EQUITY INVESTOR FUND FOCUS SERIES 19 DEFINED ASSET FUNDS
S-6, 2000-04-26
Previous: R-TEC HOLDING INC, DEF 14C, 2000-04-26
Next: ABERDENE MINES LTD, SB-2, 2000-04-26





    As filed with the Securities and Exchange Commission on April 26, 2000
                                                      Registration No. 333-
===============================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                            -----------------------
                                    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
                                FOCUS SERIES 19
                              DEFINED ASSET FUNDS

B.   Names of Depositors:

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

C.   Complete address of Depositors' principal executive offices:

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

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

D.   Names and complete addresses of Agents for service:

                TERESA KONCICK, ESQ.                     DOUGLAS LOWE, ESQ.
                   P.O. BOX 9051                     DEAN WITTER REYNOLDS INC.
             PRINCETON, N.J. 08543-9051               TWO WORLD TRADE CENTER
                                                            59TH FLOOR
                                                       NEW YORK, N.Y. 10048

                  MICHAEL KOCHMANN                        ROBERT E. HOLLEY
                388 GREENWICH STREET                1285 AVENUE OF THE AMERICAS
                NEW YORK, N.Y. 10013                    NEW YORK, N.Y. 10019

                            -----------------------
                                   Copies to:
                          PIERRE DE SAINT PHALLE, ESQ.
                             DAVIS POLK & WARDWELL
                              450 LEXINGTON AVENUE
                            NEW YORK, NEW YORK 10017
                            -----------------------


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 the public:

          AS SOON AS PRACTICABLE AFTER THE ACQUISITION AND DEPOSIT OF THE
          UNDERLYING SECURITIES.

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

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.

===============================================================================


<PAGE>



                                    PART II
             ADDITIONAL INFORMATION NOT INCLUDED IN THE PROSPECTUS

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

I.   Bonding arrangements of each of the Depositors are incorporated by
     reference to Item A of Part II to the Registration Statement on Form S-6
     under the Securities Act of 1933 for Municipal Investment Trust Fund,
     Monthly Payment Series--573 Defined Asset Funds (Reg. No. 333-08241).

II.  The date of organization of each of the Depositors is set forth in Item B
     of Part II to the Registration Statement on Form S-6 under the Securities
     Act of 1933 for Municipal Investment Trust Fund, Monthly Payment
     Series--573 Defined Asset Funds (Reg. No. 333-08241) and is herein
     incorporated by reference thereto.

III. The Charter and By-Laws of each of the Depositors are incorporated herein
     by reference to Exhibits 1.3 through 1.12 to the Registration Statement on
     Form S-6 under the Securities Act of 1933 for Municipal Investment Trust
     Fund, Monthly Payment Series--573 Defined Asset Funds (Reg. No.
     333-08241).

IV.  Information as to Officers and Directors of the Depositors has been filed
     pursuant to Schedules A and D of Form BD under Rules 15b1-1 and 15b3-1 of
     the Securities Exchange Act of 1934 and is incorporated by reference to
     the SEC filings indicated and made a part of this Registration Statement:

                                                              IDENTIFICATION NO.

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

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

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


                                  UNDERTAKING

The Sponsors undertake that they will not make any amendment to the Supplement
to this Registration Statement which includes material changes without
submitting the amendment for Staff review prior to distribution.




                                      II-1

<PAGE>


             SERIES OF EQUITY INCOME FUND AND EQUITY INVESTOR FUND
       DESIGNATED PURSUANT TO RULE 487 UNDER THE SECURITIES ACT OF 1933

                                                                         SEC
Series Number                                                        File Number
- -------------                                                        -----------
Equity Investor Fund, Select S&P Industrial Portfolio--1998
  Series H.......................................................     333-64577


                       CONTENTS OF REGISTRATION STATEMENT

     THE REGISTRATION STATEMENT ON FORM S-6 COMPRISES THE FOLLOWING PAPERS AND
DOCUMENTS:

     The facing sheet of Form S-6.

     The Cross-Reference Sheet (incorporated by reference to the Cross-Reference
Sheet of the Registration Statement of the Defined Asset Funds Municipal
Insured Series, 1933 Act File No. 33-54565).

     The Prospectus.

     Additional Information not included in the Prospectus (Part II).

     The following exhibits:

    *1.1   --  Form of Trust Indenture.

     1.1.1 --  Form of Standard Terms and Conditions of Trust Effective October
               21, 1993 (incorporated by reference to Exhibit 1.1.1 to the
               Registration Statement of Municipal Investment Trust Fund,
               Multistate Series-48, Defined Asset Funds, 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 of The
               Corporate Income Fund, One Hundred Ninety-Fourth Monthly Payment
               Series, 1933 Act File No. 2-90925).

     1.11.1--  Merrill Lynch Code of Ethics (incorporated by reference to
               Exhibit 1.11.1 to Post-Effective Amendment No. 2 to the
               Registration Statement of Equity Participation Series, Low Five
               Portfolio, Defined Asset Funds, 1933 Act File No. 333-05685).

     1.11.2--  Equity Investor Fund Code of Ethics (incorporated by reference to
               Exhibit 1.11.2 to Post-Effective Amendment No. 2 to the
               Registration of Equity Participation Series Low Five Portfolio,
               Defined Asset Funds, 1933 Act File No. 333-05685.)

    *3.1   --  Opinion of counsel as to the legality of the securities being
               issued including their consent to the use of their names 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 Investor Fund, Select Ten
               Portfolio 1999 International Series A (United Kingdom Portfolio),
               File No. 333-70593).
- -------------------
*    To be filed with Amendment to Registration Statement.


                                      R-1

<PAGE>



                                   SIGNATURES

The registrant hereby identifies the series numbers of Equity Income Fund and
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 extend 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 compiled 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 26TH DAY OF
APRIL, 2000.

     Signatures appear on pages R-3, R-4, R-5 and R6.

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

     A majority of the members of the Board of Directors of Salomon Smith
Barney Inc. has signed this Registration Statement or Amendment to the
Registration Statement pursuant to Powers of Attorney authorizing the person
signing this Registration Statement or Amendment to the Registration Statement
to do so on behalf of such members.

     A majority of the members of the Executive Committee of the Board of
Directors of PaineWebber Incorporated has signed this Registration Statement or
Amendment to the Registration Statement pursuant to Powers of Attorney
authorizing the person signing this Registration Statement or Amendment to the
Registration Statement to do so on behalf of such members.

     A majority of the members of the Board of Directors of Dean Witter
Reynolds Inc. has signed this Registration Statement or Amendment to the
Registration Statement pursuant to Powers of Attorney authorizing the person
signing this Registration Statement or Amendment to the Registration Statement
to do so on behalf of such members.



                                      R-2

<PAGE>



MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED
   DEPOSITOR


By the following persons, who constitute a    Powers of Attorney have been filed
   majority of the Board of Directors of      under Form SE and the following
   Merrill Lynch, Pierce, Fenner & Smith      1933 Act File Numbers: 333-70593
   Incorporated:

      GEORGE A. SCHIEREN
      JOHN L. STEFFENS



By    JAY M. FIFE
      (As authorized signatory for Merrill
      Lynch, Pierce, Fenner & Smith
      Incorporated and Attorney-in-fact for the
      persons listed above)



                                      R-3

<PAGE>



SALOMON SMITH BARNEY INC.
   DEPOSITOR


By the following persons, who constitute a         Powers of Attorney have been
   majority of the Board of Directors of           filed under the 1933 Act
   Salomon Smith Barney Inc.:                      File Numbers:  333-63417 and
                                                   333-63033

      MICHAEL CARPENTER
      DERYCK C. MAUGHAN



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



                                      R-4

<PAGE>



PAINEWEBBER INCORPORATED
   DEPOSITOR


By the following persons, who constitute          Powers of Attorney have been
  the Board of Directors of PaineWebber           filed under the following 1933
  Incorporated:                                   Act File Number: 2-61279

   MARGO N. ALEXANDER
   TERRY L. ATKINSON
   BRIAN M. BAREFOOT
   STEVEN P. BAUM
   MICHAEL CULP
   REGINA A. DOLAN
   JOSEPH J. GRANO, JR.
   EDWARD M. KERSCHNER
   JAMES P. MacGILVRAY
   DONALD B. MARRON
   ROBERT H. SILVER
   MARK B. SUTTON

By    ROBERT E. HOLLEY
      (As authorized signatory for PaineWebber
      Incorporated and Attorney-in-fact for the persons
      listed above)





                                      R-5

<PAGE>


DEAN WITTER REYNOLDS INC.
   DEPOSITOR


By the following persons, who constitute a    Powers of Attorney have been filed
   majority of the Board of Directors of      under Form SE and the following
   Dean Witter Reynolds Inc.:                 1933 Act File Number: 33-17085,
                                              333-13039, 333-47553 and
                                              333-89009
      BRUCE F. ALONSO
      RICHARD M. DeMARTINI
      RAYMOND J. DROP
      JAMES F. HIGGINS
      JOHN J. MACK
      MITCHELL M. MERIN
      STEPHEN R. MILLER
      PHILIP J. PURCELL
      JOHN H. SCHAEFER
      THOMAS C. SCHNEIDER
      ALAN A. SCHRODER
      ROBERT G. SCOTT



By    MICHAEL D. BROWNE
      (As authorized signatory for Dean Witter
      Reynolds Inc. and Attorney-in-fact for the
      persons listed above)




                                      R-6


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission