MUNICIPAL INVESTMENT TR FD MULTISTATE SER 314 DEF ASSET FDS
497, 2000-10-20
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<PAGE>

                           DEFINED ASSET FUNDS-REGISTERED TRADEMARK-
                           ----------------------------------------------------

                           MUNICIPAL INVESTMENT TRUST FUND
                           MULTISTATE SERIES--314
                           (A UNIT INVESTMENT TRUST)

                           -  CALIFORNIA AND NEW YORK PORTFOLIOS
                           -  PORTFOLIOS OF LONG TERM MUNICIPAL BONDS
                           -  DESIGNED TO BE FREE OF REGULAR FEDERAL INCOME TAX
                           -  EXEMPT FROM SOME STATE TAXES
                           -  MONTHLY DISTRIBUTIONS

SPONSORS:
MERRILL LYNCH,
PIERCE, FENNER & SMITH
INCORPORATED               -----------------------------------------------------
SALOMON SMITH BARNEY INC.  The Securities and Exchange Commission has not
PRUDENTIAL SECURITIES      approved or disapproved these Securities or passed
INCORPORATED               upon the adequacy of this prospectus. Any
PAINEWEBBER INCORPORATED   representation to the contrary is a criminal offense.
DEAN WITTER REYNOLDS INC.  Prospectus dated October 20, 2000.

<PAGE>
--------------------------------------------------------------------------------

Defined Asset Funds-Registered Trademark-
Defined Asset Funds-Registered Trademark- is America's oldest and largest family
of unit investment trusts, with over $160 billion sponsored over the last 28
years. Defined Asset Funds has been a leader in unit investment trust research
and product innovation. Our family of Funds helps investors work toward their
financial goals with a full range of quality investments, including municipal,
corporate and government bond portfolios, as well as domestic and international
equity portfolios.

Defined Asset Funds offer a number of advantages:
   - A Disciplined strategy of buying and holding with a long-term view is the
     cornerstone of Defined Asset Funds.
   - Fixed portfolio: Defined Funds follow a buy and hold investment strategy;
     funds are not managed and portfolio changes are limited.
   - Defined Portfolios: We choose the stocks and bonds in advance, so you know
     what you're investing in.
   - Professional research: Our dedicated research team seeks out stocks or
     bonds appropriate for a particular fund's objectives.
   - Ongoing supervision: We monitor each portfolio on an ongoing basis.

No matter what your investment goals, tolerance for risk or time horizon,
there's probably a Defined Asset Fund that suits your investment style. Your
financial professional can help you select a Defined Asset Fund that works best
for your investment portfolio.

THE FINANCIAL INFORMATION IN THIS PROSPECTUS IS AS OF JUNE 30, 2000, THE
EVALUATION DATE.

CONTENTS

<TABLE>
<CAPTION>
                                                    PAGE
                                                    ----
<S>                                                 <C>
California Insured Portfolio--
  Risk/Return Summary.............................    3
New York Portfolio--
  Risk/Return Summary.............................    6
What You Can Expect From Your Investment..........   10
  Monthly Income..................................   10
  Return Figures..................................   10
  Records and Reports.............................   10
The Risks You Face................................   11
  Interest Rate Risk..............................   11
  Call Risk.......................................   11
  Reduced Diversification Risk....................   11
  Liquidity Risk..................................   11
  Concentration Risk..............................   11
  State Concentration Risk........................   12
  Bond Quality Risk...............................   14
  Insurance Related Risk..........................   14
  Litigation and Legislation Risks................   14
Selling or Exchanging Units.......................   14
  Sponsors' Secondary Market......................   14
  Selling Units to the Trustee....................   14
  Exchange Option.................................   15
How The Fund Works................................   16
  Pricing.........................................   16
  Evaluations.....................................   16
  Income..........................................   16
  Expenses........................................   16
  Portfolio Changes...............................   17
  Fund Termination................................   17
  Certificates....................................   18
  Trust Indenture.................................   18
  Legal Opinion...................................   19
  Auditors........................................   19
  Sponsors........................................   19
  Trustee.........................................   19
  Underwriters' and Sponsors' Profits.............   19
  Public Distribution.............................   20
  Code of Ethics..................................   20
  Year 2000 Issues................................   20
Taxes.............................................   20
Supplemental Information..........................   22
Financial Statements..............................  D-1
</TABLE>

                                       2
<PAGE>
--------------------------------------------------------------------------------

CALIFORNIA INSURED PORTFOLIO--RISK/RETURN SUMMARY

 1. WHAT IS THE FUND'S OBJECTIVE?
   The Fund seeks interest income that is exempt from regular federal income
   taxes and some state and local taxes by investing in a fixed portfolio
   consisting primarily of insured, long term municipal revenue bonds.

 2. WHAT ARE MUNICIPAL REVENUE BONDS?
   Municipal revenue bonds are bonds issued by states, municipalities and public
   authorities to finance the cost of buying, building or improving various
   projects intended to generate revenue, such as airports, health care
   facilities, housing and municipal electric, water and sewer utilities.
   Generally, payments on these bonds depend solely on the revenues generated by
   the projects, excise taxes or state appropriations, and are not backed by the
   government's taxing power.

 3. WHAT IS THE FUND'S INVESTMENT STRATEGY?
 - The Fund plans to hold to maturity 9 long-term tax-exempt municipal bonds
   with an aggregate face amount of $3,800,000.

 - The Fund is a unit investment trust which means that, unlike a mutual fund,
   the Portfolio is not managed.

 - The bonds are rated AAA or Aaa by Standard & Poor's, Moody's or Fitch.

 - Many of the bonds can be called at a premium declining over time to par
   value. Some bonds may be called earlier at par for extraordinary reasons.

 - 100% of the bonds are insured by insurance companies that guarantee timely
   payments of principal and interest on the bonds (but not Fund units or the
   market value of the bonds before they mature).

   The Portfolio consists of municipal bonds of the following types:

<TABLE>
<CAPTION>
                                                    APPROXIMATE
                                                     PORTFOLIO
                                                    PERCENTAGE
<S>                                                 <C>
/ /Airports/Ports/Highways                                15%
/ /General Obligation                                     33%
/ /Hospitals/Health Care                                  27%
/ /Lease Rental                                            5%
/ /Municipal Water/Sewer Utilities                        20%
</TABLE>

 4. WHAT ARE THE SIGNIFICANT RISKS?
   YOU CAN LOSE MONEY BY INVESTING IN THE FUND. THIS CAN HAPPEN FOR VARIOUS
   REASONS, INCLUDING:

 - Rising interest rates, an issuer's worsening financial condition or a drop in
   bond ratings can reduce the price of your units.

 - Because the Portfolio is concentrated in hospital/health care and general
   obligation bonds, adverse developments in these sectors may affect the value
   of your units.

 - Assuming no changes in interest rates, when you sell your units, they will
   generally be worth less than your cost because your cost included a sales
   fee.

 - The Fund will receive early returns of principal if bonds are called or sold
   before they mature. If this happens your income will decline and you may not
   be able to reinvest the money you receive at as high a yield or as long a
   maturity.

   ALSO, THE PORTFOLIO IS CONCENTRATED IN BONDS OF CALIFORNIA SO IT IS LESS
   DIVERSIFIED THAN A NATIONAL FUND AND IS SUBJECT TO RISKS PARTICULAR TO
   CALIFORNIA WHICH ARE BRIEFLY DESCRIBED UNDER STATE CONCENTRATION RISKS LATER
   IN THIS PROSPECTUS.

                                       3
<PAGE>
 5. IS THIS FUND APPROPRIATE FOR YOU?
   Yes, if you want federally tax-free income. You will benefit from a
   professionally selected and supervised portfolio whose risk is reduced by
   investing in insured bonds of several different issuers.

   The Fund is NOT appropriate for you if you want a speculative investment that
   changes to take advantage of market movements, if you do not want a
   tax-advantaged investment or if you cannot tolerate any risk.

                               DEFINING YOUR INCOME

<TABLE>
<S>                                                 <C>
WHAT YOU MAY EXPECT (Payable on the 25th day of
the month to holders of record on the 10th day of
the month):
Regular Monthly Income per unit                     $4.25
Annual Income per unit:                             $51.10
THESE FIGURES ARE ESTIMATES DETERMINED ON THE EVALUATION
DAY; ACTUAL PAYMENTS MAY VARY.
</TABLE>

 6. WHAT ARE THE FUND'S FEES AND EXPENSES?
   This table shows the costs and expenses you may pay, directly or indirectly,
   when you invest in the Fund.

<TABLE>
<S>                                                 <C>
INVESTOR FEES
Maximum Sales Fee (Load) on new
purchases (as a percentage of
$1,000 invested)                                    2.90%
</TABLE>

   Employees of some of the Sponsors and their affiliates may pay a reduced
   sales fee of no less than $5.00 per unit.

   The maximum sales fee is reduced if you invest at least $100,000, as follows:

<TABLE>
<CAPTION>
                                                    YOUR MAXIMUM
                                                     SALES FEE
                  IF YOU INVEST:                      WILL BE:
                  --------------                    ------------
<S>                                                 <C>
Less than $100,000                                        2.90%
$100,000 to $249,999                                      2.65%
$250,000 to $499,999                                      2.40%
$500,000 to $999,999                                      2.15%
$1,000,000 and over                                       1.90%
Maximum Exchange Fee                                      1.90%
</TABLE>

   ESTIMATED ANNUAL FUND OPERATING EXPENSES

<TABLE>
<CAPTION>
                                                     AMOUNT
                                                    PER UNIT
                                                    --------
<S>                                                 <C>
Trustee's Fee                                        $0.70
Portfolio Supervision,
 Bookkeeping and
 Administrative Fees
 (including updating
 expenses)                                           $0.55
Evaluator's Fee                                      $0.32
Organization Costs                                   $0.20
Other Operating Expenses                             $0.39
                                                     -----
TOTAL                                                $2.16
</TABLE>

   The Sponsors historically paid organization costs and updating expenses.

 7. HOW HAVE SIMILAR FUNDS PERFORMED IN THE PAST?
   In the following chart we show past performance of prior California
   Portfolios, which had investment objectives, strategies and types of bonds
   substantially similar to this Fund. These prior Series differed in that they
   charged a higher sales fee. These prior California Series were offered after
   1987 and were outstanding on September 30, 2000. OF COURSE, PAST PERFORMANCE
   OF PRIOR SERIES IS NO GUARANTEE OF FUTURE RESULTS OF THIS FUND.

   AVERAGE ANNUAL COMPOUND TOTAL RETURNS
                    FOR PRIOR SERIES
    REFLECTING ALL EXPENSES. FOR PERIODS ENDED 9/30/00.

<TABLE>
<CAPTION>
                    WITH SALES FEE                    NO SALES FEE
               1 YEAR     5 YEARS  10 YEARS     1 YEAR     5 YEARS  10 YEARS
<S>         <C>           <C>      <C>       <C>           <C>      <C>
----------------------------------------------------------------------------
High               6.78%   5.72%     6.21%          9.54%   6.91%     6.80%
Average            4.09    4.58      5.97           6.38    5.65      6.55
Low                1.45    2.71      5.77           2.90    3.45      6.26
----------------------------------------------------------------------------
Average
Sales fee          2.20%   5.22%     5.66%
----------------------------------------------------------------------------
</TABLE>

NOTE: ALL RETURNS REPRESENT CHANGES IN UNIT PRICE WITH DISTRIBUTIONS REINVESTED
INTO THE MUNICIPAL FUND INVESTMENT ACCUMULATION PROGRAM.

 8. IS THE FUND MANAGED?
   Unlike a mutual fund, the Fund is not managed and bonds are not sold because
   of market changes. Rather, experienced Defined Asset Funds financial analysts
   regularly review the bonds in the Fund. The Fund may sell a bond if certain
   adverse credit or other conditions exist.

                                       4
<PAGE>
 9. HOW DO I BUY UNITS?
   The minimum investment is one unit.

   You can buy units from any of the Sponsors and other broker-dealers. The
   Sponsors are listed later in this prospectus. Some banks may offer units for
   sale through special arrangements with the Sponsors, although certain legal
   restrictions may apply.

<TABLE>
<S>                                                 <C>
UNIT PRICE PER UNIT                                 $990.08
(as of June 30, 2000)
</TABLE>

   Unit price is based on the net asset value of the Fund plus the sales fee. An
   amount equal to any principal cash, as well as net accrued but undistributed
   interest on the unit, is added to the unit price. An independent evaluator
   prices the bonds at 3:30 p.m. Eastern time every business day. Unit price
   changes every day with changes in the prices of the bonds in the Fund.

10. HOW DO I SELL UNITS?
   You may sell your units at any time to any Sponsor or the Trustee for the net
   asset value determined at the close of business on the date of sale. You will
   not pay any other fee when you sell your units.

11. HOW ARE DISTRIBUTIONS MADE AND TAXED?
   The Fund pays income monthly.

   In the opinion of bond counsel when each bond was issued, interest on the
   bonds in this Fund is generally 100% exempt from regular federal income tax.
   Your income may also be exempt from some California state and local personal
   income taxes if you live in California.

   You will also receive principal payments if bonds are sold or called or
   mature, when the cash available is more than $5.00 per unit. You will be
   subject to tax on any gain realized by the Fund on the disposition of bonds.

12. WHAT OTHER SERVICES ARE AVAILABLE?

   REINVESTMENT
   You will receive your income in cash unless you choose to compound your
   income by reinvesting at no sales fee in the Municipal Fund Investment
   Accumulation Program, Inc. This program is an open-end mutual fund with a
   comparable investment objective, but the bonds will generally not be insured.
   Income from this program will generally be subject to state and local income
   taxes. FOR MORE COMPLETE INFORMATION ABOUT THE PROGRAM, INCLUDING CHARGES AND
   FEES, ASK THE TRUSTEE FOR THE PROGRAM'S PROSPECTUS. READ IT CAREFULLY BEFORE
   YOU INVEST. THE TRUSTEE MUST RECEIVE YOUR WRITTEN ELECTION TO REINVEST AT
   LEAST 10 DAYS BEFORE THE RECORD DAY OF AN INCOME PAYMENT.

   EXCHANGE PRIVILEGES
   You may exchange units of this Fund for units of certain other Defined Asset
   Funds. You may also exchange into this Fund from certain other funds. We
   charge a reduced sales fee on exchanges.

                                       5
<PAGE>
--------------------------------------------------------------------------------

NEW YORK PORTFOLIO--RISK/RETURN SUMMARY

 1. WHAT IS THE FUND'S OBJECTIVE?
   The Fund seeks interest income that is exempt from regular federal income
   taxes and some state and local taxes by investing in a fixed portfolio
   consisting primarily of long term municipal revenue bonds.

 2. WHAT ARE MUNICIPAL REVENUE BONDS?
   Municipal revenue bonds are bonds issued by states, municipalities and public
   authorities to finance the cost of buying, building or improving various
   projects intended to generate revenue, such as airports, health care
   facilities, housing and municipal electric, water and sewer utilities.
   Generally, payments on these bonds depend solely on the revenues generated by
   the projects, excise taxes or state appropriations, and are not backed by the
   government's taxing power.

 3. WHAT IS THE FUND'S INVESTMENT STRATEGY?
 - The Fund plans to hold to maturity 8 long-term tax-exempt municipal bonds
   with an aggregate face amount of $4,315,000.

 - The Fund is a unit investment trust which means that, unlike a mutual fund,
   the Portfolio is not managed.

 - When the bonds were initially deposited they were rated A or better by
   Standard & Poor's, Moody's or Fitch. THE QUALITY OF THE BONDS MAY CURRENTLY
   BE LOWER.

 - Many of the bonds can be called at a premium declining over time to par
   value. Some bonds may be called earlier at par for extraordinary reasons.

 - 14% of the bonds are insured by insurance companies that guarantee timely
   payments of principal and interest on the bonds (but not Fund units or the
   market value of the bonds before they mature).

   The Portfolio consists of municipal bonds of the following types:

<TABLE>
<CAPTION>
                                                    APPROXIMATE
                                                     PORTFOLIO
                                                    PERCENTAGE
<S>                                                 <C>
/ /General Obligation                                     17%
/ /Hospitals/Health Care                                  34%
/ /Lease Rental                                           15%
/ /Municipal Water/Sewer Utilities                        17%
/ /Universities/Colleges                                  17%
</TABLE>

 4. WHAT ARE THE SIGNIFICANT RISKS?
   YOU CAN LOSE MONEY BY INVESTING IN THE FUND. THIS CAN HAPPEN FOR VARIOUS
   REASONS, INCLUDING:

 - Rising interest rates, an issuer's worsening financial condition or a drop in
   bond ratings can reduce the price of your units.

 - Because the Portfolio is concentrated in hospital/health care bonds, adverse
   developments in this sector may affect the value of your units.

 - Assuming no changes in interest rates, when you sell your units, they will
   generally be worth less than your cost because your cost included a sales
   fee.

 - The Fund will receive early returns of principal if bonds are called or sold
   before they mature. If this happens your income will decline and you may not
   be able to reinvest the money you receive at as high a yield or as long a
   maturity.

   ALSO, THE PORTFOLIO IS CONCENTRATED IN BONDS OF NEW YORK SO IT IS LESS
   DIVERSIFIED THAN A NATIONAL FUND AND IS SUBJECT TO RISKS PARTICULAR TO NEW
   YORK WHICH ARE BRIEFLY DESCRIBED UNDER STATE CONCENTRATION RISKS LATER IN
   THIS PROSPECTUS.

                                       6
<PAGE>
 5. IS THIS FUND APPROPRIATE FOR YOU?
   Yes, if you want federally tax-free income. You will benefit from a
   professionally selected and supervised portfolio whose risk is reduced by
   investing in bonds of several different issuers.

   The Fund is NOT appropriate for you if you want a speculative investment that
   changes to take advantage of market movements, if you do not want a
   tax-advantaged investment or if you cannot tolerate any risk.

                               DEFINING YOUR INCOME

<TABLE>
<S>                                                 <C>
What You May Expect (Payable on the 25th day of
the month to holders of record on the 10th day of
the month):
Regular Monthly Income per unit                     $4.40
Annual Income per unit:                             $52.82
THESE FIGURES ARE ESTIMATES DETERMINED ON THE EVALUATION
DAY; ACTUAL PAYMENTS MAY VARY.
</TABLE>

 6. WHAT ARE THE FUND'S FEES AND EXPENSES?
   This table shows the costs and expenses you may pay, directly or indirectly,
   when you invest in the Fund.

<TABLE>
<S>                                                 <C>
INVESTOR FEES
Maximum Sales Fee (Load) on new
purchases (as a percentage of
$1,000 invested)                                    2.90%
</TABLE>

   Employees of some of the Sponsors and their affiliates may be charged a
   reduced sales fee of no less than $5.00 per unit.

   The maximum sales fee is reduced if you invest at least $100,000, as follows:

<TABLE>
<CAPTION>
                                                    YOUR MAXIMUM
                                                     SALES FEE
                  IF YOU INVEST:                      WILL BE:
                  --------------                    ------------
<S>                                                 <C>
Less than $100,000                                        2.90%
$100,000 to $249,999                                      2.65%
$250,000 to $499,999                                      2.40%
$500,000 to $999,999                                      2.15%
$1,000,000 and over                                       1.90%
Maximum Exchange Fee                                      1.90%
</TABLE>

   ESTIMATED ANNUAL FUND OPERATING EXPENSES

<TABLE>
<CAPTION>
                                                     AMOUNT
                                                    PER UNIT
                                                    --------
<S>                                                 <C>
Trustee's Fee                                        $0.69
Portfolio Supervision,
 Bookkeeping and
 Administrative Fees
 (including updating
 expenses)                                           $0.55
Evaluator's Fee                                      $0.28
Organization Costs                                   $0.20
Other Operating Expenses                             $0.36
                                                     -----
TOTAL                                                $2.08
</TABLE>

   The Sponsors historically paid organization costs and updating expenses.

 7. HOW HAVE SIMILAR FUNDS PERFORMED IN THE PAST?
   In the following chart we show past performance of prior New York Portfolios,
   which had investment objectives, strategies and types of bonds substantially
   similar to this Fund. These prior Series differed in that they charged a
   higher sales fee. These prior New York Series were offered after 1987 and
   were outstanding on September 30, 2000. OF COURSE, PAST PERFORMANCE OF PRIOR
   SERIES IS NO GUARANTEE OF FUTURE RESULTS OF THIS FUND.

   AVERAGE ANNUAL COMPOUND TOTAL RETURNS
                    FOR PRIOR SERIES
    REFLECTING ALL EXPENSES. FOR PERIODS ENDED 9/30/00.

<TABLE>
<CAPTION>
                    WITH SALES FEE                    NO SALES FEE
               1 YEAR     5 YEARS  10 YEARS     1 YEAR     5 YEARS  10 YEARS
<S>         <C>           <C>      <C>       <C>           <C>      <C>
----------------------------------------------------------------------------
High               8.33%   5.29%     6.70%          8.34%   6.44%     7.30%
Average            3.74    4.24      6.10           5.92    5.27      6.69
Low               -6.58    2.49      5.67          -6.21    3.29      6.26
----------------------------------------------------------------------------
Average
Sales fee          1.99%   5.05%     5.77%
----------------------------------------------------------------------------
</TABLE>

NOTE: ALL RETURNS REPRESENT CHANGES IN UNIT PRICE WITH DISTRIBUTIONS REINVESTED
INTO THE MUNICIPAL FUND INVESTMENT ACCUMULATION PROGRAM.

 8. IS THE FUND MANAGED?
   Unlike a mutual fund, the Fund is not managed and bonds are not sold because
   of market changes. Rather, experienced Defined Asset Funds financial analysts
   regularly review the bonds in the Fund. The Fund may sell a bond if certain
   adverse credit or other conditions exist.

                                       7
<PAGE>
 9. HOW DO I BUY UNITS?
   The minimum investment is one unit.

   You can buy units from any of the Sponsors and other broker-dealers. The
   Sponsors are listed later in this prospectus. Some banks may offer units for
   sale through special arrangements with the Sponsors, although certain legal
   restrictions may apply.

<TABLE>
<S>                                                 <C>
UNIT PRICE PER UNIT                                 $970.12
(as of June 30, 2000)
</TABLE>

   Unit price is based on the net asset value of the Fund plus the sales fee. An
   amount equal to any principal cash, as well as net accrued but undistributed
   interest on the unit, is added to the unit price. An independent evaluator
   prices the bonds at 3:30 p.m. Eastern time every business day. Unit price
   changes every day with changes in the prices of the bonds in the Fund.

10. HOW DO I SELL UNITS?
   You may sell your units at any time to any Sponsor or the Trustee for the net
   asset value determined at the close of business on the date of sale. You will
   not pay any other fee when you sell your units.

11. HOW ARE DISTRIBUTIONS MADE AND TAXED?
   The Fund pays income monthly.

   In the opinion of bond counsel when each bond was issued, interest on the
   bonds in this Fund is generally 100% exempt from regular federal income tax.
   Your income may also be exempt from some New York state and local personal
   income taxes if you live in New York.

   You will also receive principal payments if bonds are sold or called or
   mature, when the cash available is more than $5.00 per unit. You will be
   subject to tax on any gain realized by the Fund on the disposition of bonds.

12. WHAT OTHER SERVICES ARE AVAILABLE?

   REINVESTMENT
   You will receive your income in cash unless you choose to compound your
   income by reinvesting at no sales fee in the Municipal Fund Investment
   Accumulation Program, Inc. This program is an open-end mutual fund with a
   comparable investment objective. Income from this program will generally be
   subject to state and local income taxes. FOR MORE COMPLETE INFORMATION ABOUT
   THE PROGRAM, INCLUDING CHARGES AND FEES, ASK THE TRUSTEE FOR THE PROGRAM'S
   PROSPECTUS. READ IT CAREFULLY BEFORE YOU INVEST. THE TRUSTEE MUST RECEIVE
   YOUR WRITTEN ELECTION TO REINVEST AT LEAST 10 DAYS BEFORE THE RECORD DAY OF
   AN INCOME PAYMENT.

   EXCHANGE PRIVILEGES
   You may exchange units of this Fund for units of certain other Defined Asset
   Funds. You may also exchange into this Fund from certain other funds. We
   charge a reduced sales fee on exchanges.

                                       8
<PAGE>
--------------------------------------------------------------------------------
    TAX-FREE VS. TAXABLE INCOME: A COMPARISON OF TAXABLE AND TAX-FREE YIELDS

                            FOR CALIFORNIA RESIDENTS
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                    COMBINED
                                    EFFECTIVE
TAXABLE INCOME 2000*                TAX RATE                            TAX-FREE YIELD OF
SINGLE RETURN       JOINT RETURN        %       3%    3.5%    4%     4.5%     5%     5.5%     6%     6.5%     7%     7.5%     8%
                                                               IS EQUIVALENT TO A TAXABLE YIELD OF
<S>               <C>               <C>        <C>    <C>    <C>    <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>
----------------------------------------------------------------------------------------------------------------------------------
$      0- 26,250  $     $0- 43,050     20.10   3.75   4.38   5.01    5.63    6.26    6.88    7.51    8.14    8.76    9.39   10.01
$ 26,251- 63,550  $ 43,851-105,950     34.70   4.59   5.36   6.13    6.89    7.66    8.42    9.19    9.95   10.72   11.48   12.25
$ 63,551-132,600  $105,951-161,450     37.42   4.79   5.59   6.39    7.19    7.99    8.79    9.59   10.39   11.19   11.98   12.78
$132,601-288,350  $161,451-288,350     41.95   5.17   6.03   6.89    7.75    8.61    9.47   10.34   11.20   12.06   12.92   13.78
   OVER $288,350     OVER $288,350     45.22   5.48   6.39   7.30    8.21    9.13   10.04   10.95   11.87   12.78   13.69   14.60
</TABLE>

                          FOR NEW YORK CITY RESIDENTS
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                    COMBINED
                                    EFFECTIVE
TAXABLE INCOME 2000*                TAX RATE                            TAX-FREE YIELD OF
SINGLE RETURN       JOINT RETURN        %       4%    4.5%    5%     5.5%     6%     6.5%     7%     7.5%     8%
                                                               IS EQUIVALENT TO A TAXABLE YIELD OF
<S>               <C>               <C>        <C>    <C>    <C>    <C>     <C>     <C>     <C>     <C>     <C>
------------------------------------------------------------------------------------------------------------------
$      0- 26,250  $      0- 43,850     23.94   5.26   5.92   6.57    7.23    7.89    8.55    9.20    9.86   10.52
$ 26,251- 63,550  $ 43,851-105,950     23.99   5.26   5.92   6.58    7.24    7.89    8.55    9.21    9.87   10.52
$ 26,251- 63,550  $ 43,851-105,950     35.65   6.22   6.99   7.77    8.55    9.32   10.10   10.88   11.66   12.43
$ 63,551-132,600  $105,951-161,450     38.33   6.49   7.30   8.11    8.92    9.73   10.54   11.35   12.16   12.97
$132,601-288,350  $161,451-288,350     42.80   6.99   7.87   8.74    9.62   10.49   11.36   12.24   13.11   13.99
   OVER $288,350     OVER $288,350     46.02   7.41   8.34   9.26   10.19   11.12   12.04   12.97   13.89   14.82
</TABLE>

                          FOR NEW YORK STATE RESIDENTS
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                    COMBINED
                                    EFFECTIVE
TAXABLE INCOME 2000*                TAX RATE                            TAX-FREE YIELD OF
SINGLE RETURN       JOINT RETURN        %       4%    4.5%    5%     5.5%     6%     6.5%     7%     7.5%     8%
                                                               IS EQUIVALENT TO A TAXABLE YIELD OF
<S>               <C>               <C>        <C>    <C>    <C>    <C>     <C>     <C>     <C>     <C>     <C>
------------------------------------------------------------------------------------------------------------------
$      0- 26,250  $     $0- 43,850     20.82   5.05   5.68   6.31    6.95    7.58    8.21    8.84    9.47   10.10
$ 26,251- 63,550  $ 43,851-105,950     32.93   5.96   6.71   7.46    8.20    8.95    9.69   10.44   11.18   11.93
$ 63,551-132,600  $105,951-161,450     35.73   6.22   7.00   7.78    8.56    9.34   10.11   10.89   11.67   12.45
$132,601-288,350  $161,451-288,350     40.38   6.71   7.55   8.39    9.23   10.06   10.90   11.74   12.58   13.42
   OVER $288,350     OVER $288,350     43.74   7.11   8.00   8.89    9.78   10.66   11.55   12.44   13.33   14.22
</TABLE>

To compare the yield of a taxable security with the yield of a tax-free
security, find your taxable income and read across. The table incorporates 2000
federal and applicable State (and City) income tax rates and assumes that all
income would otherwise be taxed at the investor's highest tax rate. Yield
figures are for example only.

*Based upon net amount subject to federal income tax after deductions and
exemptions. This table does not reflect the possible effect of other tax
factors, such as alternative minimum tax, personal exemptions, the phase out of
exemptions, itemized deductions or the possible partial disallowance of
deductions. Consequently, investors are urged to consult their own tax advisers
in this regard.

                                       9
<PAGE>
WHAT YOU CAN EXPECT FROM YOUR INVESTMENT

MONTHLY INCOME

The Fund will pay you regular monthly income. Your monthly income may vary
because of:

  - elimination of one or more bonds from the Fund's portfolio because of calls,
    redemptions or sales;
  - a change in the Fund's expenses; or
  - the failure by a bond's issuer to pay interest.

Changes in interest rates generally will not affect your income because the
portfolio is fixed.

Along with your income, you will receive your share of any available bond
principal.

RETURN FIGURES

We cannot predict your actual return, which will vary with unit price, how long
you hold your investment and changes in the portfolio, interest income and
expenses.

ESTIMATED CURRENT RETURN equals the estimated annual cash to be received from
the bonds in the Fund less estimated annual Fund expenses, divided by the Unit
Price (including the maximum sales fee):

<TABLE>
<S>               <C><C>
Estimated Annual        Estimated
Interest Income   -  Annual Expenses
------------------------------------
             Unit Price
</TABLE>

ESTIMATED LONG TERM RETURN is a measure of the estimated return over the
estimated life of the Fund. Unlike Estimated Current Return, Estimated Long Term
Return reflects maturities, discounts and premiums of the bonds in the Fund. It
is an average of the yields to maturity (or in certain cases, to an earlier call
date) of the individual bonds in the portfolio, adjusted to reflect the Fund's
maximum sales fee and estimated expenses. We calculate the average yield for the
portfolio by weighting each bond's yield by its market value and the time
remaining to the call or maturity date.

Yields on individual bonds depend on many factors including general conditions
of the bond markets, the size of a particular offering and the maturity and
quality rating of the particular issues. Yields can vary among bonds with
similar maturities, coupons and ratings.

These return quotations are designed to be comparative rather than predictive.

RECORDS AND REPORTS

You will receive:

- a monthly statement of income payments and any principal payments;
- a notice from the Trustee when new bonds are deposited in exchange or
  substitution for bonds originally deposited;
- an annual report on Fund activity; and
- annual tax information. THIS WILL ALSO BE SENT TO THE IRS. YOU MUST REPORT THE
  AMOUNT OF TAX-EXEMPT INTEREST RECEIVED DURING THE YEAR.

You may request:

- copies of bond evaluations to enable you to comply with federal and state tax
  reporting requirements; and
- audited financial statements of the Fund.

You may inspect records of Fund transactions at the Trustee's office during
regular business hours.

                                       10
<PAGE>
THE RISKS YOU FACE

INTEREST RATE RISK

Investing involves risks, including the risk that your investment will decline
in value if interest rates rise. Generally, bonds with longer maturities will
change in value more than bonds with shorter maturities. Bonds in the Fund are
more likely to be called when interest rates decline. This would result in early
returns of principal to you and may result in early termination of the Fund. Of
course, we cannot predict how interest rates may change.

CALL RISK

Many bonds can be prepaid or "called" by the issuer before their stated
maturity.

For example, some bonds may be required to be called pursuant to mandatory
sinking fund provisions.

Also, an issuer might call its bonds during periods of falling interest rates,
if the issuer's bonds have a coupon higher than current market rates.

An issuer might call its bonds in extraordinary cases, including if:

  - it no longer needs the money for the original purpose;
  - the project is condemned or sold;
  - the project is destroyed and insurance proceeds are used to redeem the
    bonds;
  - any related credit support expires and is not replaced; or
  - interest on the bonds become taxable.

If the bonds are called, your income will decline and you may not be able to
reinvest the money you receive at as high a yield or as long a maturity. An
early call at par of a premium bond will reduce your return.

REDUCED DIVERSIFICATION RISK

If many investors sell their units, the Fund will have to sell bonds. This could
reduce the diversification of your investment and increase your share of Fund
expenses.

LIQUIDITY RISK

You can always sell back your units, but we cannot assure you that a liquid
trading market will always exist for the bonds in the portfolio, especially
since current law may restrict the Fund from selling bonds to any Sponsor. The
bonds will generally trade in the over-the-counter market. The value of the
bonds, and of your investment, may be reduced if trading in bonds is limited or
absent.

CONCENTRATION RISK

When a certain type of bond makes up 25% or more of the portfolio, it is said to
be "concentrated" in that bond type, which makes the Portfolio less diversified.

Here is what you should know about the California and New York Portfolios'
concentrations in hospital and health care bonds.

  - payment for these bonds depends on revenues from private third-party payors
    and government programs, including Medicare and Medicaid, which have
    generally undertaken cost containment measures to limit payments to health
    care providers;
  - hospitals face increasing competition resulting from hospital mergers and
    affiliations;

                                       11
<PAGE>
  - hospitals need to reduce costs as HMOs increase market penetration and
    hospital supply and drug companies raise prices;
  - hospitals and health care providers are subject to various legal claims by
    patients and others and are adversely affected by increasing costs of
    insurance; and
  - many hospitals are aggressively buying physician practices and assuming risk
    contracts to gain market share. If revenues do not increase accordingly,
    this practice could reduce profits;
  - Medicare is changing its reimbursement system for nursing homes. Many
    nursing home providers are not sure how they will be treated. In many cases,
    the providers may receive lower reimbursements and these would have to cut
    expenses to maintain profitability; and
  - most retirement/nursing home providers rely on entrance fees for operating
    revenues. If people live longer than expected and turnover is lower than
    budgeted, operating revenues would be adversely affected by less than
    expected entrance fees.

Here is what you should know about the California Portfolio's concentration in
general obligation bonds.

  - general obligation bonds are backed by the issuer's pledge of its full
    faith, credit and taxing power;
  - but the taxing power of any government issuer may be limited by provisions
    of the state constitution or laws as well as political considerations; and
  - an issuer's credit can be negatively affected by various factors, including
    population decline that erodes the tax base, natural disasters, decline in
    industry, limited access to capital markets or heavy reliance on state or
    federal aid.

Changes to the portfolio from bond redemptions, maturities and sales may affect
the Fund's concentrations over time.

STATE CONCENTRATION RISK

CALIFORNIA RISK

GENERALLY

From the late 1980s through the early 1990s, an economic recession eroded
California's revenue base. At the same time rapid population growth caused State
expenditures to exceed budget appropriations.

  - As a result California experienced a period of sustained budget imbalance.
  - Since that time the California economy has improved markedly and the extreme
    budgetary pressures have begun to lessen.

STATE GOVERNMENT

The 1999-2000 Budget Act allocated a State budget of approximately $63.7 Billion
and contains no tax increases or reductions. Despite this somewhat improved
state, California's budget is still subject to certain unforeseeable events. For
example:

  - In December, 1994, Orange County and its investment pool filed for
    bankruptcy. While a settlement has been reached, the full impact on the
    State and Orange County remains unknown.

                                       12
<PAGE>
  - California faces constant fluctuations in other expenses (including health
    and welfare caseloads, property tax receipts, federal funding and natural
    disaster relief) that will undoubtedly create new budgetary pressure and
    reduce ability to pay their debts.
  - California's general obligation bonds are currently rated AA3 by Moody's and
    AA- by Standard & Poor's.

OTHER RISKS

Issuers' ability to make payments on bonds (and the remedies available to
bondholders) could also be adversely affected by the following constraints:

  - Certain provisions of California's Constitution, laws and regulatory system
    contain tax, spending and appropriations limits and prohibit certain new
    taxes.
  - Certain other California laws subject the users of bond proceeds to strict
    rules and limits regarding revenue repayment.
  - Bonds of healthcare institutions which are subject to the strict rules and
    limits regarding reimbursement payments of California's Medi-Cal program for
    health care services to welfare recipients and bonds secured by liens on
    real property are two of the types of bonds that could be affected by these
    provisions.

NEW YORK RISKS

GENERALLY

For decades, New York's economy has trailed the rest of the nation. Both the
state and New York City have experienced long-term structural imbalances between
revenues and expenses, and have repeatedly relied substantially on non-recurring
measures to achieve budget balance. The pressures that contribute to budgetary
problems at both the state and local level include:

  - the high combined state and local tax burden;
  - a decline in manufacturing jobs, leading to above-average unemployment;
  - sensitivity to the financial services industry; and
  - dependence on federal aid.

STATE GOVERNMENT

The State government frequently has difficulty approving budgets on time. Budget
gaps of $3 billion and $5 billion are projected for the next two years. The
State's general obligation bonds are rated A+ by Standard & Poor's and A2 by
Moody's. There is $37 billion of state-related debt outstanding.

NEW YORK CITY GOVERNMENT

Even though the City had budget surpluses each year from 1981, budget gaps of
over $2 billion are projected for the 2002, 2003 and 2004 fiscal years. New York
City faces fiscal pressures from:

  - aging public facilities that need repair or replacement;
  - welfare and medical costs;
  - expiring labor contracts; and
  - a high and increasing debt burden.

The City requires substantial state aid, and its fiscal strength depends heavily
on the securities industry. Its general obligation bonds are rated A by Standard
& Poor's and A2 by Moody's. $31.2 billion of combined City, MAC and PBC debt is

                                       13
<PAGE>
outstanding, and the City proposes $25.3 billion of financing over fiscal
1999-2003. New York City currently expects to reach its constitutional limits on
debt issuance in Fiscal 2003.

BOND QUALITY RISK

A reduction in a bond's rating may decrease its value and, indirectly, the value
of your investment in the Fund.

INSURANCE RELATED RISK

Some bonds are backed by insurance companies (as shown under Portfolios).
Insurance policies generally make payments only according to a bond's original
payment schedule and do not make early payments when a bond defaults or becomes
taxable. Although the federal government does not regulate the insurance
business, various state laws and federal initiatives and tax law changes could
significantly affect the insurance business. The claims-paying ability of the
insurance companies is generally rated A or better by Standard & Poor's or
another nationally recognized rating organization. The insurance company ratings
are subject to change at any time at the discretion of the rating agencies.

LITIGATION AND LEGISLATION RISKS

We do not know of any pending litigation that might have a material adverse
effect upon the Fund.

Future tax legislation could affect the value of the portfolio by:

  - limiting real property taxes,
  - reducing tax rates,
  - imposing a flat or other form of tax, or
  - exempting investment income from tax.

SELLING OR EXCHANGING UNITS

You can sell your units at any time for a price based on net asset value. Your
net asset value is calculated each business day by:

  - ADDING the value of the bonds, net accrued interest, cash and any other Fund
    assets;
  - SUBTRACTING accrued but unpaid Fund expenses, unreimbursed Trustee advances,
    cash held to buy back units or for distribution to investors and any other
    Fund liabilities; and
  - DIVIDING the result by the number of outstanding units.

Your net asset value when you sell may be more or less than your cost because of
sales fees, market movements and changes in the portfolio.

SPONSORS' SECONDARY MARKET

While we are not obligated to do so, we will buy back units at net asset value
without any other fee or charge. We may resell the units to other buyers or to
the Trustee. You should consult your financial professional for current market
prices to determine if other broker-dealers or banks are offering higher prices.

We have maintained the secondary market continuously for over 28 years, but we
could discontinue it without prior notice for any business reason.

SELLING UNITS TO THE TRUSTEE

Regardless of whether we maintain a secondary market, you can sell your units to
the Trustee at any time by sending the Trustee a letter (with any outstanding
certificates if you hold Unit certificates).

                                       14
<PAGE>
You must properly endorse your certificates (or execute a written transfer
instrument with signatures guaranteed by an eligible institution). Sometimes,
additional documents are needed such as a trust document, certificate of
corporate authority, certificate of death or appointment as executor,
administrator or guardian.

Within seven days after your request and the necessary documents are received,
the Trustee will mail a check to you. Contact the Trustee for additional
information.

As long as we are maintaining a secondary market, the Trustee will sell your
units to us at a price based on net asset value. If there is no secondary
market, the Trustee may sell your units in the over-the-counter market for a
higher price, but it is not obligated to do so. In that case, you will receive
the net proceeds of the sale.

If the Fund does not have cash available to pay you for units you are selling,
the agent for the Sponsors will select bonds to be sold. Bonds will be selected
based on market and credit factors. These sales could be made at times when the
bonds would not otherwise be sold and may result in your receiving less than the
unit par value and also reduce the size and diversity of the Fund.

If you acquire 25% or more of the outstanding units of the Fund and you sell
units with a value exceeding $250,000, the Trustee may choose to pay you "in
kind" by distributing bonds and cash with a total value equal to the price of
those units. The Trustee will try to distribute bonds in the portfolio pro rata,
but it reserves the right to distribute only one or a few bonds. The Trustee
will act as your agent in an in kind distribution and will either hold the bonds
for your account or sell them as you instruct. You must pay any transaction
costs as well as transfer and ongoing custodial fees on sales of bonds
distributed in kind.

There could be a delay in paying you for your units:

  - if the New York Stock Exchange is closed (other than customary weekend and
    holiday closings);
  - if the SEC determines that trading on the New York Stock Exchange is
    restricted or that an emergency exists making sale or evaluation of the
    bonds not reasonably practicable; and
  - for any other period permitted by SEC order.

EXCHANGE OPTION

You may exchange units of certain Defined Asset Funds for units of this Fund at
a maximum exchange fee of 1.90%. You may exchange units of this Fund for units
of certain other Defined Asset Funds at a reduced sales fee if your investment
goals change. In addition, you may exchange into this Fund from certain other
Defined Asset Funds and unit trusts. To exchange units, you should talk to your
financial professional about what funds are exchangeable, suitable and currently
available.

Normally, an exchange is taxable and you must recognize any gain or loss on the
exchange. However, the IRS may try to disallow a loss if the portfolios of the
two funds are not materially different; you should consult your own tax adviser.

We may amend or terminate this exchange option at any time without notice.

                                       15
<PAGE>
HOW THE FUND WORKS

PRICING

The price of a unit includes interest accrued on the bonds, less expenses, from
the initial most recent Record Day up to, but not including, the settlement
date, which is usually three business days after the purchase date of the unit.

A portion of the price of a unit consists of cash so that the Trustee can
provide you with regular monthly income. When you sell your units you will
receive your share of this cash.

In addition, as with mutual funds, the Fund (and therefore the investors) pay
all or some of the costs of organizing the Fund including:

  - cost of initial preparation of legal documents;
  - federal and state registration fees;
  - initial fees and expenses of the Trustee;
  - initial audit; and
  - legal expenses and other out-of-pocket expenses.

EVALUATIONS

An independent Evaluator values the bonds on each business day (excluding
Saturdays, Sundays and the following holidays as observed by the New York Stock
Exchange: New Year's Day, Presidents' Day, Martin Luther King, Jr. Day, Good
Friday, Memorial Day, Independence Day, Labor Day, Thanksgiving and Christmas).
Bond values are based on current bid or offer prices for the bonds or comparable
bonds. In the past, the difference between bid and offer prices of publicly
offered tax-exempt bonds has ranged from 0.5% of face amount on actively traded
issues to 3.5% on inactively traded issues; the difference has averaged between
1 and 2%.

INCOME

The Trustee credits interest to an Income Account and other receipts to a
Capital Account. The Trustee may establish a Reserve Account by withdrawing from
these accounts amounts it considers appropriate to pay any material liability.
These accounts do not bear interest.

EXPENSES

The Trustee is paid monthly. It also benefits when it holds cash for the Fund in
non-interest bearing accounts. The Trustee may also receive additional amounts:

  - to reimburse the Trustee for the Fund's operating expenses;
  - for extraordinary services and costs of indemnifying the Trustee and the
    Sponsors;
  - costs of actions taken to protect the Fund and other legal fees and
    expenses;
  - expenses for keeping the Fund's registration statement current; and
  - Fund termination expenses and any governmental charges.

The Sponsors are currently reimbursed up to 55 CENTS per $1,000 face amount
annually for providing portfolio supervisory, bookkeeping and administrative
services and for any other expenses properly chargeable to the Fund. Legal,
typesetting, electronic filing and regulatory filing fees and expenses
associated with updating the Portfolio's registration statement yearly are also
now chargeable to the Portfolio. While this fee may exceed the amount of these
costs and

                                       16
<PAGE>
expenses attributable to this Fund, the total of these fees for all Series of
Defined Asset Funds will not exceed the aggregate amount attributable to all of
these Series for any calendar year. The Fund also pays the Evaluator's fees.

The Trustee's, Sponsors' and Evaluator's fees may be adjusted for inflation
without investors' approval.

The Sponsors will pay advertising and selling expenses at no charge to the Fund.
If Fund expenses exceed initial estimates, the Fund will owe the excess. The
Trustee has a lien on Fund assets to secure reimbursement of Fund expenses and
may sell bonds if cash is not available.

PORTFOLIO CHANGES

The Sponsors and Trustee are not liable for any default or defect in a bond; if
a contract to buy any bond.

Unlike a mutual fund, the portfolio is designed to remain intact and we may keep
bonds in the portfolio even if their credit quality declines or other adverse
financial circumstances occur. However, we may sell a bond in certain cases if
we believe that certain adverse credit conditions exist or if a bond becomes
taxable.

If we maintain a secondary market in units but are unable to sell the units that
we buy in the secondary market, we will redeem units, which may affect the
composition of the portfolio. Units offered in the secondary market may not
represent the same face amount of bonds that they did originally.

We decide whether or not to offer units for sale that we acquire in the
secondary market after reviewing:

  - diversity of the portfolio;
  - size of the Fund relative to its original size;
  - ratio of Fund expenses to income;
  - current and long-term returns;
  - degree to which units may be selling at a premium over par; and
  - cost of maintaining a current prospectus.

FUND TERMINATION

The Fund will terminate following the stated maturity or sale of the last bond
in the portfolio. The Fund may also terminate earlier with the consent of
investors holding 51% of the units or if total assets of the Fund have fallen
below 40% of the face amount of bonds deposited. We will decide whether to
terminate the Fund early based on the same factors used in deciding whether or
not to offer units in the secondary market.

When the Fund is about to terminate you will receive a notice, and you will be
unable to sell your units after that time. On or shortly before termination, we
will sell any remaining bonds, and you will receive your final distribution. Any
bond that cannot be sold at a reasonable price may continue to be held by the
Trustee in a liquidating trust pending its final sale.

You will pay your share of the expenses associated with termination, including
brokerage costs in selling bonds. This may reduce the amount you receive as your
final distribution.

                                       17
<PAGE>
CERTIFICATES

Certificates for units are issued on request. You may transfer certificates by
complying with the requirements for redeeming certificates, described above. You
can replace lost or mutilated certificates by delivering satisfactory indemnity
and paying the associated costs.

TRUST INDENTURE

The Fund is a "unit investment trust" governed by a Trust Indenture, a contract
among the Sponsors, the Trustee and the Evaluator, which sets forth their duties
and obligations and your rights. A copy of the Indenture is available to you on
request to the Trustee. The following summarizes certain provisions of the
Indenture.

The Sponsors and the Trustee may amend the Indenture without your consent:

  - to cure ambiguities;
  - to correct or supplement any defective or inconsistent provision;
  - to make any amendment required by any governmental agency; or
  - to make other changes determined not to be materially adverse to your best
    interest (as determined by the Sponsors).

Investors holding 51% of the units may amend the Indenture. Every investor must
consent to any amendment that changes the 51% requirement. No amendment may
reduce your interest in the Fund without your written consent.

The Trustee may resign by notifying the Sponsors. The Sponsors may remove the
Trustee without your consent if:

  - it fails to perform its duties and the Sponsors determine that its
    replacement is in your best interest; or
  - it becomes incapable of acting or bankrupt or its affairs are taken over by
    public authorities.

Investors holding 51% of the units may remove the Trustee. The Evaluator may
resign or be removed by the Sponsors and the Trustee without the consent of
investors. The resignation or removal of either becomes effective when a
successor accepts appointment. The Sponsors will try to appoint a successor
promptly; however, if no successor has accepted within 30 days after notice of
resignation, the resigning Trustee or Evaluator may petition a court to appoint
a successor.

Any Sponsor may resign as long as one Sponsor with a net worth of $2 million
remains and agrees to the resignation. The remaining Sponsors and the Trustee
may appoint a replacement. If there is only one Sponsor and it fails to perform
its duties or becomes bankrupt the Trustee may:

  - remove it and appoint a replacement Sponsor;
  - liquidate the Fund; or
  - continue to act as Trustee without a Sponsor.

Merrill Lynch, Pierce, Fenner & Smith Incorporated acts as agent for the
Sponsors.

The Trust Indenture contains customary provisions limiting the liability of the
Trustee, the Sponsors and the Evaluator.

                                       18
<PAGE>
LEGAL OPINION

Davis Polk & Wardwell, 450 Lexington Avenue, New York, New York 10017, as
counsel for the Sponsors, has given an opinion that the units are validly
issued. Special counsel located in the relevant states have given state and
local tax opinions.

AUDITORS

Deloitte & Touche LLP, 2 World Financial Center, New York, New York 10281,
independent accountants, audited the Statements of Condition included in this
prospectus.

SPONSORS

The Sponsors are:
MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED (a wholly-owned subsidiary of
Merrill Lynch & Co., Inc.)
P.O. Box 9051,
Princeton, NJ 08543-9051
SALOMON SMITH BARNEY INC. (an indirectly wholly-owned subsidiary of Citigroup
Inc.)
388 Greenwich Street--23rd Floor,
New York, NY 10013
DEAN WITTER REYNOLDS INC. (a principal operating subsidiary of Morgan Stanley
Dean Witter & Co.)
Two World Trade Center--59th Floor,
New York, NY 10048
PRUDENTIAL SECURITIES INCORPORATED (an
indirect wholly-owned subsidiary of the
Prudential Insurance Company of America)
One New York Plaza
New York, NY 10292
PAINEWEBBER INCORPORATED (a wholly-owned subsidiary of PaineWebber Group Inc.)
1285 Avenue of the Americas,
New York, NY 10019

Each Sponsor is a Delaware corporation and it, or its predecessor, has acted as
sponsor to many unit investment trusts. As a registered broker-dealer each
Sponsor buys and sells securities (including investment company shares) for
others (including investment companies) and participates as an underwriter in
various selling groups.

TRUSTEE

The Bank of New York, 101 Barclay Street, 17 W, New York, New York 10268, is the
Trustee. It is supervised by the Federal Deposit Insurance Corporation, the
Board of Governors of the Federal Reserve System and New York State banking
authorities.

UNDERWRITERS' AND SPONSORS' PROFITS

Underwriters receive sales charges when they sell units. The Sponsors also
realized a profit or loss on the initial date of deposit of the bonds. Any cash
made available by you to the Sponsors before the settlement date for those units
may be used in the Sponsors' businesses to the extent permitted by federal law
and may benefit the Sponsors.

A Sponsor or Underwriter may realize profits or sustain losses on bonds in the
Fund which were acquired from underwriting syndicates of which it was a member.

In maintaining a secondary market, the Sponsors will also realize profits or
sustain losses in the amount of any difference between the prices at which they
buy units and the prices at which they resell or redeem them.

                                       19
<PAGE>
PUBLIC DISTRIBUTION

The Sponsors do not intend to qualify units for sale in any foreign countries.
This prospectus does not constitute an offer to sell units in any country where
units cannot lawfully be sold.

CODE OF ETHICS

The Fund and the Agent for the Sponsors have each adopted a code of ethics
requiring reporting of personal securities transactions by its employees with
access to information on Fund transactions. Subject to certain conditions, the
codes permit employees to invest in Fund securities for their own accounts. The
codes are designed to prevent fraud, deception and misconduct against the Fund
and to provide reasonable standards of conduct. These codes are on file with the
Commission and you may obtain a copy by contacting the Commission at the address
listed on the back cover of this prospectus.

YEAR 2000 ISSUES

Many computer systems were designed in such a way that they may be unable to
distinguish between the year 2000 and the year 1900 (commonly known as the "Year
2000 Problem"). To date we are not aware of any major operational difficulties
resulting from the computer system changes necessary to prepare for the Year
2000. However, there can be no assurance that the Year 2000 Problem will not
adversely affect the issuers of the bonds contained in the Portfolio. We cannot
predict whether any impact will be material to the Fund as a whole.

TAXES

The following summary describes some of the important income tax consequences of
holding units. It assumes that you are not a dealer, financial institution,
insurance company or other investor with special circumstances or subject to
special rules. You should consult your own tax adviser about your particular
circumstances.

At the date of issue of each bond, counsel for the issuer delivered an opinion
to the effect that interest on the bond is exempt from regular federal income
tax. However, interest may be subject to state and local taxes and may be taken
into account in determining your preference items for alternative minimum tax
purposes. Neither we nor our counsel have reviewed the issuance of the bonds,
related proceedings or the basis for the opinions of counsel for the issuers. We
cannot assure you that the issuers (or other users of bond proceeds) have
complied or will comply with any requirements necessary for a bond to be
tax-exempt. If any of the bonds were determined not to be tax-exempt, you could
be required to pay income tax for current and prior years, and if the Fund were
to sell the bond, it might have to sell it at a substantial discount.

In the opinion of our counsel, under existing law:

GENERAL TREATMENT OF THE FUND AND YOUR INVESTMENT

The Fund will not be taxed as a corporation for federal income tax purposes, and
you will be considered to own directly your share of each bond in the Fund.

                                       20
<PAGE>
GAIN OR LOSS UPON DISPOSITION

When all or part of your share of a bond is disposed of (for example, when the
Fund sells, exchanges or redeems a bond or when you sell or exchange your
units), you will generally recognize capital gain or loss. Your gain, however,
will generally be ordinary income to the extent of any accrued "market
discount". Generally you will have market discount to the extent that your basis
in a bond when you purchase a unit is less than its stated redemption price at
maturity (or, if it is an original issue discount bond, the issue price
increased by original issue discount that has accrued on the bond before your
purchase). You should consult your tax adviser in this regard.

If your net long-term capital gains exceed your net short-term capital losses,
the excess may be subject to tax at a lower rate than ordinary income. Any
capital gain from the Fund will be long-term if you are considered to have held
your investment on each bond for more than one year and short-term otherwise.
Because the deductibility of capital losses is subject to limitations, you may
not be able to deduct all of your capital losses.

YOUR BASIS IN THE BONDS

Your aggregate basis in the bonds will be equal to the cost of your units,
including any sales charges and the organizational expenses you pay, adjusted to
reflect any accruals of "original issue discount," "acquisition premium" and
"bond premium". You should consult your tax adviser in this regard.

EXPENSES

If you are not a corporate investor, you will not be entitled to a deduction for
your share of fees and expenses of the Fund. Also, if you borrowed money in
order to purchase or carry your units, you will not be able to deduct the
interest on this borrowing for federal income tax purposes. The IRS may treat
your purchase of units as made with borrowed money even if the money is not
directly traceable to the purchase of units.

CALIFORNIA TAXES

In the opinion of O'Melveny & Myers LLP, Los Angeles, California, special
counsel on California tax matters:

Under the income tax laws of the State of California, the Trust will not be
taxed as a corporation and you will be considered to own directly your share of
each bond of the Trust. If you are a California taxpayer, your share of the
income from the bonds of the Trust will not be tax-exempt in California except
for California personal income tax purposes and only to the extent that the
income is earned on bonds that are exempt for such purposes. If you are a
California taxpayer and all or part of your share of a bond is disposed of (for
example, when a bond is sold, exchanged or redeemed at maturity or you sell or
exchange your units), you will recognize gain or loss for California tax
purposes. Depending on where you live, your income from the Trust may be subject
to state and local taxation. You should consult your tax adviser in this regard.

NEW YORK TAXES

Under the income tax laws of the State and City of New York, the Fund will not
be

                                       21
<PAGE>
taxed as a corporation. If you are a New York taxpayer, your income from the
Fund will not be tax-exempt in New York except to the extent that the income is
earned on bonds that are tax-exempt for New York purposes. Depending on where
you live, your income from the Fund may be subject to state and local taxation.
You should consult your tax adviser in this regard.

SUPPLEMENTAL INFORMATION

You can receive at no cost supplemental information about the Fund by calling
the Trustee. The supplemental information includes more detailed risk disclosure
about the types of bonds that may be in the Fund's portfolios, general risk
disclosure concerning any insurance securing certain bonds, and general
information about the structure and operation of the Fund. The supplemental
information is also available from the SEC.

                                       22
<PAGE>

MUNICIPAL INVESTMENT TRUST FUND,
MULTISTATE SERIES - 314 (CALIFORNIA AND NEW YORK TRUSTS)
DEFINED ASSET FUNDS


REPORT OF INDEPENDENT ACCOUNTANTS


The Sponsors, Trustee and Holders
  of Municipal Investment Trust Fund,
  Multistate Series - 314 (California and New York Trusts)
  Defined Asset Funds:

We have audited the accompanying statements of condition of Municipal Investment
Trust Fund, Multistate Series - 314 (California and New York Trusts) Defined
Asset Funds, including the portfolios, as of June 30, 2000 and the related
statements of operations and of changes in net assets for the years ended June
30, 2000 and 1999 and the period July 12, 1997 to June 30, 1998. These financial
statements are the responsibility of the Trustee. Our responsibility is to
express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the United States of America. 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. Securities owned at June 30, 2000, as shown in such portfolios, were
confirmed to us by The Bank of New York, the Trustee. An audit also includes
assessing the accounting principles used and significant estimates made by the
Trustee, as well as evaluating the overall financial statement presentation. We
believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Municipal Investment Trust
Fund, Multistate Series - 314 (California and New York Trusts) Defined Asset
Funds at June 30, 2000 and the results of their operations and changes in their
net assets for the above-stated periods in accordance with accounting principles
generally accepted in the United States of America.


DELOITTE & TOUCHE LLP

New York, N.Y.
September 7, 2000


                                      D - 1
<PAGE>

MUNICIPAL INVESTMENT TRUST FUND,
MULTISTATE SERIES - 314 (CALIFORNIA TRUST),
DEFINED ASSET FUNDS

STATEMENT OF CONDITION
AS OF JUNE 30, 2000

<TABLE>
<S>                                                <C>           <C>
TRUST PROPERTY:
  Investment in marketable securities - at value
    (cost $3,748,305)(Note 1)......................                  $3,669,326
  Accrued interest receivable......................                      62,008
  Accrued interest on segregated bonds.............                       1,299
  Deferred organization costs (Note 6).............                       1,818
                                                                   -------------

              Total trust property.................                   3,734,451

LESS LIABILITIES:
  Advance from Trustee.............................   $   12,714
  Accrued expenses.................................        3,438
  Deferred sales charge............................       24,735         40,887
                                                    -------------  -------------

NET ASSETS, REPRESENTED BY:
  3,806 units of fractional undivided
    interest outstanding (Note 3)..................    3,679,718
  Undistributed net investment income..............       13,846
                                                    -------------
                                                                      $3,693,564
                                                                   =============
UNIT VALUE ($3,693,564/3,806 units)................                     $970.46
                                                                   =============
</TABLE>

                       See Notes to Financial Statements.


                                      D - 2
<PAGE>

MUNICIPAL INVESTMENT TRUST FUND,
MULTISTATE SERIES - 314 (CALIFORNIA TRUST),
DEFINED ASSET FUNDS

STATEMENTS OF OPERATIONS

<TABLE>
<CAPTION>
                                                                            July 12,
                                                                               1997
                                                                                 to
                                                 Years Ended June 30,        June 30,
                                                 2000         1999             1998
                                             -----------------------------------------
<S>                                        <C>          <C>          <C>
INVESTMENT INCOME:
  Interest income...........................    $211,284     $231,419     $236,587
  Interest income on segregated bonds.......       4,240        6,790        8,296
  Trustee's fees and expenses...............      (5,547)      (5,977)      (6,015)
  Sponsors' fees............................      (1,158)      (2,013)      (2,028)
  Organizational expenses...................        (908)        (908)        (908)
                                             -----------------------------------------
  Net investment income.....................     207,911      229,311      235,932
                                             -----------------------------------------

REALIZED AND UNREALIZED GAIN (LOSS)
  ON INVESTMENTS:
  Realized gain (loss) on securities
    sold or redeemed........................     (13,783)      10,394          760
  Unrealized appreciation (depreciation)
    of investments..........................    (101,232)    (123,233)     145,486
                                             -----------------------------------------

  Net realized and unrealized gain (loss)
    on investments..........................    (115,015)    (112,839)     146,246
                                             -----------------------------------------

NET INCREASE IN NET ASSETS RESULTING
  FROM OPERATIONS...........................    $ 92,896     $116,472     $382,178
                                             =========================================
</TABLE>

                       See Notes to Financial Statements.


                                      D - 3
<PAGE>

MUNICIPAL INVESTMENT TRUST FUND,
MULTISTATE SERIES - 314 (CALIFORNIA TRUST),
DEFINED ASSET FUNDS

STATEMENTS OF CHANGES IN NET ASSETS

<TABLE>
<CAPTION>
                                                                               July 12,
                                                                                  1997
                                                                                    to
                                                   Years Ended June 30,         June 30,
                                                   2000         1999             1998
                                               -----------------------------------------
<S>                                          <C>          <C>          <C>
OPERATIONS:
  Net investment income.......................  $  207,911   $  229,311   $  235,932
  Realized gain (loss) on securities
    sold or redeemed..........................     (13,783)      10,394          760
  Unrealized appreciation (depreciation)
    of investments............................    (101,232)    (123,233)     145,486
                                               -----------------------------------------
  Net increase in net assets resulting
    from operations...........................      92,896      116,472      382,178
                                               -----------------------------------------

DISTRIBUTIONS TO HOLDERS (Note 2):
  Income......................................    (203,547)    (222,051)    (212,777)
  Principal...................................      (9,834)      (4,740)
                                               -----------------------------------------
  Total distributions.........................    (213,381)    (226,791)    (212,777)
                                               -----------------------------------------
CAPITAL SHARE TRANSACTIONS - Redemptions of
  329, 284 and 213 units, respectively........    (314,074)    (294,030)    (125,398)

DEFERRED SALES CHARGE (Note 5)................     (63,259)     (71,610)     (55,249)
                                               -----------------------------------------
NET DECREASE IN NET ASSETS....................    (497,818)    (475,959)     (11,246)

NET ASSETS AT BEGINNING OF PERIOD.............   4,191,382    4,667,341    4,678,587
                                               -----------------------------------------
NET ASSETS AT END OF PERIOD...................  $3,693,564   $4,191,382   $4,667,341
                                               =========================================
PER UNIT:
  Income distributions during period..........      $51.23       $51.42       $47.10
                                               =========================================
  Principal distributions during period.......       $2.51        $1.09
                                               =========================================
  Net asset value at end of period............     $970.46    $1,013.64    $1,056.20
                                               =========================================
TRUST UNITS OUTSTANDING AT END OF PERIOD......       3,806        4,135        4,419
                                               =========================================
</TABLE>

                       See Notes to Financial Statements.


                                      D - 4
<PAGE>

MUNICIPAL INVESTMENT TRUST FUND,
MULTISTATE SERIES - 314 (CALIFORNIA TRUST),
DEFINED ASSET FUNDS


NOTES TO FINANCIAL STATEMENTS


  1.  SIGNIFICANT ACCOUNTING POLICIES

      The Fund is registered under the Investment Company Act of 1940 as a Unit
      Investment Trust. The following is a summary of significant accounting
      policies consistently followed by the Fund in the preparation of its
      financial statements. The policies are in accordance with accounting
      principles generally accepted in the United States of America.

      (a) Securities are stated at value as determined by the Evaluator based on
          bid side evaluations for the securities except that value on July 12,
          1997 was based upon offer side evaluations at July 10, 1997, the day
          prior to the Date of Deposit. Cost of securities at July 12, 1997, was
          also based on such offer side evaluations.

      (b) The Fund is not subject to income taxes. Accordingly, no
          provision for such taxes is required.

      (c) Interest income is recorded as earned.

  2.  DISTRIBUTIONS

      A distribution of net investment income is made to Holders each month.
      Receipts other than interest, after deductions for redemptions and
      applicable expenses, are also distributed periodically.

  3.  NET CAPITAL

<TABLE>
<S>                                                      <C>
      Cost of 3,806 units at Date of Deposit..............    $3,920,454
      Redemptions of units - net cost of 736 units
        redeemed less redemption amounts..................        26,238
      Realized loss on securities sold or redeemed........        (2,629)
      Principal distributions.............................       (14,574)
      Interest income on segregated bonds.................        19,326
      Deferred sales charge...............................      (190,118)
      Unrealized depreciation of investments..............       (78,979)
                                                           --------------

      Net capital applicable to Holders...................    $3,679,718
                                                           ==============
</TABLE>

  4.  INCOME TAXES

      As of June 30, 2000, unrealized depreciation of investments, based on cost
      for Federal income tax purposes, aggregated $78,979 all of which related
      to depreciated securities. The cost of investment securities for Federal
      income tax purposes was $3,748,305 at June 30, 2000.


                                      D - 5
<PAGE>

MUNICIPAL INVESTMENT TRUST FUND,
MULTISTATE SERIES - 314 (CALIFORNIA TRUST),
DEFINED ASSET FUNDS

NOTES TO FINANCIAL STATEMENTS

  5.  DEFERRED SALES CHARGE

      The sales charges are being paid for with the interest received and by
      periodic sales of these bonds. A deferred sales charge of $3.75 per unit
      is charged on a quaterly basis, and paid to the sponsors annually by the
      Trustee in abehalf of the Holders, up to an aggregate of $45.00 per unit
      over the first three years of the life of the Fund Should a Holder redeem
      units prior to the third anniversary of the Fund, the remaining balance of
      the deferred sales charge will be charged.

   6. DEFERRED ORGANIZATIONAL COSTS

      Organizational costs have been deferred and are being amortized over five
      years.


                                      D - 6
<PAGE>

MUNICIPAL INVESTMENT TRUST FUND,
MULTISTATE SERIES - 314
DEFINED ASSET FUNDS

PORTFOLIO OF THE CALIFORNIA TRUST (INSURED)
AS OF JUNE 30, 2000

<TABLE>
<CAPTION>
                                         Rating                                       Optional
    Portfolio No. and Title of              of           Face                         Redemption
            Securities(4)                Issues(1)       Amount  Coupon Maturities(3) Provisions(3)         Cost(2)      Value(2)
            -------------                ---------       ------  ------ ------------- -------------         -------      --------
<S>                                      <C>       <C>           <C>       <C>        <C>            <C>           <C>
 1 California Hlth. Facs. Fin. Auth.,      AAA       $  535,000   5.625%     2019       07/01/07         $  538,461    $  535,187
   Ins. Rfdg. Rev. Bonds (Pamona                                                        @ 102.000
   Valley Hosp. Med. Ctr.) Ser. 1997 A
   (MBIA Ins.)

 2 ABAG Fin. Auth. For Nonprofit           AAA          490,000   5.625      2022       05/15/07            495,238       489,049
   Corps., CA, Ins. Rev. Certs of                                                       @ 102.000
   Part. (Home For Jewish Parents)
   Ser. 1997 (MBIA Ins.)

 3 City of Berkeley, CA, 1997 G.O.         AAA          725,000   5.625      2027       09/01/05            731,917       718,163
   Bonds, Election of 1992, Ser. C                                                      @ 102.000
   (MBIA Ins.)

 4 Evergreen Sch, Dist., Santa Clara       Aaa(m)       485,000   5.500      2021       09/01/04            481,755       477,807
   Cnty., CA, G.O. Bonds, Election of                                                   @ 101.000
   1989 , Ser. 1997 D (MBIA Ins.)

 5 City of Folsom, CA, G.O. Bonds,         AAA           50,000   6.000      2000       None                 52,850        50,073
   Sch. Facs. Proj., Ser. 1993 B
   (Financial Guaranty Ins.)(6)

 6 City of Fresno, CA, Swr. Sys. Rev.      AAA          750,000   4.750      2026       09/01/06            678,780       650,003
   Bonds, Ser. 1995 A (MBIA Ins.)                                                       @ 102.000

 7 Mt. Diablo, CA, Hosp. Dist., Ins.       AAA           10,000   5.900      2000       None                 10,564        10,071
   Hosp. Rev. Bonds, Ser. 1991 A
   (AMBAC Ins.)(6)

 8 City and Cnty. of San Francisco,        AAA          575,000   5.500      2026       05/01/06            577,271       561,016
   CA, San Francisco Intl. Arpt. Rev.                                                   @ 102.000
   Bonds, Second Ser., Issue 10 (MBIA
   Ins.)
</TABLE>


                                      D - 7
<PAGE>

MUNICIPAL INVESTMENT TRUST FUND,
MULTISTATE SERIES - 314
DEFINED ASSET FUNDS

PORTFOLIO OF THE CALIFORNIA TRUST (INSURED)
AS OF JUNE 30, 2000

<TABLE>
<CAPTION>
                                         Rating                                       Optional
    Portfolio No. and Title of              of           Face                         Redemption
            Securities(4)                Issues(1)       Amount  Coupon Maturities(3) Provisions(3)         Cost(2)      Value(2)
            -------------                ---------       ------  ------ ------------- -------------         -------      --------
<S>                                      <C>       <C>           <C>       <C>        <C>            <C>           <C>
 9 Santa Clara Cnty., CA, City of San      AAA       $  180,000   5.600%     2027       08/15/06         $  181,469    $  177,957
   Jose Fin. Auth., Lease Rev. Bonds                                                    @ 102.000
   (Golf Course Proj.) Ser 1997 A
   (AMBAC Ins.)

                                                    --------------                                    -------------- --------------
TOTAL                                                $3,800,000                                          $3,748,305    $3,669,326
                                                    ==============                                    ============== ==============
</TABLE>

                     See Notes to Portfolios on Page D - 15.


                                      D - 8
<PAGE>

MUNICIPAL INVESTMENT TRUST FUND,
MULTISTATE SERIES - 314 (NEW YORK TRUST),
DEFINED ASSET FUNDS

STATEMENT OF CONDITION
AS OF JUNE 30, 2000

<TABLE>
<S>                                                <C>           <C>
TRUST PROPERTY:
  Investment in marketable securities - at value
    (cost $4,275,912)(Note 1)......................                  $4,130,013
  Securities called for redemption
    (cost $72,420)(Note 5).........................                      70,000
  Accrued interest receivable......................                      76,625
  Accrued interest on segregated bonds.............                       2,103
  Deferred organization costs (Note 7).............                       2,020

                                                                   -------------

              Total trust property.................                   4,280,761

LESS LIABILITIES:
  Accrued expenses.................................   $    3,812
  Advance from trustee.............................       58,483         62,295
                                                    -------------  -------------

NET ASSETS, REPRESENTED BY:
  4,372 units of fractional undivided
    interest outstanding (Note 3)..................    4,202,266
  Undistributed net investment income..............       16,200
                                                    -------------
                                                                      $4,218,466
                                                                   =============
UNIT VALUE ($4,218,466/4,372 units)................                     $964.88
                                                                   =============
</TABLE>

                       See Notes to Financial Statements.


                                      D - 9
<PAGE>

MUNICIPAL INVESTMENT TRUST FUND,
MULTISTATE SERIES - 314 (NEW YORK TRUST),
DEFINED ASSET FUNDS

STATEMENTS OF OPERATIONS

<TABLE>
<CAPTION>
                                                                             July 12,
                                                                               1997
                                                                                 to
                                                 Years Ended June 30,         June 30,
                                                 2000         1999             1998
                                             -----------------------------------------
<S>                                        <C>          <C>          <C>
INVESTMENT INCOME:
  Interest income...........................    $246,953     $261,363     $267,816
  Interest income on segregated bonds.......       4,563        7,573        9,745
  Trustee's fees and expenses...............      (5,979)      (6,292)      (6,396)
  Sponsors' fees............................      (1,399)      (2,236)      (2,250)
  Organizational expenses...................      (1,009)      (1,009)      (1,009)
                                             -----------------------------------------
  Net investment income.....................     243,129      259,399      267,906
                                             -----------------------------------------

REALIZED AND UNREALIZED GAIN (LOSS)
  ON INVESTMENTS:
  Realized gain (loss) on securities
    sold or redeemed........................     (16,130)      12,040        2,429
  Unrealized appreciation (depreciation)
    of investments..........................    (186,939)    (130,837)     169,457
                                             -----------------------------------------

  Net realized and unrealized gain (loss)
    on investments..........................    (203,069)    (118,797)     171,886
                                             -----------------------------------------

NET INCREASE IN NET ASSETS RESULTING
  FROM OPERATIONS...........................    $ 40,060     $140,602     $439,792
                                             =========================================
</TABLE>

                       See Notes to Financial Statements.


                                     D - 10
<PAGE>

MUNICIPAL INVESTMENT TRUST FUND,
MULTISTATE SERIES - 314 (NEW YORK TRUST),
DEFINED ASSET FUNDS

STATEMENTS OF CHANGES IN NET ASSETS

<TABLE>
<CAPTION>
                                                                               July 12,
                                                                                  1997
                                                                                    to
                                                   Years Ended June 30,        June 30,
                                                   2000         1999              1998
                                               -----------------------------------------
<S>                                            <C>            <C>          <C>
OPERATIONS:
  Net investment income.......................  $  243,129   $  259,399   $  267,906
  Realized gain (loss) on securities
    sold or redeemed..........................     (16,130)      12,040        2,429
  Unrealized appreciation (depreciation)
    of investments............................    (186,939)    (130,837)     169,457
                                               -----------------------------------------
  Net increase in net assets resulting
    from operations...........................      40,060      140,602      439,792
                                               -----------------------------------------

DISTRIBUTIONS TO HOLDERS (Note 2):
  Income......................................    (237,810)    (251,919)    (241,213)
  Principal...................................        (228)
                                               -----------------------------------------
  Total distributions.........................    (238,038)    (251,919)    (241,213)
                                               -----------------------------------------
CAPITAL SHARE TRANSACTIONS - Redemptions of
  197, 320 and 158 units, respectively........    (180,819)    (332,827)    (162,427)
                                               -----------------------------------------

DEFERRED SALES CHARGE (Note 6)................     (69,274)     (79,335)     (62,111)
                                               -----------------------------------------
NET DECREASE IN NET ASSETS....................    (448,071)    (523,479)     (25,959)

NET ASSETS AT BEGINNING OF PERIOD.............   4,666,537    5,190,016    5,215,975
                                               -----------------------------------------
NET ASSETS AT END OF PERIOD...................  $4,218,466   $4,666,537   $5,190,016
                                               =========================================
PER UNIT:
  Income distributions during period..........      $52.93       $53.00       $48.45
                                               =========================================
  Principal distributions during period.......       $0.05
                                               =========================================
  Net asset value at end of period............     $964.88    $1,021.35    $1,061.57
                                               =========================================
TRUST UNITS OUTSTANDING AT END OF PERIOD......       4,372        4,569        4,889
                                               =========================================
</TABLE>

                       See Notes to Financial Statements.


                                     D - 11
<PAGE>

MUNICIPAL INVESTMENT TRUST FUND,
MULTISTATE SERIES - 314 (NEW YORK TRUST),
DEFINED ASSET FUNDS


NOTES TO FINANCIAL STATEMENTS


  1.  SIGNIFICANT ACCOUNTING POLICIES

      The Fund is registered under the Investment Company Act of 1940 as a Unit
      Investment Trust. The following is a summary of significant accounting
      policies consistently followed by the Fund in the preparation of its
      financial statements. The policies are in accordance with accounting
      principles generally accepted in the United States of America.

      (a) Securities are stated at value as determined by the Evaluator based on
          bid side evaluations for the securities except that value on July 12,
          1997 was based upon offer side evaluations at July 10, 1997 the day
          prior to the Date of Deposit. Cost of securities at July 12, 1997, was
          also based on such offer side evaluations.

      (b) The Fund is not subject to income taxes. Accordingly, no
          provision for such taxes is required.

      (c) Interest income is recorded as earned.

  2.  DISTRIBUTIONS

      A distribution of net investment income is made to Holders each month.
      Receipts other than interest, after deductions for redemptions and
      applicable expenses, are also distributed periodically.

  3.  NET CAPITAL

<TABLE>
<S>                                                      <C>
      Cost of 4,372 units at Date of Deposit..............    $4,518,375
      Redemptions of units - net cost of 695 units
        redeemed less redemption amounts..................        22,938
      Realized loss on securities sold or redeemed........        (1,661)
      Principal distributions.............................          (228)
      Interest income on segregated bonds.................        21,881
      Deferred sales charge...............................      (210,720)
      Unrealized depreciation of investments..............      (148,319)
                                                           --------------

      Net capital applicable to Holders...................    $4,202,266
                                                           ==============
</TABLE>

  4.  INCOME TAXES

      As of June 30, 2000, unrealized depreciation of investments (including
      securities called for redemption), based on cost for Federal income tax
      purposes, aggregated $148,319 all of which related to depreciated
      securities. The cost of investment securities for Federal income tax
      purposes was $4,348,332 at June 30, 2000.


                                     D - 12
<PAGE>

MUNICIPAL INVESTMENT TRUST FUND,
MULTISTATE SERIES - 314 (NEW YORK TRUST),
DEFINED ASSET FUNDS


NOTES TO FINANCIAL STATEMENTS

  5.  SECURITIES CALLED FOR REDEMPTION

      $70,000 face amount of Commonwealth of Puerto Rico, G.O. Pub. Imp.
      Bonds, Ser. 1997 were called for redemption on July 1, 2000.  Such
      securities are valued at the amount of the proceeds subsequently
      received.

  6.  DEFERRED SALES CHARGE

      The sales charges are being paid for with the interest received and by
      periodic sales of these bonds. A deferred sales charge of $3.75 per unit
      is charged in a quaterly basis, and paid to the sponsors annually by the
      Trustee on behalf of the Holders, up to an aggregate of $45.00 per unit
      over the first three years of the life of the Fund. Should a Holder redeem
      units prior to the third anniversary of the Fund, the remaining balance of
      the deferred sales charge will be charged.

  7.  DEFERRED ORGANIZATIONAL COSTS

      Organizational costs have been deferred and are being amortized over five
      years.


                                     D - 13
<PAGE>

MUNICIPAL INVESTMENT TRUST FUND,
MULTISTATE SERIES - 314
DEFINED ASSET FUNDS

PORTFOLIO OF THE NEW YORK TRUST
AS OF JUNE 30, 2000

<TABLE>
<CAPTION>
                                       Rating                                         Optional
    Portfolio No. and Title of            of             Face                         Redemption
            Securities                 Issues(1)         Amount  Coupon Maturities(3) Provisions(3)         Cost(2)      Value(2)
            ----------                 ---------         ------  ------ ------------- -------------         -------      --------
<S>                                      <C>       <C>           <C>       <C>        <C>            <C>           <C>
 1 Dormitory Auth. of the State of New     A-        $  345,000   5.750%   2017         07/01/06         $  349,192    $  341,681
   York, Dept. of Hlth., Rev. Bonds,                                                    @ 102.000
   Ser. 1996

 2 Dormitory Auth. of the State of New     A            490,000   5.625    2021         02/15/07            490,000       467,828
   York, Mental Hlth. Svcs. Facs. Imp.                                                  @ 102.000
   Rev. Bonds, Ser. 1997 B

 3 Dormitory Auth. of the State of New     A-           725,000   5.400    2023         05/15/04            705,258       682,348
   York, State Univ. Educl. Facs.,                                                      @ 102.000
   Rev. Bonds, Ser. 1993 C

 4 New York State Urban Dev. Corp.,        A            665,000   5.250    2021         01/01/04            630,633       607,338
   Correctional Cap. Facs. Rev. Rfdg,                                                   @ 102.000
   Bonds, Ser. 1993 A

 5 New York City, NY, Mun. Wtr. Fin.       AA           755,000   5.500    2023         06/15/05            744,702       719,085
   Auth., Wtr. and Swr. Sys. Rev.                                                       @ 100.000
   Bonds, Fiscal Ser. 1996 A

 6 Town of Dewitt, Onondaga Cnty.,         A2            15,000   4.750    2000         None                 15,291        15,009
   NY, Pub. Imp. Bonds, Ser. 1997 B (6)

 7 New York City, NY, G.O. Bonds, Fiscal   A-           700,000   5.875    2024         08/01/06            712,788       695,051
   Ser. 1997 F                                                                          @ 101.500

 8 Village of East Rochester, NY,          AAA          620,000   5.750    2037         08/01/07            628,048       601,673
   Housing Auth., Sr. Living Fac. Rev.                                                  @ 102.000
   Bonds (St. John's Meadows Proj.),
   Ser. 1997B (MBIA Ins.)(5)

                                                   --------------                                     -------------- --------------
TOTAL                                                $4,315,000                                          $4,275,912    $4,130,013
                                                   ==============                                     ============== ==============
</TABLE>

                     See Notes to Portfolios on Page D - 15.


                                     D - 14
<PAGE>

MUNICIPAL INVESTMENT TRUST FUND,
MULTISTATE SERIES - 314 (CALIFORNIA AND NEW YORK TRUSTS)
DEFINED ASSET FUNDS


NOTES TO PORTFOLIOS
AS OF JUNE 30, 2000

   (1) The ratings of the bonds are by Standard & Poor's Ratings Group, or by
       Moody's Investors Service, Inc. if followed by "(m)", or by Fitch
       Investors Service, Inc. if followed by "(f)"; "NR" indicates that this
       bond is not currently rated by any of the above-mentioned rating
       services. These ratings have been furnished by the Evaluator but not
       confirmed with the rating agencies.

   (2) See Notes to Financial Statements.

   (3) Optional redemption provisions, which may be exercised in whole or in
       part, are initially at prices of par plus a premium, then subsequently at
       prices declining to par. Certain securities may provide for redemption at
       par prior or in addition to any optional or mandatory redemption dates or
       maturity, for example, through the operation of a maintenance and
       replacement fund, if proceeds are not able to be used as contemplated,
       the project is condemned or sold or the project is destroyed and
       insurance proceeds are used to redeem the securities. Many of the
       securities are also subject to mandatory sinking fund redemption
       commencing on dates which may be prior to the date on which securities
       may be optionally redeemed. Sinking fund redemptions are at par and
       redeem only part of the issue. Some of the securities have mandatory
       sinking funds which contain optional provisions permitting the issuer to
       increase the principal amount of securities called on a mandatory
       redemption date. The sinking fund redemptions with optional provisions
       may, and optional refunding redemptions generally will, occur at times
       when the redeemed securities have an offering side evaluation which
       represents a premium over par. To the extent that the securities were
       acquired at a price higher than the redemption price, this will represent
       a loss of capital when compared with the Public Offering Price of the
       Units when acquired. Distributions will generally be reduced by the
       amount of the income which would otherwise have been paid with respect to
       redeemed securities and there will be distributed to Holders any
       principal amount and premium received on such redemption after satisfying
       any redemption requests for Units received by the Fund. The estimated
       current return may be affected by redemptions.

   (4) Insured by AAA-rated insurance companies that guarantee timely payments
       of principal and interest on the bonds (but not Fund units or the market
       value of the bonds before they mature).

   (5) Insured by the indicated municipal bond insurance company.

   (6) It is anticipated that interest and principal received from these bonds
       will be applied to the payment of the Trust's deferred sales charges.


                                     D - 15
<PAGE>
              Defined
            Asset Funds-Registered Trademark-

<TABLE>
<S>                                      <C>
HAVE QUESTIONS ?                         MUNICIPAL INVESTMENT TRUST FUND
Request the most                         MULTISTATE SERIES--314
recent free Information                  (A Unit Investment Trust)
Supplement that gives more               ---------------------------------------
details about the Fund,                  This Prospectus does not contain
by calling:                              complete information about the
The Bank of New York                     investment company filed with the
1-800-221-7771                           Securities and Exchange Commission in
                                         Washington, D.C. under the:
                                         - Securities Act of 1933 (file no.
                                         333-28773) and
                                         - Investment Company Act of 1940 (file
                                         no. 811-1777).
                                         TO OBTAIN COPIES AT PRESCRIBED RATES--
                                         WRITE: Public Reference Section of the
                                         Commission
                                         450 Fifth Street, N.W., Washington,
                                         D.C. 20549-6009
                                         CALL: 1-800-SEC-0330.
                                         VISIT: http://www.sec.gov.
                                         ---------------------------------------
                                         No person is authorized to give any
                                         information or representations about
                                         this Fund not contained in this
                                         Prospectus or the Information
                                         Supplement, and you should not rely on
                                         any other information.
                                         ---------------------------------------
                                         When units of this Fund are no longer
                                         available, this Prospectus may be used
                                         as a preliminary prospectus for a
                                         future series, but some of the
                                         information in this Prospectus will be
                                         changed for that series.
                                         UNITS OF ANY FUTURE SERIES MAY NOT BE
                                         SOLD NOR MAY OFFERS TO BUY BE ACCEPTED
                                         UNTIL THAT SERIES HAS BECOME EFFECTIVE
                                         WITH THE SECURITIES AND EXCHANGE
                                         COMMISSION. NO UNITS CAN BE SOLD IN ANY
                                         STATE WHERE A SALE WOULD BE ILLEGAL.
                                                                    11302--10/00
</TABLE>


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