal and interest  on certain Bonds  in a Traditional  Trust may have  been
obtained  by the Sponsor, issuer or underwriter of the particular Bonds involved
or by another party. Such  insurance, which provides coverage substantially  the
same  as that  obtained with  respect to  Bonds in  Insured Trusts  as described
above, is effective so long as the  insured Bond is outstanding and the  insurer
remains  in business. Insurance relates  only to the particular  Bond and not to
the Units offered hereby or to their market value. Insured Bonds have received a
rating of "Aaa" by  Moody's Investors Service, Inc.  and/or "AAA" by Standard  &
Poor's Corporation in recognition of such insurance.
 
    If  a Bond in a Traditional Trust is insured, the Schedule of Investments in
Part A of  this Prospectus  will identify the  insurer. Such  insurance will  be
provided  by  Financial  Guaranty Insurance  Company  ("FGIC"),  AMBAC Indemnity
Corporation ("AMBAC"), Bond Investors Guaranty  Insurance Company, now known  as
MBIA  Corp. of  Illinois ("BIG"),  Capital Guaranty  Insurance Company ("CGIC"),
Financial Security Assurance, Inc. ("FSA"), Municipal Bond Insurance Association
(the "Association"), MBIA Insurance Corporation ("MBIA") or Connie Lee Insurance
Company ("ConnieLee"). The Sponsor to  date has purchased and presently  intends
to purchase insurance for Bonds in Traditional Trusts exclusively from MBIA (see
the preceding disclosure regarding
 
                                       7
<PAGE>
MBIA). There can be no assurance that any insurer listed therein will be able to
satisfy  its commitments in  the event claims  are made in  the future. However,
Standard &  Poor's  Corporation has  rated  the claims-paying  ability  of  each
insurer "AAA," and Moody's Investors Service has rated all bonds insured by each
such  insurer,  except ConnieLee,  "Aaa."  Moody's Investor's  Service  gives no
ratings for bonds insured by ConnieLee.
 
    Because any such insurance  will be effective so  long as the insured  Bonds
are  outstanding, such insurance  will be taken into  account in determining the
market value  of  such Bonds  and  therefore  some value  attributable  to  such
insurance  will be included in the value of the Units of the Trust that includes
such Bonds. The insurance does not,  however, guarantee the market value of  the
Bonds or of the Units.
 
ACCUMULATION PLAN
 
The  Sponsor, John Nuveen & Co.  Incorporated, is also the principal underwriter
of the  Nuveen Municipal  Bond Fund,  Inc. (the  "Bond Fund"),  Nuveen  Tax-Free
Reserves, Inc. ("Tax-Free Reserves"), Nuveen California Tax-Free Fund, Inc. (the
"California  Fund"),  Nuveen Tax-Free  Bond Fund,  Inc. ("Tax-Free  Bond Fund"),
Nuveen Insured Tax-Free  Bond Fund, Inc.  (the "Insured Bond  Fund") and  Nuveen
Tax-Free  Money  Market Fund,  Inc.  (the "Money  Market  Fund") and  the Nuveen
Multistate  Tax-Free  Trust  (the  "Multistate  Trust").  Each  of  these  funds
(together,  the  "Accumulation Funds")  is  an open-end,  diversified management
investment  company  into  which  Unitholders  may  choose  to  reinvest   Trust
distributions  automatically,  without any  sales  charge. (Reinvestment  in the
California Fund is available only  to Unitholders who are California  residents.
Reinvestment in the State Portfolios of the Tax-Free Bond Fund, the Insured Bond
Fund,  the  Money Market  Fund and  the  Multistate Trust  is available  only to
Unitholders who  are residents  of  the states  for  which such  portfolios  are
named.)  Unitholders may reinvest  both interest and  principal distributions or
principal distributions only. Each  Accumulation Fund has investment  objectives
which  differ in  certain respects from  those of  the Trusts and  may invest in
securities which would not be eligible for deposit in the Trusts. The investment
adviser to  each Accumulation  Fund  is Nuveen  Advisory Corp.,  a  wholly-owned
subsidiary  of  the  Sponsor. The  following  is  a general  description  of the
investment objectives  and  policies  of  each Accumulation  Fund.  For  a  more
detailed description, Unitholders should read the prospectus of the Accumulation
Fund in which they are interested.
 
THE BOND FUND
 
    The  Bond  Fund has  the  objective of  providing,  through investment  in a
professionally managed portfolio of long-term  municipal bonds, as high a  level
of  current interest income exempt from Federal income tax as is consistent with
preservation of capital. The Bond Fund  may include in its portfolio  tax-exempt
bonds  rated Baa or BBB or better by Moody's or Standard & Poor's, unrated bonds
which, in the  opinion of  the investment adviser,  have credit  characteristics
equivalent  to  bonds  rated  Baa  or  BBB  or  better,  and  certain  temporary
investments, including securities the interest income from which may be  subject
to Federal income tax.
 
TAX-FREE RESERVES
 
    Tax-Free  Reserves is a  "money market" fund that  includes in its portfolio
only obligations  maturing  within  one  year  from  the  date  of  acquisition,
maintains an average maturity of all investments of 120 days or less, values its
portfolio at amortized cost and seeks to maintain a net asset value of $1.00 per
share. It provides checkwriting and expedited wire redemption privileges for its
shareholders.   Tax-Free  Reserves  has  the  objective  of  providing,  through
investment in  a professionally  managed portfolio  of high  quality  short-term
municipal  obligations, as high  a level of current  interest income exempt from
Federal income  tax  as is  consistent  with  preservation of  capital  and  the
maintenance  of  liquidity.  Tax- Free  Reserves  may include  in  its portfolio
municipal obligations rated Aaa, Aa, MIG-1, VMIG-1 or Prime-1 by Moody's or AAA,
AA, SP-1 or A-1 by Standard & Poor's, unrated municipal obligations that, in the
opinion of the  investment adviser,  have credit  characteristics equivalent  to
obligations   rated  as  above,  tax-exempt   obligations  backed  by  the  U.S.
Government, and temporary investments that may be subject to Federal income tax.
 
THE CALIFORNIA FUND
 
    The California Fund has  the objective of  providing, through investment  in
professionally managed portfolios of California municipal obligations, as high a
level  of current interest income exempt from both Federal and California income
taxes as is consistent with the investment policies of each of the portfolios of
the California Fund  and with  preservation of  capital. Each  portfolio of  the
California  Fund may include  temporary investments that may  be subject to tax.
California Unitholders may reinvest in one of three portfolios of the California
Fund: The Nuveen California Tax-Free  Value Fund, the Nuveen California  Insured
Tax-Free Value Fund and the Nuveen California Tax-Free Money Market Fund.
 
   
    The  Nuveen California  Tax-Free Value  Fund invests  primarily in long-term
investment grade  California tax-exempt  bonds (I.E.,  bonds rated  in the  four
highest  categories by Moody's  or Standard &  Poor's or, if  unrated, that have
equivalent credit characteristics). The Nuveen California Insured Tax-Free Value
Fund invests primarily in the same type of investments as the Nuveen  California
Tax-Free  Value Fund,  each of  which is  covered by  insurance guaranteeing the
timely payment of  principal and  interest or  is backed  by a  deposit of  U.S.
Government securities.
    
 
    The  Nuveen  California  Tax-Free  Money Market  Fund  invests  primarily in
high-quality short term California tax-  exempt money market instruments  (I.E.,
obligations    rated   in   the   two   highest   categories   by   Moody's   or
 
                                       8
<PAGE>
Standard & Poor's or, if unrated, that have equivalent credit  characteristics).
This  portfolio will include only obligations  maturing within one year from the
date of acquisition, will maintain an average maturity of all investments of 120
days or  less, will  value its  portfolio at  amortized cost  and will  seek  to
maintain  a net asset value  of $1.00 per share.  The Nuveen California Tax-Free
Money Market Fund provides for an expedited wire redemption privilege.
 
THE TAX-FREE BOND FUND
 
    The Tax-Free Bond Fund consists  of the Nuveen Massachusetts Tax-Free  Value
Fund,  the Nuveen New York  Tax-Free Value Fund, the  Nuveen Ohio Tax-Free Value
Fund, and the Nuveen  New Jersey Tax-Free Value  Fund, which are each  available
for  reinvestment to Unitholders who  are residents of the  state for which such
portfolio is  named. The  Tax-Free Bond  Fund has  the objective  of  providing,
through  investment in a professionally managed portfolio of municipal bonds, as
high a level of current interest income exempt both from Federal income tax  and
from  the  income  tax  imposed  by  each  portfolio's  designated  state  as is
consistent with preservation of capital. The  Tax-Free Bond Fund may include  in
each  of its  portfolios tax-exempt  bonds rated Baa  or BBB  or better; unrated
bonds  which,  in   the  opinion   of  the  investment   adviser,  have   credit
characteristics  equivalent to  bonds rated  Baa or  BBB or  better; and certain
temporary investments, including securities the  interest income from which  may
be subject to Federal and state income tax.
 
THE INSURED BOND FUND
 
    The  Insured Bond Fund  consists of the Nuveen  Insured Municipal Bond Fund,
the Nuveen Massachusetts  Insured Tax-Free Value  Fund and the  Nuveen New  York
Insured  Tax-Free  Value  Fund, which  are  each available  for  reinvestment to
Unitholders. (The Massachusetts and  New York Portfolios  are available only  to
those  Unitholders who  are residents  of the state  for which  the portfolio is
named.) The Insured Bond Fund has the objective of providing, through investment
in professionally managed  portfolios of  municipal bonds,  as high  a level  of
current  interest income exempt from both Federal income tax and, in the case of
designated state portfolios,  from the  income tax imposed  by each  portfolio's
designated  state, as  is consistent with  preservation of  capital. The Insured
Bond Fund may include in each of its portfolios the same type of investments  as
the  Tax-Free Bond Fund, each of which  is covered by insurance guaranteeing the
timely payment of  principal and  interest or  is backed  by a  deposit of  U.S.
Government securities.
 
THE MONEY MARKET FUND
 
    The  Money Market Fund  consists of the  Nuveen Massachusetts Tax-Free Money
Market Fund and the Nuveen New York  Tax-Free Money Market Fund, which are  each
available  for reinvestment  to Unitholders who  are residents of  the state for
which such portfolio is named. The Money Market Fund includes in its  portfolios
only  obligations  maturing  within  one  year  from  the  date  of acquisition,
maintains an average  maturity of  120 days or  less, values  its portfolios  at
amortized  cost and seeks to maintain a net  asset value of $1.00 per share. The
Money Market  Fund  has  the  objective  of  providing,  through  investment  in
professionally   managed  portfolios   of  high   quality  short-term  municipal
obligations, as high a level of current interest income exempt both from Federal
income tax and from the income tax imposed by each portfolio's designated  state
as  is consistent with stability of  principal and the maintenance of liquidity.
The  Money  Market  Fund  may  include  in  each  of  its  portfolios  municipal
obligations  rated Aaa, Aa, MIG-1, MIG- 2, VMIG-1, VMIG-2, Prime 1 or Prime 2 by
Moody's or  AAA, AA,  SP-1,  SP-2, A-1  or A-2  by  Standard &  Poor's;  unrated
municipal  obligations  that, in  the opinion  of  the investment  adviser, have
credit characteristics equivalent to obligations  rated as above; and  temporary
investments that may be subject to Federal and state income tax.
 
THE MULTISTATE TRUST
 
    The Multistate Trust consists of the Nuveen Arizona Tax-Free Value Fund, the
Nuveen Florida Tax-Free Value Fund, the Nuveen Maryland Tax-Free Value Fund, the
Nuveen  Michigan Tax-Free Value Fund, the Nuveen New Jersey Tax-Free Value Fund,
the Nuveen Pennsylvania  Tax-Free Value Fund  and the Nuveen  Virginia Tax  Free
Value  Fund, which  are each available  for reinvestment to  Unitholders who are
residents of the state for which  such portfolio is named. The Multistate  Trust
has  the objective of providing, through  investment in a professionally managed
portfolio of municipal bonds, as high a level of current interest income  exempt
from  both regular Federal  income tax and the  applicable state personal income
tax as is  consistent with  preservation of  capital. The  Multistate Trust  may
include  in each  of its  portfolios tax-exempt  bonds rated  "Baa" or  "BBB" or
better, unrated bonds  which, in  the opinion  of the  investment advisor,  have
credit  characteristics  equivalent to  bonds rated  "baa"  or "BBB"  or better,
limited to  no more  than 20%  of  the Multistate  Trust's assets,  and  certain
temporary investments that may be subject to Federal and state income tax.
 
    Each  person who purchases Units of a  Trust may become a participant in the
Accumulation Plan and elect  to have his  or her distributions  on Units of  the
Trust  invested directly in shares of one of the Accumulation Funds. Reinvesting
Unitholders  may  select  any  interest  distribution  plan.  Thereafter,   each
distribution  of  interest  income  or  principal  on  the  participant's  Units
(principal only in  the case of  a Unitholder  who has chosen  to reinvest  only
principal  distributions) will, on the applicable distribution date, or the next
day on which the New  York Stock Exchange is  normally open ("business day")  if
the  distribution  date is  not  a business  day,  automatically be  received by
Shareholder Services, Inc., transfer agent  for each of the Accumulation  Funds,
on behalf of such
 
                                       9
<PAGE>
participant  and applied on that date  to purchase shares (or fractions thereof)
of the Accumulation Fund chosen at net  asset value as computed as of 4:00  p.m.
eastern  time on  each such  date. All distributions  will be  reinvested in the
Accumulation Fund chosen  and no  part thereof will  be retained  in a  separate
account. These purchases will be made without a sales charge.
 
INFORMATION ABOUT THE SPONSOR
 
John Nuveen & Co. Incorporated, the Sponsor and Underwriter, was founded in 1898
and  is  the oldest  and  largest investment  banking  firm specializing  in the
underwriting and distribution of tax-exempt securities and maintains the largest
research department in the investment  banking community devoted exclusively  to
the  analysis of municipal securities. In  1961 the Sponsor began sponsoring the
Nuveen Tax-Free Unit Trust  and, since this  time, it has  issued more than  $30
billion  in tax-exempt unit trusts, including over $8 billion in insured trusts.
The Sponsor is  also principal underwriter  of the Nuveen  Municipal Bond  Fund,
Inc.,  the Nuveen  Tax-Free Money Market  Fund, Inc.,  Nuveen Tax-Free Reserves,
Inc., Nuveen California Tax-Free  Fund, Inc., Nuveen  Tax-Free Bond Fund,  Inc.,
Nuveen Insured Tax-Free Bond Fund, Inc. and Nuveen Tax-Exempt Money Market Fund,
Inc.,  all  registered open-end  management investment  companies, and  acted as
co-managing underwriter of Nuveen Municipal Value Fund, Inc., Nuveen  California
Municipal  Value Fund, Inc., Nuveen New  York Municipal Value Fund, Inc., Nuveen
Municipal Income  Fund, Inc.,  Nuveen California  Municipal Income  Fund,  Inc.,
Nuveen  New York  Municipal Income Fund,  Inc., Nuveen  Premium Income Municipal
Fund, Inc.,  Nuveen Performance  Plus Municipal  Fund, Inc.,  Nuveen  California
Performance  Plus  Municipal  Fund,  Inc.,  Nuveen  New  York  Performance  Plus
Municipal Fund, Inc.,  Nuveen Municipal Advantage  Fund, Inc., Nuveen  Municipal
Market  Opportunity Fund,  Inc., Nuveen California  Municipal Market Opportunity
Fund, Inc.,  Nuveen New  York Municipal  Market Opportunity  Fund, Inc.,  Nuveen
Investment  Quality Municipal  Fund, Inc., Nuveen  California Investment Quality
Municipal Fund, Inc., Nuveen New  York Investment Quality Municipal Fund,  Inc.,
Nuveen  Insured Quality Municipal Fund,  Inc., Nuveen Florida Investment Quality
Municipal Fund, Nuveen  Pennsylvania Investment Quality  Municipal Fund,  Nuveen
New  Jersey  Investment  Quality Municipal  Fund,  Inc., and  the  Nuveen Select
Quality Municipal Fund,  Inc., Nuveen California  Quality Municipal Fund,  Inc.,
Nuveen  New  York Select  Quality Municipal  Fund,  Inc., Nuveen  Quality Income
Municipal Fund, Inc.,  Nuveen Insured Municipal  Opportunity Fund, Inc.,  Nuveen
Florida  Quality Income Municipal Fund, Nuveen Michigan Quality Income Municipal
Fund, Inc., Nuveen New Jersey Quality  Income Municipal Fund, Inc., Nuveen  Ohio
Quality   Income  Municipal  Fund,  Inc.,  Nuveen  Pennsylvania  Quality  Income
Municipal Fund, Nuveen  Texas Quality Income  Municipal Fund, Nuveen  California
Quality  Income Municipal Fund,  Inc., Nuveen New  York Quality Income Municipal
Fund, Inc., Nuveen Premier  Insured Municipal Income  Fund, Inc., Nuveen  Select
Tax  Free Income  Portfolio, Nuveen Select  Tax Free Income  Portfolio 2, Nuveen
Insured California Select  Tax-Free Income  Portfolio, Nuveen  Insured New  York
Select  Tax-Free Income Portfolio, Nuveen Premium Income Municipal Fund 2, Inc.,
Nuveen Select Tax Free  Income Portfolio 3,  Nuveen Select Maturities  Municipal
Fund,  Nuveen  Insured California  Premium Income  Municipal Fund,  Inc., Nuveen
Arizona Premium  Income  Municipal Fund,  Inc.,  Nuveen Insured  Premium  Income
Municipal  Fund,  Inc., Nuveen  Insured Florida  Premium Income  Municipal Fund,
Nuveen Michigan Premium Income Municipal  Fund, Inc., Nuveen New Jersey  Premium
Income  Municipal Fund, Inc.,  Nuveen Insured New  York Premium Income Municipal
Fund, Inc., Nuveen Ohio Premium Income Municipal Fund, Inc., Nuveen Pennsylvania
Premium Income  Municipal  Fund, Nuveen  Texas  Premium Income  Municipal  Fund,
Nuveen Premium Income Municipal Fund 4, Inc., Nuveen Pennsylvania Premium Income
Municipal Fund 2, Nuveen Insured Florida Premium Income Municipal Fund 2, Nuveen
Maryland Premium Income Municipal Fund, Nuveen Virginia Premium Income Municipal
Fund,  Nuveen  Massachusetts  Premium  Income  Municipal  Fund,  Nuveen  Insured
California Premium  Income  Municipal Fund  2,  Inc., Nuveen  Insured  New  York
Premium Income Municipal Fund 2, Nuveen New Jersey Premium Income Municipal Fund
2,  Nuveen  Washington Premium  Income Municipal  Fund, Nuveen  Michigan Premium
Income Municipal Fund 2,  Nuveen Georgia Premium  Income Municipal Fund,  Nuveen
Missouri  Premium  Income  Municipal  Fund,  Nuveen  Connecticut  Premium Income
Municipal Fund, Nuveen North Carolina Premium Income Municipal Fund, Nuveen  New
Jersey  Premium Income Municipal Fund 3, Nuveen Florida Premium Income Municipal
Fund, Nuveen New York Premium  Income Municipal Fund, Nuveen California  Premium
Income  Municipal  Fund, Nuveen  Pennsylvania Premium  Income Municipal  Fund 3,
Nuveen  Maryland  Income  Municipal  Fund  2,  Nuveen  Virginia  Premium  Income
Municipal  Fund 2, Nuveen  Ohio Premium Income Municipal  Fund 2, Nuveen Insured
Premium Income Municipal Fund 2, Nuveen California Premium Income Municipal Fund
2, all registered closed-end  management investment companies. These  registered
open-end  and closed-end investment companies currently have approximately $32.8
billion  in  tax-exempt  securities  under  management.  Nationwide,  more  than
1,000,000  individual investors  have purchased  Nuveen's tax  exempt trusts and
funds.  The  present  corporation  was  organized  in  1967  as  a  wholly-owned
subsidiary  of Nuveen Corporation,  successor to the original  John Nuveen & Co.
founded in 1898 as a sole proprietorship and incorporated in 1953. In 1974, John
Nuveen &  Co. Incorporated  became a  wholly-owned subsidiary  of The  St.  Paul
Companies,  Inc., a financial  services management company  located in St. Paul,
Minnesota. On May 19, 1992, common shares comprising a minority interest in  The
John  Nuveen Company ("JNC"),  a newly organized corporation  which holds all of
the shares of  Nuveen, were  sold to  the general  public in  an initial  public
offering.  St. Paul retains a controlling interest in JNC with over 70% of JNC's
shares. The  Sponsor is  a  member of  the  National Association  of  Securities
Dealers,  Inc. and  the Securities  Industry Association  and has  its principal
offices located
 
                                       10
<PAGE>
in Chicago (333 W. Wacker  Drive) and New York (Swiss  Bank Tower, 10 East  50th
Street). It maintains 14 regional offices.
 
    To help advisers and investors better understand and more efficiently use an
investment  in the Trust  to reach their investment  goals, the Trust's sponsor,
John Nuveen &  Co. Incorporated,  may advertise and  create specific  investment
programs  and  systems.  For  example, such  activities  may  include presenting
information on how to use  an investment in the  Trust, alone or in  combination
with  an investment in other mutual funds or unit investment trusts sponsored by
Nuveen, to accumulate  assets for  future education needs  or periodic  payments
such  as  insurance  premiums.  The  Trust's  sponsor  may  produce  software or
additional sales literature to promote the advantages of using the Trust to meet
these and other specific investor needs.
 
    The  Sponsor  offers  a  program   of  advertising  support  to   registered
broker-dealer  firms, banks and bank affiliates ("Firms") that sell Trust Units.
Under this program, the  Sponsor will pay  or reimburse the Firm  for up to  one
half  of specified media costs incurred in the placement of advertisements which
jointly feature the Firm and the Nuveen Trusts. Reimbursements to the Firm  will
be  based on the number  of the Firm's registered  representatives who have sold
Trust Units during the prior calendar year according to an established schedule.
Reimbursements under this program  will be made  by the Sponsor  and not by  the
Trusts.
 
DESCRIPTION OF RATINGS*
 
    STANDARD  & POOR'S CORPORATION.  A  description of the applicable Standard &
Poor's Corporation rating symbols and their meanings follows:
 
    A Standard & Poor's rating is  a current assessment of the  creditworthiness
of  an obligor with respect  to a specific debt  obligation. This assessment may
take into consideration obligors such as guarantors, insurers or lessees.
 
    The rating is  not a recommendation  to purchase, sell  or hold a  security,
inasmuch  as  it  does not  comment  as to  market  price or  suitability  for a
particular investor.
 
    The ratings are  based on  current information  furnished by  the issuer  or
obtained by Standard & Poor's from other sources it considers reliable. Standard
&  Poor's does not  perform an audit in  connection with any  rating and may, on
occasion, rely on unaudited financial  information. The ratings may be  changed,
suspended  or withdrawn as  a result of  changes in, or  unavailability of, such
information, or for other circumstances.
 
    The ratings are based, in varying degrees, on the following considerations:
 
     I.  Likelihood of default--capacity  and willingness of  the obligor as  to
         the timely payment of interest and repayment of principal in accordance
         with the terms of the obligation;
 
     II.  Nature of and provisions of the obligation;
 
    III.  Protection  afforded by, and  relative position of,  the obligation in
          the event of  bankruptcy, reorganization or  other arrangements  under
          the laws of bankruptcy and other laws affecting creditors' rights.
 
    AAA--This  is the  highest rating  assigned by Standard  & Poor's  to a debt
obligation. Capacity to pay interest and repay principal is extremely strong.
 
    AA--Bonds rated AA  have a very  strong capacity to  pay interest and  repay
principal, and differ from the highest rated issues only in small degree.
 
    A--Bonds rated A have a strong capacity to pay interest and repay principal,
although they are somewhat more susceptible to the adverse effects of changes in
circumstances and economic conditions than bonds in higher rated categories.
 
    BBB--Bonds  rated BBB  are regarded  as having  an adequate  capacity to pay
interest and repay principal. Whereas they normally exhibit adequate  protection
parameters,  adverse  economic  conditions or  changing  circumstances  are more
likely to lead to a  weakened capacity to pay  interest and repay principal  for
bonds in this category than for bonds in the higher rated categories.
 
    PLUS  (+) OR MINUS (-): The ratings from "AA" to "BB" may be modified by the
addition of a  plus or minus  sign to  show relative standing  within the  major
rating categories.
 
    PROVISIONAL   RATINGS:  The  letter   "p"  indicates  that   the  rating  is
provisional. A  provisional  rating assumes  the  successful completion  of  the
project  being financed by the  issuance of the bonds  being rated and indicates
that payment of debt service requirements is largely or entirely dependent  upon
the successful and timely completion of the project. This rating, however, while
addressing  credit quality  subsequent to  completion of  the project,  makes no
comment on the  likelihood of,  or the  risk of  default upon  failure of,  such
completion.  Accordingly,  the investor  should exercise  his own  judgment with
respect to such likelihood and risk.
 
- ----------
*As published by the rating companies.
 
                                       11
<PAGE>
    NOTE RATINGS:  A  Standard  &  Poor's note  rating  reflects  the  liquidity
concerns  and market access risks unique to notes.  Notes due in 3 years or less
will likely  receive a  note rating.  Notes maturing  beyond 3  years will  most
likely receive a long-term debt rating.
 
    Note rating symbols are as follows:
 
        SP-1  Very  strong  or strong  capacity to  pay principal  and interest.
              Those   issues   determined   to   possess   overwhelming   safety
              characteristics will be given a plus (+) designation.
 
        SP-2  Satisfactory capacity to pay principal and interest.
 
RATINGS OF INSURED TRUST UNITS
 
    A  Standard &  Poor's rating  on the  units of  an insured  investment trust
(hereinafter referred  to collectively  as "units"  and "trusts")  is a  current
assessment  of  creditworthiness with  respect to  the  investment held  by such
trust. This assessment takes  into consideration the  financial capacity of  the
issuers  and of any guarantors, insurers,  lessees or mortgagors with respect to
such investments. The assessment, however, does not take into account the extent
to which  trust  expenses or  portfolio  asset sales  for  less than  the  trust
purchase  price  will  reduce payment  to  the  unitholder of  the  interest and
principal required to be paid on  the portfolio assets. In addition, the  rating
is  not a recommendation to purchase, sell or hold units, inasmuch as the rating
does not comment as to market price of the units or suitability for a particular
investor.
 
    Units rated "AAA" are composed exclusively of assets that are rated "AAA" by
Standard &  Poor's  and/or certain  short-term  investments. Standard  &  Poor's
defines  its  AAA rating  for  such assets  as  the highest  rating  assigned by
Standard &  Poor's to  a debt  obligation. Capacity  to pay  interest and  repay
principal  is very strong. However,  unit ratings may be  subject to revision or
withdrawal at any time by Standard & Poor's and each rating should be  evaluated
independently of any other rating.
 
    MOODY'S  INVESTORS  SERVICE, INC.   A  brief  description of  the applicable
Moody's Investors Service, Inc. rating symbols and their meanings follows:
 
    Aaa--Bonds which are rated Aaa are judged to be the best quality. They carry
the smallest degree of  investment risk and are  generally referred to as  "gilt
edge."  Interest payments are protected by a large or by an exceptionally stable
margin and principal is secure. While the various protective elements are likely
to change, such changes  as can be  visualized are most  unlikely to impair  the
fundamentally  strong position of such issues. Their safety is so absolute that,
with the  occasional  exception  of  oversupply in  a  few  specific  instances,
characteristically,  their  market  value  is affected  solely  by  money market
fluctuations.
 
    Aa--Bonds which  are rated  Aa  are judged  to be  of  high quality  by  all
standards. Together with the Aaa group they comprise what are generally known as
high  grade bonds. They are  rated lower than the  best bonds because margins of
protection may  not  be  as  large  as in  Aaa  securities  or  fluctuations  of
protective  elements may be of greater amplitude  or there may be other elements
present which  make the  long-term  risks appear  somewhat  larger than  in  Aaa
securities.  Their  market value  is virtually  immune to  all but  money market
influences, with  the  occasional exception  of  oversupply in  a  few  specific
instances.
 
    A--Bonds  which are rated A possess many favorable investment attributes and
are to be considered as upper medium grade obligations. Factors giving  security
to  principal and interest are considered  adequate, but elements may be present
which suggest a susceptibility to impairment sometime in the future. The  market
value  of A-rated bonds may be influenced to some degree by economic performance
during a sustained period of depressed business conditions, but, during  periods
of  normalcy,  A-rated  bonds  frequently  move  in  parallel  with  Aaa  and Aa
obligations, with  the occasional  exception  of oversupply  in a  few  specific
instances.
 
    Moody's  bond rating  symbols may contain  numerical modifiers  of a generic
rating classification. The modifier 1 indicates that the bond ranks at the  high
end  of its  category; the  modifier 2  indicates a  mid-range ranking;  and the
modifier 3 indicates that the issue ranks in the lower end of its generic rating
category.
 
    Baa--Bonds which are rated Baa  are considered as medium grade  obligations,
i.e.,  they are neither  highly protected nor  poorly secured. Interest payments
and principal security appear  adequate for the  present but certain  protective
elements  may be lacking or may  be characteristically unreliable over any great
length of time. Such  bonds lack outstanding  investment characteristics and  in
fact  have speculative  characteristics as well.  The market  value of Baa-rated
bonds is more  sensitive to changes  in economic circumstances,  and aside  from
occasional  speculative factors applying to some bonds of this class, Baa market
valuations move in  parallel with Aaa,  Aa and A  obligations during periods  of
economic normalcy, except in instances of oversupply.
 
    Con.  (--)--Bonds for which the security depends upon the completion of some
act or the  fulfillment of  some condition  are rated  conditionally. These  are
bonds  secured by (a)  earnings of projects under  construction, (b) earnings of
projects unseasoned  in  operation  experience, (c)  rentals  which  begin  when
facilities are completed, or (d) payments to which some other limiting condition
attaches.  Parenthetical rating denotes probable  credit stature upon completion
of construction or elimination of basis of condition.
 
                                       12
<PAGE>
    NOTE RATINGS:
 
    MIG 1-- This  designation  denotes best  quality.  There is  present  strong
           protection  by established cash flows,  superior liquidity support or
           demonstrated broad-based access to the market for refinancing.
 
    MIG 2-- This designation  denotes high  quality. Margins  of protection  are
           ample although not so large as in the preceding group.
 
HOW THE TRUST COMPARES PERFORMANCE
 
    The  Sponsor may compare the estimated returns of the Trust with the returns
or yields  of  other  tax-free  and taxable  investments,  often  on  a  taxable
equivalent  basis. In addition, the Sponsor from  time to time may quote various
performance measures  and studies  in order  to compare  the historical  returns
available  from an investment  in municipal securities  with investments in both
tax-free and taxable securities.
 
    In September 1995, Nuveen  Research prepared one  such study which  compared
the  after-tax value  of $100,000  initially invested  in 1975  in various asset
classes including  municipal  bonds,  treasury bonds  and  corporate  bonds.  As
indicated  in the chart  provided below, the 20-year  study shows that municipal
bonds significantly outperformed corporate and  treasury bonds once the  effects
of  taxes were  factored in.  In fact, over  the 20-year  period, municipal bond
returns in dollars were more than double those of treasury bonds.
 
                 AFTER-TAX VALUE OF $100,000 INVESTED IN 1975*
 
    The graph  appearing on  this page  of the  Information Supplement  compares
after-tax  total returns  of $100,000  initially in 1975  in each  of the Lehman
Brothers MuniBond Index, Long-Term Treasury Index and Long-Term Corporate Index.
As indicated in the  graph, such an investment  in the Lehman Brothers  MuniBond
Index,  Long-Term  Treasury  Index  and  Long-Term  Corporate  Index  would have
appreciated to  $448,740, $267,668,  and $304,049,  respectively at  the end  of
1994.  The  graph  assumes all  proceeds  of  investment are  reinvested  at the
respective index rates at the time of reinvestment and also assumes that 20%  of
the assets in each category are turned over annually and proceeds are reinvested
in the respective indexes. The tax rates assumed to generate the after-tax total
returns  were based upon the income and  capital gain rates applicable each year
from 1975-1994 for an investor who earned the inflation-adjusted equivalents  of
$400,000  in 1994. In addition, treasury returns were "grossed up" an assumed 5%
to take into account the Treasuries' exemption from state income tax. The  graph
is  for  illustrative  purposes  only,  and does  not  represent  the  return or
performance of any  Nuveen Tax-Free Unit  Trust and is  not intended to  predict
future results.
 
    *  The  graph compares  after-tax total  returns  using the  Lehman Brothers
MuniBond Index,  Long-Term Treasury  Index and  Long-Term Corporate  Index.  The
graph  assumes all proceeds of investment are reinvested at the respective index
rates at the time  of reinvestment and  also assumes that 20%  of the assets  in
each  category  are turned  over  annually and  proceeds  are reinvested  in the
respective indexes.  The  tax rates  assumed  to generate  the  after-tax  total
returns  were based upon the income and  capital gain rates applicable each year
from 1975-1994 for an investor who earned the inflation-adjusted equivalents  of
$100,000  in 1994. In addition, treasury returns were "grossed up" an assumed 5%
to take into account the Treasuries' exemption from state income tax. The  graph
is  for  illustrative  purposes  only,  and does  not  represent  the  return or
performance of any  Nuveen Tax-Free Unit  Trust and is  not intended to  predict
future results.
 
    A  comparison  of  the  estimated  returns of  the  Trust  and  the historic
performance  of  municipal  bonds  to  the  returns  and  performance  of  other
investments  is  one  element  to  consider  in  making  an  informed investment
decision. Taxable investments have  investment characteristics that differ  from
those  of the Trust.  U.S. Government bonds are  long-term investments backed by
the full faith  and credit of  the U.S.  Government and are  subject to  federal
income  tax  but are  exempt from  state  income taxes.  Bank CDs  are generally
short-term FDIC insured investments, which pay fixed principal and interest  but
are subject to fluctuating rollover rates. Both bank CDs and corporate bonds are
generally subject to both federal and state income taxes. Money market funds are
short  term investments  with stable  net asset  values, fluctuating  yields and
special features that enhance liquidity.
 
HOW TO CALCULATE YOUR ESTIMATED INCOME
 
    The examples provided below illustrate how to calculate the estimated annual
income generated by a hypothetical $10,000 investment in each respective  Trust.
The  illustrations assume that the  investment was made on  the day prior to the
date of deposit  by an investor  electing the monthly  distribution plan.  These
hypothetical
 
                                       13
<PAGE>
examples  are  for illustrative  purposes only  and not  intended to  reflect or
predict the results of any actual investment.
 
<TABLE>
<S>                              <C>        <C>                              <C>        <C>
EXAMPLE OF HOW TO CALCULATE YOUR ESTIMATED INCOME:
 
    CONNECTICUT TRADITIONAL TRUST 279
 
    $10,000                       DIVIDED  BY $100.74                        =          99.265
    Investment                              Offering price and                          # of units purchased
    (as of 04/02/96)                        accrued interest
 
    99.265                       X          $5.1141                          =          $507.65
    # of units purchased                    Annual income per unit                      annual income
                                            (monthly plan)
</TABLE>
 
<TABLE>
<S>                              <C>        <C>                              <C>        <C>
EXAMPLE OF HOW TO CALCULATE YOUR ESTIMATED INCOME:
 
    NATIONAL INSURED TRUST 316
 
    $10,000                       DIVIDED  BY $100.72                        =          99.285
    Investment                              Offering price and                          # of units purchased
    (as of 04/02/96)                        accrued interest
 
    99.285                       X          $5.3429                          =          $530.47
    # of units purchased                    Annual income per unit                      annual income
                                            (monthly plan)
</TABLE>
 
                                       14
<PAGE>
                                   APPENDIX A
                             CONNECTICUT DISCLOSURE
 
ECONOMIC FACTORS--CONNECTICUT
 
    The  following information is only a summary of risk factors associated with
Connecticut. It has been compiled from official government statements and  other
publicly  available  documents.  Although the  Sponsors  have  not independently
verified the information, they have no reason to believe that it is not  correct
in all material respects.
 
    Connecticut's  manufacturing industry, which has  historically been of prime
economic importance to the State, its municipalities and its residents, has been
in decline for several years.  Although Connecticut's manufacturing industry  is
diversified   between  transportation  equipment  (primarily  aircraft  engines,
helicopters and submarines), non-electrical machinery, fabricated metal products
and electrical machinery, defense-related business represents a relatively  high
proportion  of  manufacturing  receipts.  As  a  result,  reductions  in defense
spending have had  a substantial adverse  effect on Connecticut's  manufacturing
industry.
 
    Connecticut's  manufacturing  employment  peaked  in  1985  at  over 441,000
workers but had declined 35.4% by 1994. Although the loss of manufacturing  jobs
was partially offset by a 66.3% rise in other non-agricultural employment during
the same period. Connecticut's growth in non-manufacturing employment has lagged
behind the New England region and the nation as a whole. Moreover, Connecticut's
largest  defense contractors have  announced plans to  reduce their labor forces
substantially over the next four years.
 
    From 1986 through 1994, Connecticut's unemployment rate was generally  lower
than  the unemployment  rate for  the U.S.  as a  whole, and  average per capita
personal income of Connecticut  residents was higher than  that of residents  of
other states. The average unemployment rate (seasonally adjusted) of Connecticut
increased  from a low  of 3.0% in  1988 to 7.5%  in 1992 and,  after a number of
important changes in the method of calculation, was reported to be 5.6% in 1994.
Average per capita personal income  of Connecticut residents increased in  every
year  from 1985  to 1994,  rising from $18,268  to $29,044.  However, pockets of
significant unemployment and poverty exist in some Connecticut cities and towns,
and Connecticut is  now in  a recession,  the depth  and duration  of which  are
uncertain.
 
    For  the  four  fiscal years  ended  June  30, 1991,  the  General  Fund ran
operating deficits of approximately $115,600,000, $28,000,000, $259,000,000  and
$808,500,000, respectively. At the end of the 1990-1991 fiscal year, the General
Fund  had an  accumulated unappropriated deficit  of $965,712,000.  For the four
fiscal years ended June  30, 1995, the General  Fund ran operating surpluses  of
approximately   $110,200,000,   $113,500,000,   $19,700,000   and   $80,500,000,
respectively. General Fund budgets for the  biennium ending June 30, 1997,  were
adopted  in  1995. General  Fund expenditures  and revenues  are budgeted  to be
approximately $9,800,000 and $10,150,000, for the 1995-1996 and 1996-1997 fiscal
years, respectively.
 
    In 1991,  to address  the General  Fund's growing  deficit, legislation  was
enacted  by which  the State  imposed an income  tax on  individuals, trusts and
estates for taxable  years generally commencing  in 1992. For  each fiscal  year
starting  with the  1991-1992 fiscal  year, the General  Fund has  operated at a
surplus with over 60% of the State's tax revenues being generated by the  income
tax  and the sales and use tax.  However, the State's budgeted expenditures have
more than doubled  from approximately  $4,300,000,000 for  the 1986-1987  fiscal
year to approximately $10,150,000,000 for the 1996-1997 fiscal year.
 
    The  1991 legislation also authorized the  State Treasurer to issue Economic
Recovery Notes to fund the General Fund's accumulated deficit of $965,712,000 as
of June 30,  1991, and  during 1991  the state  issued a  total of  $965,710,000
Economic  Recovery Notes, of which $315,710,000 were outstanding as of September
15, 1995. The notes were to be payable no larger than June 30, 1996, but as part
of the budget  adopted for the  biennium ending  June 30, 1997,  payment of  the
remaining  notes  scheduled  to  be  paid during  the  1995-96  fiscal  year was
rescheduled to be paid over the four fiscal years ending June 30, 1999.
 
    The State's primary  method for  financing capital projects  is through  the
sale  of  general obligation  bonds. As  of  September 15,  1995, the  State had
authorized  general  obligation   bonds  totaling   $10,513,394,000,  of   which
$9,068,876,000  had been  approved for  issuance by  the State  Bond Commission,
$7,715,675,000 had been issued, and $6,186,518,000 were outstanding.
 
    In 1995, the State established the  University of Connecticut as a  separate
corporate   entity  to   issue  bonds   and  construct   certain  infrastructure
improvements. The improvements  are to  be financed  by $18  million of  general
obligation  bonds of  the State  and $962 million  bonds of  the University. The
University's bonds  will be  secured by  a state  debt service  commitment,  the
aggregate  amount of which is limited to $382 million for the three fiscal years
ending June 30, 1999, and $580 million for the four fiscal years ending June 30,
2005.
 
                                      A-1
<PAGE>
    In addition to  the bonds  described above, the  State also  has limited  or
contingent  liability on  a significant amount  of other bonds.  Such bonds have
been issued  by the  following quasi-public  agencies: the  Connecticut  Housing
Finance Authority, the Connecticut Development Authority, the Connecticut Higher
Education  Supplemental  Loan  Authority,  the  Connecticut  Resources  Recovery
Authority and the Connecticut Health and Educational Facilities Authority.  Such
bonds  have also been issued by the cities  of Bridgeport and West Haven and the
Southeastern Connecticut Water Authority. As  of September 15, 1995, the  amount
of  bonds outstanding  on which  the State  has limited  or contingent liability
totaled $3,755,500,000.
 
    In 1984, the State established a program to plan, construct and improve  the
State's  transportation system  (other than Bradley  International Airport). The
total cost of the program  through June 30, 2000,  is currently estimated to  be
$11.2 billion, to be met from federal, state, and local funds. The State expects
to  finance most of its $4.7 billion share  of such cost by issuing $4.2 billion
of special tax obligation ("STO") bonds.  The STO bonds are payable solely  from
specified  motor fuel taxes, motor vehicle receipts, and license, permit and fee
revenues pledged therefor and credited to the Special Transportation Fund, which
was established to budget and account for such revenues.
 
    As of September 15, 1995, the General Assembly had authorized $4,157,900,000
of such STO bonds,  of which $3,269,700,000 had  been issued. It is  anticipated
that  additional STO bonds  will be authorized annually  in amounts necessary to
finance and to complete  the infrastructure program.  Such additional bonds  may
have  equal rank  with the  outstanding bonds  provided certain  pledged revenue
coverage requirements are met. The State expects to continue to offer bonds  for
this program.
 
    On  March 29, 1990,  Standard and Poors  reduced its ratings  of the State's
general obligation bonds from AA+ to AA,  and on April 9, 1990, Moody's  reduced
its  ratings from  Aa1 to Aa.  On September  13, 1991, Standard  & Poors further
reduced its  ratings  of  the  State's  general  obligation  bonds  and  certain
obligations  that depend in part on the creditworthiness of the State to AA-. On
March 17, 1995,  Fitch reduced  its ratings  of the  State's general  obligation
bonds from AA+ to AA.
 
    The  State,  its  officers  and its  employees  are  defendants  in numerous
lawsuits. Although  it  is  not  possible to  determine  the  outcome  of  these
lawsuits, the Attorney General has opined that an adverse decision in any of the
following  cases  might  have  a significant  impact  on  the  State's financial
position; (i)  an action  by inmates  of the  Department of  Correction  seeking
damages  and injunctive relief  with respect to  alleged violations of statutory
and constitutional rights as a result  of the monitoring and recording of  their
telephone  calls from the State's  correctional institutions; (ii) litigation on
behalf of black  and Hispanic school  children in the  City of Hartford  seeking
"integrated  education"  within the  Greater  Hartford metropolitan  area; (iii)
litigation involving claims  by Indian tribes  to less  than 1/10 of  1% of  the
State's  land area; (iv) litigation challenging  the State's method of financing
elementary and  secondary public  schools on  the ground  that it  denies  equal
access  to education; (v) an action on behalf of all persons with retardation or
traumatic brain injury, claiming that  their constitutional rights are  violated
by  placement in State  hospitals alleged not to  provide adequate treatment and
training,  and  seeking  placement   in  community  residential  settings   with
appropriate  support  services;  (vi)  an  action  by  the  Connecticut Hospital
Association and 33 hospitals seeking to require the State to reimburse hospitals
for in-patient medical services on a basis more favorable to them; (vii) a class
action by  the  Connecticut  Criminal Defense  Lawyers  Association  claiming  a
campaign  of illegal  surveillance activity  and seeking  damages and injunctive
relief; and  (viii) an  action to  enforce  the spending  cap provision  of  the
State's  constitution by  seeking to  require that  the General  Assembly define
certain terms used therein  and to enjoin certain  increases in "general  budget
expenditures"  until this is done. In  addition, a number of corporate taxpayers
have filed refund requests for corporation business tax, asserting that interest
and federal obligations may not be included  in the measure of that tax, on  the
grounds that to do so allegedly violates federal law because interest on certain
obligations  of the State is  not included in the measure  of the tax. The State
has attempted  to eliminate  the basis  for these  refund requests  by  enacting
legislation  that takes  by eminent  domain the  rights of  corporate holders to
exclude the  interest  on  such  obligations. The  State  will  compensate  such
corporate holders.
 
    General obligation bonds issued by municipalities are payable primarily from
ad  valorem  taxes on  property located  in  the municipality.  A municipality's
property tax  base  is  subject to  many  factors  outside the  control  of  the
municipality,  including the decline in Connecticut's manufacturing industry. In
addition to general obligation bonds backed by the full faith and credit of  the
municipality,  certain municipal  authorities finance projects  by issuing bonds
that are not  considered to  be debts  of the  municipality. Such  bonds may  be
repaid  only from revenues of the financed  project, the revenues from which may
be insufficient to service the related debt obligations.
 
    In recent years, certain Connecticut municipalities have experienced  severe
fiscal  difficulties and have  reported operating and  accumulated deficits. The
most  notable   of  these   is   the  City   of   Bridgeport,  which   filed   a
 
                                      A-2
<PAGE>
bankruptcy  petition on June 7, 1991. The State opposed the petition. The United
States Bankruptcy Court for the District of Connecticut held that Bridgeport has
authority to file such a petition but  that its petition should be dismissed  on
the grounds that Bridgeport was not insolvent when the petition was filed.
 
    Regional  economic  difficulties, reductions  in  revenues and  increases in
expenses could lead to further fiscal  problems for the State and its  political
subdivisions,  authorities and agencies. Difficulties in payment of debt service
on borrowings could result in declines,  possibly severe, in the value of  their
outstanding   obligations,  increases  in  their  future  borrowing  costs,  and
impairment of their ability to pay debt service on their obligations.
 
CONNECTICUT TAXABLE ESTIMATED CURRENT RETURN TABLE
 
    The following tables show the approximate taxable estimated current  returns
for  individuals  that are  equivalent to  tax-exempt estimated  current returns
under combined Federal and  state taxes, using  published 1996 marginal  Federal
tax  rates and marginal state tax rates  currently available and scheduled to be
in effect under the Connecticut Income Tax. The tables incorporate increased tax
rates  for  higher-income   taxpayers  that   were  included   in  the   Revenue
Reconciliation  Act of  1993. The table  assumes that Federal  taxable income is
equal to state income subject to tax, and for cases in which more than one state
rate falls within a Federal bracket, the state rate corresponding to the highest
income within that Federal bracket is  used. The combined state and Federal  tax
brackets shown reflect the fact that state tax payments are currently deductible
for  Federal tax  purposes. The table  does not  reflect any local  taxes or any
taxes other than  personal income taxes.  The tables illustrate  what you  would
have  to earn on  taxable investments to equal  the tax-exempt estimated current
return for your income tax bracket.  A taxpayer's marginal tax rate is  affected
by  both his taxable income and his  adjusted gross income. Locate your adjusted
gross and your taxable  income (which is your  adjusted gross income reduced  by
any  deductions and exemptions), then locate your  tax bracket based on joint or
single tax  filing. Read  across  to the  equivalent taxable  estimated  current
return you would need to match the tax-free income.
 
 COMBINED MARGINAL TAX RATES FOR JOINT TAXPAYERS WITH FOUR PERSONAL EXEMPTIONS
- --------------------------------------------------------------------------------
 
<TABLE>
<CAPTION>
                  FEDERAL
    FEDERAL      ADJUSTED      COMBINED
    TAXABLE        GROSS       STATE AND                    TAX-FREE ESTIMATED CURRENT RETURN
    INCOME        INCOME        FEDERAL       --------------------------------------------------------------
  (1,000'S)1    (1,000'S)2     TAX RATE3      4.50%   4.75%   5.00%   5.25%   5.50%   5.75%   6.00%   6.25%
 ------------- -------------  -----------     ------  ------  ------  ------  ------  ------  ------  ------
 <S>           <C>            <C>             <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>
 $     0- 40.1 $     0- 48.0      18.5   %     5.52    5.83    6.13    6.44    6.75    7.06    7.36    7.67
                  48.0- 71.0      22.0         5.77    6.09    6.41    6.73    7.05    7.37    7.69    8.01
    40.1- 96.9    48.0- 71.0      34.0         6.82    7.20    7.58    7.95    8.33    8.71    9.09    9.47
                 71.0-117.95      31.0         6.52    6.88    7.25    7.61    7.97    8.33    8.70    9.06
               117.95-240.45      32.0         6.62    6.99    7.35    7.72    8.09    8.46    8.82    9.19
    96.9-147.7   71.0-117.95      34.0         6.82    7.20    7.58    7.95    8.33    8.71    9.09    9.47
               117.95-176.95      35.0         6.92    7.31    7.69    8.08    8.46    8.85    9.23    9.62
               176.95-299.45      37.5         7.20    7.60    8.00    8.40    8.80    9.20    9.60   10.00
  147.7-263.75 117.95-176.95      40.0         7.50    7.92    8.33    8.75    9.17    9.58   10.00   10.42
               176.95-299.45      42.5         7.83    8.26    8.70    9.13    9.57   10.00   10.43   10.87
                 Over 299.45      40.0   4     7.50    7.92    8.33    8.75    9.17    9.58   10.00   10.42
   Over 263.75 176.95-299.45      46.5         8.41    8.88    9.35    9.81   10.28   10.75   11.21   11.68
                 Over 299.45      43.5   5     7.96    8.41    8.85    9.29    9.73   10.18   10.62   11.06
</TABLE>
 
                                      A-3
<PAGE>
 COMBINED MARGINAL TAX RATES FOR SINGLE TAXPAYERS WITH ONE PERSONAL EXEMPTION7
- --------------------------------------------------------------------------------
 
<TABLE>
<CAPTION>
                  FEDERAL
    FEDERAL      ADJUSTED      COMBINED
    TAXABLE        GROSS       STATE AND                    TAX-FREE ESTIMATED CURRENT RETURN
    INCOME        INCOME        FEDERAL       --------------------------------------------------------------
  (1,000'S)1    (1,000'S)2     TAX RATE3      4.50%   4.75%   5.00%   5.25%   5.50%   5.75%   6.00%   6.25%
 ------------- -------------  -----------     ------  ------  ------  ------  ------  ------  ------  ------
 <S>           <C>            <C>             <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>
 $     0- 24.0 $     0- 24.0      18.5   %     5.52    5.83    6.13    6.44    6.75    7.06    7.36    7.67
                  24.0- 35.0      22.0         5.77    6.09    6.41    7.73    7.05    7.37    7.69    8.01
   24.0- 58.15    24.0- 35.0      34.0         6.82    7.20    7.58    7.95    8.33    8.71    9.09    9.47
                 35.0-117.95      31.0         6.52    6.88    7.25    7.61    7.97    8.33    8.70    9.06
   58.15-121.3   35.0-117.95      34.0         6.82    7.20    7.58    7.95    8.33    8.71    9.09    9.47
               117.95-240.45      35.5         6.98    7.36    7.75    8.14    8.53    8.91    9.30    9.69
  121.3-263.75 117.95-240.45      40.5         7.56    7.98    8.40    8.82    9.24    9.66   10.08   10.50
                 Over 240.45      40.0   4     7.50    7.92    8.33    8.75    9.17    9.58   10.00   10.42
   Over 263.75   Over 240.45      43.5   5     7.96    8.41    8.85    9.29    9.73   10.18   10.62   11.06
</TABLE>
 
- ------------------
 
      1 The Connecticut Income Tax is based on Connecticut taxable income, which
is  not tied to Federal  taxable income. Connecticut taxable  income is equal to
Connecticut adjusted  gross income  ("CAGI") (which  is Federal  adjusted  gross
income  with  certain  modifications)  minus  the  allowable  personal exemption
($12,000 in the case of single  individuals; $24,000 for married persons  filing
jointly).   The  Connecticut  Income  Tax  provides  for  a  personal  exemption
phase-out, which essentially doubles  the effective marginal Connecticut  Income
Tax rate for single taxpayers whose CAGI is between $24,000 and $35,001 at which
point  the personal  exemption is completely  phased out.  For married taxpayers
filing a joint  return, the effective  marginal Connecticut Income  Tax rate  is
doubled  where CAGI is between $48,000 and  $71,001, at which point the personal
exemption is  completely phased  out. In  addition, as  reflected in  the  rates
shown,  the  Connecticut  Income  Tax  provides for  a  tax  credit  (at varying
percentages depending on the  taxpayer's CAGI) against the  income tax which  is
based  on  CAGI  and, in  effect,  varies  the income  tax  rate  for taxpayers.
Investors should consult  their own  tax advisors  regarding the  effect of  the
credit on marginal tax rates at specific CAGI levels.
 
      2  It is assumed that CAGI is  equal to Federal adjusted gross income. See
note 1 regarding  the impact  of CAGI on  the determination  of the  Connecticut
Income Tax.
 
      3  The tables reflect the effect of limitations on itemized deductions and
the deduction for personal exemptions. These limitations were designed to  phase
out  certain  benefits of  such deductions  for  higher income  taxpayers. These
limitations, in effect, raise the current  maximum marginal Federal tax rate  to
approximately  44.0 percent for taxpayers filing  a joint return and entitled to
four personal exemptions and to approximately 41.0 percent for taxpayers  filing
a  single return entitled to only  one personal exemption. These limitations are
subject to certain maximums,  which depend on the  number of exemptions  claimed
and  the total  amount of the  taxpayer's itemized deductions.  For example, the
limitation on itemized deductions  will not cause a  taxpayer to lose more  than
80% of his allowable itemized deductions, with certain exceptions.
 
      4  Combined tax rate reverts to 38.88% after the 80% cap on the limitation
on itemized deductions has been met.
 
      5 Combined tax rate reverts to 42.32% after the 80% cap on the  limitation
on itemized deductions has been met.
 
                                      A-4
<PAGE>
                                   APPENDIX B
                              NATIONAL DISCLOSURE
 
NATIONALLY DIVERSIFIED TRUST TAXABLE ESTIMATED CURRENT RETURN TABLE
(NATIONAL INSURED TRUST)
 
    The  following tables show the approximate taxable estimated current returns
for individuals  that are  equivalent to  tax-exempt estimated  current  returns
under  published  1996  marginal  Federal  tax  rates.  The  tables  incorporate
increased tax  rates for  higher-income tax  payers that  were included  in  the
Revenue Reconciliation Act of 1993. The tables illustrate what you would have to
earn on taxable investments to equal the tax-exempt estimated current return for
your  income tax bracket. A taxpayer's marginal tax rate is affected by both his
taxable income and his adjusted gross income. Locate your adjusted gross  income
and  your taxable  income (which  is your adjusted  gross income  reduced by any
deductions and  exemptions), then  locate your  tax bracket  based on  joint  or
single  tax  filing. Read  across to  the  equivalent taxable  estimated current
return you would need to match the tax-free income.
 
  MARGINAL FEDERAL TAX RATES FOR JOINT TAXPAYERS WITH FOUR PERSONAL EXEMPTIONS
- --------------------------------------------------------------------------------
 
<TABLE>
<CAPTION>
                  FEDERAL
    FEDERAL      ADJUSTED
    TAXABLE        GROSS                                    TAX-FREE ESTIMATED CURRENT RETURN
    INCOME        INCOME        FEDERAL       --------------------------------------------------------------
   (1,000'S)     (1,000'S)     TAX RATE1      4.75%   5.00%   5.25%   5.50%   5.75%   6.00%   6.25%   6.50%
 ------------- -------------  -----------     ------  ------  ------  ------  ------  ------  ------  ------
 <S>           <C>            <C>             <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>
 $     0- 40.1 $    0-117.95      15.0   %     5.59    5.88    6.18    6.47    6.76    7.06    7.35    7.65
    40.1- 96.9      0-117.95      28.0         6.60    6.94    7.29    7.64    7.99    8.33    8.68    9.03
               117.95-176.95      29.0         6.69    7.04    7.39    7.75    8.10    8.45    8.80    9.15
    96.9-147.7      0-117.95      31.0         6.88    7.25    7.61    7.97    8.33    8.70    9.06    9.42
               117.95-176.95      32.0         6.99    7.35    7.72    8.09    8.46    8.82    9.19    9.56
               176.95-299.45      34.5         7.25    7.63    8.02    8.40    8.78    9.16    9.54    9.92
  147.7-263.75 117.95-176.95      37.0         7.54    7.94    8.33    8.73    9.13    9.52    9.92   10.32
               176.95-299.45      40.0         7.92    8.33    8.75    9.17    9.58   10.00   10.42   10.83
                 Over 299.45      37.0   2     7.54    7.94    8.33    8.73    9.13    9.52    9.92   10.32
   Over 263.75 176.95-299.45      44.0         8.48    8.93    9.38    9.82   10.27   10.71   11.16   11.61
                 Over 299.45      41.0   3     8.05    8.47    8.90    9.32    9.75   10.17   10.59   11.02
</TABLE>
 
  MARGINAL FEDERAL TAX RATES FOR SINGLE TAXPAYERS WITH ONE PERSONAL EXEMPTION
- --------------------------------------------------------------------------------
 
<TABLE>
<CAPTION>
                  FEDERAL
    FEDERAL      ADJUSTED
    TAXABLE        GROSS                                    TAX-FREE ESTIMATED CURRENT RETURN
    INCOME        INCOME        FEDERAL       --------------------------------------------------------------
   (1,000'S)     (1,000'S)     TAX RATE1      4.75%   5.00%   5.25%   5.50%   5.75%   6.00%   6.25%   6.50%
 ------------- -------------  -----------     ------  ------  ------  ------  ------  ------  ------  ------
 <S>           <C>            <C>             <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>
 $    0- 24.00 $    0-117.95      15.0   %     5.59    5.88    6.18    6.47    6.76    7.06    7.35    7.65
  24.00- 58.15      0-117.95      28.0         6.60    6.94    7.29    7.64    7.99    8.33    8.68    9.03
  58.15-121.30      0-117.95      31.0         6.88    7.25    7.61    7.97    8.33    8.70    9.06    9.42
               117.95-240.45      32.5         7.04    7.41    7.78    8.15    8.52    8.89    9.26    9.63
 121.30-263.75 117.95-240.45      38.0         7.66    8.06    8.47    8.87    9.27    9.68   10.08   10.48
                 Over 240.45      37.0   2     7.54    7.94    8.33    8.73    9.13    9.52    9.92   10.32
   Over 263.75   Over 240.45      41.0   3     8.05    8.47    8.90    9.32    9.75   10.17   10.59   11.02
</TABLE>
 
- ------------------
 
      1 The table reflects the effect of the limitations on itemized  deductions
and  the  deduction for  personal exemptions.  They were  designed to  phase out
certain  benefits  of  these  deductions  for  higher  income  taxpayers.  These
limitations,  in effect, raise the current  maximum marginal Federal tax rate to
approximately 44.0 percent for taxpayers filing  a joint return and entitled  to
four  personal exemptions and to approximately 41.0 percent for taxpayers filing
a single return entitled to only  one personal exemption. These limitations  are
subject  to certain maximums,  which depend on the  number of exemptions claimed
and the total  amount of the  taxpayer's itemized deductions.  For example,  the
limitation  on itemized deductions will  not cause a taxpayer  to lose more than
80% of his allowable itemized deductions, with certain exceptions.
 
      2 Federal tax rate reverts to 36.0% after the 80% cap on the limitation on
itemized deductions has been met.
 
      3 Federal tax rate reverts to 39.6% after the 80% cap on the limitation on
itemized deductions has been met.
 
                                      B-1
<PAGE>

Statement of differences between electronic filing and printed document.
   Pursuant to Rule 499(c) (7) under the Securities Act of 1933 and Rule
20-11 under the Investment Company Act of 1940, Registrant hereby identifies
those differences in the foregoing document between the electronic format in
which it is filed and the printed form in which it will be circulated:
   (1) The printed and distributed prospectus may be paged differently
because the printed document may contain a different amount of information on
each page from that contained in the electronic transmission.
   (2) On the cover page, in the index and on the last page of the printed
document, solid vertical bars will appear.
   (3) In the printed document, footnote symbols may include a "dagger" or
multiple "dagger".  The "dagger" symbol is represented as # in the electronic
document.
   (4) The printed and distributed prospectus will not  contain the
preliminary prospectus legend included at the beginning of the first
prospectus page.


<PAGE>

                       CONTENTS OF REGISTRATION STATEMENT

A.  BONDING ARRANGEMENTS OF DEPOSITOR:

    The Depositor has obtained  the following Stockbrokers Blanket Bonds
for its officers, directors and employees:

    INSURER/POLICY NO.                                     AMOUNT

    United Pacific Insurance Co.                           $10,000,000
    Reliance Insurance Company
    B 74 92 20

    Aetna Casualty and Surety                              $10,000,000
    08 F10618BCA

    St. Paul Insurance Co.                                 $ 6,000,000
    400 HC 1051

B.  This amendment of Registration Statement comprises the following papers 
and documents:

              The facing sheet

              The cross-reference sheet
 
              The Prospectus

              The signatures

              Consents of Independent Public
              Accountants and Counsel as indicated

              Exhibits as listed on page S-5

C.  Explanatory Note:

          This Amendment No. 1 to the Registration Statement contains multiple
     separate prospectuses.  Each prospectus will relate to an individual unit 
     investment trust and will consist of a Part A, a Part B and an Information 
     Supplement. Each prospectus will be identical will the exception of the 
     respective Part A which will contain the financial information specific to
     such underlying unit investment trust.  

D.  Undertakings:

          1.  With the exception of the information included in the state
     specific appendices to the Information Supplement, which will vary
     depending upon the make-up of a Fund or updated to reflect current
     events, any amendment to a Fund's Information Supplement will be
     subject to the review of the staff of the Securities and Exchange
     Commission prior to distribution; and

          2.  The Information Supplement to the Trust will not include third
     party financial information. 
<PAGE>

                                   SIGNATURES

    The Registrant, Nuveen Tax-Free Unit Trust, Series 855 hereby
identifies Series 401, 507, 512, 515, 517, 519, 723, 814 and 823 of the Nuveen
Tax-Exempt Unit Trust (the former name of the Nuveen Tax-Free Unit Trust) for 
purposes of the representations required by Rule 487 and represents the 
following:

    (1) that the portfolio securities deposited in the series as to the
securities of which this Registration Statement is being filed do not differ
materially in type or quality from those deposited in such previous series;

    (2) that, except to the extent necessary to identify the specific
portfolio securities deposited in, and to provide essential financial
information for, the series with respect to the securities of which this
Registration Statement is being filed, this Registration Statement does not
contain disclosures that differ in any material respect from those contained
in the registration statements for such previous series as to which the
effective date was determined by the Commission or the staff; and

    (3) that it has complied with Rule 460 under the Securities Act of 1933.

    Pursuant to the requirements of the Securities Act of 1933, the
Registrant, Nuveen Tax-Free Unit Trust, Series 855 has duly caused this
Amendment of Registration Statement to be signed on its behalf by the
undersigned thereunto duly authorized in the City of Chicago and State of
Illinois on 4/03/96.

 
                                NUVEEN TAX-FREE UNIT TRUST, SERIES 855
                                (Registrant)

                                By JOHN NUVEEN & CO. INCORPORATED
                                (Depositor)


                       
                                By: Anna R. Kucinskis
                                    _________________________________
                                    Vice President


                        
                           Attest:  Morrison C. Warren
                                    __________________________________
                                    Assistant Secretary


<PAGE>

    Pursuant to the requirements of the Securities Act of 1933, this Amendment
of Registration Statement has been signed below by the following persons in 
the capacities and on the dates indicated:


    SIGNATURE                     TITLE*                       DATE

Richard J. Franke       Chairman, Board of Directors  )
                        Chief Executive Officer and   )
                        Director                      )
                                                      )
Donald E. Sveen         President, Chief Operating    )
                        Officer and Director          )
                                                      )
                                             
Anthony T. Dean         Executive Vice President      ) Larry Woods Martin
                        and Director                  ) Attorney-In-Fact**
                                                      )
Timothy T. Schwertfeger Executive Vice President      )
                        and Director                  )

John P. Amboian         Chief Financial Officer and   )
                        Executive Vice President      )

O. Walter Renfftlen     Vice President and Controller )
                        (Principal Accounting Officer))
                                                      )
                                                      )4/03/96
___________________

*The titles of the persons named herein represent their capacity in and
relationship to John Nuveen & Co. Incorporated, the Depositor.

**The powers of attorney were filed on Form SE for Messrs. Franke, 
Sveen, Renfftlen, Dean and Schwertfeger with the Amendment to the 
Registration Statement on Form S-6 of Nuveen Tax-Free Unit Trust, 
Series 671 (File No. 33-49175). The Power of Attorney for Messr. Amboian
was filed with the Amendment to the Registration statement on Form S-6 of 
Nuveen Tax-Free Unit Trust, Series 823 (File No. 33-62325).


<PAGE>

855

                   CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS

    The consent of Arthur Andersen LLP to the use of its name in the Prospectus
included in the Registration Statement is filed by this amendment as Exhibit
4.4 to the Registratin Statement.
                       
                        CONSENT OF CHAPMAN AND CUTLER

    The consent of Chapman and Cutler to the use of its name in the Prospectus
included in the Registration Statement is contained in its opinions filed by
this amendment as Exhibits 3.1 and 3.2 to the Registration Statement.

                            CONSENT OF STATE COUNSEL

    The consents of special counsel to the Fund for state tax matters to the 
use of their names in the Prospectus included in the Registration Statement 
are contained in their opinions filed by this amendment as Exhibit 3.3 to the
Registration Statement.

                          CONSENT OF STANDARD & POOR'S,
                     A DIVISION OF THE MCGRAW-HILL COMPANIES 

    The consent of Standard & Poor's, a Division of The McGraw-Hill
Companies, to the use of its name in the Prospectus included in the Registration
Statement is filed by this amendment as Exhibit 4.1 to the Registration
Statement.

                   CONSENT OF KENNY S&P EVALUATION SERVICES

    The consent of Kenny S&P Evaluation Services to the use of its name in the
Prospectus included in the Registration Statement is filed by this amendment 
as Exhibit 4.2 to the Registration Statement.

                      CONSENT OF CARTER, LEDYARD & MILBURN

    The consent of Carter, Ledyard & Milburn to the use of its name in the
Prospectus included in the Registration Statement is filed by this amendment 
as Exhibit 4.3 to the Registration Statement.

<PAGE>

                                LIST OF EXHIBITS


1.1 (a)  Copy of Standard Terms and Conditions of Trust between John Nuveen &
         Co. Incorporated, Depositor, and The Chase Manhattan Bank (National
         Association), Trustee (as Exibit 1.1 (a) to the Sponsor's Registration
         Statement on Form S-6 relating to Series 823 of the Fund (file No.
         33-62325) and incorporated herein by reference).

1.1 (b)  Trust Indenture and Agreement.

2.1      Copy of Certificate of Ownership (Included in Exhibit 1.1(a) on
         pages 2 to 8, inclusive, and incorporated herein by reference).

3.1      Opinion of counsel as to legality of securities being registered.

3.2      Opinion of counsel as to Federal income tax status of securities
         being registered.

3.3      Opinions of special state counsel to the Fund for state tax matters
         as to income tax status to residents of the respective states of the
         units of the respective trusts and consents to the use of their names
         in the Prospectus.

4.1      Consent of Standard & Poor's, a Division of The McGraw-Hill Companies.

4.2      Consent of Kenny S&P Evaluation Services.

4.3      Consent of Carter, Ledyard & Milburn.

4.4      Consent of Arthur Andersen LLP

6.1      List of Directors and Officers of Depositor and other related 
         information (incorporated by reference to Form S-6 [File No.
         33-62325] filed on September 7, 1995 on behalf of Nuveen Tax-Free
         Unit Trust, Series 823).  


<PAGE>

Exhibit 1.1(b)
Nuveen Tax-Free Unit Trust Series 855
Trust Indenture and Agreement
Dated 4/03/96
This Trust Indenture and Agreement by and between John Nuveen & Co.
Incorporated, as Depositor and The Chase Manhattan Bank (National Association),
as Trustee, sets forth certain provisions in full and incorporates other
provisions by reference to the document entitled "Standard Terms and Conditions
of Trust for Nuveen Tax-Free Unit Trust Series 823 and subsequent Series,
effective September 7, 1995" (herein called the "Standard Terms and Conditions
of Trust"), and such provisions as are set forth in full and such provisions as
are incorporated by reference constitute a single instrument.  All references
herein to Articles and Sections are to Articles and Sections of the Standard
Terms and Conditions of Trust.
Witnesseth That:
In consideration of the promises and of the mutual agreements herein contained,
the Depositor and the Trustee, agree as follows:
Part I
Standard Terms and Conditions of Trust
Subject to the Provisions of Part II hereof, all the provisions contained in the
Standard Terms and Conditions of Trust are herein incorporated by reference in
their entirety and shall be deemed to be a part of this instrument as fully and
to the same extent as though said provisions had been set forth in full in this
instrument.
Part II
Special Terms and Conditions of Trust
The following special terms and conditions are hereby agreed to:
     (a)  The Bonds defined in Section 1.01(1) listed in Schedule A hereto have
been deposited in trust under this Trust Indenture and Agreement.
     (b)  The fractional undivided interest in and ownership of the Trust Fund
represented by each Unit for a Trust on the Initial Date of Deposit is the
amount set forth under the captions "Essential Information - Fractional
Undivided Interest in the Trust per Unit" in the Prospectus.
     (c)  The number of Units created of each Trust are as set forth under the
caption "Essential Information - Number of Units" in the Prospectus for each
Trust.
     (d)  Notwithstanding anything to the contrary in the Standard Terms and
Conditions of Trust, the phrase "Nuveen Tax-Exempt Unit Trust" shall be hereby
replaced with the phrase "Nuveen Tax-Free Unit Trust."

In Witness Whereof, John Nuveen & Co. Incorporated, has caused this Trust
Indenture and Agreement for Nuveen Tax-Free Unit Trust Series 855 to be
executed by its President, one of its Vice Presidents or one of its Assistant
Vice Presidents and its corporate seal to be hereto affixed and attested by its
Secretary or its Assistant Secretary and The Chase Manhattan Bank (National
Association) has caused this Trust Indenture and Agreement to be executed by one
of its Vice Presidents or Second Vice Presidents and its corporate seal to be
hereto affixed and attested to by one of its Assistant Treasurers; all as of the
day, month and year first above written.
John Nuveen & Co. Incorporated,
Depositor
By Larry Woods Martin
Authorized Officer
(Seal)
Attest:
By Morrison C. Warren
                    Assistant Secretary
The Chase Manhattan Bank (National Association), Trustee
By Timothy Kelley   
Second Vice President
(Seal)
Attest:
By Joseph Lyons
                    Assistant Treasurer
Schedule A to the Trust Indenture and Agreement Securities Initially
Deposited in Nuveen Tax-Free Unit Trust Series 855



(Note:    Incorporated herein and made a part hereof is the "Schedule of
Investments" as set forth for each Trust in the Prospectus.)



<PAGE>

EXHIBIT 3.1

(ON CHAPMAN AND CUTLER LETTERHEAD)

4/03/96


John Nuveen & Co. Incorporated
333 W. Wacker Drive
Chicago, Illinois  60606

RE:  Nuveen Tax-Free Unit Trust, Series 855

Gentlemen:

    We have served as counsel for you, as depositor of Nuveen Tax-Free Unit
Trust, Series 855 (hereinafter referred to as the "Fund"), in connection
with the issuance under the Trust Indenture and Agreement dated the date 
hereof between John Nuveen & Co. Incorporated, as Depositor, and The Chase
Manhattan Bank (National Association), as Trustee, of Units of fractional 
undivided interest in the one or more Trusts of said Fund (hereinafter referred 
to as the "Units").
 
    In connection therewith, we have examined such pertinent records and
documents and matters of law as we have deemed necessary in order to enable us
to express the opinions hereinafter set forth.

    Based upon the foregoing, we are of the opinion that:

   1.   The execution and delivery of the Trust Indenture and Agreement and
the establishment of book entry positions and the execution and issuance of 
certificates evidencing the Units in the Trusts of the Fund have been duly 
authorized; and

    2.   The book entry positions and certificates positions evidencing the 
Units in the Trusts of the Fund when duly executed and delivered or duly 
established by the Depositor and the Trustee in accordance with the 
aforementioned Trust Indenture and Agreement, will constitute valid and 
binding obligations of such Trusts and the Depositor in accordance with the 
terms thereof.

    We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement (File No. 333-01701) relating to the Units referred
to above and to the use of our name and to the reference to our firm in said
Registration Statement and in the related Prospectus.
Respectfully submitted,



CHAPMAN AND CUTLER
   

<PAGE>

EXHIBIT 4.4

CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS

As independent public accountants, we hereby consent to the use of 
our report and to all references to our Firm included in or made a
part of this Registration Statement.


ARTHUR ANDERSEN LLP

Chicago, Illinois
4/03/96



 
<PAGE>

EXHIBIT 4.2

(On J. J. Kenny Co., Inc. Letterhead)

4/03/96

John Nuveen & Company
333 West Wacker Drive
Chicago, IL 60606

Re:  Nuveen Tax Free Unit Trust, Series 855

Gentlemen:

     We have examined the registration statement File No. 333-01701
for the above-captioned trust.  We hereby acknowledge that
Kenny S&P Evaluation Services, a division of J. J. Kenny Co., Inc.
is currently acting as the evaluator for the trust. We hereby
consent to the use in the Registration Statement of the reference
to Kenny S&P Evaluation Services, a division of J. J. Kenny Co., Inc.
as evaluator.

     In addition, we hereby confirm that the ratings indicated in the
Registration Statement for the respective bonds comprising the trust
portfolio are the ratings currently indicated in our KENNYBASE database.

     You are hereby authorized to file a copy of this letter with the
Securities and Exchange Commission.

Sincerely,


Frank A. Ciccotto


<PAGE>

EXHIBIT 4.1

(ON STANDARD & POOR'S, A DIVISION OF THE MCGRAW-HILL COMPANIES LETTERHEAD)

4/03/96

John Nuveen & Company
333 West Wacker Drive
Chicago, Illinois  60606

Re:     NUVEEN TAX FREE UNIT TRUST, SERIES 855

        This is in response to your requests regarding the above-captioned
fund which consists of separate underlying insured and traditional unit
investment trusts, SEC file # 333-01701.

        INSURED TRUSTS.

        With respect to the insured trusts we have reviewed the information
presented to us and have assigned a 'AAA' rating to the units of each insured
trust and a 'AAA' rating to the securities contained in each insured trust.
The ratings are direct reflections of the portfolio of each insured trust,
which will be composed soley of securities covered by bond insurance policies
that insure against default in the payment of principal and interest on the
securities contained in each insured trust for as long as they remain
outstanding.  We understand that the bonds described in the prospectus are the
same as those in the attatched list.  Since such policies have been issued by
MBIA which has been assigned a 'AAA' claims paying ability rating by S&P, S&P
has assigned a 'AAA' to the units of each insured trust and a 'AAA' rating to
the securities contained in each trust.

        You have permission to use the name of Standard & Poor's, a Division of
The McGraw-Hill Companies and the above-assigned rating in connection with your
dissemination of information relating to the insured trusts provided that it is
understood that the ratings are not 'market' ratings nor recommendations to buy,
hold or sell the units of the insured trusts or the securities contained in the
insured trusts.  Further, it should be understood the rating on the units of
each insured trust does not take into account the extent to which the trust's
expenses or portfolio asset sales for less than the principal required to be
paid on the portfolio assets.  S&P reserves the right to advise its own clients,
subscribers, and the public of the ratings.  S&P relies on the sponsor and its
counsel, accountants, and other experts for the accuracy and completeness of the
information submitted in connection with the ratings.  S&P does not
independently verify the truth or accuracy of any such information.

        This letter evidences our consent to the use of the name of Standard &
Poor's, a Division of The McGraw-Hill Companies in connection with the rating
assigned to the units of each insured trust in the registration statement or
prospectus relating to the units and the trusts.  However, this letter should
not be construed as a consent by us, within the meaning of section 7 of the
Securities Act of 1933, to the use of Standard and Poor's, a Division of The
McGraw-Hill Companies in connection with the ratings assigned to the securities
contained in the insured trusts.  You are hereby authorized to file a copy of
this letter with the Securities and Exchange Commission.

        Please be certain to send us three copies of your final prospectus as
soon as it becomes available.  Should we not receive them within a reasonable
time after the closing or should they not conform to certification received by
us, we reserve the right to nullify the ratings.


<PAGE>



        TRADITIONAL TRUSTS.

        With respect to the traditional unit investment trusts within the
above-captioned fund, we have reviewed the information presented to us and we
hereby confirm that the ratings indicated in the prospectus as being assigned
by Standard & Poor's, a Division of The McGraw-Hill Companies to the securities
contained in each traditional trust of such fund are, according to our records,
the ratings currently assigned by Standard & Poor's, a Division of The
McGraw-Hill Companies to such securities.  You understand that Standard
& Poor's, a Division of The McGraw-Hill Companies has not consented to, and will
not consent to, being named as "expert" under the federal securities laws,
including and without limitation, Section 7 of the Securities Act of 1933, with
respect to the ratings on any securities contained in any of the traditional
trusts.

        Please note that the 'AAA' rating assigned to the units of each
insured trust does not apply to the units of any of the traditional trusts.


                                         STANDARD & POOR'S, A DIVISION
                                         OF THE MCGRAW-HILL COMPANIES
                                      
    
                                          Sanford Bragg



<PAGE>

EXHIBIT 3.2

(ON CHAPMAN AND CUTLER LETTERHEAD)

4/03/96

John Nuveen & Co. Incorporated
333 W. Wacker Drive
Chicago, Illinois  60606

RE:  Nuveen Tax-Free Unit Trust, Series 855

Gentlemen:

    We have served as counsel for you, as Depositor of Nuveen Tax-Free Unit
Trust, Series 855 (the "Fund") in connection with the issuance under the
Trust Indenture and Agreement, dated the date hereof between John Nuveen & Co.
Incorporated, as Depositor, and The Chase Manhattan Bank (National Association),
as Trustee, of Units of fractional undivided interest (the "Units"), as 
evidenced by a book entry position or certificate, if requested by the purchaser
of Units, in the one or more Trusts of said Fund.

    We have also served as counsel for you in connection with all previous
Series of the Nuveen Tax-Free Unit Trust and as such have previously 
examined such pertinent records and documents and matters of law as we have 
deemed necessary, including (but not limited to) the Trust Indenture and 
Agreements with respect to those series.  We have also examined such 
pertinent records and documents and matters of law as we have deemed 
necessary including (but not limited to) the Trust Indenture and Agreement 
relating to Nuveen Tax-Free Unit Trust, Series 855.

    We have concluded that the Trust Indenture and Agreement for the Fund and
its counterpart in each of the prior issues of Nuveen Tax-Free Unit Trust 
are in all material respects substantially identical.

    Based upon the foregoing, and upon such matters of law as we consider
to be applicable we are of the opinion that, under existing federal income
law:

    (i)  For Federal income tax purposes, each of the Trusts will not be
an association taxable as a corporation but will be governed by the provisions 
of Subchapter J (relating to Trusts) of Chapter 1, Internal Revenue Code of 
1986 (the "Code").

    (ii) Each Unitholder will be considered as owning a pro rata share of each 
asset of the respective Trust of the Fund in the proportion that the number of 
Units of such Trust held by him bears to the total number of outstanding Units 
of such Trust. Under Subpart E, Subchapter J of Chapter 1 of the Code, income 
of each Trust will be treated as income of each Unitholder thereof in the 
proportion described and an item of Trust income will have the same character in
the hands of a Unitholder as it would have in the hands of the Trustee.  
Accordingly, to the extent that the income of a Trust consists of interest and 
original issue discount excludable from gross income under Section 103 of the 
Code, such income will be excludable from Federal gross income of the 
Unitholder, except in the case of a Unitholder who is a substantial user (or a 
person related to such user) of a facility financed through issuance of any 
industrial development bonds or certain private activity bonds held by the 
Trust. In the case of such Unitholder who is a substantial user (and no other) 
interest received with respect to his Units attributable to such industrial 
development bonds or such private activity bonds is includable in his gross 
income. In the case of certain corporations, interest on the Bonds is included 
in computing the alternative minimum tax pursuant to Sections 56(c) of the Code,
the enviromental tax (the "Superfund Tax") imposed by Sections 59A of the Code, 
and the branch profits tax imposed by Section 884 of the Code with respect to 
U.S. branches of foreign corporations.

    (iii) Gain or loss will be recognized to a Unitholder upon
redemption or sale of his Units.  Such gain or loss is measured by comparing 
the proceeds of such redemption or sale with the adjusted basis of such Units.
Before adjustment, such basis would normally be cost if the Unitholder had
acquired his Units by purchase, plus his aliquot share of advances by the
Trustee to the Trust to pay interest on Bonds delivered after the Unitholder's
settlement date to the extent that such interest accrued on the Bonds during
the period from the Unitholder's settlement date to the date such Bonds are
delivered to the Trust, but only to the extent that such advances are to be
repaid to the Trustee out of interest received by the Fund with respect to
such Bonds.  In addition, such basis will be increased by both the
Unitholder's aliquot share of the accrued original issue discount (and market 
discount, if the Unitholder elects to include market discount in income as it
accrues) with respect to each Bond held by the Trust with respect to which there
was an original issue discount at the time the Bond was issued (or which was
purchased with market discount) and reduced by the annual amortization of bond
premium, if any, on Bonds held by the Trust.

<PAGE>

    (iv) If the Trustee disposes of a Trust asset (whether by sale, payment on
maturity, redemption or otherwise), gain or loss is recognized to the
Unitholder and the amount thereof is measured by comparing the
Unitholder's aliquot share of the total proceeds from the transaction
with his basis for his fractional interest in the asset disposed of.  Such 
basis is ascertained by apportioning the tax basis for his Units among each 
of the Trust assets (as of the date on which his Units were acquired) ratably 
according to their values as of the valuation date nearest the date on which 
he purchased such Units.  A Unitholder's basis in his Units and of his
fractional interest in each Trust asset must be reduced by the amount of his 
aliquot share of interest received by the Trust, if any, on Bonds delivered
after the Unitholder's settlement date to the extent that such
interest accrued on the Bonds during the period from the Unitholder's
settlement date to the date such Bonds are delivered to the Trust, must be 
reduced by the annual amortization of bond premium, if any, on Bonds held by 
the Trust; and must be increased by the Unitholder's share of accrued
original issue discount (and market discount, if the Unitholder elects to 
include market discount in income as it accrues) with respect to each Bond 
which, at the time the Bond was issued, had original issue discount (or which
was purchased with market discount).

     (v)  In the case of any Bond held by the Trust where the "stated
redemption price at maturity" exceeds the "issue price," such excess shall
be original issue discount.  With respect to each Unitholder, upon the
purchase of his Units subsequent to the original issuance of Bonds held by the
Trust Section 1272(a)(7) of the Code provides for a reduction in the accrued
"daily portion" of such original issue discount upon the purchase of a Bond
subsequent to the Bond's original issue, under certain circumstances.  In the
case of any Bond held by the Trust the interest on which is excludable from
gross income under Section 103 of the Code, any original issue discount which
accrues with respect thereto will be treated as interest which is excludable
from gross income under Section 103 of the Code.

    (vi)  In the case of Trusts for which MBIA Insurance Corporation ("MBIA")
insurance with respect to each of the Bonds deposited therein has been obtained 
by the Depositor or the issuer or underwriter of the Bonds, we have examined 
the form of MBIA's policy or several policies of insurance (the "Policies") 
which have been delivered to the Trustee.  Assuming issuance of Policies in such
form, in our opinion, any amounts paid under said Policies representing maturing
interest on defaulted obligations held by the Trustee will be excludable from 
Federal gross income if, and to the same extent as, such interest would have 
been so excludable if paid in normal course by the respective issuer, provided 
that, at the time such policies are purchased, the amounts paid for such
policies are reasonable, customary and consistent with the reasonable
expectation that the issuer of the bonds, rather than the insurer, will
pay debt service on the bonds. Paragraph (ii) of this opinion is accordingly
applicable to Policy proceeds representing maturing interest.
<PAGE>

    Sections 1288 and 1272 of the Code provide a complex set of rules governing
the accrual of original issue discount.  These rules provide that original issue
discount accrues either on the basis of a constant compound interest rate or 
ratably over the term of the Bond, depending on the date the Bond was issued. In
addition, special rules apply if the purchase price of a Bond exceeds the 
original issue price plus the amount of original issue discount which would have
previously accrued based upon its issue price (its "adjusted issue price").  The
application of these rules will also vary depending on the value of the bond on
the date a Unitholder acquires his Units, and the price the Unitholder pays for
his Units. 

     Because the Trusts do not include any "private activity bonds"
within the meaning of Section 57(a)(5) of the Code issued on or after August
8, 1986, none of the Trust Fund's interest income shall be treated as an item
of tax preference when computing the alternative minimum tax.  In the case of
corporations, for taxable years beginning after December 31, 1986, the alter-
native minimum tax and the Superfund Tax depend upon the corporation's
alternative minimum taxable income ("AMTI"), which is the corporation's
taxable income with certain adjustments.

    Pursuant to Section 56(c) of the Code, one of the adjustment
items used in computing AMTI and the Superfund Tax of a corporation
(other than an S Corporation, Regulated Investment Company, Real Estate
Investment Trust or REMIC) for tax years beginning in 1989 is an amount equal
to 75% of the excess of such corporation's "adjusted current earnings" over an
amount equal to its AMTI (before such adjustment item and the alternative tax
net operating loss deduction).  "Adjusted current earnings" includes all
tax-exempt interest, including interest on all Bonds in the Trust, and
tax-exempt original issue discount.

   Effective for tax returns filed after December 31, 1987,  all taxpayers
are required to disclose to the Internal Revenue Service the amount of
tax-exempt interest earned during the year.

    Section 265 of the Code provides for a reduction in each taxable year of 
100% of the otherwise deductible interest on indebtedness incurred or continued 
by financial institutions, to which either Section 585 or Section 593 of the 
Code applies, to purchase or carry obligations acquired after August 7, 1986 
(with certain exceptions), the interest on which is exempt from Federal income 
taxes for such taxable year.  Under rules prescribed by Section 265, the amount 
of interest otherwise deductible by such financial institutions in any taxable 
year which is deemed to be attributable to tax-exempt obligations acquired after
August 7, 1986 will be the amount that bears the same ratio to the interest 
deduction otherwise allowable (determined without regard to Section 265) to the
taxpayer for the taxable year as the taxpayer's average adjusted basis (within
the meaning of Section 1016) of tax-exempt obligations acquired after August 7,
1986, bears to such average adjusted basis for all assets of the taxpayer, 
unless such financial institution can otherwise establish under regulations to
be prescribed by the Secretary of the Treasury, the amount of interest on 
indebtedness incurred or continued to purchase or carry such obligations.  On 
December 7, 1995 the U.S. Treasury Department released proposed legislation 
that, if adopted, would generally extend the financial institution rules to 
all corporations, effective for obligations acquired after the date of 
announcement.

<PAGE>

    We also call attention to the fact that, under Section 265 of the
Code,  interest on indebtedness incurred or continued to purchase or carry
Units is not deductible for Federal income tax purposes. Under rules used by
the Internal Revenue Service for determining when borrowed funds are con-
sidered used for the purpose of purchasing or carrying particular assets, the
purchase of Units may be considered to have been made with borrowed funds even
though the borrowed funds are not directly traceable to the purchase of Units.
However, these rules generally do not apply to interest paid on indebtedness
incurred for expenditures of a personal nature such as a mortgage incurred to
purchase or improve a personal residence.

    "The Revenue Reconciliation Act of 1993" (the "Tax Act") subjects tax-exempt
bonds to the market discount rules of the Code effective for bonds purchased
after April 30, 1993.  In general, market discount is the amount (if any) by
which the stated redemption price at maturity exceeds an investor's purchase
price (except to the extent that such difference, if any, is attributable to
original issue discount not yet accrued) subject to a statutory de minimis rule.
Market discount can arise based on the price a Trust pays for Bonds or the price
a Unitholder pays for his or her Units.  Under the Tax Act, accretion of market
discount is taxable as ordinary income; under prior law, the accretion had been 
treated as capital gain.  Market discount that accretes while a Trust holds a 
Bond would be recognized as ordinary income by the Unitholders when principal 
payments are received on the Bond, upon sale or at redemption (including early 
redemption), or upon the sale or redemption of his or her Units, unless a 
Unitholder elects to include market discount in taxable income as it accrues.
     
    We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement (File No. 333-01701) relating to the Units referred
to above and to the use of our name and to the reference to our firm in said
Registration Statement and in the related Prospectus.

Respectfully submitted,


CHAPMAN AND CUTLER


<PAGE>
          
EXHIBIT 3.3

( ON DAY, BERRY & HOWARD LETTER)

4/03/96

John Nuveen & Co. Incorporated
333 West Wacker Drive
Chicago, Illinois  60606

RE:  Nuveen Tax-Free Unit Trust, Series 855
     Connecticut Traditional Trust 279

Gentlemen:

        You have requested that we act as special counsel with respect to
certain Connecticut tax aspects of Connecticut Traditional Trust 279 (the
"Connecticut Traditional Trust"), being created as part of the Nuveen
Tax-Free Unit Trust, Series 855 (the "Fund").
       
        The Fund is created under a Trust Indenture and Agreement dated the 
date hereof between John Nuveen & Co. Incorporated, as Depositor, and Chase 
Manhattan Bank, N.A., as Trustee.  The Fund will issue units in 
several state trusts, one of which is the Connecticut Traditional Trust.
Each unit of the Connecticut Traditional Trust (a "Unit") represents a 
fractional undivided interest in the principal and net income of the 
Connecticut Traditional Trust.  The Connecticut Traditional Trust and the 
trust for any other state included in the Fund will each be administered 
as a separate and distinct entity for all purposes, each having its own 
separate assets, accounts, and certificates.

        You have informed us that, upon the sale of Units of the Connecticut
Traditional Trust to investors (the "Unitholders"), the assets of the
Connecticut Traditional Trust will consist of certain obligations 
(the "Bonds").  Each of the Bonds has been issued by or on behalf of the 
State of Connecticut, a political subdivision thereof, or public 
instrumentality, state or local authority, district, or similar public 
entity created under the laws of the State of Connecticut or by or on 
behalf of a United States territory or possession the interest on the   

<PAGE>

obligations of which Federal law would prohibit Connecticut from taxing 
if received directly by a Unitholder.  In the opinion of bond counsel to the
issuer of each of the Bonds, the interest thereon is exempt from Federal 
income taxation. Distributions to Unitholders of interest received by the 
Connecticut Traditional Trust and of amounts received thereby upon the
maturity, redemption, sale, or other disposition of the Bonds will be made 
semi-annually except in the case of Unitholders who have elected a shorter 
distribution period.

        You have informed us that, in the opinion of Messrs. Chapman and 
Cutler, for Federal income tax purposes (i) the Connecticut Traditional Trust
will not be classified as an association, but will be governed by the
provisions of subchapter J of chapter 1 of the Internal Revenue Code of 1986,
relating to trusts;  (ii) pursuant to subpart E of said subchapter J, each
Unitholder will be considered to be the owner of a portion of each asset of
the Connecticut Traditional Trust and to have a portion of each item of
income of the Connecticut Traditional Trust, in each case such portion being
equal to the part of the whole thereof that the number of Units of the
Connecticut Traditional Trust held by him bears to the total number of
outstanding Units of the Connecticut Traditional Trust; (iii) each such
item of income will have the same character in the hands of a Unitholder as
in the hands of the Trustee; (iv) gain or loss will be recognized by a
Unitholder upon the redemption or sale of his Units or upon the maturity,
redemption, sale, or other disposition of a Bond held by the Connecticut
Traditional Trust; and (v) such income will be excludable from a Unitholder's
Federal gross income to the extent it consists of interest excludable
therefrom for Federal income tax purposes.
 
        Based on the foregoing, and relying explicitly on the opinion of 
Messrs. Chapman and Cutler regarding Federal income tax matters, we are of 
the opinion that, under existing Connecticut law:

1.   The Connecticut Traditional Trust is not subject to any tax on
     or measured by net income imposed by the State of Connecticut.

<PAGE>

2.   Interest income from a Bond held by the Connecticut Traditional
     Trust is not taxable under the Connecticut tax on the Connecticut
     taxable income of individuals, trusts, and estates (the "Connecticut 
     Income Tax"), when such interest is received by the Connecticut 
     Traditional Trust or distributed by it to a Unitholder.

3.   Gains and losses recognized by a Unitholder for Federal income tax 
     purposes upon the maturity, redemption, sale, or other disposition by the 
     Connecticut Traditional Trust of a Bond held by the Connecticut 
     Traditional Trust or upon the redemption, sale, or other disposition of a 
     Unit of the Connecticut Traditional Trust held by a Unitholder are taken 
     into account as gains or losses, respectively, for purposes of the 
     Connecticut Income Tax, except that, in the case of a Unitholder holding
     a Unit of the Connecticut Traditional Trust as a capital asset, such gains
     and losses recognized upon the maturity, redemption, sale, or exchange of
     a Bond issued by or on behalf of the State of Connecticut, any political 
     subdivision thereof, or public instrumentality, state or local authority,
     district, or similar public entity created under the laws of the State of
     Connecticut (a "Connecticut Bond") held by the Connecticut Traditional 
     Trust are excluded from gains and losses taken into account for purposes 
     of such tax and no opinion is expressed as to the treatment for purposes 
     of such tax of gains and losses recognized, to the extent attributable to
     Connecticut Bonds, upon the redemption, sale, or other disposition by a 
     Unitholder of a Unit of the Connecticut Traditional Trust held by him.

4.   The portion of any interest income or capital gain of the Connecticut
     Traditional Trust that is allocable to a Unitholder that is subject to 
     the Connecticut corporation business tax is includable in the gross 
     income of such Unitholder for purposes of such tax.

<PAGE>

5.   An interest in a Unit of the Connecticut Traditional Trust that is owned
     by or attributable to a Connecticut resident at the time of his death is 
     includable in his gross estate for purposes of the Connecticut succession
     tax and the Connecticut estate tax.

          

        We hereby consent, without admitting that we are in the category of
persons whose consent is required, to the filing of this opinion as an exhibit
to the Registration Statement relating to the Units and to the reference to 
our firm as special Connecticut tax counsel in such Registration Statement 
and the Prospectus contained therein.

        We understand that you may deliver a copy of this opinion to the 
Trustee and hereby consent to the Trustee's relying on this opinion as though 
it were addressed to the Trustee.

Very truly yours,



DAY, BERRY & HOWARD



<PAGE>


EXHIBIT 4.3

(ON CARTER LEDYARD & MILBURN LETTERHEAD)

4/03/96


Nuveen Tax-Free Unit Trust, Series 855
c/o John Nuveen & Co. Incorporated,
as Depositor of Nuveen Tax-Free Unit
Trust, Series 855
333 W. Wacker Drive
Chicago, Illinois  60606

RE:  Nuveen Tax-Free Unit Trust, Series 855

Dear Sirs:

    We hereby consent to the reference to our firm under the caption "What is
the Tax Status of Unitholders?" in the Registration Statement and
related Prospectus of Nuveen Tax-Free Unit Trust, Series 855 for the
registration of units of fractional undivided interest in the Fund in the 
aggregate principal amount as set forth in the Closing Memorandum dated 
today's date.
 
Very truly yours,


CARTER, LEDYARD & MILBURN
 
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<PAGE>
<ARTICLE> 6
<LEGEND>
This   schedule  contains  summary  financial  information  extracted  from  the
Connecticut Traditional Trust 279 which is incorporated in the Prospectus  dated
April   3,  1996  and  is  qualified  in  its  entirety  by  reference  to  such
prospectus.
</LEGEND>
<SERIES>
<NUMBER>                     001
<NAME>                        Connecticut Traditional
 
       
<S>                                                <C>
<PERIOD-TYPE>                                      OTHER
<FISCAL-YEAR-END>                                             March-31-1997
<PERIOD-END>                                                  March-31-1997
<INVESTMENTS-AT-COST>                                             3,335,625
<INVESTMENTS-AT-VALUE>                                            3,350,169
<RECEIVABLES>                                                        31,908
<ASSETS-OTHER>                                                            0
<OTHER-ITEMS-ASSETS>                                                      0
<TOTAL-ASSETS>                                                    3,387,777
<PAYABLE-FOR-SECURITIES>                                                  0
<SENIOR-LONG-TERM-DEBT>                                                   0
<OTHER-ITEMS-LIABILITIES>                                            31,908
<TOTAL-LIABILITIES>                                                  31,908
<SENIOR-EQUITY>                                                           0
<PAID-IN-CAPITAL-COMMON>                                                  0
<SHARES-COMMON-STOCK>                                                35,000
<SHARES-COMMON-PRIOR>                                                     0
<ACCUMULATED-NII-CURRENT>                                                 0
<OVERDISTRIBUTION-NII>                                                    0
<ACCUMULATED-NET-GAINS>                                                   0
<OVERDISTRIBUTION-GAINS>                                                  0
<ACCUM-APPREC-OR-DEPREC>                                                  0
<NET-ASSETS>                                                      3,350,169
<DIVIDEND-INCOME>                                                         0
<INTEREST-INCOME>                                                         0
<OTHER-INCOME>                                                            0
<EXPENSES-NET>                                                            0
<NET-INVESTMENT-INCOME>                                                   0
<REALIZED-GAINS-CURRENT>                                                  0
<APPREC-INCREASE-CURRENT>                                                 0
<NET-CHANGE-FROM-OPS>                                                     0
<EQUALIZATION>                                                            0
<DISTRIBUTIONS-OF-INCOME>                                                 0
<DISTRIBUTIONS-OF-GAINS>                                                  0
<DISTRIBUTIONS-OTHER>                                                     0
<NUMBER-OF-SHARES-SOLD>                                                   0
<NUMBER-OF-SHARES-REDEEMED>                                               0
<SHARES-REINVESTED>                                                       0
<NET-CHANGE-IN-ASSETS>                                                    0
<ACCUMULATED-NII-PRIOR>                                                   0
<ACCUMULATED-GAINS-PRIOR>                                                 0
<OVERDISTRIB-NII-PRIOR>                                                   0
<OVERDIST-NET-GAINS-PRIOR>                                                0
<GROSS-ADVISORY-FEES>                                                     0
<INTEREST-EXPENSE>                                                        0
<GROSS-EXPENSE>                                                           0
<AVERAGE-NET-ASSETS>                                                      0
<PER-SHARE-NAV-BEGIN>                                                 95.72
<PER-SHARE-NII>                                                           0
<PER-SHARE-GAIN-APPREC>                                                   0
<PER-SHARE-DIVIDEND>                                                      0
<PER-SHARE-DISTRIBUTIONS>                                                 0
<RETURNS-OF-CAPITAL>                                                      0
<PER-SHARE-NAV-END>                                                       0
<EXPENSE-RATIO>                                                           0
<AVG-DEBT-OUTSTANDING>                                                    0
<AVG-DEBT-PER-SHARE>                                                      0
        

</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<PAGE>
<ARTICLE> 6
<LEGEND>
This schedule contains summary financial information extracted from the National
Insured  Trust 316 which is  incorporated in the Prospectus  dated April 3, 1996
and is qualified in its entirety by reference to such prospectus.
</LEGEND>
<SERIES>
<NUMBER>                     002
<NAME>                        National Insured
 
       
<S>                                                <C>
<PERIOD-TYPE>                                      OTHER
<FISCAL-YEAR-END>                                             March-31-1997
<PERIOD-END>                                                  March-31-1997
<INVESTMENTS-AT-COST>                                             9,532,489
<INVESTMENTS-AT-VALUE>                                            9,570,188
<RECEIVABLES>                                                       127,387
<ASSETS-OTHER>                                                            0
<OTHER-ITEMS-ASSETS>                                                      0
<TOTAL-ASSETS>                                                    9,713,475
<PAYABLE-FOR-SECURITIES>                                                  0
<SENIOR-LONG-TERM-DEBT>                                                   0
<OTHER-ITEMS-LIABILITIES>                                           127,387
<TOTAL-LIABILITIES>                                                 127,387
<SENIOR-EQUITY>                                                           0
<PAID-IN-CAPITAL-COMMON>                                                  0
<SHARES-COMMON-STOCK>                                               100,000
<SHARES-COMMON-PRIOR>                                                     0
<ACCUMULATED-NII-CURRENT>                                                 0
<OVERDISTRIBUTION-NII>                                                    0
<ACCUMULATED-NET-GAINS>                                                   0
<OVERDISTRIBUTION-GAINS>                                                  0
<ACCUM-APPREC-OR-DEPREC>                                                  0
<NET-ASSETS>                                                      9,570,188
<DIVIDEND-INCOME>                                                         0
<INTEREST-INCOME>                                                         0
<OTHER-INCOME>                                                            0
<EXPENSES-NET>                                                            0
<NET-INVESTMENT-INCOME>                                                   0
<REALIZED-GAINS-CURRENT>                                                  0
<APPREC-INCREASE-CURRENT>                                                 0
<NET-CHANGE-FROM-OPS>                                                     0
<EQUALIZATION>                                                            0
<DISTRIBUTIONS-OF-INCOME>                                                 0
<DISTRIBUTIONS-OF-GAINS>                                                  0
<DISTRIBUTIONS-OTHER>                                                     0
<NUMBER-OF-SHARES-SOLD>                                                   0
<NUMBER-OF-SHARES-REDEEMED>                                               0
<SHARES-REINVESTED>                                                       0
<NET-CHANGE-IN-ASSETS>                                                    0
<ACCUMULATED-NII-PRIOR>                                                   0
<ACCUMULATED-GAINS-PRIOR>                                                 0
<OVERDISTRIB-NII-PRIOR>                                                   0
<OVERDIST-NET-GAINS-PRIOR>                                                0
<GROSS-ADVISORY-FEES>                                                     0
<INTEREST-EXPENSE>                                                        0
<GROSS-EXPENSE>                                                           0
<AVERAGE-NET-ASSETS>                                                      0
<PER-SHARE-NAV-BEGIN>                                                 95.70
<PER-SHARE-NII>                                                           0
<PER-SHARE-GAIN-APPREC>                                                   0
<PER-SHARE-DIVIDEND>                                                      0
<PER-SHARE-DISTRIBUTIONS>                                                 0
<RETURNS-OF-CAPITAL>                                                      0
<PER-SHARE-NAV-END>                                                       0
<EXPENSE-RATIO>                                                           0
<AVG-DEBT-OUTSTANDING>                                                    0
<AVG-DEBT-PER-SHARE>                                                      0
        

</TABLE>


<PAGE>

                                   MEMORANDUM

                 Nuveen Tax-Free Unit Trust, Series 855
                               File No. 333-01701


    The Prospectus and the Indenture filed with Amendment No. 1 of the
Registration Statement on Form S-6 have been revised to reflect information
regarding the execution of the Indenture and the deposit of bonds on 4/03/96,
and to set forth certain statistical data based thereon.  In addition, there 
are a number of other changes from the Prospectus as originally filed to which
reference is made, including the increase in the size of the Fund, a
corresponding increase in the number of Units and a change in the individual
trusts constituting the Fund.  All references to the Units, prices and related
statistical data will apply to each trust of the Fund and the Units thereof
individually.

    Except for such updating, an effort has been made to set forth below each 
of the changes and also to reflect the same by marking the Prospectus 
transmitted with the Amendment.  Also, differences between the Final 
Prospectus relating to the previous series of the Nuveen Tax-Exempt Unit 
Trust and the subject Prospectus have been indicated.

                                    FORM S-6

    FACING SHEET.  The file number is now shown.

                                 THE PROSPECTUS

     PART A-PAGE 2.       The "Estimated Long-Term Return" and "Estimated 
Current Return" to Unitholders under each Trust under each of the distribution
plans are stated.
     PART A-PAGES 1 - 2.  Essential information for each of the Trusts, 
including applicable footnotes, has been completed for this Series.

     PART A-PAGES 1 - 2.  The date of the Indenture has been inserted in Section
1 along with the size and number of Units of each of the Trusts.

     PART A-PAGES 1 - 6 et seq. The following information for each Trust appears
on the pages relating to such trust:

         The estimated daily accrual of interest under the plans of
         distribution for each of the Trusts

         Data regarding the composition of the portfolio of each
         Trust

         Disclosure regarding the states' economic and legislative
         matters relevant to investors of state trusts

         Concentrations of issues by purpose in each Trust

         The approximate percentage of the bonds in the
         portfolio of each Trust acquired in distributions where
         the Sponsor was either the sole underwriter or manager
         or member of the underwriting syndicate

         The percentage of "when issued" bonds in the portfolio
         of each Trust

         The schedule of investments for each Trust, including
         the notes thereto

         Descriptions of the opinions of the special tax
         counsel for state trusts

         The Record Dates and Distribution Dates for
         interest distributions for each Trust

         The statements of condition for each Trust
         and the accountant's report with regard thereto.

         The amount of the Trustee's Fee

         
CHAPMAN AND CUTLER


Chicago, Illinois

4/03/96


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