FT 462, 487, 2000-09-21

FT 462
487, 2000-09-21

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Registration No. 333-45394
1940 Act No. 811-05903

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

Amendment No. 2 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 462

B. Name of depositor:

NIKE SECURITIES L.P.

C. Complete address of depositor's principal executive offices:

1001 Warrenville Road
Lisle, Illinois 60532

D. Name and complete address of agents for service:

Copy to:
JAMES A. BOWEN ERIC F. FESS
c/o Nike Securities L.P. c/o Chapman and Cutler
1001 Warrenville Road 111 West Monroe Street
Lisle, Illinois 60532 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 public:

As soon as practicable after the effective date of the
Registration Statement.

|XXX|Check box if it is proposed that this filing will become
effective on September 21, 2000 at 2:00 p.m. pursuant to Rule 487.

________________________________

NASDAQ 100 (REGISTERED TRADEMARK) SECURITIES SELECT PORTFOLIO, SERIES 2
NASDAQ 100 (REGISTERED TRADEMARK) SECURITIES PORTFOLIO, SERIES 2

FT 462

FT 462 is a series of a unit investment trust, the FT Series. FT 462
consists of two separate portfolios listed above (each, a "Trust," and
collectively, the "Trusts"). Each Trust invests in a diversified
portfolio of common stocks ("Securities") of companies which comprise
the Nasdaq 100 Index(registered trademark). The objective of each Trust
is to provide above-average capital appreciation. Nasdaq 100(registered
trademark) Securities Select Portfolio, Series 2 has an expected
maturity of approximately 18 months. Nasdaq 100(registered trademark)
Securities Portfolio, Series 2 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.

First Trust (registered trademark)

1-800-621-9533

The date of this prospectus is September 21, 2000

Page 1

Table of Contents

Summary of Essential Information 3
Fee Table 5
Report of Independent Auditors 6
Statements of Net Assets 7
Schedules of Investments 8
The FT Series 14
Portfolios 15
Risk Factors 15
The Nasdaq 100(registered trademark) Index Performance 16
Public Offering 17
Distribution of Units 19
The Sponsor's Profits 20
The Secondary Market 21
How We Purchase Units 21
Expenses and Charges 21
Tax Status 22
Retirement Plans 23
Rights of Unit Holders 23
Income and Capital Distributions 24
Redeeming Your Units 25
Removing Securities from a Trust 26
Amending or Terminating the Indenture 27
Information on the Sponsor, Trustee and Evaluator 27
Other Information 28

Page 2

Summary of Essential Information

FT 462

At the Opening of Business on the
Initial Date of Deposit-September 21, 2000

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

<TABLE>
<CAPTION>
Nasdaq 100 (registered
trademark) Securities
Select Portfolio
Series 2
______________________
<S> <C>
Initial Number of Units (1) 24,999
Fractional Undivided Interest in the Trust per Unit (1) 1/24,999
Public Offering Price:
Aggregate Offering Price Evaluation of Securities per Unit (2) $ 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
Less Deferred Sales Charge per Unit $ (.225)
Public Offering Price per Unit (4) $ 10.000
Sponsor's Initial Repurchase Price per Unit (5) $ 9.675
Redemption Price per Unit (based on aggregate underlying value of Securities
less deferred sales charge) (5) $ 9.675
Cash CUSIP Number 30265V 140
Reinvestment CUSIP Number 30265V 157
Fee Accounts Cash CUSIP Number 30265V 165
Fee Accounts Reinvestment CUSIP Number 30265V 173
Security Code 59603
</TABLE>

<TABLE>
<CAPTION>
<S> <C>
First Settlement Date September 26, 2000
Mandatory Termination Date (6) March 21, 2002
Income Distribution Record Date Fifteenth day of each June and December, commencing December 15, 2000.
Income Distribution Date (7) Last day of each June and December, commencing December 31, 2000.

_____________

<FN>
See "Notes to Summary of Essential Information" on page 4.
</FN>
</TABLE>

Page 3

Summary of Essential Information

FT 462

At the Opening of Business on the
Initial Date of Deposit-September 21, 2000

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

<TABLE>
<CAPTION>
Nasdaq 100 (registered
trademark)
Securities Portfolio
Series 2
______________________
<S> <C>
Initial Number of Units (1) 24,999
Fractional Undivided Interest in the Trust per Unit (1) 1/24,999
Public Offering Price:
Aggregate Offering Price Evaluation of Securities per Unit (2) $ 9.900
Maximum Sales Charge of 4.40% of the Public Offering Price per Unit
(4.444% of the net amount invested, exclusive of the deferred sales charge) (3) $ .440
Less Deferred Sales Charge per Unit $ (.340)
Public Offering Price per Unit (4) $ 10.000
Sponsor's Initial Repurchase Price per Unit (5) $ 9.560
Redemption Price per Unit (based on aggregate underlying value of Securities
less deferred sales charge) (5) $ 9.560
Cash CUSIP Number 30265V 181
Reinvestment CUSIP Number 30265V 199
Fee Accounts Cash CUSIP Number 30265V 207
Fee Accounts Reinvestment CUSIP Number 30265V 215
Security Code 59607
</TABLE>

<TABLE>
<CAPTION>
<S> <C>
First Settlement Date September 26, 2000
Mandatory Termination Date (6) September 15, 2005
Income Distribution Record Date Fifteenth day of each June and December, commencing December 15, 2000.
Income Distribution Date (7) Last day of each June and December, commencing December 31, 2000.

_____________

<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 4

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 the Select Portfolio
Series has a term of approximately 18 months, the 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>
Nasdaq 100 (registered Nasdaq 100 (registered
trademark) trademark)
Securities Securities
Select Portfolio Portfolio
Series 2 Series 2
______________ ______________
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 4.40% $.440
======= ======= ======= =======
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 3.40%(b) .340

Organization Costs
(as a percentage of public offering price)
Estimated organization costs .260%(c) $.0260 .225%(c) $.0225
======= ======= ======= =======
Estimated Annual Trust Operating Expenses(d)
(as a percentage of average net assets)
Portfolio supervision, bookkeeping, administrative and evaluation fees .081% $.0080 .100% $.0098
Creation and development fee .350%(e) .0347 .350%(e) .0343
Trustee's fee and other operating expenses .159%(f) .0158 .194%(f) .0190
______ ______ ______ ______
Total .590% $.0585 .644% $.0631
======= ======= ======= =======
</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(g) 3 Years 5 Years
______ __________ _______ _______
<S> <C> <C> <C> <C>
Nasdaq 100 (registered trademark) Securities
Select Portfolio, Series 2 $410 $440 $ - $ -
Nasdaq 100 (registered trademark) Securities
Portfolio, Series 2 527 N.A. 658 801

The example will not differ if you hold rather than sell your Units at
the end of each period.

_____________

<FN>
(a) The initial sales charge is equal to the difference between the
maximum sales charge (3.25% for the Select Portfolio Series and 4.40%
for the Portfolio Series) and any remaining deferred sales charge.

(b) The deferred sales charge is a fixed dollar amount equal to $.225
per Unit for the Select Portfolio Series and $.340 per Unit for the
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 April 20, 2001.

(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)With the exception of the creation and development fee, each of the
fees listed herein is assessed on a fixed dollar amount per Unit basis
which, as a percentage of average net assets, will vary over time.

(e)The creation and development fee compensates the Sponsor for creating
and developing the Trusts. During the life of the Trusts, this fee is
accrued daily based on each Trust's net asset value at the annual rate
of .35%. Each Trust pays the amount of any accrued creation and
development fee to the Sponsor monthly from such Trust's assets. In
connection with the creation and development fee, in no event will the
Sponsor collect over the life of a Trust more than 1.00% for the Select
Portfolio Series or more than 2.85% for the Portfolio Series of a Unit
holder's initial investment.

(f) For the Portfolio Series, other operating expenses include the costs
incurred by the Portfolio Series for annually updating such Trust's
registration statements. Historically, we paid these costs. Other
operating expenses include costs associated with a license fee, but do
not include brokerage costs and other portfolio transaction fees for
either of the Trusts. In certain circumstances the Trusts may incur
additional expenses not set forth above. See "Expenses and Charges."

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

Page 5

Report of Independent Auditors

The Sponsor, Nike Securities L.P., and Unit Holders
FT 462

We have audited the accompanying statements of net assets, including the
schedules of investments, of FT 462, comprised of the Nasdaq 100
(registered trademark) Securities Select Portfolio , Series 2 and
Nasdaq 100 (registered trademark) Securities Portfolio , Series 2 as of
the opening of business on September 21, 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
September 21, 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 462,
comprised of the Nasdaq 100 (registered trademark) Securities Select
Portfolio , Series 2 and Nasdaq 100 (registered trademark) Securities
Portfolio , Series 2 at the opening of business on September 21, 2000 in
conformity with accounting principles generally accepted in the United
States.

ERNST & YOUNG LLP

Chicago, Illinois
September 21, 2000

Page 6

Statements of Net Assets

FT 462

At the Opening of Business on the
Initial Date of Deposit-September 21, 2000

<TABLE>
<CAPTION>
Nasdaq 100 Nasdaq 100
(registered (registered
trademark) trademark)
Securities Securities
Select Portfolio Portfolio
Series 2 Series 2
__________ __________
<S> <C> <C>
NET ASSETS
Investment in Securities represented by purchase contracts (1) (2) $247,489 $247,489
Less liability for reimbursement to Sponsor for organization costs (3) (650) (562)
Less liability for deferred sales charge (4) (5,625) (8,500)
________ ________
Net assets $241,214 $238,427
======== ========
Units outstanding 24,999 24,999

ANALYSIS OF NET ASSETS
Cost to investors (5) $249,989 $249,988
Less maximum sales charge (5) (8,125) (10,999)
Less estimated reimbursement to Sponsor for organization costs (3) (650) (562)
________ ________
Net assets $241,214 $238,427
======== ========

______________

<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 $600,000 will be allocated between the two Trusts in FT 462,
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 the Select Portfolio Series and $.0225 per Unit for the
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 the Select Portfolio Series, or
$.340 per Unit for the Portfolio Series, payable to us in five equal
monthly installments beginning on April 20, 2001 and on the twentieth
day of each month thereafter (or if such date is not a business day, on
the preceding business day) through August 20, 2001. If you redeem your
Units before August 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
the Select Portfolio Series (equivalent to 3.283% of the net amount
invested, exclusive of the deferred sales charge) or 4.40% of the Public
Offering Price per Unit for the Portfolio Series (equivalent to 4.444%
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 7

Schedule of Investments

Nasdaq 100(registered trademark) Securities Select Portfolio, Series 2
FT 462

At the Opening of Business on the
Initial Date of Deposit-September 21, 2000

<TABLE>
<CAPTION>
Number Percentage Market Cost of
of Ticker Symbol and of Aggregate Value per Securities to
Shares Name of Issuer of Securities (1) Offering Price Share the Trust (2)
_____ ____________________________________ __________ ______ _____________
<C> <S> <C> <C> <C>
20 COMS 3Com Corporation 0.13% $ 15.750 $ 315
98 ADCT ADC Telecommunications, Inc. 1.28% 32.438 3,179
9 ADPT Adaptec, Inc. 0.08% 23.250 209
15 ADLAC Adelphia Communications Corporation (Class A) 0.17% 28.875 433
13 ADBE Adobe Systems Incorporated 0.83% 157.750 2,051
63 ALTR Altera Corporation 1.42% 55.875 3,520
26 AMZN Amazon.com, Inc. 0.39% 37.500 975
28 APCC American Power Conversion Corporation 0.24% 21.563 604
51 AMGN Amgen Inc. 1.42% 69.125 3,525
8 APOL Apollo Group, Inc. (Class A) 0.11% 35.250 282
51 AAPL Apple Computer, Inc. 1.26% 61.047 3,113
47 AMAT Applied Materials, Inc. 1.48% 78.000 3,666
16 AMCC Applied Micro Circuits Corporation 1.26% 195.000 3,120
33 ATHM At Home Corporation 0.20% 15.375 507
39 ATML Atmel Corporation 0.29% 18.563 724
21 BMCS BMC Software, Inc. 0.17% 20.188 424
42 BBBY Bed Bath & Beyond Inc. 0.36% 20.938 879
20 BGEN Biogen, Inc. 0.48% 59.875 1,197
27 BMET Biomet, Inc. 0.33% 30.609 826
32 BVSN BroadVision, Inc. 0.41% 32.000 1,024
36 CMGI CMGI Inc. 0.53% 36.438 1,312
11 CNET CNET Networks, Inc. 0.13% 29.750 327
28 CHIR Chiron Corporation 0.50% 44.125 1,235
38 CIEN CIENA Corporation 1.79% 116.688 4,434
23 CTAS Cintas Corporation 0.37% 39.813 916
283 CSCO Cisco Systems, Inc. 7.22% 63.125 17,864
25 CTXS Citrix Systems, Inc. 0.20% 19.688 492
48 CMCSK Comcast Corporation (Class A Special) 0.68% 34.875 1,674
25 CPWR Compuware Corporation 0.09% 9.313 233
19 CMVT Comverse Technology, Inc. 0.71% 92.375 1,755
27 CEFT Concord EFS, Inc. 0.36% 32.813 886
28 CNXT Conexant Systems, Inc. 0.55% 48.813 1,367
26 COST Costco Wholesale Corporation 0.36% 34.250 891
106 DELL Dell Computer Corporation 1.65% 38.563 4,088
11 DLTR Dollar Tree Stores, Inc. 0.19% 43.375 477
22 EBAY eBay Inc. 0.68% 76.563 1,684
27 DISH EchoStar Communications Corporation (Class A) 0.51% 46.375 1,252
15 ERTS Electronic Arts Inc. 0.29% 47.250 709
131 ERICY LM Ericsson AB (ADR) 0.95% 18.000 2,358
17 FISV Fiserv, Inc. 0.38% 55.063 936
</TABLE>

Page 8

Schedule of Investments (cont'd.)

Nasdaq 100(registered trademark) Securities Select Portfolio, Series 2
FT 462

At the Opening of Business on the
Initial Date of Deposit-September 21, 2000

<TABLE>
<CAPTION>
Number Percentage Market Cost of
of Ticker Symbol and of Aggregate Value per Securities to
Shares Name of Issuer of Securities (1) Offering Price Share the Trust (2)
_____ ____________________________________ __________ ______ _____________
<C> <S> <C> <C> <C>
48 GMST Gemstar-TV Guide International, Inc. 1.51% $ 77.750 $ 3,732
12 GENZ Genzyme Corporation (General Division) 0.31% 63.125 758
109 GBLX Global Crossing Ltd. (3) 1.30% 29.438 3,209
7 MLHR Herman Miller, Inc. 0.08% 28.688 201
24 ITWO i2 Technologies, Inc. 1.80% 185.875 4,461
77 IMNX Immunex Corporation 1.42% 45.625 3,513
262 INTC Intel Corporation 6.68% 63.063 16,523
29 INTU Intuit Inc. 0.68% 57.625 1,671
99 JDSU JDS Uniphase Corporation 4.29% 107.125 10,605
23 JNPR Juniper Networks, Inc. 2.04% 220.063 5,061
25 KLAC KLA-Tencor Corporation 0.54% 53.313 1,333
11 LGTO Legato Systems, Inc. 0.06% 13.563 149
28 LVLT Level 3 Communications, Inc. 0.81% 71.625 2,005
47 LLTC Linear Technology Corporation 1.29% 68.000 3,196
15 LCOS Lycos, Inc. 0.41% 67.375 1,011
44 MXIM Maxim Integrated Products, Inc. 1.46% 82.266 3,620
53 MCLD McLeodUSA Incorporated (Class A) 0.25% 11.500 610
25 MEDI MedImmune, Inc. 0.77% 75.813 1,895
59 MFNX Metromedia Fiber Network, Inc. (Class A) 0.63% 26.313 1,552
8 MCHP Microchip Technology Incorporated 0.22% 67.250 538
202 MSFT Microsoft Corporation 5.24% 64.250 12,978
11 MOLX Molex Incorporated 0.24% 53.688 591
31 NTLI NTL Incorporated 0.50% 40.109 1,243
37 NTAP Network Appliance, Inc. 2.11% 141.125 5,222
16 NETA Network Associates, Inc. 0.14% 21.375 342
104 NXTL Nextel Communications, Inc. (Class A) 1.86% 44.313 4,609
32 NXLK NEXTLINK Communications, Inc. (Class A) 0.33% 25.188 806
8 NWAC Northwest Airlines Corporation 0.09% 27.250 218
43 NOVL Novell, Inc. 0.17% 9.906 426
131 ORCL Oracle Corporation 4.23% 79.938 10,472
10 PCAR PACCAR Inc 0.16% 39.000 390
19 PMCS PMC-Sierra, Inc. (3) 1.76% 229.000 4,351
4 PHSY PacifiCare Health Systems, Inc. 0.08% 48.688 195
22 SPOT PanAmSat Corporation 0.29% 32.125 707
41 PMTC Parametric Technology Corporation 0.19% 11.688 479
39 PAYX Paychex, Inc. 0.69% 43.563 1,699
44 PSFT PeopleSoft, Inc. 0.51% 28.875 1,270
11 QLGC QLogic Corporation 0.43% 96.688 1,064
100 QCOM QUALCOMM Incorporated 3.03% 75.047 7,505
18 QTRN Quintiles Transnational Corp. 0.11% 14.563 262
</TABLE>

Page 9

Schedule of Investments (cont'd.)

Nasdaq 100(registered trademark) Securities Select Portfolio, Series 2
FT 462

At the Opening of Business on the
Initial Date of Deposit-September 21, 2000

_____________

<FN>
See "Notes to Schedules of Investments" on page 13.
</FN>
</TABLE>

Page 10

Schedule of Investments

Nasdaq 100(registered trademark) Securities Portfolio, Series 2
FT 462

At the Opening of Business on the
Initial Date of Deposit-September 21, 2000

Page 11

Schedule of Investments (cont'd.)

Nasdaq 100(registered trademark) Securities Portfolio, Series 2
FT 462

At the Opening of Business on the
Initial Date of Deposit-September 21, 2000

<TABLE>
<CAPTION>
Number Percentage Market Cost of
of Ticker Symbol and of Aggregate Value per Securities to
Shares Name of Issuer of Securities (1) Offering Price Share the Trust (2)
_____ ____________________________________ __________ ______ _____________
<C> <S> <C> <C> <C>
48 GMST Gemstar-TV Guide International, Inc. 1.51% $ 77.750 $ 3,732
12 GENZ Genzyme Corporation (General Division) 0.31% 63.125 758
109 GBLX Global Crossing Ltd. (3) 1.30% 29.438 3,209
7 MLHR Herman Miller, Inc. 0.08% 28.688 201
24 ITWO i2 Technologies, Inc. 1.80% 185.875 4,461
77 IMNX Immunex Corporation 1.42% 45.625 3,513
262 INTC Intel Corporation 6.68% 63.063 16,523
29 INTU Intuit Inc. 0.68% 57.625 1,671
99 JDSU JDS Uniphase Corporation 4.29% 107.125 10,605
23 JNPR Juniper Networks, Inc. 2.04% 220.063 5,061
25 KLAC KLA-Tencor Corporation 0.54% 53.313 1,333
11 LGTO Legato Systems, Inc. 0.06% 13.563 149
28 LVLT Level 3 Communications, Inc. 0.81% 71.625 2,005
47 LLTC Linear Technology Corporation 1.29% 68.000 3,196
15 LCOS Lycos, Inc. 0.41% 67.375 1,011
44 MXIM Maxim Integrated Products, Inc. 1.46% 82.266 3,620
53 MCLD McLeodUSA Incorporated (Class A) 0.25% 11.500 610
25 MEDI MedImmune, Inc. 0.77% 75.813 1,895
59 MFNX Metromedia Fiber Network, Inc. (Class A) 0.63% 26.313 1,552
8 MCHP Microchip Technology Incorporated 0.22% 67.250 538
202 MSFT Microsoft Corporation 5.24% 64.250 12,978
11 MOLX Molex Incorporated 0.24% 53.688 591
31 NTLI NTL Incorporated 0.50% 40.109 1,243
37 NTAP Network Appliance, Inc. 2.11% 141.125 5,222
16 NETA Network Associates, Inc. 0.14% 21.375 342
104 NXTL Nextel Communications, Inc. (Class A) 1.86% 44.313 4,609
32 NXLK NEXTLINK Communications, Inc. (Class A) 0.33% 25.188 806
8 NWAC Northwest Airlines Corporation 0.09% 27.250 218
43 NOVL Novell, Inc. 0.17% 9.906 426
131 ORCL Oracle Corporation 4.23% 79.938 10,472
10 PCAR PACCAR Inc 0.16% 39.000 390
19 PMCS PMC-Sierra, Inc. (3) 1.76% 229.000 4,351
4 PHSY PacifiCare Health Systems, Inc. 0.08% 48.688 195
22 SPOT PanAmSat Corporation 0.29% 32.125 707
41 PMTC Parametric Technology Corporation 0.19% 11.688 479
39 PAYX Paychex, Inc. 0.69% 43.563 1,699
44 PSFT PeopleSoft, Inc. 0.51% 28.875 1,270
11 QLGC QLogic Corporation 0.43% 96.688 1,064
100 QCOM QUALCOMM Incorporated 3.03% 75.047 7,505
18 QTRN Quintiles Transnational Corp. 0.11% 14.563 262
</TABLE>

Page 12

Schedule of Investments (cont'd.)

Nasdaq 100(registered trademark) Securities Portfolio, Series 2
FT 462

At the Opening of Business on the
Initial Date of Deposit-September 21, 2000

_____________

<FN>
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
September 21, 2000. The Select Portfolio Series has a Mandatory Termination
Date of March 21, 2002. The Portfolio Series has a Mandatory Termination
Date of September 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 (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)
________ _______
Nasdaq 100(registered trademark) Securities Select Portfolio, Series 2 $245,110 $2,379
Nasdaq 100(registered trademark) Securities Portfolio, Series 2 245,110 2,379

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

Page 13

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
462, consists of two separate portfolios set forth below:

- Nasdaq 100(registered trademark) Securities Select Portfolio, Series 2

- Nasdaq 100(registered trademark) Securities Portfolio, Series 2

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.

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.

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").

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 (as set forth in "Schedule of Investments"
for each Trust), 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.
In addition, because the Trusts pay the brokerage fees associated with
the creation of new Units and with the sale of Securities to meet
redemption and exchange requests, frequent redemption and exchange
activity will likely result in higher brokerage expenses.

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
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.

Page 14

Portfolios

Objectives.

The objective of each Trust is to provide the potential for above
average capital appreciation through an investment in common stocks of
companies which comprise the Nasdaq 100 Index(registered trademark).

The Nasdaq 100 Index(registered trademark) represents 100 of the largest
and most active non-financial domestic and international companies
listed on the National Market tier of The Nasdaq Stock Market,
Inc.(registered trademark) The Nasdaq 100 Index(registered trademark)
reflects the Nasdaq's largest companies across major industry groups,
including computer hardware and software, telecommunications,
retail/wholesale trade and biotechnology. The Nasdaq 100
Index(registered trademark) is a modified capitalization-weighted index,
which is designed to limit domination of the Index by a few large stocks
while generally retaining the capitalization ranking of companies. To be
eligible for inclusion in the Index, a stock must have an average daily
trading volume of more than 100,000 shares. All of the companies in the
Index are over $1 billion in market capitalization with $6 billion in
market capitalization as the average. The stocks that are included in
the Index, but not the portfolio, are adjusted annually to reflect
changes in market capitalization.

Through an investment in the Trusts, you can participate in the
collective performance of many of the Nasdaq(registered trademark)
stocks that are often in the news or have become household names.
Companies such as Microsoft, Intel, Dell Computer, Amgen, Amazon.com,
Yahoo!, and QUALCOMM are just some of the leading companies that can be
found in the portfolio.

Nasdaq 100(registered trademark) Securities Select Portfolio, Series 2
and Nasdaq 100(registered trademark) Securities Portfolio, Series 2 each
consist of a portfolio of the securities contained in the Nasdaq 100
Index(registered trademark) as of the business day prior to the date of
this prospectus. The weighting of the Securities in the Trust attempts
to match the weightings of the common stocks in the Nasdaq 100
Index(registered trademark) as of the close of business on the business
day prior to the date of this prospectus subject to the limitation that
only whole shares are purchased for the Trust. The Nasdaq 100
Index(registered trademark) is reviewed and adjusted annually to reflect
changes in market capitalization. The composition of the Trust, however,
will not be adjusted during the life of the Trust to reflect changes in
the composition of the Nasdaq 100 Index(registered trademark) which
occur after the Initial Date of Deposit.

The "Nasdaq 100,(registered trademark)" "Nasdaq 100 Index,(registered
trademark)" and "Nasdaq(registered trademark)" are trade or service
marks of The Nasdaq Stock Market, Inc.(registered trademark) (which with
its affiliates are the "Corporations") and are licensed for use by us.
The Trusts have not been passed on by the Corporations as to their
legality or suitability. The Trusts are not issued, endorsed, sold, or
promoted by the Corporations. The Corporations make no warranties and
bear no liability with respect to the Trusts.

There is, of course, no guarantee that the objective of a Trust will be
achieved. See "Risk Factors" for a discussion of the risks of investing
in a Trust.

You should be aware that predictions stated herein for the Nasdaq 100
Index(registered trademark) may not be realized. In addition, the
Securities contained in each Trust are not intended to be representative
of The Nasdaq Stock Market, Inc.(registered trademark) as a whole and
the performance of each Trust is expected to differ from that of The
Nasdaq Stock Market, Inc.(registered trademark) 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. 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. In addition,
common stock prices may be particularly sensitive to rising interest
rates, as the cost of capital rises and borrowing costs increase.

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 the Select Portfolio
Series, or that you won't lose money. Units of the Trusts are not

Page 15

deposits of any bank and are not insured or guaranteed by the Federal
Deposit Insurance Corporation or any other government agency.

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.

Securities Selection. The Trust consists of the securities contained in
the Nasdaq 100 Index(registered trademark) as of the business day prior
to the Initial Date of Deposit. The composition of the Trust will not be
adjusted to reflect changes in the composition of the Nasdaq 100
Index(registered trademark) which occur after the Initial Date of Deposit.

Technology Industry. Because more than 25% of the Trusts are invested in
common stocks of companies in the technology industry, the Trusts are
considered to be concentrated in technology stocks. A portfolio
concentrated in a single industry may present more risks than a
portfolio which is broadly diversified over several industries.
Technology companies are generally subject to the risks of rapidly
changing technologies; short product life cycles; fierce competition;
aggressive pricing; frequent introduction of new or enhanced products;
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.
Technology company stocks 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
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 the industries
represented by these 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 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 listed directly 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.

The Nasdaq 100 Index(registered trademark) Performance

The following table compares historical data for the Nasdaq 100
Index(registered trademark) (but not the Trusts or any prior series)
with that of the Dow Jones Industrial Average ("DJIA") and the Standard
& Poor's 500 Composite Stock Price Index ("S&P 500 Index"). This information
is not meant to indicate your potential future return. Your investment
return will differ from the past returns of the Nasdaq 100
Index.(registered trademark) Returns have fluctuated significantly in
the past and have not always been positive.

Returns from the Trusts will differ from the Nasdaq 100 Index(registered
trademark) for several reasons, including the following:

- Total Return figures shown for the Nasdaq 100 Index(registered
trademark) do not reflect sales charges, commissions, Trust expenses or
taxes.

- The Nasdaq 100 Index(registered trademark) returns are for calendar
years, while the Trusts begin and end on various dates.

- Each Trust has a maturity longer than one year.

- The Trusts may not be fully invested at all times or the weightings of
the stocks in the Trusts may differ from the weightings in the Nasdaq
100 Index.(registered trademark)

- The composition of the Trusts will not be adjusted to reflect changes
in the composition of the Nasdaq 100 Index(registered trademark) which
occur after the Initial Date of Deposit.

- Securities are often purchased or sold at prices different from the
closing prices used in buying and selling Units.

Page 16

<TABLE>
<CAPTION>
COMPARISON OF TOTAL RETURN(1)
____________________________
Nasdaq 100
Year Index
(registered S&P 500
trademark) DJIA Index
____ ______ ______ _______
<S> <C> <C> <C>
1986 6.89% 27.00% 18.31%
1987 10.49% 5.66% 5.33%
1988 13.54% 16.03% 16.64%
1989 26.17% 32.09% 31.35%
1990 -10.41% -0.73% -3.30%
1991 64.99% 24.19% 30.40%
1992 8.86% 7.39% 7.62%
1993 11.67% 16.87% 9.95%
1994 1.74% 5.03% 1.34%
1995 43.01% 36.67% 37.22%
1996 42.74% 28.71% 22.82%
1997 20.76% 24.82% 33.21%
1998 85.43% 18.03% 28.57%
1999 102.08% 27.06% 20.94%
2000 1.53% -8.44% -0.44%
(thru 6/30)

________________

<FN>
(1) Total Return represents the sum of the change in market value of each
group of stocks between the first and last trading day of a period plus
the total dividends paid on each group of stocks during such period
divided by the opening market value of each group of stocks as of the
first trading day of a period. Total Return figures assume that all
dividends are reinvested semi-annually. Based on the year-by-year
returns contained in the table, over the full years listed above, the
Nasdaq 100 Index(registered trademark), DJIA and S&P 500 Index achieved
an average annual total return of 27.06%, 18.69% and 17.94%, respectively.
</FN>
</TABLE>

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 17

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 equal to the difference between the maximum sales charge
(3.25% of the Public Offering Price for the Select Portfolio Series and
4.40% of the Public Offering Price for the Portfolio Series) and the
maximum remaining deferred sales charge (initially equal to $.225 per
Unit for the Select Portfolio Series and $.340 per Unit for the
Portfolio Series). This initial sales charge is initially equal to
approximately 1.00% of the Public Offering Price of a Unit, but will
vary from 1.00% depending on the purchase price of your Units and as
deferred sales charge payments are made. When the Public Offering Price
exceeds $10.00 per Unit, the initial sales charge will exceed 1.00% of
the Public Offering Price.

Monthly Deferred Sales Charge. In addition, five monthly deferred sales
charge payments of $.045 per Unit for the Select Portfolio Series or
$.068 per Unit for the Portfolio Series will be deducted from a Trust's
assets on approximately the twentieth day of each month from April 20,
2001 through August 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 the Select Portfolio Series
or more than 3.40% of the Public Offering Price for the 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 the Select Portfolio Series
and 4.40% of the Public Offering Price per Unit (equivalent to 4.603% of
the net amount invested) for the Portfolio Series. For the Portfolio
Series, the sales charge will be reduced by 1/2 of 1% on each subsequent
September 30, commencing September 30, 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 "Fee
Accounts" as described below), the maximum sales charge is reduced as
follows for the 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 the Portfolio Series:

Your maximum
If you invest sales charge
(in thousands):* will be:
_________________ ____________
$50 but less than $100 4.15%
$100 but less than $250 3.90%
$250 but less than $500 3.40%

$500 but less than $1,000 2.40%
$1,000 or more 1.50%

* 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. Broker/dealers will receive a concession of 1.00% of the Public
Offering Price on Portfolio Series' Units sold subject to the sales

Page 18

charge reduction for purchases of $1 million or more. In all other
instances, any reduced sales charge is the responsibility of the party
making the sale.

You may use redemption or termination proceeds from any unit investment
trust we sponsor to purchase Units of the Trusts during the initial
offering period at the Public Offering Price less 1.00%. Please note
that any deferred sales charge remaining on units you redeem to buy
Units of the Trusts will be deducted from those redemption proceeds.

Investors purchasing 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 or comparable services as part of an investment account where a
comprehensive "wrap fee" or similar charge is imposed ("Fee Accounts")
will not be assessed the initial or deferred sales charge described in
this section on the purchase of Units. We reserve the right to limit or
deny purchases of Units not subject to the initial or deferred sales
charge by investors whose frequent trading activity we determine to be
detrimental to the Trusts.

Employees, officers and directors (and immediate family members) of the
Sponsor, our related companies, dealers and their affiliates, and
vendors providing services to us may purchase Units at the Public
Offering Price less the applicable dealer concession. Immediate family
members include 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.

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, including Fee Accounts Units, you will be
credited the difference between your maximum sales charge and the
maximum deferred sales charge at the time you buy your Units. If you
elect to have distributions reinvested into additional Units of your
Trust, in addition to the reinvestment Units you receive you will also
be credited additional Units with a dollar value at the time of
reinvestment sufficient to cover the amount of any remaining deferred
sales charge to be collected on such reinvestment Units. The dollar
value of these additional credited Units (as with all Units) will
fluctuate over time, and may be less on the dates deferred sales charges
are collected than their value at the time they were issued.

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 19

Dealer Concessions.

For the 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
subject to a sales charge which are purchased using redemption or
termination proceeds, this amount will be reduced to 1.75% of the sales
price of these Units.

For the 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 September 30, 2001). However, for Units subject to a sales
charge which are purchased using redemption or termination proceeds,
this amount will be reduced to 2.20% of the sales price of these Units.
Dealers and other selling agents will receive an additional volume
concession or agency commission on all Portfolio Series Units they sell
equal to .30% of the Public Offering Price if they purchase at least
$100,000 worth of Units of the Trusts 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.
In addition, dealers and other selling agents will not receive a
concession on the sale of Units which are not subject to the initial or
deferred sales charge, but such Units will be included in determining
whether the above volume sales levels are met. 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.

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

Page 20

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 the Portfolio Series, costs incurred in
annually updating the 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 the 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
the 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.

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. The "creation and development fee" is accrued

Page 21

(and becomes a liability of each Trust) on a daily basis. The dollar
amount of the creation and development fee accrued each day, which will
vary with fluctuations in a Trust's net asset value, is determined by
multiplying the net asset value of the Trust on that day by 1/365 of the
annual creation and development fee of .35% for each Trust. The total
amount of any accrued but unpaid creation and development fee is paid to
the Sponsor on a monthly basis from the assets of your Trust. If you
redeem your Units, you will only be responsible for any accrued and
unpaid creation and development fee through the date of redemption. In
connection with the creation and development fee, in no event will the
Sponsor collect more than 1.00% for the Select Portfolio Series and
2.85% for 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:

- A quarterly license fee (which will fluctuate with the Trusts' net
asset value) payable by the Trust for the use of certain trademarks and
trade names of The Nasdaq Stock Market, Inc.(registered trademark);

- 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."

The 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, the
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 Trust expenses (including the deferred
sales charge, if any).

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

Page 22

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
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
(except for Fee Accounts) 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 the Trusts 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

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notice. You may elect to hold your Units in either certificated or
uncertificated form. All Fee Accounts Units, however, will be held in
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
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.

Page 24

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.
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. Each later distribution of income and/or capital on your
Units will be reinvested by the Trustee into additional Units of your
Trust. There is no sales charge on Units acquired through the
Distribution Reinvestment Option, as discussed under "Public Offering."
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 (except for Fee
Accounts), 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

Page 25

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.

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

Page 26

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.

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 and subject to any additional
restrictions imposed on Fee Accounts by "wrap fee" plans) 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)

Page 27

- 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
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.

Page 28

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,
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.

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Page 31

FIRST TRUST (registered trademark)

NASDAQ 100(REGISTERED TRADEMARK) SECURITIES SELECT PORTFOLIO, SERIES 2
NASDAQ 100(REGISTERED TRADEMARK) SECURITIES PORTFOLIO, SERIES 2
FT 462

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. 333-45394) 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]

September 21, 2000

PLEASE RETAIN THIS PROSPECTUS FOR FUTURE REFERENCE

Page 32

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 462 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 September 21, 2000. Capitalized
terms have been defined in the prospectus.

Table of Contents

The Nasdaq Stock Market, Inc.(registered trademark) 1
Risk Factors
Securities 2
Dividends 2
Litigation
Microsoft Corporation 2
Concentration
Technology Companies 2
Portfolio 3

The Nasdaq Stock Market, Inc.(registered trademark)

The Nasdaq 100(registered trademark) Securities Portfolios are not
sponsored, endorsed, sold or promoted by The Nasdaq Stock Market,
Inc.(registered trademark) (including its affiliates) (Nasdaq, with its
affiliates, are referred to as the "Corporations"). The Corporations
have not passed on the legality or suitability of, or the accuracy or
adequacy of descriptions and disclosures relating to the Nasdaq
100(registered trademark) Securities Portfolios. The Corporations make
no representation or warranty, express or implied, to the owners of
Units of the Nasdaq 100(registered trademark) Securities Portfolios or
any member of the public regarding the advisability of investing in
securities generally or in the Nasdaq 100(registered trademark)
Securities Portfolios particularly, or the ability of the Nasdaq 100
Index(registered trademark) to track general stock market performance.
The Corporations' only relationship to the Sponsor ("Licensee") is in
the licensing of the Nasdaq 100(registered trademark), Nasdaq 100
Index(registered trademark) and Nasdaq(registered trademark) trademarks
or service marks, and certain trade names of the Corporations and the
use of the Nasdaq 100 Index(registered trademark) which is determined,
composed and calculated by Nasdaq without regard to Licensee or the
Nasdaq 100(registered trademark) Securities Portfolios. Nasdaq has no
obligation to take the needs of the Licensee or the owners of Units of
the Nasdaq 100(registered trademark) Securities Portfolios into
consideration in determining, composing or calculating the Nasdaq 100
Index(registered trademark). The Corporations are not responsible for
and have not participated in the determination of the timing of, prices
at or quantities of the Nasdaq 100(registered trademark) Securities
Portfolios to be issued or in the determination or calculation of the
equation by which the Nasdaq 100(registered trademark) Securities
Portfolios is to be converted into cash. The Corporations have no
liability in connection with the administration, marketing or trading of
the Nasdaq 100(registered trademark) Securities Portfolios.

THE CORPORATIONS DO NOT GUARANTEE THE ACCURACY AND/OR UNINTERRUPTED
CALCULATION OF THE NASDAQ 100 INDEX(registered trademark) OR ANY DATA
INCLUDED THEREIN. THE CORPORATIONS MAKE NO WARRANTY, EXPRESS OR IMPLIED,
AS TO RESULTS TO BE OBTAINED BY THE LICENSEE, OWNERS OF THE Nasdaq
100(registered trademark) Securities PortfolioS, OR ANY OTHER PERSON OR
ENTITY FROM THE USE OF THE NASDAQ 100 INDEX(registered trademark) OR ANY
DATA INCLUDED THEREIN. THE CORPORATIONS MAKE NO EXPRESS OR IMPLIED
WARRANTIES AND EXPRESSLY DISCLAIM ALL WARRANTIES OF MERCHANTABILITY OR
FITNESS FOR A PARTICULAR PURPOSE OR USE WITH RESPECT TO THE NASDAQ 100
INDEX(registered trademark) OR ANY DATA INCLUDED THEREIN. WITHOUT
LIMITING ANY OF THE FOREGOING, IN NO EVENT SHALL THE CORPORATIONS HAVE
ANY LIABILITY FOR ANY LOST PROFITS OR SPECIAL, INCIDENTAL, PUNITIVE,
INDIRECT OR CONSEQUENTIAL DAMAGES, EVEN IF NOTIFIED OF THE POSSIBILITY
OF SUCH DAMAGES.

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

Page 1

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.

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. The
District Court handling the antitrust case recently held that Microsoft
exercised monopoly power in violation of the Sherman Antitrust Act and
various state antitrust laws. The court entered into a final judgment on
June 7, 2000 in which it called for Microsoft to be broken up into two
separate companies, one composed of the company's operating systems and
the other containing its applications software business. The court also
called for significant operating restrictions to be placed on the
company until such time as the separation was completed. Microsoft has
stated that it will appeal the rulings against it after the penalty
phase and final decree. It is impossible to predict what impact the
penalties will have on Microsoft or the value of its stock.

Concentration

Technology Companies. The Nasdaq 100(registered trademark) Securities
Portfolios are considered to be concentrated in common stocks of
technology companies. See "Risk Factors" in the prospectus which will
indicate, if applicable, a Trust's concentration in this industry.

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

Page 2

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
a Trust.

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

Portfolio

Equity Securities Selected for the Nasdaq 100(registered trademark)
Securities Portfolios

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.

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.

Adaptec, Inc., headquartered in Milpitas, California, designs, makes and
markets hardware and software products that enhance data transfer rates
between computers, servers, 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.

Adelphia Communications Corporation (Class A), headquartered in
Coudersport, Pennsylvania, owns, operates and manages cable television
systems in suburban areas of large and medium-sized cities. The
company's also owns and operates a regional provider of integrated
communications services in the eastern United States.

Adobe Systems Incorporated, headquartered in San Jose, California,
develops, markets and supports computer software products and
technologies that enable users to express and use information across all
print and electronic media.

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.

Amazon.com, Inc., headquartered in Seattle, Washington, operates as an
online retailer of books and other products via a commercial site on the
World Wide Web. The company also operates an online auction site.

American Power Conversion Corporation, headquartered in West Kingston,
Rhode Island, designs, develops, makes and markets a line of
uninterruptible power supply products, electrical surge protection
devices, power conditioning products and associated software and
interface cables. The company's products are designed for use with
personal computers, engineering work stations, networking equipment and
other electronic equipment.

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.

Apollo Group, Inc. (Class A), headquartered in Phoenix, Arizona, through
subsidiaries, offers higher education programs and services for working
adults at over 100 campuses and learning centers in the United States,
Puerto Rico and London, England. The company offers accredited degree
programs, certificate programs and customized training.

Apple Computer, Inc., headquartered in Cupertino, California, designs,
makes and markets microprocessor-based personal computers and related
personal computing and communicating solutions for sale mainly to
education, creative, home, business and government customers.

Applied Materials, Inc., headquartered in Santa Clara, California,
develops, makes, sells and services semiconductor wafer fabrication
equipment and related spare parts for the worldwide semiconductor
industry.

Applied Micro Circuits Corporation, headquartered in San Diego,
California, designs, makes and markets high-performance, high-bandwidth

Page 3

silicon products for automated test equipment, high-speed computing and
military markets throughout the world.

At Home Corporation, headquartered in Redwood City, California, provides
Internet services over the cable television infrastructure and leased
digital telecommunications lines to consumers and businesses. The
company is the leading provider of broadband Internet services over the
cable television infrastructure to consumers. The company also provides
broadband Internet services to businesses over both the cable television
infrastructure and digital telecommunications lines.

Atmel Corporation, headquartered in San Jose, California, designs,
develops, makes and markets a broad range of high-performance, non-
volatile memory and logic integrated circuits using its proprietary
complementary metal-oxide semiconductor technologies.

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.

Bed Bath & Beyond Inc., headquartered in Union, New Jersey, sells
domestic merchandise (bed linens, bath accessories and kitchen textiles)
and home furnishings (cookware, dinnerware, glassware and basic
housewares) through retail stores.

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.

Biomet, Inc., headquartered in Warsaw, Indiana, and its subsidiaries,
make and sell reconstructive and trauma devices, electrical bone growth
stimulators, orthopedic support devices, operating room supplies,
powered surgical instruments, general surgical instruments, arthroscopy
products and craniomaxillofacial products. The company's products are
used primarily by orthopedic medical specialists in both surgical and
non-surgical therapy.

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.

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.

CNET Networks, Inc., headquartered in San Francisco, California,
operates a media company integrating television programming with a
network of channels on the World Wide Web. The company produces
television programs and operates an Internet network focused on
computers and technologies.

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.

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.

Cintas Corporation, headquartered in Cincinnati, Ohio, designs and
manufactures corporate identity uniforms which they rent or sell to
customers, along with non-uniform equipment. The company also offers
ancillary products which include the sale or rental of walk-off mats,
fender covers, towels, mops and linen 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.

Citrix Systems, Inc., headquartered in Fort Lauderdale, Florida,
supplies multi-user application server products that enable the
effective and efficient enterprise-wide deployment of applications that
are designed for Windows operating systems. The company's product lines
include "WinFrame" and "MetaFrame."

Comcast Corporation (Class A Special), headquartered in Philadelphia,
Pennsylvania, operates cable television systems in the United States and
the United Kingdom; develops and operates cellular telephone systems in
Pennsylvania, Delaware and New Jersey; and provides electronic retailing
services.

Compuware Corporation, headquartered in Farmington Hills, Michigan,
develops, sells and supports an integrated line of software products as
well as client/server systems management and application development
products. The company also offers data processing professional services.

Comverse Technology, Inc., headquartered in Woodbury, New York, makes
and sells computer and telecommunications systems for multimedia
communications and information processing applications, which are used
by telephone network operators, government agencies, call centers,
financial institutions and other public and commercial organizations
worldwide.

Page 4

Concord EFS, Inc., headquartered in Memphis, Tennessee, sells
transaction services and equipment to retailers, financial institutions
and trucking companies nationwide; and provides service and maintenance
to the company's customers in the northeast United States.

Conexant Systems, Inc., headquartered in Newport Beach, California,
makes semiconductor products for communications applications. The
company's applications include personal computing, digital information
and entertainment, wireless communications and network access.

Costco Wholesale Corporation, headquartered in Issaquah, Washington,
operates a chain of wholesale cash-and-carry membership warehouses that
sell high-quality, nationally branded and selected private label
merchandise at low prices to businesses and individuals who are members
of selected employee groups. The company's warehouses are located in the
United States, Canada, Japan, Korea, Mexico, Taiwan and the United
Kingdom.

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.

Dollar Tree Stores, Inc., headquartered in Chesapeake, Virginia,
operates discount variety stores throughout the United States which
offer merchandise at the $1 price point, including housewares, toys,
seasonal goods, gifts, food, stationery, health and beauty aids, books,
party goods, hardware and other consumer items.

eBay Inc., headquartered in San Jose, California, operates an online
person-to-person trading community on the Internet, bringing together
buyers and sellers in an auction format to trade personal items such as
antiques, coins, collectibles, computers, memorabilia, stamps and toys.

EchoStar Communications Corporation (Class A), headquartered in
Littleton, Colorado, makes and distributes direct-to-home satellite
television products and services, including satellite television
receiver dishes, receivers, programming, installation and third-party
consumer financing for those products and services. The company also
delivers video, audio and data services to business television customers.

Electronic Arts Inc., headquartered in Redwood City, California,
creates, markets and distributes interactive entertainment software for
a variety of hardware platforms. The company markets its products under
the "Electronic Arts," "Bullfrog Productions," "EA SPORTS," "Jane's
Combat Simulations," "Maxis," "ORIGIN" and "Westwood Studios" brand names.

LM 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.

Fiserv, Inc., headquartered in Brookfield, Wisconsin, provides financial
data processing systems and related information management services and
products to banks, credit unions, mortgage banks, savings institutions
and other financial intermediaries. The company is a leading,
independent provider of financial data processing systems and related
information management services and products to the financial industry.

Gemstar-TV Guide International, Inc., headquartered in Pasadena,
California, develops, markets and licenses proprietary technologies and
systems that simplify and enhance the viewing and recording of video and
television programming. The company's product is built into televisions,
VCRs and TV/VCR combination units and is licensed to cable and other
service providers.

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.

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.

Herman Miller, Inc., headquartered in Zeeland, Michigan, designs,
manufactures and sells furniture systems, products and related services
for offices, and, to a lesser extent, for healthcare facilities,
including hospitals and clinical, industrial and educational laboratories.

i2 Technologies, Inc., headquartered in Dallas, Texas, provides supply
chain management software, which encompasses the planning and scheduling
of manufacturing and related logistics from raw materials procurement
through work-in-process to customer delivery. The company's product,
"RHYTHM," generates integrated solutions to planning and scheduling
problems.

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.

Intel Corporation, headquartered in Santa Clara, California, designs,
develops, makes and markets advanced microcomputer components and

Page 5

related products at various levels of integration. Principal components
consist of silicon-based semiconductors etched with complex patterns of
transistors.

Intuit Inc., headquartered in Mountain View, California, develops, sells
and supports personal finance, small business accounting, tax
preparation and other consumer software products, and related electronic
services and supplies that enable users to automate commonly performed
financial tasks. The company sells its products worldwide.

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.

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.

KLA-Tencor Corporation, headquartered in San Jose, California, designs,
makes, markets and services yield management and process monitoring
systems for the semiconductor manufacturing industry.

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.

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.

Linear Technology Corporation, headquartered in Milpitas, California,
designs, makes and markets a broad line of standard high performance
linear integrated circuits using silicon gate complementary metal-oxide
semiconductor (CMOS), BiCMOS and bipolar and complementary bipolar wafer
process technologies.

Lycos, Inc., headquartered in Waltham, Massachusetts, owns and operates
a free, global Internet navigation and community network. This network
provides Web search and navigation, communications and personalization
tools, homepage building and Web community services and a contemporary
shopping center.

Maxim Integrated Products, Inc., headquartered in Sunnyvale, California,
designs and makes linear and mixed-signal integrated circuits. The
company's products include data converters, interface circuits,
microprocessor-supervisors and amplifiers.

McLeodUSA Incorporated (Class A), headquartered in Cedar Rapids, Iowa,
provides integrated local and long distance telecommunications services
to businesses and residential customers in the Midwest and Rocky
Mountain states. The company's provides bundled local, long distance and
other telecommunications services to end users.

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.

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.

Microchip Technology Incorporated, headquartered in Chandler, Arizona,
develops, makes and markets field programmable 8-bit microcontrollers,
application-specific standard products and related specialty memory
products for high-volume embedded control applications in the consumer,
automotive, office automation, communications and industrial markets.

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.

Molex Incorporated, headquartered in Lisle, Illinois, makes electronic,
electrical and fiber optic interconnection products and systems;
switches; value-added assemblies; and application tooling. The company
serves original equipment manufacturers in such industries as
automotive, computer, computer peripheral, business equipment,
telecommunications, consumer products and premise wiring.

NTL Incorporated, headquartered in New York, New York, offers local
business and residential telephone, residential cable television and
Internet services over advanced broadband fiber networks in several
major franchise areas in the United Kingdom.

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.

Network Associates, Inc., headquartered in Santa Clara, California,
develops, markets, distributes and supports network security and
management software products. The company provides a range of consumer-
oriented products, including anti-virus protection, Internet security,
and desktop utilities.

Page 6

Nextel Communications, Inc. (Class A), headquartered in Reston,
Virginia, with subsidiaries, provides a wide array of digital and analog
wireless communications services throughout the United States. The
company markets its products under the "Nextel" brand name.

NEXTLINK Communications, Inc. (Class A), headquartered in McLean,
Virginia, provides local facilities-based telecommunications services to
a targeted customer base of small and medium-sized businesses. The
company operates facilities-based networks providing switched local and
long distance services.

Northwest Airlines Corporation, headquartered in Eagan, Minnesota,
provides commercial transportation of passengers and cargo. The
company's business focuses on the development of a global airline
network which includes domestic hubs at Detroit, Minneapolis/St. Paul
and Memphis, and extensive Pacific route systems with hubs at Tokyo and
Osaka.

Novell, Inc., headquartered in Provo, Utah, provides standards-based
network software for intranets and the Internet. The company's products
help to integrate information resources and provide necessary network
management, messaging and groupware capabilities for customers worldwide.

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

PACCAR Inc, headquartered in Bellevue, Washington, makes light-, medium-
and heavy-duty trucks and related aftermarket parts; and provides
financing and leasing services to customers and dealers. In addition,
the company sells general automotive parts and accessories through
retail outlets.

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.

PacifiCare Health Systems, Inc., headquartered in Santa Ana, California,
provides healthcare services to commercial, Medicare and Medicaid
members; manages, develops and markets diversified health maintenance
organization (HMO) products and related services; and sells indemnity
health, group life and worker's compensation insurance.

PanAmSat Corporation, headquartered in Greenwich, Connecticut, provides
commercial satellite services in the United States, Latin America, the
Caribbean, Europe, Asia, the Middle East and Africa. The company
provides satellite services mainly to the broadcasting and business
communications markets.

Parametric Technology Corporation, headquartered in Waltham,
Massachusetts, develops, markets and supports integrated software
products which automate the design-through-manufacturing process for the
mechanical computer-aided design, manufacturing and engineering
industry. The mechanical design automation product family automates
product development from conceptual design through production. The
enterprise information management solutions accelerate the flow of
product data from engineering to other critical areas of an enterprise.

Paychex, Inc., headquartered in Rochester, New York, provides payroll
processing, human resource and benefits outsourcing solutions for small-
to medium-sized businesses nationwide.

PeopleSoft, Inc., headquartered in Pleasanton, California, develops,
markets and supports public sector software products which are portable
and scaleable families of cross-industry client/server enterprise-wide
applications. The company's products are used in large and medium-sized
companies, higher education institutions and government agencies.

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.

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.

Quintiles Transnational Corp., headquartered in Durham, North Carolina,
provides full-service contract research, sales, marketing and healthcare
policy consulting and health information management services to the
global pharmaceutical, biotechnology, medical device and healthcare
industries.

RF Micro Devices, Inc., headquartered in Greensboro, North Carolina,
designs, develops and markets proprietary radio frequency integrated
circuits for wireless communications applications such as cellular and
PCS, cordless telephony, wireless security and remote meter reading.

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."

SDL, Inc., headquartered in San Jose, California, designs, manufactures
and markets semiconductor optoelectronic integrated circuits,

Page 7

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.

Sanmina Corporation, headquartered in San Jose, California, makes
complex printed circuit board assemblies, custom-designed backplane
assemblies and subassemblies, multilayer printed circuit boards and
custom cable and wire harness assemblies; and tests and assembles
electronic sub-systems and systems.

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.

Sigma-Aldrich Corporation, headquartered in St. Louis, Missouri,
develops, makes and distributes a range of biochemicals, organic
chemicals, chromatography products and diagnostic reagents. The company
also makes metal products used in the installation and retrofitting of
electrical, mechanical and telecommunication applications.

Smurfit-Stone Container Corporation, headquartered in Chicago, Illinois,
produces paperboard for conversion into corrugated containers, folding
cartons and industrial packaging; produces newsprint; collects or
brokers wastepaper; and produces labels and flexible packaging. The
company operates factories around the world.

Staples, Inc., headquartered in Framingham, Massachusetts, operates high-
volume office superstores and smaller stores throughout the United
States, Canada, Germany and the United Kingdom which provide office
supplies, business machines, computers and related products, office
furniture and other business-related products.

Starbucks Corporation, headquartered in Seattle, Washington, buys and
roasts whole bean coffees and sells its own brand of specialty coffee.
The company has retail operations in North America and the Pacific Rim.
The company also produces and sells the bottled "Frappucino" coffee
drink and a line of ice creams.

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.

Synopsys, Inc., headquartered in Mountain View, California, develops,
markets and supports electronic design automation products for designers
of integrated circuits and electronic systems. The company also provides
training, support and consulting services for its customers.

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.

USA Networks, Inc., headquartered in New York, New York, operates a
diversified media and electronic business that sells consumer goods and
services, engages in television broadcasting, and provides an automated
ticketing service. The company's operations include USA Network, The Sci-
Fi Channel, Studios USA, USA Broadcasting, Home Shopping Network and
Ticketmaster.

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.

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.

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.

VoiceStream Wireless Corporation, headquartered in Bellevue, Washington,
through its subsidiaries, provides personal communications services
under the "VoiceStream" brand name. The company's services include rate
plans, prepaid services, wireless e-Mail, wireless data and text
messaging. The company also provides national and global roaming.

WorldCom, Inc., headquartered in Clinton, Mississippi, operates as a
global communications company which provides facilities-based and fully-
integrated local, long distance and Internet services.

Xilinx, Inc., headquartered in San Jose, California, designs, develops
and sells complementary metal-oxide-silicon (CMOS) programmable logic
devices and related design software, including field programmable gate
arrays and erasable programmable logic devices.

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.

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 8

CONTENTS OF REGISTRATION STATEMENT

A. Bonding Arrangements of Depositor:

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

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

The Registrant, FT 462, hereby identifies The First Trust
Special Situations Trust, Series 4; The First Trust Special
Situations Trust, Series 18; The First Trust Special Situations
Trust, Series 69; The First Trust Special Situations Trust,
Series 108; The First Trust Special Situations Trust, Series 119;
The First Trust Special Situations Trust, Series 190; FT 286; The
First Trust Combined Series 272; FT 412; and FT 438 for purposes
of the representations required by Rule 487 and represents the
following:

(1) that the portfolio securities deposited in the series
as to the securities of 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 financial information for, the series with respect to
the securities of 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, FT 462, has duly caused this Amendment to
Registration Statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the Village of Lisle
and State of Illinois on September 21, 2000.

FT 462

By NIKE SECURITIES L.P.
Depositor

By Robert M. Porcellino
Senior Vice President

S-2

Pursuant to the requirements of the Securities Act of 1933,
this Amendment to the 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 )
Corporation, the ) September 21, 2000
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.,
Depositor.

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

S-3
CONSENT OF INDEPENDENT AUDITORS

We consent to the reference to our firm under the caption
"Experts" and to the use of our report dated September 21, 2000
in Amendment No. 2 to the Registration Statement (Form S-6) (File
No. 333-45394) and related Prospectus of FT 462.

ERNST & YOUNG LLP

Chicago, Illinois
September 21, 2000

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 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
will be filed as Exhibit 4.1 to the Registration Statement.

S-4
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 First Trust
Advisors 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 462 among Nike Securities
L.P., as Depositor, The Chase Manhattan Bank, as
Trustee, First Trust Advisors L.P., as Evaluator, and
First Trust Advisors L.P., as 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).

1.6 Underwriter Agreement (incorporated by reference to
Amendment No. 1 to Form S-6 [File No. 33-46255] filed on
behalf of The First Trust Special Situations Trust,
Series 19).

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).
S-5

3.1 Opinion of counsel as to legality of securities being
registered.

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).

S-6