<PAGE>
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON FEBRUARY 4, 2000
REGISTRATION NO. 333-92787
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
-------------------------------------
AMENDMENT NO. 1
TO
FORM S-6
-------------------------------------
FOR REGISTRATION UNDER THE SECURITIES ACT
OF 1933 OF SECURITIES OF UNIT INVESTMENT
TRUSTS REGISTERED ON FORM N-8B-2
-------------------------------------
A. EXACT NAME OF TRUST:
EQUITY INVESTOR FUND
SELECT SERIES
PRINCIPLED VALUES PORTFOLIO 2000 SERIES A
DEFINED ASSET FUNDS
B. NAMES OF DEPOSITOR:
MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED
C. COMPLETE ADDRESSES OF DEPOSITOR'S PRINCIPAL EXECUTIVE OFFICES:
<TABLE>
<S> <C> <C>
MERRILL LYNCH, PIERCE,
FENNER & SMITH
INCORPORATED
DEFINED ASSET FUNDS
P.O. BOX 9051
PRINCETON, NJ 08543-9051
</TABLE>
D. NAME AND COMPLETE ADDRESS OF AGENT FOR SERVICE:
<TABLE>
<S> <C> <C>
TERESA KONCICK, ESQ.
P.O. BOX 9051
PRINCETON, NJ 08543-9051
COPIES TO:
PIERRE DE SAINT PHALLE,
ESQ.
450 LEXINGTON AVENUE
NEW YORK, NY 10017
</TABLE>
E. TITLE OF SECURITIES BEING REGISTERED:
An indefinite number of Units of Beneficial Interest pursuant to Rule 24f-2
promulgated under the Investment Company Act of 1940, as amended.
F. APPROXIMATE DATE OF PROPOSED SALE TO PUBLIC.
As soon as practicable after the effective date of the Registration Statement.
/X/ Check box if it is proposed that this Registration Statement shall become
effective upon filing on February 4, 2000, pursuant to Rule 487.
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>
DEFINED ASSET FUNDS--REGISTERED TRADEMARK--
----------------------------------------------------
EQUITY INVESTOR FUND
SELECT SERIES
PRINCIPLED VALUES PORTFOLIO 2000 SERIES A
(A UNIT INVESTMENT TRUST)
- DESIGNED FOR CAPITALAPPRECIATION
- SOCIALLY RESPONSIBLE EQUITY INVESTMENT
-----------------------------------------------------
The Securities and Exchange Commission has not
SPONSOR: approved or disapproved these Securities or passed
MERRILL LYNCH, upon the adequacy of this prospectus. Any
PIERCE, FENNER & SMITH representation to the contrary is a criminal offense.
INCORPORATED Prospectus dated February 4, 2000.
<PAGE>
- --------------------------------------------------------------------------------
Defined Asset Funds--Registered Trademark--
Defined Asset Funds-Registered Trademark- is America's oldest and largest family
oldest and largest family of unit investment trusts, with over $160 billion
sponsored over the last 28 years. Defined Asset Funds has been a leader in unit
investment trust research and product innovation. Our family of Funds helps
investors work toward their financial goals with a full range of quality
investments, including municipal, corporate and government bond portfolios,
equity portfolios, and international bond and equity portfolios.
Defined Asset Funds offer a number of advantages:
- A disciplined strategy of buying and holding with a long-term view is the
cornerstone of Defined Asset Funds.
- Fixed portfolio: Defined Funds follow a buy and hold investment strategy;
funds are not managed and portfolio changes are limited.
- Defined Portfolios: We choose the stocks and bonds in advance, so you know
what you're investing in.
- Professional research: Our dedicated research team seeks out stocks or bonds
appropriate for a particular fund's objectives.
- Ongoing supervision: We monitor each portfolio on an ongoing basis.
No matter what your investment goals, risk tolerance or time horizon, there's
probably a Defined Asset Fund that suits your investment style. Your financial
professional can help you select a Defined Asset Fund that works best for your
investment portfolio.
- -------------
"DEFINED ASSET FUNDS" IS A REGISTERED
SERVICEMARK OF MERRILL LYNCH & CO., INC.
<TABLE>
<S> <C>
CONTENTS
PAGE
--
Risk/Return Summary.................. 3
What You Can Expect From Your
Investment......................... 7
Income............................. 7
Records and Reports................ 7
The Risks You Face................... 7
Concentration Risk................... 7
Litigation and Legislation Risks... 7
Selling or Exchanging Units.......... 8
Sponsor's Secondary Market......... 8
Selling Units to the Trustee....... 8
Rollover/Exchange Option........... 9
How The Fund Works................... 9
Pricing............................ 9
Evaluations........................ 10
Income............................. 10
Expenses........................... 10
Portfolio Changes.................. 11
Portfolio Termination.............. 12
No Certificates.................... 12
Trust Indenture.................... 12
Legal Opinion...................... 13
Auditors........................... 13
Sponsor............................ 13
Trustee............................ 13
Underwriter's and Sponsor's
Profits.......................... 13
Public Distribution................ 13
Code of Ethics..................... 14
Year 2000 Issues................... 14
Taxes................................ 14
Supplemental Information............. 16
Financial Statements................. 17
Report of Independent Accountants.. 17
Statement of Condition............. 17
</TABLE>
2
<PAGE>
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RISK/RETURN SUMMARY
<TABLE>
<C> <S>
1. WHAT IS THE PORTFOLIO'S OBJECTIVE?
The objective of this Defined Fund is
capital appreciation by investing for a
period of about one year in a
diversified portfolio of domestic common
stocks.
You can participate in the Portfolio by
purchasing units. Each unit represents
an equal share of the stocks in the
Portfolio and receives an equal share of
income distributions, if any.
2. WHAT IS THE PORTFOLIO'S INVESTMENT
STRATEGY?
The Portfolio contains 25 common stocks
selected for capital appreciation from
among companies that are considered to
have:
- socially responsible policies and
- positive diversity records.
We began with the Domini 400 Social
IndexSM. This Index monitors the
financial performance of 400 companies
that:
- were screened on a broad range of social
issues such as product safety and the
environment;
- derive no revenue from gambling
activities or the manufacture of tobacco
or alcohol;
- have no ownership in nuclear power; and
- derive no more than 2% of their revenues
from military contracting.
Next, Kinder, Lydenberg, Domini & Co.
(KLD), the Portfolio Consultant,
screened the Index companies for a
positive record of diversity,
identifying those companies with:
- chief executive officers who are women
or members of a minority group;
- boards of directors that include a
significant percentage of women,
minorities or the disabled;
- significant progress in promoting women
and minorities;
- employee programs focusing on family
concerns;
- records of subcontracting with women- or
minority-owned businesses; and
- innovative hiring or other programs for
the disabled.
Finally, the Sponsor applied a
proprietary screening process to the
list of companies that focuses on
quantitative factors including:
- recent price performance;
- price to earnings ratios; and
- dividend yield.
</TABLE>
<TABLE>
<C> <S>
The Portfolio plans to hold the stocks
for about one year. At the end of the
year, we will liquidate the Portfolio
and apply the same Strategy to select a
new portfolio, if available.
Each Principled Values Portfolio is
designed to be part of a longer term
strategy. We believe that more
consistent results are likely if the
Strategy is followed for at least three
to five years but you are not required
to stay with the Strategy or to roll
over your investment. You can sell your
units any time.
3. WHAT INDUSTRY SECTORS ARE REPRESENTED IN
THE PORTFOLIO?
Based upon the principal business of
each issuer and current market values,
the Portfolio represents the following
industry groups:
</TABLE>
<TABLE>
- Technology: 24%
<C> <S> <C>
Computer/Enterprise Software (12%)
Networking Products (8%)
Computer (4%)
- Insurance 16
- Consumer Products 12
- Office Equipment/Supplies 8
- Telecommunication Equipment/Services 8
- Airlines 4
- Apparel 4
- Appliances 4
- Chemicals 4
- Food 4
- Machinery 4
- Paper Products 4
- Retail 4
</TABLE>
3
<PAGE>
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Defined Portfolio
- -------------------------------------------------------------------
Equity Investor Fund
Select Series
Principled Values Portfolio 2000 Series A
Defined Asset Funds
<TABLE>
<CAPTION>
TICKER PERCENTAGE PRICE PER SHARE COST
NAME OF ISSUER SYMBOL OF PORTFOLIO (1) TO PORTFOLIO TO PORTFOLIO (2)
<S> <C> <C> <C> <C>
- -----------------------------------------------------------------------------------------------------------
1. 3Com Corporation* COMS 3.95% $ 57.5000 $ 13,800.00
2. Adaptec, Inc.* ADPT 4.02 52.0000 14,040.00
3. AFLAC, Inc. AFL 3.99 44.9375 13,930.63
4. Avery Dennison Corporation AVY 3.97 66.0625 13,873.13
5. Avon Products, Inc. AVP 4.07 32.3125 14,217.50
6. The Chubb Corporation CB 4.02 56.1875 14,046.88
7. Colgate-Palmolive Company CL 3.95 60.0000 13,800.00
8. Computer Associates
International, Inc. CA 4.04 70.5000 14,100.00
9. Deere & Company DE 4.00 41.0625 13,961.25
10. Kimberly-Clark Corporation KMB 4.11 62.4375 14,360.63
11. Maytag Corporation MYG 4.00 39.9375 13,978.13
12. Nordstrom, Inc. JWN 4.00 22.5000 13,950.00
13. PeopleSoft, Inc.* PSFT 3.90 24.3125 13,615.00
14. Pitney Bowes, Inc. PBI 4.05 50.4375 14,122.50
15. Praxair, Inc. PX 3.94 40.5000 13,770.00
16. QUALCOMM, Inc.* QCOM 3.99 139.1875 13,918.75
17. Southwest Airlines Companies,
Inc. LUV 3.99 16.0000 13,920.00
18. The St. Paul Companies, Inc. SPC 3.98 26.7500 13,910.00
19. Sun Microsystems, Inc.* SUNW 4.08 83.7500 14,237.50
20. Symantec Corporation* SYMC 3.97 57.8125 13,875.00
21. Telephone and Data Systems,
Inc. TDS 4.13 111.0000 14,430.00
22. UnumProvident Corporation UNM 4.01 26.4375 14,011.88
23. VF Corporation VFC 3.94 27.0000 13,770.00
24. Westvaco Corporation W 3.94 26.4375 13,747.50
25. Wm. Wrigley Jr. Company WWY 3.96 76.7500 13,815.00
------ -----------
100.00% $349,201.28
====== ===========
</TABLE>
- ----------------------------
* These stocks currently pay no dividends.
(1) Based on Cost to Portfolio.
(2) Valuation by the Trustee made on the basis of closing sale prices at the
evaluation time on February 3, 2000, the business day prior to the initial
date of deposit. The value of the Securities on any subsequent business day
will vary.
The Sponsor may have acted as underwriter, manager or co-manager of a public
offering of the securities in this Portfolio during the last three years.
Affiliates of the Sponsor may serve as specialists in the securities in this
Portfolio on one or more stock exchanges and may have a long or short position
in any of these securities or options on any of them, and may be on the opposite
side of public orders executed on the floor of an exchange where the securities
are listed. An officer, director or employee of the Sponsor may be an officer or
director of one or more of the issuers of the securities in the Portfolio. The
Sponsor may trade for its own account as an odd-lot dealer, market maker, block
positioner and/or arbitrageur in any of the securities or in options on them.
The Sponsor, its affiliates, directors, elected officers and employee benefits
programs may have either a long or short position in any securities or in
options on them.
----------------------------
PLEASE NOTE THAT IF THIS PROSPECTUS IS USED AS A PRELIMINARY
PROSPECTUS
FOR A FUTURE FUND IN THIS SERIES, THE PORTFOLIO WILL CONTAIN
DIFFERENT
STOCKS FROM THOSE DESCRIBED ABOVE.
<PAGE>
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RISK/RETURN SUMMARY (CONTINUED)
<TABLE>
<C> <S>
4. HOW HAS THE DOMINI 400 SOCIAL INDEXSM
PERFORMED SINCE IT WAS ESTABLISHED?
The stocks in this Portfolio were
initially selected for social reasons
and there can be no assurance that the
Portfolio will perform better or worse
than stocks selected solely on economic
criteria. The chart below shows how one
measure of socially responsible
investing--the Domini 400 Social
IndexSM--has compared to the S&P 500
Index since the Domini Index was
established in 1990.
The Domini Index is a market
capitalization-weighted common stock
index consisting of 400 corporations
that have passed multiple, broad-based
social screens. The Index is maintained
by KLD, an investment advisory firm
specializing in social investment
research. The Domini Social Index is
intended to serve as a proxy and
benchmark for the universe of stocks
from which social investors might
choose.
We are including this chart to address
the concern that to achieve socially
responsible investing, you normally
must sacrifice some investment return.
Of course, past performance is no
guarantee of future results, especially
since there has not been a down year in
the market since 1990. And, while the
Domini Index is one of several screens
used in choosing securities for the
Portfolio, the other screens, as well
as Portfolio sales charges and
expenses, would have materially
affected results.
</TABLE>
<TABLE>
<S> <C> <C>
DOMINI 400 SOCIAL
INDEX S&P 500 INDEX
TOTAL RETURN TOTAL RETURN*
----------------- -------------
1990 (commencing 5/1) 1.46% 2.37%
1991 37.84 30.55
1992 12.09 7.67
1993 8.52 9.99
1994 0.18 1.31
1995 38.20 37.43
1996 23.70 23.07
1997 38.26 33.36
1998 34.53 13.95
1999 12.49 20.98
Average Annualized
Total Return 21.81 19.54
</TABLE>
- ------------
RETURNS REPRESENT PRICE CHANGES PLUS DIVIDENDS REINVESTED.
* Source: Ibbotson Associates. Used with permission. All rights reserved.
<TABLE>
<C> <S>
The Portfolio does not reflect any
investment recommendations of the
Sponsor, and any one or more of the
stocks in the Portfolio may, from time
to time, be subject to sell
recommendations from the Sponsor.
5. HOW HAVE PRINCIPLED VALUES PORTFOLIOS
PERFORMED IN THE PAST?
The following table shows the actual
annualized pre-tax returns to investors
who bought prior Principled Values
Portfolios and rolled over their
investment into new portfolios. The
returns assume that investors reinvested
all dividends and paid the maximum sales
fees. The table also shows returns for
the latest completed portfolios (through
termination, not rollover) through the
quarter ended December 31, 1999. Of
course, past performance is no
indication of future results.
</TABLE>
<TABLE>
<CAPTION>
CUMULATIVE
PERFORMANCE
(INCLUDING ANNUAL
ROLLOVER) THROUGH
12/31/99
------------------
SERIES STARTING DATE ANNUALIZED RETURN
----------- ------------------ -----------------
<S> <C> <C> <C>
3(1) 1/8/98 23.48 %
4(2) 6/11/98 19.19 %
</TABLE>
<TABLE>
<CAPTION>
LATEST COMPLETED PORTFOLIO
-----------------------------------------
TERM ANNUALIZED RETURN
------------------ -----------------
<S> <C> <C> <C>
1 1/8/98-2/19/99 20.47 %
2 6/11/98-8/6/99 10.82 %
</TABLE>
- ------------
<TABLE>
<C> <S>
(1) The table shows the actual annualized pretax returns to
investors who bought Principled Values Portfolio Series
1 in 1998 and who rolled over their investment into
Series 3 in 1999.
(2) The table shows the actual annualized pretax returns to
investors who bought Principled Values Portfolio Series
2 in 1998 and who rolled over their investment into
Series 4 in 1999.
6. WHAT ARE THE SIGNIFICANT RISKS?
YOU CAN LOSE MONEY BY INVESTING IN THE PORTFOLIO. THIS CAN
HAPPEN FOR VARIOUS REASONS, INCLUDING:
The Portfolio is composed of stocks selected in part for
non-economic reasons. The Portfolio may not perform as well
as funds that include stocks of issuers that would not be
selected by the Portfolio Consultant.
- Stock prices can be volatile.
- Dividend rates on the stocks or share prices may decline
during the life of the Portfolio.
</TABLE>
4
<PAGE>
<TABLE>
<C> <S>
- The Portfolio may continue to purchase or hold the stocks
originally selected even though their market value or yield
or the Sponsor's or Portfolio Consultant's opinion about an
issuer may have changed.
</TABLE>
<TABLE>
<C> <S>
7. IS THIS PORTFOLIO APPROPRIATE FOR YOU?
Yes, if you want to invest in a socially
responsible portfolio of stocks and you
want capital appreciation. You will
benefit from a professionally selected
and supervised portfolio whose risk is
reduced by investing in equity
securities of different issuers.
The Portfolio is NOT appropriate for you
if you are unwilling to take the risk
involved with an equity investment or if
you are seeking preservation of capital
or high current income.
8. WHAT ARE THE PORTFOLIO'S FEES AND
EXPENSES?
This table shows the costs and expenses
you may pay, directly or indirectly,
when you invest in the Portfolio.
ESTIMATED ANNUAL OPERATING EXPENSES
</TABLE>
<TABLE>
.091 % $0.90
Trustee's Fee
.071 % $0.70
Portfolio Supervision,
Bookkeeping and
Administrative Fees
<CAPTION>
AS A % OF AMOUNT
NET PER 1,000
ASSETS UNITS
--------- ---------
<C> <S> <C> <C>
.250 % $2.48
Creation &
Development fee
.058 % $0.57
Other Operating Expenses
------- -----
.470 % $4.65
TOTAL
</TABLE>
<TABLE>
<C> <S>
The Creation and Development Fee (estimated
$.00248'] per ']unit) compensates the Sponsor
for the creation and development of the
Portfolio and is computed based on the
Portfolio's average daily net asset value
through the date of collection. This fee
historically had been included in the sales
fee.
</TABLE>
<TABLE>
<C> <S> <C>
ORGANIZATION COSTS per 1,000 units $2.73
(deducted from Portfolio assets at
the close of the initial offering
period)
</TABLE>
<TABLE>
<C> <S>
The Sponsor historically paid organization
costs.
</TABLE>
<TABLE>
<C> <S> <C>
INVESTOR FEES
2.50%
Maximum Sales Fee (Load) on new
purchases (as a percentage of $1,000
invested)
</TABLE>
<TABLE>
<C> <S>
You will pay an up-front sales fee of
approximately 1.00%, as well as a total
deferred sales fee of $15.00 ($1.50 per 1,000
units deducted from the Portfolio's net asset
value on June 1, June 15, July 1 and July 15,
1999 and thereafter on the first of each month
through January 1, 2001).
</TABLE>
<TABLE>
<C> <S>
EXAMPLE
This example may help you compare the
cost of investing in the Portfolio to
the cost of investing in other funds.
The example assumes that you invest
$10,000 in the Portfolio for the periods
indicated and sell all your units at the
end of those periods. The example also
assumes a 5% return on your investment
each year and that the Portfolio's
operating expenses stay the same.
Although your actual costs may be higher
or lower, based on these assumptions
your costs would be:
</TABLE>
<TABLE>
<S> <C> <C> <C> <C>
1 Year 3 Years 5 Years 10 Years
$327 $800 $1,298 $2,670
</TABLE>
<TABLE>
<C> <S>
9. IS THE PORTFOLIO MANAGED?
Unlike a mutual fund, the Portfolio is
not managed and stocks are not sold
because of market changes. The Sponsor
monitors the portfolio and may instruct
the Trustee to sell securities if the
Portfolio Consultant finds that the
issuer no longer meets the selection
criteria or under certain other limited
circumstances.
10. HOW DO I BUY UNITS?
The minimum investment is $250.
You can buy units from the Sponsor. Some
banks may offer units for sale through
special arrangements with the Sponsor,
although certain legal restrictions may
apply.
</TABLE>
5
<PAGE>
<TABLE>
<C> <S>
UNIT PRICE PER 1,000 UNITS $999.87
(as of February 3, 2000)
Unit price is based on the net asset
value of the Portfolio plus the up-front
sales fee.
The Unit price includes the estimated
organization costs of $2.73 per 1,000
units, to which no sales fee has been
applied.
The Portfolio stocks are valued by the
Trustee on the basis of their closing
prices at 4:00 p.m. Eastern time every
business day. Unit price changes every
day with changes in the prices of the
stocks.
11. HOW DO I SELL UNITS?
You may sell your units at any time to
the Sponsor or the Trustee for the net
asset value determined at the close of
business on the date of sale, less any
remaining deferred sales fee and the
costs of liquidating securities to meet
the redemption.
12. HOW ARE DISTRIBUTIONS MADE AND TAXED?
You will receive distributions of any
dividend income, net of expenses, on the
25th of June, 2000 and November, 2000,
if you own units on the 10th of these
months. For tax purposes, you will be
considered to have received all the
dividends paid on your pro rata portion
of each security in the Portfolio when
those dividends are received by the
Portfolio regardless of whether you
reinvest your dividends in the
Portfolio. A portion of the dividend
payments may be used to pay expenses of
the Portfolio. Foreign investor's shares
of dividends will generally be subject
to withholding taxes.
13. WHAT OTHER SERVICES ARE AVAILABLE?
REINVESTMENT
You may choose to reinvest your income
distribution into additional units of
the Portfolio. You will pay only the
deferred sales charge remaining at the
time of reinvestment. Unless you choose
reinvestment, you will receive your
distributions in cash.
EXCHANGE PRIVILEGES
You may exchange units of this Portfolio
for units of certain other Defined Asset
Funds. You may also exchange into this
Portfolio from certain other funds. We
charge a reduced sales fee on designated
exchanges.
</TABLE>
6
<PAGE>
WHAT YOU CAN EXPECT FROM YOUR INVESTMENT
INCOME
The Portfolio will pay to you any dividend income it has received two times
during its life. There can be no assurance that any dividends will be declared
or paid.
RECORDS AND REPORTS
You will receive:
- - a notice from the Trustee if new equity securities are deposited in exchange
or substitution for equity securities originally deposited;
- - a final report on Portfolio activity; and
- - tax information. THIS WILL ALSO BE SENT TO THE IRS. YOU MUST REPORT THE AMOUNT
OF INCOME RECEIVED. PLEASE CONTACT YOUR TAX ADVISOR IN THIS REGARD.
You may inspect records of Portfolio transactions at the Trustee's office during
regular business hours.
THE RISKS YOU FACE
CONCENTRATION RISK
When stocks in a particular industry make up 25% or more of the Portfolio, it is
said to be "concentrated" in that industry, which makes the Portfolio less
diversified.
Here is what you should know about the Portfolio's concentration in technology
stocks. Technology stocks tend to be relatively volatile as compared to other
types of investments. These kinds of companies
- are rapidly developing and highly competitive, both domestically and
internationally;
- may be smaller and less seasoned companies with limited product lines,
markets or financial resources and limited management or marketing
personnel; and
- are affected by
-- worldwide scientific and technological developments (and resulting
product obsolescence);
-- government regulation;
-- increase in material or labor costs;
-- changes in distribution channels; and
-- the need to manage inventory levels in line with product demand.
Other risk factors include:
- short product life cycles;
- aggressive pricing and reduced profit margins;
- dramatic and often unpredictable changes in growth rates;
- frequent new product introduction and the need to enhance existing products;
and
- intense competition from large established companies and potential
competition from small start up companies.
Technology companies are also dependent to a substantial degree upon skilled
professional and technical personnel and there is considerable competition for
the services of qualified personnel in the industry.
LITIGATION AND LEGISLATION RISKS
We do not know of any pending litigation that might have a material adverse
effect upon the Portfolio.
7
<PAGE>
Future tax legislation could affect the value of the Portfolio by:
- reducing the dividends-received deduction or
- increasing the corporate tax rate resulting in less money available for
dividend payments.
SELLING OR EXCHANGING UNITS
You can sell your units at any time for a price based on their net asset value.
Your net asset value is calculated each business day by:
- ADDING the value of the Portfolio Securities, cash and any other Portfolio
assets;
- SUBTRACTING accrued but unpaid Portfolio expenses, unreimbursed Trustee
advances, cash held to buy back units or for distribution to investors, and
any other Portfolio liabilities; and
- DIVIDING the result by the number of outstanding units.
Your net asset value when you sell may be more or less than your cost because of
sales fees, market movements and changes in the Portfolio.
As of the close of the initial offering period, the price you receive will be
reduced to pay the Portfolio's estimated organization costs.
If you sell your units before the final deferred sales fee installment, the
amount of any remaining payments will be deducted from your proceeds.
SPONSOR'S SECONDARY MARKET
While we are not obligated to do so, we will buy back units at net asset value
less any remaining deferred sales fee and the cost of liquidating securities to
meet the redemption. We may resell the units to other buyers or to the Trustee.
We have maintained a secondary market continuously for more than 28 years, but
we could discontinue it without prior notice for any business reason.
SELLING UNITS TO THE TRUSTEE
Regardless of whether we maintain a secondary market, you can sell your units to
the Trustee at any time by contacting your broker, dealer or financial
institution that holds your units in street name. Sometimes, additional
documents are needed such as a trust document, certificate of corporate
authority, certificate of death or appointment as executor, administrator or
guardian.
Within seven days after your request and the necessary documents are received,
the Trustee will mail a check to you. Contact the Trustee for additional
information.
As long as we are maintaining a secondary market, the Trustee will sell your
units to us at a price based on net asset value. If there is no secondary
market, the Trustee will sell your units in the over-the-counter market if it
believes it can obtain a higher price. In that case, you will receive the net
proceeds of the sale.
If the Portfolio does not have cash available to pay you for the units you are
selling we will select securities to be sold. These sales could be made at times
when the securities would not otherwise be sold and may result in your receiving
less than you paid for your unit and also reduce the size and diversity of the
Portfolio.
If you sell units with a value of at least $250,000, you may choose to receive
your distribution "in kind." If you so choose, you will receive securities and
cash with a total value equal to the price of your units. The Trustee will try
to distribute securities in the
8
<PAGE>
portfolio pro rata, but it reserves the right to distribute only one or a few
securities. The Trustee will act as your agent in an in-kind distribution and
will either hold the securities for your account or transfer them as you
instruct. You must pay any transaction costs as well as transfer and ongoing
custodial fees on sales of securities distributed in kind.
There could be a delay in paying you for your units:
- if the New York Stock Exchange is closed (other than customary weekend and
holiday closings);
- if the SEC determines that trading on the New York Stock Exchange is
restricted or that an emergency exists making sale or evaluation of the
securities not reasonably practicable; and
- for any other period permitted by SEC order.
ROLLOVER/EXCHANGE OPTION
When this Portfolio is about to terminate, you may have the option to roll your
proceeds into a new Principled Values Portfolio if one is available.
If you notify your financial adviser by February 20, 2001, your units will be
redeemed and certain distributed securities plus the proceeds from the sale of
the remaining distributed securities will be reinvested in units of a new
Principled Values Portfolio. If you decide not to roll over your proceeds, you
will receive a cash distribution (or, if you are eligible and you so choose, an
in-kind distribution) after the Portfolio terminates.
The Portfolio will terminate by March 23, 2001. However, the Sponsors may extend
the termination date for a period no longer than 30 days without notice to Unit
holders. You may, by written notice to the Trustee at least ten business days
prior to termination, elect to receive an in-kind distribution of your pro rata
share of the Securities remaining in the Portfolio at that time (net of your
share of expenses). Of course, you can sell your Units at any time prior to
termination.
If you continue to hold your units, you may exchange units of this Portfolio any
time before this Portfolio terminates for units of certain other Defined Asset
Funds at a reduced sales fee if your investment goals change. In addition, you
may exchange into this Fund from certain other Defined Asset Funds. To exchange
units, you should talk to your financial professional about what Portfolios are
exchangeable, suitable and currently available.
We may amend or terminate the options to exchange your units or roll your
proceeds at any time without notice.
HOW THE FUND WORKS
PRICING
Units are charged a combination of initial and deferred sales fees.
In addition, during the initial offering period, a portion of the price of a
unit also consists of securities to pay all or some of the costs of organizing
the Portfolio including:
- cost of initial preparation of legal documents;
- federal and state registration fees;
- initial fees and expenses of the Trustee;
- initial audit; and
- legal expenses and other out-of-pocket expenses.
9
<PAGE>
The deferred sales fee is generally a charge of $15.00 per 1,000 units and is
accrued in ten installments of $1.50 per 1,000 units. Units redeemed or
repurchased prior to the accrual of the final deferred sales fee installment
will have the amount of any remaining installments deducted from the redemption
or repurchase proceeds or deducted in calculating an in-kind distribution. (This
deduction will be waived in the event of the death or disability, as defined in
the Internal Revenue Code of 1986, of an investor). The initial sales fee is
equal to the aggregate sales fee less the aggregate amount of any remaining
installments of the deferred sales fee.
It is anticipated that securities will not be sold to pay the deferred sales fee
until after the date of the last installment. Investors will be at risk for
market price fluctuations in the securities from the several installment accrual
dates to the dates of actual sale of securities to satisfy this liability.
EVALUATIONS
The Trustee values the securities on each business day (i.e., any day other than
Saturdays, Sundays and the following holidays as observed by the New York Stock
Exchange: New Year's Day, Martin Luther King, Jr. Day, Presidents' Day, Good
Friday, Memorial Day, Independence Day, Labor Day, Thanksgiving and Christmas).
If the securities are listed on a national securities exchange or the Nasdaq
National Market, evaluations are generally based on closing sales prices on that
exchange or that system or, if closing sales prices are not available, at the
mean between the closing bid and offer prices.
INCOME
- - The annual income per unit, after deducting estimated annual Portfolio
expenses per unit, will depend primarily upon the amount of dividends declared
and paid by the issuers of the securities and changes in the expenses of the
Portfolio and, to a lesser degree, upon the level of sales of securities.
There is no assurance that dividends on the securities will continue at their
current levels or be declared at all.
- - Each unit receives an equal share of distributions of dividend income net of
estimated expenses. The Trustee credits dividends received to an Income
Account and other receipts to a Capital Account. The Trustee may establish a
reserve account by withdrawing from these accounts amounts it considers
appropriate to pay any material liability. These accounts do not bear
interest.
EXPENSES
The Trustee is paid a fee monthly. It also benefits when it holds cash for the
Portfolio in non-interest bearing accounts. The Trustee may also receive
additional amounts:
- for extraordinary services and costs of indemnifying the Trustee and the
Sponsor;
- costs of actions taken to protect the Portfolio and other legal fees and
expenses;
- expenses for keeping the Portfolio's registration statement current; and
- Portfolio termination expenses and any governmental charges.
KLD receives a fee from the Portfolio for its ongoing services as Portfolio
Consultant.
The Sponsor is currently reimbursed up to 70 CENTS per 1,000 units annually for
providing portfolio supervisory, bookkeeping and administrative services and for
any other expenses properly chargeable to the
10
<PAGE>
Portfolio. While this fee may exceed the amount of these costs and expenses
attributable to this Portfolio, the total of these fees for all Series of
Defined Asset Funds will not exceed the aggregate amount attributable to all of
these Series for any calendar year. Certain of these expenses were previously
paid for by the Sponsor.
The Sponsor will receive a Creation and Development Fee of .25% of the
Portfolio's average daily net asset value through the date of collection. This
fee, which has historically been included in the gross sales fee, compensates
the Sponsor for the creation and development of the Portfolio, including
determination of the Portfolio's objective and policies and portfolio
composition and size, selection of service providers and information services.
No portion of the Creation and Development Fee is applied to the payment of
distribution expenses or as compensation for sales efforts.
The Trustee's and Sponsor's fees may be adjusted for inflation without
investors' approval.
The maximum sales fee is 2.50%. If you hold units in certain eligible accounts
offered by the Sponsor, you will pay no sales fee. Employees and non-employee
directors of the Sponsor may be charged a reduced sales fee of no less than
$5.00 per 1,000 Units. If your aggregate sales fee is less than the deferred
sales fee, you will be given additional units which will decrease the effective
maximum sales fee to the amount shown below.
The maximum sales fee is effectively reduced if you invest as follows:
<TABLE>
<CAPTION>
YOUR MAXIMUM SALES
IF YOU INVEST: FEE WILL BE:
-------------- ------------------
<S> <C>
Less than $50,000 2.50%
$50,000 to $99,999 2.25%
$100,000 to $249,999 1.75%
$250,000 to $999,999 1.50%
$1,000,000 to
$4,999,999 0.75%
</TABLE>
The deferred sales fees you owe are paid from the Capital Account. Although we
may collect the deferred sales charge monthly, to keep Units more fully invested
we do not currently plan to pay the deferred sales charge until after the
rollover notification date.
The Sponsor will pay advertising and selling expenses at no charge to the
Portfolio. If Portfolio expenses exceed initial estimates, the Portfolio will
owe the excess. The Trustee has a lien on Portfolio assets to secure
reimbursement of Portfolio expenses and may sell securities if cash is not
available.
PORTFOLIO CHANGES
If we maintain a secondary market in units but are unable to sell the units that
we buy in the secondary market, we will redeem units, which may affect the
composition of the portfolio.
We decide whether to offer for sale units that we acquire in the secondary
market after reviewing:
- diversity of the Portfolio;
- size of the Portfolio relative to its original size;
- ratio of Portfolio expenses to income; and
- cost of maintaining a current prospectus.
If a Portfolio is buying or selling a stock actively traded on a national
securities
11
<PAGE>
exchange or certain foreign exchanges, it may buy from or sell to another
Defined Asset Fund at the stock's closing sale price (without any brokerage
commissions).
PORTFOLIO TERMINATION
When the Portfolio is about to terminate you will receive a notice, and you will
be unable to sell your units after that time. Unless you choose to receive an
in-kind distribution of securities, we will sell any remaining securities, and
you will receive your final distribution in cash.
You will pay your share of the expenses associated with termination, including
brokerage costs in selling securities. This may reduce the amount you receive as
your final distribution.
NO CERTIFICATES
All investors are required to hold their Units in uncertificated form and in
"street name" by their broker, dealer or financial institution at the Depository
Trust Company.
TRUST INDENTURE
The Portfolio is a "unit investment trust" governed by a Trust Indenture, a
contract between the Sponsor and the Trustee, which sets forth their duties and
obligations and your rights. A copy of the Indenture is available to you on
request to the Trustee. The following summarizes certain provisions of the
Indenture.
The Sponsor and the Trustee may amend the Indenture without your consent:
- to cure ambiguities;
- to correct or supplement any defective or inconsistent provision;
- to make any amendment required by any governmental agency; or
- to make other changes determined not to be materially adverse to your best
interest (as determined by the Sponsor).
Investors holding 51% of the units may amend the Indenture. Every investor must
consent to any amendment that changes the 51% requirement. No amendment may
reduce your interest in the Portfolio without your written consent.
The Trustee may resign by notifying the Sponsor. The Sponsor may remove the
Trustee without your consent if:
- it fails to perform its duties;
- it becomes incapable of acting or bankrupt or its affairs are taken over by
public authorities; or
- the Sponsor determines that its replacement is in your best interest.
Investors holding 51% of the units may remove the Trustee. The Trustee may
resign or be removed by the Sponsor without the consent of investors. The
resignation or removal of the Trustee becomes effective when a successor accepts
appointment. The Sponsor will try to appoint a successor promptly; however, if
no successor has accepted within 30 days after notice of resignation, the
resigning Trustee may petition a court to appoint a successor.
If the Sponsor fails to perform its duties or becomes bankrupt the Trustee may:
- remove it and appoint a replacement Sponsor;
- liquidate the Portfolio; or
- continue to act as Trustee without a Sponsor.
The Trust Indenture contains customary provisions limiting the liability of the
Trustee and the Sponsor.
12
<PAGE>
LEGAL OPINION
Davis Polk & Wardwell, 450 Lexington Avenue, New York, New York 10017, as
special counsel for the Sponsor, has given an opinion that the units are validly
issued.
AUDITORS
Deloitte & Touche LLP, 2 World Financial Center, New York, New York 10281,
independent accountants, audited the Statement of Condition included in this
prospectus.
SPONSOR:
MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED (a wholly-owned subsidiary of
Merrill Lynch & Co., Inc.)
P.O. Box 9051,
Princeton, NJ 08543-9051
The Sponsor is a Delaware corporation and it, or its predecessor, has acted as
sponsor to many unit investment trusts. As a registered broker-dealer the
Sponsor buys and sells securities (including investment company shares) for
others (including investment companies) and participates as an underwriter in
various selling groups.
TRUSTEE
The Bank of New York, Unit Trust Department, P.O. Box 974, Wall Street Division,
New York, New York 10268-0974, is the Trustee. It is supervised by the Federal
Deposit Insurance Corporation, the Board of Governors of the Federal Reserve
System and New York State banking authorities.
UNDERWRITER'S AND SPONSOR'S PROFITS
The Underwriter receives sales fees when it sells units. Any cash made available
by you to the Sponsor before the settlement date for those units may be used in
the Sponsor's business to the extent permitted by federal law and may benefit
the Sponsor.
The Sponsor or Underwriter may realize profits or sustain losses on stocks in
the Portfolio which were acquired from underwriting syndicates of which it was a
member.
The Sponsor will receive a Creation and Development Fee of .25% of the
Portfolio's average daily net asset value through the date of collection. This
fee, which has historically been included in the gross sales fee, compensates
the Sponsor for the creation and development of the Portfolio, including
determination of the Portfolio's objective and policies and portfolio
composition and size, selection of service providers and information services.
No portion of the Creation and Development Fee is applied to the payment of
distribution expenses or as compensation for sales efforts.
During the initial offering period, the Sponsor may realize profits or sustain
losses on units it holds due to fluctuations in the price per unit. The Sponsor
experienced a loss of $226.80 on the initial deposit of the Securities. Any
profit or loss to the Portfolio will be effected by the receipt of applicable
sales fees and a gain or loss on subsequent deposits of securities. In
maintaining a secondary market, the Sponsor will also realize profits or sustain
losses in the amount of any difference between the prices at which it buys units
and the prices at which it resells or redeems them.
PUBLIC DISTRIBUTION
During the initial offering period, units will be distributed to the public by
the Sponsor and dealers who are members of the
13
<PAGE>
National Association of Securities Dealers, Inc.
Dealers will be entitled to the concession stated below on units sold or
redeemed.
<TABLE>
<CAPTION>
DEALER CONCESSION
AS
AMOUNT PURCHASED A % OF UNIT PRICE
---------------- -----------------
<S> <C>
Less than $50,000 2.00%
$ 50,000 to $99,999 1.80%
$100,000 to $249,999 1.45%
$250,000 to $999,999 1.25%
$1,000,000 and over 0.50%
</TABLE>
The Sponsor does not intend to qualify units for sale in any foreign countries.
This prospectus does not constitute an offer to sell units in any country where
units cannot lawfully be sold.
CODE OF ETHICS
The Sponsor has adopted a code of ethics requiring reporting of personal
securities transactions by its employees with access to information on portfolio
transactions. The goal of the code is to prevent fraud, deception or misconduct
against the Portfolio and to provide reasonable standards of conduct.
YEAR 2000 ISSUES
Many computer systems were designed in such a way that they may be unable to
distinguish between the year 2000 and the year 1900 (commonly known as the "Year
2000 Problem"). To date we are not aware of any major operational difficulties
resulting from the computer system changes necessary to prepare for the Year
2000. However, there can be no assurance that the Year 2000 Problem will not
adversely affect the issuers of the securities contained in a Portfolio. We
cannot predict whether any impact will be material to the Portfolio as a whole.
TAXES
The following summarizes some of the important income tax consequences of
holding Units. It assumes that you are not a dealer, financial institution,
insurance company or other investor with special circumstances or subject to
special rules. You should consult your own tax adviser about your particular
circumstances.
In the opinion of our counsel, under existing law:
GENERAL TREATMENT OF THE FUND AND YOUR INVESTMENT
The Portfolio will not be taxed as a corporation for federal income tax
purposes, and you will be considered to own directly your share of each Security
in the Portfolio.
You will be considered to receive your share of any dividends paid when those
dividends are received by the Portfolio. Income from dividends will be taxed at
ordinary income rates. If you are a corporate investor, you may be eligible for
the dividends-received deduction if you satisfy the applicable holding period
and other requirements. You should consult your tax adviser in this regard.
GAIN OR LOSS UPON DISPOSITION
You will generally recognize gain or loss when you dispose of your units for
cash (by sale or redemption), when you exchange your units for units of another
Defined Asset Fund or when the Trustee disposes of the Securities in the
Portfolio. You generally will not recognize gain or loss on an "in-kind"
distribution to you of your proportional share of the Portfolio Securities,
whether it is in redemption of your units or upon termination of the Portfolio.
Your holding period for the
14
<PAGE>
distributed Securities will include your holding period in your units.
If you elect to roll over your investment in the Portfolio, you will recognize
gain or loss only with respect to your share of those Securities that are not
rolled over into the new Portfolio. You will not recognize gain or loss with
respect to your share of those Securities that are rolled over, and your basis
in those Securities will remain the same as before the rollover.
If your net long-term capital gains exceed your net short-term capital losses,
the excess may be subject to tax at a lower rate than ordinary income. Any
capital gain or loss from the Portfolio will be long-term if you are considered
to have held your investment that produces the gain or loss for more than one
year, and short-term otherwise. Because the deductibility of capital losses is
subject to limitations, you may not be able to deduct all of your capital
losses. You should consult your tax adviser in this regard.
YOUR TAX BASIS IN THE SECURITIES
Your aggregate tax basis in units that you have purchased for cash will be equal
to the cost of the units, including the sales fee. Your aggregate tax basis in
units that you hold as a result of a rollover from an earlier portfolio will
equal your basis in Securities that were rolled over from the previous portfolio
plus the proceeds (other than proceeds that were paid to you) from the sale of
Securities from the portfolio which were not rolled over. You should not
increase your basis in your units by deferred sales fees, organizational
expenses, or by any portion of the Creation and Development Fee. The tax
reporting form and annual statement you receive will be based on the net amounts
paid to you, from which these expenses will already have been deducted. Your
basis for Securities distributed to you will be the same as the portion of your
basis in your units that is attributable to the distributed Securities and your
holding period for distributed Securities will include your holding period in
your units.
EXPENSES
If you are an individual who itemizes deductions, you may deduct your share of
Portfolio expenses, (including the appropriate portion of the Creation and
Development Fee), but only to the extent that your share of the expenses,
together with your other miscellaneous deductions, exceeds 2% of your adjusted
gross income. Your ability to deduct Portfolio expenses will be limited further
if your adjusted gross income exceeds a specified amount, currently $128,950
($64,475 for a married person filing separately).
STATE AND LOCAL TAXES
Under the income tax laws of the State and City of New York, the Portfolio will
not be taxed as a corporation, and the income of the Portfolio will be treated
as the income of the investors in the same manner as for federal income tax
purposes.
FOREIGN INVESTORS
If you are a foreign investor and you are not engaged in a U.S. trade or
business, you generally will be subject to 30% withholding tax (or a lower
applicable treaty rate) on your share of dividends received by the Portfolio.
You should consult your tax adviser about the possible application of federal,
state and local, and foreign taxes.
15
<PAGE>
RETIREMENT PLANS
You may wish to purchase units for an Individual Retirement Account ("IRAs") or
other retirement plan. Generally, capital gains and income received in each of
these plans are exempt from federal taxation. All distributions from these types
of plans are generally treated as ordinary income but may, in some cases, be
eligible for tax-deferred rollover treatment. You should consult your attorney
or tax adviser about the specific tax rules relating to these plans. These plans
are offered by brokerage firms, including the Sponsor of this Portfolio, and
other financial institutions. Fees and charges with respect to such plans may
vary.
SUPPLEMENTAL INFORMATION
You can receive at no cost supplemental information about the Portfolio by
calling the Trustee. The supplemental information includes more detailed risk
disclosure and general information about the structure and operation of the
Portfolio. The supplemental information is also available from the SEC.
16
<PAGE>
REPORT OF INDEPENDENT ACCOUNTANTS
The Sponsor, Trustee and Holders of Equity Investor Fund, Select Series,
Principled Values Portfolio 2000 Series A, Defined Asset Funds (the
"Portfolio"):
We have audited the accompanying statement of condition and the related defined
portfolio included in the prospectus of the Portfolio as of February 4, 2000.
This financial statement is the responsibility of the Trustee. Our
responsibility is to express an opinion on this financial statement based on our
audit.
We conducted our audit in accordance with generally accepted auditing standards.
Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statement is free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statement. Our procedures included
confirmation of an irrevocable letter of credit deposited for the purchase of
securities, as described in the statement of condition, with the Trustee. An
audit also includes assessing the accounting principles used and significant
estimates made by the Trustee, as well as evaluating the overall financial
statement presentation. We believe that our audit provides a reasonable basis
for our opinion.
In our opinion, the financial statement referred to above presents fairly, in
all material respects, the financial position of the Portfolio as of February 4,
2000 in conformity with generally accepted accounting principles.
DELOITTE & TOUCHE LLP
New York, N.Y.
February 4, 2000
STATEMENT OF CONDITION AS OF FEBRUARY 4, 2000
TRUST PROPERTY
<TABLE>
<S> <C>
Investments--Contracts to purchase Securities(1)......... $ 349,201.28
--------------------
Total............................................ $ 349,201.28
====================
LIABILITY AND INTEREST OF HOLDERS
Reimbursement of Sponsor for organization
expenses(2)......................................... $ 962.95
--------------------
Subtotal 962.95
--------------------
Interest of Holders of 352,728 Units of fractional
undivided interest outstanding:(3)
Cost to investors(4)................................... $ 352,682.15
Gross underwriting commissions and organization
expenses(5)(2)....................................... (4,443.82)
--------------------
Subtotal 348,238.33
--------------------
Total............................................ $ 349,201.28
====================
</TABLE>
- ------------
(1) Aggregate cost to the Portfolio of the securities listed under
Defined Portfolio determined by the Trustee at 4:00 p.m., Eastern time on
February 3, 2000. The contracts to purchase securities are collateralized by an
irrevocable letter of credit which has been issued by DG Bank, New York Branch,
in the amount of $349,428.08 and deposited with the Trustee. The amount of the
letter of credit includes $349,201.28 for the purchase of securities.
(2) A portion of the Unit Price consists of securities in an amount
sufficient to pay all or a portion of the costs incurred in establishing the
Portfolio. These costs have been estimated at $2.73 per 1,000 Units. A
distribution will be made as of the close of the initial offering period to an
account maintained by the Trustee from which the organization expenses
obligation of the investors will be satisfied. If the actual organization costs
exceed the estimated aggregate amount shown above, the Sponsor will pay for this
excess amount.
(3) Because the value of securities at the evaluation time on the
Initial Date of Deposit may differ from the amounts shown in this statement of
condition, the number of Units offered on the Initial Date of Deposit will be
adjusted to maintain the $999.87 per 1,000 Units offering price only for that
day. The Unit Price on any subsequent business day will vary.
(4) Aggregate public offering price computed on the basis of the value
of the underlying securities at 4:00 p.m., Eastern time on February 3, 2000.
(5) Assumes the maximum initial sales charge per 1,000 units of 1.00% of
the Unit Price. A deferred sales charge of $1.50 per 1,000 Units is payable on
June 1, June 15, July 1 and July 15, 2000 and thereafter on the 1st day of each
month through January 1, 2001. Distributions will be made to an account
maintained by the Trustee from which the deferred sales charge obligation of the
investors to the Sponsor will be satisfied. If units are redeemed prior to
January 1, 2001, the remaining portion of the distribution applicable to such
units will be transferred to such account on the redemption date.
17
<PAGE>
Defined
Asset Funds-Registered Trademark->
<TABLE>
<S> <C>
HAVE QUESTIONS ? EQUITY INVESTOR FUND
Request the most SELECT SERIES
recent free Information PRINCIPLED VALUES PORTFOLIO 2000 SERIES
Supplement that gives more A
details about the Fund, (A Unit Investment Trust)
by calling: ---------------------------------------
The Bank of New York This Prospectus does not contain
1-800-221-7771 complete information about the
investment company filed with the
Securities and Exchange Commission in
Washington, D.C. under the:
- Securities Act of 1933 (file no.
333-92787) and
- Investment Company Act of 1940 (file
no. 811-3044).
TO OBTAIN COPIES AT PRESCRIBED RATES--
WRITE: Public Reference Section of the
Commission
450 Fifth Street, N.W., Washington,
D.C. 20549-6009
CALL: 1-800-SEC-0330.
VISIT: http://www.sec.gov.
---------------------------------------
No person is authorized to give any
information or representations about
this Fund not contained in this
Prospectus or the Information
Supplement, and you should not rely on
any other information.
---------------------------------------
When units of this Fund are no longer
available, this Prospectus may be used
as a preliminary prospectus for a
future series, but some of the
information in this Prospectus will be
changed for that series.
UNITS OF ANY FUTURE SERIES MAY NOT BE
SOLD NOR MAY OFFERS TO BUY BE ACCEPTED
UNTIL THAT SERIES HAS BECOME EFFECTIVE
WITH THE SECURITIES AND EXCHANGE
COMMISSION. NO UNITS CAN BE SOLD IN ANY
STATE WHERE A SALE WOULD BE ILLEGAL.
100625RR--02/00
</TABLE>
<PAGE>
PART II
ADDITIONAL INFORMATION NOT INCLUDED IN THE PROSPECTUS
<TABLE>
<S> <C> <C>
A. The following information relating to the Depositor is incorporated by reference to the SEC filings
indicated and made a part of this Registration Statement.
</TABLE>
I. Bonding arrangements of the Depositor are incorporated by reference to Item
A of Part II to the Registration Statement on Form S-6 under the Securities Act
of 1933 for Municipal Investment Trust Fund, Monthly Payment Series--573 Defined
Asset Funds (Reg. No. 333-08241).
II. The date of organization of the Depositor is set forth in Item B of Part II
to the Registration Statement on Form S-6 under the Securities Act of 1933 for
Municipal Investment Trust Fund, Monthly Payment Series--573 Defined Asset Funds
(Reg. No. 333-08241) and is herein incorporated by reference thereto.
III. The Charter and By-Laws of the Depositor are incorporated herein by
reference to Exhibits 1.3 through 1.12 to the Registration Statement on Form S-6
under the Securities Act of 1933 for Municipal Investment Trust Fund, Monthly
Payment Series--573 Defined Asset Funds (Reg. No. 333-08241).
IV. Information as to Officers and Directors of the Depositor has been filed
pursuant to Schedules A and D of Form BD under Rules 15b1-1 and 15b3-1 of the
Securities Exchange Act of 1934 and is incorporated by reference to the SEC
filing indicated and made a part of this Registration Statement:
<TABLE>
<S> <C> <C>
Merrill Lynch, Pierce, Fenner & Smith Incorporated.......... 8-7221
</TABLE>
----------------------------
B. The Internal Revenue Service Employer Identification Numbers of the Sponsor
and Trustee are as follows:
<TABLE>
<S> <C> <C>
Merrill Lynch, Pierce, Fenner & Smith Incorporated.......... 13-5674085
The Bank of New York, Trustee............................... 13-4941102
</TABLE>
II-1
<PAGE>
SERIES OF EQUITY INVESTOR FUND
DESIGNATED PURSUANT TO RULE 487 UNDER THE SECURITIES ACT OF 1933
<TABLE>
<CAPTION>
SEC
SERIES NUMBER FILE NUMBER
- ------------- -----------
<S> <C>
Select Series, Principled Values Portfolio.................. 333-32181
S&P Industrial Portfolio 1998 Series H...................... 333-64577
</TABLE>
CONTENTS OF REGISTRATION STATEMENT
This Registration Statement on Form S-6 comprises the following papers and
documents:
The facing sheet of Form S-6.
The Cross-Reference Sheet (incorporated by reference from the
Cross-Reference Sheet of the Registration Statement of Defined Asset Funds
Municipal Insured Series, 1933 Act File No. 33-54565).
The Prospectus.
The Signatures.
The following exhibits:
<TABLE>
<S> <C>
1.1 -- Form of Trust Indenture (incorporated by reference to Exhibit 1.1 to
Amendment No. 2 to the Registration Statement on Form S-6 of Equity
Income Fund, Select Growth Portfolio--1995 Series 2, Defined Asset
Funds, Reg. No. 33-58535).
1.1.1 -- Form of Standard Terms and Conditions of Trust Effective as of
October 21, 1993 (incorporated by reference to Exhibit 1.1.1 to the
Registration Statement of Municipal Investment Trust Fund, Multistate
Series-48, 1933 Act File No. 33-50247).
1.2 -- Form of Master Agreement Among Underwriters (incorporated by
reference to Exhibit 1.2 to the Registration Statement under the
Securities Act of 1933 of The Corporate Income Fund, One Hundred
Ninety-Fourth Monthly Payment Series, 1933 Act File No. 2-90925).
3.1 -- Opinion of counsel as to the legality of the securities being issued
including their consent to the use of their name under the heading "How
The Fund Works--Legal Opinion" in the Prospectus.
5.1 --Consent of independent accountants.
9.1 -- Information Supplement (incorporated by reference to Exhibit 9.1 to
the Registration Statement of Equity Income Fund, Select Ten Portfolio
1999 International Series A (United Kingdom and Japan Portfolios),
1933 Act File No. 33-70593).
</TABLE>
R-1
<PAGE>
SIGNATURES
The registrant hereby identifies the series numbers of Equity Investor Fund
listed on page R-1 for the purposes of the representations required by Rule 487
and represents the following:
1) That the portfolio securities deposited in the series as to which this
registration statement is being filed do not differ materially in type or
quality from those deposited in such previous series;
2) That, except to the extent necessary to identify the specific portfolio
securities deposited in, and to provide essential information for, the
series with respect to which this registration statement is being filed,
this registration statement does not contain disclosures that differ in
any material respect from those contained in the registration statements
for such previous series as to which the effective date was determined by
the Commission or the staff; and
3) That it has complied with Rule 460 under the Securities Act of 1933.
PURSUANT TO THE REQUIREMENTS OF THE SECURITIES ACT OF 1933, THE
REGISTRANT HAS DULY CAUSED THIS REGISTRATION STATEMENT OR AMENDMENT TO THE
REGISTRATION STATEMENT TO BE SIGNED ON ITS BEHALF BY THE UNDERSIGNED THEREUNTO
DULY AUTHORIZED IN THE CITY OF NEW YORK AND STATE OF NEW YORK ON THE 4TH DAY OF
FEBRUARY, 2000.
SIGNATURE APPEARS ON PAGE R-3.
A majority of the members of the Board of Directors of Merrill Lynch,
Pierce, Fenner & Smith Incorporated has signed this Registration Statement or
Amendment to the Registration Statement pursuant to Powers of Attorney
authorizing the person signing this Registration Statement or Amendment to the
Registration Statement to do so on behalf of such members.
R-2
<PAGE>
MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED
DEPOSITOR
<TABLE>
<S> <C>
By the following persons, who constitute Powers of Attorney have been filed
a majority of under
the Board of Directors of Merrill Form SE and the following 1933 Act
Lynch, Pierce, File
Fenner & Smith Incorporated: Number: 333-70593
</TABLE>
GEORGE A. SCHIEREN
JOHN L. STEFFENS
By J. DAVID MEGLEN
(As authorized signatory for Merrill Lynch, Pierce,
Fenner & Smith Incorporated and
Attorney-in-fact for the persons listed above)
R-3
<PAGE>
EXHIBIT 3.1
DAVIS POLK & WARDWELL
450 LEXINGTON AVENUE
NEW YORK, NEW YORK 10017
(212) 450-4000
FEBRUARY 4, 2000
EQUITY INVESTOR FUND,
SELECT SERIES,
PRINCIPLED VALUES PORTFOLIO 2000 SERIES A
DEFINED ASSET FUNDS
c/o Merrill Lynch, Pierce, Fenner & Smith Incorporated
Defined Asset Funds
P.O. Box 9051
Princeton, N.J. 08543-9051
(609) 282-8500
Dear Sirs:
We have acted as special counsel for you, as sponsor (the "Sponsor") of
Equity Investor Fund, Select Series, Principled Values Portfolio 2000 Series A,
Defined Asset Funds (the "Fund"), in connection with the issuance of units of
fractional undivided interest in the Fund (the "Units") in accordance with the
Trust Indenture relating to the Fund (the "Indenture").
We have examined and are familiar with originals or copies, certified or
otherwise identified to our satisfaction, of such documents and instruments as
we have deemed necessary or advisable for the purpose of this opinion.
Based upon the foregoing, we are of the opinion that (i) the execution and
delivery of the Indenture and the issuance of the Units have been duly
authorized by the Sponsors and (ii) the Units, when duly issued and delivered by
the Sponsor and the Trustee in accordance with the Indenture, will be legally
issued, fully paid and non-assessable.
We hereby consent to the use of this opinion as Exhibit 3.1 to the
Registration Statement relating to the Units filed under the Securities Act of
1933 and to the use of our name in such Registration Statement and in the
related prospectus under the heading "How The Fund Works--Legal Opinion."
Very truly yours,
DAVIS POLK & WARDWELL
<PAGE>
Exhibit 5.1
CONSENT OF INDEPENDENT ACCOUNTANTS
The Sponsor and Trustee of Equity Investor Fund,
Select Series, Principled Values Portfolio 2000 Series A,
Defined Asset Funds:
We consent to the use in this Registration Statement No. 333-92787 of our
opinion dated February 4, 2000, relating to the Statement of Condition of Equity
Investor Fund, Select Series, Principled Values Portfolio 2000 Series A, Defined
Asset Funds and to the reference to us under the heading "How The Fund
Works--Auditors" in the Prospectus which is a part of this Registration
Statement.
DELOITTE & TOUCHE LLP
New York, N.Y.
February 4, 2000
