EQUITY FOCUS TRUSTS S T A R T 2001 SERIES
497, 2001-01-18
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<PAGE>

                                                      Pursuant to Rule 497(b)
                                                      Registration No. 333-52270


                                         EQUITY FOCUS TRUSTS
                               -----------------------------
                                      S.T.A.R.T. 2001 Series

                                 (Salomon Smith Barney's Top
                                Analyst Recommendations Trust)


                            A Unit Investment Trust


[LOGO OF SMITH BARNEY]   The Equity Focus Trusts--S.T.A.R.T. 2001 Series
                         is a unit investment trust that offers investors
                         the opportunity to purchase Units representing
                         proportionate interests in a portfolio of 34
                         equity securities from among those selected by
                         Salomon Smith Barney Equity Research as "Top
                         Picks" in more than 100 industry groups. The
                         value of the Units will fluctuate with the value
                         of the underlying securities and the Trust is not
                         appropriate for investors requiring high current
                         income or conservation of capital.

                         The minimum purchase is $250.

The Securities and Exchange Commission has not approved or
disapproved these securities or passed upon the adequacy of this
prospectus. Any representation to the contrary is a criminal
offense.

Prospectus dated January 17, 2001
Read and retain this Prospectus for future reference
<PAGE>

EQUITY FOCUS TRUSTS--S.T.A.R.T. 2001 SERIES
INVESTMENT SUMMARY

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

Use this Investment Summary to help you decide whether the portfolio comprising
the Equity Focus Trusts--S.T.A.R.T. 2001 Series is right for you. More detailed
information can be found later in this prospectus.

Investment Objective

The Trust's diversified portfolio of 34 stocks is for growth-oriented
investors. Dividend income is not a primary objective of this portfolio.

There is no guarantee that the objective of the Trust will be achieved.

Investment Strategy

The Trust uses a "buy and hold" strategy with a portfolio of stocks, designed
to remain fixed over its one-year life. Unlike a mutual fund, the portfolio is
not managed; however, a security can be sold under some adverse circumstances.

Investment Concept and Selection Process

As each new year approaches, more than 80 analysts in our Equity Research
Division are asked to select a stock from the industry or stock area of the
market they cover to become that sector's "Top Pick" for the coming year. When
our analysts made the announcement of 2001 "Top Picks" in early January, our
equity strategists evaluated this list based on key trends they see emerging in
the market and the economy. This year, they selected 34 holdings for our
offering of the S.T.A.R.T. 2001 Series, a one-year unit trust.

Principal Risk Factors

Holders can lose money by investing in this Trust. The value of your Units may
increase or decrease depending on the value of the stocks which make up the
Trust. In addition, the amount of dividends you receive depends on each
particular issuer's dividend policy, the financial condition of the companies
and general economic conditions. The Trust is concentrated in stocks which have
been ranked High Risk by Salomon Smith Barney and therefore may have a high
degree of price volatility over the life of the Trust. The value of Units of
the Trust will fluctuate with the value of the underlying Securities and the
Trust is not appropriate for investors requiring high current income or
conservation of capital.

The Trust consists primarily of common stocks of domestic issuers. If you
invest in the Trust, you should understand the potential risks associated with
common stocks:

  .  The financial condition of the issuer may worsen.

  .  The overall stock market may falter.

  .  As a common stockholder, your right to receive payments of any kind
     (including dividends or as a result of a liquidation or bankruptcy) from
     the issuer is generally inferior to the rights of creditors, debt
     holders, or preferred stockholders.

  .  Common stock is continually subject to stock market fluctuations and to
     volatile increases or decreases in value as market confidence in and
     perceptions of issuers change.

Due to the "buy and hold" strategy of a unit investment trust, securities will
not usually be sold until the Trust terminates, which could mean that the sale
price of the Trust securities may not be the highest price at which these
securities traded during the life of the Trust.

Public Offering Price

On the first day Units are made available to the public, the Public Offering
Price will be

                                       2
<PAGE>

EQUITY FOCUS TRUSTS--S.T.A.R.T. 2001 SERIES
INVESTMENT SUMMARY

--------------------------------------------------------------------------------
approximately $1.00 per Unit, with a minimum purchase of $250. This price is
based on the net asset value of the Trust plus the up-front sales charge.
Beginning on the Date of Deposit, the Trustee will calculate the Public
Offering Price of Units by using the last reported sales prices of the
securities in the portfolio. The Public Offering Price will change daily
because prices of the underlying stocks will fluctuate.

The Public Offering Price per Unit will be calculated by:

  .  Adding the combined market value of the underlying stocks to any cash
     held to purchase securities.

  .  Dividing that sum by the number of Units outstanding.

  .  Adding an initial sales charge.

In addition, during the initial public offering period, a per unit amount
sufficient to reimburse the Sponsor for organization costs is added to the
Public Offering Price. After the initial public offering period, the repurchase
and cash redemption price of Units will be reduced to reflect the estimated
cost of liquidating securities to meet redemptions.

Market for Units

The Sponsor intends to repurchase Units at a price based on their net asset
value. If the Sponsor decides to discontinue the policy of repurchasing Units,
you can redeem Units through the Trustee, at a price determined by using the
same formula.

Rollover Option and Termination

When the Trust is about to terminate, you may have the option to rollover your
proceeds into a future S.T.A.R.T. Series, if one is available. The initial
sales charge will be waived if you decide to rollover; however, you will be
subject to the subsequent Series' deferred sales charge. If you decide not to
rollover your proceeds into the next series, you will receive a cash
distribution after the trust terminates. You will pay your share of expenses
associated with a rollover or termination, including brokerage commissions on
the sale of securities.

Taxation

In general, dividends of the Trust will be taxed as ordinary income, whether
received in cash or reinvested in additional Units. If you are a foreign
investor, you should be aware that distributions from the Trust will generally
be subject to information reporting and withholding taxes, including any income
from the Trust that is reinvested in additional Units.

An exchange of Units in the Trust for Units in another series will be treated
as a sale of Units, and any gain realized on the exchange, notwithstanding
reinvestment, may be subject to Federal, state and local income tax.

If you are taxed as an individual and have held your Units (and the Trust has
held the securities) for more than 12 months, you may be entitled to a 20%
maximum Federal income tax rate on gains, if any, from the sale of your Units.

                                       3
<PAGE>

EQUITY FOCUS TRUSTS--S.T.A.R.T. 2001 SERIES

FEE TABLE

--------------------------------------------------------------------------------
This Fee Table is intended to help you to understand the costs and expenses
that you will bear directly or indirectly. See Public Sale of Units and
Expenses and Charges. Although the Trust is a unit investment trust rather than
a mutual fund, this information is presented to permit a comparison of fees.
--------------------------------------------------------------------------------

Unitholder Transaction Expenses

<TABLE>
<CAPTION>
                                            As a % of           Amounts per
                                      Public Offering Price     1,000 Units
                                      --------------------- -------------------
<S>                                   <C>                   <C>
 Initial Sales Charge Imposed on
  Purchase (as a percentage of
  offering price)....................         1.00%*              $10.00
 Maximum Deferred Sales Charge.......         1.50%**             $15.00
 Creation and Development Fee........          .25%***            $ 2.50
                                              ----                ------
  Total Sales Charge (including
   Creation and Development Fee).....         2.75%               $27.50
                                              ====                ======
 Reimbursement to Sponsor for Esti-
  mated Organization Costs...........         .229%               $ 2.30
                                              ====                ======
 Estimated Cost of Liquidation Secu-
  rities to Meet Redemptions.........         .083%               $ 0.83
                                              ====                ======
Estimated Annual Trust Operating Ex-
 penses
 (as a percentage of average net as-
 sets)
<CAPTION>
                                                                Amounts per
                                      As a % of Net Assets      1,000 Units
                                      --------------------- -------------------
<S>                                   <C>                   <C>
 Trustee's Fee.......................         .089%               $ 0.87
 Maximum Portfolio Supervision, Book-
  keeping and Administrative Fees....         .026%               $ 0.25
 Other Operating Expenses............         .026%               $ 0.26
                                              ----                ------
  Total..............................         .141%               $ 1.38
                                              ====                ======
<CAPTION>
                                                            Cumulative Expenses
                                                             and Charges Paid
                                                                for Period:
Example                                                     -------------------
                                                                  1 year
                                                                  ------
<S>                                   <C>                   <C>
An investor would pay the following
 expenses and charges on a $10,000
 investment, assuming the Trust's
 estimated operating expense ratio of
 .141% and a 5% annual return on the
 investment throughout the period....                              $ 290
</TABLE>

  The example also assumes reinvestment of all dividends and distributions. The
example should not be considered a representation of past or future expenses or
annual rate of return. The actual expenses and annual rate of return may be
higher or lower.
------------
  *  The Initial Sales Charge may be above or below 1.00% but in no event will
     exceed the combined initial sales charge and deferred sales charge of
     2.50% of your initial investment. See Public Sale of Units--Public
     Offering Price for further detail on how the sales charges are calculated.
 **  The actual fee is $2.50 per month per 1,000 Units, irrespective of the
     purchase or redemption price, paid on each of the six Deferred Sales
     Charge Payment Dates. If the Unit price exceeds $1.00 per Unit, the
     deferred sales charge will be less than 1.50%; if the Unit price is less
     than $1.00 per Unit, the deferred sales charge will exceed 1.50%.
***  The Creation and Development Fee compensates the Sponsor for the creation
     and development of the Trust and has been historically included in the
     sales charge. The actual fee is $2.50 per 1,000 Units payable as of the
     close of the initial public offering period, which is expected to be 90
     days from the Initial Date of Deposit. If the Unit price exceeds $1.00 per
     Unit, the Creation and Development Fee will be less than .25%; if the Unit
     price is less than $1.00 per Unit, the Creation and Development Fee will
     exceed .25%.

                                       4
<PAGE>

EQUITY FOCUS TRUSTS--S.T.A.R.T. 2001 SERIES
SUMMARY OF ESSENTIAL INFORMATION
AS OF JANUARY 16, 2001+


Sponsor
Salomon Smith Barney Inc.

Trustee and Distribution Agent
The Chase Manhattan Bank

Deferred Sales Charge Payment Dates
The first day of each month commencing August 1, 2001 through January 1, 2002.

Sales Charge
The maximum sales charge (not including the Creation and Development Fee) is
2.50% and consists of an initial sales charge and a deferred sales charge. The
initial sales charge is the difference between this maximum sales charge of
2.50% and the total deferred sales charge of $15.00 per 1,000 Units. On the
Initial Date of Deposit the initial sales charge is 1.00% of the Public
Offering Price. The initial sales charge is paid directly from the amount
invested. The deferred sales charge is paid through a reduction of the net
asset value of the Trust by $2.50 per 1,000 units on each of the six Deferred
Sales Charge Payment Dates. Upon a repurchase, redemption or exchange of Units
before the final Deferred Sales Charge Payment Date, any remaining deferred
sales charge payments will be deducted from the proceeds.

Mandatory Termination Date
February 28, 2002, or at any earlier time by the Sponsor with the consent of
Holders of 51% of the Units then outstanding.

Distributions
Distributions of income, if any, will be made on the Distribution Day to
Holders of record on the corresponding Record Day. Distributions will be
automatically reinvested in additional Units of the Trust unless a Holder
elects to receive its distribution in cash. A final distribution will be made
upon termination of the Trust.

Record Day
November 9, 2001.

Distribution Day
November 26, 2001, and upon termination and liquidation of the Trust.

Evaluation Time
4:00 p.m. Eastern time (or earlier close of the New York Stock Exchange).

Minimum Value of Trust
The Trust Indenture may be terminated if the net value of the Trust is less
than 40% of the aggregate net asset value of the Trust at the completion of the
initial public offering period.

Trustee's Annual Fee
$.87 Per 1,000 Units

Sponsor's Annual Fee
Maximum of $.25 per 1,000 Units.

------------
+The Initial Date of Deposit. The Date of Deposit is the date on which the
Trust Indenture between the Sponsor and the Trustee was signed and the deposit
with the Trustee was made.

                                       5
<PAGE>

EQUITY FOCUS TRUSTS--S.T.A.R.T. 2001 SERIES
SUMMARY OF ESSENTIAL INFORMATION
AS OF JANUARY 16, 2001

<TABLE>
<CAPTION>
<S>                                                              <C>
Portfolio
  Number of issuers of common stock.............................          34
  Number of different industry groups...........................           9
    Portfolio contains the following industry groups:
      Consumer, 6 (17.44%); Energy, 3 (6.20%); Financial, 4
      (12.98%); Healthcare, 3 (12.10%); Industrial, 4 (11.52%);
      Internet, 2 (6.04%); Media/Telecommunications, 5 (14.89%);
      Technology, 6 (16.90%); and Transportation, 1 (1.93%).
  Percentage of High Risk Securities (as described in footnote 2
   to the Portfolio)............................................       32.36%
  Percentage of Speculative Securities (as described in footnote
   2 to the Portfolio)..........................................        2.14%
Initial Number of Units.........................................   1,000,000
Fractional Undivided Interest in Trust
 Represented by Each Unit....................................... 1/1,000,000
Public Offering Price per 1,000 Units
  Aggregate Value of Securities in Trust (net of estimated
   organization costs).......................................... $   994,094
                                                                 ===========
  Divided by Number of Units of Trust (times 1,000)............. $    994.09
  Plus Initial Sales Charge of 1.00% of Public Offering Price
   (1.010% of the net amount invested in Securities)............ $     10.04
                                                                 -----------
  Public Offering Price......................................... $  1,004.13
  Plus Estimated Organization Costs............................. $      2.30
  Plus the amount in the Income and Capital Accounts............ $         0
                                                                 -----------
  Total......................................................... $  1,006.43
                                                                 ===========
Sponsor's Repurchase Price and Redemption
 Price per 1,000 Units (based on value of underlying Securi-
 ties).......................................................... $    981.39
Sponsor's Profit on Deposit..................................... $     4,817
</TABLE>

                                       6
<PAGE>

                          INDEPENDENT AUDITORS' REPORT

The Sponsor, Trustee and Unitholders of Equity Focus Trusts, S.T.A.R.T. 2001
Series:

  We have audited the accompanying statement of financial condition, including
the portfolio, of Equity Focus Trusts, S.T.A.R.T. 2001 Series, as of January
16, 2001. This financial statement is the responsibility of the Trustee (see
note 1 to the statement of financial condition). 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
statement of financial condition is free of material misstatement. An audit of
a statement of financial condition includes examining, on a test basis,
evidence supporting the amounts and disclosures in that statement of financial
condition. Our procedures included confirmation with the Trustee of an
irrevocable letter of credit deposited on January 16, 2001, for the purchase of
securities, as shown in the statement of financial condition and portfolio of
securities. An audit of a statement of financial condition also includes
assessing the accounting principles used and significant estimates made by the
Trustee, as well as evaluating the overall statement of financial condition
presentation. We believe that our audit of the statement of financial condition
provides a reasonable basis for our opinion.

  In our opinion, the statement of financial condition referred to above
presents fairly, in all material respects, the financial position of Equity
Focus Trusts, S.T.A.R.T. 2001 Series, as of January 16, 2001, in conformity
with accounting principles generally accepted in the United States of America.

                                                     /S/ KPMG LLP

New York, New York
January 16, 2001

                                       7
<PAGE>

                 EQUITY FOCUS TRUSTS -- S.T.A.R.T. 2001 SERIES

  Statement of Financial Condition as of Initial Date of Deposit, January 16,
                                      2001

<TABLE>
<CAPTION>
TRUST PROPERTY(1)
<S>                                                                  <C>
 Investment in Securities:
  Contracts to purchase Securities(2)............................... $  996,394
                                                                     ----------
  Total............................................................. $  996,394
                                                                     ==========
LIABILITIES
 Reimbursement to Sponsor for Organization Costs(3)................. $    2,300
 Deferred Sales Charge(4)...........................................     15,000
                                                                     ----------
  Total.............................................................     17,300
                                                                     ----------
INTEREST OF UNITHOLDERS
 1,000,000 Units of fractional undivided interest outstanding:
 Cost to investors(5)...............................................  1,006,430
 Less: Gross underwriting commissions(6)............................     25,036
 Less: Reimbursement to Sponsor for Organization Costs(3) ..........      2,300
                                                                     ----------
 Net amount applicable to investors(7)..............................    979,094
                                                                     ----------
  Total............................................................. $  996,394
                                                                     ==========
</TABLE>
------------
(1) The Trustee has custody of and responsibility for all accounting and
    financial books, records, financial statements and related data of the
    Trust and is responsible for establishing and maintaining a system of
    internal controls directly related to, and designed to provide reasonable
    assurance as to the integrity and reliability of, financial reporting of
    the Trust. The Trustee is also responsible for all estimates and accruals
    reflected in the Trust's financial statement other than the estimate of
    organizational costs, for which the Sponsor is responsible. Actual costs
    could differ from these estimates.
(2) Aggregate cost to the Trust of the Securities listed under Portfolio of the
    Trust, on the Initial Date of Deposit, is determined by the Trustee on the
    basis set forth in footnote 4 to the Portfolio. See also the column headed
    Market Value of Securities. An irrevocable letter of credit in the amount
    of $2,000,000 has been deposited with the Trustee for the purchase of
    Securities. The letter of credit was issued by Svenska Handelsbanken.
(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
    Trust. These costs have been estimated at $2.30 per 1,000 Units for the
    Trust. A payment will be made as of the close of the initial public
    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 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 the Trust.
(4) A deferred sales charge of $15.00 per 1,000 Units is payable in six monthly
    payments of $2.50 per 1,000 Units. Distributions will be made to an account
    maintained by the Trustee from which the deferred sales charge obligation
    of the investors to the Sponsor will be satisfied. If Units are redeemed
    prior to January 1, 2002 the remaining portion of the deferred sales charge
    applicable to such Units will be transferred to such account on the
    redemption date.
(5) Aggregate public offering price computed on the basis set forth under
    Public Sale of Units--Public Offering Price.
(6) Assumes a maximum aggregate sales charge of 2.50% of the Public Offering
    Price (2.564% of the net amount invested), although due to fluctuations in
    the value of the Securities, the total maximum sales charge may be more
    than 2.50% of the Public Offering Price.
(7) A Creation and Development Fee in the amount of $2.50 per 1,000 Units is
    payable by the Trust on behalf of the Holders out of the net asset value of
    the Trust as of the close of the initial offering period. This Creation and
    Development Fee may be more than .25% of the Public Offering Price due to
    fluctuations in the value of the Securities. If Units are redeemed prior to
    the close of the initial public offering period, the Creation and
    Development Fee will not be deducted from the proceeds.

                                       8
<PAGE>


  PORTFOLIO OF EQUITY FOCUS TRUSTS--S.T.A.R.T. 2001 SERIES ON THE INITIAL
  DATE OF DEPOSIT, JANUARY 16, 2001
 -----------------------------------------------------------------------------


<TABLE>
<CAPTION>
                                                                                            Market
                                            Stock  Investment    Number    Percentage of   Value of
              Securities(1)                 Symbol Ranking(2) of Shares(3)   Portfolio   Securities(4)
              -------------                 ------ ---------- ------------ ------------- -------------
<S>                                         <C>    <C>        <C>          <C>           <C>
America Online #                            AOL       1-H          900          4.22%      $ 42,030
Amgen Inc. *                                AMGN      1-H          800          4.94         49,250
Applied Micro Circuits *#                   AMCC      1-H          300          2.12         21,113
Bank of New York #                          BK        1-M          900          4.69         46,688
BJ Services                                 BJS       1-M          300          2.21         22,031
Canadian National Railway                   CNI       1-M          600          1.93         19,238
Cendant Corp. *#                            CD        1-H        1,600          1.99         19,800
Check Point Software Tech. *                CHKP      1-H          150          1.82         18,084
Chubb Corp. #                               CB        1-L          300          2.16         21,525
EMC Corp.                                   EMC       1-M          400          2.81         27,950
Emerson Electric #                          EMR       1-M          350          2.72         27,147
Enron Corp. #                               ENE       1-H          300          2.06         20,531
EOG Resources                               EOG       1-M          400          1.93         19,175
Flextronics Int'l. *#                       FLEX      1-H        1,100          3.45         34,375
Gemstar-TV Guide Int'l.                     GMST      1-H          400          2.12         21,125
General Mills #                             GIS       1-M          600          2.53         25,200
Interpublic Grp. Cos.                       IPG       1-M        1,000          4.60         45,875
Int'l. Business Machines #                  IBM       1-M          300          2.79         27,825
John Hancock Fin'l. Svcs. #                 JHF       1-M        1,300          4.28         42,656
Kohl's Corp. #                              KSS       1-M          400          2.74         27,350
Liberty Media Group                         LMG.A     1-M        1,800          2.90         28,913
McDonald's Corp. #                          MCD       1-L        1,000          3.42         34,125
Merrill Lynch #                             MER       1-H          250          1.85         18,406
Nortel Networks                             NT        1-H          900          2.88         28,744
Pfizer, Inc.                                PFE       1-L        1,100          4.60         45,856
Philip Morris Cos. #                        MO        1-S          500          2.14         21,281
QUALCOMM, Inc. *                            QCOM      1-H          400          2.85         28,375
RadioShack Corp.                            RSH       1-M          400          2.01         20,025
Sprint Corp. (PCS Grp.)                     PCS       1-H          700          2.06         20,519
St. Jude Medical Inc.                       STJ       1-M          450          2.56         25,538
Starwood Hotels and Resorts Worldwide       HOT       1-M        1,200          4.60         45,825
Tyco International #                        TYC       1-M          800          4.79         47,700
Weyerhaeuser Co.                            WY        1-M          400          2.02         20,150
WorldCom Inc. *#                            WCOM      1-M        1,500          3.21         31,969
                                                                              ------       --------
                                                                              100.00%      $996,394
                                                                              ======       ========
</TABLE>

The Notes following the Portfolio are an integral part of the Portfolio of
Securities.

                                       9
<PAGE>

Notes to Portfolio of Securities

(1) All Securities are represented entirely by contracts to purchase
    Securities, which were entered into by the Sponsor on January 16, 2001.
    All contracts for domestic Securities are expected to be settled by the
    initial settlement date for the purchase of Units.

(2) Salomon Smith Barney has assigned these rankings according to the
    following system, which uses two codes: a letter for the level of risk
    (L,M,H,S or V) and a number for performance expectation (1-5).

RISK assesses predictability of earnings/dividends and stock price volatility:

  L (Low Risk): highly predictable earnings/dividends, low price volatility
  M (Moderate Risk): moderately predictable earnings/dividends, moderate
    price volatility
  H (High Risk): low predictability of earnings/dividends, high price
    volatility
  S (Speculative): exceptionally low predictability of earnings/dividends,
    highest risk of price volatility
  V (Venture): Risk and return consistent with venture capital, suitable only
    for well-diversified portfolios

PERFORMANCE rankings indicate the expected total return (capital gain or loss
plus dividends) over the next 12-18 months, assuming an unchanged, or "flat"
market; performance expectations depend on the risk category assigned to the
stock, as shown in the following chart.

<TABLE>
<CAPTION>
                    Low Risk    Moderate Risk   High Risk    Speculative
                  ------------- ------------- ------------- -------------
<S>               <C>           <C>           <C>           <C>
1 (Buy)             Over 15%      Over 20%      Over 25%      Over 30%
2 (Outperform)      5% to 15%     5% to 20%    10% to 25%    10% to 30%
3 (Neutral)         -5% to 5%     -5% to 5%    -10% to 10%   -10% to 10%
4 (Underperform)   -5% to -15%   -5% to -15%  -10% to -20%  -10% to -20%
5 (Sell)          -15% or worse -15% or worse -20% or worse -20% or worse
</TABLE>

These rankings represent current opinions of Salomon Smith Barney research
analysts and are, of course, subject to change; no assurance can be given that
the stocks will perform as expected. These rankings have not been audited by
KPMG LLP.

(3) Per 1,000,000 Units.

(4) Valuation of Securities by the Trustee was made using the market value per
    share as of the Evaluation Time on January 16, 2001. Subsequent to the
    Initial Date of Deposit, Securities are valued, for Securities quoted on a
    national securities exchange or Nasdaq National Market System, or a
    foreign securities exchange, at the last reported sale prices, or if no
    price exists, at the mean between the last reported bid and offer prices,
    or for Securities not so quoted, at the mean between bid and offer prices
    on the over-the-counter market. See Redemption--Computation of Redemption
    Price Per Unit.

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

The following information is unaudited:

 *  Salomon Smith Barney Inc., including its parent, subsidiaries and/or
    affiliates, usually maintains a market in the securities of this company.
 #  Within the last three years, Salomon Smith Barney Inc., including its
    parent, subsidiaries, affiliates and/or predecessor firms, has acted as
    manager (co-manager) of a public offering of the securities of this
    company or an affiliate.

                                      10
<PAGE>

DESCRIPTION OF THE TRUST

Objective of the Trust

  The objective of Equity Focus Trusts, S.T.A.R.T. 2001 Series (the "Trust") is
to provide investors with the possibility of capital appreciation for the Trust
portfolio (the "Portfolio") through a convenient and cost-effective investment
in a fixed portfolio consisting of shares of common stock and similar
securities (the "Securities") selected by the Sponsor for the Trust portfolio
(the "Portfolio"). The Sponsor has selected for the Portfolio, securities which
it considers to have the best possibility for capital appreciation over a
period of one year relative to risks and opportunities. The payment of
dividends is not a primary objective of the Trust. Achievement of the Trust's
objective is dependent upon several factors including the financial condition
of the issuers of the Securities and any appreciation of the Securities.
Furthermore, because of various factors, including without limitation, Trust
sales charges and expenses, unequal weightings of stocks brokerage costs and
any delays in purchasing securities with cash deposited, investors in the Trust
may not realize as high a total return as the theoretical performance of the
underlying stocks in the Portfolio.

Structure and Offering

  This Series of Equity Focus Trusts is a "unit investment trust." The Trust
was created under New York law by a Trust Indenture (the "Indenture") between
the Sponsor and the Trustee. To the extent references in this Prospectus are to
articles and sections of the Indenture, which is incorporated by reference into
this Prospectus, the statements made herein are qualified in their entirety by
such reference. On the date of this Prospectus, each unit of the Trust (a
"Unit") represented a fractional undivided interest in the Securities listed
under Portfolio set forth under the Summary of Essential Information.
Additional Units of the Trust will be issued in the amount required to satisfy
purchase orders by depositing in the Trust cash (or a bank letter of credit in
lieu of cash) with instructions to purchase Securities, contracts to purchase
Securities together with irrevocable letters of credit, or additional
Securities. On each settlement date (estimated to be three business days after
the applicable date on which Securities were deposited in the Trust), the Units
will be released for delivery to investors and the deposited Securities will be
delivered to the Trustee. As additional Units are issued by the Trust as a
result of the deposit of cash (or a letter of credit in lieu of cash) with
instructions to purchase additional Securities, the aggregate value of the
Securities in the Trust will be increased and the fractional undivided interest
in the Trust represented by each Unit will be decreased. There is no limit on
the time period during which the Sponsor may continue to make additional
deposits of Securities into the Trust.

  During the 90-day period following the Initial Date of Deposit additional
deposits of cash or Securities in connection with the issuance and sale of
additional Units will maintain to the extent practicable the original
proportionate relationship among the number of shares of each Security in the
Portfolio of the Trust. The proportionate relationship among the Securities in
the Trust will be adjusted to reflect the occurrence of a stock dividend, a
stock split or a similar event which affects the capital structure of the
issuer of a Security in the Trust but which does not affect the Trust's
percentage ownership of the common stock equity of such issuer at the time of
such event. It may not be possible to maintain the exact original proportionate
relationship among the Securities deposited on the Initial Date of Deposit
because of, among other reasons, purchase requirements, changes in prices,
brokerage commissions or unavailability of Securities. Replacement Securities
may be acquired under specified conditions when Securities originally deposited
are unavailable (see Administration of the Trust--Trust Supervision). Units may
be continuously offered to the public by means of this Prospectus (see Public
Sale of Units--Public Distribution) resulting in a potential increase in the
number of Units outstanding. Deposits of Additional Securities subsequent to
the 90-day period following

                                       11
<PAGE>

the Initial Date of Deposit must replicate exactly the proportionate
relationship among the number of shares of each of the Securities comprising
the Portfolio of the Trust at the end of the initial 90-day period.

  The Public Offering Price of Units prior to the Evaluation Time specified in
the Summary of Essential Information on any day will be based on the aggregate
value of the Securities in the Trust on that day at the Evaluation Time, plus a
sales charge. The Public Offering Price for the Trust will thus vary in the
future from the amount set forth in the Summary of Essential Information. See
Public Sale of Units-Public Offering Price for a complete description of the
pricing of Units.

  The Sponsor will execute orders to purchase in the order it determines, in
good faith, that they are received. However, indications of interest received
prior to the effectiveness of the registration of the Trust which become orders
upon effectiveness will be accepted according to the order in which the
indications of interest were received. Further, orders from such indications of
interest that are made pursuant to the exchange privilege (see Exchange and
Rollover Privileges herein) will be accepted before any other orders for Units.
Units will be sold to investors at the Public Offering Price next computed
after receipt of the investor's order to purchase Units. The Sponsor reserves
the right to accept or reject any purchase order in whole or in part.

  The holders ("Holders") of Units of the Trust meeting certain requirements
will have the right to have their Units redeemed for the Securities underlying
the Units (see Redemption). If any Units are redeemed, the aggregate value of
Securities in the Trust will be reduced and the fractional undivided interest
in the Trust represented by each remaining Unit will be increased. Units of the
Trust will remain outstanding until redeemed upon request to the Trustee by any
Holder (which may include the Sponsor), or termination of the Indenture (see
Administration of the Trust--Amendment and Termination).

The Portfolio

  Salomon Smith Barney's Equity Focus Trusts are each based on a specific
research investing theme or industry trend identified by analysts of Salomon
Smith Barney, based on an analysis of each company and the industry group as a
whole. Each analyst selected a stock from the industry or stock area of the
market they cover to become that sector's "Top Pick" for the coming year. The
Stocks included in the Portfolio were selected by the Sponsor as having above
average appreciation potential over the next 12 months following the selection
of the Portfolio.

  In selecting Securities for the Trust, the Sponsor has not expressed any
belief as to the potential of these Securities for capital appreciation over a
period longer than one year. There is, of course, no assurance that any of the
Securities in the Trust will appreciate in value, and indeed any or all of the
Securities may depreciate in value at any time in the future. See Risk Factors.

  These results represent past performance and should not be considered
indicative of future results of this Trust. Unit prices may fluctuate with the
value of the underlying stocks, and there is no assurance that dividends on
these stocks will be paid or that the Units will appreciate in value.

  The results of ownership of Units will differ from the results of ownership
of the underlying Securities of the Trust for various reasons, including:

  . sales charges and expenses of the Trust,

  . the Portfolio may not be fully invested at all times,

  . the stocks are normally purchased or sold at prices different from the
    closing price used to determine the Trust's net asset value, and

  . not all stocks may be weighted in the initial proportions at all times.

                                       12
<PAGE>

Additionally, results of ownership to different Holders will vary depending on
the net asset value of the underlying Securities on the days Holders bought and
sold their Units. Of course, any purchaser of securities, including Units, will
have to pay sales charges or commissions, which will reduce his total return.

  Total returns and/or average annualized returns for various periods of
previous S.T.A.R.T. Series may be included from time to time in advertisements
and sales literature. Trust performance may be compared to performance of the
Dow Jones Industrial Average and the S&P 500 Composite Stock Index. As with
other performance data, performance comparisons should not be considered
representative of the Trust's relative performance for any future period.
Advertising and sales literature for the Trust may also include excerpts from
the Sponsor's research reports on one or more of the stocks in the Trust,
including a brief description of its industry group, and the basis on which the
stock was selected.

  All of the domestic Securities are publicly traded either on a stock exchange
or in the over-the-counter market. Most of the contracts to purchase Securities
deposited initially in the Trust are expected to settle in three business days,
in the ordinary manner for such Securities. Any foreign Securities are publicly
traded on a variety of foreign stock exchanges. Settlement of contracts for
foreign Securities varies by country and may take place prior to the settlement
of purchase of Units on the Initial Date of Deposit.

  The Trust consists of such Securities as may continue to be held from time to
time in the Trust and any additional and replacement Securities and any money
market instruments acquired and held by the Trust pursuant to the provisions of
the Indenture (including the provisions with respect to the deposit into the
Trust of Securities in connection with the sale of additional Units to the
public) together with undistributed income therefrom and undistributed and
uninvested cash realized from the disposition of Securities. (See
Administration of the Trust--Accounts and Distributions; Trust Supervision.)
The Indenture authorizes, but does not require, the Trustee to invest the net
proceeds of the sale of any Securities in eligible money market instruments to
the extent that the proceeds are not required for the redemption of Units. Any
money market instruments acquired by the Trust must be held until maturity and
must mature no later than the next Distribution Day and the proceeds
distributed to Holders at that time. If sufficient Securities are not available
at what the Sponsor considers a reasonable price, excess cash received on the
creation of Units may be held in an interest-bearing account with the Trustee
until that cash can be invested in Securities.

  Neither the Sponsor nor the Trustee shall be liable in any way for any
default, failure or defect in any of the Securities. However, should any
contract deposited hereunder (or to be deposited in connection with the sale of
additional Units) fail, the Sponsor shall, on or before the next following
Distribution Day, cause to be refunded the attributable sales charge, plus the
attributable Market Value of Securities listed under the Portfolio of the
Trust, unless substantially all of the monies held in the Trust to cover the
purchase are reinvested in replacement Securities in accordance with the
Indenture. (See Administration of the Trust--Trust Supervision.)

  Because certain of the Securities from time to time may be sold, or their
percentage may be reduced under certain extraordinary circumstances described
below, or because Securities may be distributed in redemption of Units, no
assurance can be given that the Trust will retain for any length of time its
present size (see Redemption; Administration of the Trust--Amendment and
Termination). For Holders who do not redeem their Units, investments in Units
of the Trust will be liquidated on the fixed date specified under Mandatory
Termination of Trust, and may be liquidated sooner if the net asset value of
the Trust falls below that specified under Minimum Value of

                                       13
<PAGE>

Trust set forth in the Summary of Essential Information (see Risk Factors).

Income

  There is no assurance that dividends will be declared or paid in the future
on the Securities.

  Record and Distribution Days for the Trust are set forth under the Summary of
Essential Information. Income distributions, if any, will be automatically
reinvested in additional Units of the Trust, subject only to the remaining
applicable Deferred Sales Charge deduction, unless a Holder elects to receive
his distributions in cash (see Reinvestment Plan). Because dividends on the
Securities are not received by the Trust at a constant rate throughout the year
and because the issuers of the Securities may change the schedules or amounts
or dividend payments, any distributions, whether reinvested or paid in cash,
may be more or less than the amount of dividend income actually received by the
Trust and credited to the income account established under the Indenture (the
"Income Account") as of the Record Day.

RISK FACTORS

Common Stock

  An investment in Units entail certain risks associated with any investment in
common stocks. For example, the financial condition of the issuers of the
Securities or the general condition of the common 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 in 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.

  The Sponsor's buying and selling of the Securities, especially during the
initial offering of Units of the Trust or to satisfy redemptions of Units may
impact upon the value of the underlying Securities and the Units. The
publication of the list of the Securities selected for the Trust may also cause
increased buying activity in certain of the stocks comprising the Portfolio.
After such announcement, investment advisory and brokerage clients of the
Sponsor and its affiliates may purchase individual Securities appearing on the
list during the course of the initial offering period. Such buying activity in
the stock of these companies prior to the purchase of the Securities by the
Trust may cause the Trust to purchase stocks at a higher price than those
buyers who effect purchases prior to purchases by the Trust.

  The Trust is not appropriate for investors requiring conservation of capital
or high current income. Securities representing 32.36% of the value of the
Portfolio have been ranked High Risk by the Sponsor's Research Department,
described as "low predictability of earnings/dividends; high price volatility";
Securities representing 2.14% of the value of the Portfolio have been ranked
Speculative by the Sponsor's Research Department, described as "exceptionally
low predictability of earnings/ dividends; highest risk of price volatility."
The Trust is concentrated in stocks ranked High Risk and therefore may have a
high degree of price volatility over the life of the Trust.

  Shareholders of common stocks have rights to receive payments from the
issuers of those common stocks that are generally inferior to those of
creditors or holders of debt obligations or preferred stocks of such issuers.
Shareholders of common stocks of the type held by the Trust have a right to
receive dividends only when, if, and in the amounts, declared by the issuer's
board of directors and have a right to participate in amounts available for

                                       14
<PAGE>

distribution by the issuer only after all other claims on the issuer have been
paid or provided for. By contrast, holders of preference stocks have the right
to receive dividends at a fixed rate when and as declared by the issuer's board
of directors, normally on a cumulative basis. Dividends on cumulative preferred
stock must be paid before any dividends are paid on common stock and any
cumulative preferred stock dividend which has been omitted is added to future
dividends payable to the holders of such cumulative preferred stock. Preferred
stocks are also entitled to rights on liquidation which are senior to those of
common stocks. For these reasons, preferred stocks generally entail less risk
than common stock.

  Moreover, 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 economic interest of holders of common stock with respect to assets of the
issuer upon liquidation or bankruptcy. Further, unlike debt securities which
typically have a stated principal amount payable at maturity, common stocks
have neither a fixed principal amount nor a maturity, and have values which are
subject to market fluctuations for as long as they remain outstanding.

  Holders will be unable to dispose of any of the Securities in the Portfolio,
as such, and will not be able to vote the Securities. As the holder of the
Securities, the Trustee will have the right to vote all of the voting stocks in
the Trust and will vote in accordance with the instructions of the Sponsor.

Dividends

  Since the Securities are all common stocks, and the income stream produced by
dividend payments thereon is unpredictable, the Sponsor cannot provide any
assurance that dividends will be sufficient to meet any or all expenses of the
Trust. If dividends are insufficient to cover expenses, it is likely the
Securities will have to be sold to meet Trust expenses. See Expenses and
Charges -- Payment of Expenses. Any such sales may result in capital gains or
losses to Holders. See Taxes.

Fixed Portfolio

  Investors should be aware that the Trust is not "managed" and as a result,
the adverse financial condition of a company will not result in the elimination
of its securities from the Portfolio of the Trust except under extraordinary
circumstances. Investors should note in particular that the Securities were
selected on the basis of the criteria set forth under Objective of the Trust
and that the Trust may continue to purchase or hold Securities originally
selected though this process even though the evaluation of the attractiveness
of the Securities may have changed. A number of the Securities in the Trust may
also be owned by other clients of the Sponsor. However, because these clients
may have differing investment objectives, the Sponsor may sell certain
Securities from those accounts in instances where a sale by the Trust would be
impermissible, such as to maximize return by taking advantage of market
fluctuations. See Administration of the Trust-- Trust Supervision. In the event
a public tender offer is made for a Security or a merger or acquisition is
announced affecting a Security, the Sponsor may instruct the Trustee to tender
or sell the Security on the open market when, in its opinion, it is in the best
interest of the holders of the Units to do so.

  Although the Portfolio is regularly reviewed and evaluated and the Sponsor
may instruct the Trustee to sell Securities under certain limited
circumstances, Securities will not be sold by the Trust to take advantage of
market fluctuations or changes in anticipated rates of appreciation. As a
result, the amount realized upon the sale of the Securities may not be the
highest price attained by an individual Security during the life of the Trust.

                                       15
<PAGE>

The prices of single shares of each of the Securities in the Trust vary widely,
and the effect of a dollar of fluctuation, either higher or lower, in stock
prices will be much greater as a percentage of the lower-price stocks' purchase
price than as a percentage of the higher-price stocks' purchase price.

Additional Securities

  Investors should note that in connection with the issuance of additional
Units during the Public Offering Period the Sponsor may deposit cash (or a
letter of credit in lieu of cash) with instructions to purchase Securities,
additional Securities or contracts to purchase Securities, in each instance
maintaining the original proportionate relationship, subject to adjustment
under certain circumstances, among the number of shares of each Security in the
Trust. To the extent the price of a Security increases or decreases between the
time cash is deposited with instructions to purchase the Security at the time
the cash is used to purchase the Security, Units may represent less or more of
that Security and more or less of the other Securities in the Trust. In
addition, brokerage fees (if any) incurred in purchasing Securities with cash
deposited with instructions to purchase the Securities will be an expense of
the Trust. Price fluctuations between the time of deposit and the time the
Securities are purchased, and payment of brokerage fees, will affect the value
of every Holder's Units and the Income per Unit received by the Trust.

Organization Costs

  The Securities purchased with the portion of the Public Offering Price
intended to be used to reimburse the Sponsor for the Trust's organization costs
will be purchased in the same proportionate relationship as all the Securities
contained in the Trust. Securities will be sold to reimburse the Sponsor for
the Trust's organization costs after the completion of the initial public
offering period, which is expected to be 90 days from the Initial Date of
Deposit (a significantly shorter time period than the life of the Trust).
During the initial public 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 the Trust organization costs, the
Trustee will sell additional Securities to allow the Trust to fully reimburse
the Sponsor. In that event, the net asset value per Unit 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
amount set forth under "Plus Estimated Organization Costs" in the Summary of
Essential Information, this will result in a greater effective cost per Unit to
Holders for the reimbursement to the Sponsor. When Securities are sold to
reimburse the Sponsor for organization costs, the Trustee will sell such
Securities to an extent which will maintain the same proportionate relationship
among the Securities contained in the Trust as existed prior to such sale.

Termination

  The Trust may be terminated at any time and all outstanding Units liquidated
if the net asset value of the Trust falls below 40% of the aggregate net asset
value of the Trust at the completion of the initial public offering period.
Investors should note that if the net asset value of the Trust should fall
below the applicable minimum value, the Sponsor may then in its sole discretion
terminate the Trust before the Mandatory Termination Date specified in the
Summary of Essential Information.

Foreign Securities

  The Trust may hold Securities of non-U.S. issuers directly or through
American Depository Receipts ("ADRs"). There are certain risks involved in
investing in securities of foreign companies, which are in addition to the
usual risks inherent in United States investments. These risks include those
resulting from:

  . fluctuations in currency exchange rates or revaluation of currencies
                                       16
<PAGE>

  . future adverse political and economic developments and the possible
    imposition of currency exchange blockages or other foreign laws or
    restrictions

  . reduced availability of public information concerning issuers, and

  . the lack of uniform accounting, auditing and financial reporting
    standards or other regulatory practices and requirements comparable to
    those applicable to domestic companies.

  Moreover, securities of many foreign companies may be less liquid and their
prices more volatile than those of securities of comparable domestic companies.
In addition, with respect to certain foreign countries, there is the
possibility of expropriation, nationalization, confiscatory taxation and
limitations on the use or removal of funds or other assets of the Trust,
including the withholding of dividends. Foreign securities may be subject to
foreign government taxes that could reduce the yield on such securities. Since
the Trust may invest in securities quoted in currencies other than the United
States dollar, changes in foreign currency exchange rates may adversely affect
the value of foreign securities in the Portfolio and the net asset value of
Units of the Trust. Investment in foreign securities may also result in higher
expenses due to the cost of converting foreign currency to United States
dollars, the payment of fixed brokerage commissions on certain foreign
exchanges, which generally are higher than commissions on domestic exchanges,
and expenses relating to foreign custody.

  In addition, for the foreign issuers that are not subject to the reporting
requirements of the Securities Exchange Act of 1934, there may be less publicly
available information than is available from a domestic issuer. Also, foreign
issuers are not necessarily subject to uniform accounting, auditing and
financial reporting standards, practices and requirements comparable to those
applicable to domestic issuers. However, the Sponsor anticipates that adequate
information will be available to allow the Sponsor to supervise the Portfolio
as set forth in Administration of the Trust -- Portfolio Supervision.

  On the basis of the best information available to the Sponsor at the present
time, none of the Securities is subject to exchange control restrictions under
existing law which would materially interfere with payment to the Trust of
dividends due on, or proceeds from sale of, the Securities either because the
particular jurisdictions have not adopted any currency regulations of this type
or because the issues qualify for an exemption, or the Trust, as an
extraterritorial investor, has qualified its purchase of the Securities as
exempt by following applicable "validation" or similar regulatory or exemptive
procedures. However, there can be no assurance that exchange control
regulations might not be adopted in the future which might adversely affect
payments to the Trust.

  In addition, the adoption of exchange control regulations and other legal
restrictions could have an adverse impact on the marketability of international
securities in the Portfolio and on the ability of the Trust to satisfy its
obligation to redeem Units tendered to the Trustee for redemption (see
Redemption).

Exchange Rate Fluctuation

  In recent years, foreign exchange rates have fluctuated sharply. Income from
foreign equity securities held by the Trust, including those underlying any
ADRs held by the Trust, would be payable in the currency of the country of
their issuance. However, the Trust will compute its income in United States
dollars, and the computation of income will be made on the date of its receipt
by the Trust at the foreign exchange rate in effect on that date. Therefore, if
the value of the foreign currency falls relative to the United States dollar
between receipt of the income and its conversion to United States dollars, the
risk of such decline will be borne by Holders. In addition, the cost of
converting such foreign currency to United States dollars would also reduce the
return to the Holder.

                                       17
<PAGE>

American Depositary Shares and Receipts

  American Depositary Shares ("ADSs"), and receipts therefor (ADRs), are issued
by an American bank or trust company to evidence ownership of underlying
securities issued by a foreign corporation. These instruments may not
necessarily be denominated in the same currency as the securities into which
they may be converted. Generally, ADSs and ADRs are designed for use in the
United States securities markets. For purposes of this Prospectus the term ADR
generally includes ADSs.

Legal Proceedings and Legislation

  At any time after the Initial Date of Deposit, additional legal proceedings
may be initiated on various grounds, or legislation may be enacted, with
respect to any of the Securities in the Trust or to matters involving the
business of the issuer of the Securities. There can be no assurance that future
legal proceedings or legislation will not have a material adverse impact on the
Trust or will not impair the ability of the issuers of the Securities to
achieve their business and investment goals.

PUBLIC SALE OF UNITS

Public Offering Price

  The Public Offering Price of the Units for the Trust is computed by adding
the applicable initial sales charge to the net asset value per Unit of a Trust.
The net asset value per Unit of a Trust is calculated by adding the combined
market value of the Securities in the Trust (as determined by the Trustee) to
any cash held to purchase Securities, and then dividing that sum by the number
of Units of the Trust outstanding. The total sales charge (not including the
Creation and Development Fee) consists of an initial sales charge and a
deferred sales charge equal, in the aggregate, to a maximum charge of 2.50% of
the Public Offering Price (2.564% of the net amount invested in Securities).

  The initial sales charge is computed by deducting the deferred sales charge
($15.00 per 1,000 Units) from the aggregate sales charge of 2.50%. The initial
sales charge on the Initial Date of Deposit is 1.00% of the Public Offering
Price. Subsequent to the Initial Date of Deposit, the amount of the initial
sales charge will vary with changes in the aggregate value of the Securities in
the Trust. For example, the initial sales charge will exceed 1.00% if the
Public Offering Price exceeds $1,000 per 1,000 Units and will be less than
1.00% if the Public Offering Price is less than $1,000 per 1,000 Units. The
initial sales charge is deducted from the purchase price of a Unit at the time
of purchase and paid to the Sponsor.

  The deferred sales charge is a monthly charge of $2.50 per 1,000 Units and is
accrued in six monthly installments commencing on August 1, 2001, and will be
charged to the Capital Account on the first day of each month thereafter
through January 1, 2002. As a result of the deferred sales charge being a fixed
dollar amount, if the Public Offering Price exceeds $1,000 per 1,000 Units, the
deferred sales charge will be less than 1.50%, and if the Public Offering Price
is less than $1,000 per 1,000 Units, the deferred sales charge will exceed
1.50%. If a Deferred Sales Charge Payment Date is not a business day, the
payment will be charged to the Trust on the next business day. To the extent
that the entire deferred sales charge of $15.00 per 1,000 Units has not been
deducted at the time of repurchase or redemption of Units prior to January 1,
2002, any unpaid amount will be deducted from the proceeds or in calculating an
in kind distribution. Units purchased pursuant to the Reinvestment Plan are not
subject to the remaining applicable deferred sales charge deduction (see
Reinvestment Plan).

  Purchasers on January 17, 2001 (the first day Units will be available to the
public) will be able to purchase Units at approximately $1.00 each (including
the initial sales charge). To allow Units to be priced at approximately $1.00,
the Units outstanding as of the Evaluation Time on January 17, 2001 (all of
which are held by the Sponsor) will be split (or split in reverse). The Public
Offering Price on any subsequent date will vary from the

                                       18
<PAGE>

Public Offering Price on the date of the initial Prospectus (set forth under
Investment Summary) in accordance with fluctuations in the aggregate value of
the underlying Securities. Units will be sold to investors at the Public
Offering Price next determined after receipt of the investor's purchase order.
A proportionate share of the amount in the Income Account (described under
Administration of the Trust--Accounts and Distributions) on the date of
delivery of the Units to the purchaser is added to the Public Offering Price.

  The initial sales charge applicable to quantity purchases is reduced on a
graduated scale for sales to any purchaser of at least 50,000 Units. Sales
charges are as follows:

<TABLE>
<CAPTION>
                                           Initial Sales Charge
                                           ---------------------
                                           Percent of Percent of Maximum Dollar
                                            Offering  Net Amount Amount Deferred
Number of Units*                             Price     Invested  Per 1,000 Units
----------------                           ---------- ---------- ---------------
<S>                                        <C>        <C>        <C>
Fewer than 50,000.........................    1.00%     1.010%       $15.00
50,000 but less than 100,000..............     .75       .758         15.00
100,000 but less than 250,000.............     .25       .253         15.00
250,000 but less than 1,000,000...........       0          0         15.00
</TABLE>

  For purchases of at least 1,000,000 Units or $1,000,000 or more, the total
sales charge will be 1.00% (or 1.010% of the net amount invested).

  The above graduated sales charges will apply to all purchases on any one day
by the same purchaser of Units in the amounts stated. Purchases of Units will
not be aggregated with purchases of units of any series of a unit investment
trust sponsored by Salomon Smith Barney. Units held in the name of the spouse
of the purchaser or in the name of a child of the purchaser under 21 years of
age are deemed to be registered in the name of the purchaser for purposes of
calculating the applicable sales charge. The graduated sales charges are also
applicable to a trustee or other fiduciary purchasing securities for a single
trust estate or single fiduciary account.

  Valuation of Securities by the Trustee is made as of the close of business on
the New York Stock Exchange on each business day. Securities quoted on national
stock exchange or Nasdaq National Market are valued at the closing sale price,
or, if no closing sales price exists, at the mean between the closing bid and
offer prices. Securities not so quoted are valued at the mean between bid and
offer prices.

  The holders of units of any outstanding unit investment trust (the
"Exchangeable Series") may exchange units of the Exchangeable Series for Units
of the Trust at their relative net asset values, subject only to the applicable
deferred sales charge. An exchange of Exchangeable Series units for Units of
the Trust will generally be a taxable event. The Sponsor reserves the right to
modify, suspend or terminate this exchange privilege at any time.

  Employees of the Sponsor and its subsidiaries, affiliates and employee-
related accounts may purchase Units pursuant to employee benefit plans, at a
price equal to the aggregate value of the Securities in the Trust divided by
the number of Units outstanding subject only to the applicable deferred sales
charge. Sales to these plans involve less selling effort and expense than sales
to employee groups of other companies. The initial sales charge and deferred
sales charge will be waived for Units purchased by participants in the Asset
One SM Program.

Public Distribution

  Units will be distributed to the public at the Public Offering Price through
the Sponsor, as sole underwriter of the Trust, and may also be distributed
through dealers.

  The Sponsor intends to qualify Units of the Trust for sale in all states of
the United States where qualification is deemed necessary through the Sponsor
and dealers who are members of the National Association of Securities Dealers,
Inc. Sales to dealers, if any, will initially be made at prices which represent
a concession from the Public Offering Price per Unit to be established at the
time of sale by the Sponsor.
------------
* The reduced sales charge is also applied on a dollar basis utilizing a
 breakpoint equivalent in the above table of $1,000 for 1,000 Units, etc.

                                       19
<PAGE>

Underwriter's and Sponsor's Profits

  The Sponsor, as sole underwriter, receives a gross underwriting commission
equal to the initial sales charge of 1.00% of the Public Offering Price
(subject to reduction on a graduated scale basis in the case of volume
purchases, and subject to reduction for purchasers as described under Public
Offering Price above) and the Deferred Sales Charge of $15.00 per 1,000 Units
accrued in six monthly installments of $2.50.

  On the Initial Date of Deposit, the Sponsor also realized a profit or loss on
deposit of the Securities into the Trust in the amount set forth under
Investment Summary, which equals the difference between the cost of the
Securities to the Trust (which is based on the aggregate value of the
Securities on the Date of Deposit) and the purchase price of such Securities to
the Sponsor. In the event that subsequent deposits are effected by the Sponsor
with the deposit of Securities (as opposed to cash or a letter of credit) with
respect to the sale of additional Units to the public, the Sponsor similarly
may realize a profit or loss. The Sponsor also may realize profits or sustain
losses as a result of fluctuations after the Initial Date of Deposit in the
aggregate value of the Securities and hence of the Public Offering Price
received by the Sponsor for Units. Cash, if any, made available by buyers of
Units to the Sponsor prior to the settlement dates for purchase of Units may be
used in the Sponsor's business and may be of benefit to the Sponsor.

  The Sponsor also receives an annual fee at the maximum rate of $.25 per 1,000
Units for the administrative and other services which it provides during the
life of the Trust (see Expenses and Charges--Fees). The Sponsor has not
participated as sole underwriter or manager or member of any underwriting
syndicate from which any of the Securities in the Portfolio on the Initial Date
of Deposit were acquired, except as indicated under Portfolio.

  In maintaining a market for the Units (see Market for Units), the Sponsor
will also realize profits or sustain losses in the amount of any difference
between the prices at which it buys Units (based on the aggregate value of the
Securities) and the prices at which it resells such Units (which include the
sales charge) or the prices at which the Securities are sold after it redeems
such Units, as the case may be.

Creation and Development Fee

  The Sponsor will receive a creation and development fee of $2.50 per 1,000
Units (the "Creation and Development Fee") and will be payable from the assets
of the Trust as of the close of the initial public offering period. This fee,
which has historically been included in the gross sales fee, compensates the
Sponsor for the creation and development of the Trust, including the
determination of the Trust's objectives and policies and portfolio composition
and size, and 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. Upon a repurchase,
redemption or exchange of units before the close of the initial public offering
period, the Creation and Development Fee will not be deducted from the
proceeds.

MARKET FOR UNITS

  While the Sponsor is not obligated to do so, its intention is to maintain a
market for Units and offer continuously to purchase Units from the Initial Date
of Deposit at prices, subject to change at any time, which will be computed by
adding:

  . the aggregate value of Securities in the Trust,

  . amounts in the Trust, including dividends receivable on stocks trading
    ex-dividend, and

  . all other assets in the Trust.

deducting therefrom the sum of:

  . taxes or other governmental charges against the Trust not previously
    deducted,
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<PAGE>

  . accrued fees and expenses of the Trustee (including legal and auditing
    expenses), the Sponsor and counsel to the Trust and certain other
    expenses, and

  . amounts for distribution to Holders of record as of a date prior to the
    evaluation.

  The result of the above computation is divided by the number of Units
outstanding as of a date prior to the evaluation, and the result of such
computation is divided by the number of Units outstanding as of the date of
computation. The Sponsor may discontinue purchases of Units if the supply of
Units exceeds demand or for any other business reason. The Sponsor, of course,
does not in any way guarantee the enforceability, marketability or price of any
Securities in the Portfolio or of the Units. On any given day, however, the
price offered by the Sponsor for the purchase of Units shall be an amount not
less than the Redemption Price per Unit, based on the aggregate value of
Securities in the Trust on the date on which the Units of the Trust are
tendered for redemption (see Redemption).

  The Sponsor may, of course, redeem any Units it has purchased in the
secondary market to the extent that it determines that it is undesirable to
continue to hold such Units in its inventory. Factors which the Sponsor will
consider in making such a determination will include the number of units of all
series of unit trusts which it has in its inventory, the saleability of such
units and its estimate of the time required to sell such units and general
market conditions. For a description of certain consequences of such redemption
for the remaining Holders, see Redemption.

REDEMPTION

  Units may be redeemed by the Trustee at its corporate trust office upon
payment of any relevant tax without any other fee, accompanied by a written
instrument or instruments of transfer with the signature guaranteed by a
national bank or trust company, a member firm of any of the New York, Midwest
or Pacific Stock Exchanges, or in such other manner as may be acceptable to the
Trustee. In certain instances the Trustee may require additional documents such
as, but not limited to, trust instruments, certificates of death, appointments
as executor or administrator or certificates of corporate authority.

  The Trustee is empowered to sell Securities in order to make funds available
for redemption if funds are not otherwise available in the Capital and Income
Accounts to meet redemptions (see Administration of the Trust -- Accounts and
Distribution). The Securities to be sold will be selected by the Trustee from
those designated on the current list provided by the Sponsor for this purpose.
After the initial public offering period, the Redemption Price per Unit will be
reduced to reflect the estimated cost of liquidating securities to meet
redemptions. Provision is made in the Indenture under which the Sponsor may,
but need not, specify minimum amounts in which blocks of Securities are to be
sold in order to obtain the best price for the Trust. While these minimum
amounts may vary from time to time in accordance with market conditions, the
Sponsor believes that the minimum amounts which would be specified would be a
sufficient number of shares to obtain institutional rates of brokerage
commissions (generally between 1,000 and 5,000 shares).

  The Trustee will redeem Units "in kind" upon request of a redeeming Holder if
the Holders tenders at least 250,000 Units. Thus, a Holder will be able (except
during a period described in the last paragraph under this heading), not later
than the seventh calendar day following such tender (or if the seventh calendar
day is not a business day, on the first business day prior thereto), to receive
in kind an amount per Unit equal to the Redemption Price per Unit (computed as
described in Redemption--Computation of Redemption Price per Unit) as
determined as of the day of tender. The Redemption Price per Unit for in kind
distributions (the "In Kind Distribution") will take the form of the
distribution of whole and fractional shares of each of the Securities in the
amounts and the appropriate

                                       21
<PAGE>

proportions represented by the fractional undivided interest in the Trust of
the Units tendered for redemption (based upon the Redemption Price per Unit),
except that with respect to any foreign security not held in ADR form, the
value of that security will be distributed in cash.

  In Kind Distributions on redemption of a minimum 250,000 Units will be held
by The Chase Manhattan Bank, as Distribution Agent, for the account, and for
disposition in accordance with the instructions of, the tendering Holder as
follows:

    (a) If the tendering Holder requests cash payment, the Distribution Agent
  shall sell the In Kind Distribution as of the close of business on the date
  of tender and remit to the Holder not later than seven calendar days
  thereafter the net proceeds of sale, after deducting brokerage commissions
  and transfer taxes, if any, on the sale. The Distribution Agent may sell
  the Securities through the Sponsor, and the Sponsor may charge brokerage
  commissions on those sales. Since these proceeds will be net of brokerage
  commissions, Holders who wish to receive cash for their Units should always
  offer them for sale to the Sponsor in the secondary market before seeking
  redemption by the Trustee. The Trustee may offer Units tendered for
  redemption and cash liquidation to it to the Sponsor on behalf of any
  Holder to obtain this more favorable price for the Holder.

    (b) If the tendering Holder requests distribution in kind, the
  Distribution Agent (or the Sponsor acting on behalf of the Distribution
  Agent) shall sell any portion of the In Kind Distribution represented by
  fractional interests in accordance with the foregoing and distribute net
  cash proceeds to the tendering Holder together with certificates
  representing whole shares of each of the Securities that comprise the In
  Kind Distribution. (The Trustee may, however, offer the Sponsor the
  opportunity to purchase the tendered Units in exchange for the numbers of
  shares of each Security and cash, if any, which the Holder is entitled to
  receive. The tax consequences to the Holder would be identical in either
  case.)

  Any amounts paid on redemption representing income received will be withdrawn
from the Income Account to the extent funds are available (an explanation of
such Account is set forth under Administration of the Trust -- Accounts and
Distributions). In addition, in implementing the redemption procedures
described above, the Trustee and the Distribution Agent shall make any
adjustments necessary to reflect differences between the Redemption Price of
the Units and the value of the In Kind Distribution as of the date of tender.
To the extent that Securities are distributed in kind, the size of the Trust
will be reduced.

  A Holder may tender Units for redemption on any weekday (a "Tender Day")
which is not one of the following: New Year's Day, Martin Luther King, Jr. Day,
President's Day, Good Friday, Memorial Day (observed), Independence Day, Labor
Day, Thanksgiving or Christmas. The right of redemption may be suspended and
payment postponed for any period, determined by the Securities and Exchange
Commission ("SEC"), (1) during which the New York Stock Exchange, Inc. is
closed other than for customary weekend and holiday closings, (2) during which
the trading on that Exchange is restricted or an emergency exists as a result
of which disposal or evaluation of the Securities is not reasonably practicable
or (3) for such periods as the SEC may by order permit.

Computation of Redemption Price Per Unit

  Redemption Price per Unit is computed by the Trustee as of the Evaluation
Time on each June 30 and December 31 (or the last business day prior thereto),
as of the Evaluation Time next following the tender of any Unit for redemption
on any Tender Day, and on any other business day desired by the Trustee or the
Sponsor, by adding (1) the aggregate value of the Securities determined by the
Trustee, (2) amounts in the Trust including dividends receivable on stocks
trading ex-dividend (with

                                       22
<PAGE>

appropriate adjustments to reflect monthly distributions made to Holders) and
(3) all other assets in the Trust; deducting therefrom the sum of (a) taxes or
other governmental charges against the Trust not previously deducted, (b)
accrued fees and expenses of the Trustee (including legal and auditing
expenses), the Sponsor and counsel to the Trust and certain other expenses and
(c) amounts for distribution to Holders of record as of a date prior to the
evaluation; and dividing the result of such computation by the number of Units
outstanding as of the date thereof. As of the close of the initial public
offering period the Redemption Price per 1,000 Units will be reduced to reflect
the payment of the per 1,000 Unit organization costs to the Sponsor. Therefore,
the amount of the Redemption Price per 1,000 Units received by a Holder will
include the portion representing organization costs only when such Units are
tendered for redemption prior to the close of the initial public offering
period.

  The aggregate value of the Securities shall be determined by the Trustee in
good faith in the following manner: if the Securities are listed on a national
securities exchange or NASDAQ National Market System, or a foreign securities
exchange, such evaluation shall generally be based on the last reported sale
price on such exchange, which shall be deemed to be the New York Stock Exchange
if the Securities are listed thereon, (unless the Trustee deems such price
inappropriate as a basis for evaluation) or, if there is no last reported sale
price on such exchange, at the mean between the closing offering and bid side
evaluation. If the Securities are not so listed or, if so listed and the
principal market therefor is other than on such exchange, such evaluation shall
generally be made by the Trustee in good faith based at the mean between
current bid and offer prices on the over-the-counter market (unless the Trustee
deems such mean inappropriate as a basis for evaluation) or, if bid and offer
prices are not available, (1) on the basis of the mean between current bid and
offer prices on the over-the-counter market, (2) on the basis of the mean
between current bid and offer prices for comparable securities, (3) by the
Trustee's appraising the value of the Securities in good faith at the mean
between the bid side and the offer side of the market or (4) by any combination
thereof.

EXPENSES AND CHARGES

  Initial Expenses -- Investors will reimburse the Sponsor on a per 1,000 Units
basis, for all or a portion of the estimated costs incurred in organizing the
Trust including the cost of the initial preparation, printing and execution of
the registration statement and the indenture, Federal and State registration
fees, the initial fees and expenses of the Trustee, legal expenses and any
other out-of-pocket costs. The estimated organization costs will be paid from
the assets of the Trust as of the close of the initial public offering period.
To the extent that actual organization costs are less than the estimated
amount, only the actual organization costs will be deducted from the assets of
the Trust. To the extent that actual organization costs are greater than the
estimated amount, only the estimated organization costs added to the Public
Offering Price will be reimbursed to the Sponsor. Any balance of the expenses
incurred in establishing the Trust, as well as advertising and selling
expenses, will be paid by the Underwriters at no cost to the Trust.

  Fees -- The Trustee's and Sponsor's fees are set forth under Summary of
Essential Information. The Trustee receives for its services as Trustee and
Distribution Agent payable in monthly installments, the amount set forth under
Summary of Essential Information. The Trustee's fee (in respect of services as
Trustee), payable monthly, is based on the largest number of Units outstanding
during the preceding month. Certain regular and recurring expenses of the
Trust, including certain mailing and printing expenses, are borne by the Trust.
The Trustee receives benefits to the extent that it holds funds on deposit in
the various non-interest bearing accounts created under the Indenture. The
Sponsor's fee, which is earned for trust supervisory services, is based on the
largest number of Units outstanding during the year.
                                       23
<PAGE>

  The Sponsor's fee, which is not to exceed the maximum amount set forth under
Summary of Essential Information, may exceed the actual costs of providing
supervisory services for the Trust, but at no time will the total amount the
Sponsor receives for trust supervisory services rendered to all series of
Salomon Smith Barney Unit Trusts in any calendar year exceed the aggregate cost
to it of supplying these services in that year. In addition, the Sponsor may
also be reimbursed for bookkeeping or other administrative services provided to
the Trust in amounts not exceeding its cost of providing those services.

  The fees of the Trustee and Sponsor may be increased without approval of
Holders in proportion to increases under the classification "All Services Less
Rent" in the Consumer Price Index published by the United States Department of
Labor.

  Other Charges -- These include: (1) fees of the Trustee for extraordinary
services (for example, making distributions due to failure of contracts for
Securities), (2) expenses of the Trustee incurred for the benefit of the Trust
(including legal and auditing expenses) and expenses of counsel designated by
the Sponsor, (3) various governmental charges and fees and expenses for
maintaining the Trust's registration statement current with Federal and State
authorities, (4) expenses and costs of action taken by the Sponsor, in its
discretion, or the Trustee, in its discretion, to protect the Trust and the
rights and interests of Holders (for example, expenses in exercising the
Trust's rights under the underlying Securities), (5) indemnification of the
Trustee for any losses, liabilities and expenses incurred without gross
negligence, bad faith or willful misconduct on its part, (6) indemnification of
the Sponsor for any losses, liabilities and expenses incurred without gross
negligence, bad faith, willful misconduct or reckless disregard of their duties
and (7) expenditures incurred in contacting Holders upon termination of the
Trust. The amounts of these charges and fees are secured by a lien on the
Trust.

  Payment of Expenses -- Funds necessary for the payment of the above fees, as
well as the Creation and Development Fee, will be obtained in the following
manner: (1) first, by deductions from the Income Accounts (see below); (2) to
the extent the Income Account funds are insufficient, by distribution from the
Capital Accounts (see below) (which will reduce distributions from the
Accounts); and (3) to the extent the Income and Capital Accounts are
insufficient, by selling Securities from the Portfolio and using the proceeds
to pay the expenses. The Sponsor may also direct the Trustee to defer payment
of certain expenses, including the Deferred Sales Charge and the Creation and
Development Fee, in which case sales for such payment will be deferred. Holders
will be at risk of market fluctuations in the Securities with respect to such
deferred payments from the accrual dates of such payments to the date of actual
sale of Securities to satisfy these liabilities. Each of these methods of
payment will result in a reduction of the net asset value of the Units. Payment
of the Deferred Sales Charge will be made in the manner described under
Administration of the Trust -- Accounts and Distributions below.

  Since the Securities are all common stocks, and the income stream produced by
dividend payments thereon is unpredictable (see Description of the Trust --
Risk Factors), the Sponsor cannot provide any assurance that dividends will be
sufficient to meet any or all expenses of the Trust. If dividends are
insufficient to cover expenses, it is likely that Securities will have to be
sold to meet Trust expenses. Any such sales may result in capital gains or
losses to Holders. See Taxes.

ADMINISTRATION OF THE TRUST

Records

  The Trustee keeps records of the transactions of the Trust at its corporate
trust office including names, addresses and holdings of all Holders of record,
a current list of the Securities and a copy of the Indenture. Such records are
available to Holders for inspection at reasonable times during business hours.
                                       24
<PAGE>

Accounts and Distributions

  Dividends payable to the Trust are credited by the Trustee to an Income
Account, as of the date on which the Trust is entitled to receive such
dividends as a holder of record of the Securities. All other receipts (i.e.,
return of capital, stock dividends, if any, and gains) will be credited by the
Trustee to a Capital Account. If a Holder elects to receive its distribution in
cash, any income distribution for the Holder as of the Record Day will be made
on the Distribution Day or shortly thereafter and shall consist of an amount
equal to the Holder's pro rata share of the distributable balance in the Income
Account as of such Record Day, after deducting estimated expenses. The only
distribution for persons who purchase Units after the Record Day will be the
Final Distribution upon termination of the Trust. In addition, amounts from the
Capital Account may be distributed from time to time to Holders of Record. No
distribution need be made from the Capital Account if the balance therein is
less than an amount sufficient to distribute $5.00 per 1,000 Units. The Trustee
may withdraw from the Income Account, from time to time, such amounts as it
deems requisite to establish a reserve for any taxes or other governmental
charges that may be payable out of the Trust. Funds held by the Trustee in the
various accounts created under the Indenture do not bear interest.
Distributions of amounts necessary to pay the Deferred Sales Charge will be
made from the Capital Account to an account maintained by the Trustee for
purposes of satisfying investors' sales charge obligations. Although the
Sponsor may collect the Deferred Sales Charge monthly, to keep Units more fully
invested the Sponsor currently does not anticipate sales of Securities to pay
the Deferred Sales Charge, as well as the Creation and Development Fee, until
after the last Deferred Sales Charge Payment Date. Proceeds of the disposition
of any Securities not used to pay the Deferred Sales Charge or to redeem Units
will be held in the Capital Account and distributed on the Final Distribution
upon termination of the Trust.

  Purchases at Market Discount -- Certain of the shareholder dividend
reinvestment, stock purchase or similar plans maintained by issuers of the
Securities offer shares pursuant to such plans at a discount from market value.
Subject to any applicable regulations and plan restrictions, the Sponsor
intends to direct the Trustee to participate in any such plans to the greatest
extent possible taking into account the Securities held by the Trust in the
issuers offering such plans. In such event, the Indenture requires that the
Trustee forthwith distribute in kind to the Distribution Agent the Securities
received upon any such reinvestment to be held for the accounts of the Holders
in proportion to their respective interests in the Trust. It is anticipated
that Securities so distributed shall immediately be sold. Therefore, the cash
received upon such sale, after deducting sales commissions and transfer taxes,
if any, will be used for cash distributions to Holders.

  The Trustee will follow a policy that it will place securities transactions
with a broker or dealer only if it expects to obtain the most favorable prices
and executions of orders. Transactions in securities held in the Trust are
generally made in brokerage transactions (as distinguished from principal
transactions) and the Sponsor or any of its affiliates may act as brokers
therein if the Trustee expects thereby to obtain the most favorable prices and
execution. The furnishing of statistical and research information to the
Trustee by any of the securities dealers through which transactions are
executed will not be considered in placing securities transactions.

Trust Supervision

  The Trust is a unit investment trust which normally follows a buy and hold
investment strategy and is not actively managed. Therefore the adverse
financial condition of an issuer will not necessarily require the sale of its
Securities from the Portfolio. However, the Portfolio is regularly reviewed.
Traditional methods of investment management for a managed fund (such as a
mutual fund) typically involve frequent changes in a portfolio of securities on
the basis of economic, financial and market analyses. However, while it is the
intention of the Sponsor to continue the Trust's investment in the
                                       25
<PAGE>

Securities in the original proportions, it has the power but not the obligation
to direct the disposition of the Securities upon institution of certain legal
proceedings, default under certain documents adversely affecting future
declaration or payment of anticipated dividends, or a substantial decline in
price or the occurrence of materially adverse credit factors that, in the
opinion of the Sponsor, would make the retention of the Securities detrimental
to the interests of the Holders. The Sponsor intends to review the desirability
of retaining any Security in the Portfolio if its Investment Rating is reduced
below 3 by the Sponsor's Research Department. The Sponsor is authorized under
the Indenture to direct the Trustee to invest the proceeds of any sale of
Securities not required for redemption of Units in eligible money market
instruments having fixed final maturity dates no later than the next
Distribution Day (at which time the proceeds from the maturity of said
instrument shall be distributed to Holders) which are selected by the Sponsor
and which will include only the following instruments:

    (i) Negotiable certificates of deposit or time deposits of domestic banks
  which are members of the Federal Deposit Insurance Corporation and which
  have, together with their branches or subsidiaries, more than $2 billion in
  total assets, except that certificates of deposit or time deposits of
  smaller domestic banks may be held provided the deposit does not exceed the
  insurance coverage on the instrument (which currently is $100,000), and
  provided further that the Trust's aggregate holding of certificates of
  deposit or time deposits issued by the Trustee may not exceed the insurance
  coverage of such obligations and (ii) U.S. treasury notes or bills.

  In the event a public tender offer is made for a Security or a merger or
acquisition is announced affecting a Security, the Sponsor may instruct the
Trustee to tender or sell the Security on the open market when in its opinion
it is in the best interest of the Holders of the Units to do so. In addition,
the Sponsor is required to instruct the Trustee to reject any offer made by an
issuer of any of the Securities to issue new Securities in exchange or
substitution for any Securities except that the Sponsor may instruct the
Trustee to accept or reject such an offer to take any other action with respect
thereto as the Sponsor may deem proper if (1) the issuer failed to declare or
pay anticipated dividends with respect to such Securities or (2) in the written
opinion of the Sponsor the issuer will probably fail to declare or pay
anticipated dividends with respect to such Securities in the reasonably
foreseeable future. Any Securities so received in exchange or substitution
shall be sold unless the Sponsor directs that they be held by the Trustee
subject to the terms and conditions of the Indenture to the same extent as
Securities originally deposited thereunder. If a Security is eliminated from
the Portfolio and no replacement security is acquired, the Trustee shall within
a reasonable period of time thereafter notify Holders of the Trust of the sale
of the Security. Except as stated in this and the following paragraphs, the
Trust may not acquire any securities other than (1) the Securities and (2)
securities resulting from stock dividends, stock splits and other capital
changes of the issuers of the Securities.

  The Sponsor is authorized to direct the Trustee to acquire replacement
Securities ("Replacement Securities") to replace any Securities for which
purchase contracts have failed ("Failed Securities"), or, in connection with
the deposit of Additional Securities, when Securities of an issue originally
deposited are unavailable at the time of subsequent deposit, as described more
fully below. Replacement Securities that are replacing Failed Securities will
be deposited into the Trust within 110 days of the date of deposit of the
contracts that have failed at a purchase price that does not exceed the amount
of funds reserved for the purchase of Failed Securities. The Replacement
Securities shall satisfy certain conditions specified in the Indenture
including, among other conditions, requirements that the Replacement Securities
shall be publicly-traded common stocks; shall be issued by an issuer subject to
or exempt from the reporting requirements under Section 13 or 15(d) of the
Securities Exchange Act of 1934 (or similar provisions of law); shall not

                                       26
<PAGE>

result in more than 10% of the Trust consisting of securities of a single
issuer (or of two or more issuers which are Affiliated Persons as this term is
defined in the Investment Company Act of 1940) which are not registered and are
not being registered under the Securities Act of 1933 or result in the Trust
owning more than 50% of any single issue which has been registered under the
Securities Act of 1933; and shall have, in the opinion of the Sponsor,
characteristics sufficiently similar to the characteristics of the other
Securities in the Trust as to be acceptable for acquisition by the Trust.
Whenever a Replacement Security has been acquired for the Trust, the Trustee
shall, on the next Distribution Day that is more than 30 days thereafter, make
a pro rata distribution of the amount, if any, by which the cost to the Trust
of the Failed Security exceeded the cost of the Replacement Security. If
Replacement Securities are not acquired, the Sponsor will, on or before the
next following Distribution Day, cause to be refunded the attributable sales
charge, plus the attributable Market Value of Securities listed under Portfolio
plus income attributable to the Failed Security. Any property received by the
Trustee after the Initial Date of Deposit as a distribution on any of the
Securities in a form other than cash or additional shares of the Securities
received in a non-taxable stock dividend or stock split, shall be retained or
disposed of by the Trustee as provided in the Indenture. The proceeds of any
disposition shall be credited to the Income or Capital Account of the Trust.

  The Indenture also authorizes the Sponsor to increase the size and number of
Units of the Trust by the deposit of cash (or a letter of credit) with
instructions to purchase Additional Securities, contracts to purchase
Additional Securities, or Additional Securities in exchange for the
corresponding number of additional Units during the 90-day period subsequent to
the Initial Date of Deposit, provided that the original proportionate
relationship among the number of shares of each Security established on the
Initial Date of Deposit (the "Original Proportionate Relationship") is
maintained to the extent practicable. Deposits of Additional Securities
subsequent to the 90-day period following the Initial Date of Deposit must
replicate exactly the original proportionate relationship among the number of
shares of each Security comprising the Portfolio at the end of the initial 90-
day period.

  With respect to deposits of cash (or a letter of credit) with instructions to
purchase Additional Securities, Additional Securities or contracts to purchase
Additional Securities, in connection with creating additional Units of the
Trust during the 90-day period following the Initial Date of Deposit, the
Sponsor may specify minimum amounts of additional Securities to be deposited or
purchased. If a deposit is not sufficient to acquire minimum amounts of each
Security, Additional Securities may be acquired in the order of the Security
most under-represented immediately before the deposit when compared to the
Original Proportionate Relationship. If Securities of an issue originally
deposited are unavailable at the time of subsequent deposit or cannot be
purchased at reasonable prices or their purchase is prohibited or restricted by
law, regulation or policies applicable to the Trust or the Sponsor, the Sponsor
may (1) deposit cash or a letter of credit with instructions to purchase the
Security when practicable (provided that it becomes available within 110 days
after the Initial Date of Deposit), (2) deposit (or instruct the Trustee to
purchase) Securities of one or more other issues originally deposited or (3)
deposit (or instruct the Trustee to purchase) a Replacement Security that will
meet the conditions described above. Any funds held to acquire Additional or
Replacement Securities which have not been used to purchase Securities at the
end of the 90-day period beginning with the Initial Date of Deposit, shall be
used to purchase Securities as described above or shall be distributed to
Holders together with the attributable sales charge.

Reports to Holders

  The Trustee will furnish Holders with each distribution a statement of the
amount of income and
                                       27
<PAGE>

the amount of other receipts, if any, which are being distributed, expressed in
each case as a dollar amount per Unit. Within a reasonable period of time after
the end of each calendar year, the Trustee will furnish to each person who at
any time during the calendar year was a Holder of record a statement (1) as to
the Income Account: income received; deductions for applicable taxes and for
fees and expenses of the Trustee and counsel, and certain other expenses;
amounts paid in connection with redemptions of Units and the balance remaining
after such distributions and deductions, expressed in each case both as a total
dollar amount and as a dollar amount per Unit outstanding on the last business
day of such calendar year; (2) as to the Capital Account: the disposition of
any Securities (other than pursuant to In Kind Distributions) and the net
proceeds received therefrom; the results of In Kind Distributions in connection
with redemption of Units; deductions for payment of applicable taxes and for
fees and expenses of the Trustee and counsel and certain other expenses, to the
extent that the Income Account is insufficient, and the balance remaining after
such distribution and deductions, expressed both as a total dollar amount and
as a dollar amount per Unit outstanding on the last business day of such
calendar year; (3) a list of the Securities held and the number of Units
outstanding on the last business day of such calendar year; (4) the Redemption
Price per Unit based upon the last computation thereof made during such
calendar year; and (5) amounts actually distributed during such calendar year
from the Income Account expressed both as total dollar amounts and as dollar
amounts per Unit outstanding on the record dates for such distributions.

  In order to enable them to comply with federal and state tax reporting
requirements, Holders will be furnished with evaluations of Securities upon
request to the Trustee.

Book-Entry Units

  Ownership of Units of the Trust will not be evidenced by certificates. All
evidence of ownership of the Units will be recorded in book-entry form either
at Depository Trust Company ("DTC") through an investor's broker's account or
through registration of the Units on the books of the Trustee. Units held
through DTC will be deposited by the Sponsor with DTC in the Sponsor's DTC
account and registered in the nominee name CEDE & CO. Individual purchases of
beneficial ownership interest in the Trust will be made in book-entry form
through DTC or the Trustee. Ownership and transfer of Units will be evidenced
and accomplished by book-entries made by DTC and its participants if the Units
are evidenced at DTC, or otherwise will be evidenced and accomplished by book-
entries made by the Trustee. DTC will record ownership and transfer of the
Units among DTC participants and forward all notices and credit all payments
received in respect of the Units held by the DTC participants. Beneficial
owners of Units will receive written confirmation of their purchases and sale
from the broker-dealer or bank from whom their purchase was made. Units are
transferable by making a written request properly accompanied by a written
instrument or instruments of transfer which should be sent registered or
certified mail for the protection of the Unit Holder. Holders must sign such
written request exactly as their names appear on the records of the Trust. Such
signatures must be guaranteed by a commercial bank or trust company, savings
and loan association or by a member firm of a national securities exchange.

Amendment And Termination

  The Sponsor may amend the Indenture, with the consent of the Trustee but
without the consent of any of the Holders, (1) to cure any ambiguity or to
correct or supplement any provision thereof which may be defective or
inconsistent, (2) to change any provision thereof as may be required by the SEC
or any successor governmental agency and (3) to make such other provisions as
shall not materially adversely affect the interest of the Holders (as
determined in good faith by the Sponsor). The Indenture may also be amended in
any respect by the Sponsor and the Trustee, or any of the provisions thereof
may be waived, with the consent
                                       28
<PAGE>

of the Holders of 51% of the Units, provided that no such amendment or waiver
will reduce the interest in the Trust of any Holder without the consent of such
Holder or reduce the percentage of Units required to consent to any such
amendment or waiver without the consent of all Holders.

  The Indenture will terminate upon the earlier of the disposition of the last
Security held thereunder or the Mandatory Termination Date specified under
Summary of Essential Information. The Indenture may also be terminated by the
Sponsor if the value of the Trust is less than the minimum value set forth
under Summary of Essential Information (as described under Description of the
Trust -- Risk Factors) and may be terminated at any time by written instrument
executed by the Sponsor and consented to by Holders of 51% of the Units. The
Trustee shall deliver written notice of any termination to each Holder of
record within a reasonable period of time prior to the termination. Within a
reasonable period of time after such termination, the Trustee must sell all of
the Securities then held and distribute to each Holder, after deductions of
accrued and unpaid fees, taxes and governmental and other charges, such
Holder's interest in the Income and Capital Accounts. Such distribution will
normally be made by mailing a check in the amount of each Holder's interest in
such accounts to the address of such nominee Holder appearing on the record
books of the Trustee.

EXCHANGE AND ROLLOVER PRIVILEGES

  Holders may exchange their Units of the Trust into units of any then
outstanding series of Equity Focus Trusts, S.T.A.R.T. Series (an "Exchange
Series") at their relative net asset values, subject only to the remaining
deferred sales charge (as disclosed in the prospectus for the Exchange Series).
The exchange option described above will also be available to investors in the
Trust who elect to purchase units of an Exchange Series within 60 days of their
liquidation of Units in the Trust.

  Holders who retain their Units until the termination of the Trust may
reinvest their terminating distributions into units of a subsequent series of
Equity Focus Trusts, S.T.A.R.T. Series (the "New Series") provided one is
offered. In the event the Sponsor determines that such a redemption and
subsequent investment in a New Series by a Holder may be effected under
applicable law in a manner that will not result in the recognition of gain or
loss for U.S. Federal income tax purposes with respect to any Securities that
are included in the portfolio of the New Series. Holders will be notified at
least 30 days prior to the Rollover Notification Date of the procedures and
process necessary to facilitate such tax investment. Such purchaser may be
entitled to a reduced sales load (as disclosed in the prospectus for the New
Series) upon the purchase of units of the New Series.

  Under the exchange and rollover privilege, the Sponsor's repurchase price
would be based upon the market value of the Securities in the Trust portfolio
and units in the Exchange Series or New Series will be sold to the Holder at a
price based on the aggregate market price of the securities in the portfolio of
the Exchange Series or New Series. Holders will pay their share of any
brokerage commissions on the sale of underlying Securities when their Units are
liquidated during the exchange or rollover. Exercise of the exchange or
rollover privilege by Holders is subject to the following conditions: (i) the
Sponsor must have units available of an Exchange Series or New Series during
initial public offering or, if such period is completed, must be maintaining a
secondary market in the units of the available Exchange Series or New Series
and such units must be available in the Sponsor's secondary market account at
the time of the Holder's elections; and (ii) exchange will be effected only in
whole units. Holders will not be permitted to advance any funds in excess of
their redemption in order to complete the exchange. Any excess proceeds
received from the Holder for exchange will be remitted to such Holder.

  It is expected that the terms of the Exchange Series or New Series will be
substantially the same as the terms of the Trust described in this Prospectus,
and that similar reinvestment programs

                                       29
<PAGE>

will be offered with respect to all subsequent series of the Trust. The
availability of these options do not constitute a solicitation of an offer to
purchase units of an Exchange Series or a New Series or any other security. A
Holder's election to participate in either of these options will be treated as
an indication of interest only. Holders should contact their financial
professionals to find out what suitable Exchange or New Series is available and
to obtain a prospectus. Holders may acquire units of those Series which are
lawfully for sale in states where they reside and only those Exchange Series in
which the Sponsor is maintaining a secondary market. At any time prior to the
exchange by the Holder of units of an Exchange Series, or the purchase by a
Holder of units of a New Series, such Holder may change its investment strategy
and receive its terminating distribution. An election of either of these
options will not prevent the holder from recognizing taxable gain or loss
(except in the case of loss, if and to the extent the Exchange or New Series,
as the case may be, is treated as substantially identical to the Trust) as a
result of the liquidation, even though no cash will be distributed to pay any
taxes. Holders should consult their own tax advisers in this regard. The
Sponsor reserves the right to modify, suspend or terminate either or both of
these reinvestment privileges at any time.

REINVESTMENT PLAN

  Distributions of income and/or principal, if any, on Units will be reinvested
automatically in additional Units of the Trust, at no extra charge, pursuant to
the Trust's "Reinvestment Plan." If the Holder does not wish to participate in
the Reinvestment Plan and wishes to receive cash distributions, the Holder must
notify its financial consultant at Salomon Smith Barney Inc., Robinson-Humphrey
or the Trustee (depending upon whether the Units are held in street name
through Salomon Smith Barney Inc., Robinson-Humphrey or directly in the name of
the Holder, respectively), at least ten business days prior to the Distribution
Day to which that election is to apply. The election may be modified or
terminated by similar notice.

  Distributions being reinvested will be paid in cash to the Sponsor, who will
use them to purchase Units of the Trust at the Sponsor's Repurchase Price (the
net asset value per Unit without any sales charge) in effect at the close of
business on the Distribution Day. These may be either previously issued Units
repurchased by the Sponsor or newly issued Units created upon the deposit of
additional Securities in the Trust (see Description of the Trust -- Structure
and Offering). Each participant will receive an account statement reflecting
any purchase or sale of Units under the Reinvestment Plan.

  The costs of the Reinvestment Plan will be borne by the Sponsor, at no cost
to the Trust. The Sponsor reserves the right to amend, modify or terminate the
Reinvestment Plan at any time without prior notice.

RESIGNATION, REMOVAL AND LIMITATIONS ON LIABILITY

Trustee

  The Trustee or any successor may resign upon notice to the Sponsor. The
Trustee may be removed upon the direction of the Holders of 51% of the Units of
a trust at any time, or by the Sponsor without the consent of any of the
Holders if the Trustee becomes incapable of acting or becomes bankrupt or its
affairs are taken over by public authorities. Such resignation or removal shall
become effective upon the acceptance of appointment by the successor. In case
of such resignation or removal the Sponsor is to use its best efforts to
appoint a successor promptly and if upon resignation of the Trustee no
successor has accepted appointment within thirty days after notification, the
Trustee may apply to a court of competent jurisdiction for the appointment of a
successor. The Trustee shall be under no liability for any action taken in good
faith in reliance on prima facie properly executed documents or for the
disposition of monies or Securities, nor shall it be liable or responsible in
any way for depreciation or loss incurred by reason of the sale of any
Security. This

                                       30
<PAGE>

provision, however, shall not protect the Trustee in cases of wilful
misfeasance, bad faith, gross negligence or reckless disregard of its
obligations and duties. In the event of the failure of the Sponsor to act, the
Trustee may act under the Indenture and shall not be liable for any of these
actions taken in good faith. The Trustee shall not be personally liable for any
taxes or other governmental charges imposed upon or in respect of the
Securities or upon the interest thereon. In addition, the Indenture contains
other customary provisions limiting the liability of the Trustee.

Sponsor

  The Sponsor may resign at any time if a successor Sponsor is appointed by the
Trustee in accordance with the Indenture. Any new Sponsor must have a minimum
net worth of $2,000,000 and must serve at rates of compensation deemed by the
Trustee to be reasonable and as may not exceed amounts prescribed by the SEC.
If the Sponsor fails to perform its duties or becomes incapable of acting or
becomes bankrupt or its affairs are taken over by public authorities, then the
Trustee may (1) appoint a successor Sponsor at rates of compensation deemed by
the Trustee to be reasonable and as may not exceed amounts prescribed by the
SEC, (2) terminate the Indentures and liquidate the Trust or (3) continue to
act as Trustee without terminating the Indenture.

  The Sponsor shall be under no liability to the Trust or to the Holders for
taking any action or for refraining from taking any action in good faith or for
errors in judgment and shall not be liable or responsible in any way for
depreciation of any Security or Units or loss incurred in the sale of any
Security or Units. This provision, however, shall not protect the Sponsor in
cases of wilful misfeasance, bad faith, gross negligence or reckless disregard
of its obligations and duties. The Sponsor may transfer all or substantially
all of its assets to a corporation or partnership which carries on its business
and duly assumes all of its obligations under the Indenture and in such event
it shall be relieved of all further liability under the Indenture.

TAXES

  The following is a general discussion of certain Federal income tax
consequences of the purchase, ownership and disposition of the Units by U.S.
citizens and residents and corporations organized in the United States. The
summary is limited to investors who hold the Units as "capital assets"
(generally, property held for investment) within the meaning of the Internal
Revenue Code of 1986 (the "Code"), and does not address the tax consequences of
Units held by dealers, financial institutions, insurance companies or anyone
who holds Units as part of a hedge straddle.

  In the opinion of Paul, Hastings, Janofsky & Walker LLP, special counsel for
the Sponsor, under existing law:

    1. The Trust is not an association taxable as a corporation for Federal
  income tax purposes, and income received by the Trust will be treated as
  income of the Holders in the manner set forth in paragraph 3 below.

    2. Each Holder will be considered the owner of a pro rata portion of each
  Security in the Trust under the grantor trust rules of the Code. A taxable
  event will generally occur with respect to each Holder when the Trust
  disposes of a Security (whether by sale, exchange or redemption) or upon
  the sale, exchange or redemption of Units by such Holder. A Holder should
  determine its tax cost for each Security represented by its Units by
  allocating the total cost for its Units, including the sales charge, among
  the Securities in the Trust in which it holds Units (in proportion to the
  fair market values of those Securities on the date the Holder purchases its
  Units).

    3. A Holder will be considered to have received all of the dividends paid
  on its pro rata portion of each Security when such dividends are received
  by the Trust even if the Holder does not actually receive such
  distributions but rather reinvests its dividend distributions pursuant to
  the Reinvestment Plan. An

                                       31
<PAGE>

  individual Holder who itemizes deductions will be entitled to deduct its
  pro rata share of fees and expenses paid by the Trust, but only to the
  extent that this amount together with the Holder's other miscellaneous
  deductions exceeds 2% of its adjusted gross income. The deduction of fees
  and expenses is subject to limitations for individuals with incomes in
  excess of certain thresholds.

    4. Under the income tax laws of the State and City of New York, the Trust
  is not an association taxable as a corporation and is not subject to the
  New York Franchise Tax on Business Corporations or the New York City
  General Corporation Tax. For a Holder who is a New York resident, however,
  a pro rata portion of all or part of the income of the Trust will be
  treated as income of the Holder under the income tax laws of the State and
  City of New York. Similar treatment may apply in other states.

  A Holder's pro rata portion of dividends paid with respect to a Security held
by the Trust is taxable as ordinary income to the extent of the issuing
corporation's current or accumulated earnings and profits. A Holder's pro rata
portion of dividends paid on such Security that exceed such current or
accumulated earnings and profits will first reduce the Holder's tax basis in
such Security, and to the extent that such dividends exceed the Holder's tax
basis will generally be treated as capital gain.

  A corporate Holder will generally be entitled to a 70% dividends-received
deduction with respect to its pro rata portion of dividends received by the
Trust from a domestic corporation or from a qualifying foreign corporation in
the same manner as if such corporate Holder directly owned the Securities
paying such dividends. However, a corporate Holder should be aware that the
Code imposes additional limitations on the eligibility of dividends for the 70%
dividends-received deduction. These limitations include a requirement that
stock (and therefore Units) must generally be held at least 46 days during the
90-day period beginning on the date that is 45 days before the date on which
the stock becomes ex-dividend. Moreover, the allowable percentage of the
deduction will be reduced from 70% if a corporate Holder owns certain stock (or
Units) the financing of which is directly attributable to indebtedness incurred
by such corporation. The dividends-received deduction is not available to "S"
corporations and certain other corporations, and is not available for purposes
of special taxes such as the accumulated earnings tax and the personal holding
company tax. Congress from time to time considers proposals to reduce this
deduction.

  A Holder's gain, if any, upon the sale, exchange or redemption of Units or
the disposition of Securities held by the Trust will generally be considered a
capital gain and will be long-term if the Holder has held its Units (and the
Trust has held the Securities) for more than one year. Capital gains realized
by corporations are generally taxed at the same rates applicable to ordinary
income, although non-corporate Holders who realize long-term capital gains with
respect to Units held for more than one year may be subject to a reduced tax
rate of 20% on such gains, rather than the "regular" maximum tax rate of 39.6%.
Tax rates may increase prior to the time when Holders may realize gains from
the sale, exchange or redemption of the Units or Securities.

  A Holder's loss, if any, upon the sale or redemption of Units or the
disposition of Securities held by the Trust will generally be considered a
capital loss and will be long-term if the Holder has held its Units (and the
Trust has held the Securities) for more than one year. Capital losses are
generally deductible to the extent of capital gains; in addition, up to $3,000
of capital losses ($1,500 for married individuals filing separately) recognized
by non-corporate Holders may be deducted against ordinary income.

  A pro rata distribution of Securities by the Trustee to a Holder (or to its
agent, including the Distribution Agent) upon redemption of Units will not be a
taxable event to the Holder or to other Holders. The redeeming or exchanging
Holder's
                                       32
<PAGE>

basis for such Securities will be equal to its basis for the same Securities
(previously represented by its Units) prior to such redemption or exchange, and
its holding period for such Securities will include the period during which it
held its Units. However, a Holder will have a taxable gain or loss, which
generally will be a capital gain or loss except in the case of a dealer, when
the Holder (or its agent, including the Distribution Agent) sells the
Securities so received in redemption, when a redeeming or exchanging Holder
receives cash in lieu of fractional shares, when the Holder sells its Units or
when the Trustee sells the Securities from the Trust.

  The Trust may hold Securities or ADRs of foreign corporations. For United
States income tax purposes, a holder of ADRs is treated as though it were
holding directly the shares of the foreign corporation represented by the ADRs.
Dividends paid by foreign issuers generally will be subject to foreign
withholding tax, which may entitle Holders to a foreign tax credit (or
deduction) against their U.S. income tax liability, subject to the limitations
applicable to the use of the foreign tax credit. Foreign taxes withheld on
payments to the Trust may be greater than the amounts that would be withheld if
the shares were held directly by a U.S. Holder. The Trust will report as gross
income earned by U.S. Holders their pro rata shares of such dividends,
including their pro rata shares of any corresponding amounts of foreign tax
withheld and their pro rata shares of any income or loss resulting from
currency conversion transactions. Gains and losses attributable to increases or
decreases in the value of foreign currencies in which such securities are
denominated, or in which dividends are paid. Capital gains attributable to the
Units or the underlying Securities may also be subject to foreign taxes.

  The foregoing discussion relates only to the tax treatment of U.S. Holders
with regard to Federal and certain aspects of New York State and City income
taxes. Holders that are not U.S. citizens or residents ("Foreign Holders")
should be aware that dividend distributions from the Trust attributable to any
dividends received by the Trust from domestic and certain foreign corporations
will be subject to a U.S. withholding tax of 30%, or a lower treaty rate, and
under certain circumstances gain from the disposition of Securities or Units
may also be subject to Federal income tax. In addition, Holders may be subject
to taxation in New York or in other jurisdictions (including a Foreign Holder's
country of residence) and should consult their own tax advisers in this regard.

                                     * * *

  After the end of each fiscal year for the Trust, the Trustee will furnish to
each Holder a statement containing information relating to the dividends
received by the Trust, the gross proceeds received by the Trust from the
disposition of any Security (resulting from redemption or the sale by the Trust
of any Security), and the fees and expenses paid by the Trust. The Trustee will
also furnish an information return to each Holder and to the Internal Revenue
Service.

Retirement Plans

  Units of the Trust may be well suited for purchase by Individual Retirement
Accounts ("IRAs"), Keogh plans, pension funds and other qualified retirement
plans. Generally, capital gains and income received in each of the foregoing
plans are exempt from Federal taxation. All distributions from such plans
(other than from certain IRAs known as "Roth IRAs") are generally treated as
ordinary income but may be eligible for tax-deferred rollover treatment and, in
very limited cases, special 10 year averaging. Holders of Units in IRAs, Keogh
plans and other tax-deferred retirement plans should consult their plan
custodian as to the appropriate disposition of distributions. Investors
considering participation in any such plan should review specific tax laws
related thereto and should consult their attorneys or tax advisers with respect
to the establishment and maintenance of any such plan. Such plans are offered
by brokerage firms, including the Sponsor of this Trust, and other financial
institutions. Fees and charges with respect to such plans may vary.
                                       33
<PAGE>

  Before investing in the Trust, the trustee or investment manager of an
employee benefit plan (e.g., a pension or profit sharing retirement plan)
should consider among other things (a) whether the investment is prudent under
the Employee Retirement Income Security Act of 1974, as amended ("ERISA"),
taking into account the needs of the plan and all of the facts and
circumstances of the investment in the Trust; (b) whether the investment
satisfies the diversification requirement of Section 404(a)(1)(C) of ERISA; and
(c) whether the assets of the Trust are deemed "plan assets" under ERISA and
the Department of Labor regulations regarding the definition of "plan assets."

MISCELLANEOUS

Trustee

  The name and address of the Trustee are shown on the back cover of this
prospectus. The Trustee is subject to supervision and examination 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. In
connection with the storage and handling of certain Securities deposited in the
Trust, the Trustee may use the services of The Depository Trust Company. These
services may include safekeeping of the Securities, computer book-entry
transfer and institutional delivery services. The Depository Trust Company is a
limited purpose trust company organized under the Banking Law of the State of
New York, a member of the Federal Reserve System and a clearing agency
registered under the Securities Exchange Act of 1934.

Legal Opinion

  The legality of the Units has been passed upon by Paul, Hastings, Janofsky &
Walker LLP, 399 Park Avenue, New York, New York 10022, as special counsel for
the Sponsor.

Auditors

  The Statement of Financial Condition and the Portfolio included in this
Prospectus have been audited by KPMG LLP, independent auditors, as indicated in
their report with respect thereto, and is so included herein in reliance upon
the authority of said firm as experts in accounting and auditing.

Sponsor

  Salomon Smith Barney Inc. ("Salomon Smith Barney"), was incorporated in
Delaware in 1960 and traces its history through predecessor partnerships to
1873. On September 1, 1998, Salomon Brothers, Inc. merged with and into Smith
Barney Inc. ("Smith Barney") with Smith Barney surviving the merger and
changing its name to Salomon Smith Barney Inc. The merger of Salomon Brothers
Inc. and Smith Barney followed the merger of their parent companies in November
1997. Salomon Smith Barney, an investment banking and securities broker-dealer
firm, is a member of the New York Stock Exchange, Inc. and other major
securities and commodities exchanges, the National Association of Securities
Dealers, Inc. and the Securities Industry Association. Salomon Smith Barney is
an indirect wholly-owned subsidiary of Citigroup Inc. The Sponsor or an
affiliate is investment adviser, principal underwriter or distributor of more
than 60 open-end investment companies and investment manager of 12 closed-end
investment companies. Salomon Smith Barney also sponsors all Series of
Corporate Securities Trust, Government Securities Trust, Harris, Upham Tax-
Exempt Fund and Tax Exempt Securities Trust, and acts as co-sponsor of most
Series of Defined Asset Funds.
                                       34
<PAGE>

                                                         EQUITY FOCUS
                                                               TRUSTS
                       ----------------------------------------------

                             S.T.A.R.T. 2001 Series

                                   PROSPECTUS

This Prospectus does not contain all of the information with respect to the
Trust set forth in its registration statements filed with the Securities and
Exchange Commission, Washington, DC under the Securities Act of 1933 (file no.
333-52270) and the Investment Company Act of 1940 (file no. 811-3491), and to
which reference is hereby made. Information may be reviewed and copied at the
Commission's Public Reference Room, and information on the Public Reference
Room may be obtained by calling the SEC at 1-202-942-8090. Copies may be
obtained from the SEC by:
  . electronic request (after paying a duplicating fee) at the following E-
    mail address: [email protected]
  . visiting the SEC internet address: http://www.sec.gov
  . writing: Public Reference Section of the Commission, 450 Fifth Street,
    N.W., Washington, DC 20549-6009
--------------------------------------------------------------------------------

                   Index                              Sponsor:
<TABLE>                                               Salomon Smith Barney
     <S>                                   <C>        Inc.
     Investment Summary                      2        7 World Trade Center
     Summary of Essential Information        5        40th Floor
     Independent Auditors' Report            7        New York, New York
     Statement of Financial Condition        8        10048
     Portfolio                               9        (212) 816-6000
     Description of the Trust               11
     Risk Factors                           14        Trustee:
     Public Sale of Units                   18        The Chase Manhattan
     Market for Units                       20        Bank
     Redemption                             21        4 New York Plaza
     Expenses and Charges                   23        New York, New York
     Administration of the Trust            24        10004
     Exchange and Rollover Privileges       29        (800) 354-6565
     Reinvestment Plan                      30
     Resignation, Removal and Limitations
      on Liability                          30
     Taxes                                  31
     Miscellaneous                          34
</TABLE>

--------------------------------------------------------------------------------
                                        SalomonSmithBarney
                                ----------------------------
                                A member of citigroup [LOGO]

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

No person is authorized to give any information or to make any representations
with respect to this Trust, not contained in this Prospectus and you should not
rely on any other information. The Trust is registered as a unit investment
trust under the Investment Company Act of 1940. Such registration does not
imply that the Trust or any of its Units have been guaranteed, sponsored,
recommended or approved by the United States or any other state or any agency
or office thereof.
--------------------------------------------------------------------------------
Salomon Smith Barney is the service mark used by Salomon Smith Barney Inc.
                                                                         UT 6725


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