EQUITY INVESTOR FUND SEL TEN PORT 1998 INTL SER A HONG KONG, 487, 1998-02-11

EQUITY INVESTOR FUND SEL TEN PORT 1998 INTL SER A HONG KONG
487, 1998-02-11

Previous: HOME LOAN FINANCIAL CORP, S-1/A, 1998-02-11

Next: CRUSADER HOLDING CORP, 424B4, 1998-02-11

As filed with the Securities and Exchange Commission on February 11, 1998
REGISTRATION NO. 333-41761

- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
------------------------------------------
AMENDMENT NO. 1
TO
FORM S-6
------------------------------------------
FOR REGISTRATION UNDER THE SECURITIES ACT
OF 1933 OF SECURITIES OF UNIT INVESTMENT
TRUSTS REGISTERED ON FORM N-8B-2
------------------------------------------
A. EXACT NAME OF TRUST:

EQUITY INVESTOR FUND
SELECT TEN PORTFOLIO
1998 INTERNATIONAL SERIES A HONG KONG PORTFOLIO
DEFINED ASSET FUNDS

B. NAMES OF DEPOSITORS:

MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED
SMITH BARNEY INC.
PAINEWEBBER INCORPORATED
DEAN WITTER REYNOLDS INC.

C. COMPLETE ADDRESSES OF DEPOSITORS' PRINCIPAL EXECUTIVE OFFICES:

MERRILL LYNCH, PIERCE,
FENNER &
SMITH INCORPORATED
DEFINED ASSET FUNDS
P.O. BOX 9051
PRINCETON, NJ 08543-9051 SMITH BARNEY INC.
388 GREENWICH STREET
23RD FLOOR
NEW YORK, NY 10013

PAINEWEBBER INCORPORATED DEAN WITTER REYNOLDS INC.
1285 AVENUE OF THE TWO WORLD TRADE
AMERICAS CENTER--59TH FLOOR
NEW YORK, NY 10019 NEW YORK, NY 10048

D. NAMES AND COMPLETE ADDRESSES OF AGENTS FOR SERVICE:

TERESA KONCICK, ESQ.
P.O. BOX 9051
PRINCETON, NJ 08543-9051 LAURIE A. HESSLEIN
388 GREENWICH STREET
NEW YORK, NY 10013
COPIES TO:
ROBERT E. HOLLEY DOUGLAS LOWE, ESQ. PIERRE DE SAINT PHALLE,
1285 AVENUE OF THE DEAN WITTER REYNOLDS INC. ESQ.
AMERICAS TWO WORLD TRADE 450 LEXINGTON AVENUE
NEW YORK, NY 10019 CENTER--59TH FLOOR NEW YORK, NY 10017
NEW YORK, NY 10048

E. TITLE OF SECURITIES BEING REGISTERED:
An indefinite number of Units of Beneficial Interest pursuant to Rule 24f-2
promulgated under the Investment Company Act of 1940, as amended.
/ x / Check box if it is proposed that this Registration Statement will become
effective upon filing on February 11, 1998 pursuant to Rule 487.

EQUITY INVESTOR FUND The objective of this Defined Portfolio is total
SELECT TEN PORTFOLIO return through a combination of capital
1998 INTERNATIONAL appreciation and current dividend income.
SERIES A The common stocks in the Portfolio were selected
HONG KONG PORTFOLIO by following a strategy that invests for a period
(UNIT INVESTMENT TRUST) of about one year in the ten common stocks in the
- ------------------------------Hang Seng Index having the highest dividend yields
/ / DESIGNED FOR TOTAL RETURN two business days prior to the date of this
/ / DEFINED PORTFOLIO OF 10 Prospectus.
HIGHEST DIVIDEND The Portfolio may be considered speculative and
YIELDING INDEX STOCKS therefore may be appropriate only for those
/ / SEMI-ANNUAL DIVIDEND investors able and willing to assume higher price
INCOME risk and volatility and currency fluctuations. The
Portfolio should be considered a vehicle for
investing a portion of your assets in foreign
securities and not as a complete equity investment
program.
This Portfolio is highly concentrated in stocks of
real estate and property companies. Negative
developments in this industry could have a
significant adverse effect on Unit price. See a
description of this industry under Risk Factors in
Part B.
The value of units will fluctuate with the value
of the common stocks in the Portfolio and with
currency fluctuations and no assurance can be
given that dividends will be paid or that the
units will appreciate in value.
Unless otherwise indicated, all amounts herein are
stated in U.S. dollars computed on the basis of
the exchange rate for Hong Kong dollars on the
date of this prospectus.
Minimum purchase: $250.

-------------------------------------------------
THESE SECURITIES HAVE NOT BEEN APPROVED OR
DISAPPROVED BY THE SECURITIES AND EXCHANGE
COMMISSION OR ANY STATE SECURITIES COMMISSION NOR
HAS THE COMMISSION OR ANY STATE SECURITIES
COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY
SPONSORS: OF THIS DOCUMENT. ANY REPRESENTATION TO THE
Merrill Lynch, CONTRARY IS A CRIMINAL OFFENSE.
Pierce, Fenner & Smith Inquiries should be directed to the Trustee at
Incorporated 1-800-323-1508.
Smith Barney Inc. Prospectus dated February 11, 1998.
PaineWebber Incorporated INVESTORS SHOULD READ THIS PROSPECTUS CAREFULLY
Dean Witter Reynolds Inc. AND RETAIN IT FOR FUTURE REFERENCE.

<PAGE>
- --------------------------------------------------------------------------------
Defined Asset FundsSM
Defined Asset Funds is America's oldest and largest family of unit investment
trusts, with over $115 billion sponsored in the last 25 years. Each Defined
Asset Fund is a portfolio of preselected securities. The portfolio is divided
into 'units' representing equal shares of the underlying assets. Each unit
receives an equal share of income and principal distributions.
Defined Asset Funds offer several defined 'distinctives'. You know in advance
what you are investing in and that changes in the portfolio are limited - a
defined portfolio. Most defined bond funds pay interest monthly - defined
income. The portfolio offers a convenient and simple way to invest - simplicity
defined.
Your financial professional can help you select a Defined Asset Fund to meet
your personal investment objectives. Our size and market presence enable us to
offer a wide variety of investments. The Defined Asset Funds family offers:
o Municipal bond portfolios
o Corporate bond portfolios
o Government bond portfolios
o Equity portfolios
o International bond and equity portfolios
The terms of Defined Funds are as short as one year or as long as 30 years.
Special defined bond funds are available including: insured funds, double and
triple tax-free funds and funds with 'laddered maturities' to help protect
against changing interest rates. Defined Asset Funds are offered by prospectus
only.
- ----------------------------------------------------------------
Defining the Strategy
- ----------------------------------------------------------------

This Select Ten Portfolio follows a simple, time-tested Strategy: buy
approximately equal amounts of the ten highest dividend-yielding stocks of the
Hang Seng Index* and hold them for about one year. At the end of the year, the
Portfolio will be liquidated and the Strategy reapplied to the Hang Seng Index
to select a new portfolio. As of two business days prior to the initial date of
deposit, Select Ten Portfolios hold approximately $1.1 billion of the
International Strategy Stocks. The Select Ten Portfolio is designed to be part
of a longer term strategy and investors are advised to follow the Strategy for
at least three to five years. So long as the Sponsors continue to offer new
portfolios, investors will have the option to reinvest into a new portfolio at a
reduced sales charge. The Sponsors reserve the right not to offer new
portfolios.

- ------------
* The publisher of this Index is not affiliated with the Sponsors, has not
participated in any way in the creation of the Portfolio or in the selection of
stocks included in the Portfolio and has not reviewed or approved any
information included in this Prospectus.
The Strategy provides a disciplined approach to investing based on a buy and
hold philosophy, which ignores market timing and investment research and rejects
active management. The Portfolio does not reflect any investment recommendations
of the Sponsors. The Sponsors anticipate that the Portfolio will remain
unchanged over its one-year life despite any adverse developments concerning an
issuer, an industry or the economy or a stock market generally.
- ----------------------------------------------------------------
Defining Your Portfolio
- ----------------------------------------------------------------

The Hong Kong Portfolio is highly concentrated in Real Estate and Property
stocks. Based upon the principal business of each issuer and current market
values, the following industries are represented in the Portfolio:
APPROXIMATE
PORTFOLIO PERCENTAGE
/ / Real Estate/Properties 90%
/ / Airline 10
All of the stocks represent Hong Kong issuers. Investors should note that Hong
Kong reverted to Chinese sovereignty on July 1, 1997. Events subsequent to the
handover may adversely affect real estate or property values or the market value
of Hong Kong stocks generally. (See Risk Factors in Part B.)
- ----------------------------------------------------------------
Defining Your Risks
- ----------------------------------------------------------------
Most of the issuers of the stocks in the Portfolio are real estate and property
companies, and are subject to various risks related to this industry. (See Risk
Factors in Part B.)

The Hang Seng Strategy Stocks, as the 10 highest dividend yielding stocks in the
Hang Seng Index, generally share attributes that have caused them to have lower
prices or higher yields relative to the other stocks in the Hang Seng Index. The
Strategy Stocks may, for example, be experiencing financial difficulty, or be
out of favor in the market because of weak performance, poor earnings forecasts
or negative publicity; or they may be reacting to general market cycles. The
Strategy is therefore contrarian in nature. The Hang Seng Strategy Stocks are
chosen solely by application of the Strategy to determine the highest-yielding
Hang Seng Index stocks. The Portfolio does not reflect any investment
recommendations of the Sponsors and one or more of the stocks in the Portfolio
may, from time to time, be subject to sell recommendations from one or more of
the Sponsors.
A-2
<PAGE>
Hong Kong reverted to the sovereignty of The People's Republic of China
('China') on July 1, 1997. The Sponsors are unable to predict the level of
market liquidity or volatility which may prevail subsequent to the handover.
While China has committed to preserve for 50 years the economic and social
freedoms currently enjoyed in Hong Kong, there can be no assurance that China
will abide by its commitment. (See Risk Factors in Part B.)
The Portfolio is not an appropriate investment for those who are not comfortable
with the Strategy. The Portfolio may not be appropriate for investors seeking
either preservation of capital or high current income, nor would the Portfolio
be appropriate for investors unable or unwilling to assume the increased risks
of higher price volatility associated with investments in international
equities. The Portfolio should be considered as a vehicle for investing a
portion of an investor's assets in foreign securities and not as a complete
equity investment program.
There can be no assurance that the market factors that caused the relatively low
prices and high yields of the Strategy Stocks will change, that any negative
conditions adversely affecting the stock price will not deteriorate, that the
dividend rates on the Strategy Stocks will be maintained or that share prices
will not decline further during the life of the Portfolio, or that the Strategy
Stocks will continue to be included in the Hang Seng Index. Investors should
note that the composition of the Hang Seng Index may change with greater
frequency than comparable United States stock indexes and that a Strategy Stock
that is deleted from the Hang Seng Index or delisted from the Hong Kong Stock
Exchange may suffer a significant decrease in liquidity or price deteroration.
The Hang Seng Strategy Stocks and the Select Ten Hong Kong Portfolios have
underperformed the Hang Seng Index since 1993 and there can be no assurance that
this underperformance will not continue, that any Portfolio will outperform the
Index over its one-year life, or that the Strategy will not lose money over
consecutive annual periods.
Unit price fluctuates with the value of the Portfolio, and the value of the
Portfolio could be affected by changes in the financial condition of the
issuers, changes in the various industries represented in the Portfolio,
movements in stock prices generally and in currency exchange rates, the impact
of purchase and sale of securities for the Portfolio (especially during the
primary offering period of units and during the rollover period) and other
factors. Also, the return on an investment in the Portfolio will be lower than
the hypothetical returns on Strategy Stocks because the Portfolio has sales
charges, brokerage commissions and expenses, purchases Strategy Stocks at
different prices and is not fully invested at all times and because of other
factors described under Performance Information.
Unlike mutual funds, the Portfolio is not actively managed and the Sponsors
receive no management fee. The adverse financial condition of an issuer or any
market movement in the price of a security will not require the sale of
securities from the Portfolio. Although the Sponsors may instruct the Trustee to
sell securities under certain limited circumstances, given the investment
philosophy of the Portfolio, the Sponsors are not likely to do so. The Portfolio
may continue to purchase or hold securities originally selected even though the
market value and yields on the securities may have changed or the securities may
no longer be included in the Hang Seng Index.
- ----------------------------------------------------------------
Defining Your Investment
- ----------------------------------------------------------------

PUBLIC OFFERING PRICE PER 1,000 UNITS $1,000.00
The Public Offering Price as of February 11, 1998 is based on the aggregate
value of the underlying securities and any cash held to purchase securities,
divided by the number of units outstanding times 1,000, plus the initial sales
charge. The Public Offering Price on any subsequent date will vary. The
underlying securities are valued by the Trustee on every business day on the
basis of their closing sale prices at 3:30 a.m. New York Time for the Hong Kong
Stock Exchange.
SALES CHARGES
The total sales charge for this investment combines an initial up-front sales
charge and a deferred sales charge that will be deducted from the net asset
value of a Portfolio monthly beginning April 1, 1998 and thereafter on the 1st
of each month through January 1, 1999.

A-3
<PAGE>
ROLLOVER OPTION

When this Select Ten International Hong Kong Portfolio is about to terminate,
you may have the option to roll your proceeds into the next portfolio of the
then current Strategy Stocks. If you hold your units with one of the Sponsors
and notify your financial consultant by February 12, 1999, your units will be
redeemed, and certain distributed securities plus the proceeds from the sale of
the remaining securities will be reinvested in units of a new Select Ten
International Hong Kong Portfolio, if available. If you decide not to roll over
your proceeds, you will receive a cash distribution (or, if you so elect, an
in-kind distribution) after the Fund terminates. Of course you can sell or
redeem your Units at any time prior to termination.
SEMI-ANNUAL DISTRIBUTIONS
You will receive distributions of any dividend income, net of expenses, on the
25th of July and December 1998, if you own units on the 10th of those months.

REINVESTMENT OPTION
You can elect to automatically reinvest your distributions into additional units
of the Portfolio subject only to the deferred sales charge remaining at the time
of reinvestment. Reinvesting helps to compound your income for a greater total
return.
TAXES
In the opinion of counsel, for U.S. tax purposes, you will be considered to have
received all the dividends paid on your pro rata portion of each security in the
Portfolio when those dividends are received (or deemed to be received) by the
Portfolio, even though the dividend payments may be subject to withholding taxes
or may be used to pay expenses of the Portfolio and regardless of whether you
reinvest your dividends in the Portfolio.

TAX BASIS REPORTING

The proceeds received when you sell this investment will reflect the deduction
of the deferred sales charge and the charge for organizational expenses. In
addition, the annual statement and the relevant tax reporting forms you receive
at year-end will be based upon the amount paid to you (net of the deferred sales
charge and the charge for organizational expenses). Accordingly, you should not
increase your basis in your units by the deferred sales charge and the charge
for organizational expenses. You will not be entitled to the new 20% maximum
federal tax rate for capital gains derived from the Portfolio. (See U.S.
Taxation in Part B.)
TERMINATION DATE
The Portfolio will terminate by March 19, 1999. The final distribution will be
made within a reasonable time afterward. The Portfolio may be terminated earlier
if its value is less than 40% of the value of the securities when deposited.

SPONSORS' PROFIT OR LOSS
The Sponsors' profit or loss from the Portfolio will include applicable sales
charges, fluctuations in the Public Offering Price or secondary market price of
units and a gain or loss on the initial and subsequent deposits of securities.
Loss to the Sponsors on deposit of the Securities was $1,703.81. (See Defined
Portfolio; Sponsors' and Underwriters' Profits in Part B.)

- ----------------------------------------------------------------
Defining Your Costs
- ----------------------------------------------------------------
SALES CHARGES
First-time investors pay a maximum sales charge of 2.75% of the offering price,
of which $17.50 per 1,000 units is deferred. For example, on a $1,000
investment, 2.75% less $17.50 (or about 1%) is deducted when you buy and the
remaining $990 is invested in the Hang Seng Strategy Stocks. The initial sales
charge is reduced on purchases of $50,000 or more, as described in Part B. In
addition, a deferred sales charge of $1.75 per 1,000 units will be deducted from
a Portfolio's net asset value each month over the last ten months of the
Portfolio's life ($17.50 total). This deferred method of payment keeps more of
your money invested over a longer period of time. If you roll the proceeds of
your investment into the new portfolio, you will not be subject to the 1%
initial charge, just the $17.50 deferred fee. Although this is a unit investment
trust rather than a mutual fund, the following information is presented to
permit a comparison of fees and an understanding of the direct or indirect costs
and expenses that you pay.

As a %
of Initial
Public Amount per
Offering Price 1,000 Units
--------------- --------------
Initial Sales Charge 1.00% $ 10.00
Deferred Sales Charge per Year 1.75 17.50
--------------- --------------
Maximum Sales Charge 2.75% $ 27.50
--------------- --------------
--------------- --------------
Maximum Sales Charge Imposed Per
Year on Reinvested Dividends 1.05% $ 10.50

ESTIMATED ANNUAL OPERATING EXPENSES

AS A % OF AMOUNT PER
NET ASSETS 1,000 UNITS
----------------- --------------
Trustee's Fee .090% $ 0.89
Portfolio Supervision,
Bookkeeping and Administrative
Fees .046% $ 0.45
Organizational Expenses .238% $ 2.36
Other Operating Expenses .132% $ 1.31
----------------- --------------
TOTAL .506% $ 5.01

The Portfolio (and therefore the investors) will bear all or a portion of its
organizational costs--including costs of preparing the registration statement,
the trust indenture and other closing documents, registering units with the SEC
and the states and the initial audit of the Portfolio--as is common for mutual
funds.
These estimates do not include the costs of purchasing and selling the
underlying Strategy Stocks.
A-4
<PAGE>
COSTS OVER TIME
You would pay the following cumulative expenses on a $1,000 investment, assuming
a 5% annual return on the investment throughout the indicated periods and
redemption at the end of the period:

1 Year 3 Years 5 Years 10 Years
$33 $80 $130 $268

Although the Portfolio has a term of only one year and is a unit investment
trust rather than a mutual fund, this information is presented to permit a
comparison of fees, assuming the principal amount and distributions are rolled
over each year into a new Portfolio subject only to the deferred sales charge
and fund expenses.
This example assumes reinvestment of all dividends and distributions and uses a
5% annual rate of return as mandated by SEC regulations applicable to mutual
funds. For purposes of the example, the deferred sales charge imposed on
reinvestment of dividends is not reflected until the year following payment of
the dividend; the cumulative expenses would be higher if sales charges on
reinvested dividends were reflected in the year of reinvestment.
The example should not be considered a representation of past or future expenses
or annual rates of return; the actual expenses and annual rates of return may be
more or less than the example. The estimated reductions to the repurchase and
cash redemption prices in the secondary market to recoup the costs of
liquidating securities to meet redemption shown below have not been reflected.
SELLING YOUR INVESTMENT

You may sell or redeem your units at any time prior to the termination of the
Portfolio. Your price will be based on the then current net asset value. The
redemption and secondary market repurchase price as of February 11, 1998 was
$972.50 per 1,000 units ($27.50 per 1,000 units less than the Public Offering
Price). This price reflects deductions of the deferred sales charge which
declines over the last ten months of the Portfolio ($17.50 initially). If you
sell your units before the termination of the Portfolio, you will pay the
remaining balance of the deferred sales charge.

In addition, after the initial offering period, the repurchase and cash
redemption prices for units will be further reduced to reflect the costs of
liquidating securities to meet the redemption, currently estimated at $5.08 per
1,000 units. If you reinvest in the new Portfolio, you will pay your share of
any brokerage commissions on the sale of underlying securities when your units
are liquidated during the rollover.
A-5
<PAGE>
- --------------------------------------------------------------------------------
Defined Hong Kong Portfolio
- --------------------------------------------------------------------------------

Equity Investor Fund
Select Ten Portfolio 1998 International Series A February 11, 1998
Hong Kong Portfolio

PRICE COST
PER SHARE TO PORTFOLIO
PERCENTAGE CURRENT TO PORTFOLIO IN IN U.S. DOLLARS
NAME OF ISSUER OF PORTFOLIO (1) DIVIDEND YIELD (2) U.S. DOLLARS (3)
- ---------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>

1. Henderson Land Development Co., Ltd. 9.92% 8.46% $ 4.703 $ 32,924.15
2. Sino Land Co. 10.06 7.65 0.439 33,389.33
3. Amoy Properties Ltd. 9.45 7.64 0.795 31,389.71
4. Hysan Development Co., Ltd. 9.65 7.48 2.003 32,045.48
5. The Wharf (Holdings) Ltd. 9.65 7.23 2.003 32,045.48
6. Cathay Pacific Airways Ltd. 9.96 6.63 1.034 33,079.21
7. Hang Lung Development Co., Ltd. 9.85 6.48 1.486 32,691.56
8. Henderson Investment Ltd. 9.94 6.41 0.846 33,008.14
9. Great Eagle Holdings Ltd. 10.60 5.87 1.408 35,211.27
10. Hopewell Holdings Ltd. 10.92 5.36 0.217 36,252.75
----------------- -----------------
100.00% $ 332,037.08
----------------- -----------------
----------------- -----------------

- ------------------------------------
</TABLE>

(1) Based on Cost to Portfolio in U.S. dollars.
(2) Current Dividend Yield for each security was calculated by adding the most
recent interim and final dividends declared on the security and dividing the
result by its market value as of the close of trading on February 11, 1998.
(3) Valuation by the Trustee made on the basis of closing sale prices at the
evaluation time on February 11, 1998, the initial date of deposit, converted
into U.S. dollars on the offer side of the exchange rate at the evaluation
time on that date. The value of the Securities on any subsequent business
day will vary.
------------------------------------
The securities were acquired on February 11, 1998 and are represented entirely
by contracts to purchase the securities. Any of the Sponsors may have acted as
underwriters, managers or co-managers of a public offering of the securities in
this Fund during the last three years. Affiliates of the Sponsors may serve as
specialists in the securities in this Fund on one or more stock exchanges and
may have a long or short position in any of these securities or in options on
any of them, and may be on the opposite side of public orders executed on the
floor of an exchange where the securities are listed. An officer, director or
employee of any of the Sponsors may be an officer or director of one or more of
the issuers of the securities in the Fund. A Sponsor may trade for its own
account as an odd-lot dealer, market maker, block positioner and/or arbitrageur
in any of the securities or in options on them. Any Sponsor, its affiliates,
directors, elected officers and employee benefits programs may have either a
long or short position in any securities or in options on them.

A-6
<PAGE>
- --------------------------------------------------------------------------------
Past Performance of Prior Hong Kong Portfolios
- --------------------------------------------------------------------------------

Select Ten Hong Kong Portfolios, first available in 1993, are now offered in
various cycles -- or Series -- each starting at different times during a year.
The following table shows the actual performance of each Portfolio of six of
these Series. The table also shows the Average Annual Total Return and the
Cumulative Total Return for these six Series. These past performance returns
reflect an investment made in the initial Portfolio of each Series and assume
annual rollovers into successor Portfolios of the same Series. Past performance
of the Portfolios and the Series is no guarantee of future results of the Select
Ten Strategy or of any Portfolio currently offered.

ANNUALIZED
---------------------------------------------------- CUMULATIVE
DIVIDEND TOTAL
SERIES A TERM YIELD(1) APPRECIATION(2) TOTAL RETURN(3) RETURN
- ------------------------ --------------------- --------------- ----------------- ---------------- ------------
<S> <C> <C> <C> <C> <C>

1994 1/5/94-2/3/95 2.75% -45.93% -43.18%
1995 1/9/95-2/23/96 5.18 31.56 36.74
1996 1/22/96-2/28/97 3.60 4.43 8.03
Average Annual
Total Return(4) 1/5/94-12/31/97 -- -- -9.72
Cumulative
Total Return 1/5/94-12/31/97 -- -- -- -33.50%*
SERIES B
- ------------------------
1996 4/23/96-6/13/97 4.89 1.19 6.08
Average Annual
Total Return(4) 4/23/96-12/31/97 -- -- -14.11
Cumulative
Total Return 4/23/96-12/31/97 -- -- -- -22.68%*
SERIES C
- ------------------------
1993 6/21/93-7/22/94 4.66 12.72 17.38
1994 5/9/94-6/16/95 4.52 -10.86 -6.34
1995** 5/10/95-6/28/96 4.27 13.86 18.13
1996 5/20/96-6/27/97 4.29 5.41 9.70
Average Annual
Total Return(4) 6/21/93-12/31/97 -- -- -0.68
Cumulative
Total Return 6/21/93-12/31/97 -- -- -- -3.05%*
SERIES D
- ------------------------
1993 9/28/93-10/28/94 5.03 2.29 7.32
1994 9/7/94-10/13/95 4.46 -29.71 -25.25
1995*** 9/12/95-10/31/96 4.80 15.88 20.68
1996 9/27/96-10/24/97 4.65 -20.52 -15.87
Average Annual
Total Return(4) 9/28/93-12/31/97 -- -- -5.16
Cumulative
Total Return 9/28/93-12/31/97 -- -- -- -20.20%*
SERIES 3
- ------------------------
1996 7/22/96-8/29/97 4.41 -2.28 2.13
Average Annual
Total Return(4) 7/22/96-12/31/97 -- -- -16.42
Cumulative
Total Return 7/22/96-12/31/97 -- -- -- -22.82%*
SERIES 5
- ------------------------
1996 11/1/96-12/12/97 4.69 -30.28 -25.59
Average Annual
Total Return(4) 11/1/96-12/31/97 -- -- -27.13
Cumulative
Total Return 11/1/96-12/31/97 -- -- -- -30.83%*

- ------------------------------------
</TABLE>

(1) Dividends paid on the securities to the Portfolio less ongoing expenses,
divided by maximum initial public offering price.
(2) Represents the difference between initial unit price and redemption or
liquidation price on the ending date (reflecting payment of deferred sales
charges, brokerage commissions paid by the Portfolio and, beginning with
1995 Series B, organization expenses, and assumes reinvestment of dividends
on the distribution dates), divided by the maximum initial public offering
price.
(3) Appreciation plus Dividend Yield. Reflects reinvestment of dividends,
deduction of maximum applicable sales charges and ongoing expenses, but no
adjustment for taxes payable.
(4) Average Annual Total Return for a Series includes the brokerage commissions
paid in selling securities received in kind on annual rollovers and the
waiver of any up-front sales charge on those rollovers.
* These figures are not annualized.
** 1995 Series B rolled into 1996 Series C.
*** 1995 Series C rolled into 1996 Series D.

A-7
<PAGE>
- --------------------------------------------------------------------------------
Hypothetical Strategy Stock Performance Information
- --------------------------------------------------------------------------------

Select Ten Hong Kong Portfolios are based on a strategy of investing equal
amounts in the 10 highest dividend-yielding stocks ('Strategy Stocks') in the
Hang Seng Index each year. The Strategy Stocks underperformed the Hang Seng
Index in 9 of the last 20 years (10 years if Portfolio sales charges and
expenses were deducted from Strategy Stock performance). This is why the
Sponsors recommend following the Strategy for at least three to five years. Only
the average annualized total return figures at the bottom of each column reflect
reinvestment of dividends (at the end of each year). The results below are
hypothetical for the following reasons: None of these figures reflects any sales
charges, expenses or brokerage commissions which investors in the Portfolio
bear. Portfolio performance will also differ from the hypothetical performance
of Strategy Stocks because the Select Ten Hong Kong Portfolios are established
at various times during a year, Portfolios may not be fully invested at all
times or equally weighted in all 10 stocks, and their stocks are normally
purchased or sold at prices and currency exchange rates different from the
closing prices and currency exchange rates used in buying and selling Portfolio
units. Past performance is no guaranty of future results of the Strategy or any
Select Ten Hong Kong Portfolio. In addition, the Hang Seng Index is weighted by
market capitalization while the Portfolio stocks are more or less equally
weighted. While the Hong Kong dollar exchange rate has been pegged to the U.S.
dollar since 1983, there can no assurance that this arrangement will continue in
the future.
COMPARISON OF DIVIDENDS, APPRECIATION AND TOTAL RETURN
(FIGURES REFLECT CONVERSION INTO U.S. DOLLARS AT APPLICABLE CURRENCY EXCHANGE
RATES
BUT NOT SALES CHARGES, FUND EXPENSES, COMMISSIONS OR TAXES)

HANG SENG STRATEGY STOCKS(1) HANG SENG INDEX*
--------------------------------------------------------------- ---------------------------------------------
YEAR APPRECIATION(2) ACTUAL DIVIDEND YIELD(3) TOTAL RETURN(4) APPRECIATION(2) ACTUAL DIVIDEND YIELD(3)
- --------- ---------------- --------------------------- ---------------- ---------------- ---------------------------
<S> <C> <C> <C> <C> <C>

1978 19.82% 8.22% 28.04% 17.83% 5.68%
1979 72.63 9.65 82.28 72.27 6.06
1980 34.03 7.37 41.40 61.60 4.23
1981 -10.94 7.08 -3.86 -13.75 2.68
1982 -46.13 7.16 -38.97 -51.24 3.45
1983 -15.40 7.92 -7.48 -6.92 6.03
1984 53.82 11.50 65.32 36.45 6.09
1985 40.25 7.27 47.52 46.33 4.77
1986 54.50 5.99 60.49 46.90 4.26
1987 -2.15 5.18 3.03 -10.06 3.33
1988 28.02 6.02 34.04 16.07 4.53
1989 2.66 6.75 9.41 5.55 4.64
1990 -1.93 8.04 6.11 6.71 5.28
1991 40.07 8.44 48.51 42.41 5.84
1992 32.08 6.86 38.94 28.87 4.76
1993 100.80 6.19 106.99 116.14 4.97
1994 -34.93 3.48 -31.45 -31.22 2.39
1995 10.25 5.86 16.11 23.03 3.92
1996 23.19 4.63 27.82 33.52 4.21
1997 -18.57 4.49 -14.08 -20.41 2.08

YEAR TOTAL RETURN(4)
- --------- ----------------
<S> <C>

1978 23.51%
1979 78.33
1980 65.83
1981 -11.07
1982 -47.79
1983 -0.89
1984 42.54
1985 51.10
1986 51.16
1987 -6.73
1988 20.60
1989 10.19
1990 11.99
1991 48.25
1992 33.63
1993 121.11
1994 -28.83
1995 26.95
1996 37.73
1997 -18.33

- ------------------------------------
</TABLE>

* Source: Datastream International, Inc. The Sponsors have not independently
verified these data, but they have no reason to believe these data are
incorrect in any material respect.
(1) The Hang Seng Strategy Stocks for any given year were selected by ranking
the dividend yields for each of the stocks in the Hang Seng Index as of the
beginning of that year, as provided by Datastream International Inc. The
yields were generally computed by adding together the interim and final
dividends for each of the stocks (these companies generally pay one interim
and a final dividend per fiscal year) declared in the preceding year divided
by that stock's market value on the first trading day that year on the Hong
Kong Stock Exchange.
(2) Appreciation for the Hang Seng Strategy Stocks is calculated by subtracting
the market value of these stocks at the opening value on the first trading
day on the London Stock Exchange in a given year from the market value of
those stocks at the closing value on the last trading day in the year, and
dividing the result by the market value of the stocks at the opening value
on the first trading day in that year. Appreciation for the Hang Seng Index
is calculated by subtracting the opening value of the Hang Seng Index on the
first trading day in each year from the closing value of the Hang Seng Index
on the last trading day in the year, and dividing the result by the opening
value of the Hang Seng Index on the first trading day in that year.
(3) Actual Dividend Yield for the Hang Seng Strategy Stocks is calculated by
adding the total dividends received on the stocks in the year and dividing
the result by the market value of the stocks on the first trading day in
that year. Actual Dividend Yield for the Hang Seng Index is calculated by
taking the total dividends credited to the Hang Seng Index and dividing the
result by the opening value of the Hang Seng Index on the first trading day
of the year.
(4) Total Return represents the sum of Appreciation and Actual Dividend Yield.
Individual year Total Returns do not take into consideration any
reinvestment of dividend income.

A-8
<PAGE>
REPORT OF INDEPENDENT ACCOUNTANTS

The Sponsors, Trustee and Holders of Equity Investor Fund, Select Ten Portfolio
1998 International Series A Hong Kong Portfolio, Defined Asset Funds (the
'Fund'):
We have audited the accompanying statement of condition and the related
portfolio included in the prospectus of the Fund as of February 11, 1998. This
financial statement is the responsibility of the Trustee. Our responsibility is
to express an opinion on this financial statement based on our audit.
We conducted our audit in accordance with generally accepted auditing standards.
Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statement is free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statement. Our procedures included
confirmation of the irrevocable letter of credit deposited for the purchase of
securities, as described in the statement of condition, with 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 audit provides a reasonable basis
for our opinion.
In our opinion, the financial statement referred to above presents fairly, in
all material respects, the financial position of the Fund as of February 11,
1998 in conformity with generally accepted accounting principles.
DELOITTE & TOUCHE LLP
New York, N.Y.
February 11, 1998
STATEMENT OF CONDITION AS OF FEBRUARY 11, 1998

TRUST PROPERTY
Investments--Contracts to purchase Securities(1).........$ 332,037.08
Organizational Costs(2).................................. 129,800.00
--------------------
Total..........................................$ 461,837.08
--------------------
--------------------
LIABILITY AND INTEREST OF HOLDERS
Accrued Liability(2) $ 129,800.00
--------------------
Subtotal $ 129,800.00
--------------------
Interest of Holders of 335,391 Units of fractional
undivided interest outstanding(3):
Cost to investors(4)...................................$ 335,391.00
Gross underwriting commissions(5)...................... (3,353.92)
--------------------
Subtotal............................................$ 332,037.08
--------------------
Total..........................................$ 461,837.08
--------------------
--------------------

- ---------------
(1) Aggregate cost to the Fund of the securities listed under Defined
Hong Kong Portfolio based on the U.S. dollar offer side value of the relevant
exchange rate determined by the Trustee at the evaluation time on February 11,
1998. The contracts to purchase securities are collateralized by an irrevocable
letter of credit which has been issued by DBS Bank, New York Branch, in the
amount of $333,740.89 and deposited with the Trustee. The amount of the letter
of credit includes $332,037.08 for the purchase of securities.
(2) This represents a portion of the Fund's organizational costs which
will be deferred and amortized over the life of the Fund. Organizational costs
have been estimated based on projected total assets of $55 million. To the
extent the Fund is larger or smaller, the amounts may vary.
(3) Because the value of securities at the evaluation time on the
Initial Date of Deposit may differ from the amounts shown in this statement of
condition, the number of Units offered on the business day following the Initial
Date of Deposit will be adjusted from the initial number of Units to maintain
the $1,000 per 1,000 Units offering price only for that day. The Public Offering
Price on any subsequent business day will vary.
(4) Aggregate public offering price computed on the basis of the U. S.
dollar value of the underlying securities based on the U.S. dollar offer side
value of the relevant exchange rate at the evaluation time on February 11, 1998.
(5) Assumes the maximum initial sales charge per 1,000 units of 1.00%
of the Public Offering Price. A deferred sales charge of $1.75 per 1,000 Units
per month is payable on April 1, 1998 and thereafter on the 1st day of each
month through January 1, 1999. Distributions will be made to an account
maintained by the Trustee from which the deferred sales charge obligation of the
investors to the Sponsors will be satisfied. If units are redeemed prior to
January 1, 1999, the remaining portion of the distribution applicable to such
units will be transferred to such account on the redemption date.

A-9
<PAGE>
DEFINED ASSET FUNDSSM
PROSPECTUS--PART B
EQUITY INVESTOR FUND SELECT TEN PORTFOLIO--INTERNATIONAL SERIES
HONG KONG PORTFOLIO
FURTHER INFORMATION REGARDING THE FUND MAY BE OBTAINED
BY WRITING OR CALLING THE TRUSTEE AT THE ADDRESS AND
TELEPHONE NUMBER SET FORTH ON THE BACK COVER OF THIS PROSPECTUS.
Index

PAGE
---------
Fund Description...................................... 1
Risk Factors.......................................... 3
How to Buy Units...................................... 6
How to Redeem or Sell Units........................... 7
Trust Termination..................................... 8
Rollover.............................................. 9
Income, Distributions and Reinvestment................ 10
PAGE
---------
Portfolio Expenses.................................... 10
Taxes................................................. 11
Records and Reports................................... 14
Trust Indenture....................................... 14
Miscellaneous......................................... 15
Exchange Option....................................... 17
Supplemental Information.............................. 17

FUND DESCRIPTION
THE STRATEGY
Simple strategies can sometimes be the most effective. The Fund seeks total
return by acquiring the ten highest yielding stocks in the Hang Seng Index, as
of the date indicated in Part A, after giving effect to any forthcoming changes
to the Index announced prior to those dates, and holding them for about one
year. This investment strategy is based on three time-tested investment
principles: time in the market is more important than timing the market; the
stocks to buy are the ones everyone else is selling; and dividends can be an
important part of total return. Defined Asset Funds can make some of them
available to investors with the Select Ten International Portfolios. Global
markets can move in different directions. While some markets may be experiencing
rapid growth, others may be in decline. These markets can offer attractive
growth opportunities. An investment in the Fund can be cost-efficient, avoiding
the odd-lot costs of buying small quantities of securities directly. Purchasing
a portfolio of these stocks as opposed to one or two stocks offers greater
diversification. There is only one investment decision and two semi-annual
dividends. Investment in a number of companies with high dividends relative to
their stock prices is designed to increase the Portfolio's potential for higher
total returns. The Portfolio's return will consist of a combination of capital
appreciation and current dividend income. The Portfolio will terminate in about
one year, when investors may choose to either receive the distribution in cash
or reinvest in the next Series (if available) at a reduced sales charge. There
can be no assurance that the dividend rates on the selected stocks will be
maintained. Reduction or elimination of a dividend could adversely affect the
stock price as well.
The Hang Seng Index. The Hang Seng Index, first published in 1969, is a
recognized indicator of stock market performance in Hong Kong. It is computed on
an arithmetic basis, weighted by market capitalization, and represents
approximately 70% of the total market capitalization of stocks listed on the
Hong Kong Exchange. The companies represented are among the most highly
capitalized in Hong Kong. Index stocks include companies intended to represent
four major market sectors; commerce and industry, finance, properties and
utilities. The following are the stocks currently represented in the Hang Seng
Index.
1
<PAGE>

Amoy Properties Ltd.
The Bank of East Asia Ltd.
Cathay Pacific Airways Ltd.
Cheung Kong (Holdings) Ltd.
The China Light & Power
Company Ltd.
China Telecom
Citic Pacific Ltd.
First Pacific Company Ltd.
Great Eagle Holdings Ltd.
Guangdong Investment Ltd.
Hang Lung Development
Company Ltd.
Hang Seng Bank Ltd.
Henderson Investment Ltd.
Hendersen Land Development
Company Ltd.
Hongkong Electric
Holdings Ltd.
The Hong Kong and China
Gas Company Ltd.
The Hong Kong and Shanghai
Hotels Ltd.
Hong Kong Telecommunications
Ltd.
Hopewell Holdings Ltd.
HSBC Holdings PLC
Hutchison Whampoa Ltd.
Hysan Development Company Ltd.
Johnson Electric Holdings Ltd.
New World Development Company
Ltd.
Oriental Press Group Ltd.
Shanghai Industrial Holdings Ltd.
Shangri-La Asia Ltd.
Sino Land Company Ltd.
Sun Hung Kai Properties Ltd.
Swire Pacific Ltd. (A)
Television Broadcasts Ltd.
The Wharf (Holdings) Ltd.
Wheelock and Company Ltd.

PORTFOLIO SELECTION
The Fund consists of ten common stocks in the Hang Seng Index having the
highest dividend yield as of the date indicated in Part A. 'Highest dividend
yield' means the yield for each Security calculated by adding the most recent
interim and final dividends declared on that Security and dividing the result by
the market value of that Security. This rate is historical and there is no
assurance that any dividends will be declared or paid in the future on the
Securities. No leverage or borrowing is used nor does the Portfolio contain
other kinds of securities to enhance yield.
The Strategy selection process is a straightforward, objective,
mathematical application that ignores any subjective factors concerning an
issuer in the related index, an industry or the economy generally. The
application of the Strategy may cause the Portfolio to own a stock that the
Sponsors do not recommend for purchase and, in fact, the Sponsors may have sell
recommendations on a number of the stocks in the Portfolio at the time the
stocks are selected for inclusion in the Portfolio. Various theories attempt to
explain why a common stock is among the ten highest yielding stocks in an Index
at any given time: the issuer may be in financial difficulty or out of favor in
the market because of weak earnings or performance or forecasts or negative
publicity; uncertainties relating to pending or threatened litigation or pending
or proposed legislation or government regulation; the stock may be a cyclical
stock reacting to national or international economic developments; or the market
may be anticipating a reduction in or the elimination of the company's dividend.
Some of the foregoing factors may be relevant to only a segment of an issuer's
overall business yet the publicity may be strong enough to outweigh otherwise
solid business performance. In addition, companies in certain industries have
historically paid high dividends.

The deposit of the Securities in the Portfolio on the initial date of
deposit established a proportionate relationship among the number of shares of
each Security in the Portfolio. During the 90-day period following the initial
date of deposit the Sponsors may deposit additional Securities in order to
create new Units, maintaining to the extent practicable that original
proportionate relationship. Deposits of additional Securities subsequent to the
90-day period must generally replicate exactly the proportionate relationship
among the number of shares of each Security in the Portfolio at the end of the
initial 90-day period. The ability to acquire each Security at the same time
will generally depend upon the Security's availability and any restrictions on
the purchase of that Security under the federal securities laws or otherwise.

Additional Units may also be created by the deposit of cash (including a
letter of credit) with instructions to purchase additional Securities. This
practice could cause both existing and new investors to experience a dilution of
their investments and a reduction in their anticipated income because of price
fluctuations in the Securities between the time of the cash deposit and the
actual purchase of the additional Securities and because the associated
brokerage fees will be an expense of the Portfolio. To minimize the risk of
price fluctuations when purchasing Securities, the Portfolio will try to
purchase Securities as close to the Evaluation Time or at prices as close to the
evaluated prices as possible and may purchase Securities on exchanges other than
the Hong Kong Exchange. The Portfolio may also enter into program trades with
unaffiliated broker/dealers, which could have the effect of increasing brokerage
commissions while reducing market risk.
Because the Portfolio in a Defined Asset Fund is a preselected portfolio,
you know the securities before you invest. Of course, the Portfolio will change
somewhat over time, as Securities are purchased upon creation of additional
Units, as Securities are sold to meet Unit redemptions or in other limited
circumstances.
2
<PAGE>
PORTFOLIO SUPERVISION
The Portfolio follows a buy and hold investment strategy in contrast to the
frequent portfolio changes of a managed fund based on economic, financial and
market analyses. Although the Portfolio is regularly reviewed, because of the
Strategy the Portfolio is unlikely to sell any of the Securities other than to
satisfy redemptions of units, or to cease buying additional shares in connection
with the issuance of Additional Units. More specifically, adverse developments
concerning a Security including the adverse financial condition of the issuer, a
failure to maintain a current dividend rate, the institution of legal
proceedings against the issuer, a default under certain documents materially and
adversely affecting the future declaration of dividends, or a decline in the
price or the occurrence of other market or credit factors (including a public
tender offer or a merger or acquisition transaction) that might otherwise make
retention of the Security detrimental to the interest of investors, will
generally not cause the Portfolio to dispose of a Security or cease buying it.
Furthermore, the Portfolio will likely continue to hold a Security and purchase
additional shares notwithstanding its ceasing to be included among the ten
highest dividend yielding stocks in the Hang Seng Index or even its deletion
from that Index.
RISK FACTORS
An investment in the Portfolio entails certain risks, including the risk
that the value of your investment will decline if the financial condition of the
issuers of the Securities becomes impaired or if the general condition of the
relevant stock market worsens and the risk that holders of common stocks have
generally inferior rights to receive payments from the issuer in comparison with
the rights of creditors of, or holders of debt obligations or preferred stocks
issued by, the issuer. Moreover, common stocks do not represent an obligation of
the issuer and therefore do not offer any assurance of income or provide the
degree of protection of capital provided by debt securities. Common stocks in
general may be especially susceptible to general stock market movements and to
volatile increases and decreases in value as market confidence in and
perceptions of the issuers change. These perceptions are based on unpredictable
factors including expectations regarding government, economic, monetary and
fiscal policies, inflation and interest rates, economic expansion or
contraction, and global or regional political, economic or banking crises. The
Sponsors cannot predict the direction or scope of any of these factors.
Foreign Issuers. Investments in securities of foreign issuers involve risks
that are different from investments in securities of domestic issuers. These
risks may include future political and economic developments, the possibility of
withholding taxes, exchange controls or other governmental restrictions on the
payment of dividends, less publicly available information and the absence of
uniform accounting, auditing and financial reporting standards, practices and
requirements.
The information set forth below has been extracted from various
governmental and private publications, but no representation can be made as to
its accuracy; furthermore, no representation is made that any correlation exists
between the economy of Hong Kong and the value of any Securities held by the
Portfolio.

Hong Kong. The Portfolio contains common stocks of companies trading on the
Hong Kong Stock Exchange. Hong Kong, which having been a colony of Great Britain
since the 1840's reverted to the sovereignty of The People's Republic of China
('China') on July 1, 1997. Under British rule, the Hong Kong government
generally followed a laissez-faire policy towards industry, and over the ten
year period between 1983 and 1993, Real Gross Domestic Product increased at an
average annual rate of approximately 6%. There are no major import, export or
foreign exchange restrictions, and regulation of business is generally minimal
with certain exceptions, including regulated entry into certain sectors of the
economy.
When sovereignty over Hong Kong reverted from the United Kingdom to China,
Hong Kong became a Special Administrative Region of China. The Joint Declaration
signed by China and the United Kingdom in 1984 provides that the basic policies
of China regarding Hong Kong will be stipulated in the Basic Law of Hong Kong
which was enacted by the National People's Congress of China in 1990. Although
the Basic Law provides that Hong Kong will have a high degree of legislative,
judicial and economic autonomy, there can be no assurance that the general
economic position of Hong Kong will not be adversely affected as a consequence
of the exercise of Chinese sovereignty over Hong Kong. In addition, business
confidence in Hong Kong can be significantly affected by political developments
and statements by public figures in China, which in turn can affect markets and
business performance. Basic Law also provides that the socialist system and
policies shall not be practised in the Hong Kong SAR, and that the previous
capitalist system and way of life shall remain unchanged for 50 years. In
addition, the Basic Law provides that the laws previously in force in Hong Kong
shall be maintained, except for any laws that contravene the Basic Law, and
subject to any amendment by the legislature of the Hong Kong SAR. The Basic Law
further provides that the Government of the Hong Kong SAR shall provide an
appropriate economic and legal environment for the maintenance of the status of
Hong Kong as an international financial center. The power of interpretation of
the Basic Law is vested in the Standing Committee of the National People's
Congress of China, although the courts of the Hong Kong SAR may

3
<PAGE>
interpret the Basic Law in adjudicating cases before them, subject to certain
limitations. No assurance can be given as to the effect of the resumption of
Chinese sovereignty or the implementation or interpretation of the Basic Law on
Hong Kong or the Hong Kong stock market.

It is possible that the outcome of these matters and the actions of the
Hong Kong SAR Government and other parties both in Hong Kong and abroad may
damage public confidence, increase market volatility or have an adverse effect
on the Hong Kong stock market. It should also be noted that the government of
China has no procedures for the orderly succession of its leadership.
Hong Kong Exchange. The Stock Exchange of Hong Kong Ltd. (the 'Hong Kong
Stock Exchange'), with a total market capitalization as of January 31, 1998 of
approximately HKD 2,620,577 million (U.S. $335,971 million), is the second
largest stock market in Asia, measured by market capitalization, behind that of
Japan. As of that date, 661 companies and 1,460 securities (including ordinary
shares, warrants and other derivative instruments) were listed on the Hong Kong
Exchange. The Securities and Futures Commission exercises supervision of the
securities, financial investment and commodities futures industry.
The constituent stocks of the Hang Seng Index are subject to change, and
delisting of shares of any issuers may have an adverse impact on the performance
of the Portfolio, although delisting would not necessarily result in the
disposal of the stock of these companies, nor would it prevent the Portfolio
from purchasing such Securities in connection with the issuance of additional
Units or the purchase of additional Hong Kong Securities. Jardine Matheson
Holdings Ltd. and Jardine Strategic Holdings Ltd. delisted from the Hong Kong
Stock Exchange as of November 30, 1994 and three other Jardine affiliates
delisted as of February 28, 1995. These five Jardine companies represented
almost 10% of the total capitalization of the Hang Seng Index at that time. In
addition, following Hong Kong's reversion to Chinese sovereignty, an increased
number of Chinese companies may become listed in Hong Kong, thereby changing the
composition of the stock market and, potentially, the composition of the Hang
Seng Index.
Volatility of the Hang Seng Index. Securities prices on the Hang Seng Index
can be highly volatile and are sensitive to developments in Hong Kong and China,
as well as other world markets. The following table demonstrates the volatility
of the Hang Seng Index in comparison to that of the Nikkei 225 Index, Financial
Times Industrial Ordinary Share Index (FT Index) and the Dow Jones Industrial
Average by showing for each index the number of trading days during the period
from January 1, 1989 through December 31, 1997, on which the value of the index
in local currency gained or lost 1%, 2% and 3% of its value as of the previous
trading day.

NUMBER OF TRADING DAYS WITH GAINS OR LOSSES SHOWN
PERCENTAGE GAINS OR ----------------------------------------------------------------
LOSSES HANG SENG NIKKEI 225 FT DOW JONES
IN VALUE OF INDEX INDEX INDEX INDEX INDUSTRIAL AVERAGE
- ------------------------- ------------- ------------- ----------- ---------------------
<S> <C> <C> <C> <C>

1%....................... 803 804 375 465
2%....................... 293 302 58 49
3%....................... 117 120 13 15
</TABLE>

Previous performance is no guarantee of future results; any index may
display more or less volatility in the future.
In 1989, the Hang Seng Index rose to 3,310 in May from its previous
year-end level of 2,687 but fell to 2,094 in early June following the events at
Tiananmen Square. The Hang Seng Index gradually climbed in subsequent months but
fell by 181 points on October 13, 1989 (approximately 6.5%) following a
substantial fall in the U.S. stock markets, and at the year end closed at a
level of 2,837. Also, during 1994 the Hang Seng Index lost approximately 31% of
its value. On October 23, 1997, the Hang Seng Index dropped by 1,211 points
(approximately 10.4%) and had lost 18% of its value by the end of the week. The
decline was triggered initially by the Hong Kong monetary authority's decision
to raise interest rates in order to protect the Hong Kong dollar against
speculative activity by currency traders. The rising interest rates and fear of
potential currency devaluation led to volatile trading, especially in
interest-rate sensitive banking and property company stocks, and a drop in the
value of the Hang Seng Index of as much as 13.7% in one day on October 28, 1997.
By October 30, 1997, the Hang Seng Index had lost 19.9% of its value from the
previous year, and 35.9% from the record high reached in August 1997.

Hong Kong Real Estate and Property Companies. The Portfolio is considered
to be concentrated in common stocks of companies engaged in real estate asset
management, development, leasing, property sales and other related activities.
Many factors may have an adverse impact on the companies in this industry,
including economic recession, the cyclical nature of real estate markets,
competitive overbuilding, unusually adverse weather conditions, changing
demographics, changes in governmental regulations (including tax laws and
environmental, building, zoning and sales regulations), increases in real estate
taxes or costs of material and labor, the inability to secure performance
guarantees or insurance as required, the unavailability of investment capital
and the inability to obtain construction financing or mortgage loans at rates
acceptable to builders and purchasers of real estate. A recent rise in interest
rates due to currency crises in Asia have hurt real estate prices in Hong Kong.

4
<PAGE>

Additionally, a number of Hong Kong real estate companies are now involved
in the purchase and development of real estate in China, especially in the
cities of Beijing, Shanghai, Guangzhou and Shenzen. The property market in a
number of these cities has experienced a rise in construction costs and a
growing supply of residential and office space.
Currency Exchange Rates. Because securities of non-U.S. issuers generally
pay dividends and trade in foreign currencies, there is the risk that the U.S.
dollar value of these securities will vary with fluctuations in foreign exchange
rates. Since 1983, the Hong Kong dollar has been 'pegged' to the U.S. dollar
although there is no guarantee that the Hong Kong dollar will continue to be
pegged to the U.S. dollar in the future. If the Hong Kong dollar ceased to be
pegged to the U.S. dollar there could be an adverse effect on the value of the
Hong Kong Portfolio. Currencies are generally traded by leading international
commercial banks and institutional investors. From time to time, central banks
in a number of countries also are major buyers and sellers of foreign
currencies, mostly to prevent or reduce substantial exchange rate fluctuations.
The following table shows fluctuations in the value of the Hong Kong dollar
relative to the U.S. dollar in the past 20 years.
CHANGES IN FOREIGN CURRENCY EXCHANGE RATES

RANGE OF CHANGE IN
FLUCTUATIONS HONG KONG
HONG KONG DOLLAR/ DOLLAR/
PERIOD U.S. DOLLAR* U.S. DOLLAR**
- ----------- --------------------- ---------------
1978 4.840-4.601 -4.07%
1979 5.243-4.739 -3.02
1980 5.211-4.784 -3.68
1981 6.155-5.125 -10.62
1982 6.940-5.662 -14.45
1983 8.750-6.472 -19.78
1984 7.990-7.775 -0.55
1985 7.860-7.722 0.15
1986 7.825-7.766 0.20
1987 7.814-7.750 0.58
1988 7.824-7.768 -0.81
1989 7.816-7.773 0.10
1990 7.817-7.754 0.09
1991 7.875-7.711 0.27
1992 7.777-7.723 0.44
1993 7.766-7.723 0.25
1994 7.753-7.730 -0.18
1995 7.768-7.730 0.04
1996 7.742-7.724 -0.01
1997 7.721-7.784 -0.19

- ------------------
* DRI/McGrawHill.
** Ibbotson Associates.

The Trustee is required to conduct the Portfolio's foreign currency
conversions either on a spot (i.e., cash) or forward foreign exchange basis,
whichever will synchronize the currency conversions as exactly as practicable
with the settlement dates of the relevant foreign stock or with the dividend
distribution dates of the Portfolio, as the case may be. Foreign currency
conversions are generally conducted on a principal basis and foreign exchange
dealers realize a profit based upon the difference between the price at which
they are willing to buy a particular currency (bid price) and the price at which
they are willing to sell the currency (offer price). The cost to the Portfolio
of engaging in these foreign currency conversions also varies with such factors
as the currency involved, the length of the contract period and the market
conditions then prevailing. Portfolio evaluations include the cost of buying or
selling a forward foreign exchange contract in the relevant currency to
correspond to the settlement period for purchases and redemptions of Units.

Exchange Controls. At the present time the Sponsors do not believe that any
of the Securities is subject to exchange control restrictions which would
materially interfere with payment to the Portfolio of amounts due on the
Securities. There can be no assurance that exchange control regulations might
not be adopted in the future that would adversely affect payments to the
Portfolio. In addition, the adoption of exchange control regulations or other
legal restrictions could have an adverse impact on the marketability of
international securities in the Portfolio and on the ability of the Portfolio to
satisfy redemptions.

Liquidity. Sales of foreign securities by a Portfolio in United States
securities markets are ordinarily subject to severe restrictions and will
generally be made only in foreign securities markets. Securities may be traded
in foreign countries where the securities markets are not as developed or
efficient and may not be as liquid as those in the United States. A foreign
market's liquidity might become impaired as a result of economic or political
turmoil in a country in
5
<PAGE>
whose currency a Portfolio had a substantial portion of its assets invested, or
should relations between the United States and such foreign country deteriorate
markedly. Additionally, the principal trading market for the Securities, even if
otherwise listed, may be the over-the-counter market in which liquidity will
depend on whether dealers will make a market in the Securities.
LITIGATION AND LEGISLATION
The Sponsors do not know of any pending litigation as of the initial date
of deposit that might reasonably be expected to have a material adverse effect
on the Portfolio, although pending litigation may have a material adverse effect
on the value of Securities in the Portfolio. In addition, at any time after the
initial date of deposit, litigation may be initiated on a variety of grounds, or
legislation may be enacted, affecting the Securities in the Portfolio or the
issuers of the Securities. Changing approaches to regulation may have a negative
impact on certain companies represented in the Portfolio. There can be no
assurance that future litigation, legislation, regulation or deregulation will
not have a material adverse effect on the Portfolio or will not impair the
ability of the issuers of the Securities to achieve their business goals.

LIFE OF THE PORTFOLIO
The size and composition of the Portfolio will be affected by the level of
redemptions of Units that may occur from time to time. Principally, this will
depend upon the number of investors seeking to sell or redeem their Units or
participating in a rollover. The Portfolio will be terminated no later than the
mandatory termination date specified in Part A of the Prospectus. They will
terminate earlier upon the disposition of the last Security in that Portfolio or
upon the consent of investors holding 51% of the Units. The Portfolio may also
be terminated earlier by the Sponsors once its total assets have fallen below
the minimum value specified in Part A of the Prospectus. A decision by the
Sponsors to terminate the Portfolio early, which will likely be made following
the rollover, will be based on factors such as its size relative to its original
size, the ratio of Portfolio expenses to income, and the cost of maintaining a
current prospectus. See Trust Termination.

HOW TO BUY UNITS
Units are available from any of the Sponsors at the Public Offering Price.
The Public Offering Price varies each Business Day with changes in the value of
the Portfolio and other assets and liabilities of the Fund.
PUBLIC OFFERING PRICE
Units are charged a combination of Initial and Deferred Sales Charges
equal, in the aggregate, to a maximum charge of 2.75% of the Public Offering
Price or, for quantity purchases of units of all Select Portfolios by an
investor and the investor's spouse and minor children, or by a single trust
estate or fiduciary account, made on a single day, the following percentages of
the public offering price:

APPLICABLE SALES CHARGE
(GROSS UNDERWRITING PROFIT)
------------------------------------
AS % OF PUBLIC AS % OF NET
AMOUNT PURCHASED OFFERING PRICE AMOUNT INVESTED
- ---------------------------------------- ----------------- -----------------
Less than $50,000....................... 2.75% 2.778%
$50,000 to $99,999...................... 2.50 2.519
$100,000 to $249,999.................... 2.00 2.005
$250,000 to $999,999.................... 1.75 1.750
$1,000,000 or more...................... 1.00 1.000

Prudential Securities Incorporated, which will participate only in rollover
sales, will receive a preferred dealer concession of $13.00 per 1,000 Units of
the Portfolio.

The Deferred Sales Charge is a monthly charge of $1.75 per 1,000 units and
is accrued in ten monthly installments commencing on the date indicated in Part
A of this Prospectus. Units redeemed or repurchased prior to the accrual of the
final Deferred Sales Charge installment will have the amount of any remaining
installments deducted from the redemption or repurchase proceeds or deducted in
calculating an in-kind distribution, although this deduction will be waived in
the event of the death or disability (as defined in the Internal Revenue Code of
1986) of an investor. The Initial Sales Charge is equal to the aggregate sales
charge, determined as described above, less the aggregate amount of any
remaining installments of the Deferred Sales Charge.
6
<PAGE>
It is anticipated that Securities will not be sold to pay the Deferred
Sales Charge until after the date of the last installment. Investors will be at
risk for market price fluctuations in the Securities from the several
installment accrual dates to the dates of actual sale of Securities to satisfy
this liability.
Employees of certain Sponsors and Sponsor affiliates and non-employee
directors of Merrill Lynch & Co. Inc. may purchase Units subject only to the
Deferred Sales Charge.

EVALUATIONS

Evaluations are determined by the Trustee on each Business Day. This
excludes 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. In addition, the Hong Kong Portfolio 'business day' shall also
exclude the following Hong Kong holidays in 1997: Lunar New Year's Day and the
following day, the third day of the Lunar New Year, Ching Ming Festival, Easter
Monday, Queen's Birthday and the following Monday, the first and second days of
July, Tuen Ng Festival, Sino-Japanese War Victory Day (18th August), National
Day (1st October) and, the second day of October, the day following Chinese
Mid-Autumn Festival, Chung Yeung Festival and the first weekday following
Christmas Day. If the Securities are listed on a securities exchange,
evaluations are generally based on closing sales prices on that exchange (unless
the Trustee deems these prices inappropriate) or, if closing sales prices are
not available, at the mean between the closing bid and offer prices. If the
Securities are not listed or if listed but the principal market is elsewhere,
the evaluation is generally determined based on sales prices of the Securities
on the over-the-counter market or, if sales prices in that market are not
available, on the basis of the mean between current bid and offer prices for the
Securities or for comparable securities or by appraisal or by any combination of
these methods. Neither the Sponsors nor the Trustee guarantee the
enforceability, marketability or price of any Securities. All evaluations are
converted to U.S. dollars at the then current exchange rates which include the
cost of a forward foreign exchange contract in the relevant currency to
correspond to the requirement that the Trustee settle redemption requests in
U.S. dollars within seven days.

NO CERTIFICATES
All investors are required to hold their Units in uncertifcated form and in
'street name' by their broker, dealer or financial institution at the Depository
Trust Company ('DTC').
HOW TO REDEEM OR SELL UNITS
You can redeem your Units at any time for net asset value. In addition, the
Sponsors have maintained an uninterrupted secondary market for Units for over 20
years and will ordinarily buy back Units at net asset value. The following
describes these two methods to redeem or sell Units in greater detail.
REDEEMING UNITS
You can always redeem your Units for net asset value. This can be done by
contacting your broker, dealer or financial institution that holds your Units in
street name. In certain instances, additional documents may be required such as
a trust instrument, certificate of corporate authority, certificate of death or
appointment as executor, administrator or guardian.
Within seven days after the receipt of your request (and any necessary
documents), a check will be mailed to you in an amount equal to the net asset
value of your Units. Because of the sales charge, market movements or changes
in the Portfolio, net asset value at the time you redeem your Units may be
greater or less than the original cost of your Units. Net asset value is
calculated each Business Day by adding the value of the Securities, declared
but unpaid dividends on the Securities, cash and the value of any other Fund
assets; deducting unpaid taxes or other governmental charges, accrued but
unpaid Fund expenses and any remaining
Deferred Sales Charges, unreimbursed Trustee advances, cash held to redeem Units
or for distribution to investors and the value of any other Fund liabilities;
and dividing the result by the number of outstanding Units. After the initial
offering period, net asset value will be reduced to reflect the cost to the Fund
of liquidating Securities to pay the redemption price.
As long as the Sponsors are maintaining a secondary market for Units (as
described below), the Trustee will not actually redeem your Units but will sell
them to the Sponsors for net asset value. If the Sponsors are not maintaining a
secondary market, the Trustee will redeem your Units for net asset value or will
sell your Units in the over-the-
7
<PAGE>
counter market if the Trustee believes it will obtain a higher net price for
your Units. If the Trustee is able to sell the Units for a net price higher than
net asset value, you will receive the net proceeds of the sale.
If cash is not available in the Fund's Income and Capital Accounts to pay
redemptions, the Trustee may sell Securities selected by the Agent for the
Sponsors based on market and credit factors determined to be in the best
interest of the Fund. These sales are often made at times when the Securities
would not otherwise be sold and may result in lower prices than might be
realized otherwise and may also reduce the size and diversity of the Fund. If
Securities sales are made during a time when additional Units are being created
by the purchase of additional Securities (as described under Portfolio
Selection), Securities will be sold in a manner designed to maintain, to the
extent practicable, the proportionate relationship among the number of shares of
each Security in the Portfolio.
Any investor owning Units representing at least the lesser of Securities
with a value of at least U.S.$250,000 or 10% of the net asset value of the
Portfolio who redeems those Units prior to the rollover notification date
indicated in Part A of the Prospectus may, in lieu of cash redemption, request
distribution in kind of an amount and value of Securities per Unit equal to the
otherwise applicable Redemption Price per Unit. Whole shares of each Security
together with cash from the Capital Account equal to any fractional shares to
which the investor would be entitled (less any Deferred Sales Charge payable)
will be paid over to a distribution agent and either held for the account of the
investor or disposed of in accordance with instructions of the investor. Any
brokerage commissions as well as any transfer and ongoing custodial fees on
sales of Securities in connection with in-kind redemptions will be borne by the
redeeming investors. The in-kind redemption option may be terminated by the
Sponsors at any time upon prior notice to investors.
Redemptions may be suspended or payment postponed (i) if the New York Stock
Exchange is closed (other than customary weekend and holiday closings), (ii) if
the SEC determines that trading on the New York Stock Exchange is restricted or
that an emergency exists making disposal or evaluation of the Securities not
reasonably practicable or (iii) for any other period permitted by SEC order.
SPONSORS' SECONDARY MARKET FOR UNITS
The Sponsors, while not obligated to do so, will buy back Units at net
asset value without any other fee or charge as long as they are maintaining a
secondary market for Units. Because of the sales charge, market movements or
changes in the portfolio, net asset value at the time you sell your Units may be
greater or less than the original cost of your Units. The Sponsors may resell
the Units to other buyers or redeem the Units by tendering them 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 for Units.
The Sponsors may discontinue the secondary market for Units without prior
notice if the supply of Units exceeds demand or for other business reasons.
Regardless of whether the Sponsors maintain a secondary market, you have the
right to redeem your Units for net asset value with the Trustee at any time, as
described above.

TRUST TERMINATION
Notice of impending termination of the Portfolio will be provided to
investors. A proportional share of the expenses associated with termination,
including brokerage costs incurred in disposing of Securities, will be borne by
investors remaining at that time. These expenses will reduce the amount of cash
or Securities those investors are to receive in any final distribution.
Upon termination of the Portfolio, the Trustee will distribute the
Securities and any cash in the Portfolio to a distribution agent that will act
as agent for the investors. Unless an investor elects to receive an in-kind
distribution of Securities, as discussed below, the distribution agent will, as
promptly as practicable, sell the investor's pro rata share of the Securities
and distribute to the investor the proceeds of the sale, less brokerage and
other related expenses, and the investor's pro rata share of any cash from the
Portfolio.
Any investor holding units at the termination of the Portfolio may, by
written notice to the Trustee at least ten business days prior to termination,
elect to received an in kind distribution of the investor's pro rata share of
the Securities remaining in the Portfolio at that time (net of the investor's
share of expenses). Fractional shares of Securities

8
<PAGE>

will be sold by the distribution agent and the net proceeds distributed to
investors. Investors subsequently selling Securities received in kind will incur
brokerage costs at that time which may exceed the value of any tax deferral
obtained through the in-kind distribution. Securities received in an in-kind
termination distribution may not be contributed to acquire units of another
Series.
ROLLOVER
In lieu of redeeming their units or receiving liquidation proceeds in cash
or in kind upon termination of the Portfolio, investors who hold their Units
with one of the Sponsors may elect, by contacting their financial adviser prior
to the rollover notification date indicated in Part A, to exchange their Units
in the Portfolio for units of next year's corresponding Select Ten International
Portfolio (if available). No election to roll over may be made prior to 30 days
before the date of the rollover, and any rollover election will be revocable at
any time prior to the date of the rollover. It is expected that the terms of the
new portfolio will be substantially the same as those of the Portfolio.
The rollover of an investor's Units is intended to be effected in a manner
that will not result in the recognition of either gain or loss for U.S. federal
income tax purposes with respect to Securities that are included in the new
portfolio ('Duplicated Securities'). Units held by an investor who elects the
rollover option will be redeemed through an in-kind distribution to a
distribution agent of the investor's pro rata share of Securities. The
distribution agent will then adjust the Securities distributed to the investor
so that its composition matches the investment profile of the new portfolio.
This adjustment will involve the sale of non-Duplicated Securities and,
possibly, of a portion of certain Duplicated Securities in order to rebalance
the portfolio, and the purchase of replacement Securities. Any excess sales
proceeds, net of sales related expenses, will be distributed to the investor.
After this adjustment the distribution agent will make an in-kind contribution
of the adjusted Securities to the new portfolio. Upon receipt of the in-kind
contribution, the trustee of the new portfolio will issue the appropriate number
of units in the new portfolio to the investor.
An investor who elects the rollover option will recognize capital gain or
loss with respect to the Securities, including fractional Securities, sold by
the distribution agent, but will not recognize gain or loss with respect to the
Duplicated Securities that are contributed in kind to the new portfolio. The
Sponsors intend to provide investors with information that will assist them in
determining their tax liability on an eventual sale of the Duplicated
Securities.
The Sponsors intend to cause the distribution agent to sell those
Securities that will not be contributed to the new portfolio, and then to create
units of the new portfolio, in each case as quickly as possible subject to the
Sponsors' sensitivity that the concentrated sale and purchase of large volumes
of securities may affect market prices in a manner adverse to the interest of
investors. Accordingly, the Sponsors may, in their sole discretion, undertake a
more gradual sale of Securities and a more gradual creation of units of the new
portfolio to help mitigate any negative market price consequences caused by this
large volume of securities trades. In order to minimize potential losses caused
by market movement during the rollover period, the Sponsors may enter into
program trades, which may increase brokerage commissions payable by investors.
There can be no assurance, however, that any trading procedures will be
successful or might not result in less advantageous prices. Pending the
investment of rollover proceeds in securities to comprise the new portfolio,
those moneys may be uninvested for several days.
Investors who participate in the rollover will not be entitled to receive a
cash distribution with which to pay any taxes incurred as a result of the
rollover procedure. Investors who do not participate in the rollover or
otherwise redeem their Units will continue to hold their Units until the
termination of the Portfolio; however, depending upon the extent of
participation in the rollover, the aggregate size of the Portfolio will be
reduced which could result in an increase in per Unit expenses.
The Sponsors may, in their sole discretion and without penalty or liability
to investors, decide not to sponsor a new 1999 International portfolio or to
modify the terms of the rollover. Prior notice of any decision would be provided
to investors.

The Division of Investment Management of the SEC is of the view that the
rollover option constitutes an 'exchange offer', for the purposes of Section
11(c) of the Investment Company Act of 1940, and would therefore be prohibited
absent an exemptive order. The Sponsors have received exemptive orders under
Section 11(c) which they believe permit them to offer the rollover, but no
assurance can be given that the SEC will concur with the Sponsors' position and
additional regulatory approvals may be required.
9
<PAGE>
INCOME, DISTRIBUTIONS AND REINVESTMENT
INCOME AND DISTRIBUTIONS
The annual U.S. dollar income per Unit that is earned by the Portfolio,
after deducting estimated annual Portfolio expenses per Unit, will depend
primarily upon the amount of dividends declared and paid by the issuers of the
Securities, fluctuations in U.S. dollar exchange rates and changes in the
expenses of the Portfolio and, to a lesser degree, upon the level of purchases
of additional Securities and sales of Securities. There is no assurance that
dividends on the Securities will continue at their current levels or be declared
at all.
Each Unit in the Portfolio receives an equal share of distributions of
dividend income on the Securities in that Portfolio net of estimated expenses.
Because dividends on the Securities are not received at a constant rate
throughout the year, any distribution may be more or less than the amount then
credited to the Income Account. Dividends received are credited to an Income
Account in Hong Kong dollars and converted into U.S. dollars at the current
exchange rate upon declaration of a semi-annual Portfolio distribution. Other
receipts are credited to a Capital Account after conversion into U.S. dollars at
the current rate. A Reserve Account may be created by withdrawing from the
Income and Capital Accounts amounts considered appropriate by the Trustee to
reserve for any material amount that may be payable out of the Portfolio. Funds
held by the Trustee in the various accounts do not bear interest. In addition,
distributions of amounts necessary to pay the Deferred Sales Charge will be made
from the Capital Account to an account maintained by the Trustee for purposes of
satisfying investors' sales charge obligations. Although the Sponsors may
collect the Deferred Sales Charge monthly, to keep Units more fully invested the
Sponsors currently do not anticipate sales of Securities to pay the Deferred
Sales Charge until after the rollover notification date. Proceeds of the
disposition of any Securities not used to pay Deferred Sales Charge or to redeem
Units will be held in the Capital Account and distributed on the final
Distribution Day or following liquidation of the Portfolios.
REINVESTMENT
Principal and income distributions on Units may be reinvested by
participating in the reinvestment plan. Under the plan, the Units acquired for
investors will be either Units already held in inventory by the Sponsors or new
Units created by the Sponsors' deposit of additional Securities, contracts to
purchase additional Securities or cash (or a bank letter of credit in lieu of
cash) with instructions to purchase additional Securities. Deposits or purchases
of additional Securities will generally be made so as to maintain the then
existing proportionate relationship among the number of shares of each Security
in the Portfolio. Units acquired by reinvestment will not be subject to the
initial sales charge but will be subject to any remaining installments of
Deferred Sales Charge. The Sponsors reserve the right to amend, modify or
terminate the reinvestment plan at any time without prior notice. Investors
holding Units in 'street name' should contact their broker, dealer or financial
institution if they wish to participate in the reinvestment plan.
PORTFOLIO EXPENSES
Estimated annual Portfolio expenses are listed in Part A of the Prospectus;
if actual expenses exceed the estimate, the excess will be borne by the
Portfolio. The estimated expenses do not include any brokerage commissions
payable by the Portfolio in buying and selling Securities. The Trustee's fee
shown in Part A of this Prospectus assumes that the Portfolio will reach a size
estimated by the Sponsors and is based on a sliding fee scale that reduces the
per 1,000 units Trustee fee as the size of the Portfolio increases. The
Trustee's annual fee is payable in monthly installments. The Trustee also
benefits when it holds cash for a Portfolio in non-interest bearing accounts.
Possible additional charges include Trustee fees and expenses for extraordinary
services, costs of indemnifying the Trustee and the Sponsors, costs of action
taken to protect the Fund and other legal fees and expenses, Fund termination
expenses and any governmental charges. The Trustee has a lien on Portfolio
assets to secure reimbursement of these amounts and may sell Securities for this
purpose if cash is not available. The Sponsors receive an annual fee currently
estimated at $0.35 per 1,000 Units to reimburse them for the cost of providing
Portfolio supervisory services. While the fee may exceed their costs of
providing these services to the Fund, the total supervision fees from all Series
of Equity Investor Fund will not exceed their costs for these services to all of
those Series during any calendar year. The Sponsors may also be reimbursed for
their costs of providing bookkeeping and administrative services to Defined
Asset Funds, currently estimated at $0.10 per 1,000 Units. The Trustee's and
Sponsors' fees may be adjusted for inflation without investors' approval.
10
<PAGE>
Expenses incurred in establishing the Portfolio, including the cost of the
initial preparation of documents relating to the Portfolio, any foreign trading
costs (including commissions, custodial fees and stamp taxes), Federal and State
registration fees, the initial fees and expenses of the Trustee, legal expenses
and any other out-of-pocket expenses, will be paid by the Portfolio and
amortized over the life of the Portfolio. Advertising and selling expenses will
be paid from the Underwriting Account at no charge to the Portfolio. Defined
Asset Funds can be a cost-effective way to purchase and hold investments. Annual
operating expenses are generally lower than for managed funds. Because Defined
Asset Funds have no management fees, limited transaction costs and no ongoing
marketing expenses, operating expenses are generally less than 0.25% a year.
When compounded annually, small differences in expense ratios can make a big
difference in your investment results.
TAXES
U.S. TAXATION
The following discussion addresses only the tax consequences of Units held
as capital assets and does not address the tax consequences of Units held by
persons with special tax circumstances, such as dealers, financial institutions,
insurance companies or former U.S. citizens or long term residents.
As used herein, the term 'U.S. Investor' means an owner of a Unit in the
Portfolio that is (i) for United States federal income tax purposes a citizen or
resident of the United States, (ii) a corporation, partnership or other entity
created or organized in or under the laws of the United States or of any
political subdivision thereof, or (iii) an estate or trust the income of which
is subject to United States federal income taxation regardless of its source. An
investor that is not a U.S. Investor but whose income from a Unit is effectively
connected with such Investor's conduct of a United States trade or business will
generally be taxed in the same manner as a U.S. Investor but should consult his
or her tax advisor in this regard.
The following discussion relates only to U.S. Investors. Since the
Portfolio holds only Securities of non-U.S. issuers, it is expected that income
earned by investors who are not U.S. Investors will not be treated as
U.S.-source income and should not be subject to any U.S. withholding tax.
In the opinion of Davis Polk & Wardwell, special counsel for the Sponsors,
under existing law:
The Portfolio is not an association taxable as a corporation for federal
income tax purposes. Each U.S. Investor will be considered the owner of a
pro rata portion of each Security in the Portfolio under the grantor trust
rules of Sections 671-679 of the Internal Revenue Code of 1986, as amended
(the 'Code'). Each U.S. Investor will be considered to have received all of
the dividends paid on his pro rata portion of each Security and any
exchange gain or loss resulting from the conversion into U.S. dollars of
any such dividends paid in foreign currency when such amounts are received
or converted by the Portfolio, regardless of whether such dividends are
subject to withholding taxes or used to pay a portion of the Portfolio's
expenses or whether they are automatically reinvested (see Reinvestment).
Dividends considered to have been received by a corporate U.S. Investor
will not qualify for the dividends-received deduction because the
dividends-received deduction is generally only available for dividends
received from domestic corporations.

An individual U.S. Investor who itemizes deductions will be entitled to
deduct his pro rata share of Portfolio expenses only to the extent that
this amount together with the U.S. Investor's other miscellaneous
deductions exceeds 2% of his adjusted gross income. The Code further
restricts the ability of an individual U.S. Investor with an adjusted gross
income in excess of a specified amount (for 1998, $124,500 or $62,250 for a
married person filing a separate return) to claim itemized deductions
(including his pro rata share of Portfolio expenses).
The U.S. Investor's basis in his Units will equal the cost of his Units,
including the initial sales charge. A portion of the sales charge is
deferred until the termination of the Portfolio or the redemption of the
Units. The proceeds received by a U.S. Investor upon such event will
reflect deduction of the deferred amount (the 'Deferred Sales Charge') and
a charge for organizational expenses. The annual statement and the relevant
tax reporting forms received by U.S. Investors will be based upon the
amounts paid to them, net of the Deferred Sales Charge and the charge for
organizational expenses. Accordingly, U.S. Investors should not increase
their basis in their Units by the Deferred Sales Charge or any amount used
to pay organizational expenses.

11
<PAGE>

A U.S. investor will generally recognize capital gain or loss when the
U.S. Investor disposes of his Units for cash (by sale or redemption) or
when the Trustee disposes of the Securities from the Portfolio. A U.S.
Investor will not recognize gain or loss upon the distribution of a pro
rata amount of each of the Securities by the Trustee to a U.S. Investor (or
to his agent) in redemption of Units or upon termination of the Portfolio,
except to the extent of cash received in lieu of fractional shares. The
redeeming U.S. Investor's basis for such Securities will be equal to his
basis for the same Securities (previously represented by his Units) prior
to such redemption, and his holding period for such Securities will include
the period during which he held his Units.
A U.S. investor who elects to roll over into a new portfolio (a
'rollover investor') will not recognize gain or loss either upon the
distribution of Securities by the Trustee to the distribution agent or upon
the contribution of Duplicated Securities (as defined under Rollover) to
the new portfolio. The rollover investor will generally recognize capital
gain or loss as a consequence of the distribution agent's sale of
non-Duplicated Securities. The rollover investor's basis for the Duplicated
Securities that are contributed in kind to the new portfolio will be equal
to his basis for the same Duplicated Securities prior to the rollover, and
his holding period for the contributed Duplicated Securities will include
the period during which he held an interest in the same Duplicated
Securities through an investment in the Portfolio and in prior years'
corresponding Select Ten International Portfolio.
A U.S. Investor will generally not recognize gain or loss upon the
distribution of a pro rata amount of each of the Securities by the Trustee
to a U.S. Investor (or to his agent) in redemption of Units, except to the
extent of cash received in lieu of fractional shares. The redeeming U.S.
Investor's basis for such Securities will be equal to his basis for the
same Securities (previously represented by his Units) prior to such
redemption, and his holding period for such Securities will include the
period during which he held his Units. Capital gain on a disposition of
Units or Securities by U.S. Investors will generally be U.S. source income.
Any foreign currency gain or loss with respect to an investment in the
Portfolio will generally be treated as ordinary income or loss.
Net capital gain (the excess of net long-term capital gains over net
short-term capital losses) may be taxed at lower rates than ordinary income
for certain individuals and other noncorporate taxpayers. A capital gain or
loss is long-term if the asset is held for more than one year and
short-term if held for one year or less. The deduction of capital losses is
subject to limitations. The lower net capital gain tax rates will be
unavailable to those noncorporate U.S. Investors who, as of the mandatory
termination date (or earlier termination of the Portfolio), have held their
Units for less than a year and a day. The lower net capital gain tax rates
will also be unavailable to noncorporate rollover investors for gains on
non-Duplicated Securities if, as of the beginning of the rollover period,
those investors have held their Units for a year or less. Similarly, U.S.
Investors will not be entitled to the new 20% maximum federal tax rate for
capital gains derived from the Fund because they will not have held their
Units for more than 18 months. However, a noncorporate rollover investor
may be eligible for reduced rates on the portion of capital gain recognized
on sales of Securities or Units of the new portfolio (or subsequent
portfolios) that is attributable to Duplicated Securities if the investor
is treated as having held the Duplicated Securities for more than the
relevant 12-month or 18-month holding period. Investors should consult
their tax advisers regarding these matters.

Under the income tax laws of the State and City of New York, the
Portfolio is not an association taxable as a corporation and the income of
the Portfolio will be treated as the income of the U.S. Investors in the
same manner as for federal income tax purposes.
The foregoing discussion relates only to the tax treatment of U.S.
Investors with regard to federal and certain aspects of New York State and
City income taxes. U.S. Investors may be subject to taxation in New York or
in other jurisdictions and should consult their own tax advisers in this
regard.
* * * *
At the termination of the Portfolio, the Trustee will furnish to each
investor an annual statement containing information relating to the dividends
received by the Portfolio on the Securities, the cash proceeds received by the
Portfolio from the disposition of any Security (resulting from redemption or the
sale by the Portfolio of any Security), and the fees and expenses paid by the
Portfolio. The Trustee will also furnish annual information returns to each
investor and to the Internal Revenue Service.
12
<PAGE>
HONG KONG TAXATION
The following discussion addresses only the Hong Kong tax consequences to
investors of Units in the Hong Kong Portfolio. The taxation of non-U.S.
investors in their own countries of residence as a result of their ownership,
sale, exchange or other disposition of Units in the Hong Kong Portfolio will be
governed by the internal tax laws of the countries of residence of the non-U.S.
investors. Accordingly, non-U.S. investors should consult their tax advisers in
this regard.
The Sponsors have been advised by Johnson Stokes & Master, the Sponsors'
special Hong Kong counsel, that the following summary accurately describes the
Hong Kong tax consequences under existing law to all investors of Units of the
Hong Kong Portfolio. This discussion is for general purposes only and assumes
that the investor is not carrying on a trade, profession or business in Hong
Kong and has no profits arising in or derived from Hong Kong in respect of the
carrying on of such trade, profession or business. Investors should consult
their tax advisers as to the Hong Kong tax consequences of ownership of the
Units of the Hong Kong Portfolio applicable to their particular circumstances.
Taxation of Dividends. Amounts in respect of dividends paid to investors of
Units of the Hong Kong Portfolio are not taxable in Hong Kong and therefore will
not be subject to the deduction of any withholding tax in Hong Kong.
Profits Tax. An investor of Units of the Hong Kong Portfolio (other than a
person carrying on a trade, profession or business in Hong Kong) will not be
subject to Hong Kong profits tax on any gain or profits made on the realization
or other disposal of his units.
Hong Kong Estate Duty. Units of the Hong Kong Portfolio should generally
not give rise to a liability to Hong Kong estate duty, if the value of the
property passing on the death of a deceased that is situated in Hong Kong does
not exceed HK$7 million. Prospective investors should consult their own tax
advisers in this regard.
RETIREMENT PLANS

This Series of Equity Investor Fund may be well suited for purchase by
Individual Retirement Accounts ('IRAs'), Keogh plans, pension funds and other
qualified retirement plans, certain of which are briefly described below.
Generally, capital gains and income received in each of the foregoing plans are
exempt from Federal taxation. All distributions from such plans are generally
treated as ordinary income but may, in some cases, be eligible for special 5 or
10 year averaging (prior to 2000) or tax-deferred rollover treatment. Investors
holding IRAs, Keogh plans and other tax-deferred retirement plans should consult
their plan custodian as to the appropriate disposition of distributions.
Investors considering participation in any of these plans should review specific
tax laws related thereto and should consult their attorneys or tax advisors with
respect to the establishment and maintenance of any of these plans. These plans
are offered by brokerage firms, including the Sponsor of this Fund, and other
financial institutions. Fees and charges with respect to such plans may vary.

Retirement Plans for the Self-Employed--Keogh Plans. Units may be purchased
by retirement plans established for self-employed individuals, partnerships or
unincorporated companies ('Keogh plans'). The assets of a Keogh plan must be
held in a qualified trust or other arrangement which meets the requirements of
the Code. Keogh plan participants may also establish separate IRAs (see below)
to which they may contribute up to an additional $2,000 per year ($4,000 in a
spousal account).

Individual Retirement Account--IRA. Any individual can establish an IRA or
make use of a qualified IRA arrangement for the purchase of Units of the Fund.
Any individual (including one covered by an employer retirement plan) can make a
contribution to an IRA equal to the lesser of $2,000 ($4,000 in a spousal
account) or 100% of earned income; the investment must be made in cash. However,
the deductible amount of a contribution by an individual covered by an employer
retirement plan will be reduced if the individual or the individual's spouse is
covered by an employer maintained retirement plan and the individual's adjusted
gross income exceeds $25,000 (in the case of a single individual), $40,000 (in
the case of a married individual filing a joint return) or $200 (in the case of
a married individual filing a separate return). These income threshholds will
gradually be increased by 2004 to $50,000 for a single individual and $80,000
for a married individual filing jointly. Certain transactions which are
prohibited under Section 408 of the Code will cause all or a portion of the
amount in an IRA to be deemed to the distributed and subject to tax at that
time. Unless nondeductible contributions were made in 1987 or a later year, all
distributions from an IRA will be treated as ordinary income but generally are
eligible for tax-deferred rollover treatment. Taxable distributions made before
attainment of age 59 1/2, except in the case of the participant's death or
disability or where the amount distributed is part of a series of substantially
equal periodic (at least annual) payments that are to be made

13
<PAGE>

over the life expectancies of the participant and his or her beneficiary, are
generally subject to a surtax in an amount equal to 10% of the distribution. The
10% surtax will be waived for withdrawals for certain educational and first-time
homebuyers expenses. The Taxpayer Relief Act of 1997 provides, subject to
certain income limitations, for a special type of IRA under which contributions
would be non-deductible but distributions would be tax-free if the account were
held for at least five years and the account holder was at least 59 1/2 at the
time of distribution.

Corporate Pension and Profit-Sharing Plans. A pension or profit-sharing
plan for employees of a corporation may purchase Units of the Fund.
RECORDS AND REPORTS
The Trustee keeps a register of the names, addresses and holdings of all
investors. The Trustee also keeps records of the transactions of the Portfolio,
including a current list of the Securities and a copy of the Indenture, which
may be inspected by investors at reasonable times during business hours.
With each distribution, the Trustee includes a statement of the amounts of
income and any other receipts being distributed. Following the termination of
the Portfolio, the Trustee sends each investor of record a statement summarizing
transactions in the Portfolio's accounts including amounts distributed from
them, identifying Securities sold and purchased and listing Securities held and
the number of Units outstanding at termination and stating the Redemption Price
per 1,000 Units at termination, and the fees and expenses paid by the Portfolio,
among other matters. Portfolio accounts may be audited by independent
accountants selected by the Sponsors and any report of the accountants will be
available from the Trustee on request.
TRUST INDENTURE
The Portfolio is a 'unit investment trust' created under New York law by a
Trust Indenture among the Sponsors and the Trustee. This Prospectus summarizes
various provisions of the Indenture, but each statement is qualified in its
entirety by reference to the Indenture.
The Indenture may be amended by the Sponsors and the Trustee without
consent by investors to cure ambiguities or to correct or supplement any
defective or inconsistent provision, to make any amendment required by the SEC
or other governmental agency or to make any other change not materially adverse
to the interest of investors (as determined in good faith by the Sponsors). The
Indenture may also generally be amended upon consent of investors holding 51% of
the Units. No amendment may reduce the interest of any investor in the Portfolio
without the investor's consent or reduce the percentage of Units required to
consent to any amendment without unanimous consent of investors. Investors will
be notified of the substance of any amendment.
The Trustee may resign upon notice to the Sponsors. It may be removed by
investors holding 51% of the Units at any time or by the Sponsors without the
consent of investors if it becomes incapable of acting or bankrupt, its affairs
are taken over by public authorities, or if under certain conditions the
Sponsors determine in good faith that its replacement is in the best interest of
the investors. The resignation or removal becomes effective upon acceptance of
appointment by a successor; in this case, the Sponsors will use their best
efforts to appoint a successor promptly; however, if upon resignation no
successor has accepted appointment within 30 days after notification, the
resigning Trustee may apply to a court of competent jurisdiction to appoint a
successor.
Any Sponsor may resign so long as one Sponsor with a net worth of
$2,000,000 remains. A new Sponsor may be appointed by the remaining Sponsors and
the Trustee to assume the duties of the resigning Sponsor. If there is only one
Sponsor and it fails to perform its duties or becomes incapable of acting or
bankrupt or its affairs are taken over by public authorities, the Trustee may
appoint a successor Sponsor at reasonable rates of compensation, terminate the
Indentures and liquidate the Fund or continue to act as Trustee without a
Sponsor. Merrill Lynch, Pierce, Fenner & Smith Incorporated has been appointed
as Agent for the Sponsors by the other Sponsors.
The Sponsors and the Trustee are not liable to investors or any other party
for any act or omission in the conduct of their responsibilities absent bad
faith, willful misfeasance, negligence (gross negligence in the case of a
Sponsor) or reckless disregard of duty. The Indentures contain customary
provisions limiting the liability of the Trustee.
14
<PAGE>
MISCELLANEOUS
LEGAL OPINION
The legality of the Units has been passed upon by Davis Polk & Wardwell,
450 Lexington Avenue, New York, New York 10017, as special counsel for the
Sponsors.
AUDITORS
The Statement of Condition in Part A of the Prospectus was audited by
Deloitte & Touche LLP, independent accountants, as stated in their opinion. It
is included in reliance upon that opinion given on the authority of that firm as
experts in accounting and auditing.
TRUSTEE
The Trustee and its address are stated on the back cover of the Prospectus.
The Trustee is subject to supervision by the Federal Deposit Insurance
Corporation, the Board of Governors of the Federal Reserve System and New York
State banking authorities.
SPONSORS

The Sponsors are listed on the back cover of the Prospectus. They may
include Merrill Lynch, Pierce, Fenner & Smith Incorporated, a wholly-owned
subsidiary of Merrill Lynch & Co., Inc.; Smith Barney Inc., an indirect wholly-
owned subsidiary of The Travelers Inc.; Dean Witter Reynolds, Inc., a principal
operating subsidiary of Morgan Stanley, Dean Witter, Discover & Co., and
PaineWebber Incorporated, a wholly-owned subsidiary of PaineWebber Group Inc.
Each Sponsor, or one of its predecessor corporations, has acted as Sponsor of a
number of series of unit investment trusts. Each Sponsor has acted as principal
underwriter and managing underwriter of other investment companies. The
Sponsors, in addition to participating as members of various selling groups or
as agents of other investment companies, execute orders on behalf of investment
companies for the purchase and sale of securities of these companies and sell
securities to these companies in their capacities as brokers or dealers in
securities.

CODE OF ETHICS
The Agent for the Sponsors has adopted a code of ethics requiring
preclearance and reporting of personal securities transactions by its personnel
who have access to information on Defined Asset Funds portfolio transactions.
The code is intended to prevent any act, practice or course of conduct which
would operate as a fraud or deceit on any Fund and to provide guidance to these
persons regarding standards of conduct consistent with the Agent's
responsibilities to the Funds.
PUBLIC DISTRIBUTION
During the initial offering period and thereafter to the extent additional
Units continue to be offered for sale to the public by means of this Prospectus,
Units will be distributed directly to the public by this Prospectus at the
Public Offering Price determined in the manner provided above. The Sponsors
intend to qualify Units for sale in all states in which qualification is deemed
necessary through the Underwriting Account and by dealers who are members of the
National Association of Securities Dealers, Inc. The Sponsors do not intend to
qualify Units for sale in any foreign countries and this Prospectus does not
constitute an offer to sell Units in any country where Units cannot lawfully be
sold.
UNDERWRITERS' AND SPONSORS' PROFITS
Upon sale of the Units, the Underwriters, which are listed on the back
cover of the Prospectus, will be entitled to receive sales charges; each
Underwriters' interest in the Underwriting Account will depend on the number of
Units acquired through the issuance of additional Units. The Sponsors also
realize a profit or loss on deposit of the Securities equal to the difference
between the cost of the Securities to the Fund (based on the aggregate value of
the Securities on their date of deposit) and the purchase price of the
Securities to the Sponsors plus commissions payable by the Sponsors. In
addition, a Sponsor or Underwriter may realize profits or sustain losses on
Securities it deposits in the Fund which were acquired from underwriting
syndicates of which it was a member. During the initial offering period, the
Underwriting Account also may realize profits or sustain losses as a result of
fluctuations after the initial date of deposit in the Public Offering Price of
the Units. In maintaining a secondary market for Units, the Sponsors will also
15
<PAGE>
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 these Units
(which include the sales charge) or the prices at which they redeem the Units.
Cash, if any, made available by buyers of Units to the Sponsors prior to a
settlement date for the purchase of Units may be used in the Sponsors'
businesses to the extent permitted by Rule 15c3-3 under the Securities Exchange
Act of 1934 and may be of benefit to the Sponsors.
PERFORMANCE INFORMATION
Total returns, average annualized returns or cumulative returns for various
periods of Strategy Stocks, the related index, the current or one or more prior
Select Ten Portfolios may be included from time to time in advertisements, sales
literature and reports to current or prospective investors. Total return shows
changes in Unit price during the period plus reinvestment of dividends and
capital gains, divided by the maximum public offering price. Average annualized
returns show the average return for stated periods of longer than a year.
Figures for actual Portfolios (but not Strategy Stocks or related index) reflect
deduction of all Portfolio expenses and unless otherwise stated the maximum
sales charge. No provision is made for any income taxes payable. Similar figures
may be given for Strategy Stocks and other Select Ten Portfolios applying the
Strategy to other indexes. Returns of Strategy Stocks of multiple Select Ten
Strategies may also be shown on a combined basis. Investors should bear in mind
that this represents past performance and is no assurance of future results of
the current or any future Portfolio. Advertisements and other material
distributed to prospective investors may include average annual total returns
(with dividends reinvested) of equity markets in major industrialized countries
over the last 10 years, as compiled by Morgan Stanley Capital International
Index.
DEFINED ASSET FUNDS
For decades informed investors have purchased unit investment trusts for
dependability and professional selection of investments. Defined Asset Funds'
philosophy is to allow investors to 'buy with knowledge' (because, unlike
managed funds, the portfolio is relatively fixed) and 'hold with confidence'
(because the portfolio is professionally selected and regularly reviewed).
Defined Asset Funds offers an array of simple and convenient investment choices,
suited to fit a wide variety of personal financial goals--a buy and hold
strategy for capital accumulation, such as for children's education or
retirement, or regular current income consistent with the preservation of
principal. Unit investment trusts are particularly suited for investors who
prefer to seek long-term profits by purchasing and holding investments, rather
than through active trading. Few individuals have the knowledge, resources or
capital to buy and hold a diversified portfolio on their own; it would generally
take a considerable sum of money to obtain the breadth and diversity that
Defined Asset Funds offer. Your investment objectives may call for a combination
of Defined Asset Funds.
Defined Asset Funds reflect a buy and hold strategy that the Sponsors
believe can be more effective and less expensive than active management. This
strategy is premised on selection criteria and procedures, diversification and
regular monitoring by investment professionals. Various advertisements and sales
literature may summarize the results of economic studies concerning how stock
market movement has tended to be concentrated and how longer-term investments
can tend to reduce risk.
One of the most important investment decisions you face may be how to
allocate your investments among asset classes. Diversification among different
kinds of investments can balance the risks and rewards of each one. Most
investment experts recommend stocks for long-term capital growth. Long-term
corporate bonds offer relatively high rates of interest income. By purchasing
both defined equity and defined bond funds, investors can receive attractive
current income, as well as growth potential, offering some protection against
inflation. From time to time various advertisements, sales literature, reports
and other information furnished to current or prospective investors may present
the average annual compounded rate of return of selected asset classes over
various periods of time, compared to the rate of inflation over the same
periods.
EXCHANGE OPTION

You may exchange Fund Units for units of other Select and Focus Series and
certain Equity Investor Fund series with one-or two-year terms and a combination
of initial and deferred sales charges. Select and Focus Portfolios have a sales
charge for first-time investors of 1% initially and annual deferred sales
charges of $17.50 per 1,000 units. On exchanges, the initial sales charge is
waived and units are acquired subject to any remaining deferred sales charges.
Investors can also exchange units of those Portfolios and similar series of
unaffiliated equity unit investment trusts for

16
<PAGE>

Fund Units, subject only to the Fund's remaining deferred sales charges. In the
future, the Exchange Option may be extended to other series and types of trusts
with similar sales charge structures.
To make an exchange, you should contact your financial professional to find
out what suitable exchange funds are available and to obtain a prospectus. You
may acquire units of only those exchange funds in which the Sponsors are
maintaining a market and which are lawfully for sale in the state where you
reside. An exchange is a taxable event normally requiring recognition of any
gain or loss on the units exchanged. However, the Internal Revenue Service may
seek to disallow a loss if the portfolio of the units acquired is not materially
different from the portfolio of the units exchanged; you should consult your own
tax adviser. If the proceeds of units exchanged are insufficient to acquire a
whole number of exchange fund units, you may pay the difference in cash (not
exceeding the price of a single unit acquired).
As the Sponsors are not obligated to maintain a market in any series, there
can be no assurance that units can be exchanged. The Exchange Option may be
amended or terminated at any time without notice.

SUPPLEMENTAL INFORMATION
Upon writing or calling the Trustee shown on the back cover of this
Prospectus, investors will receive without charge supplemental information about
a Portfolio, which has been filed with the SEC. The supplemental information
includes more detailed risk factor disclosure about the types of securities that
may be part of the Portfolio and general information about the structure and
operation of the Fund.
17
<PAGE>
Defined
Asset FundsSM

SPONSORS AND UNDERWRITERS: EQUITY INVESTOR FUND
Merrill Lynch, SELECT TEN PORTFOLIO
Pierce, Fenner & Smith Incorporated1998 INTERNATIONAL SERIES A
Defined Asset Funds HONG KONG PORTFOLIO
P.O. Box 9051
Princeton, N.J. 08543-9051 This Prospectus does not contain all of the
(609) 282-8500 information with respect to the investment
Smith Barney Inc. company set forth in its registration
Unit Trust Department statement and exhibits relating thereto which
388 Greenwich Street--23rd Floor have been filed with the Securities and
New York, NY 10013 Exchange Commission, Washington, D.C. under
(212) 816-4000 the Securities Act of 1933 and the Investment
PaineWebber Incorporated Company Act of 1940, and to which reference
1200 Harbor Blvd. is hereby made. Copies of filed material can
Weehawken, N.J. 07087 be obtained from the Public Reference Section
(201) 902-3000 of the Commission, 450 Fifth Street, N.W.,
Dean Witter Reynolds Inc. Washington, D.C. 20549 at prescribed rates.
Two World Trade Center--59th Floor The Commission also maintains a Web site that
New York, N.Y. 10048 contains information statements and other
(212) 392-2222 information regarding registrants such as
TRUSTEE: Defined Asset Funds that file electronically
The Chase Manhattan Bank with the Commission at http://www.sec.gov.
Customer Service Retail Department ------------------------------
Bowling Green Station No person is authorized to give any
P.O. Box 5187 information or to make any representations
New York, N.Y. 10274-5187 with respect to this investment company not
1-800-323-1508 contained in its registration statement and
related exhibits; and any information or
representation not contained therein must not
be relied upon as having been authorized.
------------------------------
When Units of this Fund are no longer
available and for investors who will reinvest
into subsequent International Select Ten
Portfolios, this Prospectus may be used as a
preliminary prospectus for a future series,
in which case investors should note the
following:
Information contained herein is subject to
amendment. A registration statement relating
to securities of a future series has been
filed with the Securities and Exchange
Commission. These securities may not be sold
nor may offers to buy be accepted prior to
the time the registration statement becomes
effective.
This Prospectus shall not constitute an offer
to sell or the solicitation of an offer to
buy nor shall there be any sale of these
securities in any State in which such offer
solicitation or sale would be unlawful prior
to registration or qualification under the
securities laws of any such State.

70051--2/98

<PAGE>
PART II
ADDITIONAL INFORMATION NOT INCLUDED IN THE PROSPECTUS

A. The following information relating to the Depositors is incorporated by
reference to the SEC filings indicated and made a part of this Registration
Statement.

I. Bonding arrangements of each of the Depositors are incorporated by reference
to Item A of Part II to the Registration Statement on Form S-6 under the
Securities Act of 1933 for Municipal Investment Trust Fund, Monthly Payment
Series--573 Defined Asset Funds (Reg. No. 333-08241).
II. The date of organization of each of the Depositors is set forth in Item B
of Part II to the Registration Statement on Form S-6 under the Securities Act of
1933 for Municipal Investment Trust Fund, Monthly Payment Series--573 Defined
Asset Funds (Reg. No. 333-08241) and is herein incorporated by reference
thereto.
III. The Charter and By-Laws of each of the Depositors are incorporated herein
by reference to Exhibits 1.3 through 1.12 to the Registration Statement on Form
S-6 under the Securities Act of 1933 for Municipal Investment Trust Fund,
Monthly Payment Series--573 Defined Asset Funds (Reg. No. 333-08241).
IV. Information as to Officers and Directors of the Depositors has been filed
pursuant to Schedules A and D of Form BD under Rules 15b1-1 and 15b3-1 of the
Securities Exchange Act of 1934 and is incorporated by reference to the SEC
filings indicated and made a part of this Registration Statement:

Merrill Lynch, Pierce, Fenner & Smith Incorporated 8-7221
Smith Barney Inc. .............................. 8-8177
PaineWebber Incorporated........................ 8-16267
Dean Witter Reynolds Inc. ...................... 8-14172

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

B. The Internal Revenue Service Employer Identification Numbers of the Sponsors
and Trustees are as follows:

Merrill Lynch, Pierce, Fenner & Smith Incorporated 13-5674085
Smith Barney Inc. .............................. 13-1912900
PaineWebber Incorporated........................ 13-2638166
Dean Witter Reynolds Inc. ...................... 94-0899825
The Chase Manhattan Bank, Trustee............... 13-4994650

The Sponsors undertake that they will not make any amendment to the
Supplement to this Registration Statement which includes material changes
without submitting the amendment for Staff review prior to distribution.
II-1
<PAGE>
SERIES OF EQUITY INCOME FUND,
INTERNATIONAL BOND FUND,
CORPORATE INCOME FUND
AND DEFINED ASSET FUNDS MUNICIPAL INSURED SERIES
DESIGNATED PURSUANT TO RULE 487 UNDER THE SECURITIES ACT OF 1933

SEC
SERIES NUMBER FILE NUMBER
- --------------------------------------------------------------------------------
Equity Income Fund, Index Series, S&P 500 Trust 2 and S&P
Midcap Trust................................................ 33-44844
Equity Income Fund, Investment Philosophy Series 1991
Selected Industrial Portfolio............................... 33-39158
Equity Income Fund, Group One Overseas Index Fund Series 1
and 2....................................................... 33-05654
Equity Income Fund, Select Ten Portfolio--1995 Winter
Series...................................................... 33-55811
Equity Income Fund, Select Ten Portfolio--1995 Spring
Series...................................................... 33-55807
Equity Income Fund, Select Ten Portfolio--1997 Series A..... 33-15193
International Bond Fund, Australian and New Zealand Dollar
Bonds Series 19............................................. 33-15393
International Bond Fund, Australian and New Zealand Third
Short-Term Series........................................... 33-13200
International Bond Fund, Fourteenth Multi-Currency Series... 33-04447
Corporate Income Fund, First Short-Term Sterling Series..... 2-93990
Defined Asset Funds Municipal Insured Series................ 33-54565

CONTENTS OF REGISTRATION STATEMENT
The Registration Statement on Form S-6 comprises the following papers and
documents:
The facing sheet of Form S-6.
The Cross-Reference Sheet (incorporated by reference from the
Cross-Reference Sheet of the Registration Statement of Defined Asset Funds
Municipal Insured Series, 1933 Act File No. 33-54565).
The Prospectus.
Additional Information not included in the Prospectus (Part II).
The following exhibits:

1.1 --Form of Trust Indenture (incorporated by reference to Exhibit 1.1 to
the Registration Statement of Equity Investor Fund Select Ten
Portfolio--1995 Spring Series, 1933 Act File No. 33-55807).
1.1.1 --Form of Standard Terms and Conditions of Trust Effective as of October
21, 1993 (incorporated by reference to Exhibit 1.1.1 to the
Registration Statement of Municipal Investment Trust Fund, Multistate
Series-48, 1933 Act File No. 33-50247).
1.2 --Form of Master Agreement Among Underwriters (incorporated by reference
to Exhibit 1.2 to the Registration Statement under the Securities Act
of 1933 of The Corporate Income Fund, One Hundred Ninety-Fourth
Monthly Payment Series, 1933 Act File No. 2-90925).
3.1 --Opinion of counsel as to the legality of the securities being issued
including their consent to the use of their name under the headings
'Taxes' and 'Miscellaneous--Legal Opinion' in the Prospectus.
5.1 --Consent of independent accountants.
9.1 --Information Supplement (incorporated by reference to Exhibit 9.1 to
the Registration Statement of Equity Investor Fund Select Ten
Portfolio, 1996 International Series B, 1933 Act File No. 333-00593).

R-1
<PAGE>
SIGNATURES
The registrant hereby identifies the series numbers of Equity Income Fund,
International Bond Fund, Corporate Income Fund and Defined Asset Funds Municipal
Insured Series listed on page R-1 for the purposes of the representations
required by Rule 487 and represents the following:
1) That the portfolio securities deposited in the series as to which this
registration statement is being filed do not differ materially in type
or quality from those deposited in such previous series;
2) That, except to the extent necessary to identify the specific portfolio
securities deposited in, and to provide essential information for, the
series with respect to which this registration statement is being filed,
this registration statement does not contain disclosures that differ in
any material respect from those contained in the registration statements
for such previous series as to which the effective date was determined
by the Commission or the staff; and
3) That it has complied with Rule 460 under the Securities Act of 1933.

PURSUANT TO THE REQUIREMENTS OF THE SECURITIES ACT OF 1933, THE REGISTRANT
HAS DULY CAUSED THIS REGISTRATION STATEMENT OR AMENDMENT TO THE REGISTRATION
STATEMENT TO BE SIGNED ON ITS BEHALF BY THE UNDERSIGNED THEREUNTO DULY
AUTHORIZED IN THE CITY OF NEW YORK AND STATE OF NEW YORK ON THE 11TH DAY OF
FEBRUARY, 1998.
SIGNATURES APPEAR ON PAGE R-3, R-4, R-5 AND R-6.

A majority of the members of the Board of Directors of Merrill Lynch,
Pierce, Fenner & Smith Incorporated has signed this Registration Statement or
Amendment to the Registration Statement pursuant to Powers of Attorney
authorizing the person signing this Registration Statement or Amendment to the
Registration Statement to do so on behalf of such members.
A majority of the members of the Board of Directors of Smith Barney Inc.
has signed this Registration Statement or Amendment to the Registration
Statement pursuant to Powers of Attorney authorizing the person signing this
Registration Statement or Amendment to the Registration Statement to do so on
behalf of such members.
A majority of the members of the Executive Committee of the Board of
Directors of PaineWebber Incorporated has signed this Registration Statement or
Amendment to the Registration Statement pursuant to Powers of Attorney
authorizing the person signing this Registration Statement or Amendment to the
Registration Statement to do so on behalf of such members.

A majority of the members of the Board of Directors of Dean Witter
Reynolds Inc. has signed this Registration Statement or Amendment to the
Registration Statement pursuant to Powers of Attorney authorizing the person
signing this Registration Statement or Amendment to the Registration Statement
to do so on behalf of such members.
R-2
<PAGE>
MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED
DEPOSITOR

By the following persons, who constitute Powers of Attorney have been filed
a majority of under
the Board of Directors of Merrill Form SE and the following 1933 Act
Lynch, Pierce, File
Fenner & Smith Incorporated: Number: 33-43466

HERBERT M. ALLISON, JR.
BARRY S. FREIDBERG
EDWARD L. GOLDBERG
STEPHEN L. HAMMERMAN
JEROME P. KENNEY
DAVID H. KOMANSKY
DANIEL T. NAPOLI
THOMAS H. PATRICK
JOHN L. STEFFENS
ROGER M. VASEY
ARTHUR H. ZEIKEL

DANIEL C. TYLER
(As authorized signatory for Merrill Lynch, Pierce,
Fenner & Smith Incorporated and
Attorney-in-fact for the persons listed above)
R-3
<PAGE>
SMITH BARNEY INC.
DEPOSITOR

By the following persons, who constitute a majority of Powers of Attorney
the Board of Directors of Smith Barney Inc.: have been filed
under the 1933 Act
File Numbers:
33-49753, 33-55073
and 333-10441

JAMES DIMON
DERYCK C. MAUGHAN

By GINA LEMON
(As authorized signatory for
Smith Barney Inc. and
Attorney-in-fact for the persons listed above)

R-4
<PAGE>
PAINEWEBBER INCORPORATED
DEPOSITOR

By the following persons, who constitute Powers of Attorney have been filed
a majority of under
the Executive Committee of the Board the following 1933 Act File
of Directors Number: 33-55073
of PaineWebber Incorporated:

DONALD B. MARRON
JOSEPH J. GRANO, JR.
By
ROBERT E. HOLLEY
(As authorized signatory for PaineWebber Incorporated
and Attorney-in-fact for the persons listed above)
R-5
<PAGE>

DEAN WITTER REYNOLDS INC.
DEPOSITOR

By the following persons, who constitute Powers of Attorney have been filed
a majority of under Form SE and the following 1933
the Board of Directors of Dean Witter Act File Numbers: 33-17085 and
Reynolds Inc.: 333-13039

RICHARD M. DeMARTINI
ROBERT J. DWYER
CHRISTINE A. EDWARDS
CHARLES A. FIUMEFREDDO
JAMES F. HIGGINS
MITCHELL M. MERIN
STEPHEN R. MILLER
RICHARD F. POWERS III
PHILIP J. PURCELL
THOMAS C. SCHNEIDER
WILLIAM B. SMITH
By
MICHAEL D. BROWNE
(As authorized signatory for
Dean Witter Reynolds Inc.
and Attorney-in-fact for the persons listed above)
R-6

EXHIBIT 3.1
DAVIS POLK & WARDWELL
450 LEXINGTON AVENUE
NEW YORK, NEW YORK 10017
(212) 450-4000

FEBRUARY 11, 1998
EQUITY INVESTOR FUND,
SELECT TEN PORTFOLIO 1998 INTERNATIONAL SERIES A
HONG KONG PORTFOLIO
DEFINED ASSET FUNDS
MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED
SMITH BARNEY INC.
PAINEWEBBER INCORPORATED
DEAN WITTER REYNOLDS INC.
C/O MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED
DEFINED ASSET FUNDS
P.O. BOX 9051
PRINCETON, N.J. 08543-9051
(609) 282-8500
Dear Sirs:

We have acted as special counsel for you, as sponsors (the 'Sponsors') of
Equity Investor Fund, Select Ten Portfolio 1998 International Series A, Hong
Kong Portfolio, Defined Asset Funds (the 'Fund'), in connection with the
issuance of units of fractional undivided interest in the Fund (the 'Units') in
accordance with the Trust Indenture relating to the Fund (the 'Indenture').

We have examined and are familiar with originals or copies, certified or
otherwise identified to our satisfaction, of such documents and instruments as
we have deemed necessary or advisable for the purpose of this opinion.

Based upon the foregoing, we are of the opinion that (i) the execution and
delivery of the Indenture and the issuance of the Units have been duly
authorized by the Sponsors and (ii) the Units, when duly issued and delivered by
the Sponsors and the Trustees in accordance with the Indenture, will be legally
issued, fully paid and non-assessable.

We hereby consent to the use of this opinion as Exhibit 3.1 to the
Registration Statement relating to the Units filed under the Securities Act of
1933 and to the use of our name in such Registration Statement and in the
related prospectus under the headings 'Taxes' and 'Miscellaneous--Legal
Opinion.'

Very truly yours,

DAVIS POLK & WARDWELL

EXHIBIT 5.1
CONSENT OF INDEPENDENT ACCOUNTANTS

The Sponsors and Trustee of Equity Investor Fund,
Select Ten Portfolio 1998 International Series A, Hong Kong Portfolio, Defined
Asset Funds:

We consent to the use in this Registration Statement No. 333-41761 of our report
dated February 11, 1998, relating to the Statement of Condition of Equity
Investor Fund, Select Ten Portfolio 1998 International Series A, Hong Kong
Portfolio, Defined Asset Funds and to the reference to us under the heading
'Miscellaneous--Auditors' in the Prospectus which is a part of this Registration
Statement.

DELOITTE & TOUCHE LLP
New York, N.Y.
February 11, 1998

<ARTICLE> 6

<S> <C>
<PERIOD-TYPE> OTHER
<FISCAL-YEAR-END> JAN-30-1998
<PERIOD-END> FEB-11-1998
<INVESTMENTS-AT-COST> 332,037
<INVESTMENTS-AT-VALUE> 332,037
<RECEIVABLES> 0
<ASSETS-OTHER> 129,800
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 461,837
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 129,800
<TOTAL-LIABILITIES> 129,800
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 332,037
<SHARES-COMMON-STOCK> 335,391
<SHARES-COMMON-PRIOR> 0
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 332,037
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 0
<OTHER-INCOME> 0
<EXPENSES-NET> 0
<NET-INVESTMENT-INCOME> 0
<REALIZED-GAINS-CURRENT> 0
<APPREC-INCREASE-CURRENT> 0
<NET-CHANGE-FROM-OPS> 0
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 335,391
<NUMBER-OF-SHARES-REDEEMED> 0
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> 0
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 0
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 0
<AVERAGE-NET-ASSETS> 0
<PER-SHARE-NAV-BEGIN> 0
<PER-SHARE-NII> 0
<PER-SHARE-GAIN-APPREC> 0
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 0
<EXPENSE-RATIO> 0
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0

</TABLE>