EQUITY INVESTOR FUND BABY BOOM ECO PO 2000 G&I SER B DE AS F, 487, 2000-08-31

EQUITY INVESTOR FUND BABY BOOM ECO PO 2000 G&I SER B DE AS F
487, 2000-08-31

Previous: EQUITY INVESTOR FUND BABY BOOM ECO PO 2000 GRO SE B DE AS FU, 497, 2000-08-31

Next: EQUITY INVESTOR FUND BABY BOOM ECO PO 2000 G&I SER B DE AS F, 487, EX-99.2, 2000-08-31

<PAGE>

AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON AUGUST 31, 2000

REGISTRATION NO. 333-43930

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

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549
---------------------------------

AMENDMENT NO. 1
TO
FORM S-6
---------------------------------

FOR REGISTRATION UNDER THE SECURITIES ACT
OF 1933 OF SECURITIES OF UNIT INVESTMENT
TRUSTS REGISTERED ON FORM N-8B-2
---------------------------------

A. EXACT NAME OF TRUST:

EQUITY INVESTOR FUND

BABY BOOM ECONOMY PORTFOLIO 2000 GROWTH & INCOME SERIES B

DEFINED ASSET FUNDS

B. NAME OF DEPOSITOR:

MERRILL LYNCH, PIERCE, FENNER & SMITH INC.
PAINEWEBBER INCORPORATED

SALOMON SMITH BARNEY INC.

DEAN WITTER REYNOLDS INC.

C. COMPLETE ADDRESSES OF DEPOSITORS' PRINCIPAL EXECUTIVE OFFICES:

<TABLE>
<S> <C> <C>
MERRILL LYNCH, PIERCE, FENNER &
SMITH INCORPORATED
UNIT INVESTMENT TRUST DIVISION
P.O. BOX 9051
PRINCETON, NJ 08543-9051 SALOMON SMITH BARNEY INC.
388 GREENWICH STREET
23RD FLOOR
NEW YORK, NEW YORK 10013
PAINEWEBBER INCORPORATED
1285 AVENUE OF THE AMERICAS
NEW YORK, NY 10019
DEAN WITTER REYNOLDS INC.
TWO WORLD TRADE
CENTER--59TH FLOOR
NEW YORK, NEW YORK 10048
</TABLE>

D. NAMES AND COMPLETE ADDRESSES OF AGENTS FOR SERVICE:

<TABLE>
<S> <C> <C>
TERESA KONCICK, ESQ.
P.O. BOX 9051
PRINCETON, NJ 08543-9051 MICHAEL KOCHMANN
388 GREENWICH ST.
NEW YORK, NEW YORK 10013
COPIES TO:
ROBERT E. HOLLEY PIERRE DE SAINT PHALLE, DOUGLAS LOWE, ESQ.
1200 HARBOR BLVD. ESQ. DEAN WITTER REYNOLDS INC.
WEEHAWKEN, NJ 07087 450 LEXINGTON AVENUE TWO WORLD CENTER--59TH
NEW YORK, NY 10017 FLOOR
NEW YORK, NEW YORK 10048
</TABLE>

E. TITLE OF SECURITIES BEING REGISTERED:

An indefinite number of Units of Beneficial Interest pursuant to Rule 24f-2
promulgated under the Investment Company Act of 1940, as amended.

F. APPROXIMATE DATE OF PROPOSED SALE TO PUBLIC:

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

/X/ Check box if it is proposed that this filing will become effective upon
filing on August 31, 2000, pursuant to Rule 487.

--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
<PAGE>

DEFINED ASSET FUNDS-REGISTERED TRADEMARK-
----------------------------------------------------

EQUITY INVESTOR FUND
BABY BOOM ECONOMY PORTFOLIO
2000 GROWTH & INCOME SERIES B
(A UNIT INVESTMENT TRUST)

- DESIGNED TO TAKE ADVANTAGE OF THE ECONOMIC IMPACT
OF THE BABY BOOM GENERATION

SPONSORS:
MERRILL LYNCH, -----------------------------------------------------
PIERCE, FENNER & SMITH The Securities and Exchange Commission has not
INCORPORATED approved or disapproved these Securities or passed
SALOMON SMITH BARNEY INC. upon the adequacy of this prospectus. Any
PAINEWEBBER INCORPORATED representation to the contrary is a criminal offense.
DEAN WITTER REYNOLDS INC. Prospectus dated August 31, 2000.

<PAGE>
--------------------------------------------------------------------------------

Defined Asset Funds-Registered Trademark-
Defined Asset Funds-Registered Trademark- is America's oldest and largest family
of unit investment trusts, with over $160 billion sponsored over the last 28
years. Defined Asset Funds has been a leader in unit investment trust research
and product innovation. Our family of Funds helps investors work toward their
financial goals with a full range of quality investments, including municipal,
corporate and government bond portfolios, as well as domestic and international
equity portfolios.

Defined Asset Funds offer a number of advantages:
- Fixed portfolio: Defined Funds follow a buy and hold investment strategy;
funds are not managed and portfolio changes are limited.
- Defined Portfolios: We choose the stocks and bonds in advance, so you know
what you're investing in.
- Professional research: Our dedicated research team seeks out stocks or
bonds appropriate for a particular fund's objectives.
- Ongoing supervision: We monitor each portfolio on an ongoing basis.

No matter what your investment goals, tolerance for risk or time horizon,
there's probably a Defined Asset Fund that suits your investment style. Your
financial professional can help you select a Defined Asset Fund that works best
for your investment portfolio.

CONTENTS

<TABLE>
<CAPTION>
PAGE
----
<S> <C>
Risk/Return Summary and Portfolio................. 3
What You Can Expect From Your
Investment...................................... 7
Income.......................................... 7
Records and Reports............................. 7
The Risks You Face................................ 7
Foreign Issuer Risk............................. 7
Interest Rate Risk on the U.S. Treasury
Securities.................................... 8
Litigation and Legislation Risks................ 8
Selling or Exchanging Units....................... 8
Sponsors' Secondary Market...................... 9
Selling Units to the Trustee.................... 9
Rollover/Exchange Option........................ 10
How The Portfolio Works........................... 10
Pricing......................................... 10
Evaluations..................................... 11
Income.......................................... 11
Expenses........................................ 11
Portfolio Changes............................... 13
Portfolio Termination........................... 13
No Certificates................................. 13
Trust Indenture................................. 13
Legal Opinion................................... 14
Auditors........................................ 14
Sponsors........................................ 14
Trustee......................................... 15
Underwriters' and Sponsors' Profits............. 15
Public Distribution............................. 15
Code of Ethics.................................. 16
Year 2000 Issues................................ 16
Advertising and Sales Literature................ 16
Taxes............................................. 17
Supplemental Information.......................... 18
Financial Statements.............................. 19
Report of Independent Accountants............... 19
Statement of Condition.......................... 19
</TABLE>

2
<PAGE>
--------------------------------------------------------------------------------

RISK/RETURN SUMMARY

1. WHAT IS THE PORTFOLIO'S OBJECTIVE?
The Portfolio seeks total return through capital appreciation and current
income by investing approximately 75% of its assets in a diversified
portfolio of global equity securities and approximately 25% of its assets in
fixed-income securities for approximately one year.

2. WHAT IS THE PORTFOLIO'S INVESTMENT STRATEGY?
- The Portfolio plans to invest approximately 75% of its assets in a number of
stocks favored by demographic trends--companies which should experience
growth as the "baby boomer" generation grows older. Our Portfolio Consultants
are Wall Street veterans William Sterling and Stephen Waite, authors of the
book "Boomernomics," and authorities on the trends of baby boomers. Sterling
and Waite, together with their team of financial professionals, selected the
securities for this Portfolio. They believe that in the decade to come,
economic globalization and advances in technology, coupled with the spending
and saving patterns of this demographic group, are likely to have an
important impact on the healthcare, technology, telecommunications, consumer
products and financial services industries, and accordingly, have selected
Portfolio securities in these industries.

- The baby boomers, the generation born between 1946 and 1964, have remarkably
consistent saving, spending, and life-style patterns. Past baby boomer
spending patterns appear to have a direct correlation to the growth of
certain industries that meet the needs of baby boomers.

- The Sponsors believe that as the baby boomers and their children mature and
adjust their lives for later years, spending patterns are likely to have a
positive effect on the industries represented in the Portfolio.

- The Portfolio will invest approximately 25% of its assets in fixed-income
securities consisting of U.S. Government Treasury Securities with various
maturities.

3. WHAT COUNTRIES AND INDUSTRIES ARE REPRESENTED IN THE PORTFOLIO?
Based on current market values, the following countries are represented in
the Portfolio:

<TABLE>
<CAPTION>
APPROXIMATE
PORTFOLIO
PERCENTAGE
<S> <C>
United States--Equity 52%
United States--Fixed Income 25
Japan 5
United Kingdom 5
Sweden 4
Canada 3
Finland 2
Switzerland 2
France 1
Netherlands 1
</TABLE>

Based upon the principal business of each equity issuer and current market
values, the Portfolio represents the following industries:

<TABLE>
<CAPTION>
APPROXIMATE
PORTFOLIO
PERCENTAGE
<S> <C>
Technology 18%
Medical 16
Financial Services 15
Telecommunications Equipment/
Services 12
Consumer Products 6
Energy 6
Diversified Manufacturing
Operations 2
Advertising 1
Communications 1
Multimedia 1
</TABLE>

In addition, approximately 25% of the Portfolio is invested in U.S.
Government Treasury Securities.

4. WHAT ARE THE SIGNIFICANT RISKS?
YOU CAN LOSE MONEY BY INVESTING IN THE PORTFOLIO. THIS CAN HAPPEN FOR VARIOUS
REASONS, INCLUDING:

- Domestic and international stock prices can be volatile. Market factors may
cause the prices of the stocks to change.

This Portfolio contains a number of foreign securities. Some of the risks of
holding foreign securities include:

-- political/economic developments;

-- withholding taxes;

3
<PAGE>
--------------------------------------------------------------------------------
PORTFOLIO
------------------------------------------------------------------------

Baby Boom Economy Portfolio 2000 Growth & Income Series B
Defined Asset Funds

<TABLE>
<CAPTION>
PRICE PER SHARE
PERCENTAGE OF TO PORTFOLIO COST TO PORTFOLIO
LOCATION AND NAME OF ISSUER PORTFOLIO (1) IN U.S. DOLLARS IN U.S. DOLLARS (2)
<C> <S> <C> <C> <C>
--------------------------------------------------------------------------------------------
CANADA
1. Ballard Power Systems, Inc.*+ 0.88% $ 98.5000 $ 12,805.00
2. Nortel Networks Corporation+ 2.04 80.3750 29,738.75
FINLAND
3. Nokia Oyj+ 0.92 41.8125 13,380.00
4. Sonera Oyj+ 1.16 33.2500 16,957.50
FRANCE
5. Axa+ 1.41 146.7176 20,540.46
JAPAN
6. KEYENCE CORPORATION+ 0.90 328.2307 13,129.23
7. Nintendo Co., Ltd+ 0.75 21.0000 10,920.00
8. NTT Data Corporation+ 0.74 10,800.1503 10,800.15
9. NTT DoCoMo, Inc.+ 1.51 137.5000 22,000.00
10. SONY CORPORATION+ 1.13 110.1250 16,518.75
NETHERLANDS
11. ING Groep N.V.+ 0.37 67.0976 5,367.81
SWEDEN
12. Skandia Forsakrings AB+ 1.89 20.1150 27,557.51
13. Svenska Handelsbanken AB+ 1.52 16.5155 22,130.70
14. Telefonaktiebolaget LM 0.99 19.6875 14,371.88
Ericsson AB+
SWITZERLAND
15. Julius Baer Holding Ltd.+ 1.01 4,901.9608 14,705.88
16. Novartis AG+ 0.31 1,517.8777 4,553.63
17. Phonak Holding AG+ 0.64 3,099.7693 9,299.31
18. Roche Holding AG+ 0.37 90.2500 5,415.00
UNITED KINGDOM
19. ARM Holdings PLC*+ 0.74 12.1685 10,829.92
20. COLT Telecom Group PLC*+ 0.78 28.5777 11,431.06
21. Glaxo Wellcome PLC+ 1.05 28.4174 15,345.37
22. SmithKline Beecham PLC+ 0.38 12.8971 5,545.76
23. Vodafone Group PLC+ 1.50 3.9748 21,861.32
</TABLE>

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

(1) Based on Cost to Portfolio in U.S. dollars.
(2) Valuation by the Trustee made on the basis of closing sale prices at the
evaluation time on August 30, 2000, the business day prior to the initial
date of deposit. The value of the Securities on any subsequent business day
will vary.
+ The issuer is a foreign corporation; dividends, if any, may be subject to
withholding taxes.
* These stocks currently do not pay dividends.
--------------------------------------------------------------------------------
The securities were acquired on August 30, 2000 and are represented entirely by
contracts to purchase the securities. Any of the Sponsors may have acted as
underwriters, managers or co-managers of a public offering of the securities in
this Portfolio during the last three years. Affiliates of the Sponsors may serve
as specialists in the securities in this Portfolio on one or more stock
exchanges and may have a long or short position in any of these securities or
options on any of them, and may be on the opposite side of public orders
executed on the floor of an exchange where the securities are listed. An
officer, director or employee of any of the Sponsors may be an officer or
director of one or more of the issuers of the securities in the Portfolio. A
Sponsor may trade for its own account as an odd-lot dealer, market maker, block
positioner and/or arbitrageur in any of the securities or in options on them.
Any Sponsor, its affiliates, directors, elected officers and employee benefits
programs may have either a long or short position in any securities or in
options on them.

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

PLEASE NOTE THAT IF THIS PROSPECTUS IS USED AS A PRELIMINARY
PROSPECTUS
FOR A FUTURE PORTFOLIO IN THIS SERIES, THE PORTFOLIO WILL
CONTAIN DIFFERENT
STOCKS FROM THOSE DESCRIBED ABOVE.
<PAGE>
--------------------------------------------------------------------------------
PORTFOLIO
------------------------------------------------------------------------

Baby Boom Economy Portfolio 2000 Growth & Income Series B
Defined Asset Funds

<TABLE>
<CAPTION>
PRICE PER SHARE
PERCENTAGE OF TO PORTFOLIO COST TO PORTFOLIO
LOCATION AND NAME OF ISSUER PORTFOLIO (1) IN U.S. DOLLARS IN U.S. DOLLARS (2)
<C> <S> <C> <C> <C>
--------------------------------------------------------------------------------------------
UNITED STATES
24. Abgenix, Inc.* 0.75% $ 73.0000 $ 10,950.00
25. American Online, Inc.* 0.73 59.5625 10,721.25
26. American Home Products 0.37 54.5625 5,456.25
Corporation
27. American International Group, 1.50 87.5000 21,875.00
Inc.
28. Apple Computer, Inc.* 0.77 59.5000 11,305.00
29. The Bank of New York, Inc. 1.12 51.0625 16,340.00
30. Best Buy Company, Inc.* 1.07 70.8750 15,592.50
31. Bristol-Myers Squibb Company 0.76 53.1250 11,156.25
32. Broadcom Corporation* 1.14 238.4375 16,690.63
33. Brocade Communications 0.77 223.3750 11,168.75
Systems, Inc.*
34. Capstone Turbine Corporation* 0.35 85.6250 5,137.50
35. The Charles Schwab Corporation 1.61 37.1875 23,428.13
36. Charter Communications, Inc.* 1.14 15.6250 16,562.50
37. The Chase Manhattan 0.77 53.2500 11,182.50
Corporation
38. Chiron Corporation* 0.36 52.5000 5,250.00
39. Cisco Systems, Inc.* 1.37 66.5625 19,968.75
40. CuraGen Corporation* 0.39 41.0000 5,740.00
41. Dell Computer Corporation* 0.77 39.9375 11,182.50
42. Eli Lilly and Company 0.76 74.2500 11,137.50
43. EMC Corporation* 1.52 96.2500 22,137.50
44. Enron Corporation 1.11 84.8750 16,126.25
45. FuelCell Energy, Inc.* 0.39 113.1250 5,656.25
46. Genentech, Inc.* 1.80 187.3750 26,232.50
47. General Electric Company 1.97 57.3750 28,687.50
48. The Goldman Sachs Group, Inc. 1.87 123.6875 27,211.25
49. The Home Depot, Inc. 0.76 48.1250 11,068.75
50. Human Genome Sciences, Inc.* 0.75 156.3125 10,941.88
</TABLE>

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

Baby Boom Economy Portfolio 2000 Growth & Income Series B
Defined Asset Funds

<TABLE>
<CAPTION>
PRICE PER SHARE
PERCENTAGE OF TO PORTFOLIO COST TO PORTFOLIO
LOCATION AND NAME OF ISSUER* PORTFOLIO (1) IN U.S. DOLLARS IN U.S. DOLLARS (2)
<C> <S> <C> <C> <C>
--------------------------------------------------------------------------------------------
UNITED STATES--CONTINUED
51. ImClone Systems, Inc.* 0.39% $ 95.5625 $ 5,733.75
52. Immunex Corporation* 0.77 48.6250 11,183.75
53. Intel Corporation 1.16 73.5000 16,905.00
54. JDS Uniphase Corporation* 1.86 118.0000 27,140.00
55. Johnson & Johnson 0.38 92.5000 5,550.00
56. Juniper Networks, Inc.* 1.12 203.8750 16,310.00
57. Lowe's Companies, Inc. 0.90 46.9375 13,142.50
58. MedImmune, Inc.* 1.04 79.9375 15,188.13
59. Microsoft Corporation* 1.49 70.0000 21,700.00
60. Millenium Pharmaceuticals, 0.80 130.0000 11,700.00
Inc.*
61. Network Appliance, Inc.* 1.68 111.4375 24,516.25
62. Northern Trust Corporation 2.14 82.2500 31,255.00
63. Omnicom Group, Inc. 0.74 82.5625 10,733.13
64. Pfizer, Inc. 1.50 42.1250 21,905.00
65. Pharmacia Corporation 0.36 58.5625 5,270.63
66. PMC-Sierra, Inc.* 1.14 237.0000 16,590.00
67. Schering-Plough Corporation 0.74 40.0000 10,800.00
68. Sepracor, Inc.* 0.83 109.6250 12,058.75
69. Sonic Innovations, Inc.* 0.38 11.0000 5,610.00
70. Sycamore Networks, Inc.* 0.77 139.5625 11,165.00
71. VERITAS Software Corporation* 1.09 113.3125 15,863.75
72. Viacom, Inc.--Class B* 1.15 69.6250 16,710.00
73. Wal-Mart Stores, Inc. 0.99 48.1875 14,456.25
74. WorldCom, Inc.* 0.37 36.3750 5,456.25
75. Xilinx, Inc.* 1.55 87.5000 22,750.00
--------- -------------
75.00% $1,093,805.02
========= =============
</TABLE>

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

Baby Boom Economy Portfolio 2000 Growth & Income Series B
Defined Asset Funds

<TABLE>
<CAPTION>
FACE PERCENTAGE OF COST
PORTFOLIO TITLE S&P RATING AMOUNT PORTFOLIO MATURITY TO PORTFOLIO
<S> <C> <C> <C> <C> <C>
-------------------------------------------------------------------------------------------------------------------
United States Treasury AAA $73,000 4.97% 08/31/01 $ 72,498.13
Notes
United States Treasury AAA 73,000 5.01 08/31/02 73,091.25
Notes
United States Treasury AAA 73,000 4.95 08/15/03 72,270.00
Notes
United States Treasury AAA 73,000 4.98 08/15/04 72,840.31
Notes
United States Treasury AAA 73,000 5.09 08/15/05 74,345.94
Notes
--------- ------------------
25.00% Total Cost of Treasuries: $ 365,045.63
--------- ------------------
100.00% Total Cost $ 1,458,850.65
========= ==================
</TABLE>

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

PLEASE NOTE THAT IF THIS PROSPECTUS IS USED AS A PRELIMINARY
PROSPECTUS
FOR A FUTURE PORTFOLIO IN THIS SERIES, THE PORTFOLIO WILL
CONTAIN DIFFERENT
BONDS FROM THOSE DESCRIBED ABOVE.
<PAGE>
--------------------------------------------------------------------------------

RISK/RETURN SUMMARY (CONTINUED)

-- exchange controls or local restrictions on dividend payments;

-- currency risk;

-- less available public information; and

-- less liquidity.

- Rising interest rates will reduce the value of the bonds.

- Generally, bonds with longer maturities will change in value more than those
with shorter maturities.

- You may suffer a loss if the prices of the stocks and bonds decline prior to
the termination of the portfolio or any earlier time that you may sell your
units.

- The asset allocation percentages of the Portfolio are calculated as of the
date of deposit. Asset allocation percentages may vary on any subsequent day
due to fluctuations in the market value of the Portfolio securities.

- The Portfolio may continue to purchase or hold the securities originally
selected even though their market value may have changed, or they may be
subject to sell recommendations from one or more of the Sponsors.

- Even if there are no changes in the Portfolio securities from year to year,
you still must pay taxes on any gain.

5. IS THIS PORTFOLIO APPROPRIATE FOR YOU?
- This Portfolio was designed to meet the financial needs of investors who are
generally in their prime earning years. While they frequently can afford to
invest more of their money, they have less time in the workforce to recover
assets in the event of a loss in the stock market.

- When it comes to investing, it's important to balance how much risk you're
willing to take with your investment portfolio, with the reward that you want
for the long-term. One way to do this is to find the appropriate allocation
of stocks and bonds to provide the growth you want, with a risk level that is
comfortable for you. If accumulating assets is your investment goal, you may
want to take a more moderate approach to stocks, and include bonds to help
offset your risk.

- The Portfolio is not appropriate for you if you are not comfortable with the
Strategy or are unwilling to take the risk involved with an equity investment
or the interest risk involved with a bond investment. It may not be
appropriate if you want a speculative investment that changes to take
advantage of market movements, or if you are seeking preservation of capital
or high current income.

6. WHAT ARE THE PORTFOLIO'S FEES AND EXPENSES?
This table shows the costs and expenses you may pay, directly or indirectly,
when you invest in the Portfolio.

ESTIMATED ANNUAL PORTFOLIO OPERATING EXPENSES

<TABLE>
<CAPTION>
AMOUNT
AS A % OF PER 1,000
NET ASSETS UNITS
---------- ---------
<S> <C> <C>
Trustee's Fee .091% $0.90
Portfolio Supervision,
Bookkeeping and
Administrative Fees .071% $0.70
Portfolio Consultants' Fee .151% $1.49
Creation and Development Fee .250% $2.48
Other Operating Expenses .095% $0.94
-------- -----
TOTAL .658% $6.51
</TABLE>

The Creation and Development Fee (estimated at $.00248 per unit) compensates
the Sponsors for the creation and development of the Portfolio and is
computed based on the Portfolio's average daily net asset value through the
date of collection. This fee historically had been included in the sales fee.

4
<PAGE>
--------------------------------------------------------------------------------

RISK/RETURN SUMMARY (CONTINUED)

<TABLE>
<S> <C>
ORGANIZATION COSTS per 1,000 units (deducted from
Portfolio
assets at the close of the initial offering
period) $0.97
INVESTOR FEES
Maximum Sales Fee (Load) on new purchases (as a
percentage of $1,000 invested) 2.50%
</TABLE>

You will pay an up-front sales fee of 1.00%, as well as a total deferred
sales fee of $15.00 ($2.50 per 1,000 units deducted from the Portfolio's net
asset value on February 1, 2001 and thereafter on the first of each month
through July 1, 2001).

EXAMPLE
This example may help you compare the cost of investing in the Portfolio to
the cost of investing in other portfolios.

The example assumes that you invest $10,000 in the Portfolio for the periods
indicated and sell all your units at the end of those periods. The example
also assumes a 5% return on your investment each year and that the
Portfolio's operating expenses stay the same. Although your actual costs may
be higher or lower, based on these assumptions your costs would be:

<TABLE>
<S> <C> <C> <C>
1 Year 3 Years 5 Years 10 Years
$328 $803 $1,303 $2,680
</TABLE>

The aggregate fees and expenses will not exceed the applicable NASD limit
which is 6.25% of the initial public offering price.

7. IS THE PORTFOLIO MANAGED?
Unlike a mutual fund, the Portfolio is not managed and securities are not
sold because of market changes. The Sponsors monitor the Portfolio and may
instruct the Trustee to sell securities under certain limited circumstances.
However, given the investment philosophy of the Portfolio, the Sponsors are
not likely to do so.

8. HOW DO I BUY UNITS?
The minimum investment is $250.

You can buy units from any of the Sponsors and other broker-dealers. The
Sponsors are listed later in this prospectus. Some banks may offer units for
sale through special arrangements with the Sponsors, although certain legal
restrictions may apply.

<TABLE>
<S> <C>
UNIT PRICE PER 1,000 UNITS $ 999.91
(as of August 30, 1999)
</TABLE>

Unit price is based on the net asset value of the Portfolio plus the up-front
sales fee. An amount equal to any principal cash, as well as net accrued but
undistributed interest on the unit, is added to the unit price. Unit price
also includes the organization costs shown on page 4, to which no sales fee
has been applied. Domestic Portfolio securities are valued by the Trustee on
the basis of their closing prices at 4:00 p.m. Eastern time, and foreign
Portfolio stocks are valued at the U.S. dollar exchange rate at 2:30 p.m.
Eastern time, every business day.

An independent evaluator prices the bonds at 3:30 p.m. Eastern time every
business day, during the initial offering period and any subsequent offering
periods designated by the Sponsors, at a price at which the bonds can be
directly purchased by the public assuming they were available, and at all
other times on the basis of current bid prices.

Unit price changes every day with changes in the prices of the securities in
the Portfolio.

9. HOW DO I SELL UNITS?
You may sell your units at any time to any Sponsor or the Trustee for the net
asset value determined at the close of business on the date of sale, less any
remaining deferred sales fee and the costs of liquidating securities to meet
the redemption.

5
<PAGE>
--------------------------------------------------------------------------------

RISK/RETURN SUMMARY (CONTINUED)

10. HOW ARE DISTRIBUTIONS MADE AND TAXED?

The Portfolio pays distributions of any income, net of expenses, on the 25th
of December 2000 and July 2001, if you own units on the 10th of those months.
Distributions of ordinary income will be dividends for federal income tax
purposes. Corporate investors may be eligible for the dividends-received
deduction with respect to a portion of these distributions. Distributions to
foreign investors will generally be subject to withholding taxes. Because
some of the income received by the Portfolio would generally not be subject
to U.S. withholding taxes if received directly by foreign investors, an
investment in the Portfolio may be inappropriate for these investors.

11. WHAT OTHER SERVICES ARE AVAILABLE?

REINVESTMENT
You may choose to reinvest your distributions into additional units of the
Portfolio.

Unless you choose reinvestment, you will receive your distributions in cash.

EXCHANGE PRIVILEGES
You may exchange units of this Portfolio for units of another Baby Boom
Economy Portfolio at no additional sales fee, and certain other Defined Asset
Funds at a reduced sales fee. You may also exchange into this Portfolio from
certain other funds.

6
<PAGE>
WHAT YOU CAN EXPECT FROM YOUR INVESTMENT

INCOME

The Portfolio will pay to you any income it has received twice during its life.
There can be no assurance that any dividends will be declared or paid.

Changes in interest rates generally will not affect your income because the
portfolio is fixed.

Along with your income, you will receive your share of any available bond
principal.

RECORDS AND REPORTS

You will receive:

- a notice from the Trustee if new securities are deposited in exchange or
substitution for securities originally deposited;
- a statement of income payments two times a year;
- a final report on Portfolio activity; and
- annual tax information. THIS WILL ALSO BE SENT TO THE IRS. YOU MUST REPORT THE
AMOUNT OF INCOME RECEIVED DURING THE YEAR. PLEASE CONTACT YOUR TAX ADVISER IN
THIS REGARD.

You may request copies of securities evaluations to enable you to comply with
federal and state tax reporting requirements and audited financial statements of
the Portfolio from the Trustee.

You may inspect records of Portfolio transactions at the Trustee's office during
regular business hours.

THE RISKS YOU FACE

FOREIGN ISSUER RISK

Investments in securities of foreign issuers involve risks that are different
from investments in securities of domestic issuers. They may include:

- political and economic developments;
- possibility of withholding taxes;
- exchange controls or other governmental restrictons on the payment of
dividends;
- conversion of local currency to U.S. dollars upon the sale of Portfolio
Securities;
- less publicly available information; and
- absence of uniform accounting, auditing and financial reporting standards,
practices and requirements.

AMERICAN DEPOSITARY SHARES AND RECEIPTS

American depositary shares and receipts are issued by an American bank or trust
company to evidence ownership of underlying common stock issued by a foreign
corporation and deposited in a depositary facility. The terms and conditions of
the depositary facility may result in less liquidity or lower market prices for
the ADRs than for the underlying shares. Certain of the Portfolio Securities
were purchased in ADR form in the United States.

FOREIGN CURRENCY RISK

Because securities of non-U.S. issuers generally pay dividends and trade in
foreign currencies, there is the risk that the U.S.

7
<PAGE>
dollar value of these securities will vary with fluctuations in foreign exchange
rates.

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

LIQUIDITY

Sales of foreign securities in United States securities markets are ordinarily
subject to severe restrictions and will generally be made only in foreign
securities markets. You should know that:

- securities may be traded in foreign countries where the securities markets
are not as developed or efficient and may not be as liquid as those in the
United States;
- a foreign market's liquidity might become impaired as a result of economic
or political turmoil, or if relations between the United States and the
foreign country deteriorate markedly; and
- the principal trading market for the Portfolio Securities, even if otherwise
listed, may be the over-the-counter market in which liquidity will depend on
whether dealers will make a market in the Portfolio Securities.

INTEREST RATE RISK ON THE U.S. TREASURY SECURITIES

Investing involves risks, including the risk that your investment will decline
in value if interest rates rise. Generally, fixed income securities with longer
maturities will change in value more than those with shorter maturities. Of
course, we cannot predict how interest rates may change.

LITIGATION AND LEGISLATION RISKS

We do not know of any pending litigation that might have a material adverse
effect upon the Portfolios.

Future tax legislation could affect the value of the a Portfolio by:

- reducing the dividends-received deduction or
- increasing the corporate tax rate resulting in less money available for
dividend payments.

SELLING OR EXCHANGING UNITS

You can sell your units at any time for a price based on their net asset value.
Your net asset value is calculated each business day by:

- ADDING the value of the Portfolio Securities, cash and any other Portfolio
assets;
- SUBTRACTING accrued but unpaid Portfolio expenses, unreimbursed Trustee
advances, cash held to buy back units or for distribution to investors, and
any other Portfolio liabilities; and
- DIVIDING the result by the number of outstanding units.

Your net asset value when you sell may be more or less than your cost because of
sales
8
<PAGE>
fees, market movements and changes in a Portfolio.

If you sell your units before the final deferred sales fee payment, the amount
of any remaining payments will be deducted from your proceeds.

SPONSORS' SECONDARY MARKET

While we are not obligated to do so, we will buy back units at net asset value
less any remaining deferred sales fee and the cost of liquidating securities to
meet the redemption. We may resell the units to other buyers or to the Trustee.
You should consult your financial professional for current market prices to
determine if other broker-dealers or banks are offering higher prices.

We have maintained a secondary market continuously for more than 28 years, but
we could discontinue it without prior notice for any business reason.

SELLING UNITS TO THE TRUSTEE

Regardless of whether we maintain a secondary market, you can sell your units to
the Trustee at any time by contacting your broker, dealer or financial
institution that holds your units in street name. Sometimes, additional
documents are needed such as a trust document, certificate of corporate
authority, certificate of death or appointment as executor, administrator or
guardian.

Within seven days after your request and the necessary documents are received,
the Trustee will mail a check to you. Contact the Trustee for additional
information.

As long as we are maintaining a secondary market, the Trustee will sell your
units to us at a price based on net asset value. If there is no secondary
market, the Trustee will sell your units in the over-the-counter market if it
believes it can obtain a higher price. In that case, you will receive the net
proceeds of the sale.

If the Portfolio does not have cash available to pay you for the units you are
selling, the agent for the Sponsors will select securities to be sold. These
sales could be made at times when the securities would not otherwise be sold and
may result in your receiving less than you paid for your unit and also reduce
the size and diversity of the Portfolio.

If you sell units with a value of at least $2,000,000 you may choose to receive
your distribution "in kind." If you so choose, you will receive securities and
cash with a total value equal to the price of your units. The Trustee will try
to distribute securities in the Portfolio pro rata, but it reserves the right to
distribute only one or a few securities. The Trustee will act as your agent in
an in-kind distribution and will either hold the securities for your account or
transfer them as you instruct. You must pay any transaction costs as well as
transfer and ongoing custodial fees on sales of securities distributed in kind.

There could be a delay in paying you for your units:

- if the New York Stock Exchange or any other foreign exchanges on which
portfolio securities are listed, if any, is closed (other than customary
weekend and holiday closings);
- if the SEC determines that trading on the New York Stock Exchange or any
9
<PAGE>
other foreign exchanges on which portfolio securities are listed, if any, is
restricted or that an emergency exists making sale or evaluation of the
securities not reasonably practicable; and
- for any other period permitted by SEC order.

ROLLOVER/EXCHANGE OPTION

When the Portfolio is about to terminate, you may have the option to roll your
proceeds into the next Baby Boom Economy Portfolio Series if one is available.

If you hold your Units with one of the Sponsors and notify your financial
adviser by September 27, 2001, your units will be redeemed and the proceeds from
the sale of the securities will be reinvested in units of a new Baby Boom
Economy Portfolio Series. If you decide not to roll over your proceeds, you will
receive a cash distribution (or, if you are eligible and you so choose, an in-
kind distribution) after the Portfolios terminate.

The Portfolio will terminate by October 30, 2001. However, the Sponsors may
extend the termination date for a period no longer than 30 days without notice
to Unitholders.

If you participate in the rollover, you may realize taxable capital gain but may
not be entitled to a deduction for any capital loss recognized on the rollover.
You should consult your tax adviser in this regard.

If you continue to hold your units, you may exchange units of this Portfolio any
time before the Portfolio terminates for units of other Defined Asset Funds at a
reduced sales fee if your investment goals change. In addition, you may exchange
into this Portfolio from certain other Defined Asset Funds and unit trusts. To
exchange units, you should talk to your financial professional about what
Portfolios are exchangeable, suitable and currently available.

We may amend or terminate the options to exchange your units or roll your
proceeds at any time without notice.

HOW THE PORTFOLIO WORKS

PRICING

Units are charged a combination of initial and deferred sales fees.

In addition, during the initial offring period, a portion of the price of a unit
also consists of securities to pay all or some of the costs of organizing the
Portfolio including:

- cost of initial preparation of legal documents;
- federal and state registration fees;
- initial fees and expenses of the Trustee;
- initial audit; and
- legal expenses and other out-of-pocket expenses.

The estimated organization costs will be deducted from the assets of the
Portfolio as of the close of the initital offering period.

The deferred sales fee is generally a monthly charge of $2.50 per 1,000 units
and is accrued in six monthly installments. Units redeemed or repurchased prior
to the accrual of the final deferred sales fee installment will have the amount
of any remaining installments deducted from the redemption or repurchase
proceeds or deducted in calculating an in-kind

10
<PAGE>
distribution. (This deduction will be waived in the event of the death or
disability, as defined in the Internal Revenue Code of 1986, of an investor.)
The initial sales fee is equal to the aggregate sales fee less the aggregate
amount of any remaining installments of the deferred sales fee.

It is anticipated that securities will not be sold to pay the deferred sales fee
until after the date of the last installment. Investors will be at risk for
market price fluctuations in the securities from the several installment accrual
dates to the dates of actual sale of securities to satisfy this liability.

EVALUATIONS

The Trustee and the independent evaluator value the securities on each business
day (i.e., any day other than Saturdays, Sundays and the following holidays as
observed by the New York Stock Exchange: New Year's Day, Martin Luther King, Jr.
Day, Presidents' Day, Good Friday, Memorial Day, Independence Day, Labor Day,
Thanksgiving and Christmas). If the securities are listed on a national
securities exchange or the Nasdaq National Market, evaluations are generally
based on closing sales prices on that exchange or that system or, if closing
sales prices are not available, at the mean between the closing bid and offer
prices. Evaluations for foreign stocks are generally based on the U.S. dollar
equivalent of the last reported closing sales prices or, if closing sales prices
are not available, at the mean between the closing bid and offer prices. On
holidays when the U.S. Government is closed (Columbus Day and Veterans's Day),
the portion of the net asset value relating to the U.S. Government Treasury
Securities will be based on the previous day's closing price. Bonds are
generally evaluated on the offer side during the initial offering period and
during any subsequent offering periods designated by the Sponsors, and on the
bid side at all other times. Under current market conditions, the bid prices for
Treasury obligations of the type deposited in the Portfolios are expected to be
approximately .1875% less than the offer price.

INCOME

- Interest on any fixed income securities purchased on a when-issued basis or
for a delayed delivery does not begin to accrue until the securities are
delivered to the Portfolio. If a security is not delivered on time and the
Trustee's annual fee and expenses do not cover the additional accrued
interest, we will treat the contract to buy the security as failed.
- The Trustee credits any dividends received and any interest income to an
Income Account and other receipts to a Capital Account. The Trustee may
establish a reserve account by withdrawing from these accounts amounts it
considers appropriate to pay any material liability. These accounts do not
bear interest.
- Each unit receives an equal share of distributions of interest and dividend
income, if any, net of estimated expenses. Because dividends on the securities
are not received at a constant rate throughout the year, any distribution may
be more or less than the amount then credited to the Income Account.

EXPENSES

The Trustee is paid a fee monthly. It also benefits when it holds cash for the
Portfolio
11
<PAGE>
in non-interest bearing accounts. The Trustee may also receive additional
amounts:

- for extraordinary services and costs of indemnifying the Trustee and the
Sponsors;
- costs of actions taken to protect the Portfolio and other legal fees and
expenses;
- expenses for keeping the Portfolio's registration statement current; and
- Portfolio termination expenses and any governmental charges.

The Sponsors are currently reimbursed up to 70 CENTS per 1,000 units annually
for providing portfolio supervisory, bookkeeping and administrative services and
for any other expenses properly chargeable to the Portfolio. While this fee may
exceed the amount of these costs and expenses attributable to this Series, the
total of these fees for all Series of Defined Asset Funds will not exceed the
aggregate amount attributable to all of these Series for any calendar year.
Certain of these expenses were previously paid for by the Sponsors. The
Portfolio also pay the Evaluator's fees.

The Sponsors will receive a Creation and Development Fee of .25% of the
Portfolio's average daily net asset value through the date of collection. This
fee, which has historically been included in the gross sales fee, compensates
the Sponsors for the creation and development of the Portfolio, including
determination of the Portfolio's objective and policies and portfolio
composition and size, selection of service providers and information services.
No portion of the Creation and Development Fee is applied to the payment of
distribution expenses or as compensation for sales efforts.

The Trustee's, Evaluator's and Sponsors' fees may be adjusted for inflation
without investors' approval.

The maximum sales fee is 2.50%. If you hold units in certain eligible accounts
offered by the Sponsors, you will pay no sales fee. Employees and non-employee
directors of the Sponsors may be charged a reduced sales fee of no less than
$5.00 per 1,000 units. If your aggregate sales fee is less than the deferred
sales fee, you will be given additional units which will decrease the effective
maximum sales fee to the amount shown below.

The maximum sales fee is effectively reduced if you invest as follows:

<TABLE>
<CAPTION>
YOUR MAXIMUM
SALES FEE
IF YOU INVEST: WILL BE:
-------------- ------------
<S> <C>
Less than $50,000 2.50%
$50,000 to $99,999 2.25%
$100,000 to $249,999 1.75%
$250,000 to $999,999 1.50%
$1,000,000 to $4,999,999 0.75%
</TABLE>

The deferred sales fees you owe are paid from the Capital Account. Although we
may collect the deferred sales charge monthly, to keep Units more fully invested
we do not currently plan to pay the deferred sales charge until after the
rollover notification date.

The Portfolio Consultants will continue to monitor the Portfolio and will
periodically report their findings and recommendations, if any, to the Sponsors.
They will receive a fee of 0.15% of net assets accrued daily and paid quarterly.

The Sponsors will pay advertising and selling expenses at no charge to the

12
<PAGE>
Portfolio. If Portfolio expenses exceed initial estimates, the Portfolio will
owe the excess. The Trustee has a lien on Portfolio assets to secure
reimbursement of Portfolio expenses and may sell securities if cash is not
available.

PORTFOLIO CHANGES

If we maintain a secondary market in units but are unable to sell the units that
we buy in the secondary market, we will redeem units, which will affect the size
and composition of the portfolio.

We decide whether to offer for sale units that we acquire in the secondary
market after reviewing:

- diversity of the Portfolio;
- size of the Portfolio relative to its original size;
- ratio of Portfolio expenses to income; and

- cost of maintaining a current prospectus.

If the Portfolio is buying or selling a stock actively traded on a national
securities exchange or certain foreign exchanges, it may buy from or sell to
another Defined Asset Fund at the stock's closing sale price (without any
brokerage commissions).

PORTFOLIO TERMINATION

When the Portfolio is about to terminate you will receive a notice, and you will
be unable to sell your units after that time. Unless you choose to receive an
in-kind distribution of securities, we will sell any remaining securities, and
you will receive your final distribution in cash.

You will pay your share of the expenses associated with termination, including
brokerage costs in selling securities. This may reduce the amount you receive as
your final distribution.

NO CERTIFICATES

All investors are required to hold their Units in uncertificated form and in
"street name" by their broker, dealer or financial institution at the Depository
Trust Company.

TRUST INDENTURE

The Portfolio is a "unit investment trust" governed by a Trust Indenture, a
contract among the Sponsors, the Trustee and the Evaluator which sets forth
their duties and obligations and your rights. A copy of the Indenture is
available to you on request to the Trustee. The following summarizes certain
provisions of the Indenture.

The Sponsors and the Trustee may amend the Indenture without your consent:

- to cure ambiguities;
- to correct or supplement any defective or inconsistent provision;
- to make any amendment required by any governmental agency; or
- to make other changes determined not to be materially adverse to your best
interest (as determined by the Sponsors).

Investors holding 51% of the units may amend the Indenture. Every investor must
consent to any amendment that changes the 51% requirement. No amendment may
reduce your interest in the Portfolio without your written consent.

13
<PAGE>
The Trustee may resign by notifying the Sponsors. The Sponsors may remove the
Trustee without your consent if:

- it fails to perform its duties;
- it becomes incapable of acting or bankrupt or its affairs are taken over by
public authorities; or
- the Sponsors determine that its replacement is in your best interest.

Investors holding 51% of the units may remove the Trustee. The Evaluator may
resign or be removed by the Sponsors and the Trustee without consent of
investors. The Trustee may resign or be removed by the Sponsors without the
consent of investors. The resignation or removal of either becomes effective
when a successor accepts appointment. The Sponsors will try to appoint a
successor promptly; however, if no successor has accepted within 30 days after
notice of resignation, the resigning Trustee or Evaluator may petition a court
to appoint a successor.

Any Sponsor may resign as long as one Sponsor with a net worth of $2 million
remains and agrees to the resignation. The remaining Sponsors and the Trustee
may appoint a replacement. If there is only one Sponsor and it fails to perform
its duties or becomes bankrupt the Trustee may:

- remove it and appoint a replacement Sponsor;
- liquidate the Portfolios; or
- continue to act as Trustee without a Sponsor.

Merrill Lynch, Pierce, Fenner & Smith Incorporated acts as agent for the
Sponsors.

The Trust Indenture contains customary provisions limiting the liability of the
Trustee, the Evaluator and the Sponsors.

LEGAL OPINION

Davis Polk & Wardwell, 450 Lexington Avenue, New York, New York 10017, as
special counsel for the Sponsors, has given an opinion that the units are
validly issued.

AUDITORS

Deloitte & Touche LLP, 2 World Financial Center, New York, New York 10281,
independent accountants, audited the Statements of Condition included in this
prospectus.

SPONSORS

The Sponsors are:

<TABLE>
<S> <C>
MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED (a
wholly-owned subsidiary of Merrill Lynch & Co., Inc.)
P.O. Box 9051,
Princeton, NJ 08543-9051
SALOMON SMITH BARNEY INC.* (an indirectly wholly-owned
subsidiary of Citigroup Inc.)
388 Greenwich Street--23rd Floor,
New York, NY 10013
PAINEWEBBER INCORPORATED (a wholly-owned subsidiary of
PaineWebber Group Inc.)
1285 Avenue of the Americas,
New York, NY 10019
DEAN WITTER REYNOLDS INC. (a principal operating subsidiary
of Morgan Stanley Dean Witter & Co.)
Two World Trade Center--59th Floor,
New York, NY 10048
</TABLE>

14
<PAGE>
SELECTED DEALERS

<TABLE>
<S> <C>
DEAN WITTER REYNOLDS INC. (a principal operating subsidiary
of Morgan Stanley
Dean Witter & Co.)
Two World Trade Center--59th Floor,
New York, NY 10048
</TABLE>

Each Sponsor is a Delaware corporation and it, or its predecessor, has acted as
sponsor to many unit investment trusts. As a registered broker-dealer each
Sponsor buys and sells securities (including investment company shares) for
others (including investment companies) and participates as an underwriter in
various selling groups.

TRUSTEE

The Chase Manhattan Bank, Unit Trust Department, 4 New York Plaza--6th Floor,
New York, New York 10004, is the Trustee. It is supervised by the Federal
Deposit Insurance Corporation, the Board of Governors of the Federal Reserve
System and New York State banking authorities.

UNDERWRITERS' AND SPONSORS' PROFITS

Underwriters receive sales charges when they sell units. Sponsors also realize a
profit or loss on deposit of the securities shown under Defined Portfolio. Any
cash made available by you to the Sponsors before the settlement date for those
units may be used in the Sponsors' businesses to the extent permitted by federal
law and may benefit the Sponsors.

A Sponsor or Underwriter may realize profits or sustain losses on stocks in the
Portfolio which were acquired from underwriting syndicates of which it was a
member.

During the initial offering period, the Sponsors may realize profits or sustain
losses on units they hold due to fluctuations in the price per unit. The
Sponsors experienced a loss of $1,177.96 on the initial deposit of the
Securities. Any profit or loss to the Portfolio will be effected by the receipt
of applicable sales fees and a gain or loss on subsequent deposits of
securities. In maintaining a secondary market, the Sponsors will also realize
profits or sustain losses in the amount of any difference between the prices at
which they buy units and the prices at which they resell or redeem them.

PUBLIC DISTRIBUTION

During the initial offering period, units will be distributed to the public by
the Sponsors and dealers who are members of the National Association of
Securities Dealers, Inc.

15
<PAGE>
Dealers will be entitled to the concession stated below on Units sold or
redeemed during the first year.

<TABLE>
<CAPTION>
DEALER CONCESSION AS
A % OF PUBLIC
AMOUNT PURCHASED OFFERING PRICE
---------------- --------------------
<S> <C>
Less than $50,000 2.00%
$50,000 to $99,999 1.80%
$100,000 to $249,999 1.45%
$250,000 to $999,999 1.25%
$1,000,000 and over 0.50%
</TABLE>

The Sponsors do not intend to qualify units for sale in any foreign countries.
This prospectus does not constitute an offer to sell units in any country where
units cannot lawfully be sold.

CODE OF ETHICS

The Portfolio and the Agent for the Sponsors have each adopted a code of ethics
requiring pre-clearance and reporting of personal securities transactions by its
employees with access to information on Portfolio transactions. Subject to
certain conditions, the codes permit employees to invest in Portfolio securities
for their own accounts. The codes are designed to prevent fraud, deception and
misconduct against the Portfolio and to provide reasonable standards of conduct.
These codes are on file with the Commission and you may obtain a copy by
contacting the Commission at the address listed on the back cover of this
prospectus.

YEAR 2000 ISSUES

Many computer systems were designed in such a way that they may be unable to
distinguish between the year 2000 and the year 1900 (commonly known as the "Year
2000 Problem"). To date, we are not aware of any major operational difficulties
resulting from the computer system changes necessary to prepare for the Year
2000. However, there can be no assurance that the Year 2000 Problem will not
adversely affect the issuers of the securities contained in the Portfolio. We
cannot predict whether any impact would be material to the Portfolio as a whole.

ADVERTISING AND SALES LITERATURE

Sales material may discuss developing a long-term financial plan, working with
your financial professional; the nature and risks of various investment
strategies and Defined Asset Funds that could help you toward your financial
goals and the importance of discipline; how securities are selected for these
funds, how the funds are created and operated, features such as convenience and
costs, and options available for certain types of funds including automatic
reinvestment, rollover, exchanges and redemption. It may also summarize some
similarities and differences with mutual funds and discuss the philosophy of
spending time in the market rather than trying to time the market, including
probabilities of negative returns over various holding periods.

Sales literature and articles may state research opinions on the economy,
countries and industry sectors and include a list of funds generally appropriate
for pursuing these recommendations.

Advertising and sales literature may include brief descriptions of the principal
businesses and products of the companies represented in the Portfolio. This
material may include a chart showing the historical development of baby boomers
and related events.

16
<PAGE>
Advertising and sales literature may state past total return performance of the
Portfolio for various periods. Returns are computed by taking price changes for
the period plus income reinvested, divided by the initial public offering price,
and reflecting deduction of maximum Portfolio sales charges and expenses. For
periods of more than a year, average annualized returns shall be stated, which
may be accompanied with no greater prominence by statement of cumulative total
returns. Returns without reflecting deduction of sales charges or only of
deferred sales charges may also be stated with no greater prominence than total
returns reflecting deduction of all sales charges when the different basis of
computation is disclosed.

TAXES

The following summarizes some of the important income tax consequences of
holding units. It assumes that you are not a dealer, financial institution,
insurance company or other investor with special circumstances. You should
consult your own tax adviser about your particular circumstances.

In the opinion of our counsel, under existing law:

GENERAL TREATMENT OF THE FUND AND YOUR INVESTMENT

The Portfolio intends to qualify for special tax treatment as a regulated
investment company so that it will not be subject to federal income tax on the
portion of its taxable income that it distributes to investors in a timely
manner.

DISTRIBUTIONS

Distributions to you of the Portfolio's interest income and dividend income and
of the Portfolio's gains from Securities it has held for one year or less will
generally be taxed to you as ordinary income, to the extent of the Portfolio's
taxable income not attributable to the Portfolio's net capital gain.
Distributions to you in excess of the Portfolio's taxable income will be treated
as a return of capital and will reduce your basis in your Units. To the extent
such distributions exceed your basis, they will be treated as gain from the sale
of your Units.

Distributions to you that are treated as ordinary income will constitute
dividends for federal income tax purposes. Corporate investors may be eligible
for the 70% dividends-received deduction with respect to these distributions.
You should consult your tax adviser.

Distributions to you of the Portfolio's net capital gain will generally be
taxable to you as long-term capital gain, regardless of how long you have held
your Units.

GAIN OR LOSS UPON DISPOSITION

You will generally recognize capital gain or loss when you dispose of your
Units. If you receive Securities upon redemption of your Units (including
pursuant to the rollover option), you will generally recognize capital gain or
loss equal to the difference between your basis in your Units and the fair
market value of the Securities received in redemption.

If your net long-term capital gains exceed your net short-term capital losses,
the excess may be subject to tax at a lower rate than ordinary income. Any
capital gain or loss

17
<PAGE>
that you recognize on a disposition of your Units will be long-term if you have
held your Units for more than one year and short-term otherwise. Because the
deductibility of capital losses is subject to limitations, you may not be able
to deduct all of your capital losses. You should consult your tax adviser in
this regard.

YOUR BASIS IN THE SECURITIES

Your aggregate basis in the Units will generally be equal to the cost of your
Units, including the initial sales charge and the Creation and Development Fee.
You should not increase your basis in your Units by deferred sales charges or
organizational expenses.

FOREIGN INVESTORS

If you are a foreign investor and you are not engaged in a U.S. trade or
business, you generally will be subject to withholding tax at a rate of 30% (or
a lower applicable treaty rate) on distributions. You should consult your tax
adviser about the possible application of federal, state and local, and foreign
taxes.

RETIREMENT PLANS

You may wish to purchase units for an Individual Retirement Account ("IRAs") or
other retirement plan. Generally, capital gains and income received in each of
these plans are exempt from federal taxation. All distributions from these types
of plans are generally treated as ordinary income but may, in some cases, be
eligible for tax-deferred rollover treatment. You should consult your attorney
or tax adviser about the specific tax rules relating to these plans. These plans
are offered by brokerage firms, including the Sponsors of this Portfolio, and
other financial institutions. Fees and charges with respect to such plans may
vary.

SUPPLEMENTAL INFORMATION

You can receive at no cost supplemental information about the Portfolios by
calling the Trustee. The supplemental information includes more detailed risk
disclosure and general information about the structure and operation of the
Portfolios. The supplemental information is also available from the SEC.

18
<PAGE>
REPORT OF INDEPENDENT ACCOUNTANTS

The Sponsors, Trustee and Holders of Equity Investor Fund, Concept Series, Baby
Boom Economy Portfolio 2000 Growth & Income Series B, Defined Asset Funds (the
"Fund"):

We have audited the accompanying statement of condition and the related defined
portfolio included in the prospectus of the Fund as of August 31, 2000. This
financial statement is the responsibility of the Trustee. Our responsibility is
to express an opinion on this financial statement based on our audit.

We conducted our audit in accordance with auditing standards generally accepted
in the United States of America. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statement is free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statement. Our procedures included confirmation of an irrevocable letter of
credit deposited for the purchase of securities, as described in the statement
of condition, with the Trustee. An audit also includes assessing the accounting
principles used and significant estimates made by the Trustee, as well as
evaluating the overall financial statement presentation. We believe that our
audit provides a reasonable basis for our opinion.

In our opinion, the financial statement referred to above presents fairly, in
all material respects, the financial position of the Fund as of August 31, 2000
in accordance with accounting principles generally accepted in the United States
of America.

DELOITTE & TOUCHE LLP
New York, NY
August 31, 2000

STATEMENT OF CONDITION AS OF AUGUST 31, 2000

<TABLE>
<S> <C>
TRUST PROPERTY
Investments--Contracts to purchase
Securities(1)................................... $1,458,850.65
Accrued interest to initial date of deposit on
underlying Securities........................... 4,867.99
-------------
Total......................................... $1,463,718.64
=============
LIABILITIES AND INTEREST OF HOLDERS
Advance by Trustee for accrued interest(3).... $ 4,867.99
Reimbursement of Sponsors for organizational
expenses(2).................................. 1,429.38
-------------
Subtotal...................................... 6,297.37
-------------
Interest of Holders of 1,473,586 units of
fractional undivided interest outstanding(6)
Cost to investors(4)(5)....................... $1,473,453.38
Gross underwriting commissions and
organization expenses(2)(5).................. (16,032.11)
-------------
Subtotal...................................... 1,457,421.27
-------------
Total......................................... $1,463,718.64
=============
</TABLE>

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

(1) Aggregate cost to the Portfolio of the securities listed under the
Portfolio determined by the Trustee at 4:00 p.m., Eastern time on August 30,
2000. The contracts to purchase securities are collateralized by an irrevocable
letter of credit which has been issued by DG Bank, New York Branch, in the
amount of $1,464,896.60 and deposited with the Trustee. The amount of the letter
of credit includes $1,458,850.65 for the purchase of securities, plus $4,867.99
for accrued interest.

(2) A portion of the Public Offering Price consists of securities in an
amount sufficient to pay all or a portion of the costs incurred in establishing
the Portfolio. These costs have been estimated at $0.97 per 1,000 Units. A
distribution will be made as of the close of the initial offering period to an
account maintained by the Trustee from which the organization expense obligation
of the investors will be satisfied. If the actual organization costs exceed the
estimated amount shown above the Sponsors will pay for this excess amount.

(3) Representing a special distribution to the Sponsors by the Trustee
of an amount equal to the accrued interest on the bonds.

(4) Aggregate Unit price computed on the basis of the value of the
underlying securities at 4:00 p.m., Eastern time on August 30, 2000.

(5) Assumes the maximum initial sales charge per 1,000 units of 1.00% of
the Unit Price. A deferred sales charge of $2.50 per 1,000 Units is payable on
February 1, 2001 and thereafter on the 1st day of each month through July 1,
2001. Distributions will be made to an account maintained by the Trustee from
which the deferred sales charge obligation of the investors to the Sponsors will
be satisfied.

(6) Because the value of securities at the evaluation time on the
Initial Date of Deposit may differ from the amounts shown in this statement of
condition, the number of Units offered on the Initial Date of Deposit will be
adjusted to maintain the $999.91 per 1,000 Units offering price only for that

day. The Unit Price on any subsequent business day will vary.

19
<PAGE>

Defined
Asset Funds-Registered Trademark-

<TABLE>
<S> <C>
HAVE QUESTIONS ? EQUITY INVESTOR FUND
Request the most BABY BOOM ECONOMY PORTFOLIO
recent free Information 2000 GROWTH & INCOME SERIES B
Supplement that gives more (A Unit Investment Trust)
details about the Fund, ---------------------------------------
by calling: This Prospectus does not contain
The Chase Manhattan Bank complete information about the
1-800-323-1508 investment company filed with the
Securities and Exchange Commission in
Washington, D.C. under the:
- Securities Act of 1933 (file no.
333-43930) and
- Investment Company Act of 1940 (file
no. 811-3044).
TO OBTAIN COPIES AT PRESCRIBED RATES--
WRITE: Public Reference Section of the
Commission
450 Fifth Street, N.W., Washington,
D.C. 20549-6009
CALL: 1-800-SEC-0330.
VISIT: http://www.sec.gov.
---------------------------------------
No person is authorized to give any
information or representations about
this Fund not contained in this
Prospectus or the Information
Supplement, and you should not rely on
any other information.
---------------------------------------
When units of this Fund are no longer
available, this Prospectus may be used
as a preliminary prospectus for a
future series, but some of the
information in this Prospectus will be
changed for that series.
UNITS OF ANY FUTURE SERIES MAY NOT BE
SOLD NOR MAY OFFERS TO BUY BE ACCEPTED
UNTIL THAT SERIES HAS BECOME EFFECTIVE
WITH THE SECURITIES AND EXCHANGE
COMMISSION. NO UNITS CAN BE SOLD IN ANY
STATE WHERE A SALE WOULD BE ILLEGAL.
100435RR--8/00
</TABLE>

<PAGE>
PART II

ADDITIONAL INFORMATION NOT INCLUDED IN THE PROSPECTUS

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

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

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

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

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

<TABLE>
<S> <C> <C>
Merrill Lynch, Pierce, Fenner & Smith Incorporated.......... 8-7221
PaineWebber Incorporated.................................... 8-16267
Dean Witter Reynolds Inc. .................................. 8-14172
</TABLE>

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

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

<TABLE>
<S> <C> <C>
Merrill Lynch, Pierce, Fenner & Smith Incorporated.......... 13-5674085
PaineWebber Incorporated.................................... 13-2638166
Dean Witter Reynolds Inc. .................................. 94-0899825
The Chase Manhattan Bank, Trustee........................... 13-4994650
</TABLE>

UNDERTAKING

The Sponsors undertake that they will not instruct the Trustee to accept from
(i) Asset Guaranty Reinsurance Company, Municipal Bond Investors Assurance
Corporation or any other insurance company affiliated with any of the Sponsors,
in settlement of any claim, less than an amount sufficient to pay any principal
or interest (and, in the case of a taxability redemption, premium) then due on
any Security in accordance with the municipal bond guaranty insurance policy
attached to such Security or (ii) any affiliate of the Sponsors who has any
obligation with respect to any Security, less than the full amount due pursuant
to the obligation, unless such instructions have been approved by the Securities
and Exchange Commission pursuant to Rule 17d-1 under the Investment Company Act
of 1940. In addition, the Sponsors will not make any amendment to the Supplement
to this Registration Statement which includes material changes without
submitting the amendment for Staff review prior to distribution.

II-1
<PAGE>
SERIES OF EQUITY INVESTOR FUND
DESIGNATED PURSUANT TO RULE 487 UNDER THE SECURITIES ACT OF 1933

<TABLE>
<CAPTION>
SEC
SERIES NUMBER FILE NUMBER
------------- -----------
<S> <C>
Equity Investor Fund, Select S&P Industrial Portfolio--1998
Series H.................................................... 333-64577
Equity Income Fund, Baby Boom Economy Portfolios, 1999
Series...................................................... 33-72365
</TABLE>

CONTENTS OF REGISTRATION STATEMENT

The Registration Statement on Form S-6 comprises the following papers and
documents:

The facing sheet of Form S-6.

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

The Prospectus.

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

The following exhibits:

<TABLE>
<S> <C> <C>
1.1 -- Form of Trust Indenture (incorporated by reference to Exhibit 1.1 to the
Registration Statement of Defined Asset Funds Municipal Defined Fund
Series 2, 1933 Act File No. 333-61285).
1.1.1 -- Form of Standard Terms and Conditions of Trust Effective October 21,
1993 (incorporated by reference to Exhibit 1.1.1 to the Registration
Statement of Municipal Investment Trust Fund, Multistate Series-48, 1933
Act File No. 33-50247).
1.2 -- Form of Master Agreement Among Underwriters (incorporated by reference
to Exhibit 1.2 to the Registration Statement of The Corporate Income
Fund, One Hundred Ninety-Fourth Monthly Payment Series, 1933 Act File
No. 2-90925).
1.11.1 -- Merrill Lynch Code of Ethics (incorporated by reference to Exhibit
1.11.1 to Post-Effective Amendment No. 2 to the Registration Statement
of Equity Participation Series, Low Five Portfolio, Defined Asset Funds,
1933 Act File No. 333-05685.
1.11.2 -- Equity Investor Fund Code of Ethics (incorporated by reference to
Exhibit 1.11.2 to Post-Effective Amendment No. 2 to the Registration of
Equity Participation Series Low Five Portfolio, Defined Asset Funds,
1933 Act File No. 333-05685).
2.1 -- Form of Certificate of Beneficial Interest (included in Exhibit 1.1.1).
3.1 -- Opinion of counsel as to the legality of the securities being issued
including their consent to the use of their name under the headings "How
The Fund Works--Legal Opinion" in the Prospectus.
4.1 -- Consent of the Evaluator.
5.1 -- Consent of independent accountants.
9.1 -- Information Supplement (incorporated by reference to Exhibit 9.1 to
Amendment No. 4 to the Registration Statement of Municipal Investment
Trust Fund, Insured Series--207, 1933 Act File No. 33-54037 and Exhibit
9.1 to the Registration Statement of Equity Investor Fund, Select 10
Portfolio 1999 International Series A (United Kingdom Portfolio), 1933
Act File No. 333-70593).
</TABLE>

R-1
<PAGE>

SIGNATURES

The registrant hereby identifies the series number of Defined Asset Funds listed
on page R-1 for the purposes of the representations required by Rule 487 and
represents the following:

1) That the portfolio securities deposited in the series as to which this
registration statement is being filed do not differ materially in type or
quality from those deposited in such previous series;

2) That, except to the extent necessary to identify the specific portfolio
securities deposited in, and to provide essential information for, the series
with respect to which this registration statement is being filed, this
registration statement does not contain disclosures that differ in any
material respect from those contained in the registration statements for such
previous series as to which the effective date was determined by the
Commission or the staff; and

3) That it has complied with Rule 460 under the Securities Act of 1933.

PURSUANT TO THE REQUIREMENTS OF THE SECURITIES ACT OF 1933, THE REGISTRANT HAS
DULY CAUSED THIS REGISTRATION STATEMENT OR AMENDMENT TO THE REGISTRATION
STATEMENT TO BE SIGNED ON ITS BEHALF BY THE UNDERSIGNED THEREUNTO DULY
AUTHORIZED IN THE CITY OF NEW YORK AND STATE OF NEW YORK ON THE 31ST DAY OF
AUGUST, 2000.

SIGNATURES APPEAR ON PAGES R-3, R-4 AND R-5.

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

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

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

R-2
<PAGE>
MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED
DEPOSITOR

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

GEORGE A. SCHIEREN
JOHN L. STEFFENS

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

R-3
<PAGE>

PAINEWEBBER INCORPORATED
DEPOSITOR

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

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

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

R-4
<PAGE>

DEAN WITTER REYNOLDS INC.
DEPOSITOR

<TABLE>
<S> <C>
By the following persons, who constitute Powers of Attorney have been filed
a majority of under Form SE and the following 1933
the Board of Directors of Dean Witter Act File Numbers: 33-17085,
Reynolds Inc.: 333-13039, 333-47553, 333-89009 and
333-39302.
</TABLE>

BRUCE F. ALONSO
RICHARD M. DeMARTINI
RAYMOND J. DROP
JAMES F. HIGGINS
DONALD G. KEMPF, JR.
JOHN J. MACK
MITCHELL M. MERIN
STEPHEN R. MILLER
PHILIP J. PURCELL
JOHN H. SCHAEFER
THOMAS C. SCHNEIDER
ALAN A. SCHRODER
ROBERT G. SCOTT

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

R-5