FT 422, S-6/A, 2000-03-21

FT 422
S-6/A, 2000-03-21

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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: FT 422

B. Name of Depositor: NIKE SECURITIES L.P.

C. Complete Address of Depositor's 1001 Warrenville Road
Principal Executive Offices: Lisle, Illinois 60532

D. Name and Complete Address of
Agents for Service: NIKE SECURITIES L.P.
Attention: James A. Bowen
Suite 300
1001 Warrenville Road
Lisle, Illinois 60532

CHAPMAN & CUTLER
Attention: Eric F. Fess
111 West Monroe Street
Chicago, Illinois 60603

E. Title of Securities
Being Registered: An indefinite number of
Units pursuant to Rule
24f-2 promulgated under
the Investment Company Act
of 1940, as amended.

F. Approximate Date of Proposed
Sale to the Public: ____ Check if it is
proposed that this filing
will become effective on
_____ at ____ p.m.
pursuant to Rule 487.

The registrant hereby amends this Registration Statement on
such date or dates as may be necessary to delay its effective
date until the registrant shall file a further amendment which
specifically states that this Registration Statement shall
thereafter become effective in accordance with Section 8(a) of
the Securities Act of 1933 or until the Registration Statement
shall become effective on such date as the Commission, acting
pursuant to said Section 8(a), may determine.

SUBJECT TO COMPLETION DATED MARCH 16, 2000
AS AMENDED MARCH 21, 2000

BIOTECHNOLOGY SELECT PORTFOLIO, SERIES 3
DIGITAL CONVERGENCE SELECT PORTFOLIO, SERIES 2
FIBER OPTICS SELECT PORTFOLIO, SERIES 2
GENOMICS & PROTEOMICS SELECT PORTFOLIO, SERIES 2
PHARMACEUTICAL SELECT PORTFOLIO, SERIES 3
STORAGE & NETWORKING SELECT PORTFOLIO SERIES
TECHNOLOGY SELECT PORTFOLIO, SERIES 3
BIOTECHNOLOGY PORTFOLIO, SERIES 3
DIGITAL CONVERGENCE PORTFOLIO, SERIES 2
FIBER OPTICS PORTFOLIO, SERIES 2
GENOMICS & PROTEOMICS PORTFOLIO, SERIES 2
PHARMACEUTICAL PORTFOLIO, SERIES 9
STORAGE & NETWORKING PORTFOLIO SERIES
TECHNOLOGY PORTFOLIO, SERIES 12

FT 422

FT 422 is a series of a unit investment trust, the FT Series. FT 422
consists of 14 separate portfolios listed above (each, a "Trust," and
collectively, the "Trusts"). Each Trust invests in a diversified
portfolio of common stocks ("Securities") issued by companies in the
industry sector or investment focus for which each Trust is named. The
objective of each Trust is to provide above-average capital
appreciation. Each Select Portfolio Series has an expected maturity of
approximately 18 months. Each Portfolio Series has an expected maturity
of approximately five years.

THE SECURITIES AND EXCHANGE COMMISSION HAS NOT APPROVED OR DISAPPROVED
OF THESE SECURITIES OR PASSED UPON THE ADEQUACY OF THIS PROSPECTUS. ANY
REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.

THE INFORMATION IN THIS PROSPECTUS IS NOT COMPLETE AND MAY BE CHANGED.
WE MAY NOT SELL THESE SECURITIES UNTIL THE REGISTRATION STATEMENT FILED
WITH THE SECURITIES AND EXCHANGE COMMISSION IS EFFECTIVE. THIS
PROSPECTUS IS NOT AN OFFER TO SELL THESE SECURITIES AND IS NOT
SOLICITING AN OFFER TO BUY THESE SECURITIES IN ANY STATE WHERE THE OFFER
OR SALE IS NOT PERMITTED.

First Trust (registered trademark)

1-800-621-9533

The date of this prospectus is , 2000

Page 1

Table of Contents

Summary of Essential Information 3
Fee Table 7
Report of Independent Auditors 8
Statements of Net Assets 9
Schedules of Investments 13
The FT Series 28
Portfolios 29
Risk Factors 33
Public Offering 35
Distribution of Units 37
The Sponsor's Profits 39
The Secondary Market 39
How We Purchase Units 39
Expenses and Charges 39
Tax Status 40
Retirement Plans 41
Rights of Unit Holders 41
Income and Capital Distributions 42
Redeeming Your Units 43
Removing Securities from a Trust 44
Amending or Terminating the Indenture 45
Information on the Sponsor, Trustee and Evaluator 45
Other Information 46

Page 2

Summary of Essential Information

FT 422

At the Opening of Business on the
Initial Date of Deposit- , 2000

Sponsor: Nike Securities L.P.
Trustee: The Chase Manhattan Bank
Evaluator: First Trust Advisors L.P.

<TABLE>
<CAPTION>
Digital Genomics &
Biotechnology Convergence Fiber Optics Proteomics
Select Portfolio Select Portfolio Select Portfolio Select Portfolio
Series 3 Series 2 Series 2 Series 2
____________ ____________ ____________ _____________
<S> <C> <C> <C> <C>
Initial Number of Units (1)
Fractional Undivided Interest
in the Trust per Unit (1) 1/ 1/ 1/ 1/
Public Offering Price:
Aggregate Offering Price Evaluation
of Securities per Unit (2) $ 9.900 $ 9.900 $ 9.900 $ 9.900
Maximum Sales Charge of
3.25% of the Public Offering
Price per Unit (3.283% of the net amount invested,
exclusive of the deferred sales charge) (3) $ .325 $ .325 $ .325 $ .325
Less Deferred Sales Charge per Unit $ (.225) $ (.225) $ (.225) $ (.225)
Public Offering Price per Unit (4) $ 10.000 $ 10.000 $ 10.000 $ 10.000
Sponsor's Initial Repurchase Price per Unit (5) $ 9.675 $ 9.675 $ 9.675 $ 9.675
Redemption Price per Unit
(based on aggregate underlying value
of Securities less deferred sales charge) (5) $ 9.675 $ 9.675 $ 9.675 $ 9.675
Cash CUSIP Number 30265L 571 30265L 605 30265L 639 30265J 436
Reinvestment CUSIP Number 30265L 597 30265L 621 30265L 654 30265J 444
Wrap CUSIP Number 30265L 589 30265L 613 30265L 647 30265J 451
Security Code
</TABLE>

<TABLE>
<CAPTION>
<S> <C>
First Settlement Date March 27, 2000
Mandatory Termination Date (6) September 14, 2001
Income Distribution Record Date Fifteenth day of each June and December, commencing June 15, 2000.
Income Distribution Date (7) Last day of each June and December, commencing June 30, 2000.
_____________

<FN>
See "Notes to Summary of Essential Information" on page 6.
</FN>
</TABLE>

Page 3

Summary of Essential Information

FT 422

At the Opening of Business on the
Initial Date of Deposit- , 2000

Sponsor: Nike Securities L.P.
Trustee: The Chase Manhattan Bank
Evaluator: First Trust Advisors L.P.

<TABLE>
<CAPTION>
Storage &
Pharmaceutical Networking Technology Select
Select Portfolio Select Portfolio Portfolio
Series 3 Series Series 3
____________ ____________ ____________
<S> <C> <C> <C>
Initial Number of Units (1)
Fractional Undivided Interest
in the Trust per Unit (1) 1/ 1/ 1/
Public Offering Price:
Aggregate Offering Price Evaluation
of Securities per Unit (2) $ 9.900 $ 9.900 $ 9.900
Maximum Sales Charge of
3.25% of the Public Offering
Price per Unit (3.283% of the net amount invested,
exclusive of the deferred sales charge) (3) $ .325 $ .325 $ .325
Less Deferred Sales Charge per Unit $ (.225) $ (.225) $ (.225)
Public Offering Price per Unit (4) $ 10.000 $ 10.000 $ 10.000
Sponsor's Initial Repurchase Price per Unit (5) $ 9.675 $ 9.675 $ 9.675
Redemption Price per Unit
(based on aggregate underlying value
of Securities less deferred sales charge) (5) $ 9.675 $ 9.675 $ 9.675
Cash CUSIP Number 30265L 662 30265L 696 30265L 720
Reinvestment CUSIP Number 30265L 688 30265L 712 30265L 746
Wrap CUSIP Number 30265L 670 30265L 704 30265L 738
Security Code
</TABLE>

_____________

<FN>
See "Notes to Summary of Essential Information" on page 6.
</FN>
</TABLE>

Page 4

Summary of Essential Information

FT 422

At the Opening of Business on the
Initial Date of Deposit- , 2000

Sponsor: Nike Securities L.P.
Trustee: The Chase Manhattan Bank
Evaluator: First Trust Advisors L.P.

<TABLE>
<CAPTION>
Genomics &
Biotechnology Digital Convergence Fiber Optics Proteomics
Portfolio Portfolio Portfolio Portfolio
Series 3 Series 2 Series 2 Series 2
___________ ___________ ___________ __________
<S> <C> <C> <C> <C>
Initial Number of Units (1)
Fractional Undivided Interest
in the Trust per Unit (1) 1/ 1/ 1/ 1/
Public Offering Price:
Aggregate Offering Price Evaluation
of Securities per Unit (2) $ 9.900 $ 9.900 $ 9.900 $ 9.900
Maximum Sales Charge of
4.50% of the Public Offering Price per Unit
(4.545% of the net amount invested,
exclusive of the deferred sales charge) (3) $ .450 $ .450 $ .450 $ .450
Less Deferred Sales Charge per Unit $ (.350) $ (.350) $ (.350) $ (.350)
Public Offering Price per Unit (4) $ 10.000 $ 10.000 $ 10.000 $ 10.000
Sponsor's Initial Repurchase Price per Unit (5) $ 9.550 $ 9.550 $ 9.550 $ 9.550
Redemption Price per Unit
(based on aggregate underlying value
of Securities less deferred sales charge) (5) $ 9.550 $ 9.550 $ 9.550 $ 9.550
Cash CUSIP Number 30265L 753 30265L 787 30265L 811 30265J 469
Reinvestment CUSIP Number 30265L 779 30265L 803 30265L 837 30265J 477
Wrap CUSIP Number 30265L 761 30265L 795 30265L 829 30265J 485
Security Code
</TABLE>

<TABLE>
<CAPTION>
<S> <C>
First Settlement Date March 27, 2000
Mandatory Termination Date (6) March 15, 2005
Income Distribution Record Date Fifteenth day of each June and December, commencing June 15, 2000.
Income Distribution Date (7) Last day of each June and December, commencing June 30, 2000.

_____________

<FN>
See "Notes to Summary of Essential Information" on page 6.
</FN>
</TABLE>

Page 5

Summary of Essential Information

FT 422

At the Opening of Business on the Initial Date of Deposit- , 2000

Sponsor: Nike Securities L.P.
Trustee: The Chase Manhattan Bank
Evaluator: First Trust Advisors L.P.

<TABLE>
<CAPTION>
Storage &
Pharmaceutical Networking Technology
Portfolio Portfolio Portfolio
Series 9 Series Series 12
___________ ___________ ___________
<S> <C> <C> <C>
Initial Number of Units (1)
Fractional Undivided Interest
in the Trust per Unit (1) 1/ 1/ 1/
Public Offering Price:
Aggregate Offering Price Evaluation
of Securities per Unit (2) $ 9.900 $ 9.900 $ 9.900
Maximum Sales Charge of
4.50% of the Public Offering Price per Unit (4.545% of the net
amount invested, exclusive of the deferred sales charge) (3) $ .450 $ .450 $ .450
Less Deferred Sales Charge per Unit $ (.350) $ (.350) $ (.350)
Public Offering Price per Unit (4) $ 10.000 $ 10.000 $ 10.000
Sponsor's Initial Repurchase Price per Unit (5) $ 9.550 $ 9.550 $ 9.550
Redemption Price per Unit (based on aggregate underlying value
of Securities less deferred sales charge) (5) $ 9.550 $ 9.550 $ 9.550
Cash CUSIP Number 30265L 845 30265J 345 30265J 378
Reinvestment CUSIP Number 30265L 860 30265J 360 30265J 394
Wrap CUSIP Number 30265L 852 30265J 352 30265J 386
Security Code
</TABLE>

______________

<FN>
NOTES TO SUMMARY OF ESSENTIAL INFORMATION

(1) As of the close of business on the Initial Date of Deposit, we may
adjust the number of Units of a Trust so that the Public Offering Price
per Unit will equal approximately $10.00. If we make such an adjustment,
the fractional undivided interest per Unit will vary from the amounts
indicated above.

(2) Each listed Security is valued at its last closing sale price. If a
Security is not listed, or if no closing sale price exists, it is valued
at its closing ask price. Evaluations for purposes of determining the
purchase, sale or redemption price of Units are made as of the close of
trading on the New York Stock Exchange ("NYSE") (generally 4:00 p.m.
Eastern time) on each day on which it is open (the "Evaluation Time").

(3) The maximum sales charge consists of an initial sales charge and a
deferred sales charge. See "Fee Table" and "Public Offering."

(4) The Public Offering Price shown above reflects the value of the
Securities on the business day prior to the Initial Date of Deposit. No
investor will purchase Units at this price. The price you pay for your
Units will be based on their valuation at the Evaluation Time on the
date you purchase your Units. On the Initial Date of Deposit the Public
Offering Price per Unit will not include any accumulated dividends on
the Securities. After this date a pro rata share of any accumulated
dividends on the Securities will be included.

(5) Until the earlier of six months after the Initial Date of Deposit or
the end of the initial offering period, the Sponsor's Initial Repurchase
Price per Unit and the Redemption Price per Unit will include the
estimated organization costs per Unit set forth under "Fee Table." After
such date, the Sponsor's Repurchase Price and Redemption Price per Unit
will not include such estimated organization costs. See "Redeeming Your
Units."

(6) See "Amending or Terminating the Indenture."

(7) Distributions from the Capital Account will be made monthly on the
last day of the month to Unit holders of record on the fifteenth day of
such month if the amount available for distribution equals at least
$1.00 per 100 Units. In any case, we will distribute any funds in the
Capital Account in December of each year.
</FN>
</TABLE>

Page 6

Fee Table

This Fee Table describes the fees and expenses that you may, directly or
indirectly, pay if you buy and hold Units of a Trust. See "Public
Offering" and "Expenses and Charges." Although each Select Portfolio
Series has a term of approximately 18 months, each Portfolio Series has
a term of approximately five years, and each is a unit investment trust
rather than a mutual fund, this information allows you to compare fees.

<TABLE>
<CAPTION>
Select Portfolio Series Portfolio Series
_______________________ ________________
Amount Amount
per Unit per Unit
______ ______
<S> <C> <C> <C> <C>
Unit Holder Transaction Expenses
(as a percentage of public offering price)
Maximum sales charge 3.25% $.325 4.50% $.450
======= ======= ======= =======
Initial sales charge (paid at time of purchase) 1.00%(a) $.100 1.00%(a) $.100
Deferred sales charge (paid in installments or at redemption) 2.25%(b) .225 3.50%(b) .350

Maximum sales charge imposed on reinvested dividends 2.25% $ .225 3.50% $.350

Organization Costs
(as a percentage of public offering price)
Estimated organization costs .260%(c) $.0260 .225%(c) $.0225
======= ======= ======= =======
Estimated Annual Trust Operating Expenses
(as a percentage of average net assets)
Portfolio supervision, bookkeeping, administrative and evaluation fees .079% $.0080 .100% $.0098
Creation and development fee .250%(d) .0248 .250%(d) .0245
Trustee's fee and other operating expenses .116%(e) .0117 .152%(e) .0149
______ ______ ______ ______
Total .445% $.0445 .502% $.0492
======= ======= ======= =======
</TABLE>

Example

This example is intended to help you compare the cost of investing in a
Trust with the cost of investing in other investment products. The
example assumes that you invest $10,000 in a Trust for the periods shown
and sell your Units at the end of those periods. The example also
assumes a 5% return on your investment each year and that a Trust's
operating expenses stay the same. Although your actual costs may vary,
based on these assumptions your costs would be:

<TABLE>
<CAPTION>
1 Year 18 Months (f) 3 Years 5 Years
__________ __________ __________ __________
<S> <C> <C> <C> <C>
Select Portfolio Series $396 $418 $ - $ -
Portfolio Series 523 N.A. 625 737

The example will not differ if you hold rather than sell your Units at
the end of each period. The example does not reflect sales charges on
reinvested dividends and other distributions. If these sales charges
were included, your costs would be higher.

_____________

<FN>
(a) The initial sales charge is the difference between the maximum sales
charge (3.25% for each Select Portfolio Series and 4.50% for each
Portfolio Series) and any remaining deferred sales charge.

(b) The deferred sales charge is a fixed dollar amount equal to $.225
per Unit for each Select Portfolio Series and $.350 per Unit for each
Portfolio Series which, as a percentage of the Public Offering Price,
will vary over time. The deferred sales charge will be deducted in five
monthly installments commencing October 20, 2000.

(c) Estimated organization costs will be deducted from the assets of a
Trust at the earlier of six months after the Initial Date of Deposit or
the end of the initial offering period.
(d) The creation and development fee compensates the Sponsor for creating
and developing the Trusts. Each Trust accrues this fee daily during the
life of the Trust based on its average net asset value and pays the
Sponsor monthly. In connection with the creation and development fee, in
no event will the Sponsor collect over the life of a Trust more than
.75% in the case of each Select Portfolio Series or more than 2.75% in
the case of each Portfolio Series of a Unit holder's initial investment.

(e) For each Portfolio Series, other operating expenses include the
costs incurred by each Portfolio Series for annually updating such
Trusts' registration statements, but do not include brokerage costs and
other portfolio transaction fees for any of the Trusts. In certain
circumstances the Trusts may incur additional expenses not set forth
above. See "Expenses and Charges."

(f) For each Select Portfolio Series, the example represents the
estimated costs incurred through each Trust's approximate 18-month life.
</FN>
</TABLE>

Page 7

Report of Independent Auditors

The Sponsor, Nike Securities L.P., and Unit Holders
FT 422

We have audited the accompanying statements of net assets, including the
schedules of investments, of FT 422, comprised of the Biotechnology
Select Portfolio, Series 3; Digital Convergence Select Portfolio, Series
2; Fiber Optics Select Portfolio, Series 2; Genomics & Proteomics Select
Portfolio, Series 2; Pharmaceutical Select Portfolio, Series 3; Storage
& Networking Select Portfolio Series; Technology Select Portfolio,
Series 3; Biotechnology Portfolio, Series 3; Digital Convergence
Portfolio, Series 2; Fiber Optics Portfolio, Series 2; Genomics &
Proteomics Portfolio, Series 2; Pharmaceutical Portfolio, Series 9;
Storage & Networking Portfolio Series; and Technology Portfolio, Series
12 as of the opening of business on March 22, 2000. These statements of
net assets are the responsibility of the Trusts' Sponsor. Our
responsibility is to express an opinion on these statements of net
assets based on our audit.

We conducted our audit in accordance with auditing standards generally
accepted in the United States. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
statements of net assets are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts and
disclosures in the statements of net assets. Our procedures included
confirmation of the letter of credit allocated among the Trusts on March
22, 2000. An audit also includes assessing the accounting principles
used and significant estimates made by the Sponsor, as well as
evaluating the overall presentation of the statements of net assets. We
believe that our audit of the statements of net assets provides a
reasonable basis for our opinion.

In our opinion, the statements of net assets referred to above present
fairly, in all material respects, the financial position of FT 422,
comprised of the Biotechnology Select Portfolio, Series 3; Digital
Convergence Select Portfolio, Series 2; Fiber Optics Select Portfolio,
Series 2; Genomics & Proteomics Select Portfolio, Series 2;
Pharmaceutical Select Portfolio, Series 3; Storage & Networking Select
Portfolio Series; Technology Select Portfolio, Series 3; Biotechnology
Portfolio, Series 3; Digital Convergence Portfolio, Series 2; Fiber
Optics Portfolio, Series 2; Genomics & Proteomics Portfolio, Series 2;
Pharmaceutical Portfolio, Series 9; Storage & Networking Portfolio
Series and Technology Portfolio, Series 12 at the opening of business on
March 22, 2000 in conformity with accounting principles generally
accepted in the United States.

ERNST & YOUNG LLP

Chicago, Illinois
, 2000

Page 8

Statements of Net Assets

FT 422

At the Opening of Business on the
Initial Date of Deposit- , 2000

Genomics &
Biotechnology Digital Convergence Fiber Optics Proteomics
Select Portfolio Select Portfolio Select Portfolio Select Portfolio
Series 3 Series 2 Series 2 Series 2
__________ ____________ ____________ ________________
<S> <C> <C> <C> <C>
NET ASSETS
Investment in Securities represented
by purchase contracts (1) (2) $ $ $ $
Less liability for reimbursement to Sponsor
for organization costs (3) ( ) ( ) ( ) ( )
Less liability for deferred sales charge (4) ( ) ( ) ( ) ( )
________ ________ ________ ________
Net assets $ $ $ $
======== ======== ======== ========
Units outstanding

ANALYSIS OF NET ASSETS
Cost to investors (5) $ $ $ $
Less maximum sales charge (5) ( ) ( ) ( ) ( )
Less estimated reimbursement to Sponsor
for organization costs (3) ( ) ( ) ( ) ( )
________ ________ ________ ________
Net assets $ $ $ $
======== ======== ======== ========

______________

<FN>
See "Notes to Statements of Net Assets" on page 12.
</FN>
</TABLE>

Page 9

Statements of Net Assets

FT 422

At the Opening of Business on the
Initial Date of Deposit- , 2000

<TABLE>
<CAPTION>
Storage &
Pharmaceutical Networking Technology Select
Select Portfolio Select Portfolio Portfolio
Series 3 Series Series 3
____________ ____________ ____________
<S> <C> <C> <C>
NET ASSETS
Investment in Securities represented
by purchase contracts (1) (2) $ $ $
Less liability for reimbursement to Sponsor
for organization costs (3) ( ) ( ) ( )
Less liability for deferred sales charge (4) ( ) ( ) ( )
________ ________ ________
Net assets $ $ $
======== ======== ========
Units outstanding

ANALYSIS OF NET ASSETS
Cost to investors (5) $ $ $
Less maximum sales charge (5) ( ) ( ) ( )
Less estimated reimbursement to Sponsor
for organization costs (3) ( ) ( ) ( )
________ ________ ________
Net assets $ $ $
======== ======== ========

______________

<FN>
See "Notes to Statements of Net Assets" on page 12.
</FN>
</TABLE>

Page 10

Statements of Net Assets

FT 422

At the Opening of Business on the
Initial Date of Deposit- , 2000

<TABLE>
<CAPTION>
Genomics &
Biotechnology Digital Convergence Fiber Optics Proteomics
Portfolio Portfolio Portfolio Portfolio
Series 3 Series 2 Series 2 Series 2
______________ ____________ ____________ ____________
<S> <C> <C> <C> <C>
NET ASSETS
Investment in Securities represented
by purchase contracts (1) (2) $ $ $ $
Less liability for reimbursement to Sponsor
for organization costs (3) ( ) ( ) ( ) ( )
Less liability for deferred sales charge (4) ( ) ( ) ( ) ( )
________ ________ ________ ________
Net assets $ $ $ $
======== ======== ======== ========
Units outstanding

______________

<FN>
See "Notes to Statements of Net Assets" on page 12.
</FN>
</TABLE>

Page 11

Statements of Net Assets

FT 422

At the Opening of Business on the
Initial Date of Deposit- , 2000

<TABLE>
<CAPTION>
Pharmaceutical Storage & Technology
Portfolio Networking Portfolio
Series 9 Portfolio Series Series 12
____________ ____________ ____________
<S> <C> <C> <C>
NET ASSETS
Investment in Securities represented
by purchase contracts (1) (2) $ $ $
Less liability for reimbursement to Sponsor
for organization costs (3) ( ) ( ) ( )
Less liability for deferred sales charge (4) ( ) ( ) ( )
________ ________ ________
Net assets $ $ $
======== ======== ========
Units outstanding

_____________

<FN>
NOTES TO STATEMENTS OF NET ASSETS

(1) Aggregate cost of the Securities listed under "Schedule of
Investments" for each Trust is based on their aggregate underlying value.

(2) An irrevocable letter of credit issued by The Chase Manhattan Bank,
of which $2,800,000 will be allocated among each of the 12 Trusts in FT
422, has been deposited with the Trustee as collateral, covering the
monies necessary for the purchase of the Securities according to their
purchase contracts.

(3) A portion of the Public Offering Price consists of an amount
sufficient to reimburse the Sponsor for all or a portion of the costs of
establishing the Trusts. These costs have been estimated at $.0260 per
Unit for each Select Portfolio Series and $.0225 per Unit for each
Portfolio Series. A payment will be made at the earlier of six months
after the Initial Date of Deposit or the end of the initial offering
period to an account maintained by the Trustee from which the obligation
of the investors to the Sponsor will be satisfied. To the extent that
actual organization costs of a Trust are greater than the estimated
amount, only the estimated organization costs added to the Public
Offering Price will be reimbursed to the Sponsor and deducted from the
assets of such Trust.

(4) Represents the amount of mandatory deferred sales charge
distributions of $.225 per Unit for each Select Portfolio Series, or
$.350 per Unit for each Portfolio Series, payable to us in five equal
monthly installments beginning on October 20, 2000 and on the twentieth
day of each month thereafter (or if such date is not a business day, on
the preceding business day) through February 20, 2001. If you redeem
your Units before February 20, 2001 you will have to pay the remaining
amount of the deferred sales charge applicable to such Units when you
redeem them.

(5) The aggregate cost to investors includes a maximum sales charge
(comprised of an initial sales charge and a deferred sales charge)
computed at the rate of 3.25% of the Public Offering Price per Unit for
each Select Portfolio Series (equivalent to 3.283% of the net amount
invested, exclusive of the deferred sales charge) or 4.50% of the Public
Offering Price per Unit for each Portfolio Series (equivalent to 4.545%
of the net amount invested, exclusive of the deferred sales charge),
assuming no reduction of sales charge as set forth under "Public
Offering."
</FN>
</TABLE>

Page 12

Schedule of Investments

Biotechnology Select Portfolio, Series 3
FT 422

At the Opening of Business on the
Initial Date of Deposit- , 2000

<TABLE>
<CAPTION>
Percentage Market Cost of
Number Ticker Symbol and of Aggregate Value per Securities to
of Shares Name of Issuer of Securities (1) (4) Offering Price Share the Trust (2)
_________ _____________________________________ _________ ______ _________
<S> <C> <C> <C> <C>
Biotech
________
AFFX Affymetrix, Inc. % $ $
AMGN Amgen Inc. %
BCHE BioChem Pharma Inc. %
BGEN Biogen, Inc. %
CORR COR Therapeutics, Inc. %
CRA Celera Genomics %
CHIR Chiron Corporation %
ENZN Enzon, Inc. %
DNA Genentech, Inc. %
GENZ Genzyme Corporation (General Division) %
HGSI Human Genome Sciences, Inc. %
IDPH IDEC Pharmaceuticals Corporation %
IMNX Immunex Corporation %
INCY Incyte Pharmaceuticals, Inc. %
IVGN Invitrogen Corporation %
MEDI MedImmune, Inc. %
MLNM Millennium Pharmaceuticals, Inc. %
PDLI Protein Design Labs, Inc. %
TKTX Transkaryotic Therapies, Inc. %

Pharmaceuticals
________________
AHP American Home Products Corporation %
ADRX Andrx Corporation %
BMY Bristol-Myers Squibb Company %
GLX Glaxo Wellcome Plc (ADR) %
JNJ Johnson & Johnson %
LLY Eli Lilly and Company %
MRK Merck & Co., Inc. %
NVTSY Novartis AG (ADR) %
PFE Pfizer Inc. %
ROHHY Roche Holdings AG (ADR) %
SGP Schering-Plough Corporation %
______ _________
Total Investments 100% $
====== =========

_____________

<FN>
See "Notes to Schedules of Investments" on page 27.
</FN>
</TABLE>

Page 13

Schedule of Investments

Digital Convergence Select Portfolio, Series 2
FT 422

At the Opening of Business on the Initial Date of Deposit- , 2000

Communications Equipment
______________________
JDSU JDS Uniphase Corporation % $ $
LU Lucent Technologies Inc. %
NT Nortel Networks Corporation (3) %
TLAB Tellabs, Inc. %

Communications Services
______________________
T AT&T Corp. %
WCOM MCI WorldCom, Inc. %

Wireless Communications
______________________
ERICY L.M. Ericsson AB (ADR) %
NOK Nokia Oy (ADR) %
QCOM QUALCOMM Incorporated %

ENTERTAINMENT

Consumer Electronics
_________________
PHG Koninklijke (Royal) Philips Electronics N.V. (ADR) %
SNE Sony Corporation (ADR) %

Internet Content
______________________
AOL America Online, Inc. %
CMGI CMGI Inc. %
YHOO Yahoo! Inc. %

Multimedia
________________
DIS The Walt Disney Company %
VIA/B Viacom Inc. (Class B) %

TECHNOLOGY

Computers & Peripherals
____________________
DELL Dell Computer Corporation %
EMC EMC Corporation %
SUNW Sun Microsystems, Inc. %

Internet Software & Services
_______________________
EXDS Exodus Communications, Inc. %
INKT Inktomi Corporation %
MSFT Microsoft Corporation %
PHCM Phone.com, Inc. %
RNWK RealNetworks, Inc. %
VRSN VeriSign, Inc. %

Networking Products
_________________
CSCO Cisco Systems, Inc. %
JNPR Juniper Networks, Inc. %

Semiconductors
_____________
INTC Intel Corporation %
PMCS PMC-Sierra, Inc. (3) %
TXN Texas Instruments Incorporated %
_______ _______
Total Investments 100% $
======= =======

_____________

<FN>
See "Notes to Schedules of Investments" on page 27.
</FN>
</TABLE>

Page 14

Schedule of Investments

Fiber Optics Select Portfolio, Series 2
FT 422

At the Opening of Business on the
Initial Date of Deposit- , 2000

Communications Equipment
________________________
ADCT ADC Telecommunications, Inc. %
LU Lucent Technologies Inc. %
NT Nortel Networks Corporation (3) %
TLAB Tellabs, Inc. %

Fiber Optics
____________
CIEN CIENA Corporation %
GLW Corning Incorporated %
DIGL Digital Lightwave, Inc. %
DITC Ditech Communications Corporation %
FNSR Finisar Corporation %
HLIT Harmonic Inc. %
JDSU JDS Uniphase Corporation %
SDLI SDL, Inc. %

Networking Products
__________________
CSCO Cisco Systems, Inc. %
JNPR Juniper Networks, Inc. %
RBAK Redback Networks Inc. %
SCMR Sycamore Networks, Inc. %
_______ _______
Total Investments 100% $
======= =======

_____________
<FN>
See "Notes to Schedules of Investments" on page 27.
</FN>
</TABLE>

Page 15

Schedule of Investments

Genomics & Proteomics Select Portfolio, Series 2
FT 422

At the Opening of Business on the
Initial Date of Deposit- , 2000

<TABLE>
<CAPTION>
Percentage Market Cost of
Number Ticker Symbol and of Aggregate Value per Securities to
of Shares Name of Issuer of Securities (1) (4) Offering Price Share the Trust (2)
_________ _____________________________________ _________ ______ _________
<S> <C> <C> <C> <C>
ABGX Abgenix, Inc. % $ $
AFFX Affymetrix, Inc. %
AMGN Amgen Inc. %
BGEN Biogen, Inc. %
CORR COR Therapeutics, Inc. %
CRA Celera Genomics Group %
CHIR Chiron Corporation %
CRGN CuraGen Corporation %
EMIS Emisphere Technologies, Inc. %
ENZN Enzon, Inc. %
GLGC Gene Logic Inc. %
DNA Genentech, Inc. %
GENE Genome Therapeutics Corp. %
GENZ Genzyme Corporation (General Division) %
GILD Gilead Sciences, Inc. %
HGSI Human Genome Sciences, Inc. %
HYSQ Hyseq, Inc. %
IDPH IDEC Pharmaceuticals Corporation %
IMCL ImClone Systems Incorporated %
INMX Immunex Corporation %
INCY Incyte Pharmaceuticals, Inc. %
LYNX Lynx Therapeutics, Inc. %
MEDX Medarex, Inc. %
MEDI MedImmune, Inc. %
MLNM Millennium Pharmaceuticals, Inc. %
MYGN Myriad Genetics, Inc. %
NGEN Nanogen, Inc. %
NBIX Neurocrine Biosciences, Inc. %
PDLI Protein Design Labs, Inc. %
TKTX Transkaryotic Therapies, Inc. %
_______ _______
Total Investments 100% $
======= =======

_____________

<FN>
See "Notes to Schedules of Investments" on page 27.
</FN>
</TABLE>

Page 16

Schedule of Investments

Pharmaceutical Select Portfolio, Series 3
FT 422

At the Opening of Business on the
Initial Date of Deposit- , 2000

<TABLE>
<CAPTION>
Percentage Market Cost of
Number Ticker Symbol and of Aggregate Value per Securities to
of Shares Name of Issuer of Securities (1) (4) Offering Price Share the Trust (2)
_________ _____________________________________ _________ ______ _________
<S> <C> <C> <C> <C>
ABT Abbott Laboratories % $ $
AMGN Amgen Inc. %
ADRX Andrx Corporation %
BGEN Biogen, Inc. %
BMY Bristol-Myers Squibb Company %
CORR COR Therapeutics, Inc. %
CHIR Chiron Corporation %
ELN Elan Corporation Plc (ADR) %
GENZ Genzyme Corporation (General Division) %
GLX Glaxo Wellcome Plc (ADR) %
IDPH IDEC Pharmaceuticals Corporation %
IMNX Immunex Corporation %
JNJ Johnson & Johnson %
LLY Eli Lilly and Company %
MEDI MedImmune, Inc. %
MRK Merck & Co., Inc. %
NVTSY Novartis AG (ADR) %
PFE Pfizer Inc. %
ROHHY Roche Holdings AG (ADR) %
SGP Schering-Plough Corporation %
_______ _______
Total Investments 100% $
======= =======

_____________

<FN>
See "Notes to Schedules of Investments" on page 27.
</FN>
</TABLE>

Page 17

Schedule of Investments

Storage & Networking Select Portfolio Series
FT 422

At the Opening of Business on the
Initial Date of Deposit- , 2000

Networking Products
________________
COMS 3Com Corporation %
ADPT Adaptec, Inc. %
BRCD Brocade Communications Systems, Inc. %
CSCO Cisco Systems, Inc. %
CRDS Crossroads Systems, Inc. %
EMLX Emulex Corporation %
EXTR Extreme Networks, Inc. %
FDRY Foundry Networks, Inc. %
JNIC JNI Corp. %
JNPR Juniper Networks, Inc. %
NTAP Network Appliance, Inc. %
RBAK Redback Networks Inc. %
VNWK Visual Networks, Inc. %

Semiconductors
_____________
INTC Intel Corporation %
QLGC QLogic Corporation %

Storage
_______
ADIC Advanced Digital Information Corporation %
EMC EMC Corporation %
SEG Seagate Technology, Inc. %
VRTS VERITAS Software Corporation %

Software
_______
BVSN BroadVision, Inc. %
CHKP Check Point Software Technologies Ltd. (3) %
EXDS Exodus Communications, Inc. %
LGTO Legato Systems, Inc. %
MSFT Microsoft Corporation %
ORCL Oracle Corporation %
_______ _______
Total Investments 100% $
======= ========

_____________

<FN>
See "Notes to Schedules of Investments" on page 27.
</FN>
</TABLE>

Page 18

Schedule of Investments

Technology Select Portfolio, Series 3
FT 422

At the Opening of Business on the Initial Date of Deposit- , 2000

Computers & Peripherals
_____________________
DELL Dell Computer Corporation %
EMC EMC Corporation %
GTW Gateway Inc. %
HWP Hewlett-Packard Company %
IBM International Business Machines Corporation %
SEG Seagate Technology, Inc. %
SLR Solectron Corporation %
SUNW Sun Microsystems, Inc. %

Computer Software & Services
_____________________
BMCS BMC Software, Inc. %
CHKP Check Point Software Technologies Ltd. (3) %
MSFT Microsoft Corporation %
ORCL Oracle Corporation %
SEBL Siebel Systems, Inc. %

Networking Products
_____________________
COMS 3Com Corporation %
CSCO Cisco Systems, Inc. %

Semiconductor Equipment
_____________________
AMAT Applied Materials, Inc. %
NVLS Novellus Systems, Inc. %

Semiconductors
______________
ALTR Altera Corporation %
INTC Intel Corporation %
NSM National Semiconductor Corporation %
PMCS PMC-Sierra, Inc. (3) %
STM STMicroelectronic N.V. (3) %
TXN Texas Instruments Incorporated %
VTSS Vitesse Semiconductor Corporation %
_______ _______
Total Investments 100% $
======= =======

_____________

<FN>
See "Notes to Schedules of Investments" on page 27.
</FN>
</TABLE>

Page 19

Schedule of Investments

Biotechnology Portfolio, Series 3
FT 422

At the Opening of Business on the
Initial Date of Deposit- , 2000

Pharmaceuticals
________
AHP American Home Products Corporation %
ADRX Andrx Corporation %
BMY Bristol-Myers Squibb Company %
GLX Glaxo Wellcome Plc (ADR) %
JNJ Johnson & Johnson %
LLY Eli Lilly and Company %
MRK Merck & Co., Inc. %
NVTSY Novartis AG (ADR) %
PFE Pfizer Inc. %
ROHHY Roche Holdings AG (ADR) %
SGP Schering-Plough Corporation %
______ _________
Total Investments 100% $
====== =========

_____________

<FN>
See "Notes to Schedules of Investments" on page 27.
</FN>
</TABLE>

Page 20

Schedule of Investments

Digital Convergence Portfolio, Series 2
FT 422

At the Opening of Business on the Initial Date of Deposit- , 2000

Communications Equipment
______________________
JDSU JDS Uniphase Corporation % $ $
LU Lucent Technologies Inc. %
NT Nortel Networks Corporation (3) %
TLAB Tellabs, Inc. %

Communications Services
______________________
T AT&T Corp. %
WCOM MCI WorldCom, Inc. %

Wireless Communications
______________________
ERICY L.M. Ericsson AB (ADR) %
NOK Nokia Oy (ADR) %
QCOM QUALCOMM Incorporated %

ENTERTAINMENT

Consumer Electronics
_________________
PHG Koninklijke (Royal) Philips Electronics N.V. (ADR) %
SNE Sony Corporation (ADR) %

Internet Content
______________________
AOL America Online, Inc. %
CMGI CMGI Inc. %
YHOO Yahoo! Inc. %

Multimedia
________________
DIS The Walt Disney Company %
VIA/B Viacom Inc. (Class B) %

TECHNOLOGY

Computers & Peripherals
____________________
DELL Dell Computer Corporation %
EMC EMC Corporation %
SUNW Sun Microsystems, Inc. %

Networking Products
_________________
CSCO Cisco Systems, Inc. %
JNPR Juniper Networks, Inc. %

Semiconductors
_____________
INTC Intel Corporation %
PMCS PMC-Sierra, Inc. (3) %
TXN Texas Instruments Incorporated %
_______ _______
Total Investments 100% $
======= =======

_____________

<FN>
See "Notes to Schedules of Investments" on page 27.
</FN>
</TABLE>

Page 21

Schedule of Investments

Fiber Optics Portfolio, Series 2
FT 422

At the Opening of Business on the
Initial Date of Deposit- , 2000

Communications Equipment
____________________
ADCT ADC Telecommunications, Inc. %
LU Lucent Technologies Inc. %
NT Nortel Networks Corporation (3) %
TLAB Tellabs, Inc. %

Fiber Optics
__________
CIEN CIENA Corporation %
GLW Corning Incorporated %
DIGL Digital Lightwave, Inc. %
DITC Ditech Communications Corporation %
FNSR Finisar Corporation %
HLIT Harmonic Inc. %
JDSU JDS Uniphase Corporation %
SDLI SDL, Inc. %

Networking Products
_________________
CSCO Cisco Systems, Inc. %
JNPR Juniper Networks, Inc. %
RBAK Redback Networks Inc. %
SCMR Sycamore Networks, Inc. %
_______ _______
Total Investments 100% $
======= =======

_____________
<FN>
See "Notes to Schedules of Investments" on page 27.
</FN>
</TABLE>

Page 22

Schedule of Investments

Genomics & Proteomics Portfolio, Series 2
FT 422

At the Opening of Business on the
Initial Date of Deposit- , 2000

<TABLE>
<CAPTION>
Percentage Market Cost of
Number Ticker Symbol and of Aggregate Value per Securities to
of Shares Name of Issuer of Securities (1) (4) Offering Price Share the Trust (2)
_________ _____________________________________ _________ ______ _________
<S> <C> <C> <C> <C>
ABGX Abgenix, Inc. % $ $
AFFX Affymetrix, Inc. %
AMGN Amgen Inc. %
BGEN Biogen, Inc. %
CORR COR Therapeutics, Inc. %
CRA Celera Genomics Group %
CHIR Chiron Corporation %
CRGN CuraGen Corporation %
EMIS Emisphere Technologies, Inc. %
ENZN Enzon, Inc. %
GLGC Gene Logic Inc. %
DNA Genentech, Inc. %
GENE Genome Therapeutics Corp. %
GENZ Genzyme Corporation (General Division) %
GILD Gilead Sciences, Inc. %
HGSI Human Genome Sciences, Inc. %
HYSQ Hyseq, Inc. %
IDPH IDEC Pharmaceuticals Corporation %
IMCL ImClone Systems Incorporated %
INMX Immunex Corporation %
INCY Incyte Pharmaceuticals, Inc. %
LYNX Lynx Therapeutics, Inc. %
MEDX Medarex, Inc. %
MEDI MedImmune, Inc. %
MLNM Millennium Pharmaceuticals, Inc. %
MYGN Myriad Genetics, Inc. %
NGEN Nanogen, Inc. %
NBIX Neurocrine Biosciences, Inc. %
PDLI Protein Design Labs, Inc. %
TKTX Transkaryotic Therapies, Inc. %
_______ _______
Total Investments 100% $
======= =======

_____________

<FN>
See "Notes to Schedules of Investments" on page 27.
</FN>
</TABLE>

Page 23

Schedule of Investments

Pharmaceutical Portfolio, Series 9
FT 422

At the Opening of Business on the
Initial Date of Deposit- , 2000

<TABLE>
<CAPTION>
Percentage Market Cost of
Number Ticker Symbol and of Aggregate Value per Securities to
of Shares Name of Issuer of Securities (1) (4) Offering Price Share the Trust (2)
_________ _____________________________________ _________ ______ _________
<S> <C> <C> <C> <C>
ABT Abbott Laboratories % $ $
AMGN Amgen Inc. %
ADRX Andrx Corporation %
BGEN Biogen, Inc. %
BMY Bristol-Myers Squibb Company %
CORR COR Therapeutics, Inc. %
CHIR Chiron Corporation %
ELN Elan Corporation Plc (ADR) %
GENZ Genzyme Corporation (General Division) %
GLX Glaxo Wellcome Plc (ADR) %
IDPH IDEC Pharmaceuticals Corporation %
IMNX Immunex Corporation %
JNJ Johnson & Johnson %
LLY Eli Lilly and Company %
MEDI MedImmune, Inc. %
MRK Merck & Co., Inc. %
NVTSY Novartis AG (ADR) %
PFE Pfizer Inc. %
ROHHY Roche Holdings AG (ADR) %
SGP Schering-Plough Corporation %
_______ _______
Total Investments 100% $
======= =======

_____________

<FN>
See "Notes to Schedules of Investments" on page 27.
</FN>
</TABLE>

Page 24

Schedule of Investments

Storage & Networking Portfolio Series
FT 422

At the Opening of Business on the
Initial Date of Deposit- , 2000

Semiconductors
_____________
INTC Intel Corporation %
QLGC QLogic Corporation %

Storage
_______
ADIC Advanced Digital Information Corporation %
EMC EMC Corporation %
SEG Seagate Technology, Inc. %
VRTS VERITAS Software Corporation %

_____________

<FN>
See "Notes to Schedules of Investments" on page 27.
</FN>
</TABLE>

Page 25

Schedule of Investments

Technology Portfolio, Series 12
FT 422

At the Opening of Business on the
Initial Date of Deposit- , 2000

Networking Products
_____________________
COMS 3Com Corporation %
CSCO Cisco Systems, Inc. %

Semiconductor Equipment
_____________________
AMAT Applied Materials, Inc. %
NVLS Novellus Systems, Inc. %

<FN>
See "Notes to Schedules of Investments" on page 27.

Page 26

NOTES TO SCHEDULES OF INVESTMENTS

(1) All Securities are represented by regular way contracts to purchase
such Securities which are backed by an irrevocable letter of credit
deposited with the Trustee. We entered into purchase contracts for the
Securities on March 21, 2000. Each Select Portfolio Series has a
Mandatory Termination Date of September 14, 2001. Each Portfolio Series
has a Mandatory Termination Date of March 15, 2005.

(2) The cost of the Securities to a Trust represents the aggregate
underlying value with respect to the Securities acquired (generally
determined by the closing sale prices of the listed Securities and the
ask prices of the over-the-counter traded Securities at the Evaluation
Time on the business day preceding the Initial Date of Deposit). The
valuation of the Securities has been determined by the Evaluator, an
affiliate of ours. The cost of the Securities to us and our profit or
loss (which is the difference between the cost of the Securities to us
and the cost of the Securities to a Trust) are set forth below:

Cost of
Securities Profit
to Sponsor (Loss)
_________ _______
Biotechnology Select Portfolio, Series 3 $ $
Digital Convergence Select Portfolio, Series 2
Fiber Optics Select Portfolio, Series 2
Genomics & Proteomics Select Portfolio, Series 2
Pharmaceutical Select Portfolio, Series 3
Storage & Networking Select Portfolio Series
Technology Select Portfolio, Series 3
Biotechnology Portfolio, Series 3
Digital Convergence Portfolio, Series 2
Fiber Optics Portfolio, Series 2
Genomics & Proteomics Portfolio, Series 2
Pharmaceutical Portfolio, Series 9
Storage & Networking Portfolio Series
Technology Portfolio, Series 12

(3) This Security represents the common stock of a foreign company which
trades directly on a U.S. national securities exchange.

(4) The final portfolio may contain additional Securities to those set
forth above. In addition, although it is not the Sponsor's intention,
certain of the Securities listed above may not be included in the final
portfolio.
</FN>
</TABLE>

Page 27

The FT Series

The FT Series Defined.

We, Nike Securities L.P. (the "Sponsor"), have created hundreds of
similar yet separate series of a unit investment trust which we have
named the FT Series. The series to which this prospectus relates, FT
422, consists of 14 separate portfolios set forth below:

- - Biotechnology Select Portfolio, Series 3
- - Digital Convergence Select Portfolio, Series 2
- - Fiber Optics Select Portfolio, Series 2
- - Genomics & Proteomics Select Portfolio, Series 2
- - Pharmaceutical Select Portfolio, Series 3
- - Storage & Networking Select Portfolio Series
- - Technology Select Portfolio, Series 3
- - Biotechnology Portfolio, Series 3
- - Digital Convergence Portfolio, Series 2
- - Fiber Optics Portfolio, Series 2
- - Genomics & Proteomics Portfolio, Series 2
- - Pharmaceutical Portfolio, Series 9
- - Storage & Networking Portfolio Series
- - Technology Portfolio, Series 12

YOU MAY GET MORE SPECIFIC DETAILS CONCERNING THE NATURE, STRUCTURE AND
RISKS OF THIS PRODUCT IN AN "INFORMATION SUPPLEMENT" BY CALLING THE
TRUSTEE AT 1-800-682-7520.

Mandatory Termination Date.

Each Trust will terminate on the Mandatory Termination Date set forth in
the "Summary of Essential Information" for each Trust. Each Trust was
created under the laws of the State of New York by a Trust Agreement
(the "Indenture") dated the Initial Date of Deposit. This agreement,
entered into among Nike Securities L.P., as Sponsor, The Chase Manhattan
Bank as Trustee and First Trust Advisors L.P. as Portfolio Supervisor
and Evaluator, governs the operation of the Trusts.

How We Created the Trusts.

On the Initial Date of Deposit, we deposited portfolios of common stocks
with the Trustee and in turn, the Trustee delivered documents to us
representing our ownership of the Trusts in the form of units ("Units").

With our deposit of Securities on the Initial Date of Deposit we
established a percentage relationship among the Securities in each
Trust's portfolio, as stated under "Schedule of Investments" for each
Trust. After the Initial Date of Deposit, we may deposit additional
Securities in the Trusts, or cash (including a letter of credit) with
instructions to buy more Securities to create new Units for sale. If we
create additional Units, we will attempt, to the extent practicable, to
maintain the percentage relationship established among the Securities on
the Initial Date of Deposit, and not the percentage relationship
existing on the day we are creating new Units, since the two may differ.
This difference may be due to the sale, redemption or liquidation of any
of the Securities.

Since the prices of the Securities will fluctuate daily, the ratio of
Securities in the Trusts, on a market value basis, will also change
daily. The portion of Securities represented by each Unit will not
change as a result of the deposit of additional Securities or cash in a
Trust. If we deposit cash, you and new investors may experience a
dilution of your investment. This is because prices of Securities will
fluctuate between the time of the cash deposit and the purchase of the
Securities, and because the Trusts pay the associated brokerage fees. To
reduce this dilution, the Trusts will try to buy the Securities as close
to the Evaluation Time and as close to the evaluation price as possible.

An affiliate of the Trustee may receive these brokerage fees or the
Trustee may retain and pay us (or our affiliate) to act as agent for the
Trusts to buy Securities. If we or an affiliate of ours act as agent to
the Trusts, we will be subject to the restrictions under the Investment
Company Act of 1940, as amended.

We cannot guarantee that a Trust will keep its present size and
composition for any length of time. Securities may periodically be sold
under certain circumstances, and the proceeds from these sales will be
used to meet Trust obligations or distributed to Unit holders, but will
not be reinvested. However, Securities will not be sold to take
advantage of market fluctuations or changes in anticipated rates of
appreciation or depreciation, or if they no longer meet the criteria by
which they were selected. You will not be able to dispose of or vote any
of the Securities in the Trusts. As the holder of the Securities, the
Trustee will vote all of the Securities and will do so based on our
instructions.

Neither we nor the Trustee will be liable for a failure in any of the
Securities. However, if a contract for the purchase of any of the
Securities initially deposited in a Trust fails, unless we can purchase
substitute Securities ("Replacement Securities"), we will refund to you

Page 28

that portion of the purchase price and sales charge resulting from the
failed contract on the next Income Distribution Date. Any Replacement
Security a Trust acquires will be identical to those from the failed
contract.

Portfolios

Objectives.

The objective of each Trust is to provide investors with the potential
for above-average capital appreciation through an investment in a
diversified portfolio of common stocks of companies in the sector or
investment focus for which the Trust is named. A diversified portfolio
helps to offset the risks normally associated with such an investment,
although it does not eliminate them entirely. The companies selected for
the Trusts have been researched and evaluated using database screening
techniques, fundamental analysis, and the judgment of the Sponsor's
research analysts. Each Select Portfolio Series has an expected maturity
of approximately 18 months whereas each Portfolio Series has an expected
maturity of approximately five years.

Biotechnology Select Portfolio, Series 3 and Biotechnology Portfolio,
Series 3 each consist of a portfolio of common stocks of biotechnology
companies. A diversified portfolio helps to offset the risks normally
associated with such an investment, although it does not eliminate them
entirely. The companies selected for the Trust have been researched and
evaluated using database screening techniques, fundamental analysis, and
the judgment of the Sponsor's research analysts.

The biotechnology industry was founded in the seventies and successfully
launched its first products in the early eighties. By the start of the
nineties, many in the investment community believed that biotechnology
was on the verge of becoming a revolutionary growth industry, somewhat
like the Internet is now. Eventually, however, the demand for biotech
stocks diminished for various reasons, including a limited supply of
products.

As the nineties drew to a close, interest in biotechnology was reignited
thanks to a strong pipeline of promising new medicines. On average, it
takes 10-15 years for a new drug to go from development to market, and
there are currently over 300 products in the late stages of clinical
trials, compared to only 30 back in 1991. Since the first biotech
breakthrough in 1982, which involved genetically engineered human
insulin, another 53 products have come to market. A faster FDA approval
process, an increase in the length of patent protection and advances in
computer technology are improvements which have the potential to help
biotech and pharmaceutical companies expedite the development and
approval of their products and grow their businesses. Therefore, the
outlook for the biotechnology industry has improved due to a more
efficient infrastructure that now incorporates product development,
marketing and distribution.

The following factors support our positive outlook for the biotechnology
industry:

- - The biotechnology industry was projected to generate over $20 billion
in revenues in 1999, approximately a 21% increase over 1998.

- - Currently, there are approximately 140 pharmaceutical and
biotechnology companies testing biotechnology products. The costs
associated with developing these products can range from $250-300
million per drug. The leading biotech companies commit 15-50% of total
revenues to research and development. Such excessive costs have inspired
many biotech firms to seek capital investment from pharmaceutical
companies through licensing agreements and other collaborations. By
combining resources, biotech firms not only receive the capital that
they need to operate, but also gain access to marketing and distribution
channels. Nearly 1,000 such deals have been made since 1993.

- - We believe that future growth prospects for the industry are bright
due to the potential for an increased demand from an aging population
that is facing longer life expectancies.

- - The industry is focusing on society's most pressing healthcare needs.
For example, approximately 151 of the 350 products in the developmental
stage are related to the treatment of cancer, which is currently the
second leading cause of death in the United States, after cardiovascular
disease. That constitutes more than 40% of the new treatments in
development.

Digital Convergence Select Portfolio, Series 2 and Digital Convergence
Portfolio, Series 2 each consist of a portfolio of common stocks of
companies which focus on the use of digital technology.

Page 29

The use of digital technology has increased the speed and quantity, and
in many instances, the quality of information that can be transmitted
from one user to another. The dream of merging information,
communications, and technology into the same universe of connectivity is
what we refer to as digital convergence. The concept of digital
convergence is not new, but it is gaining popularity as a result of the
rapid growth in Internet usage. More and more companies from various
industries are beginning to form strategic alliances in order to offer
consumers seamless Internet access through a variety of "information
appliances." Everything from televisions, to stereos, to microwave ovens
will take on a whole new life once they are converted to "smart"
machines with the ability to interact with their users and each other.

New technologies like the Internet and fiber optics have made it easier
to access content. The ultimate success of digital convergence may rely
on the quality of the content and how it is delivered. Opportunities for
new partnerships are likely to result as companies look outside their
industries for the expertise and technology needed to find the best
combination of content and delivery. The Digital Convergence Portfolios
focus on the companies that embrace the concept of digital convergence
and are acting to make it possible.

Consider the following factors:

- - Approximately 650,000 U.S. homes have some form of networking
installed, and because of the anticipated increase in Internet usage, we
expect that number to grow dramatically in the future.

- - With more people using the Internet for entertainment, we believe that
the companies offering the best content are likely to be the ones that
increase audience traffic and generate more e-commerce and advertising
revenues.

- - A new computer is added to the Internet approximately every four
seconds.

- - In the United States alone, it is estimated that there could
potentially be 25 times more people using a wireless link to the
Internet by 2004.

- - The World Wide Web doubles in size roughly every eight months.

- - According to International Data Corp. 14 million Americans will access
the Net via television by the year 2003.

Fiber Optics Select Portfolio, Series 2 and Fiber Optics Portfolio,
Series 2 each consist of a portfolio of common stocks of
telecommunications companies focusing on the use of fiber optic
technology.

The first full service fiber optic telephone system became operational
in Chicago in 1977. Since then, the communications industry has
undergone a major transformation, driven both by demand and
technological innovation. In 1999, the optical networking industry
became one of the fastest growing areas within the communications
equipment industry. Optical equipment converts electronic signals into
light pulses that can be transmitted through fiber optic cables. We
believe the demand for this type of equipment has grown because of the
enormous data carrying capacity offered by fiber optics. In our opinion,
the impact that fiber optic technology has had on the telephone industry
is astounding. Compared to a conventional three-inch copper wire that
can transmit approximately 14,000 phone calls, a half-inch fiber optic
cable can transmit over 3 million calls.

With more markets opening around the world because of deregulation,
service providers have begun relying on the most advanced technologies
available to improve the quality of their offerings in an effort to gain
market share. In our opinion, virtually all telephone companies have
realized that fiber optics represent an opportunity for them to meet the
demands for greater bandwidth that are required by new technologies and
ultimately win customers.

Consider the following factors:

- - The transition from copper wiring to fiber optics is occurring at a
brisk pace. In 1998, it is estimated that over 20 million miles of fiber
cables were installed across the United States.

- - The growing popularity of the Internet is creating greater demand for
data traffic. Advanced technologies like high-speed digital systems
using fiber optic cables are one means being utilized to satisfy this
demand.

- - The MultiMedia Telecommunications Association projects that total
spending on fiber optics will grow from $12 billion in 1998 to
approximately $25 billion in 2000.

- - A single fiber optic strand can transmit ten thousand times more
information today than it could in 1988.

Genomics & Proteomics Select Portfolio, Series 2 and Genomics &
Proteomics Portfolio, Series 2 each consist of a portfolio of common
stocks of biotechnology companies and pharmaceutical companies that are

Page 30

actively participating in genomics and proteomics research.
Biotechnology companies are continually trying to understand the cause
of disease in order to find appropriate treatments or even cures. Two of
the more prominent methods used to increase the speed and accuracy of
drug discovery and development are genomics and proteomics.

Genomics. Genomics refers to the study of the entire collection of human
genes. By deciphering the human genetic code, researchers hope to expose
the genes that are responsible for the disease they are targeting.
Advances in this area allow researchers to develop starting points to
treat the causes of the targeted disease.

Proteomics. Proteomics is the link between genes, proteins and disease.
Protein mediators control the gene's actions and are responsible for
normal biological functions and disease mechanisms. Many of the top
selling drugs either target proteins or are proteins. We expect data
obtained from proteomic and protein expression profiles to provide an
important level of information in contributing to the search for new
disease targets and an understanding of the biological basis of disease.
Development in this area should help to identify how the diseases start
and how they progress.

Research & Development. The essence of biotechnology lies in R&D. Since
the first biotech breakthrough in 1982, which involved genetically
engineered human insulin, nearly 100 products have come to market. The
recent advances in computer science technology have the potential to
expedite the process of moving medicines through the pipeline.

Consider the following factors:

- - The Biotechnology Industry Organization estimates that more than 200
million people worldwide have been helped by over 90 biotechnology
products and vaccines.

- - We believe the future growth prospects for the industry are bright due
to the potential for an increased demand from an aging population that
is facing longer life expectancies.

- - There are currently over 300 products in the late stages of clinical
trials as compared to only 30 back in 1991.

- - A faster FDA approval process coupled with an increase in the length
of patent protection, from 17 to 20 years, are two positive changes
instituted to help biotechnology companies grow their businesses.

Pharmaceutical Select Portfolio, Series 3 and Pharmaceutical Portfolio,
Series 9 each consist of a portfolio of common stocks of pharmaceutical
companies. The pharmaceutical industry generated over $300 billion in
sales worldwide in 1998, nearly $125 billion of which was made by U.S.
drugmakers. The industry is highly competitive and extremely capital
intensive. Drugmakers spend in excess of $21 billion annually on
researching and developing new products. The amount of capital invested
in research and development ("R&D") has nearly doubled every five years
since 1970.

There are approximately 78 million baby boomers living in the United
States, some of whom will begin turning 65 after 2010. Currently, it is
estimated that 70% of Americans over the age of 65 suffer from
cardiovascular disease. It is believed that as average life expectancies
increase, the number of people at risk for disease will increase.

The following factors support our positive outlook for the
pharmaceutical industry:

- - Numerous pharmaceutical scientists are currently researching over
1,000 new medicines. Pharmaceutical companies have generated more than
100 new treatments in the last two years.

- - Pharmaceutical companies have staffed up their sales forces to
increase market shares. The top 40 drugmakers currently employ
approximately 59,000 representatives in the United States, up from
34,000 in 1994.

- - Foreign demand for pharmaceuticals is growing, especially in emerging
countries. U.S. drug companies sold an estimated $43 billion abroad in
1998, approximately 54% of total U.S. sales.

- - Managed care providers, especially HMOs, encourage the use of
pharmaceuticals because they are regarded as a relatively inexpensive
form of treatment and are less invasive.

- - Research-based pharmaceutical companies continue to invest record-
setting amounts on research and development. Spending was expected to
increase by 14.1% in 1999 to a new record level of $24.03 billion.

The Food & Drug Administration. In 1997, the Food and Drug
Administration (FDA) relaxed its restrictions on pharmaceutical
companies advertising drugs directly to the public. The FDA, which now

Page 31

has a faster review process in place, is creating a business environment
that could make it quicker and more economical for some drugmakers to
bring new products to market.

Ad Spending Is On The Rise. Direct-To-Consumer (DTC) advertising totaled
$1.3 billion in 1998. The amount spent on television ads featuring
prescription drugs was $664 million, more than double the amount in
1997. Drugmakers are promoting their products to the public through all
of the major media outlets including television, radio, magazines and
newspapers. Advertising allows companies to educate the public about
diseases and treatments as well as gather information that will help
them target consumers in the future.

Demand Driven By Need. Pharmaceutical companies have initiated a number
of cost-containment measures such as using the Internet to reduce
administrative costs and forging alliances with biotechnology companies
to share expertise and the costs associated with R&D. Ultimately, the
demand for prescription and over-the-counter drugs is driven more by
need than price. An aging population coupled with longer life
expectancies should help support, if not boost, demand for drugs in the
future.

Storage & Networking Select Portfolio Series and Storage & Networking
Portfolio Series each consist of a portfolio of common stocks of
technology companies which focus on high speed networking and data
storage.

As the Internet continues to grow, the need for higher speed networking
and additional storage capacity is becoming more evident. Increased
usage of multimedia is just one force driving the demand for storage and
networking equipment. For instance, software vendors are building
multimedia capabilities into common business software which enables
corporations to provide broadcast training, videos, and speeches over
their private networks. Even hospitals are taking advantage of the
Internet by allowing doctors to monitor brain surgery and then share the
video with colleagues around the world. These advances in technology are
only furthering the volume of data that needs to be stored and
transferred.

Internet service providers are also spending millions of dollars
upgrading equipment. Explosive growth in their customer base and
pressure for high-speed connectivity has fueled their demand for new
storage and networking equipment.

Because of the proliferation of the Internet, the companies in the
Storage & Networking Portfolios are focusing on providing faster, more
reliable data transfer capabilities while satisfying increasing data
storage requirements.

Information Technology (IT) equipment spending continues to be the
largest category of industrial spending for all types of capital
equipment. Between 1993 and 1998, on an inflation adjusted basis, IT
equipment spending accounted for more than half of the growth in
equipment spending.

Consider the following factors:

- - According to Forrester Research, more than one-third of Internet
retailers expect their storage capacity needs to increase at least
tenfold in the next two years [PC Week].

- - The worldwide market for data networking products was valued at more
than $40 billion for 1998 and it is estimated that it has the potential
to grow to more than $60 billion by 2001 [Standard & Poor's Industry
Surveys]. There is, however, no assurance that this estimate will be
achieved.

- - Communications networks presently carry nearly 30 times more voice
traffic than data. In light of the growth in Internet usage, the market
for converged networks, those that transmit voice, data, and video
traffic over a single network, is forecasted to see significant growth
by 2002 [Standard & Poor's Industry Surveys].

- - It is estimated that there are currently over 800 million pages on the
Web [The Industry Standard], with approximately another 1.5 million new
pages being created every day [InternetNews.com].

Technology Select Portfolio, Series 3 and Technology Portfolio, Series
12 each consist of a portfolio of common stocks of technology companies
involved in the manufacturing, sales or servicing of computers and
peripherals, computer software and services, data
networking/communications equipment, semiconductor equipment and
semiconductors. If you are looking to invest in cutting-edge technology,
you may not need to look any further than the Internet. It is now
estimated that over 200 million people are connected to the Web
worldwide. The technology that makes it all possible is developed by
computer, software, networking, communications and semiconductor
companies. Now that the infrastructure is in place, the focus of
technology is shifting to e-commerce.

Page 32

E-commerce can be divided into two main categories: business-to-consumer
and business-to-business. Business-to-business online revenues totaled
$43 billion in 1998, while business-to-consumer revenues were estimated
to be in the area of $13 billion.

The following factors support our positive outlook for the technology
industry:

- - Half of all U.S. households own a computer. Lower-income households
are buying personal computers at a faster rate than any other segment,
in part because of the introduction of models that retail below $1,000.

- - Approximately 110 million U.S. adults are connected to the Internet.
In addition, 28 million offices are connected, an increase of 76% over
early 1998.

- - Communications networks presently carry nearly 30 times more voice
traffic than data. In light of the growth in Internet usage, data
traffic is expected to surpass voice communications in the years ahead.

- - Semiconductor sales, tempered in recent years by economic weakness in
Asia, are expected to rebound and experience strong growth in 2000 and
2001.

- - The expanding use of e-commerce is expected to result in significant
cost savings in business-to-consumer transactions.

- - Using the Internet to improve forecasting and replenishment of
products, companies should be able to reduce inventory costs as
suppliers are linked by just-in-time inventory systems.

- - E-commerce should dramatically reduce the amount of time it takes to
process orders. In addition, customer service costs should be reduced
through the use of a Web customer service interface to decrease errors.

Software Solutions. E-commerce is creating demand and opportunity for
software products in many areas including supply-chain management (SCM)
and database software. These software systems can navigate massive
amounts of data to help streamline manufacturing and distribution,
monitor inventories and perform transaction management.

Data Networking. The value of information lies in its application.
Computer networks connect computers and peripheral equipment so that
information can be shared. As e-commerce evolves, the need for
businesses to network with suppliers and customers should create strong
demand for those companies that provide equipment and data networking
services.

Higher Productivity. Technology has played an integral part in the
economic prosperity enjoyed by the United States during the 1990s. It
has helped increase productivity and curb inflation. The Internet should
continue to fuel technological innovation for years to come as
businesses of all sizes go online to increase distributions and boost
efficiency. The Technology Select Portfolio Series and the Technology
Portfolio Series invest in companies that have the potential to benefit
from the future growth in e-commerce.

You should be aware that predictions stated herein for the above
industries or sectors may not be realized. In addition, the Securities
contained in each Trust are not intended to be representative of the
selected industry or sector as a whole and the performance of each Trust
is expected to differ from that of its comparative industry or sector.
Of course, as with any similar investments, there can be no guarantee
that the objective of the Trusts will be achieved. See "Risk Factors"
for a discussion of the risks of investing in the Trusts.

Risk Factors

Price Volatility. The Trusts invest in common stocks of U.S. and, for
certain Trusts, foreign companies. The value of a Trust's Units will
fluctuate with changes in the value of these common stocks. Common stock
prices fluctuate for several reasons including changes in investors'
perceptions of the financial condition of an issuer or the general
condition of the relevant stock market, or when political or economic
events affecting the issuers occur.

Because the Trusts are not managed, the Trustee will not sell stocks in
response to or in anticipation of market fluctuations, as is common in
managed investments. As with any investment, we cannot guarantee that
the performance of any Trust will be positive over any period of time,
especially the relatively short 18-month life of each Select Portfolio
Series, or that you won't lose money. Units of the Trusts are not
deposits of any bank and are not insured or guaranteed by the Federal
Deposit Insurance Corporation or any other government agency.

Certain of the Securities in the Trusts may be issued by companies with
market capitalizations of less than $1 billion. The share prices of
these small-cap companies are often more volatile than those of larger

Page 33

companies as a result of several factors common to many such issuers,
including limited trading volumes, products or financial resources,
management inexperience and less publicly available information.

Dividends. There is no guarantee that the issuers of the Securities will
declare dividends in the future or that if declared they will either
remain at current levels or increase over time.

Digital Technology Industry. Because more than 25% of the Digital
Convergence Portfolios are invested in companies which focus on the use
of digital technology, these Trusts are considered to be concentrated in
the digital technology industry. A portfolio concentrated in a single
industry may present more risks than a portfolio which is broadly
diversified over several industries. Digital technology companies are
generally subject to the risks of rapidly changing technologies; short
product life cycles; fierce competition; aggressive pricing and reduced
profit margins; the loss of patent, copyright and trademark protections;
cyclical market patterns; evolving industry standards and frequent new
product introductions. Digital technology companies may be smaller and
less experienced companies, with limited product lines, markets or
financial resources and fewer experienced management or marketing
personnel. Digital technology company stocks, especially those which are
Internet-related, have experienced extreme price and volume fluctuations
that are often unrelated to their operating performance. Also, the
stocks of many Internet companies have exceptionally high price-to-
earnings ratios with little or no earnings histories.

Fiber Optics Industry. The Fiber Optics Portfolios are considered to be
concentrated in communications companies which focus on the use of fiber
optic technology. The market for high technology communications products
and services is characterized by rapidly changing technology, rapid
product obsolescence or loss of patent protection, cyclical market
patterns, evolving industry standards and frequent new product
introductions. Certain communications/fiber optic companies are subject
to substantial governmental regulation, which among other things,
regulates permitted rates of return and the kinds of services that a
company may offer. The communications industry has experienced
substantial deregulation in recent years. Deregulation may lead to
fierce competition for market share and can have a negative impact on
certain companies. Competitive pressures are intense and communications
stocks can experience rapid volatility.

Biotechnology/Pharmaceutical Industries. The Biotechnology Portfolios,
the Genomics & Proteomics Portfolios and the Pharmaceutical Portfolios
are considered to be concentrated in the biotechnology industry.
Biotechnology and pharmaceutical companies are subject to changing
government regulation, including price controls, national health
insurance, managed care regulation and tax incentives or penalties
related to medical insurance premiums, which could have a negative
effect on the price and availability of their products and services. In
addition, such companies face increasing competition from generic drug
sales, the termination of their patent protection for certain drugs and
technological advances which render their products or services obsolete.
The research and development costs required to bring a drug to market
are substantial and may include a lengthy review by the government, with
no guarantee that the product will ever go to market or show a profit.
Many of these companies may not offer certain drugs or products for
several years, and as a result, may have significant losses of revenue
and earnings.

Technology Industry. The Storage & Networking Portfolios and the
Technology Portfolios are considered to be concentrated in the
technology industry. Technology companies are generally subject to the
risks of rapidly changing technologies; short product life cycles;
fierce competition; aggressive pricing and reduced profit margins; the
loss of patent, copyright and trademark protections; cyclical market
patterns; evolving industry standards and frequent new product
introductions. Technology companies may be smaller and less experienced
companies, with limited product lines, markets or financial resources
and fewer experienced management or marketing personnel. Technology
company stocks, especially those which are Internet-related, have
experienced extreme price and volume fluctuations that are often
unrelated to their operating performance. Also, the stocks of many
Internet companies have exceptionally high price-to-earnings ratios with
little or no earnings histories.

Legislation/Litigation. From time to time, various legislative
initiatives are proposed in the United States and abroad which may have

Page 34

a negative impact on certain of the companies represented in the Trusts.
In addition, litigation regarding any of the issuers of the Securities,
such as that concerning Microsoft Corporation, or of the industries
represented by such issuers may negatively impact the share prices of
these Securities. We cannot predict what impact any pending or proposed
legislation or pending or threatened litigation will have on the share
prices of the Securities.

Foreign Stocks. Certain of the Securities in certain of the Trusts are
issued by foreign companies, which makes the Trusts subject to more
risks than if they invested solely in domestic common stocks. These
Securities are either directly listed on a U.S. securities exchange or
are in the form of American Depositary Receipts ("ADRs") which are
listed on a U.S. securities exchange. Risks of foreign common stocks
include higher brokerage costs; different accounting standards;
expropriation, nationalization or other adverse political or economic
developments; currency devaluations, blockages or transfer restrictions;
restrictions on foreign investments and exchange of securities;
inadequate financial information; and lack of liquidity of certain
foreign markets.

Public Offering

The Public Offering Price.

You may buy Units at the Public Offering Price, the per Unit price of
which is comprised of the following:

- - The aggregate underlying value of the Securities;

- - The amount of any cash in the Income and Capital Accounts;

- - Dividends receivable on Securities; and

- - The total sales charge (which combines an initial upfront sales charge
and a deferred sales charge).

The price you pay for your Units will differ from the amount stated
under "Summary of Essential Information" due to various factors,
including fluctuations in the prices of the Securities and changes in
the value of the Income and/or Capital Accounts.

Although you are not required to pay for your Units until three business
days following your order (the "date of settlement"), you may pay before
then. You will become the owner of Units ("Record Owner") on the date of
settlement if payment has been received. If you pay for your Units
before the date of settlement, we may use your payment during this time
and it may be considered a benefit to us, subject to the limitations of
the Securities Exchange Act of 1934.

Organization Costs. Securities purchased with the portion of the Public
Offering Price intended to be used to reimburse the Sponsor for a
Trust's organization costs (including costs of preparing the
registration statement, the Indenture and other closing documents,
registering Units with the Securities and Exchange Commission ("SEC")
and states, the initial audit of each Trust portfolio, legal fees and
the initial fees and expenses of the Trustee) will be purchased in the
same proportionate relationship as all the Securities contained in a
Trust. Securities will be sold to reimburse the Sponsor for a Trust's
organization costs at the earlier of six months after the Initial Date
of Deposit or the end of the initial offering period (a significantly
shorter time period than the life of the Trusts). During the period
ending with the earlier of six months after the Initial Date of Deposit
or the end of the initial offering period, there may be a decrease in
the value of the Securities. To the extent the proceeds from the sale of
these Securities are insufficient to repay the Sponsor for Trust
organization costs, the Trustee will sell additional Securities to allow
a Trust to fully reimburse the Sponsor. In that event, the net asset
value per Unit of a Trust will be reduced by the amount of additional
Securities sold. Although the dollar amount of the reimbursement due to
the Sponsor will remain fixed and will never exceed the per Unit amount
set forth for a Trust in "Notes to Statements of Net Assets," this will
result in a greater effective cost per Unit to Unit holders for the
reimbursement to the Sponsor. To the extent actual organization costs
are less than the estimated amount, only the actual organization costs
will be deducted from the assets of a Trust. When Securities are sold to
reimburse the Sponsor for organization costs, the Trustee will sell
Securities, to the extent practicable, which will maintain the same
proportionate relationship among the Securities contained in a Trust as
existed prior to such sale.

Minimum Purchase.

The minimum amount you can purchase of a Trust is $1,000 worth of Units
($500 if you are purchasing Units for your Individual Retirement Account

Page 35

or any other qualified retirement plan).

Sales Charges.

The sales charge you will pay has both an initial and a deferred
component. The initial sales charge, which you will pay at the time of
purchase, is initially equal to approximately 1.00% of the Public
Offering Price of a Unit, but will vary with the purchase price of your
Units. When the Public Offering Price exceeds $10.00 per Unit, the
initial sales charge will exceed 1.00% of the Public Offering Price.
This initial sales charge is actually the difference between the maximum
sales charge (3.25% of the Public Offering Price for each Select
Portfolio Series and 4.50% of the Public Offering Price for each
Portfolio Series) and the maximum remaining deferred sales charge
(initially equal to $.225 per Unit for each Select Portfolio Series and
$.350 per Unit for each Portfolio Series). The initial sales charge will
vary from 1.00% with changes in the aggregate underlying value of the
Securities, changes in the Income and Capital Accounts and as deferred
sales charge payments are made.

Monthly Deferred Sales Charge. In addition, five monthly deferred sales
charge payments of $.045 per Unit for each Select Portfolio Series or
$.07 per Unit for each Portfolio Series will be deducted from a Trust's
assets on approximately the 20th day of each month from October 20, 2000
through February 20, 2001. If you buy Units at a price of less than
$10.00 per Unit, the dollar amount of the deferred sales charge will not
change, but the deferred sales charge on a percentage basis will be more
than 2.25% of the Public Offering Price for each Select Portfolio Series
or more than 3.5% of the Public Offering Price for each Portfolio Series.

If you purchase Units after the last deferred sales charge payment has
been assessed, your sales charge will consist of a one-time initial
sales charge of 3.25% of the Public Offering Price per Unit (equivalent
to 3.359% of the net amount invested) for each Select Portfolio Series
and 4.50% of the Public Offering Price per Unit (equivalent to 4.712% of
the net amount invested) for each Portfolio Series. For each Portfolio
Series, the sales charge will be reduced by 1/2 of 1% on each subsequent
March 31, commencing March 31, 2001, to a minimum sales charge of 3.00%.

Discounts for Certain Persons.

If you invest at least $50,000 (except if you are purchasing for a "wrap
fee account" as described below), the maximum sales charge is reduced as
follows for each Select Portfolio Series:

Your maximum
If you invest sales charge
(in thousands):* will be:
_________________ ____________
$50 but less than $100 3.00%
$100 but less than $150 2.75%
$150 but less than $500 2.40%
$500 but less than $1,000 2.25%
$1,000 or more 1.50%

For each Portfolio Series:

Your maximum
If you invest sales charge
(in thousands):* will be:
_________________ ____________
$50 but less than $100 4.25%
$100 but less than $250 4.00%
$250 but less than $500 3.50%
$500 or more 2.50%

* Breakpoint sales charges are also applied on a Unit basis utilizing a
breakpoint equivalent in the above table of $10 per Unit and will be
applied on whichever basis is more favorable to the investor. The
breakpoints will be adjusted to take into consideration purchase orders
stated in dollars which cannot be completely fulfilled due to the
requirement that only whole Units be issued.

The reduced sales charge for quantity purchases will apply only to
purchases made by the same person on any one day from any one dealer. To
help you reach the above levels, you can combine the Units you purchase
of the Trusts in this prospectus with any other same day purchases of
other trusts for which we are Principal Underwriter and are currently in
the initial offering period. In addition, we will also consider Units
you purchase in the name of your spouse or child under 21 years of age
to be purchases by you. The reduced sales charges will also apply to a
trustee or other fiduciary purchasing Units for a single trust estate or
single fiduciary account. You must inform your dealer of any combined
purchases before the sale in order to be eligible for the reduced sales
charge. Any reduced sales charge is the responsibility of the party
making the sale.

Page 36

If you own units of any other unit investment trusts sponsored by us you
may use your redemption or termination proceeds from these trusts to
purchase Units of the Trusts subject only to any remaining deferred
sales charge to be collected on Units of the Trusts. Please note that
you will be charged the amount of any remaining deferred sales charge on
units you redeem when you redeem them.

The following persons may purchase Units at the Public Offering Price
less the applicable dealer concession:

- - Employees, officers and directors of the Sponsor, our related
companies, dealers and their affiliates, and vendors providing services
to us.

- - Immediate family members of the above (spouses, children,
grandchildren, parents, grandparents, siblings, mothers-in-law, fathers-
in-law, sons-in-law, daughters-in-law, brothers-in-law and sisters-in-
law, and trustees, custodians or fiduciaries for the benefit of such
persons).

If you purchase Units through registered broker/dealers who charge
periodic fees in lieu of commissions or who charge for financial
planning, investment advisory or asset management services or provide
these services as part of an investment account where a comprehensive
"wrap fee" charge is imposed, your Units will only be assessed that
portion of the sales charge retained by the Sponsor, .5% of the Public
Offering Price for each Select Portfolio Series and 1.3% of the Public
Offering Price for each Portfolio Series (1.0% in certain
circumstances). This discount for "wrap fee" purchases is available
whether or not you purchase Units with the Wrap CUSIP. However, if you
purchase Units with the Wrap CUSIP, you should be aware that all
distributions of income and/or capital will be automatically reinvested
into additional Units of your Trust subject only to that portion of the
sales charge retained by the Sponsor. See "Distribution of Units-Dealer
Concessions."

You will be charged the deferred sales charge per Unit regardless of any
discounts. However, if you are eligible to receive a discount such that
the maximum sales charge you must pay is less than the applicable
maximum deferred sales charge, you will be credited the difference
between your maximum sales charge and the maximum deferred sales charge
at the time you buy your Units.

The Value of the Securities.

The Evaluator will appraise the aggregate underlying value of the
Securities in a Trust as of the Evaluation Time on each business day and
will adjust the Public Offering Price of the Units according to this
valuation. This Public Offering Price will be effective for all orders
received before the Evaluation Time on each such day. If we or the
Trustee receive orders for purchases, sales or redemptions after that
time, or on a day which is not a business day, they will be held until
the next determination of price. The term "business day" as used in this
prospectus will exclude Saturdays, Sundays and certain national holidays
on which the NYSE is closed.

The aggregate underlying value of the Securities in a Trust will be
determined as follows: if the Securities are listed on a securities
exchange or The Nasdaq Stock Market, their value is generally based on
the closing sale prices on that exchange or system (unless it is
determined that these prices are not appropriate as a basis for
valuation). However, if there is no closing sale price on that exchange
or system, they are valued based on the closing ask prices. If the
Securities are not so listed, or, if so listed and the principal market
for them is other than on that exchange or system, their value will
generally be based on the current ask prices on the over-the-counter
market (unless it is determined that these prices are not appropriate as
a basis for valuation). If current ask prices are unavailable, the
valuation is generally determined:

a) On the basis of current ask prices for comparable securities;

b) By appraising the value of the Securities on the ask side of the
market; or

c) By any combination of the above.

After the initial offering period is over, the aggregate underlying
value of the Securities will be determined as set forth above, except
that bid prices are used instead of ask prices when necessary.

Distribution of Units

We intend to qualify Units of the Trusts for sale in a number of states.
All Units will be sold at the then current Public Offering Price.

Page 37

Dealer Concessions.

For each Select Portfolio Series, dealers and other selling agents can
purchase Units at prices which reflect a concession or agency commission
of 2.75% of the Public Offering Price per Unit. However, for Units sold
subject only to any remaining deferred sales charge, the amount will be
reduced to $0.175 per Unit for Units sold subject to the maximum
deferred sales charge or 78% of the then current maximum remaining
deferred sales charge on Units sold subject to less than the maximum
deferred sales charge.

For each Portfolio Series, dealers and other selling agents can purchase
Units at prices which reflect a concession or agency commission of 3.2%
of the Public Offering Price per Unit (or 65% of the maximum sales
charge after March 31, 2001). However, dealers and other selling agents
will receive a concession on the sale of Units subject only to any
remaining deferred sales charge equal to $.22 per Unit on Units sold
subject to the maximum deferred sales charge or 63% of the then current
maximum remaining deferred sales charge on Units sold subject to less
than the maximum deferred sales charge. Dealers and other selling agents
will receive an additional volume concession or agency commission on the
sale of Portfolio Series Units equal to .30% of the Public Offering
Price if they purchase at least $100,000 worth of Units of each
Portfolio Series on the Initial Date of Deposit or $250,000 on any day
thereafter or if they were eligible to receive a similar concession in
connection with sales of similarly structured trusts sponsored by us
which are currently in the initial offering period.

Dealers and other selling agents who sell Units of a Trust during the
initial offering period in the dollar amounts shown below will be
entitled to the following additional sales concessions as a percentage
of the Public Offering Price:

Total Sales per Trust Additional
(in millions): Concession:
_________________ ___________
$1 but less than $10 .20%
$10 or more .30%

Dealers and other selling agents can combine Units of a Select Portfolio
Series and its related Portfolio Series they sell for purposes of
reaching the additional concessions levels set forth in the above table.
For all Trusts, dealers and other selling agents who, during any
consecutive 12-month period, sell at least $2 billion worth of primary
market units of unit investment trusts sponsored by us will receive a
concession of $30,000 in the month following the achievement of this
level. We reserve the right to change the amount of concessions or
agency commissions from time to time. Certain commercial banks may be
making Units of the Trusts available to their customers on an agency
basis. A portion of the sales charge paid by these customers is kept by
or given to the banks in the amounts shown above.

Award Programs.

From time to time we may sponsor programs which provide awards to a
dealer's registered representatives who have sold a minimum number of
Units during a specified time period. We may also pay fees to qualifying
dealers for services or activities which are meant to result in sales of
Units of the Trusts. In addition, we will pay to dealers who sponsor
sales contests or recognition programs that conform to our criteria, or
participate in our sales programs, amounts equal to no more than the
total applicable sales charge on Units sold by such persons during such
programs. We make these payments out of our own assets and not out of
Trust assets. These programs will not change the price you pay for your
Units.

Investment Comparisons.

From time to time we may compare the estimated returns of the Trusts
(which may show performance net of the expenses and charges the Trusts
would have incurred) and returns over specified periods of other similar
trusts we sponsor in our advertising and sales materials, with (1)
returns on other taxable investments such as the common stocks
comprising various market indexes, corporate or U.S. Government bonds,
bank CDs and money market accounts or funds, (2) performance data from
Morningstar Publications, Inc. or (3) information from publications such
as Money, The New York Times, U.S. News and World Report, BusinessWeek,
Forbes or Fortune. The investment characteristics of each Trust differ
from other comparative investments. You should not assume that these
performance comparisons will be representative of a Trust's future
performance.

Page 38

The Sponsor's Profits

We will receive a gross sales commission equal to the maximum sales
charge per Unit of a Trust less any reduced sales charge as stated in
"Public Offering." Also, any difference between our cost to purchase the
Securities and the price at which we sell them to a Trust is considered
a profit or loss (see Note 2 of "Notes to Schedules of Investments").
During the initial offering period, dealers and others may also realize
profits or sustain losses as a result of fluctuations in the Public
Offering Price they receive when they sell the Units.

In maintaining a market for the Units, any difference between the price
at which we purchase Units and the price at which we sell or redeem them
will be a profit or loss to us.

The Secondary Market

Although not obligated, we intend to maintain a market for the Units
after the initial offering period and continuously offer to purchase
Units at prices based on the Redemption Price per Unit.

We will pay all expenses to maintain a secondary market, except the
Evaluator fees, Trustee costs to transfer and record the ownership of
Units and in the case of each Portfolio Series, costs incurred in
annually updating each Portfolio Series' registration statements. We may
discontinue purchases of Units at any time. IF YOU WISH TO DISPOSE OF
YOUR UNITS, YOU SHOULD ASK US FOR THE CURRENT MARKET PRICES BEFORE
MAKING A TENDER FOR REDEMPTION TO THE TRUSTEE. If you sell or redeem
your Units before you have paid the total deferred sales charge on your
Units, you will have to pay the remainder at that time.

How We Purchase Units

The Trustee will notify us of any tender of Units for redemption. If our
bid at that time is equal to or greater than the Redemption Price per
Unit, we may purchase the Units. You will receive your proceeds from the
sale no later than if they were redeemed by the Trustee. We may tender
Units that we hold to the Trustee for redemption as any other Units. If
we elect not to purchase Units, the Trustee may sell tendered Units in
the over-the-counter market, if any. However, the amount you will
receive is the same as you would have received on redemption of the Units.

Expenses and Charges

The estimated annual expenses of each Trust are listed under "Fee
Table." If actual expenses of a Trust exceed the estimate, that Trust
will bear the excess. The Trustee will pay operating expenses of a Trust
from the Income Account of such Trust if funds are available, and then
from the Capital Account. The Income and Capital Accounts are
noninterest-bearing to Unit holders, so the Trustee may earn interest on
these funds, thus benefiting from their use.

As Sponsor, we will be compensated for providing bookkeeping and other
administrative services to the Trusts, and will receive brokerage fees
when a Trust uses us (or an affiliate of ours) as agent in buying or
selling Securities. For each Portfolio Series, legal, typesetting,
electronic filing and regulatory filing fees and expenses associated
with updating those Trusts' registration statements yearly are also now
chargeable to such Trusts. Historically, we paid these fees and
expenses. There are no such fees and expenses that will be charged to
each Select Portfolio Series. First Trust Advisors L.P., an affiliate of
ours, acts as both Portfolio Supervisor and Evaluator to the Trusts and
will receive the fees set forth under "Fee Table" for providing
portfolio supervisory and evaluation services to the Trusts. In
providing portfolio supervisory services, the Portfolio Supervisor may
purchase research services from a number of sources, which may include
underwriters or dealers of the Trusts.

The fees payable to us, First Trust Advisors L.P. and the Trustee are
based on the largest aggregate number of Units of a Trust outstanding at
any time during the calendar year, except during the initial offering
period, in which case these fees are calculated based on the largest
number of Units outstanding during the period for which compensation is
paid. These fees may be adjusted for inflation without Unit holders'
approval, but in no case will the annual fees paid to us or our
affiliates for providing a given service to all unit investment trusts
for which we provide such services be more than the actual cost of
providing such services in such year.

Page 39

As Sponsor, we will receive a fee from each Trust for creating and
developing the Trusts, including determining each Trust's objectives,
policies, composition and size, selecting service providers and
information services and for providing other similar administrative and
ministerial functions. Each Trust pays this "creation and development
fee" as a percentage of that Trust's average daily net asset value
during the life of such Trust. In connection with the creation and
development fee, in no event will the Sponsor collect over the life of a
Trust more than .75% in the case of the Select Portfolio Series or more
than 2.75% in the case of the Portfolio Series of a Unit holder's
initial investment. We do not use this fee to pay distribution expenses
or as compensation for sales efforts.

In addition to a Trust's operating expenses and those fees described
above, each Trust may also incur the following charges:

- - All legal and annual auditing expenses of the Trustee according to its
responsibilities under the Indenture;

- - The expenses and costs incurred by the Trustee to protect a Trust and
your rights and interests;

- - Fees for any extraordinary services the Trustee performed under the
Indenture;

- - Payment for any loss, liability or expense the Trustee incurred
without negligence, bad faith or willful misconduct on its part, in
connection with its acceptance or administration of a Trust;

- - Payment for any loss, liability or expenses we incurred without
negligence, bad faith or willful misconduct in acting as Depositor of a
Trust; and/or

- - All taxes and other government charges imposed upon the Securities or
any part of a Trust.

The above expenses and the Trustee's annual fee are secured by a lien on
the Trusts. Since the Securities are all common stocks and dividend
income is unpredictable, we cannot guarantee that dividends will be
sufficient to meet any or all expenses of the Trusts. If there is not
enough cash in the Income or Capital Account, the Trustee has the power
to sell Securities in a Trust to make cash available to pay these
charges which may result in capital gains or losses to you. See "Tax
Status."

Each Portfolio Series will be audited annually. So long as we are making
a secondary market for Units, we will bear the cost of these annual
audits to the extent the costs exceed $0.0050 per Unit. Otherwise, each
Portfolio Series will pay for the audit. You can request a copy of the
audited financial statements from the Trustee.

Tax Status

This section summarizes some of the main U.S. federal income tax
consequences of owning Units of the Trusts. This section is current as
of the date of this prospectus. Tax laws and interpretations change
frequently, and these summaries do not describe all of the tax
consequences to all taxpayers. For example, these summaries generally do
not describe your situation if you are a non-U.S. person, a
broker/dealer, or other investor with special circumstances. In
addition, this section does not describe your state or foreign taxes. As
with any investment, you should consult your own tax professional about
your particular consequences.

Trust Status.

The Trusts will not be taxed as corporations for federal income tax
purposes. As a Unit owner, you will be treated as the owner of a pro
rata portion of the Securities and other assets held by your Trust, and
as such you will be considered to have received a pro rata share of
income (i.e., dividends and capital gains, if any) from each Security
when such income is considered to be received by your Trust. This is
true even if you elect to have your distributions automatically
reinvested into additional Units. In addition, the income from a Trust
which you must take into account for federal income tax purposes is not
reduced by amounts used to pay a deferred sales charge.

Your Tax Basis and Income or Loss upon Disposition.

If your Trust disposes of Securities, you will generally recognize gain
or loss. If you dispose of your Units or redeem your Units for cash, you
will also generally recognize gain or loss. To determine the amount of
this gain or loss, you must subtract your tax basis in the related
Securities from your share of the total amount received in the
transaction. You can generally determine your initial tax basis in each
Security or other Trust asset by apportioning the cost of your Units
among each Security or other Trust asset ratably according to their
value on the date you purchase your Units. In certain circumstances,
however, you may have to adjust your tax basis after you purchase your

Page 40

Units (for example, in the case of certain dividends that exceed a
corporation's accumulated earnings and profits).

If you are an individual, the maximum marginal federal tax rate for net
capital gain is generally 20% (10% for certain taxpayers in the lowest
tax bracket). Net capital gain equals net long-term capital gain minus
net short-term capital loss for the taxable year. Capital gain or loss
is long-term if the holding period for the asset is more than one year
and is short-term if the holding period for the asset is one year or
less. You must exclude the date you purchase your Units to determine the
holding period of your Units. The tax rates for capital gains realized
from assets held for one year or less are generally the same as for
ordinary income. The tax code may, however, treat certain capital gains
as ordinary income in special situations.

In-Kind Distributions.

Under certain circumstances, you may request a distribution of
Securities (an "In-Kind Distribution") when you redeem your Units or at
a Trust's termination. If you request an In-Kind Distribution you will
be responsible for any expenses related to this distribution. By
electing to receive an In-Kind Distribution, you will receive whole
shares of stock plus, possibly, cash.

You will not recognize gain or loss if you only receive Securities in
exchange for your pro rata portion of the Securities held by a Trust.
However, if you also receive cash in exchange for a fractional share of
a Security held by a Trust, you will generally recognize gain or loss
based on the difference between the amount of cash you receive and your
tax basis in such fractional share of the Security.

Limitations on the Deductibility of Trust Expenses.

Generally, for federal income tax purposes, you must take into account
your full pro rata share of a Trust's income, even if some of that
income is used to pay Trust expenses. You may deduct your pro rata share
of each expense paid by a Trust to the same extent as if you directly
paid the expense. You may, however, be required to treat some or all of
the expenses of the Trusts as miscellaneous itemized deductions.
Individuals may only deduct certain miscellaneous itemized deductions to
the extent they exceed 2% of adjusted gross income.

Foreign, State and Local Taxes.

Some distributions by a Trust may be subject to foreign withholding
taxes. Any dividends withheld will nevertheless be treated as income to
you. However, because you are deemed to have paid directly your share of
foreign taxes that have been paid or accrued by a Trust, you may be
entitled to a foreign tax credit or deduction for U.S. tax purposes with
respect to such taxes.

Under the existing income tax laws of the State and City of New York,
the Trusts will not be taxed as corporations, and the income of the
Trusts will be treated as the income of the Unit holders in the same
manner as for federal income tax purposes.

Retirement Plans

You may purchase Units of the Trusts for:

- - Individual Retirement Accounts;

- - Keogh Plans;

- - Pension funds; and

- - Other tax-deferred retirement plans.

Generally, the federal income tax on capital gains and income received
in each of the above plans is deferred until you receive distributions.
These distributions are generally treated as ordinary income but may, in
some cases, be eligible for special averaging or tax-deferred rollover
treatment. Before participating in a plan like this, you should review
the tax laws regarding these plans and consult your attorney or tax
advisor. Brokerage firms and other financial institutions offer these
plans with varying fees and charges.

Rights of Unit Holders

Unit Ownership.

The Trustee will treat as Record Owner of Units persons registered as
such on its books. It is your responsibility to notify the Trustee when
you become Record Owner, but normally your broker/dealer provides this
notice. You may elect to hold your Units in either certificated or
uncertificated form.

Certificated Units. When you purchase your Units you can request that
they be evidenced by certificates, which will be delivered shortly after
your order. Certificates will be issued in fully registered form,
transferable only on the books of the Trustee in denominations of one
Unit or any multiple thereof. You can transfer or redeem your

Page 41

certificated Units by endorsing and surrendering the certificate to the
Trustee, along with a written instrument of transfer. You must sign your
name exactly as it appears on the face of the certificate with your
signature guaranteed by an eligible institution. In certain cases the
Trustee may require additional documentation before they will transfer
or redeem your Units.

You may be required to pay a nominal fee to the Trustee for each
certificate reissued or transferred, and to pay any government charge
that may be imposed for each transfer or exchange. If a certificate gets
lost, stolen or destroyed, you may be required to furnish indemnity to
the Trustee to receive replacement certificates. You must surrender
mutilated certificates to the Trustee for replacement.

Uncertificated Units. You may also choose to hold your Units in
uncertificated form. If you choose this option, the Trustee will
establish an account for you and credit your account with the number of
Units you purchase. Within two business days of the issuance or transfer
of Units held in uncertificated form, the Trustee will send you:

- - A written initial transaction statement containing a description of
the Trust;

- - A list of the number of Units issued or transferred;

- - Your name, address and Taxpayer Identification Number ("TIN");

- - A notation of any liens or restrictions of the issuer and any adverse
claims; and

- - The date the transfer was registered.

Uncertificated Units may be transferred the same way as certificated
Units, except that no certificate needs to be presented to the Trustee.
Also, no certificate will be issued when the transfer takes place unless
you request it. You may at any time request that the Trustee issue
certificates for your Units.

Unit Holder Reports.

In connection with each distribution, the Trustee will provide you with
a statement detailing the per Unit amount of income (if any)
distributed. After the end of each calendar year, the Trustee will
provide you with the following information:

- - A summary of transactions in your Trust for the year;

- - A list of any Securities sold during the year and the Securities held
at the end of that year by your Trust;

- - The Redemption Price per Unit, computed on the 31st day of December of
such year (or the last business day before); and

- - Amounts of income and capital distributed during the year.

You may request from the Trustee copies of the evaluations of the
Securities as prepared by the Evaluator to enable you to comply with
federal and state tax reporting requirements.

Income and Capital Distributions

You will begin receiving distributions on your Units only after you
become a Record Owner. The Trustee will credit dividends received on a
Trust's Securities to the Income Account of such Trust. All other
receipts, such as return of capital, are credited to the Capital Account
of such Trust.

The Trustee will distribute any net income in the Income Account on or
near the Income Distribution Dates to Unit holders of record on the
preceding Income Distribution Record Date. See "Summary of Essential
Information." No income distribution will be paid if accrued expenses of
a Trust exceed amounts in the Income Account on the Income Distribution
Dates. Distribution amounts will vary with changes in a Trust's fees and
expenses, in dividends received and with the sale of Securities. The
Trustee will distribute amounts in the Capital Account, net of amounts
designated to meet redemptions, pay the deferred sales charge or pay
expenses on the last day of each month to Unit holders of record on the
fifteenth day of each month provided the amount equals at least $1.00
per 100 Units. If the Trustee does not have your TIN, it is required to
withhold a certain percentage of your distribution and deliver such
amount to the Internal Revenue Service ("IRS"). You may recover this
amount by giving your TIN to the Trustee, or when you file a tax return.
However, you should check your statements to make sure the Trustee has
your TIN to avoid this "back-up withholding."

We anticipate that there will be enough money in the Capital Account of
a Trust to pay the deferred sales charge. If not, the Trustee may sell
Securities to meet the shortfall.

Within a reasonable time after a Trust is terminated, you will receive
the pro rata share of the money from the sale of the Securities.

Page 42

However, if you are eligible, you may elect to receive an In-Kind
Distribution as described under "Amending or Terminating the Indenture."
You will receive a pro rata share of any other assets remaining in your
Trust after deducting any unpaid expenses.

The Trustee may establish reserves (the "Reserve Account") within a
Trust to cover anticipated state and local taxes or any governmental
charges to be paid out of such Trust.

Distribution Reinvestment Option. You may elect to have each
distribution of income and/or capital reinvested into additional Units
of your Trust by notifying the Trustee at least 10 days before any
Record Date. Distributions on Units identified by the Wrap CUSIP will be
automatically reinvested into additional Units of your Trust. Each later
distribution of income and/or capital on your Units will be reinvested
by the Trustee into additional Units of your Trust. You will have to pay
the remaining deferred sales charge on any Units acquired pursuant to
this distribution reinvestment option. This option may not be available
in all states. PLEASE NOTE THAT EVEN IF YOU REINVEST DISTRIBUTIONS, THEY
ARE STILL CONSIDERED DISTRIBUTIONS FOR INCOME TAX PURPOSES.

Redeeming Your Units

You may redeem all or a portion of your Units at any time by sending the
certificates representing the Units you want to redeem to the Trustee at
its unit investment trust office. If your Units are uncertificated, you
need only deliver a request for redemption to the Trustee. In either
case, the certificates or the redemption request must be properly
endorsed with proper instruments of transfer and signature guarantees as
explained in "Rights of Unit Holders-Unit Ownership" (or by providing
satisfactory indemnity if the certificates were lost, stolen, or
destroyed). No redemption fee will be charged, but you are responsible
for any governmental charges that apply. Three business days after the
day you tender your Units (the "Date of Tender") you will receive cash
in an amount for each Unit equal to the Redemption Price per Unit
calculated at the Evaluation Time on the Date of Tender.

The Date of Tender is considered to be the date on which the Trustee
receives your certificates or redemption request (if such day is a day
the NYSE is open for trading). However, if your certificates or
redemption request are received after 4:00 p.m. Eastern time (or after
any earlier closing time on a day on which the NYSE is scheduled in
advance to close at such earlier time), the Date of Tender is the next
day the NYSE is open for trading.

Any amounts paid on redemption representing income will be withdrawn
from the Income Account if funds are available for that purpose, or from
the Capital Account. All other amounts paid on redemption will be taken
from the Capital Account. The IRS will require the Trustee to withhold a
portion of your redemption proceeds if it does not have your TIN, as
generally discussed under "Income and Capital Distributions."

If you tender 1,000 Units or more for redemption, rather than receiving
cash, you may elect to receive an In-Kind Distribution in an amount
equal to the Redemption Price per Unit by making this request in writing
to the Trustee at the time of tender. However, no In-Kind Distribution
requests submitted during the nine business days prior to a Trust's
Mandatory Termination Date will be honored. Where possible, the Trustee
will make an In-Kind Distribution by distributing each of the Securities
in book-entry form to your bank or broker/dealer account at the
Depository Trust Company. The Trustee will subtract any customary
transfer and registration charges from your In-Kind Distribution. As a
tendering Unit holder, you will receive your pro rata number of whole
shares of the Securities that make up the portfolio, and cash from the
Capital Account equal to the fractional shares to which you are entitled.

The Trustee may sell Securities to make funds available for redemption.
If Securities are sold, the size and diversification of a Trust will be
reduced. These sales may result in lower prices than if the Securities
were sold at a different time.

Your right to redeem Units (and therefore, your right to receive
payment) may be delayed:

- - If the NYSE is closed (other than customary weekend and holiday
closings);

- - If the SEC determines that trading on the NYSE is restricted or that
an emergency exists making sale or evaluation of the Securities not
reasonably practical; or

- - For any other period permitted by SEC order.

The Trustee is not liable to any person for any loss or damage which may
result from such a suspension or postponement.

Page 43

The Redemption Price.

The Redemption Price per Unit is determined by the Trustee by:

adding

1. cash in the Income and Capital Accounts of a Trust not designated to
purchase Securities;

2. the aggregate value of the Securities held in a Trust; and

3. dividends receivable on the Securities trading ex-dividend as of the
date of computation; and

deducting

1. any applicable taxes or governmental charges that need to be paid out
of a Trust;

2. any amounts owed to the Trustee for its advances;

3. estimated accrued expenses of a Trust, if any;

4. cash held for distribution to Unit holders of record of a Trust as of
the business day before the evaluation being made;

5. liquidation costs for foreign Securities, if any; and

6. other liabilities incurred by a Trust; and

dividing

1. the result by the number of outstanding Units of a Trust.

Any remaining deferred sales charge on the Units when you redeem them
will be deducted from your redemption proceeds. In addition, until the
earlier of six months after the Initial Date of Deposit or the end of
the initial offering period, the Redemption Price per Unit will include
estimated organization costs as set forth under "Fee Table."

Removing Securities from a Trust

The portfolios of the Trusts are not managed. However, we may, but are
not required to, direct the Trustee to dispose of a Security in certain
limited circumstances, including situations in which:

- - The issuer of the Security defaults in the payment of a declared
dividend;

- - Any action or proceeding prevents the payment of dividends;

- - There is any legal question or impediment affecting the Security;

- - The issuer of the Security has breached a covenant which would affect
the payment of dividends, the issuer's credit standing, or otherwise
damage the sound investment character of the Security;

- - The issuer has defaulted on the payment of any other of its
outstanding obligations;

- - There has been a public tender offer made for a Security or a merger
or acquisition is announced affecting a Security, and that in our
opinion the sale or tender of the Security is in the best interest of
Unit holders; or

- - The price of the Security has declined to such an extent, or such
other credit factors exist, that in our opinion keeping the Security
would be harmful to a Trust.

Except in the limited instance in which a Trust acquires Replacement
Securities, as described in "The FT Series," a Trust may not acquire any
securities or other property other than the Securities. The Trustee, on
behalf of the Trusts, will reject any offer for new or exchanged
securities or property in exchange for a Security, such as those
acquired in a merger or other transaction. If such exchanged securities
or property are nevertheless acquired by a Trust, at our instruction,
they will either be sold or held in such Trust. In making the
determination as to whether to sell or hold the exchanged securities or
property we may get advice from each Portfolio Supervisor. Any proceeds
received from the sale of Securities, exchanged securities or property
will be credited to the Capital Account for distribution to Unit holders
or to meet redemption requests. The Trustee may retain and pay us or an
affiliate of ours to act as agent for a Trust to facilitate selling
Securities, exchanged securities or property from the Trusts. If we or
our affiliate act in this capacity, we will be held subject to the
restrictions under the Investment Company Act of 1940, as amended.

The Trustee may sell Securities designated by us or, absent our
direction, at its own discretion, in order to meet redemption requests
or pay expenses. In designating Securities to be sold, we will try to
maintain the proportionate relationship among the Securities. If this is
not possible, the composition and diversification of a Trust may be
changed. To get the best price for a Trust we may specify minimum
amounts (generally 100 shares) in which blocks of Securities are to be
sold. We may consider sales of units of unit investment trusts which we
sponsor when we make recommendations to the Trustee as to which
broker/dealers they select to execute a Trust's portfolio transactions,
or when acting as agent for a Trust in acquiring or selling Securities
on behalf of the Trusts.

Page 44

Amending or Terminating the Indenture

Amendments. The Indenture may be amended by us and the Trustee without
your consent:

- - To cure ambiguities;

- - To correct or supplement any defective or inconsistent provision;

- - To make any amendment required by any governmental agency; or

- - To make other changes determined not to be materially adverse to your
best interests (as determined by us and the Trustee).

Termination. As provided by the Indenture, the Trusts will terminate on
the Mandatory Termination Date as stated in the "Summary of Essential
Information" for each Trust. The Trusts may be terminated earlier:

- - Upon the consent of 100% of the Unit holders of a Trust;

- - If the value of the Securities owned by a Trust as shown by any
evaluation is less than the lower of $2,000,000 or 20% of the total
value of Securities deposited in such Trust during the initial offering
period ("Discretionary Liquidation Amount"); or

- - In the event that Units of a Trust not yet sold aggregating more than
60% of the Units of such Trust are tendered for redemption by
underwriters, including the Sponsor.

Prior to termination, the Trustee will send written notice to all Unit
holders which will specify how you should tender your certificates, if
any, to the Trustee. If a Trust is terminated due to this last reason,
we will refund your entire sales charge; however, termination of a Trust
before the Mandatory Termination Date for any other stated reason will
result in all remaining unpaid deferred sales charges on your Units
being deducted from your termination proceeds. For various reasons, a
Trust may be reduced below the Discretionary Liquidation Amount and
could therefore be terminated before the Mandatory Termination Date.

Unless terminated earlier, the Trustee will begin to sell Securities in
connection with the termination of a Trust during the period beginning
nine business days prior to, and no later than, the Mandatory
Termination Date. We will determine the manner and timing of the sale of
Securities. Because the Trustee must sell the Securities within a
relatively short period of time, the sale of Securities as part of the
termination process may result in a lower sales price than might
otherwise be realized if such sale were not required at this time.

If you own at least 1,000 Units of a Trust the Trustee will send you a
form at least 30 days prior to the Mandatory Termination Date which will
enable you to receive an In-Kind Distribution (reduced by customary
transfer and registration charges) rather than the typical cash
distribution. See "Tax Status" for additional information. You must
notify the Trustee at least ten business days prior to the Mandatory
Termination Date if you elect this In-Kind Distribution option. If you
do not elect to participate in the In-Kind Distribution option, you will
receive a cash distribution from the sale of the remaining Securities,
along with your interest in the Income and Capital Accounts, within a
reasonable time after such Trust is terminated. Regardless of the
distribution involved, the Trustee will deduct from the Trusts any
accrued costs, expenses, advances or indemnities provided for by the
Indenture, including estimated compensation of the Trustee and costs of
liquidation and any amounts required as a reserve to pay any taxes or
other governmental charges.

Information on the Sponsor, Trustee and Evaluator

The Sponsor.

We, Nike Securities L.P., specialize in the underwriting, trading and
wholesale distribution of unit investment trusts under the "First Trust"
brand name and other securities. An Illinois limited partnership formed
in 1991, we act as Sponsor for successive series of:

- - The First Trust Combined Series

- - FT Series (formerly known as The First Trust Special Situations Trust)

- - The First Trust Insured Corporate Trust

- - The First Trust of Insured Municipal Bonds

- - The First Trust GNMA

First Trust introduced the first insured unit investment trust in 1974.
To date we have deposited more than $27 billion in First Trust unit
investment trusts. Our employees include a team of professionals with
many years of experience in the unit investment trust industry.

We are a member of the National Association of Securities Dealers, Inc.
and Securities Investor Protection Corporation. Our principal offices

Page 45

are at 1001 Warrenville Road, Lisle, Illinois 60532; telephone number
(630) 241-4141. As of December 31, 1999, the total partners' capital of
Nike Securities L.P. was $19,881,035 (audited).

This information refers only to us and not to the Trusts or to any
series of the Trusts or to any other dealer. We are including this
information only to inform you of our financial responsibility and our
ability to carry out our contractual obligations. We will provide more
detailed financial information on request.

Code of Ethics. The Sponsor and the Trusts have adopted a code of ethics
requiring the Sponsor's employees who have access to information on
Trust transactions to report personal securities transactions. The
purpose of the code is to avoid potential conflicts of interest and to
prevent fraud, deception or misconduct with respect to the Trusts.

The Trustee.

The Trustee is The Chase Manhattan Bank, with its principal executive
office located at 270 Park Avenue, New York, New York 10017 and its unit
investment trust office at 4 New York Plaza, 6th Floor, New York, New
York, 10004-2413. If you have questions regarding the Trusts, you may
call the Customer Service Help Line at 1-800-682-7520. The Trustee is
supervised by the Superintendent of Banks of the State of New York, the
Federal Deposit Insurance Corporation and the Board of Governors of the
Federal Reserve System.

The Trustee has not participated in selecting the Securities for the
Trusts; it only provides administrative services.

Limitations of Liabilities of Sponsor and Trustee.

Neither we nor the Trustee will be liable for taking any action or for
not taking any action in good faith according to the Indenture. We will
also not be accountable for errors in judgment. We will only be liable
for our own willful misfeasance, bad faith, gross negligence (ordinary
negligence in the Trustee's case) or reckless disregard of our
obligations and duties. The Trustee is not liable for any loss or
depreciation when the Securities are sold. If we fail to act under the
Indenture, the Trustee may do so, and the Trustee will not be liable for
any action it takes in good faith under the Indenture.

The Trustee will not be liable for any taxes or other governmental
charges or interest on the Securities which the Trustee may be required
to pay under any present or future law of the United States or of any
other taxing authority with jurisdiction. Also, the Indenture states
other provisions regarding the liability of the Trustee.

If we do not perform any of our duties under the Indenture or are not
able to act or become bankrupt, or if our affairs are taken over by
public authorities, then the Trustee may:

- - Appoint a successor sponsor, paying them a reasonable rate not more
than that stated by the SEC;

- - Terminate the Indenture and liquidate the Trusts; or

- - Continue to act as Trustee without terminating the Indenture.

The Evaluator.

The Evaluator is First Trust Advisors L.P., an Illinois limited
partnership formed in 1991 and an affiliate of the Sponsor. The
Evaluator's address is 1001 Warrenville Road, Lisle, Illinois 60532.

The Trustee, Sponsor and Unit holders may rely on the accuracy of any
evaluation prepared by the Evaluator. The Evaluator will make
determinations in good faith based upon the best available information,
but will not be liable to the Trustee, Sponsor or Unit holders for
errors in judgment.

Other Information

Legal Opinions.

Our counsel is Chapman and Cutler, 111 W. Monroe St., Chicago, Illinois,
60603. They have passed upon the legality of the Units offered hereby
and certain matters relating to federal tax law. Carter, Ledyard &
Milburn acts as the Trustee's counsel, as well as special New York tax
counsel for the Trusts.

Experts.

Ernst & Young LLP, independent auditors, have audited the Trusts'
statements of net assets, including the schedules of investments, at the
opening of business on the Initial Date of Deposit, as set forth in
their report. We've included the Trusts' statements of net assets,

Page 46

including the schedules of investments, in the prospectus and elsewhere
in the registration statement in reliance on Ernst & Young LLP's report,
given on their authority as experts in accounting and auditing.

Supplemental Information.

If you write or call the Trustee, you will receive free of charge
supplemental information about this Series, which has been filed with
the SEC and to which we have referred throughout. This information
states more specific details concerning the nature, structure and risks
of this product.

Page 47

FIRST TRUST (registered trademark)
BIOTECHNOLOGY SELECT PORTFOLIO, SERIES 3
DIGITAL CONVERGENCE SELECT PORTFOLIO, SERIES 2
FIBER OPTICS SELECT PORTFOLIO, SERIES 2
GENOMICS & PROTEOMICS SELECT PORTFOLIO, SERIES 2
PHARMACEUTICAL SELECT PORTFOLIO, SERIES 3
STORAGE & NETWORKING SELECT PORTFOLIO SERIES
TECHNOLOGY SELECT PORTFOLIO, SERIES 3
BIOTECHNOLOGY PORTFOLIO, SERIES 3
DIGITAL CONVERGENCE PORTFOLIO, SERIES 2
FIBER OPTICS PORTFOLIO, SERIES 2
GENOMICS & PROTEOMICS PORTFOLIO, SERIES 2
PHARMACEUTICAL PORTFOLIO, SERIES 9
STORAGE & NETWORKING PORTFOLIO SERIES
TECHNOLOGY PORTFOLIO, SERIES 12
FT 422

Sponsor:

NIKE SECURITIES L.P.
1001 Warrenville Road, Suite 300
Lisle, Illinois 60532
1-630-241-4141

Trustee:

The Chase Manhattan Bank

4 New York Plaza, 6th floor
New York, New York 10004-2413
1-800-682-7520
24-Hour Pricing Line:
1-800-446-0132

This prospectus contains information relating to the above-mentioned
unit investment trusts, but does not contain all of the information
about this investment company as filed with the Securities and Exchange
Commission in Washington, D.C. under the:

- - Securities Act of 1933 (file no. 333-32652) and

- - Investment Company Act of 1940 (file no. 811-05903)

Information about the Trusts, including their Codes of Ethics, can be
reviewed and copied at the Securities and Exchange Commission's Public
Reference Room in Washington D.C. Information regarding the operation of
the Commission's Public Reference Room may be obtained by calling the
Commission at 1-202-942-8090.

Information about the Trusts, including their Codes of Ethics, is
available on the EDGAR Database on the Commission's Internet site at
http://www.sec.gov.

To obtain copies at prescribed rates -

Write: Public Reference Section of the Commission
450 Fifth Street, N.W.
Washington, D.C. 20549-0102
e-mail address: [email protected]

, 2000

PLEASE RETAIN THIS PROSPECTUS FOR FUTURE REFERENCE

Page 48

First Trust (registered trademark)

The FT Series

Information Supplement

This Information Supplement provides additional information concerning
the structure, operations and risks of unit investment trusts ("Trusts")
contained in FT 422 not found in the prospectus for the Trusts. This
Information Supplement is not a prospectus and does not include all of
the information that a prospective investor should consider before
investing in a Trust. This Information Supplement should be read in
conjunction with the prospectus for the Trust in which an investor is
considering investing.

This Information Supplement is dated , 2000. Capitalized terms
have been defined in the prospectus.

Table of Contents

Risk Factors
Securities 1
Dividends 1
Foreign Issuers 1
Litigation
Microsoft Corporation 2
Concentrations
Biotechnology/Pharmaceutical 2
Digital Convergence 3
Fiber Optics 3
Technology 4
Portfolios
Biotechnology 5
Digital Convergence 6
Fiber Optics 9
Genomics & Proteomics 10
Pharmaceutical 12
Storage & 13
Technology 15

Risk Factors

Securities. An investment in Units should be made with an understanding
of the risks which an investment in common stocks entails, including the
risk that the financial condition of the issuers of the Securities or
the general condition of the relevant stock market may worsen, and the
value of the Securities and therefore the value of the Units may
decline. Common stocks are especially susceptible to general stock
market movements and to volatile increases and decreases of 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. Both U.S. and foreign
markets have experienced substantial volatility and significant declines
recently as a result of certain or all of these factors.

Dividends. Shareholders of common stocks have rights to receive payments
from the issuers of those common stocks that are generally subordinate
to those of creditors of, or holders of debt obligations or preferred
stocks of, such issuers. Common stocks do not represent an obligation of
the issuer and, therefore, do not offer any assurance of income or
provide the same degree of protection of capital as do debt securities.
The issuance of additional debt securities or preferred stock will
create prior claims for payment of principal, interest and dividends
which could adversely affect the ability and inclination of the issuer
to declare or pay dividends on its common stock or the rights of holders
of common stock with respect to assets of the issuer upon liquidation or
bankruptcy.

Foreign Issuers. Since certain of the Securities included in the Trusts
consist of securities of foreign issuers, an investment in the Trusts
involves certain investment risks that are different in some respects
from an investment in a trust which invests entirely in the securities
of domestic issuers. These investment risks include future political or
governmental restrictions which might adversely affect the payment or
receipt of payment of dividends on the relevant Securities, the

Page 1

possibility that the financial condition of the issuers of the
Securities may become impaired or that the general condition of the
relevant stock market may worsen (both of which would contribute
directly to a decrease in the value of the Securities and thus in the
value of the Units), the limited liquidity and relatively small market
capitalization of the relevant securities market, expropriation or
confiscatory taxation, economic uncertainties and foreign currency
devaluations and fluctuations. In addition, for foreign issuers that are
not subject to the reporting requirements of the Securities Exchange Act
of 1934, there may be less publicly available information than is
available from a domestic issuer. Also, foreign issuers are not
necessarily subject to uniform accounting, auditing and financial
reporting standards, practices and requirements comparable to those
applicable to domestic issuers. The securities of many foreign issuers
are less liquid and their prices more volatile than securities of
comparable domestic issuers. In addition, fixed brokerage commissions
and other transaction costs on foreign securities exchanges are
generally higher than in the United States and there is generally less
government supervision and regulation of exchanges, brokers and issuers
in foreign countries than there is in the United States. However, due to
the nature of the issuers of the Securities selected for the Trusts, the
Sponsor believes that adequate information will be available to allow
the Supervisor to provide portfolio surveillance for the Trusts.

Securities issued by non-U.S. issuers generally pay dividends in foreign
currencies and are principally traded in foreign currencies. Therefore,
there is a risk that the U.S. dollar value of these securities will vary
with fluctuations in the U.S. dollar foreign exchange rates for the
various Securities.

On the basis of the best information available to the Sponsor at the
present time, none of the Securities in the Trusts are subject to
exchange control restrictions under existing law which would materially
interfere with payment to the Trusts of dividends due on, or proceeds
from the sale of, the Securities. However, there can be no assurance
that exchange control regulations might not be adopted in the future
which might adversely affect payment to the Trusts. The adoption of
exchange control regulations and other legal restrictions could have an
adverse impact on the marketability of international securities in the
Trusts and on the ability of the Trusts to satisfy its obligation to
redeem Units tendered to the Trustee for redemption. In addition,
restrictions on the settlement of transactions on either the purchase or
sale side, or both, could cause delays or increase the costs associated
with the purchase and sale of the foreign Securities and correspondingly
could affect the price of the Units.

Investors should be aware that it may not be possible to buy all
Securities at the same time because of the unavailability of any
Security, and restrictions applicable to the Trusts relating to the
purchase of a Security by reason of the federal securities laws or
otherwise.

Foreign securities generally have not been registered under the
Securities Act of 1933 and may not be exempt from the registration
requirements of such Act. Sales of non-exempt Securities by a Trust in
the United States securities markets are subject to severe restrictions
and may not be practicable. Accordingly, sales of these Securities by
the Trusts will generally be effected only in foreign securities
markets. Although the Sponsor does not believe that the Trusts will
encounter obstacles in disposing of the Securities, investors should
realize that the 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. The value of the Securities will
be adversely affected if trading markets for the Securities are limited
or absent.

Litigation

Microsoft Corporation. Microsoft Corporation is currently engaged in
litigation with Sun Microsystems, Inc., the U.S. Department of Justice
and several state Attorneys General. The complaints against Microsoft
include copyright infringement, unfair competition and anti-trust
violations. The claims seek injunctive relief and monetary damages. As
of the quarter ended December 31, 1999, Microsoft's management asserted
that resolving these matters will not have a material adverse impact on
its financial position or its results of operation.

Concentrations

Biotechnology/Pharmaceutical. An investment in Units of the
Biotechnology Portfolios, the Genomics & Proteomics Portfolios and the
Pharmaceutical Portfolios should be made with an understanding of the
problems and risks such an investment may entail.

Companies involved in advanced medical devices and instruments, drugs
and biotech have potential risks unique to their sector of the
healthcare field. These companies are subject to governmental regulation
of their products and services, a factor which could have a significant
and possibly unfavorable effect on the price and availability of such
products or services. Furthermore, such companies face the risk of
increasing competition from new products or services, generic drug
sales, the termination of patent protection for drug or medical supply
products and the risk that technological advances will render their
products obsolete. The research and development costs of bringing a drug
to market are substantial, and include lengthy governmental review
processes with no guarantee that the product will ever come to market.
Many of these companies may have losses and may not offer certain
products for several years. Such companies may also have persistent
losses during a new product's transition from development to production,
and revenue patterns may be erratic.

As the population of the United States ages, the companies involved in
the healthcare field will continue to search for and develop new drugs,

Page 2

medical products and medical services through advanced technologies and
diagnostics. On a worldwide basis, such companies are involved in the
development and distributions of drugs, vaccines, medical products and
medical services. These activities may make the
biotechnology/pharmaceuticals sector very attractive for investors
seeking the potential for growth in their investment portfolio. However,
there are no assurances that the Trust's objectives will be met.

Legislative proposals concerning healthcare are proposed in Congress
from time to time. These proposals span a wide range of topics,
including cost and price controls (which might include a freeze on the
prices of prescription drugs). The Sponsor is unable to predict the
effect of any of these proposals, if enacted, on the issuers of
Securities in the Trust.

Digital Convergence. An investment in Units of the Digital Convergence
Portfolios should be made with an understanding of the problems and
risks such an investment may entail. Digital technology companies
generally include companies involved in the development, design,
manufacture and sale of computers and peripherals, software and
services, data networking/communications equipment, internet
access/information providers, semiconductors and semiconductor equipment
and other related products, systems and services. The market for these
products, especially those specifically related to the Internet, is
characterized by rapidly changing technology, rapid product
obsolescence, cyclical market patterns, evolving industry standards and
frequent new product introductions. The success of the issuers of the
Securities depends in substantial part on the timely and successful
introduction of new products. An unexpected change in one or more of the
technologies affecting an issuer's products or in the market for
products based on a particular technology could have a material adverse
affect on an issuer's operating results. Furthermore, there can be no
assurance that the issuers of the Securities will be able to respond in
a timely manner to compete in the rapidly developing marketplace.

Based on trading history of common stock, factors such as announcements
of new products or development of new technologies and general
conditions of the industry have caused and are likely to cause the
market price of high-technology common stocks to fluctuate
substantially. In addition, digital technology company stocks have
experienced extreme price and volume fluctuations that often have been
unrelated to the operating performance of such companies. This market
volatility may adversely affect the market price of the Securities and
therefore the ability of a Unit holder to redeem Units at a price equal
to or greater than the original price paid for such Units.

Some key components of certain products of digital technology issuers
are currently available only from single sources. There can be no
assurance that in the future suppliers will be able to meet the demand
for components in a timely and cost effective manner. Accordingly, an
issuer's operating results and customer relationships could be adversely
affected by either an increase in price for, or an interruption or
reduction in supply of, any key components. Additionally, many digital
technology issuers are characterized by a highly concentrated customer
base consisting of a limited number of large customers who may require
product vendors to comply with rigorous industry standards. Any failure
to comply with such standards may result in a significant loss or
reduction of sales. Because many products and technologies of technology
companies are incorporated into other related products, such companies
are often highly dependent on the performance of the personal computer,
electronics and telecommunications industries. There can be no assurance
that these customers will place additional orders, or that an issuer of
Securities will obtain orders of similar magnitude as past orders from
other customers. Similarly, the success of certain digital technology
companies is tied to a relatively small concentration of products or
technologies. Accordingly, a decline in demand of such products,
technologies or from such customers could have a material adverse impact
on issuers of the Securities.

Many digital technology companies rely on a combination of patents,
copyrights, trademarks and trade secret laws to establish and protect
their proprietary rights in their products and technologies. There can
be no assurance that the steps taken by the issuers of the Securities to
protect their proprietary rights will be adequate to prevent
misappropriation of their technology or that competitors will not
independently develop technologies that are substantially equivalent or
superior to such issuers' technology. In addition, due to the increasing
public use of the Internet, it is possible that other laws and
regulations may be adopted to address issues such as privacy, pricing,
characteristics, and quality of Internet products and services. For
example, recent proposals would prohibit the distribution of obscene,
lascivious or indecent communications on the Internet. The adoption of
any such laws could have a material adverse impact on the Securities in
the Trusts.

Fiber Optics. An investment in Units of the Fiber Optics Portfolios
should be made with an understanding of the problems and risks such an
investment may entail. The market for high-technology fiber optic
products and services is characterized by rapidly changing technology,
rapid product obsolescence, cyclical market patterns, evolving industry
standards and frequent new product introductions. The success of the
issuers of the Securities depends in substantial part on the timely and
successful introduction of new products and services. An unexpected
change in one or more of the technologies affecting an issuer's products
or in the market for products based on a particular technology could
have a material adverse affect on an issuer's operating results.
Furthermore, there can be no assurance that the issuers of the

Page 3

Securities will be able to respond in a timely manner to compete in the
rapidly developing marketplace.

The fiber optic industry is subject to governmental regulation. However,
as market forces develop, the government will continue to deregulate the
fiber optic industry, promoting vigorous economic competition and
resulting in the rapid development of new fiber optic technologies. The
products and services of fiber optic companies may be subject to rapid
obsolescence. These factors could affect the value of the Trust's Units.
For example, while telephone companies in the United States are subject
to both state and federal regulations affecting permitted rates of
returns and the kinds of services that may be offered, the prohibition
against phone companies delivering video services has been lifted. This
creates competition between phone companies and cable operators and
encourages phone companies to modernize their communications
infrastructure. Certain types of companies represented in the Trust's
portfolio are engaged in fierce competition for a share of the market of
their products. As a result, competitive pressures are intense and the
stocks are subject to rapid price volatility.

Many fiber optic companies rely on a combination of patents, copyrights,
trademarks and trade secret laws to establish and protect their
proprietary rights in their products and technologies. There can be no
assurance that the steps taken by the issuers of the Securities to
protect their proprietary rights will be adequate to prevent
misappropriation of their technology or that competitors will not
independently develop technologies that are substantially equivalent or
superior to such issuers' technology.

Technology. An investment in Units of the Storage & Networking
Portfolios and the Technology Portfolios should be made with an
understanding of the characteristics of the problems and risks such an
investment may entail. Technology companies generally include companies
involved in the development, design, manufacture and sale of computers
and peripherals, software and services, data networking/communications
equipment, internet access/information providers, semiconductors and
semiconductor equipment and other related products, systems and
services. The market for these products, especially those specifically
related to the Internet, is characterized by rapidly changing
technology, rapid product obsolescence, cyclical market patterns,
evolving industry standards and frequent new product introductions. The
success of the issuers of the Securities depends in substantial part on
the timely and successful introduction of new products. An unexpected
change in one or more of the technologies affecting an issuer's products
or in the market for products based on a particular technology could
have a material adverse affect on an issuer's operating results.
Furthermore, there can be no assurance that the issuers of the
Securities will be able to respond in a timely manner to compete in the
rapidly developing marketplace.

Based on trading history of common stock, factors such as announcements
of new products or development of new technologies and general
conditions of the industry have caused and are likely to cause the
market price of high-technology common stocks to fluctuate
substantially. In addition, technology company stocks have experienced
extreme price and volume fluctuations that often have been unrelated to
the operating performance of such companies. This market volatility may
adversely affect the market price of the Securities and therefore the
ability of a Unit holder to redeem Units at a price equal to or greater
than the original price paid for such Units.

Some key components of certain products of technology issuers are
currently available only from single sources. There can be no assurance
that in the future suppliers will be able to meet the demand for
components in a timely and cost effective manner. Accordingly, an
issuer's operating results and customer relationships could be adversely
affected by either an increase in price for, or an interruption or
reduction in supply of, any key components. Additionally, many
technology issuers are characterized by a highly concentrated customer
base consisting of a limited number of large customers who may require
product vendors to comply with rigorous industry standards. Any failure
to comply with such standards may result in a significant loss or
reduction of sales. Because many products and technologies of technology
companies are incorporated into other related products, such companies
are often highly dependent on the performance of the personal computer,
electronics and telecommunications industries. There can be no assurance
that these customers will place additional orders, or that an issuer of
Securities will obtain orders of similar magnitude as past orders from
other customers. Similarly, the success of certain technology companies
is tied to a relatively small concentration of products or technologies.
Accordingly, a decline in demand of such products, technologies or from
such customers could have a material adverse impact on issuers of the
Securities.

Many technology companies rely on a combination of patents, copyrights,
trademarks and trade secret laws to establish and protect their
proprietary rights in their products and technologies. There can be no
assurance that the steps taken by the issuers of the Securities to
protect their proprietary rights will be adequate to prevent
misappropriation of their technology or that competitors will not
independently develop technologies that are substantially equivalent or
superior to such issuers' technology. In addition, due to the increasing
public use of the Internet, it is possible that other laws and
regulations may be adopted to address issues such as privacy, pricing,
characteristics, and quality of Internet products and services. For
example, recent proposals would prohibit the distribution of obscene,
lascivious or indecent communications on the Internet. The adoption of
any such laws could have a material adverse impact on the Securities in
the Trust.

Like many areas of technology, the semiconductor business environment is
highly competitive, notoriously cyclical and subject to rapid and often

Page 4

unanticipated change. Recent industry downturns have resulted, in part,
from weak pricing, persistent overcapacity, slowdown in Asian demand and
a shift in retail personal computer sales toward the low end, or "sub-
$1,000" segment. Industry growth is dependent upon several factors,
including: the rate of global economic expansion; demand for products
such as personal computers and networking and communications equipment;
excess productive capacity and the resultant effect on pricing; and the
rate of growth in the market for low-priced personal computers.

Portfolios

Equity Securities Selected for Biotechnology Select Portfolio, Series 3
and Biotechnology Portfolio, Series 3

Both the Biotechnology Select Portfolio, Series 3 and the Biotechnology
Portfolio, Series 3 contain common stocks of the following companies:

Biotech
______

Affymetrix, Inc., headquartered in Santa Clara, California, develops and
manufactures DNA chip technology which consists of DNA probe arrays
containing gene sequences on a chip; a scanner to process probe arrays;
and software to analyze the information. The company's "GeneChip" system
acquires, analyzes and manages complex genetic information in order to
improve the diagnosis, monitoring and treatment of disease.

Amgen Inc., headquartered in Thousand Oaks, California, is a global
biotechnology concern which develops, makes and markets human
therapeutics based on advanced cellular and molecular biology, including
a protein that stimulates red blood cell production and a protein that
stimulates white blood cell production.

BioChem Pharma Inc., headquartered in Laval, Quebec, Canada, is an
international biopharmaceutical company that researches and develops
therapeutic products. The company also researches, develops, makes and
sells vaccine and diagnostic products for a broad range of infectious
and other diseases.

Biogen, Inc., headquartered in Cambridge, Massachusetts, develops and
makes pharmaceuticals for human healthcare through genetic engineering.
The company's primary focus is on developing and testing products for
the treatment of multiple sclerosis, inflammatory and respiratory
diseases, kidney diseases and certain viruses and cancers.

COR Therapeutics, Inc., headquartered in South San Francisco,
California, focuses on the development of novel pharmaceutical products
for the treatment and prevention of severe cardiovascular diseases. The
company focuses on the discovery, development and commercialization of
pharmaceutical products to prevent and treat severe cardiovascular
diseases, including arterial thrombosis, a blockage occurring in an
artery; venous thrombosis, a thrombus occurring in a vein; and
restenosis, a renarrowing of the arteries.

Celera Genomics, headquartered in Rockville, Maryland, is a subsidiary
of PE Corporation. The company is involved in the sequencing of the
human genome (and other biologically important model organisms) and
generates, sells and supports genomic information and related
information management and analysis software. The company also
discovers, validates and licenses proprietary gene products, genetic
markets and information concerning genetic variability.

Chiron Corporation, headquartered in Emeryville, California, develops,
produces and sells products related to the diagnosis, prevention and
treatment of human diseases, including certain types of cancer and
cardiovascular and infectious diseases. The company participates in
markets for biopharmaceuticals, blood testing and vaccines.

Enzon, Inc., headquartered in Piscataway, New Jersey, researches,
develops, makes and sells enhanced therapeutics based on the application
of proprietary technologies in the areas of blood substitutes, genetic
diseases and oncology.

Genentech, Inc., headquartered in South San Francisco, California,
discovers, develops, makes and sells human pharmaceuticals based on
recombinant DNA technology (gene splicing). The company also makes and
markets certain products within the United States which are sold to F.
Hoffmann-La Roche Ltd. (HLR) for distribution outside the United States.

Genzyme Corporation (General Division), headquartered in Cambridge,
Massachusetts, develops and markets specialty therapeutic, surgical and
diagnostic products, pharmaceuticals and genetic diagnostic services.
The company also develops, makes and markets biological products for the
treatment of cartilage damage, severe burns, chronic skin ulcers and
neurodegenerative diseases.

Human Genome Sciences, Inc., headquartered in Rockville, Maryland,
researches and develops potential proprietary drug and diagnostic
products based on the discovery and understanding of the medical uses of
genes.

IDEC Pharmaceuticals Corporation, headquartered in San Diego,
California, develops products for the long-term management of immune
system cancers and autoimmune and inflammatory diseases. The company's
lead immune system cancer and rheumatoid arthritis products are
genetically engineered to combat disease through the patient's immune
system.

Immunex Corporation, headquartered in Seattle, Washington, discovers,
develops, makes and markets therapeutic products for the treatment of

Page 5

cancer, infectious diseases and immunological disorders. The company's
products are sold worldwide.

Incyte Pharmaceuticals, Inc., headquartered in Palo Alto, California,
designs, sells and supports genomic database products, genomic data
management software tools, and related reagents and services. The
company has created a portfolio of database products.

Invitrogen Corporation, headquartered in Carlsbad, California, develops,
manufactures and sells research kits and provides research services to
corporate, academic and government entities. The company's kits and
products are used in gene cloning, expression and analysis techniques as
well as other molecular biology activities.

MedImmune, Inc., headquartered in Gaithersburg, Maryland, develops and
markets products for the prevention and treatment of infectious
diseases, autoimmune diseases and cancer. The company's products are
also used in transplantation medicine.

Millennium Pharmaceuticals, Inc., headquartered in Cambridge,
Massachusetts, is a drug discovery and development company that
researches and develops a broad range of therapeutic and diagnostic
products for the commercial application of genetics, genomics and
bioinformatics.

Protein Design Labs, Inc., headquartered in Fremont, California,
develops human and humanized antibodies and other products to treat or
prevent a variety of viral, immune-mediated and inflammatory diseases as
well as certain cancers and cardiovascular conditions.

Transkaryotic Therapies, Inc., headquartered in Cambridge,
Massachusetts, develops and commercializes therapeutic proteins and gene
therapy products for the long-term treatment and cure of a broad range
of human diseases.

Pharmaceuticals
_______________

American Home Products Corporation, headquartered in Madison, New
Jersey, makes nutritionals, cardiovascular and metabolic disease
therapies, mental health products, anti-inflammatory/analgesic products
and vaccines, and over-the-counter drugs. The company also makes crop
protection and pest control products.

Andrx Corporation, headquartered in Fort Lauderdale, Florida, formulates
and commercializes controlled-release oral pharmaceuticals utilizing its
proprietary drug delivery technologies to improve drug therapy. The
company also develops generic versions of selected high sales volume
controlled-release brand name pharmaceuticals.

Bristol-Myers Squibb Company, headquartered in New York, New York,
through divisions and subsidiaries, produces and distributes
pharmaceutical and non-prescription health products, toiletries and
beauty aids, and medical devices.

Glaxo Wellcome Plc (ADR), headquartered in London, England, conducts
research into and develops, makes and markets ethical pharmaceuticals
around the world. Products include gastrointestinal, respiratory, anti-
emesis, anti-migraine, systemic antibiotics, cardiovascular,
dermatological, foods and animal health.

Johnson & Johnson, headquartered in New Brunswick, New Jersey, makes and
sells pharmaceuticals, personal healthcare products, medical and
surgical equipment, and contact lenses.

Eli Lilly and Company, headquartered in Indianapolis, Indiana, with
subsidiaries, develops, makes and markets pharmaceutical and animal
health products sold in countries around the world. The company also
provides healthcare management services in the United States.

Merck & Co., Inc., headquartered in Whitehouse Station, New Jersey, is a
leading pharmaceutical concern that discovers, develops, makes and
markets a broad range of human and animal health products and services.
The company also administers managed prescription drug programs.

Novartis AG (ADR), headquartered in Basel, Switzerland, manufactures
healthcare products for use in a broad range of medical fields, as well
as nutritional and agricultural products. The company markets its
products worldwide.

Pfizer Inc., headquartered in New York, New York, produces and
distributes anti-infectives, anti-inflammatory agents, cardiovascular
agents, antifungal drugs, central nervous system agents, orthopedic
implants, food science products, animal health products, toiletries,
baby care products, dental rinse and other proprietary health items.

Roche Holdings AG (ADR), headquartered in Basel, Switzerland, develops
and manufactures pharmaceutical and chemical products. Through its
subsidiaries, the company develops pharmaceuticals and drugs, fine
chemicals and vitamins, fragrances and flavors, diagnostic equipment and
liquid crystals. Products are distributed throughout Europe, Asia, Latin
America and the United States.

Schering-Plough Corporation, headquartered in Madison, New Jersey,
develops, makes and markets pharmaceutical and healthcare products
worldwide. Products include prescription drugs, animal health products
and over-the-counter foot care and sun care products.

Equity Securities Selected for Digital Convergence Select Portfolio,
Series 2 and Digital Convergence Portfolio, Series 2

Both the Digital Convergence Select Portfolio, Series 2 and the Digital
Convergence Portfolio, Series 2 contain common stocks of the following
companies:

Page 6

COMMUNICATIONS

Communications Equipment
_________________________

JDS Uniphase Corporation, headquartered in San Jose, California,
designs, develops, makes and markets laser subsystems, laser-based
semiconductor wafer defect examination and analysis equipment and fiber
optic telecommunications equipment products.

Lucent Technologies Inc., headquartered in Murray Hill, New Jersey,
designs, develops and manufactures communications systems, software and
products worldwide. The company's research and development activities
are conducted through Bell Laboratories.

Nortel Networks Corporation, headquartered in Brampton, Ontario, Canada,
makes fully-digital telecommunications switching equipment and
communications equipment and systems for business and residential use.
The company operates worldwide.

Tellabs, Inc., headquartered in Lisle, Illinois, makes and services
voice, data and video transport and network access systems used by
public telephone companies, long-distance carriers, alternate service
providers, cellular providers, cable operators, government agencies,
utilities and business end-users.

Communications Services
_________________________

MCI WorldCom, Inc., headquartered in Clinton, Mississippi, operates as a
global communications company which provides facilities-based and fully-
integrated local, long distance, international and Internet services in
over 65 countries encompassing the Americas, Europe and the Asia-Pacific
regions. The company also offers wireless and 800 services, calling
cards, private lines and debit cards.

Wireless Communications
_________________________

L.M. Ericsson AB (ADR), headquartered in Stockholm, Sweden, develops and
produces advanced systems, products and services for wired and mobile
communications in public and private networks worldwide. The company's
product line includes digital and analog systems for telephones and
networks, microwave radio links, radar surveillance systems and business
systems.

Nokia Oy (ADR), headquartered in Espoo, Finland, supplies
telecommunications systems and equipment, including mobile phones,
battery chargers for mobile phones, computer monitors, multimedia
network terminals and satellite receivers. The company provides its
products and services worldwide.

QUALCOMM Incorporated, headquartered in San Diego, California, designs,
develops, makes, sells, licenses and operates advanced communications
systems and products based on proprietary digital wireless technology.
The company's products include "CDMA" integrated circuits, wireless
phones and infrastructure products, transportation management
information systems and ground stations, and phones for the low-earth-
orbit satellite communications system.

ENTERTAINMENT

Consumer Electronics
____________________

Koninklijke (Royal) Philips Electronics N.V. (ADR), headquartered in
Amsterdam, the Netherlands, makes lighting products; consumer
electronics; components and sub-systems; music and films, integrated
circuits and discrete semiconductors; and medical systems and business
electronics. The company markets its products worldwide.

Sony Corporation (ADR), headquartered in Tokyo, Japan, develops, makes
and markets electronic equipment and devices. Products include video and
audio equipment and televisions; computers and computer peripherals;
semiconductors and telecommunication equipment.

Internet Content
________________

America Online, Inc., headquartered in Dulles, Virginia, provides online
services to consumers in the United States, Canada, Europe and Japan
offering subscribers a wide variety of services, including electronic
mail, conferencing, news, sports, Internet access, entertainment,
weather, stock quotes, software, computing support and online classes.

CMGI Inc., headquartered in Andover, Massachusetts, invests in and
develops Internet companies; operates direct marketing companies and
venture funds focused on the Internet; and, through subsidiaries,
provides fulfillment services.

Yahoo! Inc., headquartered in Santa Clara, California, is a global
Internet media company that offers a family of branded on-line media
properties, including "YAHOO!" The company's Web site enables users to
locate and access information and services through hypertext links from
a hierarchical, subject-based directory of Web sites.

Multimedia
___________

The Walt Disney Company, headquartered in Burbank, California, is a
diversified international entertainment company with operations in
filmed entertainment, theme parks and resorts and consumer products. The
company also has broadcasting (including Capital Cities/ABC, Inc.) and
publishing operations.

Page 7

Viacom Inc. (Class B), headquartered in New York, New York, operates
satellite entertainment networks, television stations and theme parks;
produces and distributes theatrical motion pictures and television
programming; operates videocassette rental and sales stores; and
publishes books and software products. The company's operations include
Blockbuster video and music retailers, MTV Networks, Paramount Pictures,
Paramount Television, Paramount Parks, Showtime Networks, and Simon &
Schuster publishing company.

TECHNOLOGY

Computers & Peripherals
_________________________

Dell Computer Corporation, headquartered in Round Rock, Texas, designs,
develops, makes, sells, services and supports a broad range of computer
systems, including desktops, notebooks and servers compatible with
industry standards under the "Dell" brand name. The company also sells
software, peripheral equipment, and service and support programs.

EMC Corporation, headquartered in Hopkinton, Massachusetts, designs,
manufactures, markets and supports hardware, software and service
products for the enterprise storage market. The company's products are
sold as integrated storage solutions for customers on various computing
platforms including "UNIX" and "Windows NT."

Sun Microsystems, Inc., headquartered in Palo Alto, California, supplies
network computing products, including desktop systems, storage
subsystems, network switches, servers, software, microprocessors and a
full range of services and support, using the UNIX operating system.

Internet Software & Services
___________________________

Exodus Communications, Inc., headquartered in Santa Clara, California,
provides Internet system and network management solutions for
enterprises with mission-critical Internet operations. The company's
data centers are located throughout the United States and in England.

Inktomi Corporation, headquartered in Foster City, California, develops
and markets scalable Internet software. The company's products are
designed to enhance the performance and intelligence of large scale
networks and include search engine, shopping engine and traffic service
network caching products.

Microsoft Corporation, headquartered in Redmond, Washington, develops,
manufactures, licenses and supports a wide range of software products.
The company offers operating system software, server application
software, business and consumer applications software, software
development tools and Internet and intranet software. "Windows" is the
company's flagship PC operating system. The company also develops the
MSN network of Internet products and services.

Phone.com, Inc., headquartered in Redwood City, California, provides
software to deliver Internet-based services to mass-market wireless
telephones. The company's product provides access to Internet services
and intranet-based services, including news, stocks, e-mail, travel,
weather, and sports to wireless subscribers.

RealNetworks, Inc., headquartered in Seattle, Washington, develops and
markets software products and services designed to enable users of
personal computers and other digital devices to send and receive real-
time media using today's infrastructure. The company's products and
services include, "RealSystem G2," "Real Broadcast Network" and
"RealJukebox."

VeriSign, Inc., headquartered in Mountain View, California, provides
digital certificate solutions and infrastructure needed by companies,
government agencies, trading partners and individuals to conduct trusted
and secure communications and commerce over the Internet and over
intranets and extranets using the Internet Protocol.

Networking Products
_____________________

Cisco Systems, Inc., headquartered in San Jose, California, provides
networking solutions that connect computing devices and computer
networks. The company offers various products to utilities,
corporations, universities, governments and small to medium businesses
worldwide.

Juniper Networks, Inc., headquartered in Mountain View, California,
provides Internet infrastructure solutions for Internet service
providers and other telecommunications service providers. The company
delivers next generation Internet backbone routers that are designed for
service provider networks.

Semiconductors
_______________

Intel Corporation, headquartered in Santa Clara, California, designs,
develops, makes and markets advanced microcomputer components and
related products at various levels of integration. Principal components
consist of silicon-based semiconductors etched with complex patterns of
transistors.

PMC-Sierra, Inc., headquartered in Burnaby, British Columbia, Canada,
designs, develops, markets and supports high-performance semiconductor
system solutions used in broadband communications infrastructures, high-
bandwidth networks and multimedia personal computers.

Texas Instruments Incorporated, headquartered in Dallas, Texas, provides
semiconductor products and designs and supplies digital signal
processing and analog technologies. The company has worldwide
manufacturing and sales operations.

Page 8

Equity Securities Selected for Fiber Optics Select Portfolio, Series 2
and Fiber Optics Portfolio, Series 2

Both the Fiber Optics Select Portfolio, Series 2 and the Fiber Optics
Portfolio, Series 2 contain common stocks of the following companies:

Communications Services
_______________________

AT&T Corp., headquartered in New York, New York, provides voice, data
and video telecommunications services; regional, domestic, international
and local communication transmission services; cellular telephone and
other wireless services; and billing, directory and calling card services.
Allied Riser Communications Corporation, headquartered in Dallas, Texas,
provides broadband data, video and voice communications services to
small- and medium-sized businesses in various metropolitan areas in the
United States. The company delivers its services over fiber optic
networks.

Global Crossing Ltd., headquartered in Hamilton, Bermuda, provides
global Internet and long distance telecommunications facilities and
services utilizing a network of undersea digital fiber optic cable
systems and associated terrestrial backhaul capacity. The company
operates as a carrier's carrier, providing tiered pricing and segmented
products to licensed providers of international telecommunications
services.

Level 3 Communications, Inc., headquartered in Broomfield, Colorado,
provides telecommunications and information services, including local,
long distance and data transmission. The company is building the first
international network optimized for Internet Protocol technology. The
network will combine both local and long distance networks, connecting
customers end-to-end across the United States and in Europe and Asia.

Metromedia Fiber Network, Inc. (Class A), headquartered in White Plains,
New York, provides technologically advanced, high-bandwidth, fiber optic
communications infrastructure to carrier and corporate and government
customers in the United States and Europe.

Qwest Communications International Inc., headquartered in Denver,
Colorado, provides broadband Internet-based data, voice and image
communications for businesses and consumers. The company also constructs
and installs fiber optic systems for other communications providers and
its own use.

Time Warner Telecom Inc., headquartered in Greenwood Village, Colorado,
is a fiber facilities-based local exchange carrier in selected
metropolitan areas across the United States. The company offers a wide
range of business telephony services, primarily to medium- and large-
sized business customers and other carriers. The company's customers
include telecommunications-intensive business end-users and long
distance carriers.

Williams Communications Group, Inc., headquartered in Tulsa, Oklahoma,
owns and operates a nationwide fiber optic network focused on providing
voice, data, Internet and video services to communications service
providers. The company also sells, installs and maintains communications
equipment and network services.

Communications Equipment
________________________

ADC Telecommunications, Inc., headquartered in Minnetonka, Minnesota,
designs, makes and markets a broad range of products and services that
enable its customers to construct and upgrade their telecommunications
networks to support increasing user demand for voice, data and video
services.

Fiber Optics
____________

CIENA Corporation, headquartered in Linthicum, Maryland, designs,
manufactures and sells dense wavelength division multiplexing systems
for long distance fiber optic telecommunications networks. The company
also provides a range of engineering, furnishing and installation
services. The company's systems alleviate capacity constraints in high
traffic, long distance fiber optic routes without requiring installation
of new fiber.

Corning Incorporated, headquartered in Corning, New York, with
subsidiaries, manufactures and sells optical fiber, cable, hardware and
components for the global telecommunications industry; ceramic emission
control substrates used in pollution-control devices; and plastic and

Page 9

glass laboratory products. The company also produces high-performance
displays and components for television and other communications-related
industries.

Digital Lightwave, Inc., headquartered in Clearwater, Florida, designs,
develops, markets and supports diagnostic products. The company's
products monitor, maintain and manage fiber optic-based networks. The
company's products provide telecommunications service providers and
equipment manufacturers with the capability to deploy and manage fiber
optic networks.

Ditech Communications Corporation, headquartered in Mountain View,
California, designs, develops and markets equipment used in building and
expanding telecommunications and cable communications networks. The
company's products include echo cancellation equipment and equipment
that enables and facilitates communications over fiber optic networks.

Finisar Corporation, headquartered in Sunnyvale, California, develops
and manufactures gigabit-rate fiber optic systems and components for
high-speed serial data communications. The company's fiber optic systems
include GBIC transceivers, optical multiplexers and link extenders,
protocol analyzers and data generators for Gigabit Ethernet and Fibre
Channel networks.

Harmonic Inc., headquartered in Sunnyvale, California, makes and sells
highly integrated fiber optic and digital systems for delivering video,
voice and data services over cable, satellite and wireless networks. The
company's "TRANsend" digital product line combines and customizes
content from a variety of sources.

SDL, Inc., headquartered in San Jose, California, designs, manufactures
and markets semiconductor optoelectronic integrated circuits,
semiconductor lasers, fiber optic products and optoelectronic systems.
The company's products are used in the telecommunications, cable
television, dense wavelength division multiplexing and satellite
communications markets.

Networking Products
____________________

Redback Networks Inc., headquartered in Sunnyvale, California, provides
advanced networking solutions. The company's solutions enable carriers,
cable multiple system operators and service providers to rapidly deploy
high-speed broadband access to the Internet and corporate networks. The
company's subscriber management system connects and manages subscribers
using digital subscriber line, cable and wireless technologies.

Sycamore Networks, Inc., headquartered in Chelmsford, Massachusetts,
develops and markets software-based optical networking products. The
company's customers include local exchange carriers, incumbent local
exchange carriers, long distance carriers, Internet service providers,
cable operators, international telephone companies and wholesale carriers.

Equity Securities Selected for Genomics & Proteomics Select Portfolio,
Series 2 and Genomics & Proteomics Portfolio, Series 2

Both the Genomics & Proteomics Select Portfolio, Series 2 and the
Genomics & Proteomics Portfolio, Series 2 contain common stocks of the
following companies:

Abgenix, Inc., headquartered in Fremont, California, develops and
intends to commercialize its XenoMouse technology to produce antibody
therapeutic products used in the prevention and treatment of various
conditions, such as transplant related diseases, inflammatory and
autoimmune disorders, and cancer.

COR Therapeutics, Inc., headquartered in South San Francisco,

Page 10

California, focuses on the development of novel pharmaceutical products
for the treatment and prevention of severe cardiovascular diseases. The
company focuses on the discovery, development and commercialization of
pharmaceutical products to prevent and treat severe cardiovascular
diseases, including arterial thrombosis, a blockage occurring in an
artery; venous thrombosis, a thrombus occurring in a vein; and
restenosis, a renarrowing of the arteries.

Celera Genomics Group, headquartered in Norwalk, Connecticut, is a
subsidiary of PE Corporation. The company is involved in the sequencing
of the human genome (and other biologically important model organisms)
and generates, sells and supports genomic information and related
information management and analysis software. The company also
discovers, validates and licenses proprietary gene products, genetic
markets and information concerning genetic variability.

CuraGen Corporation, headquartered in New Haven, Connecticut, applies
genomics, the study of genes and their functions, to the systematic
discovery of genes, biological pathways and drug candidates in order to
accelerate the discovery and development of the next generation of
therapeutic, agricultural and diagnostic products.

Emisphere Technologies, Inc., headquartered in Tarrytown, New York,
develops novel technologies for the oral delivery of pharmaceuticals
which could previously be taken only by injection or other non-oral
means. The company is working to develop and commercialize its
proprietary technologies, which are intended to surmount the obstacles
associated with the oral administration of many currently injectable
therapeutic agents.

Gene Logic Inc., headquartered in Gaithersburg, Maryland, uses a
proprietary system to discover drug targets and drug leads and provides
genomic database products for pharmaceutical company partners. The
company has strategic alliances with Procter & Gamble Pharmaceuticals,
Inc., Japan Tobacco, Inc. and N.V. Organon, a unit of Akzo Nobel N.V.

Genome Therapeutics Corp., headquartered in Waltham, Massachusetts,
identifies and characterizes the genes of disease-causing organisms, as
well as human genes associated with major diseases, including prostate
cancer, asthma, osteoporosis and neuropsychiatric disorders.

Gilead Sciences, Inc., headquartered in Foster City, California,
discovers, develops and commercializes treatments for important viral
diseases, including a currently available therapy for cytomegalovirus
retinitis, and products in development to treat diseases caused by human
immunodeficiency virus, hepatitis B virus and influenza virus.

Hyseq, Inc., headquartered in Sunnyvale, California, develops gene-based
therapeutic product candidates and diagnostic products and tests using
its proprietary DNA array technology. The company believes that its HyX
genomics platform, which utilizes its proprietary sequencing by
hybridization technology as its foundation, generates higher gene
sequence throughput with greater analytical flexibility and accuracy and
lower cost than prevailing technologies.

ImClone Systems Incorporated, headquartered in New York, New York,
researches and develops therapeutic products for the treatment of
selected cancers and cancer-related disorders. The company's product
candidates include interventional therapeutics for cancer and cancer
vaccines.

Immunex Corporation, headquartered in Seattle, Washington, discovers,
develops, makes and markets therapeutic products for the treatment of
cancer, infectious diseases and immunological disorders. The company's
products are sold worldwide.

Incyte Pharmaceuticals, Inc., headquartered in Palo Alto, California,
designs, sells and supports genomic database products, genomic data

Page 11

management software tools, and related reagents and services. The
company has created a portfolio of database products.

Lynx Therapeutics, Inc., headquartered in Hayward, California, holds and
continues to develop certain proprietary technologies that enables the
simultaneous identification and analysis of nearly all the DNA molecules
or fragments in a single biological sample.

Medarex, Inc., headquartered in Princeton, New Jersey, develops
therapeutic products for the treatment of cancer, AIDS and other life-
threatening diseases based on proprietary technology in the field of
immunology. The company uses innovative monoclonal antibody technology
to develop proprietary therapeutic pharmaceuticals to treat cancer, AIDS
and other infectious diseases, autoimmune diseases and cardiovascular
disease.

Myriad Genetics, Inc., headquartered in Salt Lake City, Utah, discovers
and sequences genes related to major common diseases, such as cancer and
cardiovascular disease and the central nervous system using analyses of
extensive family histories and genetic material, as well as proprietary
technologies, to identify inherited gene mutations.

Nanogen, Inc., headquartered in San Diego, California, integrates
advanced microelectronics and molecular biology into a platform
technology with applications in the fields of medical diagnostics,
genetic testing, genomics, biomedical research, and drug discovery.

Neurocrine Biosciences, Inc., headquartered in San Diego, California,
discovers and develops therapeutics for the treatment of diseases and
disorders of the central nervous and immune systems including anxiety,
depression, Alzheimer's disease, obesity and multiple sclerosis.

Equity Securities Selected for Pharmaceutical Select Portfolio, Series 3
and Pharmaceutical Portfolio, Series 9

Both the Pharmaceutical Select Portfolio, Series 3 and the
Pharmaceutical Portfolio, Series 9 contain common stocks of the
following companies:

Abbott Laboratories, headquartered in Abbott Park, Illinois, discovers,
develops, makes and sells a broad and diversified line of healthcare
products and services.

Elan Corporation Plc (ADR), headquartered in Dublin, Ireland, is a
specialty pharmaceutical company. The company develops and licenses drug
delivery systems formulated to increase the therapeutic value of certain

Page 12

medications, with reduced side effects. The company also develops and
markets therapeutic agents to diagnose and treat central nervous systems
diseases and disorders.

Johnson & Johnson, headquartered in New Brunswick, New Jersey, makes and
sells pharmaceuticals, personal healthcare products, medical and
surgical equipment, and contact lenses.

Equity Securities Selected for Storage & Networking Select Portfolio
Series and Storage & Networking Portfolio Series

Both the Storage & Networking Select Portfolio Series and the Storage &
Networking Portfolio Series contain common stocks of the following
companies:

Computers & Peripherals
_______________________

Compaq Computer Corporation, headquartered in Houston, Texas, operates
the world's second largest computer company, manufacturing desktop and
portable computers and PC servers.

Hewlett-Packard Company, headquartered in Palo Alto, California,
designs, makes and services equipment and systems for measurement,
computation and communications including computer systems, personal
computers, printers, calculators, electronic test equipment, medical
electronic equipment, electronic components and instrumentation for
chemical analysis.

International Business Machines Corporation, headquartered in Armonk,
New York, provides customer solutions through the use of advanced

Page 13

information technologies. The company offers a variety of solutions that
include services, software, systems, products, financing and technologies.

Networking Products
___________________

3Com Corporation, headquartered in Santa Clara, California, offers a
broad range of networking products which connect people and
organizations to information. Products include routers, switches, hubs,
remote access concentrators, and network management software for
Ethernet, Token Ring, Fiber Distributed Data Interface, Asynchronous
Transfer Mode and other high-speed technologies.

Adaptec, Inc., headquartered in Milpitas, California, designs, makes and
markets hardware and software products that enhance data transfer rates
between computers, peripherals and networks. The company's
"Input/Output," connectivity and network products are incorporated into
the systems and products of major computer and peripheral makers
worldwide.

Brocade Communications Systems, Inc., headquartered in San Jose,
California, supplies Fibre Channel switching solutions for storage area
networks (SANs). The company's products are connected to computers and
storage devices, such as disk drives and tape drives, that computers use
to save information.

Crossroads Systems, Inc., headquartered in Austin, Texas, is a provider
of storage routers for storage area networks, enabling Fibre Channel
storage area networks to connect with many of an organization's other
computer devices that use different computer protocols. The company's
products are sold through server and storage system original equipment
manufacturers.

Emulex Corporation, headquartered in Costa Mesa, California, designs and
makes network connectivity products such as Fibre Channel, printer
servers and network access products. The company's hardware and software-
based networking solutions improve communication in computer networks
and enhance data flow between computers and peripherals.

Extreme Networks, Inc., headquartered in Santa Clara, California,
provides switching solutions designed to meet the needs of enterprise
local area networks, or LANs. The company's products, including its
"Summit" stackable and "BlackDiamond" modular product families,
incorporate an ASIC-based, wire-speed architecture.

Foundry Networks, Inc., headquartered in Sunnyvale, California, designs,
develops, manufactures and markets a comprehensive suite of high
performance networking products for building and maintaining efficient,
high performance networks.

JNI Corp., headquartered in San Diego, California, is a designer and
supplier of Fibre Channel hardware and software products that connect
servers and data storage devices to form storage area networks. The
company's primary products are host bus adapters for use with the SBus
and PCI interfaces.

Network Appliance, Inc. , headquartered in Sunnyvale, California,
designs, makes, markets and supports high performance network data
storage devices which provide fast, simple, reliable and cost-effective
file service for data-intensive network environments.

Visual Networks, Inc., headquartered in Rockville, Maryland, makes and
sells wide-area-network service level management systems for
statistically multiplexed technologies such as Frame Relay and
IP/Internet.

Semiconductors
______________

Intel Corporation, headquartered in headquartered in Santa Clara,
California, designs, develops, makes and markets advanced microcomputer
components and related products at various levels of integration.
Principal components consist of silicon-based semiconductors etched with
complex patterns of transistors.

QLogic Corporation, headquartered in Costa Mesa, California, designs and
supplies semiconductor products that provide interface connections
between computer systems and their attached data storage peripherals
such as hard disk drives, tape drives and subsystems.

Storage
________

Advanced Digital Information Corporation, headquartered in Redmond,
Washington, designs, makes, markets and supports specialized data

Page 14

storage peripherals used to back up and archive electronic data for PC-
based and UNIX client/server network computing environments.

Seagate Technology, Inc., headquartered in Scotts Valley, California, is
a leading provider of products to store, retrieve and manage data on
computer and data communications systems. It produces and sells disk
drives and magnetic discs used in computer systems and multimedia
applications as well as disc drive components, tape drives and software.

VERITAS Software Corporation, headquartered in Mountain View,
California, designs, develops, markets and supports enterprise data
storage management and high availability products for open system
environments.

Software
________

BroadVision, Inc., headquartered in Redwood City, California, develops,
markets and supports application software solutions. The company
provides an integrated software application system, "BroadVision One-To-
One," that enables businesses to create applications for interactive
marketing and selling services on the World Wide Web.

Check Point Software Technologies Ltd., headquartered in Ramat-Gan,
Israel, develops, sells and supports secure enterprise networking
solutions. The company's integrated architecture includes network
security ("FireWall-1," "VPN-1," "Open Security Manager" and "Provider-
1"), traffic control ("FloodGate-1" and "ConnectControl") and Internet
protocol address management ("Meta IP")

Legato Systems, Inc., headquartered in Palo Alto, California, develops,
sells and supports network storage management software products for
heterogeneous client/server computing environments and large-scale
enterprises.

Oracle Corporation, headquartered in Redwood Shores, California,
designs, develops, markets and supports computer software products with
a wide variety of uses, including database management, application
development, business intelligence and business applications.

Equity Securities Selected for Technology Select Portfolio, Series 3 and
Technology Portfolio, Series 12

Both the Technology Select Portfolio, Series 3 and the Technology
Portfolio, Series 12 contain common stocks of the following companies:

Communications Equipment
________________________

JDS Uniphase Corporation, headquartered in San Jose, California,
provides networking solutions that connect computing devices and
computer networks. The company offers various products to utilities,
corporations, universities, governments and small to medium businesses
worldwide.

Page 15

Computers & Peripherals
_______________________

Gateway Inc., headquartered in San Diego, California, markets personal
computers (PCs) and related products and services. The company develops,
manufactures, markets and supports a broad line of desktop and portable
personal computers, digital media (convergence) PCs, servers,
workstations and PC-related products for use by individuals, businesses,
government agencies and educational institutions.

International Business Machines Corporation, headquartered in Armonk,
New York, provides customer solutions through the use of advanced
information technologies. The company offers a variety of solutions that
include services, software, systems, products, financing and technologies.

Seagate Technology, Inc., headquartered in Scotts Valley, California,
designs, manufactures and markets products for storage, retrieval and
management of data on computer and data communications systems. The
company's products include disk drives and magnetic discs used in
computer systems and multimedia applications; and disc drive components,
tape drives and software.

Solectron Corporation, headquartered in Milpitas, California, provides a
complete range of advanced manufacturing services, including
sophisticated electronic assembly and turnkey manufacturing management
services, to original equipment manufacturers in the electronics industry.

Computer Software & Services

________________________

BMC Software, Inc., headquartered in Houston, Texas, provides high-
performance systems management software products for mainframe and
client/server based information systems. The company also sells and
provides maintenance enhancement and support services for its products.

Siebel Systems, Inc., headquartered in San Mateo, California, designs,
sells and supports enterprise-class sales and marketing information
software systems. The company also designs, develops and markets a Web-
based application software product.

Networking Products

____________________

Semiconductor Equipment
_______________________

Applied Materials, Inc., headquartered in San Diego, California,
designs, makes and markets high-performance, high-bandwidth silicon
products for automated test equipment, high-speed computing and military
markets throughout the world.

Page 16

Novellus Systems, Inc., headquartered in San Jose, California, designs,
makes, sells and services chemical vapor deposition equipment used in
the fabrication of integrated circuits. The company sells its products
to semiconductor manufacturers worldwide.

Semiconductors
______________

Altera Corporation, headquartered in San Jose, California, designs,
manufactures and markets programmable logic devices and associated
development tools to the telecommunications, data communications and
industrial applications markets.

National Semiconductor Corporation, headquartered in Santa Clara,
California, designs, develops, makes and markets analog intensive, mixed-
signal and other integrated circuits for applications in the
communications, personal systems, consumer and industrial markets. The
company's products are marketed throughout the world through a direct
sales force and a network of distributors.

STMicroelectronic N.V., headquartered in St. Genis Pouilly, France,
designs, develops, makes and markets a broad range of semiconductor
integrated circuits and discrete devices used in a variety of
microelectronic applications, including telecommunications and computer
systems, consumer products, automotive products and industrial
automation and control systems.

Vitesse Semiconductor Corporation, headquartered in Camarillo,
California, designs, develops, makes and sells digital gallium arsenide
integrated circuits primarily for telecommunications, data
communications and automated test equipment systems providers.

We have obtained the foregoing descriptions from sources we deem
reliable. We have not independently verified the provided information
either in terms of accuracy or completeness.

Page 17

MEMORANDUM

Re: FT 422

The only difference of consequence (except as described
below) between FT 415, which is the current fund, and FT 422, the
filing of which this memorandum accompanies, is the change in the
series number. The list of securities comprising the Fund, the
evaluation, record and distribution dates and other changes
pertaining specifically to the new series, such as size and
number of Units in the Fund and the statement of condition of the
new Fund, will be filed by amendment.

1940 ACT

FORMS N-8A AND N-8B-2

These forms were not filed, as the Form N-8A and Form N-8B-2
filed in respect of Templeton Growth and Treasury Trust, Series 1
and subsequent series (File No. 811-05903) related also to the
subsequent series of the Fund.

1933 ACT

PROSPECTUS

The only significant changes in the Prospectus from the FT
415 Prospectus relate to the series number and size and the date
and various items of information which will be derived from and
apply specifically to the securities deposited in the Fund.

CONTENTS OF REGISTRATION STATEMENT

ITEM A Bonding Arrangements of Depositor:

Nike Securities L.P. is covered by a Broker's Fidelity
Bond, in the total amount of $1,000,000, the insurer
being National Union Fire Insurance Company of
Pittsburgh.

ITEM B This Registration Statement on Form S-6 comprises the
following papers and documents:

The facing sheet

The Prospectus

The signatures

Exhibits

S-1
SIGNATURES

Pursuant to the requirements of the Securities Act of 1933,
the Registrant, FT 422 has duly caused this Amendment No. 1 to
the Registration Statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the Village of Lisle
and State of Illinois on March 21, 2000.

FT 422
(Registrant)

By: NIKE SECURITIES L.P.
(Depositor)

By Robert M. Porcellino
Senior Vice President

Pursuant to the requirements of the Securities Act of 1933,
this Registration Statement has been signed below by the
following person in the capacity and on the date indicated:

NAME TITLE* DATE

David J. Allen Sole Director of
Nike Securities March 21, 2000
Corporation, the
General Partner of
Nike Securities L.P. Robert M. Porcellino
Attorney-in-Fact**

___________________________
* The title of the person named herein represents his capacity
in and relationship to Nike Securities L.P., the Depositor.

** An executed copy of the related power of attorney was filed
with the Securities and Exchange Commission in connection
with Amendment No. 1 to form S-6 of The First Trust Combined
Series 258 (File No. 33-63483) and the same is hereby
incorporated by this reference.

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CONSENTS OF COUNSEL

The consents of counsel to the use of their names in the
Prospectus included in this Registration Statement will be
contained in their respective opinions to be filed as Exhibits
3.1, 3.2, 3.3 and 3.4 of the Registration Statement.

CONSENT OF ERNST & YOUNG LLP

The consent of Ernst & Young LLP to the use of its name and
to the reference to such firm in the Prospectus included in this
Registration Statement will be filed by amendment.

CONSENT OF FIRST TRUST ADVISORS L.P.

The consent of First Trust Advisors L.P. to the use of its
name in the Prospectus included in the Registration Statement is
filed as Exhibit 4.1 to the Registration Statement.

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EXHIBIT INDEX

1.1 Form of Standard Terms and Conditions of Trust for The
First Trust Special Situations Trust, Series 22 and
certain subsequent Series, effective November 20, 1991
among Nike Securities L.P., as Depositor, United States
Trust Company of New York as Trustee, Securities
Evaluation Service, Inc., as Evaluator, and Nike
Financial Advisory Services L.P. as Portfolio Supervisor
(incorporated by reference to Amendment No. 1 to Form S-6
[File No. 33-43693] filed on behalf of The First Trust
Special Situations Trust, Series 22).

1.1.1* Form of Trust Agreement for FT 422 among Nike Securities
L.P., as Depositor, The Chase Manhattan Bank, as Trustee
and First Trust Advisors L.P., as Evaluator and Portfolio
Supervisor.

1.2 Copy of Certificate of Limited Partnership of Nike
Securities L.P. (incorporated by reference to Amendment
No. 1 to Form S-6 [File No. 33-42683] filed on behalf of
The First Trust Special Situations Trust, Series 18).

1.3 Copy of Amended and Restated Limited Partnership
Agreement of Nike Securities L.P. (incorporated by
reference to Amendment No. 1 to Form S-6 [File No.
33-42683] filed on behalf of The First Trust Special
Situations Trust, Series 18).

1.4 Copy of Articles of Incorporation of Nike Securities
Corporation, the general partner of Nike Securities L.P.,
Depositor (incorporated by reference to Amendment No. 1
to Form S-6 [File No. 33-42683] filed on behalf of The
First Trust Special Situations Trust, Series 18).

1.5 Copy of By-Laws of Nike Securities Corporation, the
general partner of Nike Securities L.P., Depositor
(incorporated by reference to Amendment No. 1 to Form S-6
[File No. 33-42683] filed on behalf of The First Trust
Special Situations Trust, Series 18).

2.1 Copy of Certificate of Ownership (included in Exhibit 1.1
filed herewith on page 2 and incorporated herein by
reference).

2.2 Copy of Code of Ethics (incorporated by reference to
Amendment No. 1 to form S-6 [File No. 333-31176] filed on
behalf of FT 415).

3.1* Opinion of counsel as to legality of Securities being
registered.

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

3.3* Opinion of counsel as to New York income tax status of
Securities being registered.

3.4* Opinion of counsel as to advancement of funds by Trustee.

4.1* Consent of First Trust Advisors L.P.

6.1 List of Directors and Officers of Depositor and other
related information (incorporated by reference to
Amendment No. 1 to Form S-6 [File No. 33-42683] filed on
behalf of The First Trust Special Situations Trust,
Series 18).

7.1 Power of Attorney executed by the Director listed on page
S-3 of this Registration Statement (incorporated by
reference to Amendment No. 1 to Form S-6 [File No.
33-63483] filed on behalf of The First Trust Combined
Series 258).

___________________________________
* To be filed by amendment.

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