SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
AMENDMENT NO. 30
TO
FORM
N-8B-2
File No. 811-2868
REGISTRATION STATEMENT OF UNIT INVESTMENT TRUSTS WHICH ARE
CURRENTLY ISSUING SECURITIES
June 9, 2000
Pursuant to Section 8(b) of the
Investment Company Act of 1940
New York Municipal Trust, Series 1
(and Subsequent Series);
New York Discount & Zero Coupon Fund - 1st Series
(and Subsequent Series);
Municipal Securities Trust, Series 1
(and Subsequent Series);
1st Discount Series
(and Subsequent Series);
High Income Series 1
(and Subsequent Series);
Multi-State Series 1
(and Subsequent Series);
Short-Intermediate Term Series 1
(and Subsequent Series);
Insured Municipal Securities Trust,
Series 1 (Multiplier Portfolio)
(and Subsequent Series);
Series 1 (and Subsequent Series);
and 5th Discount Series
(and Subsequent Series);
Mortgage Securities Trust CMO Series 1
(and Subsequent Series);
Equity Securities Trust Series 1
(and Subsequent Series);
EST Symphony Trust, Series 26, EquiT'S II
(and Subsequent Series)
and any other future trusts for which
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ING Funds Distributor, Inc. acts as Depositor
____________________________________________
Name of Registrant
1475 Dunwoody Drive
West Chester, Pennsylvania 19380
____________________________________________
Address and Principal Office of Registrant
X Not the issuer of periodic payment plan certificates.
_____ Issuer of periodic payment plan certificates.
Amended items 1, 2, 3, 4, 6, 23, 25, 27, 28, 29, 30 and 59.
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I. ORGANIZATION AND GENERAL INFORMATION
-------------------------------------
1. (a) Furnish name of the trust and the Internal Revenue Service
Employer Identification Number.
EST Symphony Trust, Series 26, EquiT's II (and Subsequent Series)
and any other future trusts for which ING Funds Distributor, Inc.
acts as sponsor.
The Trust has no Internal Revenue Service Employer Identification
Number.
(b) Furnish title of each class or series of securities issued
by the trust.
CERTIFICATE OF OWNERSHIP
--evidencing--
An Undivided Interest
--in--
EST Symphony Trust, Series 26, EquiT's II
(and Subsequent Series)
2. Furnish name and principal business address and ZIP Code and the
Internal Revenue Service Employer Identification Number of each depositor of
the trust.
ING Funds Distributor, Inc.
1475 Dunwoody Drive
West Chester, Pennsylvania 19380
Internal Revenue Service Employer
Identification Number: 42-1418588
3. Furnish name and principal business address and ZIP Code and the
Internal Revenue Service Employer Identification Number of each custodian or
trustee of the trust indicating for which class or series of securities each
custodian or trustee is acting.
Trustee:
-------
The Chase Manhattan Bank The Bank of New York
4 New York Plaza 101 Barclay Street
New York, New York 10004 New York, New York 10286
Internal Revenue Service Internal Revenue Service
Employer Identification Employer Identification
Number: 13-4994650 Number: 13-5160382
4. Furnish name and principal business address and ZIP Code and
the Internal Revenue Service Employer Identification
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Number of each principal underwriter currently distributing securities of the
trust.
ING Funds Distributor, Inc.
1475 Dunwoody Drive
West Chester, Pennsylvania 19380
Internal Revenue Service Employer
Identification Number: 42-1418588
6. (a) Furnish the dates of execution and termination of any
indenture or agreement currently in effect under the terms of which the trust
was organized and issued or proposes to issue securities.
The form of Trust Indenture and Agreement among ING Funds
Distributor, Inc., as Depositor, ING Mutual Funds Management Co.
LLC, as Portfolio Supervisor and The Bank of New York, as
Trustee, to be employed by the Trust will be filed as Exhibit
99.1.1.1 to the Registration Statement on Form S-6 of the Trust.
The Indenture will be dated the initial date of deposit of the
securities in EST Symphony Trust, Series 26, EquiT's II and shall
terminate no later than the disposition of the last security
purchased by the Trust but no later than the Mandatory
Termination Date which is approximately fifteen months from the
initial date of deposit.
Substantially, identical but separate Reference Trust Agreements
will be executed for each Series of Trusts between the Depositor,
the Portfolio Supervisor and Trustee. The respective Reference
Trust Agreements shall be dated the initial date of deposit of
the underlying securities for each Series and shall terminate on
the date of disposition of the last security held in the Trust
portfolio but no later than the Mandatory Termination Date which
is approximately thirteen months from the initial date of
deposit.
(b) Furnish the dates of execution and termination of any
indenture or agreement currently in effect pursuant to which the proceeds of
payment on securities issued or to be issued by the trust are held by the
custodian or trustee.
See Item 6(a) above.
23. Describe any bonding arrangement for officers, directors,
partners or employees of the depositor or principal
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underwriter of the trust, including the amount of coverage and the type of
bond.
ING Funds Distributor, Inc. and its directors, officers and
employees are covered by a Stockbrokers Blanket Bond in the
amount of $2,000,000, under a Financial Institution Bond Form 14.
II. ORGANIZATION, PERSONNEL AND AFFILIATED PERSONS OF DEPOSITOR
-----------------------------------------------------------
Organization and Operations of Depositor
----------------------------------------
25. State the form of organization of the depositor of the trust,
the name of the state or other sovereign power under the laws of which the
depositor was organized and the date of organization.
ING Funds Distributor, Inc. is a Corporation organized in 1994
under the laws of the State of Iowa.
27. Describe the general character of the business engaged in
by the depositor including a statement as to any business other than that of
depositor of the trust. If the depositor acts or has acted in any capacity with
respect to any investment company or companies other than the trust, state the
name or names of such company or companies, their relationship, if any, to the
trust, and the nature of the depositor's activities therewith. If the depositor
has ceased to act in such named capacity, state the date of and circumstances
surrounding such cessation.
See "Administration of the Trust - The Sponsor" in Exhibit 2. The
Depositor is engaged in the underwriting and securities brokerage
business and is a member of the National Association of
Securities Dealers, Inc.
ING Funds Distributor, Inc., formerly known as Equitable of Iowa
Securities Network, Inc., is also the wholesaler of 17 mutual
funds and 1 money market through affiliated and non-affiliated
broker/dealers as well as through broker/dealers of selected
banks.
Officials and Affiliated Persons of Depositor
---------------------------------------------
28. (a) Furnish as at latest practicable date the following
information with respect to the depositor of the trust, with respect to each
officer, director, or partner of the depositor, and with respect to each
natural person directly or
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indirectly owning, controlling or holding with power to vote 5% or more of the
outstanding voting securities of the depositor.
Reference is made to Exhibit F hereto.
(b) Furnish a brief statement of the business experience
during the last five years of each officer, director or partner of the
depositor.
Reference is made to Exhibit F hereto.
Companies Owning Securities of Depositor
-----------------------------------------
29. Furnish as at latest practicable date the following
information with respect to each company which directly or indirectly owns,
controls or holds with power to vote 5% or more of the outstanding voting
securities of the depositor.
Reference is made to Exhibit F hereto.
Controlling Persons
-------------------
30. Furnish as at latest practicable date the following information
with respect to any person, other than those covered by Items 28, 29 and 42,
who directly or indirectly controls the depositor.
Reference is made to Exhibit F hereto.
III. FINANCIAL AND STATISTICAL INFORMATION
-------------------------------------
59. Financial Statements filed herewith:
(c)(1) Balance Sheet of the Depositor for its last fiscal year.
Reference is made to Form X-17A-5 Part III included as
Exhibit G hereto.
(c)(2) Profit and Loss Statement and Statement of Surplus for the
Depositor for its last fiscal year.
Reference is made to Form X-17A-5 Part III included as
Exhibit G hereto.
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SIGNATURES
----------
Pursuant to the requirements of the Investment Company Act of 1940,
the depositor of the registrant has caused this Registration Statement to be
duly signed on behalf of the registrant in the City and State of New York, on
the 9th day of June, 2000.
NEW YORK MUNICIPAL TRUST
SERIES 1 (and SUBSEQUENT SERIES);
NEW YORK DISCOUNT & ZERO COUPON FUND -
1ST SERIES (and SUBSEQUENT SERIES);
MUNICIPAL SECURITIES TRUST,
SERIES 1 (and SUBSEQUENT SERIES);
1ST DISCOUNT SERIES (and SUBSEQUENT
SERIES);
HIGH INCOME SERIES 1
(and SUBSEQUENT SERIES);
SHORT-INTERMEDIATE TERM SERIES 1
(and SUBSEQUENT SERIES);
MULTI-STATE SERIES 1
(and SUBSEQUENT SERIES);
INSURED MUNICIPAL SECURITIES TRUST,
SERIES 1 (MULTIPLIER PORTFOLIO)
(and SUBSEQUENT SERIES);
SERIES 1 (and SUBSEQUENT SERIES);
5TH DISCOUNT SERIES
(and SUBSEQUENT SERIES);
MORTGAGE SECURITIES TRUST, CMO SERIES 1
(and SUBSEQUENT SERIES);
EQUITY SECURITIES TRUST, SERIES 1
(and SUBSEQUENT SERIES); AND
EST SYMPHONY TRUST, SERIES 26,
EQUIT'S II
(and SUBSEQUENT SERIES)
ING FUNDS DISTRIBUTOR, INC.
By: /s/ PETER J. DEMARCO
--------------------
Name: Peter J. DeMarco
Title: Senior Vice
President
Attest: /s/ DONALD E. BROSTROM
-----------------------
Name: Donald E. Brostrom
Title: Chief Financial Officer
& Treasurer
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IV. EXHIBITS
--------
No. Description
--- -----------
1. Form of Trust Indenture and Agreement (filed as Exhibit
99.1.1.1 to the Registration Statement on Form S-6 of
the Trust).
2. Form of Prospectus for the Trust (filed with
Registration Statement on Form S-6 of the Trust).
3. Articles of Incorporation and Articles of Amendment of
ING Funds Distributor, Inc. (filed as Exhibit 99.1.3.5
to Amendment No. 2 to the Form S-6 Registration
Statement of The Pinnacle Family of Trusts, Internet
Trust Series I and incorporated herein by reference).
4. Bylaws of ING Funds Distributor, Inc. (filed as
Exhibit 99. 1.3.6 to Amendment No. 2 to the Form S-6
Registration Statement of The Pinnacle Family of
Trusts, Internet Trust Series I and incorporated herein
by reference).
Exhibit F.
Exhibit G.
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EXHIBIT F
---------
As of March 28, 2000
I. Information as to each officer, director or partner of ING Funds
Distributor, Inc., and with respect to each natural person directly or
indirectly owning, controlling or holding with power to vote 5% or more of
the outstanding voting securities of ING Funds Distributor, Inc.
Name Title/Position Business Address
---- -------------- ----------------
John J. Pileggi Director and Chief Executive 1475 Dunwoody Drive
Officer West Chester, PA 19380
Donald E. Brostrom Director, Chief Financial 1475 Dunwoody Drive
Officer West Chester, PA 19380
and Treasurer
Mitchell J. Mellen Director and President 1475 Dunwoody Drive
West Chester, PA 19380
Eric M. Rubin Director and Senior Vice 4802 East Ray Road,
President Suite 22-228
Phoenix, AZ 85044
Peter J. DeMarco Senior Vice President 600 Fifth Avenue
New York, NY 10022
Rachelle I. Rehner Secretary 1475 Dunwoody Drive
West Chester, PA 19380
Gary Taiariol Assistant Treasurer 1475 Dunwoody Drive
West Chester, PA 19380
As of the date hereof, none of the referenced persons own 5% or more of ING
Funds Distributor, Inc.
As of the date hereof, none of the referenced persons own any Units of the
Trust.
II. The business experience during the last five years of each officer and
director of ING Funds Distributor, Inc.
John Pileggi - Chief Executive Officer and Director of ING Funds Distributor,
Inc. since 1999. Mr. Pileggi has also served as President and Chief Executive
Officer for ING Mutual Funds
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Management Co. LLC since 1998, as President, Chairman of the Board and Trustee
for ING Funds Trust, as Chief Executive Officer for ING Fund Services Co. LLC
and as President, Chief Executive Officer and Trustee for ING Variable Insurance
Trust. Mr. Pileggi has been a Director of Furman Selz LLC since 1994 and is also
a Trustee for the First Choice Funds, Intrust Funds and Performance Funds, ING
Canadian Funds, ING Global Brand Names Funds and ING American Fund.
Donald Brostrom - Chief Financial Officer, Treasurer and Director of ING Funds
Distributor, Inc. since April, 1999. Mr. Brostrom has also served as Executive
Vice President and Chief Operating Officer for ING Mutual Funds Management Co.
LLC since 1998, as Treasurer for ING Funds Trust, as Chief Financial Officer for
ING Fund Services Co. LLC since October, 1998 and as Treasurer for ING Variable
Insurance Trust. Mr. Brostrom was a Managing Director of Furman Selz LLC from
1984 to September, 1998.
Mitch Mellen - President and Director of ING Funds Distributor, Inc. since July,
1999. Mr. Mellen was formerly the National Sales Manager for New York Life
Mainstay Funds from October, 1995 to July, 1998 and an investment broker with
Piper Jaffrey from May, 1993 to June, 1995.
Eric Rubin - Director of ING Funds Distributor, Inc. since April, 1999 and
Senior Vice President since January, 2000. Formerly Vice President of Sales of
First Data Investor Services Group from January, 1997 to June, 1998 and Managing
Director of Furman Selz, LLC from July, 1995 to January, 1997. Mr. Rubin has
also served as Vice President and Managing Director of Banc One Investment
Advisors from October, 1993 to July, 1995.
Peter DeMarco - Senior Vice President of ING Funds Distributor, Inc. since
October, 1999. Mr. DeMarco was an Executive Vice President for Reich & Tang
Asset Management LP from October, 1995 to October, 1999 and a Managing Director
of Bear, Stearns & Co. Inc. from 1981 to October, 1995.
Rachelle Rehner - Secretary of ING Funds Distributor, Inc. since 1999. Ms.
Rehner has also served as Fund Legal Manager for ING Mutual Funds Management Co.
LLC since 1998. Ms. Rehner was a senior legal assistant for Kramer, Levin,
Naftalis & Frankel from 1995 to 1998 and a compliance administrator for BISYS
from 1994 to 1995.
Gary Taiariol - Assistant Treasurer of ING Funds Distributor, Inc. since April,
1999. Mr. Taiariol has also served as Treasurer for ING Mutual Funds Management
Co. LLC and ING Fund Services Co. LLC since December, 1998. Mr. Taiariol was an
Accounting Manager for Novacare, Inc. from January, 1995, to December, 1998 and
a Senior Accountant for Christian Dior Perfumes from June, 1992 to January,
1995.
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III. Each Company which directly or indirectly owns, controls or holds with
power to vote 5% or more of the outstanding voting securities of ING Funds
Distributor, Inc.
Equitable of Iowa Companies, Inc. 100% direct ownership of the
909 Locust Street Principal Underwriter
Des Moines, Iowa 50309
ING America Insurance Holdings, Inc. 100% direct ownership of
5780 Powers Ferry Road N.W. Equitable of Iowa Companies,
Atlanta, Georgia 30327 Inc.
ING Insurance International B.V. 100% direct ownership of ING
America Insurance Holdings,
Inc.
ING Verzekeringen, N.V. 100% direct ownership of ING
Insurance International B.V.
ING Groep N.V. 100% direct ownership of ING
Strawinskylaan 2631 Verzekeringen, N.V.
1077 ZZ
Amsterdam
The Netherlands
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<TABLE>
<CAPTION>
EXHIBIT G
---------
ING Funds Distributor, Inc.
Statements of Financial Condition
December 31
Assets 1999 1998
---------------------------------------------------
<S> <C> <C>
Cash $ 88,071 $ $30,000
Short-term investments 755,000 --
Management fee receivable 440,821 --
Due from affiliate (including
$3,002,709 in 1999 under
tax allocation agreement) 3,352,513 --
Deferred sales costs 485,536 --
Prepaid expenses 219,805 --
---------------------------------------------------
Total assets $ 5,341,746 $ 30,000
===================================================
Liability and stockholder's equity
Liability -- accounts payable and
other accrued expenses $ 686,196 --
Stockholder's equity:
Common stock, without par value
(stated value $1.00 per
share) -- authorized 50,000
shares, issued and outstanding
1,000 shares 1,000 $ 1,000
Additional paid-in capital 9,329,000 29,000
Retained earnings (deficit) (4,674,450) --
---------------------------------------------------
Total stockholder's equity 4,655,550 30,000
---------------------------------------------------
Total liability and stockholder's equity $ 5,341,746 $ 30,000
===================================================
See accompanying notes.
</TABLE>
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<TABLE>
<CAPTION>
ING Funds Distributor, Inc.
Statements of Operations
Year ended December 31
1999 1998
---------------------------------------------------
Income:
<S> <C> <C>
Commissions $ 581,928 --
Distribution fees 475,307 --
Shareholder servicing fees 1,427,792 --
Interest 31,626 --
Other 1,100 --
Expense reimbursement from Equitable Life
Insurance Company of Iowa -- $ 8,545
---------------------------------------------------
2,517,753 8,545
Expenses:
Commissions and promotional payments 4,138,008 --
Salaries and benefits 3,609,755 --
Travel and entertainment 1,519,342 --
Conferences 705,796 --
Professional fees 43,867 6,300
Other 178,144 2,245
---------------------------------------------------
10,194,912 8,545
---------------------------------------------------
Loss before income taxes (7,677,159) --
Income tax benefit (3,002,709) --
---------------------------------------------------
Net loss $ (4,674,450) $ --
===================================================
See accompanying notes.
</TABLE>
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<TABLE>
<CAPTION>
ING Funds Distributor, Inc.
Statements of Changes in Stockholder's Equity
Additional Retained Total
Common Paid-In Earnings Stockholder's
Stock Capital (Deficit) Equity
--------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Balance at January 1, 1998 $1,000 $24,000 -- $25,000
Contribution of capital -- 5,000 -- 5,000
--------------------------------------------------------------------------------
Balance at December 31, 1998 1,000 29,000 -- 30,000
Contribution of capital -- 9,300,000 -- 9,300,000
Net loss -- -- $(4,674,450) -4,674,450
--------------------------------------------------------------------------------
Balance at December 31, 1998 $1,000 $9,329,000 $(4,674,450) $4,655,550
================================================================================
See accompanying notes.
</TABLE>
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<TABLE>
<CAPTION>
ING Funds Distributor, Inc.
Statements of Cash Flows
Year ended December 31
1999 1998
---------------------------------------------------
Operating activities
<S> <C> <C>
Net loss $ (4,674,450) --
Adjustments to reconcile net loss to net cash
provided by (used in) operating activities:
Changes in operating assets and liabilities:
Management fee receivable (440,821) --
Due from affiliate (3,352,513) $1,550
Deferred sales costs (485,536) --
Prepaid expenses (219,805) --
Accounts payable and other accrued expenses 686,196 1,000
---------------------------------------------------
Net cash provided by (used in) operating activities (8,486,929) 550
Financing activity
Contribution of capital by parent 9,300,000 5,000
---------------------------------------------------
Net cash provided by financing activity 9,300,000 5,000
Investing activity
Purchase of short-term investments (755,000) --
---------------------------------------------------
Net cash used in investing activity (755,000) --
---------------------------------------------------
Increase in cash and cash equivalents 58,071 5,550
Cash at beginning of year 30,000 24,450
---------------------------------------------------
Cash at end of year $ 88,071 $ 30,000
===================================================
See accompanying notes.
</TABLE>
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<PAGE>
ING Funds Distributor, Inc.
Notes to Financial Statements
December 31, 1999
1. Significant Accounting Policies
Organization
As of October 22, 1998, Equitable of Iowa Securities Network, a wholly owned
subsidiary of Equitable of Iowa Companies, Inc. ("EIC" or the "Parent"), was
renamed ING Funds Distributor, Inc. (the "Company"). EIC is an indirect wholly
owned subsidiary of ING Groep N.V., a global financial services holding company
based in The Netherlands. The Company engages primarily in the sale of shares of
mutual funds of sixteen open-end investment companies (the "Funds") comprising
the ING Funds Trust (the "Trust"), an affiliate. Pursuant to a distribution
agreement approved annually by the Trust's Board of Trustees, the Company
derives commission income from the sale of mutual fund shares, as well as
distribution and shareholder servicing fees from the Funds.
Prior to October 22, 1998, the Company operated as a broker-dealer, dealing
primarily in the sale of certain variable annuity contracts issued by Equitable
Life Insurance Company of Iowa Separate Account A. Commissions due on the sale
of certain variable annuity contracts issued by Equitable Life Insurance Company
of Iowa Separate Account A were paid by Equitable Life Insurance Company of Iowa
("Equitable Life"), an affiliate, directly to third-party wholesalers. On
October 28, 1998, the Company entered into a membership agreement with the
National Association of Securities Dealers, Inc. and began operating as a
broker-dealer dealing primarily with the distribution of mutual funds.
Cash and Cash Equivalents
The Company considers all liquid investments with a maturity of three months or
less when purchased to be cash equivalents.
Deferred Income Taxes
Deferred income tax assets or liabilities are computed based on the difference
between the financial statement and income tax bases of assets and liabilities
using the enacted marginal tax rate. Deferred income tax expense or benefit are
based on the changes in the asset or liability from period to period.
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Use of Estimates
The preparation of financial statements in conformity with generally accepted
accounting principles may require management to make certain estimates and
assumptions that affect the reported amounts of assets and liabilities at the
date of these financial statements and the reported amounts of income and
expenses during the reporting period. Actual results could differ from those
estimates.
Reclassifications
Certain amounts in the 1998 financial statements have been reclassified to
conform to the 1999 financial statement presentation.
2. Income Taxes
The results of the Company's operations are included in the consolidated tax
returns of EIC. The Parent and its subsidiaries each report current income tax
expense as allocated under a consolidated tax allocation agreement. Generally,
this allocation results in profitable companies recognizing a tax provision as
if the individual company filed a separate return and loss companies recognizing
benefits to the extent their losses contribute to reduce consolidated taxes.
Income tax benefit consists of the following:
Year ended December 31
1999 1998
------------------------------------------------
Federal $ (2,627,370) $ --
State (375,339) --
------------------------------------------------
$ (3,002,709) $ --
================================================
Income tax benefit differs from the amount computed by applying the statutory
federal income tax rate to income before income taxes due to non-deductible
meals and entertainment and state income taxes.
3. Regulatory Requirements
The Company is subject to the Securities and Exchange Commission uniform net
capital rule (Rule 15c3-1), which requires the maintenance of minimum net
capital and requires that the ratio of aggregate indebtedness to net capital,
both as defined therein, shall not exceed 15 to 1. At December 31, 1999, the
Company had defined net capital of $582,596, which was $536,850 in excess of its
required net capital of $45,746. The Company's ratio of aggregate indebtedness
to net capital was 1.18 to 1.
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4. Principal Broker-Dealer Agreement
Prior to October 22, 1998, pursuant to a Principal Broker-Dealer Agreement, the
operating costs paid by the Company were reimbursed by Equitable Life in
connection with services performed.
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