As filed with the Securities and Exchange Commission on December 27, 2000
Registration No. 333-
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM S-6
For Registration Under the Securities Act
of 1933 of Securities of Unit Investment
Trusts Registered on Form N-8B-2
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A. EXACT NAME OF TRUST:
The Pinnacle Family of Trusts, Industrial Trust Series VIII and
Technology Trust Series VIII
B. NAME OF DEPOSITOR:
ING Funds Distributor, Inc.
C. COMPLETE ADDRESS OF DEPOSITOR'S PRINCIPAL EXECUTIVE OFFICES:
ING Funds Distributor, Inc.
1475 Dunwoody Drive
West Chester, Pennsylvania 19380
D. NAME AND COMPLETE ADDRESS OF AGENT FOR SERVICE:
COPY OF COMMENTS TO:
PETER J. DEMARCO MICHAEL R. ROSELLA, Esq.
ING Funds Distributor, Inc. Paul, Hastings, Janofsky & Walker LLP
1475 Dunwoody Drive 399 Park Avenue
West Chester, Pennsylvania 19380 New York, New York 10022
(212) 318-6000
E. TITLE OF SECURITIES BEING REGISTERED:
An indefinite number of Units of The Pinnacle Family of Trusts,
Industrial Trust Series VIII and Technology Trust Series VIII are being
registered under the Securities Act of 1933 pursuant to Section 24(f)
of the Investment Company Act of 1940, as amended, and Rule 24f-2
thereunder.
F. APPROPRIATE DATE OF PROPOSED PUBLIC OFFERING:
As soon as practicable after the effective date of the Registration
Statement.
The registrant hereby amends the registration statement on such date or dates as
may be necessary to delay its effective date until the registrant shall file a
further amendment which specifically states that this registration statement
shall thereafter become effective in accordance with Section 8(a) of the
Securities Act of 1933 or until the registration statement shall become
effective on such date as the Commission, acting pursuant to said Section 8(a),
may determine.
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NY/317604.1
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Subject to Completion Dated December 27, 2000
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THE PINNACLE FAMILY OF TRUSTS
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INDUSTRIAL TRUST SERIES VIII
AND
TECHNOLOGY TRUST SERIES VIII
The final prospectus for a prior series of The Pinnacle Family of Trusts is
hereby incorporated by reference and used as a preliminary prospectus for The
Pinnacle Family of Trusts, Industrial Trust Series VIII and Technology Trust
Series VIII. Except as indicated below, the narrative information and structure
of the final prospectus which includes the new Trust will be substantially the
same as that of the previous prospectus. The portfolio of Technology Trust
Series VIII will be equally weighted among the twenty-five best performing
technology stocks, as measured by price appreciation, which trade on the NASDAQ
and NYSE and have a minimum capitalization of 1 billion dollars. Information
with respect to each Trust, including pricing, the size and composition of the
Trust portfolio, the number of units of the Trust, dates and summary information
regarding the characteristics of securities to be deposited in the Trust is not
now available and will be different from that shown since each Trust has a
unique portfolio. Accordingly, the information contained herein with regard to
the previous Trust should be considered as being included for informational
purposes only. Investors should contact account executives of the underwriter
who will be informed of the expected effective date of the Trusts and who will
be supplied with complete information with respect to each Trust on the day of
and immediately prior to the effectiveness of the registration statement
relating to units of the Trusts. The Sponsor of the Trusts will be ING Funds
Distributor, Inc.
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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 PART A DATED JANUARY , 2001
The information in this prospectus is not complete and may be changed. We may
not sell these securities until the registration statement filed with the
Securities and Exchange Commission is effective. This prospectus is not an offer
to sell these securities and it is not soliciting an offer to buy these
securities in any state where the offer or sale is not permitted.
NY/317604.1
<PAGE>
PART II-- ADDITIONAL INFORMATION NOT REQUIRED IN PROSPECTUS
ITEM A -- BONDING ARRANGEMENTS
The employees of ING Funds Distributor, Inc. are covered under Brokers'
Blanket Policy, Standard Form 14, in the amount of $2,000,000.
ITEM B -- CONTENTS OF REGISTRATION STATEMENT
This Registration Statement on Form S-6 comprises the following papers and
documents:
The facing sheet on Form S-6.
The Cross-Reference Sheet (incorporated by reference to the
Cross-Reference Sheets to the Registration Statements of McLaughlin,
Piven, Vogel Family of Trusts, McLaughlin, Piven, Vogel Industrial
Trust and McLaughlin, Piven, Vogel Technology Trust filed on March 5,
1999, and McLaughlin, Piven, Vogel Family of Trusts, The Pinnacle Trust
filed on August 7, 1998.
The Prospectus consisting of pages.
Undertakings.
Signatures.
Listed below are the names and registration numbers of the previous
series of The Pinnacle Family of Trusts, the final prospectuses of
which properly supplemented, might be used as a preliminary prospectus
for The Pinnacle Family of Trusts, Industrial Trust Series VIII and
Technology Trust Series VIII. These final prospectuses are incorporated
herein by reference.
The Pinnacle Family of Trusts, Industrial Trust Series IV and
Technology Trust Series IV (Registration No. 333-94109)
The Pinnacle Family of Trusts, Industrial Trust Series V and
Technology Trust Series V (Registration No. 333- 34098)
The Pinnacle Family of Trusts, Financial Trust Series I,
Industrial Trust Series VI and Technology Trust SeriesVI
(Registration Nos. 333-38962, 333-39844)
The Pinnacle Family of Trusts, Broader Market Trust Series I,
Industrial Trust Series VII and Technology Trust Series VII
(Registration No. 333-45986)
Written consents of the following persons:
Paul, Hastings, Janofsky & Walker LLP (included in Exhibit 3.1)
Ernst & Young LLP
The following exhibits:
* 99.1.1 -- Reference Trust Agreement including certain amendments
to the Trust Indenture and Agreement referred to under
Exhibit 99.1.1.1 below.
99.1.1.1 -- Form of Trust Indenture and Agreement (filed as
Exhibit 99.1.1.1 to Amendment No. 2 to Form S-6
Registration Statement No. 333-31048 on March 28, 2000
and incorporated herein by reference).
99.1.3.5 -- Articles of Incorporation and Articles of Amendment of
ING Funds Distributor, Inc. (filed as Exhibit 99.1.3.5
to Amendment No. 2 to Form S-6 Registration Statement
No. 333-31048 on March 28, 2000 and incorporated
herein by reference).
99.1.3.6 -- By-Laws of ING Funds Distributor, Inc. (filed as
Exhibit 99.1.3.6 to Amendment No. 2 to Form S-6
Registration Statement No. 333-31048 on March 28, 2000
and incorporated herein by reference).
* 99.3.1 -- Opinion of Paul, Hastings, Janofsky & Walker
LLP as to the legality of the securities being
registered, including their consent to the filing
thereof and to the use of their name under the
headings "Tax Status" and "Legal Opinions" in the
Prospectus, and to the filing of their opinion
regarding tax status of the Trust.
99.6.0 -- Power of Attorney of ING Funds Distributor, Inc.,
the Depositor, by its officers and a majority of its
Directors (filed as Exhibit 99.6.0 to Form S-6
Registration No. 333-31048 of The Pinnacle Family of
Trusts, Internet Trust Series I on February 24, 2000
and incorporated herein by reference).
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* To be filed by amendment
NY/317604.1
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UNDERTAKING TO FILE REPORTS
Subject to the terms and conditions of Section 15(d) of the Securities
Exchange Act of 1934, the undersigned registrant hereby undertakes to file with
the Securities and Exchange Commission such supplementary and periodic
information, documents, and reports as may be prescribed by any rule or
regulation of the Commission heretofore or hereafter duly adopted pursuant to
authority conferred in that section.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the
Registrant, The Pinnacle Family of Trusts, Industrial Trust Series VIII and
Technology Trust Series VIII has duly caused this Registration Statement to be
signed on its behalf by the undersigned, hereunto duly authorized, in the City
of New York and State of New York on the 27th day of December, 2000.
THE PINNACLE FAMILY OF TRUSTS,
INDUSTRIAL TRUST SERIES VIII
TECHNOLOGY TRUST SERIES VIII
(Registrant)
ING FUNDS DISTRIBUTOR, INC.
(Depositor)
By /s/ PETER J. DEMARCO
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Peter J. DeMarco
Senior Vice President
Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed below by the following persons, who
constitute the principal officers and a majority of the directors of ING Funds
Distributor, Inc., the Depositor, in the capacities and on the dates indicated.
<TABLE>
<CAPTION>
Name Title Date
---- ----- ----
<S> <C> <C>
DONALD E. BROSTROM Chief Financial Officer, Treasurer and
Director
December 27, 2000
By /s/ PETER J. DEMARCO
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Peter J. DeMarco
as Senior Vice President
and Attorney-In-Fact*
</TABLE>
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* An executed copy of the Power of Attorney was filed as Exhibit 99.6.0 to
Form S-6 Registration Statement No. 333-31048 on February 24, 2000.
NY/317604.1
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CONSENT OF INDEPENDENT AUDITORS
We consent to the reference made to our firm under the Caption "Independent
Auditors" in Part B of the Prospectus and to the use of our report dated January
__, 2001, in this Registration Statement (Form S-6 No. 333-______) of The
Pinnacle Family of Trusts, Industrial Trust Series VIII and Technology Trust
Series VIII.
ERNST & YOUNG LLP
New York, New York
January ____, 2001
NY/317604.1
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