File No. 2-95130
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-1004
POST-EFFECTIVE
AMENDMENT NO. 10
TO
FORM S-6
For Registration Under the Securities Act of 1933 of Securities
of Unit Investment Trusts Registered on Form N-8B-2
THE FIRST TRUST OF INSURED MUNICIPAL BONDS -
MULTI-STATE, SERIES 6
(Exact Name of Trust)
NIKE SECURITIES L.P.
(Exact Name of Depositor)
1001 Warrenville Road
Lisle, Illinois 60532
(Complete address of Depositor's principal executive offices)
NIKE SECURITIES L.P. CHAPMAN AND CUTLER
Attn: James A. Bowen Attn: Eric F. Fess
1001 Warrenville Road 111 West Monroe Street
Lisle, Illinois 60532 Chicago, Illinois 60603
(Name and complete address of agents for service)
It is proposed that this filing will become effective (check
appropriate box)
: : immediately upon filing pursuant to paragraph (b)
: x : June 1, 1995
: : 60 days after filing pursuant to paragraph (a)
: : on (date) pursuant to paragraph (a) of rule (485 or 486)
Pursuant to Rule 24f-2 under the Investment Company Act of 1940,
the issuer has registered an indefinite amount of securities. A
24f-2 Notice for the offering was last filed on March 20, 1995.
<PAGE>
THE FIRST TRUST OF INSURED MUNICIPAL BONDS
MULTI-STATE - 6, CALIFORNIA TRUST, SERIES 1
3,423 UNITS
PROSPECTUS
Part One
Dated May 18, 1995
Note: Part One of this Prospectus may not be distributed unless accompanied by
Part Two and Part Three.
In the opinion of Counsel, interest income to the Trust and to Unit holders,
with certain exceptions, is exempt under existing law from all Federal income
taxes. In addition, the interest income is, in the opinion of Special
Counsel, exempt to the extent indicated from California State and local income
taxes. Capital gains, if any, are subject to tax.
The Trust
The First Trust of Insured Municipal Bonds - Multi-State - 6, California
Trust, Series 1 (the "Trust") is an insured and fixed portfolio of interest-
bearing obligations issued by or on behalf of municipalities and other
governmental authorities within the State of California, counties,
municipalities, authorities and political subdivisions thereof, and the
Commonwealth of Puerto Rico, or its authorities, the interest on which is, in
the opinion of recognized bond counsel to the issuing governmental
authorities, exempt from all Federal income taxes and from California State
and local income taxes under existing law. At April 17, 1995, each Unit
represented a 1/3,423 undivided interest in the principal and net income of
the Trust (see "The Fund" in Part Two).
The Units being offered by this Prospectus are issued and outstanding Units
which have been purchased by the Sponsor in the secondary market or from the
Trustee after having been tendered for redemption. The profit or loss
resulting from the sale of Units will accrue to the Sponsor. No proceeds from
the sale of Units will be received by the Trust.
Public Offering Price
The Public Offering Price of the Units is equal to the aggregate value of the
Bonds in the Portfolio of the Trust divided by the number of Units
outstanding, plus a sales charge of 5.6% of the Public Offering Price (5.932%
of the amount invested). At April 17, 1995, the Public Offering Price per
Unit was $167.64 plus net interest accrued to date of settlement (five
business days after such date) of $3.31 and $8.78 for the monthly and semi-
annual distribution plans, respectively (see "Market for Units" in Part Two).
Please retain all parts of this Prospectus for future reference.
______________________________________________________________________________
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY
IS A CRIMINAL OFFENSE.
______________________________________________________________________________
NIKE SECURITIES L.P.
Sponsor
<PAGE>
Estimated Current Return and Estimated Long-Term Return
Estimated Current Return to Unit holders under the semi-annual distribution
plan was 4.05% per annum on April 17, 1995, and 3.93% under the monthly
distribution plan. Estimated Long-Term Return to Unit holders under the semi-
annual distribution plan was 3.94% per annum on April 17, 1995, and 3.81%
under the monthly distribution plan. Estimated Current Return is calculated
by dividing the estimated net annual interest income per Unit by the Public
Offering Price. Estimated Long-Term Return is calculated using a formula
which (1) takes into consideration, and determines and factors in the relative
weightings of the market values, yields (which take into account the
amortization of premiums and the accretion of discounts) and estimated
retirements of all of the Bonds in the Trust; (2) takes into account the
expenses and sales charge associated with each Unit of the Trust; and
(3) takes into effect the tax-adjusted yield from potential capital gains at
the Date of Deposit. Since the market values and estimated retirements of the
Bonds and the expenses of the Trust will change, there is no assurance that
the present Estimated Current Return and Estimated Long-Term Return indicated
above will be realized in the future. Estimated Current Return and Estimated
Long-Term Return are expected to differ because the calculation of the
Estimated Long-Term Return reflects the estimated date and amount of principal
returned while the Estimated Current Return calculations include only Net
Annual Interest Income and Public Offering Price. The above figures are based
on estimated per Unit cash flows. Estimated cash flows will vary with changes
in fees and expenses, with changes in current interest rates, and with the
principal prepayment, redemption, maturity, call, exchange or sale of the
underlying Bonds. See "What are Estimated Current Return and Estimated Long-
Term Return?" in Part Two.
<PAGE>
THE FIRST TRUST OF INSURED MUNICIPAL BONDS
MULTI-STATE - 6, CALIFORNIA TRUST, SERIES 1
SUMMARY OF ESSENTIAL INFORMATION AS OF APRIL 17, 1995
Sponsor: Nike Securities L.P.
Evaluator: Securities Evaluation Service, Inc.
Trustee: The Bank of New York
<TABLE>
<CAPTION>
GENERAL INFORMATION
<S> <C>
Principal Amount of Bonds in the Trust $555,000
Number of Units 3,423
Fractional Undivided Interest in the Trust per Unit 1/3,423
Public Offering Price:
Aggregate Value of Bonds in the Portfolio $541,677
Aggregate Value of Bonds per Unit $158.25
Sales Charge 5.932% (5.6% of Public Offering Price) $9.39
Public Offering Price per Unit $167.64*
Redemption Price and Sponsor's Repurchase Price per Unit
($9.39 less than the Public Offering Price per Unit) $158.25*
Discretionary Liquidation Amount of the Trust (20% of the
original principal amount of Bonds in the Trust) $800,000
</TABLE>
Date Trust Established January 22, 1985
Mandatory Termination Date December 31, 2034
Evaluator's Fee: $15 per evaluation. Evaluations for purposes of sale,
purchase or redemption of Units are made as of the close of trading (4:00 p.m.
Eastern time) on the New York Stock Exchange on each day on which it is open.
[FN]
*Plus net interest accrued to date of settlement (five business days after
purchase) (see "Public Offering Price" herein and "Redemption of Units" and
"Purchase of Units by Sponsor" in Part Two).
<PAGE>
THE FIRST TRUST OF INSURED MUNICIPAL BONDS
MULTI-STATE - 6, CALIFORNIA TRUST, SERIES 1
SUMMARY OF ESSENTIAL INFORMATION AS OF APRIL 17, 1995
Sponsor: Nike Securities L.P.
Evaluator: Securities Evaluation Service, Inc.
Trustee: The Bank of New York
<TABLE>
<CAPTION>
PER UNIT INFORMATION BASED ON VARIOUS DISTRIBUTION PLANS
Semi-
Monthly Annual
<S> <C> <C>
Calculation of Estimated Net Annual Income:
Estimated Annual Interest Income $9.59 $9.59
Less: Estimated Annual Expense Excluding
Insurance $2.68 $2.48
Annual Premium on Portfolio Insurance $.32 $.32
Estimated Net Annual Interest Income $6.59 $6.79
Calculation of Interest Distribution:
Estimated Net Annual Interest Income $6.59 $6.79
Divided by 12 and 2, Respectively $.55 $3.40
Estimated Daily Rate of Net Interest Accrual $.0183 $.0189
Estimated Current Return Based on Public
Offering Price 3.93% 4.05%
Estimated Long-Term Return Based on Public
Offering Price 3.81% 3.94%
</TABLE>
Trustee's Annual Fee: $1.24 and $.69 per $1,000 principal amount of Bonds for
those portions of the Trust under the monthly and semi-annual distribution
plans, respectively.
Computation Dates: Fifteenth day of the month as follows: monthly--each
month; semi-annual--June and December.
Distribution Dates: First day of the month as follows: monthly--each month;
semi-annual--January and July.
<PAGE>
REPORT OF INDEPENDENT AUDITORS
The Unit Holders of The First Trust
of Insured Municipal Bonds
Multi-State - 6, California Trust,
Series 1
We have audited the accompanying statement of assets and liabilities,
including the portfolio, of The First Trust of Insured Municipal Bonds - Multi-
State - 6, California Trust, Series 1 as of January 31, 1995, and the related
statements of operations and changes in net assets for each of the three years
in the period then ended. These financial statements are the responsibility
of the Trust's Sponsor. Our responsibility is to express an opinion on these
financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. Our
procedures included confirmation of securities owned as of January 31, 1995,
by correspondence with the Trustee. An audit also includes assessing the
accounting principles used and significant estimates made by the Sponsor, as
well as evaluating the overall financial statement presentation. We believe
that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of The First Trust of Insured
Municipal Bonds - Multi-State - 6, California Trust, Series 1 at January 31,
1995, and the results of its operations and changes in its net assets for each
of the three years in the period then ended in conformity with generally
accepted accounting principles.
ERNST & YOUNG LLP
Chicago, Illinois
April 7, 1995
<PAGE>
THE FIRST TRUST OF INSURED MUNICIPAL BONDS
MULTI-STATE - 6, CALIFORNIA TRUST, SERIES 1
STATEMENT OF ASSETS AND LIABILITIES
January 31, 1995
<TABLE>
<CAPTION>
ASSETS
<S> <C>
Municipal bonds, at market value (cost $805,604)
(Notes 1 and 3) $940,486
Accrued interest 19,610
Cash 15,637
________
975,733
</TABLE>
<TABLE>
<CAPTION>
LIABILITIES AND NET ASSETS
<S> <C> <C>
Liabilities:
Distributions payable and accrued to unit holders 5,289
Accrued liabilities 39
________
5,328
________
Net assets, applicable to 3,444 outstanding units
of fractional undivided interest:
Cost of Trust assets (Note 1) $805,604
Net unrealized appreciation (Note 2) 134,882
Distributable funds 29,919
________
$970,405
========
Net asset value per unit $281.77
========
</TABLE>
[FN]
See accompanying notes to financial statements.
<PAGE>
THE FIRST TRUST OF INSURED MUNICIPAL BONDS -
MULTI-STATE - 6, CALIFORNIA TRUST, SERIES 1
PORTFOLIO - See notes to portfolio.
January 31, 1995
<TABLE>
<CAPTION>
Coupon
interest Date of Redemption Principal Market
Name of issuer and title of bond(f) rate maturity provisions(a) Rating(b) amount value
(Unaudited)
<S> <C> <C> <C> <C> <C> <C>
California Health Facilities Authority, Insured
Hospital Revenue (Adventist Health
System - West), 1984 Series A
(MBIA Insured) (c) (e) 10.00% 3/01/2014 1995 @ 102 AAA $240,000 245,555
City of Los Angeles, California, Hospital
Revenue Insured Certificates of Participation
(Adventist Health System-West), 1984 Series A,
White Memorial Medical Center 1995 @ 102
(MBIA Insured) (c) 10.00 3/01/2014 2005 @ 100 S.F. AAA 165,000 168,867
The Metropolitan Water District of Southern
California, Waterworks Refunding Revenue, 1995 @ 101.5
Issue of 1978 5.50 1/01/2010 2001 @ 100 S.F. AA+ 325,000 294,544
Puerto Rico Industrial, Medical and
Environmental Pollution Control Facilities
Financing Authority, Industrial Revenue 1995 @ 100
(Renasa, Inc. - Squibb Corporation Project) 6.50 7/01/2004 1995 @ 100 S.F. Aaa(d) 230,000 231,520
____________________
$960,000 940,486
====================
</TABLE>
<PAGE>
THE FIRST TRUST OF INSURED MUNICIPAL BONDS -
MULTI-STATE - 6, CALIFORNIA TRUST, SERIES 1
NOTES TO PORTFOLIO
January 31, 1995
(a) Shown under this heading are the year in which each issue of Bonds is
initially redeemable and the redemption price in that year or, if
currently redeemable, the redemption price at January 31, 1995. Unless
otherwise indicated, each issue continues to be redeemable at declining
prices thereafter (but not below par value). "S.F." indicates a sinking
fund is established with respect to an issue of bonds. In addition,
certain bonds are sometimes redeemable in whole or in part other than by
operation of the stated redemption or sinking fund provisions under
specified unusual or extraordinary circumstances. All of the Bonds in
the Trust are currently callable.
(b) The ratings shown are those effective at January 31, 1995. All ratings
are by Standard & Poor's Corporation unless otherwise indicated.
(c) Insurance has also been obtained by the Bond issuer.
(d) Rating by Moody's Investors Service, Inc.
(e) This issue of Bonds is secured by, and payable from, escrowed U.S.
Government securities.
(f) The Trust consists of three obligations of issuers located in California
and one obligation of an issuer located in Puerto Rico. None of the
Bonds in the Trust are general obligations of a governmental entity.
All issues are revenue bonds payable from the income of a specific
project or authority and are divided by purpose of issue as follows:
Health Care, 2; Water, 1; and Industrial, 1. Approximately 24%, 42% and
34% of the aggregate principal amount of the Bonds consist of industrial
revenue bonds, health care revenue bonds and water revenue bonds,
respectively. Each of the Bond issues represents 10% or more of the
aggregate principal amount of the Bonds in the Trust. The largest such
issue represents approximately 34%.
[FN]
See accompanying notes to financial statements.
<PAGE>
THE FIRST TRUST OF INSURED MUNICIPAL BONDS
MULTI-STATE - 6, CALIFORNIA TRUST, SERIES 1
STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
Year ended January 31,
1995 1994 1993
<S> <C> <C> <C>
Interest income $124,928 147,999 150,657
Expenses:
Trustee's fees and related expenses (5,314) (5,065) (5,132)
Insurance expense (Note 3) (1,896) (2,184) (2,240)
Evaluator's fees (3,900) (3,720) (3,735)
________________________________
Investment income - net 113,818 137,030 139,550
Net gain (loss) on investments:
Net realized gain (loss) (26,704) 169 210
Change in unrealized appreciation
or depreciation (73,240) (20,975) (18,317)
________________________________
(99,944) (20,806) (18,107)
________________________________
Net increase in net assets resulting
from operations $13,874 116,224 121,443
================================
</TABLE>
[FN]
See accompanying notes to financial statements.
<PAGE>
THE FIRST TRUST OF INSURED MUNICIPAL BONDS
MULTI-STATE - 6, CALIFORNIA TRUST, SERIES 1
STATEMENTS OF CHANGES IN NET ASSETS
<TABLE>
<CAPTION>
Year ended January 31,
1995 1994 1993
<S> <C> <C> <C>
Net increase in net assets resulting
from operations:
Investment income - net $113,818 137,030 139,550
Net realized gain (loss) on investments (26,704) 169 210
Change in unrealized appreciation or
depreciation on investments (73,240) (20,975) (18,317)
__________________________________
13,874 116,224 121,443
Distributions to unit holders:
Investment income - net (141,865) (136,657) (139,912)
Principal from investment transactions (610,645) - (11,106)
__________________________________
(752,510) (136,657) (151,018)
Unit redemptions (229, 105 and 21 in
1995, 1994 and 1993, respectively):
Principal portion (95,072) (50,282) (10,061)
Net interest accrued (3,514) (1,666) (416)
__________________________________
(98,586) (51,948) (10,477)
__________________________________
Total increase (decrease) in net assets (837,222) (72,381) (40,052)
Net assets:
At the beginning of the year 1,807,627 1,880,008 1,920,060
__________________________________
At the end of the year (including
distributable funds applicable to
Trust units of $29,919, $66,653
and $64,845 at January 31, 1995,
1994 and 1993, respectively) $970,405 1,807,627 1,880,008
==================================
Trust units outstanding at the end of
the year 3,444 3,673 3,778
</TABLE>
[FN]
See accompanying notes to financial statements.
<PAGE>
THE FIRST TRUST OF INSURED MUNICIPAL BONDS
MULTI-STATE - 6, CALIFORNIA TRUST, SERIES 1
NOTES TO FINANCIAL STATEMENTS
1. Significant accounting policies
Security valuation -
Bonds are stated at values as determined by Securities Evaluation Service,
Inc. (the Evaluator), certain shareholders of which are officers of the
Sponsor. The bond values are based on (1) current bid prices for the bonds
obtained from dealers or brokers who customarily deal in bonds comparable to
those held by the Trust, (2) current bid prices for comparable bonds, (3)
appraisal or (4) any combination of the above (see Note 3).
Security cost -
The Trust's cost of its portfolio is based on the offering prices of the bonds
on the Date of Deposit, January 22, 1985. The premium or discount (including
original issue discount) existing at the Date of Deposit is not being
amortized. Realized gain (loss) from bond transactions is reported on an
identified cost basis. Sales and redemptions of bonds are recorded on the
trade date.
Federal income taxes -
The Trust is not taxable for Federal income tax purposes. Each unit holder is
considered to be the owner of a pro rata portion of the Trust and,
accordingly, no provision has been made for Federal income taxes.
Expenses of the Trust -
In addition to insurance coverage acquired by the Trust (see Note 3), the
Trust pays a fee for Trustee services to The Bank of New York, which is based
on $1.24 and $.69 per $1,000 principal amount of bonds for those portions of
the Trust under the monthly and semi-annual distribution plans, respectively.
Additionally, a fee of $15 per evaluation is payable to the Evaluator and the
Trust pays all related expenses of the Trustee and recurring financial
reporting costs.
2. Unrealized appreciation and depreciation
An analysis of net unrealized appreciation at January 31, 1995 follows:
<TABLE>
<S> <C>
Unrealized appreciation $145,708
Unrealized depreciation (10,826)
_________
$134,882
=========
</TABLE>
<PAGE>
3. Insurance
The Trust has acquired insurance coverage which provides for the scheduled
payments of principal and interest on all bonds in its portfolio and two
issues are also insured by insurance obtained by the issuers of the bonds (see
Note (c) to portfolio). While insurance coverage acquired by an issuer of
bonds continues in force so long as the bonds are outstanding and the insurer
remains in business, insurance coverage acquired by the Trust is effective
only while the bonds are owned by the Trust and, in the event of disposition
of such a bond by the Trustee, the insurance terminates as to such bond on the
date of disposition. Pursuant to an irrevocable commitment of Financial
Guaranty Insurance Company, in the event of a sale of a bond from the
portfolio, the Trustee has the right to obtain permanent insurance for such
bond upon the payment of a single predetermined insurance premium from the
proceeds of the sale of such bond. Annual insurance premiums payable by the
Trust in future years, assuming no change in the portfolio, would be $1,337.
The valuation of bonds does not include any amount attributable to the
insurance acquired by the Trust as there has been no default in the payment of
principal or interest on the bonds in the portfolio as of the date of these
financial statements and, in the opinion of the Sponsor, the bonds are being
quoted in the market at a value which does not reflect a significant risk of
such default.
4. Other information
Cost to investors -
The cost to initial investors of units of the Trust was based on the aggregate
offering price of the bonds on the date of an investor's purchase, plus a
sales charge of 4.8% of the public offering price which is equivalent to
approximately 5.042% of the net amount invested.
Distributions to unit holders -
Distributions of net interest income to unit holders are made monthly or semi-
annually. Such income distributions per unit, on an accrual basis, were as
follows:
<TABLE>
<CAPTION>
Type of Year ended January 31,
distribution
plan 1995 1994 1993
<S> <C> <C> <C>
Monthly $39.43 36.30 36.85
Semi-annual 39.72 36.66 37.18
</TABLE>
<PAGE>
Selected data for a unit of the Trust
outstanding throughout each year -
<TABLE>
<CAPTION>
Year ended January 31,
1995 1994 1993
<S> <C> <C> <C>
Interest income $35.01 39.44 39.84
Expenses (3.11) (2.92) (2.94)
___________________________
Investment income - net 31.90 36.52 36.90
Distributions to unit holders:
Investment income - net (39.57) (36.43) (36.96)
Principal from investment transactions (174.88) - (2.94)
Net gain (loss) on investments (27.82) (5.57) (4.79)
___________________________
Total increase (decrease) in net assets (210.37) (5.48) (7.79)
Net assets:
Beginning of the year 492.14 497.62 505.41
___________________________
End of the year $281.77 492.14 497.62
===========================
</TABLE>
<PAGE>
THE FIRST TRUST OF INSURED MUNICIPAL BONDS
MULTI-STATE - 6, CALIFORNIA TRUST, SERIES 1
PART ONE
Must be Accompanied by Part Two and Part Three
____________________
P R O S P E C T U S
____________________
SPONSOR: Nike Securities L.P.
1001 Warrenville Road
Lisle, Illinois 60532
(800) 621-1675
TRUSTEE: The Bank of New York
Unit Investment Trust Division
101 Barclay Street, 20 West
New York, New York 10286
LEGAL COUNSEL Chapman and Cutler
TO SPONSOR: 111 West Monroe Street
Chicago, Illinois 60603
LEGAL COUNSEL Siller, Wilk, Mencher & Simkin
TO TRUSTEE: 767 3rd Avenue
New York, New York 10017
INDEPENDENT Ernst & Young LLP
AUDITORS: Sears Tower
233 South Wacker Drive
Chicago, Illinois 60606
This Prospectus does not constitute an offer to sell, or a solicitation of an
offer to buy, securities in any jurisdiction to any person to whom it is not
lawful to make such offer in such jurisdiction.
This Prospectus does not contain all the information set forth in the
registration statement and exhibits relating thereto, which the Trust has
filed with the Securities and Exchange Commission, Washington, D.C., under the
Securities Act of 1933 and the Investment Company Act of 1940, and to which
reference is hereby made.
<PAGE>
THE FIRST TRUST OF INSURED MUNICIPAL BONDS
MULTI-STATE - 6, FLORIDA TRUST, SERIES 1
2,701 UNITS
PROSPECTUS
Part One
Dated May 18, 1995
Note: Part One of this Prospectus may not be distributed unless accompanied by
Part Two and Part Three.
In the opinion of Counsel, interest income to the Trust and to Unit holders,
with certain exceptions, is exempt under existing law from all Federal income
taxes. In addition, the interest income is, in the opinion of Special
Counsel, exempt to the extent indicated from Florida State and local income
taxes. Capital gains, if any, are subject to tax.
The Trust
The First Trust of Insured Municipal Bonds - Multi-State - 6, Florida Trust,
Series 1 (the "Trust") is an insured and fixed portfolio of interest-bearing
obligations issued by or on behalf of municipalities and other governmental
authorities within the State of Florida, counties, municipalities, authorities
and political subdivisions thereof, the interest on which is, in the opinion
of recognized bond counsel to the issuing governmental authorities, exempt
from all Federal income taxes and from Florida State and local income taxes
under existing law. At April 17, 1995, each Unit represented a 1/2,701
undivided interest in the principal and net income of the Trust (see "The
Fund" in Part Two).
The Units being offered by this Prospectus are issued and outstanding Units
which have been purchased by the Sponsor in the secondary market or from the
Trustee after having been tendered for redemption. The profit or loss
resulting from the sale of Units will accrue to the Sponsor. No proceeds from
the sale of Units will be received by the Trust.
Public Offering Price
The Public Offering Price of the Units is equal to the aggregate value of the
Bonds in the Portfolio of the Trust divided by the number of Units
outstanding, plus a sales charge of 4.8% of the Public Offering Price (5.042%
of the amount invested). At April 17, 1995, the Public Offering Price per
Unit was $409.32 plus net interest accrued to date of settlement (five
business days after such date) of $6.13 and $13.80 for the monthly and semi-
annual distribution plans, respectively (see "Market for Units" in Part Two).
Please retain all parts of this Prospectus for future reference.
______________________________________________________________________________
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY
IS A CRIMINAL OFFENSE.
______________________________________________________________________________
NIKE SECURITIES L.P.
Sponsor
<PAGE>
Estimated Current Return and Estimated Long-Term Return
Estimated Current Return to Unit holders under the semi-annual distribution
plan was 6.25% per annum on April 17, 1995, and 6.17% under the monthly
distribution plan. Estimated Long-Term Return to Unit holders under the semi-
annual distribution plan was 4.98% per annum on April 17, 1995, and 4.90%
under the monthly distribution plan. Estimated Current Return is calculated
by dividing the estimated net annual interest income per Unit by the Public
Offering Price. Estimated Long-Term Return is calculated using a formula
which (1) takes into consideration, and determines and factors in the relative
weightings of the market values, yields (which take into account the
amortization of premiums and the accretion of discounts) and estimated
retirements of all of the Bonds in the Trust; (2) takes into account the
expenses and sales charge associated with each Unit of the Trust; and (3)
takes into effect the tax-adjusted yield from potential capital gains at the
Date of Deposit. Since the market values and estimated retirements of the
Bonds and the expenses of the Trust will change, there is no assurance that
the present Estimated Current Return and Estimated Long-Term Return indicated
above will be realized in the future. Estimated Current Return and Estimated
Long-Term Return are expected to differ because the calculation of the
Estimated Long-Term Return reflects the estimated date and amount of principal
returned while the Estimated Current Return calculations include only Net
Annual Interest Income and Public Offering Price. The above figures are based
on estimated per Unit cash flows. Estimated cash flows will vary with changes
in fees and expenses, with changes in current interest rates, and with the
principal prepayment, redemption, maturity, call, exchange or sale of the
underlying Bonds. See "What are Estimated Current Return and Estimated Long-
Term Return?" in Part Two.
<PAGE>
THE FIRST TRUST OF INSURED MUNICIPAL BONDS
MULTI-STATE - 6, FLORIDA TRUST, SERIES 1
SUMMARY OF ESSENTIAL INFORMATION AS OF APRIL 17, 1995
Sponsor: Nike Securities L.P.
Evaluator: Securities Evaluation Service, Inc.
Trustee: The Bank of New York
<TABLE>
<CAPTION>
GENERAL INFORMATION
<S> <C>
Principal Amount of Bonds in the Trust $900,000
Number of Units 2,701
Fractional Undivided Interest in the Trust per Unit 1/2,701
Public Offering Price:
Aggregate Value of Bonds in the Portfolio $1,052,508
Aggregate Value of Bonds per Unit $389.67
Sales Charge 5.042% (4.8% of Public Offering Price) $19.65
Public Offering Price per Unit $409.32*
Redemption Price and Sponsor's Repurchase Price per Unit
($19.65 less than the Public Offering Price per Unit) $389.67*
Discretionary Liquidation Amount of the Trust (20% of the
original principal amount of Bonds in the Trust) $600,000
</TABLE>
Date Trust Established January 22, 1985
Mandatory Termination Date December 31, 2034
Evaluator's Fee: $15 per evaluation. Evaluations for purposes of sale,
purchase or redemption of Units are made as of the close of trading on the New
York Stock Exchange on each day on which it is open.
[FN]
*Plus net interest accrued to date of settlement (five business days after
purchase) (see "Public Offering Price" herein and "Redemption of Units" and
"Purchase of Units by Sponsor" in Part Two).
<PAGE>
THE FIRST TRUST OF INSURED MUNICIPAL BONDS
MULTI-STATE - 6, FLORIDA TRUST, SERIES 1
SUMMARY OF ESSENTIAL INFORMATION AS OF APRIL 17, 1995
Sponsor: Nike Securities L.P.
Evaluator: Securities Evaluation Service, Inc.
Trustee: The Bank of New York
<TABLE>
<CAPTION>
PER UNIT INFORMATION BASED ON VARIOUS DISTRIBUTION PLANS
Semi-
Monthly Annual
<S> <C> <C>
Calculation of Estimated Net Annual Income:
Estimated Annual Interest Income $29.31 $29.31
Less: Estimated Annual Expense Excluding
Insurance $3.31 $3.01
Annual Premium on Portfolio Insurance $.73 $.73
Estimated Net Annual Interest Income $25.27 $25.57
Calculation of Interest Distribution:
Estimated Net Annual Interest Income $25.27 $25.57
Divided by 12 and 2, Respectively $2.11 $12.79
Estimated Daily Rate of Net Interest Accrual $.0702 $.0710
Estimated Current Return Based on Public
Offering Price 6.17% 6.25%
Estimated Long-Term Return Based on Public
Offering Price 4.90% 4.98%
</TABLE>
Trustee's Annual Fee: $1.24 and $.69 per $1,000 principal amount of Bonds for
those portions of the Trust under the monthly and semi-annual distribution
plans, respectively.
Computation Dates: Fifteenth day of the month as follows: monthly--each
month; semi-annual--June and December.
Distribution Dates: First day of the month as follows: monthly--each month;
semi-annual--January and July.
<PAGE>
REPORT OF INDEPENDENT AUDITORS
The Unit Holders of The First Trust of
Insured Municipal Bonds - Multi-State - 6,
Florida Trust, Series 1
We have audited the accompanying statement of assets and liabilities,
including the portfolio, of The First Trust of Insured Municipal Bonds - Multi-
State - 6, Florida Trust, Series 1 as of January 31, 1995, and the related
statements of operations and changes in net assets for each of the three years
in the period then ended. These financial statements are the responsibility
of the Trust's Sponsor. Our responsibility is to express an opinion on these
financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. Our
procedures included confirmation of securities owned as of January 31, 1995,
by correspondence with the Trustee. An audit also includes assessing the
accounting principles used and significant estimates made by the Sponsor, as
well as evaluating the overall financial statement presentation. We believe
that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of The First Trust of Insured
Municipal Bonds - Multi-State - 6, Florida Trust, Series 1 at January 31,
1995, and the results of its operations and changes in its net assets for each
of the three years in the period then ended in conformity with generally
accepted accounting principles.
ERNST & YOUNG LLP
Chicago, Illinois
April 7, 1995
<PAGE>
THE FIRST TRUST OF INSURED MUNICIPAL BONDS
MULTI-STATE - 6, FLORIDA TRUST, SERIES 1
STATEMENT OF ASSETS AND LIABILITIES
January 31, 1995
<TABLE>
<CAPTION>
ASSETS
<S> <C>
Municipal bonds, at market value (cost $820,661)
(Notes 1 and 3) $1,031,578
Accrued interest 15,769
Cash 2,251
__________
1,049,598
</TABLE>
<TABLE>
<CAPTION>
LIABILITIES AND NET ASSETS
<S> <C> <C>
Liabilities:
Distributions payable and accrued to unit holders 5,797
Accrued liabilities 46
__________
5,843
__________
Net assets, applicable to 2,761 outstanding units
of fractional undivided interest:
Cost of Trust assets (Note 1) $820,661
Net unrealized appreciation (Note 2) 210,917
Distributable funds 12,177
________
$1,043,755
==========
Net asset value per unit $378.04
==========
</TABLE>
[FN]
See accompanying notes to financial statements.
<PAGE>
THE FIRST TRUST OF INSURED MUNICIPAL BONDS -
MULTI-STATE - 6, FLORIDA TRUST, SERIES 1
PORTFOLIO - See notes to portfolio.
January 31, 1995
<TABLE>
<CAPTION>
Coupon Standard
interest Date of Redemption & Poor's Principal Market
Name of issuer and title of bond (d) rate maturity provisions(a) rating(b) amount value
(Unaudited)
<S> <C> <C> <C> <C> <C> <C>
State of Florida, Full Faith and Credit,
Broward County Expressway Authority,
Series of 1984 (General Obligation),
Division of Bond Finance of the Department
of General Services 10.00% 7/01/2014 2010 @ 100 S.F. AA $435,000 577,943
Florida Municipal Power Agency, St. Lucie
Project Revenue, Series 1983 5.00 10/01/2017 1995 @ 100 AAA 200,000 161,635
Jacksonville Electric Authority (Jacksonville,
Florida), St. Johns River Power Park System 1995 @ 100
Revenue, Issue One, Series Two 7.25 10/01/2013 2005 @ 100 S.F. AA 50,000 50,012
Jacksonville Electric Authority (Jacksonville,
Florida), St. Johns River Power Park System
Revenue, Issue One, Series Four (c) 10.25 10/01/2020 1995 @ 102 AAA 215,000 226,591
Pinellas County, Florida, Pollution Control 1995 @ 101
Revenue, Florida Power Corporation 10.25 12/01/2010 2005 @ 100 S.F. AA- 15,000 15,397
____________________
$915,000 1,031,578
====================
</TABLE>
<PAGE>
THE FIRST TRUST OF INSURED MUNICIPAL BONDS -
MULTI-STATE - 6, FLORIDA TRUST, SERIES 1
NOTES TO PORTFOLIO
January 31, 1995
(a) Shown under this heading are the year in which each issue of Bonds is
initially redeemable and the redemption price in that year or, if
currently redeemable, the redemption price at January 31, 1995. Unless
otherwise indicated, each issue continues to be redeemable at declining
prices thereafter (but not below par value). "S.F." indicates a sinking
fund is established with respect to an issue of bonds. In addition,
certain bonds are sometimes redeemable in whole or in part other than by
operation of the stated redemption or sinking fund provisions under
specified unusual or extraordinary circumstances. Approximately 52% of
the aggregate principal amount of the Bonds in the Trust is subject to
call within five years.
(b) The ratings shown are those effective at January 31, 1995.
(c) This issue of Bonds is secured by, and payable from, escrowed U.S.
Government securities.
(d) The Trust consists of five obligations of issuers located in Florida.
One of the Bonds in the Trust, representing approximately 48% of the
aggregate principal amount of the Bonds, is a general obligation of a
governmental entity. The remaining issues are electric revenue bonds
payable from the income of a specific project or authority.
Approximately 52% of the aggregate principal amount of the Bonds in the
Trust consist of electric revenue bonds. Each of three Bond issues
represents 10% or more of the aggregate principal amount of the Bonds in
the Trust or a total of approximately 93%. The largest such issue
represents approximately 48%.
[FN]
See accompanying notes to financial statements.
<PAGE>
THE FIRST TRUST OF INSURED MUNICIPAL BONDS
MULTI-STATE - 6, FLORIDA TRUST, SERIES 1
STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
Year ended January 31,
1995 1994 1993
<S> <C> <C> <C>
Interest income $155,078 211,540 233,996
Expenses:
Trustee's fees and related expenses (5,189) (5,143) (6,038)
Insurance expense (Note 3) (3,339) (4,855) (5,669)
Evaluator's fees (3,900) (3,825) (3,720)
________________________________
Investment income - net 142,650 197,717 218,569
Net gain (loss) on investments:
Net realized gain (loss) (39,814) (2,201) 61,986
Change in unrealized appreciation
or depreciation (124,640) 15,609 (68,794)
________________________________
(164,454) 13,408 (6,808)
________________________________
Net increase (decrease) in net assets
resulting from operations $(21,804) 211,125 211,761
================================
</TABLE>
[FN]
See accompanying notes to financial statements.
<PAGE>
THE FIRST TRUST OF INSURED MUNICIPAL BONDS
MULTI-STATE - 6, FLORIDA TRUST, SERIES 1
STATEMENTS OF CHANGES IN NET ASSETS
<TABLE>
<CAPTION>
Year ended January 31,
1995 1994 1993
<S> <C> <C> <C>
Net increase (decrease) in net assets
resulting from operations:
Investment income - net $142,650 197,717 218,569
Net realized gain (loss) on investments (39,814) (2,201) 61,986
Change in unrealized appreciation
or depreciation on investments (124,640) 15,609 (68,794)
__________________________________
(21,804) 211,125 211,761
Distributions to unit holders:
Investment income - net (170,615) (201,586) (220,203)
Principal from investment transactions (1,134,093) (75,848) (311,385)
__________________________________
(1,304,708) (277,434) (531,588)
__________________________________
Unit redemptions (160 and 5 in 1995 and
1994, respectively):
Principal portion (71,557) (4,149) -
Net interest accrued (1,808) (84) -
__________________________________
(73,365) (4,233) -
__________________________________
Total increase (decrease) in net assets (1,399,877) (70,542) (319,827)
Net assets:
At the beginning of the year 2,443,632 2,514,174 2,834,001
__________________________________
At the end of the year (including
distributable funds applicable to
Trust units of $12,177, $46,253
and $50,203 at January 31, 1995,
1994 and 1993, respectively) $1,043,755 2,443,632 2,514,174
==================================
Trust units outstanding at the end
of the year 2,761 2,921 2,926
</TABLE>
[FN]
See accompanying notes to financial statements.
<PAGE>
THE FIRST TRUST OF INSURED MUNICIPAL BONDS
MULTI-STATE - 6, FLORIDA TRUST, SERIES 1
NOTES TO FINANCIAL STATEMENTS
1. Significant accounting policies
Security valuation -
Bonds are stated at values as determined by Securities Evaluation Service,
Inc. (the Evaluator), certain shareholders of which are officers of the
Sponsor. The bond values are based on (1) current bid prices for the bonds
obtained from dealers or brokers who customarily deal in bonds comparable to
those held by the Trust, (2) current bid prices for comparable bonds, (3)
appraisal or (4) any combination of the above (see Note 3).
Security cost -
The Trust's cost of its portfolio is based on the offering prices of the bonds
on the Date of Deposit, January 22, 1985. The premium or discount (including
original issue discount) existing at the Date of Deposit is not being
amortized. Realized gain (loss) from bond transactions is reported on an
identified cost basis. Sales and redemptions of bonds are recorded on the
trade date.
Federal income taxes -
The Trust is not taxable for Federal income tax purposes. Each unit holder is
considered to be the owner of a pro rata portion of the Trust and,
accordingly, no provision has been made for Federal income taxes.
Expenses of the Trust -
In addition to insurance coverage acquired by the Trust (see Note 3), the
Trust pays a fee for Trustee services to The Bank of New York, which is based
on $1.24 and $.69 per $1,000 principal amount of Bonds for those portions of
the Trust under the monthly and semi-annual distribution plans, respectively.
Additionally, a fee of $15 per evaluation is payable to the Evaluator and the
Trust pays all related expenses of the Trustee and recurring financial
reporting costs.
2. Unrealized appreciation and depreciation
An analysis of net unrealized appreciation at January 31, 1995 follows:
<TABLE>
<S> <C>
Unrealized appreciation $210,931
Unrealized depreciation (14)
________
$210,917
========
</TABLE>
<PAGE>
3. Insurance
The Trust has acquired insurance coverage which provides for the scheduled
payments of principal and interest on all bonds in its portfolio. Such
insurance coverage acquired by the Trust is effective only while the bonds are
owned by the Trust and, in the event of disposition of such a bond by the
Trustee, the insurance terminates as to such bond on the date of disposition.
Pursuant to an irrevocable commitment of Financial Guaranty Insurance Company,
in the event of a sale of a bond from the portfolio, the Trustee has the right
to obtain permanent insurance for such bond upon the payment of a single
predetermined insurance premium from the proceeds of the sale of such bond.
Annual insurance premiums payable by the Trust in future years, assuming no
change in the portfolio, would be $2,012.
The valuation of bonds does not include any amount attributable to the
insurance acquired by the Trust as there has been no default in the payment of
principal or interest on the bonds in the portfolio as of the date of these
financial statements and, in the opinion of the Sponsor, there is no
significant risk of such default.
4. Other information
Cost to investors -
The cost to initial investors of units of the Trust was based on the aggregate
offering price of the bonds on the date of an investor's purchase, plus a
sales charge of 4.8% of the public offering price which is equivalent to
approximately 5.042% of the net amount invested.
Distributions to unit holders -
Distributions of net interest income to unit holders are made monthly or semi-
annually. Such income distributions per unit, on an accrual basis, were as
follows:
<TABLE>
<CAPTION>
Type of Year ended January 31,
distribution
plan 1995 1994 1993
<S> <C> <C> <C>
Monthly $58.69 68.86 75.02
Semi-annual 59.19 69.27 75.63
</TABLE>
<PAGE>
Selected data for a unit of the Trust
outstanding throughout each year -
<TABLE>
<CAPTION>
Year ended January 31,
1995 1994 1993
<S> <C> <C> <C>
Interest income $54.07 72.30 79.97
Expenses (4.33) (4.72) (5.27)
___________________________
Investment income - net 49.74 67.58 74.70
Distributions to unit holders:
Investment income - net (58.99) (68.90) (75.26)
Principal from investment transactions (392.80) (25.94) (106.42)
Net gain (loss) on investments (56.48) 4.58 (2.33)
___________________________
Total increase (decrease) in net assets (458.53) (22.68) (109.31)
Net assets:
Beginning of the year 836.57 859.25 968.56
___________________________
End of the year $378.04 836.57 859.25
===========================
</TABLE>
<PAGE>
THE FIRST TRUST OF INSURED MUNICIPAL BONDS
MULTI-STATE - 6, FLORIDA TRUST, SERIES 1
PART ONE
Must be Accompanied by Part Two and Part Three
____________________
P R O S P E C T U S
____________________
SPONSOR: Nike Securities L.P.
1001 Warrenville Road
Lisle, Illinois 60532
(800) 621-1675
TRUSTEE: The Bank of New York
Unit Investment Trust Division
101 Barclay Street, 20 West
New York, New York 10286
LEGAL COUNSEL Chapman and Cutler
TO SPONSOR: 111 West Monroe Street
Chicago, Illinois 60603
LEGAL COUNSEL Siller, Wilk, Mencher & Simkin
TO TRUSTEE: 767 3rd Avenue
New York, New York 10017
INDEPENDENT Ernst & Young LLP
AUDITORS: Sears Tower
233 South Wacker Drive
Chicago, Illinois 60606
This Prospectus does not constitute an offer to sell, or a solicitation of an
offer to buy, securities in any jurisdiction to any person to whom it is not
lawful to make such offer in such jurisdiction.
This Prospectus does not contain all the information set forth in the
registration statement and exhibits relating thereto, which the Trust has
filed with the Securities and Exchange Commission, Washington, D.C., under the
Securities Act of 1933 and the Investment Company Act of 1940, and to which
reference is hereby made.
The First Trust (registered trademark) of Insured Municipal Bonds
The First Trust of Insured Municipal Bonds-Multi-State
PROSPECTUS NOTE: THIS PART TWO PROSPECTUS MAY
Part Two ONLY BE USED WITH PART ONE
Dated April 21, 1995 AND PART THREE
The Fund. The First Trust of Insured Municipal Bonds and The First
Trust of Insured Municipal Bonds-Multi-State (collectively, the
"Fund") consist of underlying separate unit investment trusts
(the "Trusts"). Each Trust is an insured portfolio of interest-bearing
obligations (the "Bonds") issued by or on behalf of municipalities
and other governmental authorities within the state for which
the Trust is named, counties, municipalities, authorities and
political subdivisions thereof, the Commonwealth of Puerto Rico,
or its authorities, or other territories of the United States
or authorities thereof, the interest on which is, in the opinion
of recognized bond counsel to the respective issuing governmental
authorities, exempt from all Federal income taxes and, where applicable,
from state and local income taxes under existing law at the date
of issuance of such Bonds. The Bonds are referred to herein as
"Bonds" or "Securities." Each trust of the Fund owns an insured
portfolio of Bonds meeting the criteria described above. The objectives
of the Fund are Federal, state and local tax-exempt income and
conservation of capital through an investment in an insured portfolio
of tax-exempt Bonds. The payment of interest and the preservation
of principal are dependent upon the continuing ability of the
issuers and/or obligors of Bonds and of the insurers or reinsurers
to meet their respective obligations. The Portfolio, essential
information based thereon and financial statements, including
a report of independent auditors relating to the series of the
Fund offered hereby, are contained in Part One to which reference
should be made for such information.
IN THE OPINION OF COUNSEL, INTEREST INCOME TO EACH SERIES OF THE
FUND AND TO THE RESPECTIVE UNIT HOLDERS THEREOF, WITH CERTAIN
EXCEPTIONS, IS EXEMPT UNDER EXISTING LAW FROM ALL FEDERAL INCOME
TAXES. IN ADDITION, THE INTEREST INCOME TO EACH SERIES OF THE
FUND IS, IN THE OPINION OF SPECIAL COUNSEL, EXEMPT TO THE EXTENT
INDICATED FROM STATE AND LOCAL TAXES WHEN HELD BY RESIDENTS OF
THE STATE IN WHICH THE ISSUERS OF THE BONDS IN SUCH SERIES ARE
LOCATED. CAPITAL GAINS, IF ANY, ARE SUBJECT TO TAX.
Distributions. Distributions of interest received by the Fund,
pro-rated on an annual basis, are made monthly, quarterly (if
applicable) or semi-annually as the Unit holder has elected. Except
as described herein, distributions of funds from the Principal
Account, if any, are made as set forth in Part One for each Trust
to Unit holders of record on the fifteenth day of such month.
Information respecting the estimated current return and estimated
long-term return to Unit holders is contained in Part One.
Reinvestment. Distributions to Unit holders may be reinvested
as described herein (See "How Can Distributions to Unit Holders
be Reinvested?")
ALL PARTS OF THE PROSPECTUS SHOULD BE RETAINED FOR FUTURE
REFERENCE.
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE
SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION
NOR HAS THE SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES
COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS.
ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
Page 1
Portfolio Insurance. Insurance has been obtained from an independent
company, by each series of the Fund (except for The First Trust
of Insured Municipal Bonds-Multi-State: Pennsylvania Trust, Series
6) and/or by the issuer of the Bonds involved, guaranteeing the
payments of principal and interest on the Securities in the Portfolio
of each series of the Fund. Insurance obtained by each series
of the National Trust, prior to Series 112 and for each Series
of the New York and Pennsylvania Trust, applies only while Bonds
are retained in such Trust. For each Series of the Multi-State
Trust (except for Multi-State Trust: Pennsylvania Trust, Series
6) and for Series 112 and subsequent Series of the National Trust,
the Trustee, upon the sale of a Bond in any such Series, has the
right to obtain permanent insurance with respect to such Bond
(i.e., insurance to maturity of the Bonds regardless of the identity
of the holder thereof [the "Permanent Insurance"]). For The First
Trust of Insured Municipal Bonds-Multi-State: Pennsylvania Trust,
Series 6 all of the Bonds are insured under policies of insurance
obtained by the issuers of the Bonds. See Part One for information
concerning Bonds insured by each series of the Fund and Bonds
insured by the issuers thereof. Insurance obtained by each series
of the Fund applies only while Bonds are retained in the Fund
while insurance obtained by a Bond issuer, if any, is effective
so long as such Bonds are outstanding. Such insurance relates
only to the Securities in the Fund and not to the Units. As a
result of such insurance, the Units have received a rating of
"AAA" by Standard & Poor's Ratings Group, a Division of McGraw-Hill,
Inc. ("Standard & Poor's"). (See "Why and How are the Trusts Insured?")
No representation is made as to any insurer's or reinsurer's ability
to meet its commitments. For Series 112 and subsequent Series
of the National Trust and any Series of The First Trust of Insured
Municipal Bonds-Multi-State (except for Multi-State Trust: Pennsylvania
Trust, Series 6), pursuant to an irrevocable commitment of Financial
Guaranty Insurance Company, in the event of a sale of a Bond insured
by such Series of the National Trust and Multi-State Trust, the
Trustee has the right to obtain permanent insurance for such Bond
upon the payment of a single predetermined insurance premium from
the proceeds of the sale of such Bond.
Offering. The Units offered hereby are issued and outstanding
Units which have been reacquired either by purchase from the Trustee
of Units tendered for redemption or by purchase in the open market.
The price paid in each instance was not less than the value of
the Securities per Unit, plus net interest accrued to the date
of settlement, determined as provided herein under "How is the
Public Offering Price Determined?" Any profit or loss resulting
from the sale of Units will accrue to the Sponsor or other dealers
selling the Units and no proceeds from any such sale will be received
by the Fund.
The Public Offering Price of the Units is equal to the value of
the Securities in the portfolio of the series of the Fund represented
by the Units being offered divided by the number of Units outstanding,
plus a sales charge as indicated in Part One for each Trust plus
net interest accrued to the date of settlement.
Market. The Sponsor, although not obligated to do so, intends
to maintain a market for Units in all series of the Fund at prices
based upon the value of the Securities in the related portfolio.
In the absence of such a market, a Unit holder will nonetheless
be able to dispose of Units by redemption at prices based upon
the value of the underlying Securities (see "How May Units be
Redeemed?"). The value of neither the underlying Bonds nor the
Units, absent situations in which Bonds are in default in payment
of principal or interest or, in the Sponsor's opinion, in significant
risk of such default, include value attributable to the portfolio
insurance obtained by each series of the Fund. (See "Why and How
are the Trusts Insured?")
Page 2
The First Trust of Insured Municipal Bonds
The First Trust of Insured Municipal Bonds-Multi-State
What are The First Trust of Insured Municipal Bonds and The First
Trust of Insured Municipal Bonds-Multi-State?
The Fund is a series of trusts of either The First Trust of Insured
Municipal Bonds (the "National Trust"), The First Trust of Insured
Municipal Bonds-New York Series (the "New York Trust"), The First
Trust of Insured Municipal Bonds-Pennsylvania Series (the "Pennsylvania
Trust") or The First Trust of Insured Municipal Bonds-Multi-State
(the "Multi-State Trust") all of which generally are similar but
each of which is separate and is designated by a different series
number. Each Series consists of underlying separate unit investment
trusts (such Trusts being collectively referred to herein as the
"Fund") created under the laws of the State of New York pursuant
to a Trust Agreement (the "Indenture") dated the Date of Deposit
with Nike Securities L.P., as Sponsor, Securities Evaluation Service,
Inc., as Evaluator, and The Bank of New York, as Trustee for Series
8-137 of the National Trust, all Series of the New York Trust
and Pennsylvania Trust and Series 1-9 of the Multi-State Trust,
and United States Trust Company of New York, as Trustee for Series
138 and subsequent Series of the National Trust and Series 10
and 11 of the Multi-State Trust.
The objectives of the Fund and each series thereof are income
exempt from Federal income tax and, additionally, for all Series
of the Fund other than the National Trust from state and local
income tax and conservation of capital through an investment in
an insured portfolio of interest-bearing obligations (the "Bonds")
(and in certain series, Existing Fund Units representing an undivided
interest in such obligations) issued by or on behalf of states,
counties, territories or municipalities of the United States or
authorities or political subdivisions thereof, the interest on
which is, in the opinion of recognized bond counsel to the issuing
governmental authorities, exempt from all Federal income tax under
existing law. The Bonds and the Existing Fund Units are collectively
referred to herein as "Securities." Insurance has been obtained
by each Series of the Fund and/or by the issuer of the Bonds involved
guaranteeing the payment of principal and interest on the Bonds
when such principal and interest shall become due for payment.
Insurance has been obtained by each Series of the Fund from either
AMBAC Indemnity Corporation ("AMBAC Indemnity") or Financial Guaranty
Insurance Company ("Financial Guaranty") (except for the Multi-State
Trust: Pennsylvania Trust, Series 6). For Series of the Multi-State
Trust (except for Multi-State Trust: Pennsylvania Trust, Series
6) and for Series 112 and subsequent Series of the National Trust,
the Trustee upon sale of a Bond in any such Series has the right
to obtain Permanent Insurance for the Bond which is sold. All
of the Bonds in the Multi-State Trust: Pennsylvania Trust, Series
6 are insured under policies of insurance obtained by the issuer
of the Bonds. Insurance obtained by Series 8-111 of the National
Trust, and all Series of the New York Trust and the Pennsylvania
Trust is applicable only while the Bonds thus insured are held
in the Fund. Insurance obtained by each series of the Fund from
Financial Guaranty covers all Bonds in such series. Insurance
obtained by each series of the Fund from AMBAC Indemnity covers
all Bonds in such series which were not insured by the issuer.
The underlying Bonds represented by the Existing Fund Units have
been insured under substantially identical policies with AMBAC
Indemnity at the time of creation of the respective series (or
in certain instances some of such Bonds have been insured by the
respective issuers of such bonds through insurance obtained from
AMBAC Indemnity). Thus, the Bonds underlying the Existing Fund
Units are not additionally insured by the respective series. THERE
IS, OF COURSE, NO GUARANTEE THAT THE FUND'S OBJECTIVES WILL BE
ACHIEVED. AN INVESTMENT IN THE FUND SHOULD BE MADE WITH AN UNDERSTANDING
OF THE RISKS WHICH AN INVESTMENT IN FIXED RATE LONG-TERM DEBT
OBLIGATIONS MAY ENTAIL, INCLUDING THE RISK THAT THE VALUE OF THE
UNITS WILL DECLINE WITH INCREASES IN INTEREST RATES.
Neither the Public Offering Price nor any evaluation of Units
for purposes of repurchases or redemptions reflects any element
of value for the insurance obtained by the Fund unless Bonds are
in default in payment of principal or interest or, in the Sponsor's
opinion, are being quoted in the market at values which reflect
a significant risk of such default. See "Public Offering-How is
the Public Offering Price Determined?" On the other
Page 3
hand, the value of insurance obtained by the issuer of the Bonds
is reflected and included in the market value of such Bonds.
Insurance is not a substitute for the basic credit of an issuer,
but supplements the existing credit and provides additional security
therefor. If an issue is accepted for insurance, a noncancellable
policy for the scheduled payment of interest and principal on
the Bonds is issued by the insurer. A single premium is paid for
any Bonds insured by an issuer and a monthly premium is paid by
each series of the Fund for the insurance obtained by it. All
Bonds insured by the issuer thereof by AMBAC Indemnity and Financial
Guaranty receive an "AAA" rating by Standard & Poor's and an "Aaa"
rating by Moody's Investors Service, Inc. See "Why and How are
the Trusts Insured?"
In selecting Bonds for the Fund, the following facts, among others,
were considered: (i) the Standard & Poor's rating of the Bonds
was in no case less than "BBB" or the Moody's Investors Service,
Inc. rating of the Bonds was in no case less than "Baa," at the
date the series was established, including provisional or conditional
ratings, respectively, or if not rated, the Bonds had, in the
opinion of the Sponsor, credit characteristics sufficiently similar
to the credit characteristics of interest-bearing tax-exempt obligations
that were so rated as to be acceptable for acquisition by the
Fund (see "Description of Bond Ratings"), (ii) the prices of the
Bonds relative to other bonds of comparable quality and maturity,
(iii) the availability and cost of insurance on the principal
and interest of the Bonds and (iv) the diversification of Bonds
as to purpose of issue and location of issuer.
Subsequent to the Date of Deposit, a Bond may cease to be rated
or its rating may be reduced below the minimum required as of
the Date of Deposit. Neither event requires the elimination of
such Bond from the Portfolio, but may be considered in the Sponsor's
determination as to whether or not to direct the Trustee to dispose
of a Bond. See "Rights of Unit Holders-How May Bonds be Removed
from the Fund?" The Portfolio appearing in Part One contains Bond
ratings, if any, for the Bonds listed at the date shown.
Certain of the Bonds in certain series of the Fund may be general
obligations of governmental entities that are backed by the taxing
power of such entities. The number and percentage of the aggregate
principal amount of Bonds in the Portfolio of each series of the
Fund which are general obligations of governmental entities are
indicated in Part One. The remaining Bonds are revenue bonds payable
from the income of a specific project or authority and are not
supported by the issuer's power to levy taxes. General obligation
bonds are secured by the issuer's pledge of its faith, credit
and taxing power for the payment of principal and interest. Revenue
bonds, on the other hand, are payable only from the revenues derived
from a particular facility or class of facilities or, in some
cases, from the proceeds of a special excise tax or other specific
revenue source. There are, of course, variations in the security
of the different Bonds in the Fund, both within a particular classification
and between classifications, depending on numerous factors.
Certain of the Bonds in certain series of the Fund may be health
care revenue bonds. Ratings of bonds issued for health care facilities
are sometimes based on feasibility studies that contain projections
of occupancy levels, revenues and expenses. A facility's gross
receipts and net income available for debt service may be affected
by future events and conditions including, among other things,
demand for services, the ability of the facility to provide the
services required, physicians' confidence in the facility, management
capabilities, competition with other hospitals, efforts by insurers
and governmental agencies to limit rates, legislation establishing
state rate-setting agencies, expenses, government regulation,
the cost and possible unavailability of malpractice insurance
and the termination or restriction of governmental financial assistance,
including that associated with Medicare, Medicaid and other similar
third party payor programs. Pursuant to recent Federal legislation
Medicare reimbursements are currently calculated on a prospective
basis utilizing a single nationwide schedule of rates. Prior to
such legislation Medicare reimbursements were based on the actual
costs incurred by the health facility. The current legislation
may adversely affect reimbursements to hospitals and other facilities
for services provided under the Medicare program.
Certain of the Bonds in certain series of the Fund may be single
family mortgage revenue bonds, which are issued for the purpose
of acquiring from originating financial institutions notes secured
by mortgages on residences located within the issuer's boundaries
and owned by persons of low or moderate income. Mortgage loans
are generally partially or completely prepaid prior to their final
maturities as a result of events such
Page 4
as sale of the mortgaged premises, default, condemnation or casualty
loss. Because these Bonds are subject to extraordinary mandatory
redemption in whole or in part from such prepayments of mortgage
loans, a substantial portion of such Bonds will probably be redeemed
prior to their scheduled maturities or even prior to their ordinary
call dates. The redemption price of such issues may be more or
less than the offering price of such Bonds. Extraordinary mandatory
redemption without premium could also result from the failure
of the originating financial institutions to make mortgage loans
in sufficient amounts within a specified time period or, in some
cases, from the sale by the Bond issuer of the mortgage loans.
Failure of the originating financial institutions to make mortgage
loans would be due principally to the interest rates on mortgage
loans funded from other sources becoming competitive with the
interest rates on the mortgage loans funded with the proceeds
of the single family mortgage revenue bonds. Additionally, unusually
high rates of default on the underlying mortgage loans may reduce
revenues available for the payment of principal of or interest
on such mortgage revenue bonds. Single family mortgage revenue
bonds issued after December 31, 1980 were issued under Section
103A of the Internal Revenue Code, which Section contains certain
ongoing requirements relating to the use of the proceeds of such
Bonds in order for the interest on such bonds to retain its tax-exempt
status. In each case, the issuer of the bonds has covenanted to
comply with applicable ongoing requirements and bond counsel to
such issuer has issued an opinion that the interest on the Bonds
is exempt from Federal income tax under existing laws and regulations.
There can be no assurances that the ongoing requirement will be
met. The failure to meet these requirements could cause the interest
on the Bonds to become taxable, possibly retroactively from the
date of issuance.
Certain of the Bonds in certain series of the Fund may be obligations
of issuers whose revenues are primarily derived from mortgage
loans to housing projects for low to moderate income families.
The ability of such issuers to make debt service payments will
be affected by events and conditions affecting financed projects,
including, among other things, the achievement and maintenance
of sufficient occupancy levels and adequate rental income, increases
in taxes, employment and income conditions prevailing in local
labor markets, utility costs and other operating expenses, the
managerial ability of project managers, changes in laws and governmental
regulations, the appropriation of subsidies and social and economic
trends affecting the localities in which the projects are located.
The occupancy of housing projects may be adversely affected by
high rent levels and income limitations imposed under Federal
and state programs. Like single family mortgage revenue bonds,
multi-family mortgage revenue bonds are subject to redemption
and call features, including extraordinary mandatory redemption
features, upon prepayment, sale or non-origination of mortgage
loans as well as upon the occurrence of other events. Certain
issuers of single or multi-family housing bonds have considered
various ways to redeem bonds they have issued prior to the stated
first redemption dates for such bonds. In one situation the New
York City Housing Development Corporation, in reliance on its
interpretation of certain language in the indenture under which
one of its bond issues was created, redeemed all of such issue
at par in spite of the fact that such indenture provided that
the first optional redemption was to include a premium over par
and could not occur prior to 1992. In connection with the housing
Bonds held by the Fund, the Sponsor has not had any direct
communications with any of the issuers thereof, but at the date
hereof it is not aware that any of the respective issuers of such
Bonds are actively considering the redemption of such Bonds prior
to their respective stated initial call dates. However, there can
be no assurance that an issuer of a Bond in the Fund will not attempt
to so redeem a Bond in the Fund.
Certain of the Bonds in certain series of the Fund may be obligations
of issuers whose revenues are derived from the sale of water and/or
sewerage services. Water and sewerage bonds are generally payable
from user fees. Problems faced by such issuers include the ability
to obtain timely and adequate rate increases, population decline
resulting in decreased user fees, the difficulty of financing
large construction programs, the limitations on operations and
increased costs and delays attributable to environmental considerations,
the increasing difficulty of obtaining or discovering new supplies
of fresh water, the effect of conservation programs and the impact
of "no-growth" zoning ordinances. All of such issuers have been
experiencing certain of these problems in varying degrees.
Page 5
Certain of the Bonds in certain series of the Fund may be obligations
of issuers whose revenues are primarily derived from the sale
of electric energy. Utilities are generally subject to extensive
regulation by state utility commissions which, among other things,
establish the rates which may be charged and the appropriate rate
of return on an approved asset base. The problems faced by such
issuers include the difficulty in obtaining approval for timely
and adequate rate increases from the governing public utility
commission, the difficulty of financing large construction programs,
increased competition, recent reductions in estimates of future
demand for electricity in certain areas of the country, the limitations
on operations and increased costs and delays attributable to environment
considerations, the difficulty of the capital market in absorbing
utility debt, the difficulty in obtaining fuel at reasonable prices
and the effect of energy conservation. All of such issuers have
been experiencing certain of these problems in varying degrees.
In addition, Federal, state and municipal governmental authorities
may from time to time review existing, and impose additional,
regulations governing the licensing, construction and operation
of nuclear power plants, which may adversely affect the ability
of the issuers of certain of the Bonds in the Fund to make payments
of principal and/or interest on such Bonds.
Certain of the Bonds in certain series of the Fund may be industrial
revenue bonds ("IRBs"), including pollution control revenue bonds,
which are tax-exempt securities issued by states, municipalities,
public authorities or similar entities to finance the cost of
acquiring, constructing or improving various industrial projects.
These projects are usually operated by corporate entities. Issuers
are obligated only to pay amounts due on the IRBs to the extent
that funds are available from the unexpended proceeds of the IRBs
or receipts or revenues of the issuer under an arrangement between
the issuer and the corporate operator of a project. The arrangement
may be in the form of a lease, installment sale agreement, conditional
sale agreement or loan agreement, but in each case the payments
to the issuer are designed to be sufficient to meet the payments
of amounts due on the IRBs. Regardless of the structure, payment
of IRBs is solely dependent upon the creditworthiness of the corporate
operator of the project or corporate guarantor. Corporate operators
or guarantors may be affected by many factors which may have an
adverse impact on the credit quality of the particular company
or industry. These include cyclicality of revenues and earnings,
regulatory and environmental restrictions, litigation resulting
from accidents or environmentally-caused illnesses, extensive
competition and financial deterioration resulting from leveraged
buy-outs or takeovers. The IRBs in a Fund may be subject to special
or extraordinary redemption provisions which may provide for redemption
at par or, with respect to original issue discount bonds, at issue
price plus the amount of original issue discount accreted to the
redemption date plus, if applicable, a premium. The Sponsor cannot
predict the causes or likelihood of the redemption of IRBs or
other Bonds in the Fund prior to the stated maturity of such Bonds.
Certain of the Bonds in certain series of the Fund may be obligations
which are payable from and secured by revenues derived from the
ownership and operation of facilities such as airports, bridges,
turnpikes, port authorities, convention centers and arenas. The
major portion of an airport's gross operating income is generally
derived from fees received from signatory airlines pursuant to
use agreements which consist of annual payments for leases, occupancy
of certain terminal space and service fees. Airport operating
income may therefore be affected by the ability of the airlines
to meet their obligations under the use agreements. The air transport
industry is experiencing significant variations in earnings and
traffic, due to increased competition, excess capacity, increased
costs, deregulation, traffic constraints and other factors, and
several airlines are experiencing severe financial difficulties.
The Sponsor cannot predict what effect these industry conditions
may have on airport revenues which are dependent for payment on
the financial condition of the airlines and their usage of the
particular airport facility. Similarly, payment on Bonds related
to other facilities is dependent on revenues from the projects,
such as user fees from ports, tolls on turnpikes and bridges and
rents from buildings. Therefore, payment may be adversely affected
by reduction in revenues due to such factors as increased cost
of maintenance, decreased use of a facility, lower cost of alternative
modes of transportation, scarcity of fuel and reduction or loss
of rents.
Certain of the Bonds in certain series of the Fund may be obligations
of issuers which are, or which govern the operation of, schools,
colleges and universities and whose revenues are derived mainly
from ad valorem taxes or, for higher education systems, from tuition,
dormitory revenues, grants and endowments. General
Page 6
problems relating to school bonds include litigation contesting
the state constitutionality of financing public education in part
from ad valorem taxes, thereby creating a disparity in educational
funds available to schools in wealthy areas and schools in poor
areas. Litigation or legislation on this issue may affect the
sources of funds available for the payment of school bonds in
the Fund. General problems relating to college and university
obligations would include the prospect of a declining percentage
of the population consisting of "college" age individuals, possible
inability to raise tuitions and fees sufficiently to cover increased
operating costs, the uncertainty of continued receipt of Federal
grants and state funding and new government legislation or regulations
which may adversely affect the revenues or costs of such issuers.
All of such issuers have been experiencing certain of these problems
in varying degrees.
Existing Fund Units have been deposited with the Trustee in three
series of the Fund. These Units at the respective dates of deposit
represented approximately 4% of the principal amount of the respective
Trust's portfolio. The investment objectives of all of the series
of the Fund are similar, and the Sponsor and Trustee of the series
represented by the Existing Fund Units have responsibilities and
authority and receive fees substantially identical to those described
in this Prospectus. All Existing Fund Units were purchased by
the Sponsor in the secondary market for inclusion in the respective
Portfolio and were not taken from the Sponsor's inventory.
Investors should be aware that many of the Bonds in each Portfolio
are subject to continuing requirements such as the actual use
of Bond proceeds or manner of operation of the project financed
from Bond proceeds that may affect the exemption of interest on
such Bonds from Federal income taxation. Although at the time
of issuance of each of the Bonds in the Fund an opinion of bond
counsel was rendered as to the exemption of interest on such obligations
from Federal income taxation, there can be no assurance that the
respective issuers or other obligor on such obligations will fulfill
the various continuing requirements established upon issuance
of the Bonds. A failure to comply with such requirements may cause
a determination that interest on such obligations is subject to
Federal income taxation, perhaps even retroactively from the date
of issuance of such Bonds, thereby reducing the value of the Bonds
and subjecting Unit holders to unanticipated tax liabilities.
Because certain of the Bonds may from time to time under certain
circumstances be sold or redeemed or will mature in accordance
with their terms and because the proceeds from such events will
be distributed to Unit holders and will not be reinvested, no
assurance can be given that any series of the Fund will retain
for any length of time the size and composition which existed
at the date of the information in Part One. Neither the Sponsor
nor either Trustee shall be liable in any way for any default,
failure or defect in any Bond. Certain of the Bonds contained
in each series of the Fund may be subject to being called or redeemed
in whole or in part prior to their stated maturities pursuant
to the optional redemption provisions and sinking fund provisions
described in the "Portfolio" in Part One or pursuant to special
or extraordinary redemption provisions. A bond subject to optional
call is one which is subject to redemption or refunding prior
to maturity at the option of the issuer. A refunding is a method
by which a bond issue is redeemed, at or before maturity, by the
proceeds of a new bond issue. A bond subject to sinking fund redemption
is one which is subject to partial call from time to time at par
or, in the case of a zero coupon bond, at the accreted value from
a fund accumulated for the scheduled retirement of a portion of
an issue prior to maturity. Special or extraordinary redemption
provisions may provide for redemption at par (or for original
issue discount bonds at issue price plus the amount of original
issue discount accreted to redemption date plus, if applicable,
some premium) of all or a portion of an issue upon the occurrence
of certain circumstances. Generally, events that may permit the
extraordinary optional redemption of Bonds or may require mandatory
redemption of Bonds include, among others: a final determination
that the interest on the Bonds is taxable; the substantial damage
or destruction by fire or other casualty of the project for which
the proceeds of the Bonds were used; an exercise by a local, state
or Federal governmental unit of its power of eminent domain to
take all or substantially all of the project for which the proceeds
of the Bonds were used; changes in the economic availability of
raw materials, operating supplies or facilities or technological
or other changes which render the operation of the project, for
which the proceeds of the Bonds were used, uneconomic; changes
in law or an administrative or judicial decree which renders the
performance of the agreement under which the proceeds of the Bonds
Page 7
were made available to finance the project impossible or which
creates unreasonable burdens or which imposes excessive liabilities,
such as taxes, not imposed on the date the Bonds are issued on
the issuer of the Bonds or the user of the proceeds of the Bonds;
an administrative or judicial decree which requires the cessation
of a substantial part of the operations of the project financed
with the proceeds of the Bonds; an overestimate of the costs of
the project to be financed with the proceeds of the Bonds resulting
in excess proceeds of the Bonds which may be applied to redeem
Bonds; or an underestimate of a source of funds securing the Bonds
resulting in excess funds which may be applied to redeem Bonds.
See the discussion of single family mortgage and multi-family
mortgage revenue bonds above for more information on the call
provisions of such bonds. The exercise of redemption or call provisions
will (except to the extent the proceeds of the called Bonds are
used to pay for Unit redemptions) result in the distribution of
principal and may result in a reduction in the amount of subsequent
interest distributions; it may also affect the estimated current
return and estimated long-term return on Units of the Fund. Redemption
pursuant to call provisions is more likely to occur, and redemption
pursuant to sinking fund provisions may occur, when the Bonds
have an offering side valuation which represents a premium over
par, or for original issue discount bonds, a premium over the
par value or the accreted value. Unit holders may recognize capital
gain or loss upon any redemption or call.
To the best knowledge of the Sponsor, there is no litigation other
than that which is described in this Prospectus or any supplement
thereto pending as of the date hereof in respect of any Bonds
which might reasonably be expected to have a material adverse
effect upon the Fund. At any time, litigation may be initiated
on a variety of grounds with respect to Bonds in the Fund. Such
litigation, as for example suits challenging the issuance of pollution
control revenue bonds under recently-enacted environmental protection
statutes, may affect the validity of such Bonds or the tax-free
nature of the interest thereon. While the outcome of litigation
of such nature can never be entirely predicted, the Fund has received
opinions of bond counsel to the issuing authority of each Bond
on the date of issuance to the effect that such Bonds have been
validly issued and that the interest thereon is exempt from Federal
income taxes and, where applicable, state and local taxes. In
addition, other factors may arise from time to time which potentially
may impair the ability of issuers to meet obligations undertaken
with respect to the Bonds.
To the extent that Units are redeemed by the Trustee, the fractional
undivided interest represented by each unredeemed Unit in the
related Fund will increase, although the actual interest represented
by such fraction will remain substantially unchanged. Units will
remain outstanding until redeemed upon tender to a Trustee by
any Unit holder, which may include the Sponsor, or until termination
of the related Trust Agreement.
What are Estimated Long-Term Return and Estimated Current Return?
At the date of this Prospectus, the Estimated Current Return and
the Estimated Long-Term Return, under the monthly, quarterly (if
applicable) and semi-annual distribution plans, are as set forth
in Part One attached hereto for each Trust. Estimated Current
Return is computed by dividing the Estimated Net Annual Interest
Income per Unit by the Public Offering Price. Any change in either
the Estimated Net Annual Interest Income per Unit or the Public
Offering Price will result in a change in the Estimated Current
Return. For each Fund, the Public Offering Price will vary in
accordance with fluctuations in the prices of the underlying Bonds
and the Net Annual Interest Income per Unit will change as Bonds
are redeemed, paid, sold or exchanged in certain refundings or
as the expenses of each Trust change. Therefore, there is no assurance
that the Estimated Current Return indicated in Part One for each
Fund will be realized in the future. Estimated Long-Term Return
is calculated using a formula which (1) takes into consideration
and determines and factors in the relative weightings of the market
values, yields (which takes into account the amortization of premiums
and the accretion of discounts) and estimated retirements of all
of the Bonds in a Trust; (2) takes into account the expenses and
sales charge associated with each Unit of a Trust; and (3) takes
into effect the tax-adjusted yield from potential capital gains
at the Date of Deposit. Since the market values and estimated
retirements of the Bonds and the expenses of the Fund will change,
there is no assurance that the Estimated Long-Term Return indicated
in Part One for each Fund will be realized in the future. Estimated
Current Return and Estimated Long-Term Return are expected to
differ because the calculation of Estimated Long-Term Return
Page 8
reflects the estimated date and amount of principal returned while
Estimated Current Return calculations include only Net Annual Interest
Income and Public Offering Price. Neither rate reflects the true return
to Unit holders, which is lower, because neither includes the effect of
certain delays in distributions to Unit holders.
How is Accrued Interest Treated?
Accrued interest is the accumulation of unpaid interest on a bond
from the last day on which interest thereon was paid. Interest
on Bonds in the Fund generally is paid semi-annually to the Fund.
However, interest on the Bonds in the Fund is accounted for daily
on an accrual basis. Because of this, the Fund always has an amount
of interest earned but not yet collected by the Trustee because
of non-collected coupons. For this reason, the Public Offering
Price of Units will have added to it the proportionate share of
accrued and undistributed net interest to the date of settlement.
Except through an advance of its own funds, the Trustee has no
cash for distribution to Unit holders until it receives interest
payments on the Bonds in the Fund. The Trustee will recover its
advancements without interest or other costs to such Fund from
interest received on the Bonds in the Fund. When these advancements
have been recovered, regular distributions of interest to Unit
holders will commence. See "Rights of Unit Holders-How are Interest
and Principal Distributed?" Interest account balances are established
with generally positive cash balances so that it will not be necessary
on a regular basis for the Trustee to advance its own funds in
connection with interest distributions.
Because of the varying interest payment dates of the Bonds, accrued
interest at any point in time will be greater than the amount
of interest actually received by the Fund and distributed to Unit
holders. Therefore, there will always remain an item of accrued
interest that is added to the value of the Units. If a Unit holder
sells or redeems all or a portion of his Units, he will be entitled
to receive his proportionate share of the net interest accrued
from the purchaser of his Units. Since the Trustee has the use
of the net interest accrued held in the Interest Account for distributions
to Unit holders and since such Account is non-interest-bearing
to Unit holders, the Trustee benefits thereby.
Why and How are the Trusts Insured?
AMBAC INDEMNITY. THE FOLLOWING DISCUSSION CONCERNING AMBAC INDEMNITY
AND INSURANCE POLICIES ISSUED BY AMBAC INDEMNITY APPLIES TO SERIES
8 THROUGH 111 OF THE NATIONAL TRUST AND ALL SERIES OF THE NEW
YORK TRUST AND THE PENNSYLVANIA TRUST.
In an effort to protect Unit holders against any delay in payment
of interest and against principal loss, insurance has been obtained
by each series of the Fund or by the Bond issuer guaranteeing
payment of interest and principal, when such shall become due
for payment, in respect of the Bonds (bonds underlying the Existing
Fund Units already being covered by insurance). The insurance
policy obtained by each series of the Fund is noncancellable and
will continue in force so long as each series of the Fund is in
existence, and the Bonds described in the policy continue to be
held by the Fund (see "Portfolio" in Part One). Nonpayment of
premiums on the policy obtained by each series of the Fund will
not result in the cancellation of insurance but will permit the
insurer to take action against the Trustee for the series involved
to recover premium payments due it. Premium rates for each issue
of Bonds protected by the policy obtained by each series of the
Fund are fixed for the life of the respective series. The underlying
bonds represented by the Existing Fund Units have been insured
under substantially identical policies with AMBAC Indemnity to
those described herein at the time of creation of the respective
series (or in certain instances some of such bonds have been insured
by the respective issuers of such bonds through insurance obtained
from AMBAC Indemnity). Thus, the bonds underlying the Existing
Fund Units are not additionally insured by the series of the Fund
holding the Existing Fund Units. The premium for any insurance
policy or policies obtained by an Existing Fund or an issue of
bonds underlying such Existing Fund Units is payable on the same
terms as the Fund's insurance policy or has been paid in advance
by such issuer. Any such policy or policies are noncancellable
and will continue in force so long as the bonds so insured are
outstanding (in the case of issuer acquired insurance) or so long
as such bonds are held by the Existing Fund (in the case of insurance
acquired by the Existing Fund) and the insurers referred to below
remain in business.
The aforementioned insurance guarantees the payment of principal
and interest on the Bonds as they shall become due for payment.
It does not guarantee the market value of the Bonds or the value
of the Units.
Page 9
The insurance obtained by the Fund is effective only as to Bonds
owned by and held in the Fund. In the event of a sale of any such
Bond in Series 8-111 of the National Trust and all Series of the
New York Trust and the Pennsylvania Trust by the Trustee, the insurance
terminates as to such Bond on the date of sale.
Except as indicated below, insurance obtained by a Trust has no
effect on the price or redemption value of Units. It is the present
intention of the Evaluator to attribute a value to such insurance
for the purpose of computing the price or redemption value of
Units only if the Bonds covered by such insurance are in default
in payment of principal or interest or in the Sponsor's opinion
are being quoted in the market at values which reflect a significant
risk of such default. The value of the insurance will be equal
to the difference between the market value of a Bond in default
in payment of principal or interest or in the Sponsor's opinion
is being quoted in the market at a value which reflects a significant
risk of default and the market value of comparable bonds which
are not in such situations. However, the Evaluator will not assign
a value greater than par value to Bonds in default or in significant
risk of default. Except under limited circumstances, it is also
the present intention of the Trustee not to sell such Bonds to
effect redemptions or for any other reason but rather to retain
them in the portfolio because the value attributable to the insurance
cannot be realized upon sale. See "Public Offering-How is the
Public Offering Price Determined?" herein for a more complete
description of the Evaluator's method of valuing Bonds which are
in default in payment of principal or interest or in significant
risk of such default. Insurance obtained by the issuer of a Bond
is effective so long as such Bond is outstanding. Therefore, any
such insurance may be considered to represent an element of market
value in regard to the Bonds thus insured, but the exact effect,
if any, of this insurance on such market value cannot be predicted.
The insurance policy obtained by Series 8-111 of the National
Trust and all Series of the New York Trust and the Pennsylvania
Trust originally issued by MGIC Indemnity Corporation ("MGIC
Indemnity") and any other policy obtained by a Bond issuer was
originally issued either by American Municipal Bond Assurance
Corporation ("AMBAC") or MGIC Indemnity. MGIC Indemnity and AMBAC were
each subsidiaries of MGIC Investment Corporation. MGIC Indemnity and
AMBAC were merged as of March 31, 1984. The surviving corporation,
MGIC Indemnity Corporation, was renamed AMBAC Indemnity Corporation
("AMBAC Indemnity") as of June 1, 1984. AMBAC Indemnity is a
Wisconsin-domiciled stock insurance company regulated by the Office of
the Commissioner of Insurance of the State of Wisconsin, and licensed to
do business in fifty states, the District of Columbia and the
Commonwealth of Puerto Rico, with admitted assets of approximately
$1,988,000,000 (unaudited) and statutory capital of approximately
$1,148,000,000 (unaudited) as of March 31, 1994. Statutory capital
consists of AMBAC Indemnity's policyholders' surplus and statutory
contingency reserve. AMBAC Indemnity is a wholly-owned subsidiary of
AMBAC, Inc., a 100% publicly-held company. Moody's Investors Service,
Inc. and Standard & Poor's have both assigned a triple-A claims-paying
ability rating to AMBAC Indemnity.
Copies of AMBAC Indemnity's financial statements prepared in accordance
with statutory accounting standards are available from AMBAC Indemnity.
The address of AMBAC Indemnity's administrative offices and its
telephone number are One State Street Plaza, 17th Floor, New York,
New York 10004 and (212) 668-0340.
The information relating to AMBAC Indemnity contained above has
been furnished by AMBAC Indemnity. No representation is made herein
as to the accuracy or adequacy of such information, or as to the
existence of any adverse changes in such information, subsequent
to the date hereof.
To be in the Portfolio of Series 8-111 of the National Trust and
of any Series of the New York Trust and the Pennsylvania Trust,
Bonds must have been insured by AMBAC Indemnity or have been eligible
for the insurance obtained from AMBAC Indemnity. In determining
eligibility for insurance, AMBAC Indemnity applied its own standards
which correspond generally to the standards it normally uses in
establishing the insurability of new issue municipal bonds and
which were not necessarily the same as the criteria used in regard
to the selection of Bonds by the Sponsor. To the extent the standards
of AMBAC Indemnity are more restrictive than those of the Sponsor,
the previously stated Fund investment criteria have been limited
with respect to the Bonds. This decision was made prior to the Date
of Deposit, as Bonds not eligible for such insurance (or not already
insured by the issuer thereof) were not deposited in the Fund. Thus,
Page 10
all Bonds in each Portfolio of Series 8-111 of the National Trust
and any Series of the New York Trust and the Pennsylvania Trust
are insured, either by the respective series of the Trust or by
the issuer of the Bonds.
The contracts of insurance relating to the various Portfolios
and the negotiations in respect thereof represent the only significant
relationship between AMBAC Indemnity and the Sponsor or the Fund.
Otherwise neither AMBAC Indemnity nor its parent, AMBAC Inc.,
or any associate thereof has any significant relationship, direct
or indirect, with the Fund or the Sponsor, except that the Sponsor
has in the past and may from time to time in the future, in the
normal course of its business, participate as sole underwriter
or as manager or as a member of underwriting syndicates in the
distribution of new issues of municipal bonds for which a policy
of insurance guaranteeing the timely payment of interest and principal
has been obtained from AMBAC Indemnity.
Because the Bonds are insured by AMBAC Indemnity as to the timely
payment of principal and interest, when due, and on the basis
of the various reinsurance agreements in effect, Standard & Poor's
has assigned to Series 8-111 of the National Trust and any Series
of the New York Trust and the Pennsylvania Trust its "AAA" investment
rating. This is the highest rating assigned to securities by Standard
& Poor's (see "Description of Bond Ratings"). The obtaining of
this rating by the Fund should not be construed as an approval
of the offering of the Units by Standard & Poor's or as a guarantee
of the market value of the Fund or the Units. Standard & Poor's
has indicated that this rating is not a recommendation to buy,
hold or sell Units nor does it take into account the extent to
which expenses of the Fund or sales by the Fund of Bonds for less
than the purchase price paid by such Trust will reduce payment
to Unit holders of the interest and principal required to be paid
on such Bonds. There is no guarantee that the "AAA" investment
rating with respect to the Units of an insured Trust will be maintained.
An objective of portfolio insurance obtained by the Fund is to
obtain higher yield on the Securities in the Portfolio than would
be available if all the Bonds in such Portfolio had the Standard
& Poor's "AAA" and/or Moody's Investors Service, Inc. "Aaa" rating(s)
and yet at the same time to have the protection of insurance of
prompt payment of interest and principal, when due, on the Bonds.
There is, of course, no certainty that this result will be achieved.
Bonds in the Fund which have been insured by the issuer (all of
which are rated "AAA" by Standard & Poor's and/or "Aaa" by Moody's
Investors Service, Inc.) may or may not have a higher yield than
uninsured bonds rated "AAA" by Standard & Poor's or "Aaa" by Moody's
Investors Service, Inc. In selecting such Bonds for the Portfolio,
the Sponsor applied the criteria described above.
In the event of nonpayment of interest or principal, when due,
in respect of a Bond, the appropriate insurer shall make such
payment no later than 30 days after it has been notified that
such non-payment has occurred. The insurer, as regards any payment
it may make, will succeed to the rights of the Trustee in respect
thereof. All policies issued by AMBAC Indemnity are substantially
identical insofar as liability to the Trust is concerned.
Chapman and Cutler, Counsel for the Sponsor, has given an opinion
to the effect that the payment of insurance proceeds representing
maturing interest on defaulted municipal obligations paid by AMBAC
Indemnity or another insurer would be excludable from Federal
gross income if, and to the same extent as, such interest would
have been so excludable if paid by the issuer of the defaulted
obligations. See "What is the Federal Tax Status of Unit Holders?"
AMBAC Indemnity is subject to regulation by the department of
insurance in each state in which it is qualified to do business.
Such regulation, however, is no guarantee that it will be able
to perform its contract of insurance in the event a claim should
be made thereunder at some time in the future. At the date hereof,
it is reported that no claims have been submitted or are expected
to be submitted to AMBAC Indemnity which would materially impair
the ability of AMBAC Indemnity to meet its commitments pursuant
to any contract of bond or portfolio insurance.
To determine the Bonds in the Portfolio which are insured through
insurance obtained by the issuer thereof and the Bonds which are
insured under one of the Fund's portfolio insurance policies,
see "Portfolio" in Part One.
FINANCIAL GUARANTY. THE FOLLOWING DISCUSSIONS CONCERNING FINANCIAL
GUARANTY INSURANCE COMPANY AND INSURANCE POLICIES ISSUED BY FINANCIAL
GUARANTY INSURANCE COMPANY APPLIES TO SERIES 112 AND SUBSEQUENT
Page 11
SERIES OF THE NATIONAL TRUST AND ALL SERIES OF THE MULTI#STATE
TRUST EXCEPT THE MULTI#STATE TRUST: PENNSYLVANIA TRUST, SERIES
6. ALL OF THE BONDS IN THE MULTI#STATE TRUST: PENNSYLVANIA TRUST,
SERIES 6 ARE INSURED UNDER POLICIES OF INSURANCE OBTAINED BY THE
ISSUERS OF THE BONDS FROM FINANCIAL GUARANTY INSURANCE COMPANY
("FINANCIAL GUARANTY"), AMERICAN MUNICIPAL BOND ASSURANCE CORPORATION,
MUNICIPAL BOND INSURANCE ASSOCIATION AND BOND INVESTORS GUARANTY
INSURANCE COMPANY. THE PREMIUMS FOR THE INSURANCE POLICIES OBTAINED
BY THE ISSUERS OF THE BONDS IN THE MULTI#STATE TRUST: PENNSYLVANIA
TRUST, SERIES 6 HAVE BEEN PAID IN ADVANCE BY SUCH ISSUERS AND
SUCH POLICIES ARE NONCANCELLABLE AND WILL CONTINUE IN FORCE SO
LONG AS THE BONDS SO INSURED ARE OUTSTANDING. BECAUSE OF THE INSURANCE
OBTAINED BY THE ISSUERS OF THE BONDS IN THE MULTI#STATE TRUST:
PENNSYLVANIA TRUST, SERIES 6, STANDARD & POOR'S CORPORATION HAS
RATED THE UNITS OF SUCH TRUST "AAA."
In an effort to protect Unit holders against any delay in payment
of interest and against principal loss, insurance has been obtained
for Series 112 and subsequent Series of the National Trust and
all Series of the Multi-State Trust (except the Multi-State Trust:
Pennsylvania Trust, Series 6) from Financial Guaranty Insurance
Company ("Financial Guaranty"), a New York stock insurance company,
guaranteeing the scheduled payment of interest and principal in
respect of the Bonds deposited in and delivered to each series
of the Trust. The insurance policy obtained by each such series
of the Trust is noncancellable and will continue in force so long
as such series of the Trust is in existence and the Bonds described
in the policy continue to be held by the Trust (see "Portfolio"
in Part One for each Trust). Nonpayment of premiums on the policies
obtained by the Trust will not result in the cancellation of insurance
but will permit Financial Guaranty to take action against the
Trustee to recover premium payments due it. Premium rates for
each issue of Bonds protected by the policy obtained by a Series
of the Fund are fixed for the life of the respective series. The
premium for any insurance policy or policies obtained by an issuer
of Bonds has been paid in advance by such issuer and any such
policy or policies are noncancellable and will continue in force
so long as the Bonds so insured are outstanding and the insurer
and/or insurers thereof remain in business.
Under the provisions of the aforementioned insurance, Financial
Guaranty unconditionally and irrevocably agrees to pay Citibank,
N.A. or its successor, as its agent (the "Fiscal Agent"), that
portion of the principal of and interest on the Bonds which shall
become due for payment but shall be unpaid by reason of nonpayment
by the issuer of the Bonds. The term "due for payment" means,
when referring to the principal of a Bond, its stated maturity
date or the date on which it shall have been called for mandatory
sinking fund redemption and does not refer to any earlier date
on which payment is due by reason of call for redemption (other
than by mandatory sinking fund redemption), acceleration or other
advancement of maturity and means, when referring to interest
on a Bond, the stated date for payment of interest, except that
when the interest on a Bond shall have been determined as provided
in the underlying documentation relating to such Bond, to be subject
to Federal income taxation. "Due for payment" also means, when
referring to the principal of such Bond, the date on which such
Bond has been called for mandatory redemption as a result of such
determination of taxability, and when referring to interest on such
Bond, the accrued interest at the rate provided in such documentation
to the date on which such Bond has been called for such mandatory
redemption, together with any applicable redemption premium. The
term "due for payment" will not include, when referring to either
the principal of a Bond or the interest on a Bond, any acceleration
of payment unless such acceleration is at the sole option of Financial
Guaranty.
Financial Guaranty will make such payments to the Fiscal Agent
on the date such principal or interest becomes due for payment
or on the business day next following the day on which Financial
Guaranty shall have received notice of nonpayment, whichever is
later. The Fiscal Agent will disburse to the Trustee the face
amount of principal and interest which is then due for payment
but is unpaid by reason of nonpayment by the issuer but only upon
receipt by the Fiscal Agent of (i) evidence of the Trustee's right
to receive payment of the principal or interest due for payment
and (ii) evidence, including any appropriate instruments of assignment,
that all of the rights to payment of such principal or interest
due for payment shall thereupon vest in Financial Guaranty. Upon
such disbursement, Financial Guaranty shall become the owner of
the Bond, appurtenant coupon or right to payment of principal or interest
on such Bonds and shall be fully subrogated to all of the Trustee's
rights thereunder, including the right to payment thereof.
Page 12
Pursuant to an irrevocable commitment of Financial Guaranty, the
Trustee upon the sale of a Bond in Series 112 and subsequent Series
of the National Trust and all Series of the Multi-State Trust
(except the Multi-State Trust: Pennsylvania Trust, Series 6) has
the right to obtain permanent insurance with respect to such Bond
(i.e. insurance to maturity of the Bonds regardless of the identity
of the holder thereof) (the "Permanent Insurance") upon the payment
of a single predetermined insurance premium from the proceeds
of the sale of such Bond. Accordingly, any Bond in such Trust
is eligible to be sold on an insured basis. It is expected that
the Trustee will exercise the right to obtain Permanent Insurance
only if upon such exercise a Trust would receive net proceeds
(sale of Bond proceeds less the insurance premium attributable
to the Permanent Insurance) from such sale in excess of the sale
proceeds if such Bonds were sold on an uninsured basis. The insurance
premium with respect to each Bond is determined based upon the
insurability of each Bond as of the Date of Deposit and will not
be increased or decreased for any change in the creditworthiness
of such Bond.
The policies obtained by Series 112 and subsequent Series of the
National Trust and each Series of the Multi-State Trust (except
the Multi-State Trust: Pennsylvania Trust, Series 6) were issued
by Financial Guaranty. Financial Guaranty is a wholly-owned subsidiary
of FGIC Corporation (the "Corporation"), a Delaware holding company.
The Corporation is a wholly-owned subsidiary of General Electric
Capital Corporation ("GECC"). Neither the Corporation nor GECC
is obligated to pay the debts of or the claims against Financial
Guaranty. Financial Guaranty is domiciled in the State of New
York and is subject to regulation by the State of New York Insurance
Department. As of December 31, 1994, the total capital and surplus
of Financial Guaranty was approximately $893,700,000.
Financial Guaranty is currently authorized to write insurance
in all fifty states and in the District of Columbia. Copies of
Financial Guaranty's financial statements, prepared on the basis
of statutory accounting principles, and the Corporation's financial
statements, prepared on the basis of generally accepted accounting
principles, may be obtained by writing to Financial Guaranty at
115 Broadway, New York, New York 10006, Attention: Communications
Department (telephone number is (212) 312-3000) or to the New
York State Insurance Department at 160 West Broadway, 18th Floor,
New York, New York 10013, Attention: Property Companies Bureau
(telephone number (212) 621-0389).
The information relating to Financial Guaranty contained above
has been furnished by such corporation. The financial information
contained herein with respect to such corporation is unaudited
but appears in reports or other materials filed with state insurance
regulatory authorities and is subject to audit and review by such
authorities. No representation is made herein as to the accuracy
or adequacy of such information or as to the absence of material
adverse changes in such information subsequent to the date thereof.
In order to be in Series 112 and subsequent Series of the National
Trust and any Series of the Multi-State Trust (except the Multi-State
Trust: Pennsylvania Trust, Series 6), Bonds must be covered by
the insurance obtained from Financial Guaranty by the Fund. In
determining whether to insure bonds, Financial Guaranty has applied
its own standards which are not necessarily the same as the criteria
used in regard to the selection of bonds by the Sponsor. The decision
was made prior to the Date of Deposit, as bonds not covered by
such insurance are not deposited in a Trust. The insurance obtained
by Series 112 and subsequent Series of the National Trust and
any Series of the Multi-State Trust (except the Multi-State Trust:
Pennsylvania Trust, Series 6) covers Bonds deposited in the respective
series and physically delivered to the Trustee in the case of
bearer bonds or registered in the name of the Trustee or its nominee
or delivered along with an assignment in the case of register
bonds or registered in the name of the Trustee or its nominee
in the case of Bonds held in book-entry form.
Insurance obtained by Series 112 and subsequent Series of the
National Trust and any Series of the Multi-State Trust or by the
Bond issuer does not guarantee the market value of the Bonds or
the value of the Units. The insurance obtained by each series
of a Trust is effective only as to Bonds owned by and held in
the respective series. In the event of a sale of any such Bond
by the Trustee, the insurance terminates as to such Bond on the
date of sale. In the event of a sale of a Bond held in Series
112 and subsequent Series of the National Trust and any Series of
the Multi-State Trust, the Trustee has the right to obtain Permanent
Insurance upon the payment of an insurance premium from the proceeds
of the sale of such Bond. Except as
Page 13
indicated below, insurance obtained by a Trust has no
effect on the price or redemption value of Units. It is the present
intention of the Evaluator to attribute a value to the insurance
obtained by a Trust (including the right to obtain Permanent Insurance)
for the purpose of computing the price or redemption value of
Units only if the Bonds covered by such insurance are in default
in payment of principal or interest or, in the Sponsor's opinion,
are being quoted in the market at values which reflect a significant
risk of such default. The value of the insurance will be equal
to the difference between (i) the market value of a Bond assuming
the exercise of the right to obtain Permanent Insurance (less
the insurance premium attributable to the purchase of Permanent
Insurance) which is in default in payment of principal or interest
or in significant risk of such default and (ii) the market value
of such Bonds not covered by Permanent Insurance. See "Public
Offering-How is the Public Offering Price Determined?" herein
for more complete description of the Evaluator's method of valuing
defaulted Bonds and Bonds which have a significant risk of such
default. Insurance obtained by the issuer of a Bond is effective
so long as such Bond is outstanding. Therefore, any such insurance
may be considered to represent an element of market value in regard
to the Bonds thus insured, but the exact effect, if any, of this
insurance on such market value cannot be predicted.
The contract of insurance obtained by Series 112 and subsequent
Series of the National Trust and any Series of the Multi-State
Trust and the negotiations in respect thereof represent the only
relationship between Financial Guaranty and the Fund. Otherwise
neither Financial Guaranty nor its parent, FGIC Corporation, or
any affiliate thereof has any significant relationship, direct
or indirect, with the Fund or the Sponsor, except that the Sponsor
has in the past and may from time to time in the future, in the
normal course of its business, participate as sole underwriter
or as manager or as a member of underwriting syndicates in the
distribution of new issues of municipal bonds, or participate
in secondary market transactions involving municipal bonds, in
which the investors or the affiliates of FGIC Corporation have
or will be participants or for which a policy of insurance guaranteeing
the scheduled payment of interest and principal has been obtained
from Financial Guaranty. Neither the Fund nor the Units nor the
Portfolio is insured directly or indirectly by FGIC Corporation.
Because the Bonds are insured by Financial Guaranty as to the
scheduled payment of principal and interest and on the basis of
the financial condition and the method of operation of Financial
Guaranty, Standard & Poor's has assigned to Series 112 and subsequent
Series of the National Trust and each Series of the Multi-State
Trust its "AAA" investment rating. This is the highest rating
assigned to securities by Standard & Poor's. See "Description
of Bond Ratings." The obtaining of this rating by a Trust should
not be construed as an approval of the offering of the Units by
Standard & Poor's or as a guarantee of the market value of a Trust
or the Units. Standard & Poor's has indicated that this rating
is not a recommendation to buy, hold or sell units nor does it
take into account the extent to which expenses of a Trust or sales
by a Trust of Bonds for less than the purchase price paid by a
Trust will reduce payment to Unit holders of the interest and
principal required to be paid on such Bonds. There is no guaranty
that the "AAA" investment rating with respect to the Units will
be maintained.
An objective of portfolio insurance obtained by a Trust is to
obtain a higher yield on the Securities in the portfolio than
would be available if all the bonds in such portfolio had the
Standard & Poor's "AAA" and/or Moody's Investors Service, Inc.
"Aaa" rating(s) and at the same time to have the protection of
insurance of scheduled payment of interest and principal on the
Bonds. There is, of course, no certainty that this result will
be achieved. Bonds in a Trust for which insurance has been obtained
by the issuer (all of which were rated "AAA" by Standard & Poor's
and/or "Aaa" by Moody's Investors Service, Inc.) may or may not
have a higher yield than uninsured bonds rated "AAA" by Standard
& Poor's or "Aaa" by Moody's Investors Service, Inc. In selecting
Bonds for the portfolio of each Trust, the Sponsor has applied
the criteria hereinbefore described.
Chapman and Cutler, Counsel for the Sponsor, have given an opinion
to the effect that such payment of insurance proceeds representing
maturing interest on defaulted municipal obligations paid by Financial
Guaranty would be excludable from Federal gross income if, and
to the same extent as, such interest would have been so excludable
if paid by the issuer of the defaulted obligations provided that, at
the time such policies are purchased, the amounts paid for such
policies are reasonable, customary and consistent with
Page 14
the reasonable expectation that the issuer of the obligations,
rather than the insurer, will pay debt service on the obligations.
See "What is the Federal Tax Status of Unit Holders?"
Except for the Multi-State Trust: Pennsylvania Trust, Series 6,
all Bonds in the National Trust and the Multi-State Trust are
insured under one of the Trust's portfolio insurance policies.
Certain Bonds in the portfolio may also be insured through insurance
obtained by the issuer thereof. See "Portfolio" in Part One.
What is the Federal Tax Status of Unit Holders?
See Part Three for each Trust.
Certain Considerations
Certain Trusts of the Fund may contain Bonds of issuers which
will be affected by general economic conditions of Puerto Rico
or Guam. For additional considerations, if any, pertaining to
each Trust, see Part Three for each Trust.
Puerto Rico. Trusts of the Fund may contain Bonds of issuers which
will be affected by general economic conditions in Puerto Rico.
Puerto Rico's unemployment rate remains significantly higher than
the U.S. unemployment rate. Furthermore, the economy is largely
dependent for its development upon U.S. policies and programs
that are being reviewed and may be eliminated
The Puerto Rican economy consists principally of manufacturing
(pharmaceuticals, scientific instruments, computers, microprocessors,
medical products, textiles and petrochemicals), agriculture (largely
sugar) and tourism. Most of the island's manufacturing output
is shipped to the mainland United States, which is also the chief
source of semi-finished manufactured articles on which further
manufacturing operations are performed in Puerto Rico. Since World
War II the economic importance of agriculture for Puerto Rico,
particularly in the dominance of sugar production, has declined.
Nevertheless, the Commonwealth-controlled sugar monopoly remains
an important economic factor and is largely dependent upon Federal
maintenance of sugar prices, the discontinuation of which could
severely affect Puerto Rico sugar production. The level of tourism
is affected by various factors including the strength of the U.S.
dollar. During periods when the dollar is strong, tourism in foreign
countries becomes relatively more attractive.
The Puerto Rican economy is affected by a number of Commonwealth
and Federal investment incentive programs. For example, Section
936 of the Internal Revenue Code provides for a credit against
Federal income taxes for U.S. companies operating on the island
if certain requirements are met. The Omnibus Budget Reconciliation
Act of 1993 imposes limits on such credit, effective for tax years
beginning after 1993. In addition, from time to time proposals
are introduced in Congress which, if enacted into law, would eliminate
some or all of the benefits of Section 936. Although no assessment
can be made at this time of the precise effect of such limitation,
it is expected that the limitation of Section 936 credits would
have a negative impact on Puerto Rico's economy.
Aid for Puerto Rico's economy has traditionally depended heavily
on Federal programs, and current Federal budgetary policies suggest
that an expansion of aid to Puerto Rico is unlikely. An adverse
effect on the Puerto Rican economy could result from other U.S.
policies, including a reduction of tax benefits for distilled
products, further reduction in transfer payment programs such
as food stamps, curtailment of military spending and policies
which could lead to a stronger dollar.
In a plebiscite held in November 1993, the Puerto Rican electorate
chose to continue Puerto Rico's Commonwealth status. Previously
proposed legislation, which was not enacted, would have preserved
the federal tax exempt status of the outstanding debts of Puerto
Rico and its public corporations regardless of the outcome of
the referendum, to the extent that similar obligations issued
by the states are so treated and subject to the provisions of
the Internal Revenue Code currently in effect. There can be no
assurance that any pending or future legislation finally enacted
will include the same or a similar protection against loss of
tax exemption. The November 1993 plebiscite can be expected to
have both direct and indirect consequences on such matters as
the basic characteristics of future Puerto Rico debt obligations,
the markets for these obligations, and the types, levels and quality
of revenue sources pledged for the payment of existing and future
debt obligations. Such possible consequences include, without
limitation, legislative proposals seeking restoration of the status
of Section 936 benefits otherwise subject to the limitations discussed
Page 15
above. However, no assessment can be made at this time of the economic
and other effects of a change in federal laws affecting Puerto Rico as
a result of the November 1993 plebiscite.
The foregoing information constitutes only a brief summary of
some of the financial difficulties which may impact certain issuers
of Bonds and does not purport to be a complete or exhaustive description
of all adverse conditions to which the issuers of the Bonds are
subject. Additionally, many factors including national economic,
social and environmental policies and conditions, which are not
within the control of the issuers of Bonds, could affect or could
have an adverse impact on the financial condition of Puerto Rico
and various agencies and political subdivisions located in Puerto
Rico. The Sponsor is unable to predict whether or to what extent
such factors or other factors may affect the issuers of Bonds,
the market value or marketability of the Bonds or the ability
of the respective issuers of the Bonds acquired by the Trusts
to pay interest on or principal of the Bonds.
Guam. The Trusts of the Fund may contain Bonds of issues which
may be affected by economic conditions in Guam. Guam is an unincorporated
territory of the United States; legislation currently being considered
in the U.S. Congress would make Guam a U.S. commonwealth.
Guam's economy is heavily dependent on tourism and U.S. military
activity. Tourism is affected by general economic conditions and
by the value of the U.S. dollar. Since over 80% of Guam's tourists
in recent years have been from Japan, Guam's economy may be significantly
affected by a decline in the value of the Japanese yen relative
to the U.S. dollar and any decline in the Japanese economy.
The U.S. military, which accounts for 20% of all employment in
Guam and occupies approximately one-third of Guam's land area,
affects Guam's economy through the spending of military personnel
and their dependents, the employment of civilian personnel, construction
contracts and other purchases of materials and services and the
refunding to the government of Guam of Federal income taxes paid
by military personnel. Any reduction in U.S. military spending
generally or any reallocation of that spending away from Guam
could, therefore have a substantial effect on Guam's economy.
The foregoing information constitutes only a brief summary of
some of the financial difficulties which may impact certain issuers
of Bonds and does not purport to be a complete or exhaustive description
of all adverse conditions to which the issuers of the Bonds are
subject. Additionally, many factors including national economic,
social and environmental policies and conditions, which are not
within the control of the issuers of Bonds, could affect or could
have an adverse impact on the financial condition of Guam and
various agencies and political subdivisions located in Guam. The
Sponsor is unable to predict whether or to what extent such factors
or other factors may affect the issuers of Bonds, the market value
or marketability of the Bonds or the ability of the respective
issuers of the Bonds acquired by the Trusts to pay interest on
or principal of the Bonds.
What are the Expenses and Charges?
The Sponsor does not charge the Fund any advisory fee. At no cost
to the Trusts, the Sponsor has borne all the expenses of creating
and establishing the Fund, including the cost of the initial preparation,
printing and execution of the Indenture and the certificates for
the Units, legal and accounting expenses, expenses of the Trustee
and other out-of-pocket expenses.
For valuations of Bonds in Series 8-44 of the Fund, the Evaluator
receives from each series of the Fund a weekly fee of $35 plus
$.25 for each issue of Bonds in excess of 50 issues (treating
separate maturities as separate issues and excluding Existing
Fund Units). For Series 45 and subsequent Series of the National
Trust and for all Series of the Multi-State Trust, New York Trust
and Pennsylvania Trust, the Evaluator receives the fee indicated
under "Summary of Essential Information" in Part One. The fees
of the Trustee for ordinary recurring services to the respective
series of a Trust which they serve are computed at $1.61, $1.12
and $.86 for Series 8-13 of the National Trust, $1.24, $.98 and
$.69 for Series 14-137 of the National Trust; $1.05, $.80 and
$.55 for Series 138 and series subsequent thereto of the National
Trust; $1.24, $.98 and $.69 for all Series of the New York Trust
and the Pennsylvania Trust; $1.24 and $.69 for Series 1-9 of the
Multi-State Trust and $1.05 and $.55 for Series 10 and 11 of the
Multi-State Trust per annum per $1,000 principal amount of underlying
Bonds, for those portions of a Trust representing monthly, quarterly
(if applicable) and semi-annual distribution plans, respectively.
The Trustee for Series 41, 42 and 43 of the National Trust also
Page 16
receives fees of $.54, $.425 and $.30 per annum per $1,000 face amount
of Existing Fund Units for those portions of the Fund represented by the
respective plans. The Trustee's and Evaluator's fees are payable monthly
on or before each Distribution Date from the Interest Account
to the extent funds are available and then from the Principal
Account. Since a Trustee has the use of the funds being held in
the Principal and Interest Accounts for future distributions,
payment of expenses and redemptions and since such Accounts are
non-interest bearing to Unit holders, the Trustee benefits thereby.
Part of the Trustee's compensation for its services to a Trust
is expected to result from the use of these funds. Both fees may
be increased without approval of the Unit holders by amounts not
to exceed to proportionate increases under the category "All Services
Less Rent Shelter" in the Consumer Price Index published by the
United States Department of Labor.
The annualized cost of portfolio insurance is set forth in Part
One for each series of the Fund other than the Multi-State Trust:
Pennsylvania Trust, Series 6. The portfolio insurance continues
so long as a Trust retains the Bonds thus insured. Premiums are
payable monthly in advance by the Trustee on behalf of the Trust.
As Bonds in the Portfolio are redeemed by their respective issuers
or sold by the Trustee, the amount of the premium will be reduced
in respect of those Bonds no longer owned by or held in a series
of the Trust which were insured by insurance obtained by the Trust.
Except with respect to the Multi-State Trust: Pennsylvania Trust,
Series 6, Bonds for which insurance has been obtained by the issuer
from Financial Guaranty are also insured by the Multi-State Trust
but no premium is charged for the insurance obtained by the Multi-State
Trust on such Bonds. Bonds for which insurance has been obtained
by the issuer from insurance companies other than Financial Guaranty
are also insured by the Multi-State Trust (except with respect
to the Multi-State Trust: Pennsylvania Trust, Series 6) but the
premiums for insurance obtained by the Multi-State Trust on such
Bonds reflect the existence of the insurance obtained by the issuer
from such other insurance companies. In the case of Bonds for
which insurance has been obtained by the issuer, the Trust either
incurs no cost (because such Bonds were not additionally insured
under the policy obtained by the Trust) or a cost which reflects
the existence of such insurance if the Bonds are covered by the
policy obtained by the Trust. The Fund does not incur any cost for
insurance which relates to bonds underlying Existing Fund Units, since
the premium or premiums for such insurance has been paid either by the
Existing Funds or by the respective issuer of such bonds. Bonds insured
by the issuer, for Series 111 and prior series of the National Trust,
and all Series of the New York and Pennsylvania Trust, and Existing Fund
Units are not additionally insured by the series of the Fund. For Series
112 and subsequent series of the National Trust and all series of the
Multi-State Trust (except Multi-State Trust: Pennsylvania Trust, Series
6), the premium payable for Permanent Insurance will be paid solely
from the proceeds of the sale of a Bond in the event the Trustee
exercises the right to obtain Permanent Insurance on the Bond.
The premiums for such Permanent Insurance with respect to each
Bond will decline over the life of the Bond.
The following additional charges are or may be incurred by a Trust:
all expenses (including legal and auditing expenses) of the Trustee
incurred in connection with its responsibilities under the Indenture,
except in the event of negligence, bad faith or willful misconduct
on its part; the expenses and costs of any action undertaken by
the Trustee to protect the Trust and the rights and interests
of the Unit holders; fees of the Trustee for any extraordinary
services perform under the Indenture; indemnification of the Trustee
for any loss, liability or expense incurred by it without negligence,
bad faith or willful misconduct on its part, arising out of, or
in connection with, its acceptance or administration of the Trust;
indemnification of the Sponsor for any loss, of liability or expense
incurred without gross negligence, bad faith or willful misconduct
in acting as Depositor of the Trust; all taxes and other governmental
charges imposed upon the Securities or any part of the Trust (no
such taxes or charges are being levied or made or, to the knowledge
of the Sponsor, contemplated); and expenditures incurred in contacting
Unit holders upon termination of the Trust. The above expenses
and the Trustee's annual fee, when paying or owing to the Trustee,
are secured by a lien on the Trust. In addition, the Trustee is
empowered to sell Securities in order to make funds available
to pay all these amounts if funds are not otherwise available
in the Interest and Principal Accounts of the Trust. The Trust
will be audited on an annual basis at the expense of the Trust
by independent auditors selected by the Sponsor. The Trustee shall
not be required, however, to cause such an audit to be performed if
Page 17
its cost to a Trust shall exceed $.50 per Unit on an annual basis.
Unit holders of a Trust covered by an audit may obtain a copy of the
audited financial statements upon request.
PUBLIC OFFERING
How is the Public Offering Price Determined?
Although it is not obligated to do so, the Sponsor intends to
maintain a market for the Units and continuously to offer to purchase
Units at prices, subject to change at any time, based upon the
aggregate bid price of the Bonds in the portfolio of each Trust
plus interest accrued to the date of settlement. All expenses
incurred in maintaining a market, other than the fees of the Evaluator
and the costs of the Trustee in transferring and recording the
ownership of Units, will be borne by the Sponsor. If the supply
of Units exceeds demand, or for some other business reason, the
Sponsor may discontinue purchases of Units at such prices. IF
A UNIT HOLDER WISHES TO DISPOSE OF HIS UNITS, HE SHOULD INQUIRE
OF THE SPONSOR AS TO CURRENT MARKET PRICES PRIOR TO MAKING A TENDER
FOR REDEMPTION TO THE TRUSTEE. Prospectuses relating to certain
other bond funds indicate an intention, subject to change, on
the part of the respective sponsors of such funds to repurchase
units of those funds on the basis of a price higher than the bid
prices of the securities in the funds. Consequently, depending
upon the prices actually paid, the repurchase price of other sponsors
for units of their funds may be computed on a somewhat more favorable
basis than the repurchase price offered by the Sponsor for Units
of a Trust in secondary market transactions. The purchase price
per unit of such bond funds will depend primarily on the value
of the securities in the Portfolio of the applicable Trust.
The Public Offering Price of Units of a Trust will be determined
by adding to the Evaluator's determination of the aggregate bid
price of the Bonds in a Trust the appropriate sales charge determined
in accordance with the schedule set forth below, based upon the
number of years remaining to the maturity of each Bond in the
portfolio of the Trust, adjusting the total to reflect the amount
of any cash held in or advanced to the principal account of the
Trust and dividing the result by the number of Units of such trust
then outstanding. The minimum sales charge on Units will be 3%
of the Public Offering Price (equivalent to 3.093% of the net
amount invested). For purposes of computation, Bonds will be deemed
to mature on their expressed maturity dates unless: (a) the Bonds
have been called for redemption or funds or securities have been
placed in escrow to redeem them on an earlier call date, in which
case such call date will be deemed to be the date upon which they
mature; or (b) such Bonds are subject to a "mandatory tender,"
in which case such mandatory tender will be deemed to be the date
upon which they mature.
The effect of this method of sales charge computation will be
that different sales charge rates will be applied to each of the
various Bonds in the Trusts based upon the maturities of such
bonds, in accordance with the following schedule:
Page 18
<TABLE>
<CAPTION>
Secondary Offering Period
Sales Charge
________________________________
Percentage Percentage
of Public of Net
Offering Amount
Years to Maturity Price Invested
_________________ __________ __________
<S> <C> <C>
0 Months to 1 Year 1.00% 1.010%
1 but less than 2 1.50 1.523
2 but less than 3 2.00 2.041
3 but less than 4 2.50 2.564
4 but less than 5 3.00 3.093
5 but less than 6 3.50 3.627
6 but less than 7 4.00 4.167
7 but less than 8 4.50 4.712
8 but less than 9 5.00 5.263
9 but less than 10 5.50 5.820
10 or more 5.80 6.157
</TABLE>
There will be no reduction of the sales charges for volume purchases.
A dealer will receive from the Sponsor a dealer concession of
70% of the total sales charges for Units sold by such dealer and
dealers will not be eligible for additional concessions for Units
sold pursuant to the above schedule.
An investor may aggregate purchases of Units of two consecutive
series of a particular State, National, Discount, Intermediate,
Long Intermediate or Short Intermediate Trust for purposes of
calculating the discount for volume purchases listed above. Additionally,
with respect to the employees, officers and directors (including
their immediate families and trustees, custodians or a fiduciary
for the benefit of such person) of Nike Securities L.P. and its
subsidiaries the sales charge is reduced by 2% of the Public Offering
Price for purchases of Units during the secondary offering period.
Any such reduced sales charge shall be the responsibility of the
selling Underwriter or dealer except that with respect to purchases
of Units of $500,000 or more, the Sponsor will reimburse the selling
Underwriter or dealer in an amount equal to $2.50 per Unit (in
the case of a Discount Trust, .25% of the Public Offering Price).
The reduced sales charge structure will apply on all purchases
of Units in a Trust by the same person on any one day from any
one Underwriter or dealer and, for purposes of calculating the
applicable sales charge, purchases of Units in the Fund will be
aggregated with concurrent purchases by the same person from such
Underwriter or dealer of units in any series of tax-exempt unit
investment trusts sponsored by Nike Securities L.P. Additionally,
Units purchased in the name of the spouse of a purchaser or in
the name of a child of such purchaser under 21 years of age will
be deemed, for the purpose of calculating the applicable sales
charge, to be additional purchases by the purchaser. The reduced
sales charges will also be applicable to a trustee or other fiduciary
purchasing securities for a single trust estate or single fiduciary
account.
Units may be purchased in the secondary market at the Public Offering
Price less the concession the Sponsor typically allows to dealers
and other selling agents for purchases (see "Public Offering-How
are Units Distributed?") by investors who purchase Units through
registered investment advisers, certified financial planners and
registered broker-dealers who in each case either charge periodic
fees for financial planning, investment advisory or asset management
services, or provide such services in connection with the establishment
of an investment account for which a comprehensive "wrap fee"
charge is imposed.
From time to time the Sponsor may implement programs under which
Underwriters and dealers of the Fund may receive nominal awards
from the Sponsor for each of their registered representatives
who have sold a minimum number of UIT Units during a specified
time period. In addition, at various times the Sponsor may implement
other programs under which the sales force of an Underwriter or
dealer may be eligible to win other nominal awards for certain
sales efforts, or under which the Sponsor will allow to any such
Underwriter or dealer that sponsors sales contests or recognition
programs conforming to criteria established by the Sponsor, or
participates in sales programs sponsored by the Sponsor, an amount
not exceeding the total
Page 19
applicable sales charges on the sales generated by such person
at the public offering price during such programs. Also, the Sponsor
in its discretion may from time to time pursuant to objective
criteria established by the Sponsor pay fees to qualifying Underwriters
or dealers for certain services or activities which are primarily
intended to result in sales of Units of the Trusts. Such payments
are made by the Sponsor out of its own assets, and not out of
the assets of the Trusts. These programs will not change the price
Unit holders pay for their Units or the amount that the Trusts
will receive from the Units sold.
A comparison of tax-free and equivalent taxable estimated current
returns and estimated long-term returns with the returns on various
taxable investments is one element to consider in making an investment
decision. The Sponsor may from time to time in its advertising
and sales materials compare the then current estimated returns
on the Trust and returns over specified periods on other similar
Trusts sponsored by Nike Securities L.P. with returns on taxable
investments such as corporate or U.S. Government bonds, bank CDs
and money market accounts or money market funds, each of which
has investment characteristics that may differ from those of the
Trust. U.S. Government bonds, for example, are backed by the full
faith and credit of the U.S. Government and bank CDs and money
market accounts are insured by an agency of the federal government.
Money market accounts and money market funds provide stability
of principal, but pay interest at rates that vary with the condition
of the short-term debt market. The investment characteristics
of the Trust are described more fully elsewhere in this Prospectus.
The aggregate price of the Securities in each Trust is determined
by whoever from time to time is acting as evaluator (the "Evaluator"),
on the basis of bid prices, as of the close of trading on the
New York Stock Exchange on each day on which it is open, (1) on
the basis of current market prices for the Bonds obtained from
dealers or brokers who customarily deal in bonds comparable to
those held by the Trust; (2) if such prices are not available
for any of the Bonds, on the basis of current market prices for
comparable bonds; (3) by determining the value of the Bonds by
appraisal; or (4) by any combination of the above. For purposes
of such determinations, the close of trading on the New York Stock
Exchange is 4:00 p.m. Eastern time. Unless Bonds are in default
in payment of principal or interest or, in the Sponsor's opinion,
are being quoted in the market at values which reflect a significant
risk of such default, the Evaluator will not attribute any value
to the insurance obtained by the Trust. On the other hand, the
value of insurance obtained by the issuer of Bonds is reflected
and included in the market value of such Bonds.
The Evaluator will consider in its evaluation of Bonds deposited
in a Series of the National Trust prior to Series 112 and Bonds
deposited in any Series of the New York Trust and the Pennsylvania
Trust which are, in the Sponsor's opinion, being quoted in the
market at values which reflect a significant risk of such default
(the "Defaulted Bonds") and which are covered by insurance obtained
by such series of the Trust, the value of the insurance guaranteeing
interest and principal payments as well as the market value of
the Defaulted Bonds and the market value of bonds of issuers whose
bonds, if identifiable, are of the same purpose of issue as the
Defaulted Bonds, carry identical interest rates and maturities
and are of a creditworthiness comparable to the Defaulted Bonds
before the Defaulted Bonds went into default or became subject
to a significant risk of such default. If such other bonds are
not identifiable, the Evaluator will compare prices of bonds not
subject to a significant risk of default that have, to the extent
possible, similar characteristics as to purpose of issue, interest
rates, maturities and creditworthiness. In any case the Evaluator
will consider the ability of an insurer to meet its commitments
under the Trust's insurance policy. For example, if the Trust
were to hold the defaulted Bonds of a municipality, the Evaluator
would first consider in its evaluation the market price of the
defaulted Bonds. The Evaluator would also attribute a value to
the insurance feature of the defaulted Bonds which would be equal
to the difference between the market value of the Defaulted Bonds
insured by the Trust and the market value of comparable bonds
which were not in default in payment of principal or interest
or in significant risk of such default. The Evaluator intends
to use a similar valuation method with respect to Bonds insured
by such series of the Trust if there is a significant risk of
default and a resulting decrease in the market value. However,
the Evaluator will not assign a value greater than par value to
Bonds in default or in significant risk of default.
The Evaluator will consider in its evaluation of Bonds, deposited
in Series 112 and subsequent Series of the National Trust and
all Series of the Multi-State Trust, which are in default in payment
of principal or interest
Page 20
or, in the Sponsor's opinion, in significant risk of such default
and which are covered by insurance obtained by Series 112 and
subsequent Series of the National Trust and all Series of the
Multi-State Trust, the value of the insurance guaranteeing interest
and principal payments. The value of the insurance will be equal
to the difference between (i) the market value of Defaulted Bonds
assuming the exercise of the right to obtain Permanent Insurance
(less the insurance premium attributable to the purchase of Permanent
Insurance) and (ii) the market value of such Defaulted Bonds not
covered by Permanent Insurance. In addition, the Evaluator will
consider the ability of Financial Guaranty to meet its commitments
under the Trust's insurance policy, including the commitments
to issue Permanent Insurance. It is the position of the Sponsor
that these methods are fair methods of valuing the Bonds and the
insurance obtained by the Trust and reflect a proper valuation
method in accordance with the provisions of the Investment Company
Act of 1940.
The Evaluator may be attributing value to insurance for the purpose
of computing the price or redemption value of Units for certain
series of the Fund. See Part One for further information as to
whether value is being attributed to insurance in determining
the value of Units for that series of the Trust. For a description
of the circumstances under which a full or partial suspension
of the right of Unit holders to redeem their Units may occur,
see "How May Units be Redeemed?"
The Evaluator shall determine daily the valuation of the Securities
as of the close of trading on the New York Stock Exchange (4:00
p.m. Eastern time) on each day on which the Exchange is open.
For transactions occurring prior to the close of trading on the
New York Stock Exchange, the Public Offering Price will be computed
as of the close of trading on the Exchange on that day. For transactions
occurring after the close of trading on the New York Stock Exchange
(4:00 p.m. Eastern time), or on a day when the New York Stock
Exchange is closed, the Public Offering Price will be computed
as of the close of trading on the Exchange on the next day that
such Exchange is open for trading. The price so determined will
be the basis for purchases or sales of outstanding Units during
the period of time any such price is effective.
The secondary market Public Offering Price of the Units will be
equal to the bid price per Unit of the Bonds in the Trust, plus
(less) any balance (overdraft) in the principal cash account of
such Trust, plus the applicable sales charge.
Although payment is normally made five business days following
the order for purchase, payment may be made prior thereto. A person
will become owner of the Units on the date of settlement provided
payment has been received. Cash, if any, made available to the
Sponsor prior to the date of settlement for the purchase of Units
may be used in the Sponsor's business and may be deemed to be
a benefit to the Sponsor, subject to the limitations of the Securities
Exchange Act of 1934. Delivery of Certificates representing Units
so ordered will be made five business days following such order
or shortly thereafter. See "Rights of Unit Holders-How may Units
be Redeemed?" for information regarding the ability to redeem
Units ordered for purchase.
How are Units Distributed?
Sales will be made to dealers and others at prices which represent
a concession or agency commission of 4.0% of the Public Offering
Price per Unit for each State, Discount or National Trust, 3.0%
of the Public Offering Price for an Intermediate or Long Intermediate
Trust, and 2.5% of the Public Offering Price per Unit for a Short
Intermediate Trust, but the Sponsor reserves the right to change
the amount of the concession to dealers and others from time to
time. Certain commercial banks are making Units of the Trust available
to their customers on an agency basis. A portion of the sales
charge paid by these customers is retained by or remitted to the
banks in the amounts indicated in the second preceding sentence.
Under the Glass-Steagall Act, banks are prohibited from underwriting
Fund Units, however, the Glass-Steagall Act does permit certain
agency transactions and the banking regulators have not indicated
that these particular agency transactions are not permitted under
such Act. In Texas and in certain other states, any banks making
Units available must be registered as broker-dealers under state
law.
What are the Sponsor's Profits?
The Sponsor and participating dealers will receive a gross sales
commission as indicated in Part One for each Trust less any reduced
sales charge for quantity purchases as described under "How is
the Public Offering Price Determined?"
Page 21
In maintaining a market for the Units, the Sponsor will also realize
profits or sustain losses in the amount of any difference between
the price at which Units are purchased (based on the bid prices
of the Securities in each Trust) and the price at which Units
are resold (which price includes the sales charge) or redeemed
(based on the bid prices of the Securities in each Trust). The
secondary market public offering price of Units may be greater
or less than the cost of such Units to the Sponsor.
RIGHTS OF UNIT HOLDERS
How are Certificates Issued and Transferred?
The Trustee is authorized to treat as the record owner of Units
that person who is registered as such owner on the books of the
Trustee. Ownership of Units is evidenced by registered certificates
executed by the Trustee and the Sponsor. Delivery of certificates
representing Units ordered for purchase is normally made five
business days following such order or shortly thereafter. Certificates
are transferable by presentation and surrender to the Trustee
properly endorsed or accompanied by written instrument or instruments
of transfer. Certificates to be redeemed must be properly endorsed
or accompanied by a written instrument or instruments of transfer.
A Unit holder must sign exactly as his name appears on the face
of the certificate with the signature guaranteed by a participant
in the Securities Transfer Agents Medallion Program ("STAMP")
or such other signature guaranty program in addition to, or in
substitution for, STAMP, as may be accepted by 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. Record ownership may occur before settlement.
Certificates will be issued in fully registered form, transferable
only on the books of the applicable Trustee in denominations of
one Unit or any multiple thereof, numbered serially for purposes
of identification. Certificates for Units will bear an appropriate
notation on their face indicating which plan of distribution has
been selected in respect thereof. When a change is made, the existing
certificate must be surrendered to the appropriate Trustee and
a new certificate issued to reflect the then effective plan of
distribution. There is no charge for this service.
Although no such charge is now made or contemplated, a Unit holder
may be required to pay $2.00 to the Trustee per certificate reissued
or transferred for reasons other than to change the plan of distribution,
and to pay any governmental charge that may be imposed in connection
with each such transfer or exchange. For new certificates issued
to replace destroyed, stolen or lost certificates, the Unit holder
may be required to furnish indemnity satisfactory to the Trustee
and pay such expenses as the Trustee may incur. Mutilated certificates
must be surrendered to the appropriate Trustee for replacement.
How are Interest and Principal Distributed?
Interest from each Trust will be distributed as set forth in Part
One for each Trust on a pro rata basis to Unit holders of record
as of the preceding Record Date who are entitled to distributions
at that time under the plan of distribution chosen. All distributions
will be net of applicable expenses for such Trust.
The pro rata share of cash in the Principal Account of each Trust
will be computed monthly as of the fifteenth day of each month,
and distributions to the Unit holders as of the applicable Record
Date will be made as set forth in Part One for each Trust. Proceeds
received from the disposition of any of the Securities (less any
premiums due with respect to Bonds in Series 112 and subsequent
Series of the National Trust and any Series of the Multi-State
Trust (except for the Multi-State Trust: Pennsylvania Trust, Series
6) for which the Trustee has exercised the right to obtain Permanent
Insurance) after a Record Date and prior to the following Distribution
Date will be held in the Principal Account and not distributed
until the next Distribution Date. The Trustee is not required
to pay interest on funds held in the Principal or Interest Accounts
of a Trust (but may itself earn interest thereon and therefore
benefit from the use of such funds), nor to make a distribution
from the Principal Account unless the amount available for distribution
shall equal at least $1.00 per Unit.
The Trustee will credit to the Interest Account of each Trust
all interest received by such Trust, including that part of the
proceeds (including insurance proceeds) of any disposition of
Securities which represents accrued interest. Other receipts will
be credited to the Principal Account of such Trust. The distribution
to the Unit
Page 22
holders as of each applicable Record Date will be made on the
following Distribution Date or shortly thereafter and shall consist
of an amount substantially equal to such portion of the holder's
pro rata share of the estimated annual income after deducting
estimated expenses as is consistent with the distribution plan
chosen. Because interest payments are not received by the Fund
at a constant rate throughout the year, such interest distribution
may be more or less than the amount credited to the Interest Account
as of the Record Date. For the purpose of minimizing fluctuations
in the distributions from the Interest Account, the Trustee is
authorized to advance such amounts as may be necessary to provide
interest distributions of approximately equal amounts. The Trustee
shall be reimbursed, without interest, for any such advances from
funds in the Interest Account on the ensuing Record Date. Persons
who purchase Units between a Record Date and a Distribution Date
will receive their first distribution on the second Distribution
Date after the purchase under the applicable plan of distribution.
The Trustee is not required to pay interest on Funds held in the
Principal or Interest Account of a Trust (but may itself earn
interest thereon and therefore benefits from the use of such funds).
As of the fifteenth of each month, the applicable Trustee will
deduct from the Interest Account of each Trust and, to the extent
funds are not sufficient therein, from the Principal Account of
each Trust, amounts necessary to pay the expenses of such Trust.
A Trustee also may withdraw from said accounts such amounts, if
any, as it deems necessary to establish a reserve for any governmental
charges payable out of the Trust. Amounts so withdrawn shall not
be considered a part of the Trust's assets until such time as
the Trustee shall return all or any part of such amounts to the
appropriate account. In addition, a Trustee may withdraw from
the Interest Account and the Principal Account of a Trust such
amounts as may be necessary to cover redemption of Units of such
Trust by the Trustee.
Record Dates for monthly distributions will be the fifteenth day
of each month, Record Dates for quarterly distributions (if applicable)
will be the fifteenth day of March, June, September and December
and Record Dates for semi-annual distributions will be the fifteenth
day of June and December. Distributions will be made as set forth
in Part One for each Trust.
The plan of distribution selected by a Unit holder will remain
in effect until changed. Unit holders purchasing Units in the
secondary market will initially receive distributions in accordance
with the election of the prior owner. Each year, approximately
six weeks prior to the end of May, the applicable Trustee will
furnish each Unit holder a card to be returned to such Trustee
not more than 30 nor less than 10 days before the end of such
month. Unit holders desiring to change the plan of distribution
in which they are participating may so indicate on the card and
return same, together with their certificate, to the Trustee.
If the card and certificate are returned to the Trustee, the change
will become effective as of June 16 of that year. If the card
and certificate are not returned to the Trustee, the Unit holder
will be deemed to have elected to continue with the same plan
for the following twelve months.
How Can Distributions to Unit Holders be Reinvested?
Universal Distribution Option. Unit holders may elect participation
in a Universal Distribution Option which permits a Unit holder
to direct the Trustee to distribute principal and interest payments
to any other investment vehicle of which the Unit holder has an
existing account. For example, at a Unit holder's direction, the
Trustee would distribute automatically on the applicable distribution
date interest income or principal on the participant's Units to,
among other investment vehicles, a Unit holder's checking, bank
savings, money market, insurance, reinvestment or any other account.
All such distributions, of course, are subject to the minimum
investment and sales charges, if any, of the particular investment
vehicle to which distributions are directed. The Trustee will
notify the participant of each distribution pursuant to the Universal
Distribution Option. The Trustee will distribute directly to the
Unit holder any distributions which are not accepted by the specified
investment vehicle. A participant may at any time, by so notifying
the Trustee in writing, elect to terminate his participation in
the Universal Distribution Option and receive directly future
distributions on his Units.
Distribution Reinvestment Option. The Sponsor has entered into
an arrangement with Oppenheimer Management Corporation, which
permits any Unit holder of a Trust to elect to have each distribution
of interest income or principal on his Units automatically reinvested
in shares of either the Oppenheimer Intermediate
Page 23
Tax-Exempt Bond Fund (the "Intermediate Series") or the Oppenheimer
Insured Tax-Exempt Bond Fund (the "Insured Series"). Oppenheimer
Management Corporation is the investment adviser of each Series
which are open-end, diversified management investment companies.
The investment objective of the Intermediate Series is to provide
a high level of current interest income exempt from Federal income
tax through the purchase of investment grade securities. The investment
objective of the Insured Series is to provide as high a level
of current interest income exempt from Federal income tax as is
consistent with the assurance of the scheduled receipt of interest
and principal through insurance and the preservation of capital
(the income of either Series may constitute an item of preference
for determining the Federal alternative minimum tax). The objectives
and policies of each Series are presented in more detail in the
prospectus for each Series.
Each person who purchases Units of a Trust may use the card attached
to this prospectus to request a prospectus describing each Series
and a form by which such person may elect to become a participant
in Distribution Reinvestment Option with respect to a Series.
Each distribution of interest income or principal on the participant's
Units will automatically be applied by the Trustee to purchase
shares (or fractions thereof) of a Series without a sales charge
and with no minimum investment requirements.
The shareholder service agent for each Series will mail to each
participant in the Distribution Reinvestment Option confirmations
of all transactions undertaken for such participant in connection
with the receipt of distributions from any of the Trusts and the
purchase of shares (or fractions thereof) of a Series.
A participant may at any time, by so notifying the Trustee in
writing, elect to terminate his participation in the Distribution
Reinvestment Option and receive future distributions on his Units
in cash. There will be no charge or other penalty for such termination.
The Sponsor and Oppenheimer Management Corporation each have the
right to terminate the Distribution Reinvestment Option, in whole
or in part.
It should be remembered that even if distributions are reinvested
through the Universal Distribution Option or the Distribution
Reinvestment Option they are still treated as distributions for
income tax purposes.
What Reports will Unit Holders Receive?
The Trustee shall furnish Unit holders of each Trust in connection
with each distribution a statement of the amount of interest,
if any, and the amount of other receipts, if any, which are being
distributed, expressed in each case as a dollar amount per Unit.
Within a reasonable 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 Unit holder of record, a statement as
to (1) the Interest Account: interest received (including amounts
representing interest received upon any disposition of Securities
of such Trust), the amount of such interest representing insurance
proceeds, deductions for payment of applicable taxes and fees
and expenses of the Fund, redemption of Units and the balance
remaining after such distributions and deductions, expressed both
as a total dollar amount and as a dollar amount representing the
pro rata share of each Unit outstanding on the last business day
of such calendar year; (2) the Principal Account: the dates of
disposition of any Securities of such Trust and the net proceeds
received therefrom (excluding any portion representing interest,
and in the case of Series 112 and subsequent Series of the National
Trust and any Series of the Multi-State Trust (except for the
Multi-State Trust: Pennsylvania Trust, Series 6), the premium
attributable to the exercise of the right to obtain Permanent
Insurance), deductions for payment of applicable taxes and for
fees and expenses of the Trust, redemptions of Units, and the
balance remaining after such distributions and deductions, expressed
both as a total dollar amount and as a dollar amount representing
the pro rata share of each Unit outstanding on the last business
day of such calendar year; (3) the Securities held and the number
of Units of such Trust 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) the amounts actually distributed during such calendar year
from the Interest Account and from the Principal Account of such
Trust, separately stated, expressed both as total dollar amounts
and as dollar amounts per Unit outstanding on the Record Date
for such distributions.
In order to comply with Federal and state tax reporting requirements,
Unit holders will be furnished, upon request to the applicable
Trustee, evaluations of the Bonds in their Trust furnished to
it by the Evaluator.
Page 24
Each distribution statement will reflect pertinent information
in respect of all plans of distribution so that Unit holders may
be informed regarding the results of other plan or plans of distribution.
How May Units be Redeemed?
A Unit holder may redeem all or a portion of his Units by tender
to the applicable Trustee at its corporate trust office in the
City of New York of the certificates representing the Units to
be redeemed, duly endorsed or accompanied by proper instruments
of transfer with signature guaranteed as explained above (or by
providing satisfactory indemnity, as in connection with lost,
stolen or destroyed certificates), and payment of applicable governmental
charges, if any. No redemption fee will be charged. On 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,
the Unit holder will be entitled to receive in cash an amount
for each Unit equal to the Redemption Price per Unit next computed
after receipt by the applicable Trustee of such tender of Units.
The "date of tender" is deemed to be the date on which Units are
received by the applicable Trustee, except that as regards Units
received after the close of trading on the New York Stock Exchange
(4:00 p.m. Eastern time), the date of tender is the next day on
which such Exchange is open for trading and such Units will be
deemed to have been tendered to the applicable Trustee on such
day for redemption at the redemption price computed on that day.
Units so redeemed shall be canceled.
Accrued interest to the settlement date paid on redemption shall
be withdrawn from the Interest Account of the Trust or, if the
balance therein is insufficient, from the Principal Account of
such Trust. All other amounts paid on redemption shall be withdrawn
from the Principal Account of the Trust.
The Redemption Price per Unit (and the Public Offering Price per
Unit) will be determined on the basis of the bid price of the
Securities in a Trust, as of the close of trading on the New York
Stock Exchange on the date any such determination is made. The
Redemption Price per Unit is the pro rata share of each Unit determined
by the applicable Trustee on the basis of (1) the cash on hand
in a Trust or moneys in the process of being collected, (2) the
value of the Securities in the Trust based on the bid prices of
the Bonds in such Trust, except for those cases in which the value
of insurance has been added, and (3) interest accrued thereon,
less (a) amounts representing taxes or other governmental charges
payable out of such Trust and (b) the accrued expenses of such
Trust, and (c) cash held for distribution to Unit holders of record
as of a date prior to the evaluation then being made. The Evaluator
may determine the value of the Securities in the Trust (1) on
the basis of current bid prices of the Bonds (and bonds underlying
Existing Fund Units) obtained from dealers or brokers who customarily
deal in bonds comparable to those held by such Trust, (2) on the
basis of bid prices for bonds comparable to any Bonds for which
bid prices are not available, (3) by determining the value of
the Securities by appraisal, or (4) by any combination of the
above. In determining the Redemption Price per Unit no value will
be attributed to the portfolio insurance obtained by each series
of the Trust unless the Bonds insured by such portfolio insurance
are in default in payment of principal or interest or, in the
Sponsor's opinion, in significant risk of such default. On the
other hand, any Bonds insured under a policy obtained by the issuer
thereof are entitled to the benefits of such insurance at all
times and such benefits are reflected and included in the market
value of such Bonds. See "Why and How are the Trusts Insured?"
For a description of the situation in which the Evaluator may
value the insurance obtained by the Trust, see "How is the Public
Offering Price Determined?"
The difference between the bid and offering prices of such Bonds
may be expected to average 1-2% of the principal amount. In the
case of actively traded bonds, the difference may be as little
as 1/2 of 1% and, in the case of inactively traded bonds, such
difference usually will not exceed 3%. Therefore, the price at
which Units may be redeemed could be less than the price paid
by the Unit holder and may be less than the par value of the Securities
represented by the Units so redeemed.
The Trustee is empowered to sell underlying Securities in a Trust
in order to make funds available for redemption. To the extent
that Securities are sold, the size and diversity of such Trust
will be reduced. Such sales may be required at a time when Securities
would not otherwise be sold and might result in lower prices than
might otherwise be realized. Under the provisions for insurance
obtained by each series of the National Trust prior to Series
112 and each series of the New York Trust and the Pennsylvania
Trust the insurance may not be transferred by any such Trust.
For Series 112 and subsequent Series of the National Trust and all
Page 25
Series of the Multi-State Trust (except for the Multi-State Trust:
Pennsylvania Trust, Series 6), the Trustee may obtain Permanent
Insurance on the Bonds. Accordingly, any Bonds in a series of the
Fund prior to Series 112 of the National Trust and any Series of
the New York Trust and the Pennsylvania Trust must be sold on an
uninsured basis, while Bonds sold from Series 112 and subsequent
Series of the National Trust and all Series of the Multi-State Trust
(except for the Multi-State Trust: Pennsylvania Trust, Series
6) for which Permanent Insurance has been obtained will be sold
on an insured basis (as will Bonds on which insurance has been
obtained by the issuer thereof).
The right of redemption may be suspended and payment postponed
for any period during which the New York Stock Exchange is closed,
other than for customary weekend and holiday closings, or during
which the Securities and Exchange Commission determines that 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 for such other periods as the Securities and Exchange
Commission may by order permit. Under certain extreme circumstances,
the Sponsor may apply to the Securities and Exchange Commission
for an order permitting a full or partial suspension of the right
of Unit holders to redeem their Units.
How May Units be Purchased by the Sponsor?
The Trustee shall notify the Sponsor of any tender of Units for
redemption. If the Sponsor's bid in the secondary market at that
time equals or exceeds the Redemption Price per Unit, it may purchase
such Units by notifying the Trustee before 12:00 p.m. Eastern
time on the next succeeding business day and by making payment
therefor to the Unit holder not later than the day on which the
Units would otherwise have been redeemed by the Trustee. Units
held by the Sponsor may be tendered to the Trustee for redemption
in the same manner as any other Units.
The offering price of any Units acquired by the Sponsor will be
determined in accordance with the Public Offering Price described
in the then currently effective prospectus describing such Units.
Any profit or loss resulting from the resale or redemption of
such Units will belong to the Sponsor.
How May Bonds be Removed from the Fund?
The Trustee is empowered to sell, for the purpose of redeeming
Units tendered by any Unit holder and for the payment of expenses
for which funds may not be available, such of the Bonds in each
Trust on a list furnished by the Sponsor as the Trustee in its
sole discretion may deem necessary. As described in the following
paragraph and in certain other unusual circumstances for which
it is determined by the Trustee to be in the best interests of
the Unit holders or if there is no alternative, the Trustee is
empowered to sell Bonds in a Trust which are in default in payment
of principal or interest or, in the Sponsor's opinion, in significant
risk of such default and for which value has been attributed to
the insurance obtained by the Trust. See "Rights of Unit Holders-How
May Units be Redeemed?" The Sponsor is empowered, but not obligated,
to direct the Trustee to dispose of Bonds in a Trust in the event
of advanced refunding. The Sponsor may from time to time act as
agent for a Trust with respect to selling Bonds out of a Trust.
From time to time, the Trustee may retain and pay compensation
to the Sponsor subject to the restrictions under the Investment
Company Act of 1940, as amended.
If any default in the payment of principal or interest on any
Bond occurs and no provision for payment is made therefor either
pursuant to the portfolio insurance or otherwise, within thirty
days, the Trustee is required to notify the Sponsor thereof. If
the Sponsor fails to instruct the Trustee to sell or to hold such
Bond within thirty days after notification by the Trustee to the
Sponsor of such default, the Trustee may, in its discretion, sell
the defaulted Bond and not be liable for any depreciation or loss
thereby incurred.
The Sponsor shall instruct the Trustee to reject any offer made
by an issuer of any of the Bonds to issue new obligations in exchange
and substitution for any Bonds pursuant to a refunding or refinancing
plan except that the Sponsor may instruct the Trustee to accept
such an offer or to take any other action with respect thereto
as the Sponsor may deem proper if the issuer is in default with
respect to such Bonds or in the written opinion of the Sponsor
the issuer will probably default in respect to such Bonds in the
foreseeable future. Any obligations so received in exchange or
substitution will be held by the Trustee subject to the terms
and conditions in the Indenture to the same extent as Bonds originally
deposited thereunder. Within five days after the deposit of obligations
in exchange or substitution for underlying Bonds, the Trustee is
Page 26
required to give notice thereof to each Unit holder of the affected
Trust, identifying the Bonds eliminated and the Bonds substituted
therefor. Except as stated in this paragraph, the acquisition by a
Trust of any securities other than the Securities initially deposited
is prohibited.
INFORMATION AS TO SPONSOR, TRUSTEES AND EVALUATOR
Who is the Sponsor?
Nike Securities L.P., the Sponsor, specializes in the underwriting,
trading and distribution of unit investment trusts and other securities.
Nike Securities L.P., an Illinois limited partnership formed in 1991,
acts as Sponsor for successive series of The First Trust Combined Series,
The First Trust Special Situations Trust, The First Trust Insured
Corporate Trust, The First Trust of Insured Municipal Bonds, The First
Trust GNMA, Templeton Growth and Treasury Trust, Templeton Foreign Fund
& U.S. Treasury Securities Trust and The Advantage Growth and Treasury
Securities Trust. First Trust introduced the first insured unit
investment trust in 1974 and to date more than $9 billion in First Trust
unit investment trusts have been deposited. The Sponsor's employees
include a team of professionals with many years of experience in the
unit investment trust industry. The Sponsor is a member of the National
Association of Securities Dealers, Inc. and Securities Investor
Protection Corporation and has its principal offices at 1001 Warrenville
Road, Lisle, Illinois 60532; telephone number (708) 241-4141.
As of December 31, 1994, the total partners' capital of Nike Securities
L.P. was $10,863,058 (audited). (This paragraph relates only to the
Sponsor and not to the Trust or to any series thereof or to any other
Underwriter. The information is included herein only for the purpose of
informing investors as to the financial responsibility of the Sponsor
and its ability to carry out its contractual obligations. More detailed
financial information will be made available by the Sponsor upon request.)
Who are the Trustees?
The Trustee for Series 8-137 of the National Trust and Series
1-9 of the Multi-State Trust, and all Series of the New York Trust
and the Pennsylvania Trust is The Bank of New York, a trust company
organized under the banking laws of New York. The Bank of New
York has its offices at 101 Barclay Street, 20 West, New York,
New York 10286 (212) 530-7900. The Bank of New York is subject
to supervision and examination by the Superintendent of Banks
of the State of New York and the Board of Governors of the Federal
Reserve System, and its deposits are insured by the Federal Deposit
Insurance Corporation to the extent permitted by law. The Trustee
commenced operations on February 3, 1986 when it acquired the
unit investment trust division of Fidata Trust Company New York
and assumed the position as Trustee of Series 8-137 of the National
Trust, Series 1-9 of the Multi-State Trust, and all Series of
the New York Trust and the Pennsylvania Trust on June 16, 1986
following the resignation of Fidata Trust Company New York on
such date.
The Trustee for Series 138 and subsequent Series of the National
Trust and Series 10 and 11 of the Multi-State Trust is United
States Trust Company of New York with its principal place of business
at 45 Wall Street, New York 10005 and its unit investment offices
at 770 Broadway, New York, New York 10003. Unit holders who have
questions regarding the Fund may call the Customer Service Help
Line at 1-800-682-7520. The Trustee is a member of the New York
Clearing House Association and is subject to supervision and examination
by the comptroller of the Currency, the Federal Deposit Insurance
Corporation and the Board of Governors of The Federal Reserve
System.
The Trustees, whose duties are ministerial in nature, did not
participate in the selection of the portfolio of each series of
the Fund. For information relating to the responsibilities of
the Trustees under the Indenture, reference is made to the material
set forth under "Rights of Unit Holders-How are Certificates Issued
and Transferred?" and subsequent sections.
A Trustee or any successor trustee may resign by executing an
instrument in writing and filing the same with the Sponsor and
mailing a copy of a notice of resignation to all Unit holders.
Upon receipt of such notice, the Sponsor is obligated to appoint
a successor trustee promptly. If a Trustee becomes incapable of
acting or becomes bankrupt or its affairs are taken over by public
authorities, the Sponsor may remove such Trustee and appoint a
successor as provided in the Indenture. If upon resignation of
a trustee no successor has accepted the appointment within 30
days after notification, the retiring trustee may apply to a court
of competent jurisdiction for the appointment of a successor.
The resignation or removal of a trustee becomes effective
Page 27
only when the successor trustee accepts its appointment as such
or when a court of competent jurisdiction appoints a successor
trustee.
Any corporation into which a Trustee may be merged or with which
it may be consolidated, or any corporation resulting from any
merger or consolidation to which a Trustee shall be a party, shall
be the successor Trustee. The Trustee must be a banking corporation
organized under the laws of the United States or any state and
having at all times an aggregate capital, surplus and undivided
profits of not less than $5,000,000.
United States Trust Company of New York and the Bank of New York
are collectively referred to herein as the "Trustees"and each
is separately referred to as the Trustee.
Limitations on Liabilities of Sponsor and Trustees
The Sponsor and the Trustees shall be under no liability to Unit
holders for taking any action or for refraining from taking any
action in good faith pursuant to the Indenture, or for errors in
judgment, but shall be liable only for their own willful misfeasance,
bad faith, gross negligence (ordinary negligence in the case of
the Trustee) or reckless disregard of their obligations and duties.
A Trustee shall not be liable for depreciation or loss incurred
by reason of the sale by such Trustee of any of the Securities.
In the event of the failure of the Sponsor to act under the Indenture,
a Trustee may act thereunder and shall not be liable for any action
taken by it in good faith under the Indenture.
The Trustee shall not be liable for any taxes or other governmental
charges imposed upon or in respect of the Securities or upon the
interest thereon or upon it as Trustee under the Indenture or
upon or in respect of the Trust which a Trustee may be required
to pay under any present or future law of the United States of
America or of any other taxing authority having jurisdiction.
In addition, the Indenture contains other customary provisions
limiting the liability of a Trustee.
If the Sponsor shall fail to perform any of its duties under the
Indenture or become incapable of acting or become bankrupt or
its affairs are taken over by public authorities, then the applicable
Trustee may (a) appoint a successor Sponsor at rates of compensation
deemed by the applicable Trustee to be reasonable and not exceeding
amounts prescribed by the Securities and Exchange Commission,
(b) terminate the Indenture and liquidate the Trust as provided
therein or (c) continue to act as Trustee without terminating
the Indenture.
Who is the Evaluator?
The Evaluator is Securities Evaluation Service, Inc., 531 East
Roosevelt Road, Suite 200, Wheaton, Illinois 60187. The Evaluator
may resign or may be removed by the Sponsor and the Trustee, in
which event the Sponsor and the Trustee are to use their best
efforts to appoint a satisfactory successor. Such resignation
or removal shall become effective upon the acceptance of appointment
by the successor Evaluator. If upon resignation of the Evaluator
no successor has accepted appointment within 30 days after notice
of resignation, the Evaluator may apply to a court of competent
jurisdiction for the appointment of a successor.
The Trustee, Sponsor and Unit holders may rely on any evaluation
furnished by the Evaluator and shall have no responsibility for
the accuracy thereof. Determinations by the Evaluator under the
Indenture shall be made in good faith upon the basis of the best
information available to it, provided, however, that the Evaluator
shall be under no liability to the Trustee, Sponsor or the Unit
holders for errors in judgment. This provision shall not protect
the Evaluator in any case of willful misfeasance, bad faith, gross
negligence or reckless disregard of its obligations and duties.
OTHER INFORMATION
How May the Indenture be Amended or Terminated?
The Sponsor and the Trustee have the power to amend an Indenture
without the consent of any of the Unit holders when such an amendment
is (1) to cure an ambiguity or to correct or supplement any provision
of the Indenture which may be defective or inconsistent with any
other provision contained therein, or (2) to make such other provisions
as shall not adversely affect the interest of the Unit holders
(as determined in good faith by the Sponsor and the Trustee),
provided that the Indenture is not amended to increase the number
of Units of any Trust issuable thereunder or to permit the deposit
or acquisition of securities either in addition
Page 28
to or in substitution for any of the Securities initially deposited
in a Trust, except for the substitution of certain refunding securities
for such Securities. In the event of any amendment, a Trustee
is obligated to notify promptly all Unit holders of the substance
of such amendment.
A Series of each Trust may be liquidated at any time by consent
of 100% of the Unit holders of such Trust or by the Trustee when
the aggregate principal amount of the Securities in the Fund is
less than 20% of the aggregate principal amount of the Securities
initially deposited in the Trust. The Indenture will terminate
upon the redemption, sale or other disposition of the last Securities
held thereunder, but in no event shall it continue beyond the
end of the calendar year preceding the fiftieth anniversary of
its execution. In the event of termination written notice thereof
will be sent by the Trustee to all Unit holders of such Trust.
Within a reasonable period after termination, the Trustee will
sell any Securities remaining in the Trust, and after paying all
expenses and charges incurred by the Trust, will distribute to
each Unit holder of such Trust (including the Sponsor if it then
holds any Units), upon surrender for cancellation of his Certificate
for Units, his pro rata share of the balances remaining in the
Interest and Principal Accounts of the Fund, all as provided in
the Indenture. Because the portfolio insurance obtained by each
Series of the National Trust prior to Series 112 and each series
of the New York Trust and the Pennsylvania Trust is applicable
only while Bonds (or bonds underlying Existing Fund Units) so
insured are held by each Series of the National Trust prior to
Series 112 and any series of the New York Trust and the Pennsylvania
Trust (and does not apply to Bonds or bonds underlying Existing
Fund Units which are disposed of), the price to be received by
any series of the National Trust prior to Series 112 and any Series
of the New York Trust or the Pennsylvania Trust upon the disposition
of any Bond which is in default in payment of principal or interest
or whose market value has deteriorated because of a significant
risk of such default will not reflect any value based on such
insurance. Therefore, in connection with any liquidation of the
National Trust prior to Series 112 or the New York Trust or the
Pennsylvania Trust, it shall not be necessary for the Trustee
to dispose of any Securities, if retention of such Securities,
until due, shall be deemed to be in the best interests of Unit
holders including, but not limited to, situations in which Bond
or Bonds so insured are in default in payment of principal or
interest and situations in which a Bond or Bonds so insured reflect
deteriorated market price resulting from a significant risk of
such default. Since the Bonds which are insured by insurance obtained
by the Bond issuer will reflect the value of the related insurance,
it is the present intention of the Sponsor not to direct the Trustee
to hold any of such Bonds after the date of termination. All proceeds
received, less applicable expenses, from insurance on Bonds which
are in default in payment of principal or interest not disposed
of at the date of termination will ultimately be distributed to
Unit holders of record as of such date of termination as soon
as practicable after the date such defaulted Bonds (or bonds underlying
Existing Fund Units) become due and applicable insurance proceeds
have been received by the Trustee of each Trust.
Legal Opinions
The legality of the Units offered hereby was passed upon at the
time of closing for each series of each Trust, by Chapman and
Cutler, 111 West Monroe Street, Chicago, Illinois 60603, as counsel
for the Sponsor.
LeBoeuf, Lamb, Leiby & MacRae, 520 Madison Avenue, New York, New
York 10022, acts as counsel for Fidata Trust Company New York
and as Special Counsel for Series 8-81 of the National Trust for
New York tax matters. Booth & Baron, 122 East 42nd Street, Suite
1507, New York, New York 10168, acts as counsel for The Bank of
New York and as Special Counsel for Series 82-137 of the National
Trust, Series 1-9 of the Multi-State Trust and all Series of the
New York Trust and the Pennsylvania Trust for New York tax matters.
Carter, Ledyard & Milburn, 2 Wall Street, New York, New York 10005,
acts as counsel for United States Trust Company of New York. Winston
& Strawn (previously named Cole & Deitz) acted as Special Counsel
for Series 138 and subsequent Series of the National Trust and
Series 10 and 11 of the Multi-State Trust for New York tax matters.
For information with respect to state and local tax matters, including
the special counsel to the Fund for such matters, see the section
of the Prospectus describing the state tax status of Unit holders
appearing therein.
Page 29
Experts
The financial statements, including the Portfolio of each Trust
appearing in Part One of the Prospectus and Registration Statement
have been audited by Ernst & Young LLP, independent auditors,
as set forth in their reports thereon appearing elsewhere therein,
and in the Registration Statement, and are included in reliance
upon such reports given upon the authority of such firm as experts
in accounting and auditing.
Description of Bond Ratings*
* As published by the rating companies.
Standard & Poor's. A brief description of the applicable Standard
& Poor's rating symbols and their meanings follow:
A Standard & Poor's corporate or municipal bond rating is a current
assessment of the creditworthiness of an obligor with respect
to a specific debt obligation. This assessment may take into consideration
obligors such as guarantors, insurers, or lessees.
The bond rating is not a recommendation to purchase, sell or hold
a security, inasmuch as it does not comment as to market price
or suitability for a particular investor.
The ratings are based on current information furnished by the
issuer or obtained by Standard & Poor's from other sources it
considers reliable. Standard & Poor's does not perform an audit
in connection with any rating and may, on occasion, rely on unaudited
financial information. The ratings may be changed, suspended or
withdrawn as a result of changes in, or unavailability of, such
information, or for other circumstances.
The ratings are based, in varying degrees, on the following considerations:
I. Likelihood of default-capacity and willingness of the obligor
as to the timely payment of interest and repayment of principal
in accordance with the terms of the obligation;
II. Nature of and provisions of the obligation;
III. Protection afforded by, and relative position of, the obligation
in the event of bankruptcy, reorganization or other arrangement
under the laws of bankruptcy and other laws affecting creditor's
rights.
AAA-Bonds rated AAA have the highest rating assigned by Standard
& Poor's to a debt obligation. Capacity to pay interest and repay
principal is extremely strong.**
** Bonds insured by Financial Guaranty Insurance Company, AMBAC
Indemnity Corporation, Municipal Bond Investors Assurance Corporation,
Financial Security Assurance and Capital Guaranty Insurance Company
are automatically rated "AAA" by Standard & Poor's.
AA-Bonds rated AA have a very strong capacity to pay interest
and repay principal and differ from the highest rated issues only
in small degree.
A-Bonds rated A have a strong capacity to pay interest and repay
principal although they are somewhat more susceptible to the adverse
effects of changes in circumstances and economic conditions than
bonds in higher rated categories.
BBB-Bonds rated BBB are regarded as having an adequate capacity
to pay interest and repay principal. Whereas they normally exhibit
adequate protection parameters, adverse economic conditions or
changing circumstances are more likely to lead to a weakened capacity
to pay interest and repay principal for bonds in this category
than for bonds in higher rated categories.
Plus (+) or Minus (-): The ratings from "AA" to "BBB" may be modified
by the addition of a plus or minus sign to show relative standing
within the major rating categories.
Provisional Ratings: The letter "p" indicates that the rating
is provisional. A provisional rating assumes the successful completion
of the project being financed by the bonds being rated and indicates
that payment of debt service requirements is largely or entirely
dependent upon the successful and timely completion of the project.
This rating, however, while addressing credit quality subsequent
to completion of the project, makes no comment on the likelihood
of, or the risk of default upon failure of, such completion. The
investor should exercise his own judgment with respect to such
likelihood and risk.
Credit Watch: Credit Watch highlights potential changes in ratings
of bonds and other fixed income securities. It focuses on events
and trends which place companies and government units under special
surveillance by S & P's 180-member analytical staff. These may
include mergers, voter referendums, actions by
Page 30
regulatory authorities, or developments gleaned from analytical
reviews. Unless otherwise noted a rating decision will be made
within 90 days. Issues appear on Credit Watch where an event,
situation, or deviation from trends occurred and needs to be evaluated
as to its impact on credit rating. A listing, however, does not
mean a rating change is inevitable. Since S & P continuously monitors
all of its ratings, Credit Watch is not intended to include all
issues under review. Thus, rating changes will occur without issues
appearing on Credit Watch.
Moody's Investors Service, Inc. A brief description of the applicable
Moody's Investors Service, Inc. rating symbols and their meanings
follow:
Aaa-Bonds which are rated Aaa are judged to be of the best quality.
They carry the smallest degree of investment risk and are generally
referred to as "gilt edge." Interest payments are protected by
a large or by an exceptionally stable margin and principal is
secure. While the various protective elements are likely to change,
such changes as can be visualized are most unlikely to impair
the fundamentally strong position of such issues. Their safety
is so absolute that with the occasional exception of oversupply
in a few specific instances, characteristically, their market
value is affected solely by money market fluctuations.
Aa-Bonds which are rated Aa are judged to be of high quality by
all standards. Together with the Aaa group they comprise what
are generally known as high grade bonds. They are rated lower
than the best bonds because margins of protection may not be as
large as in Aaa securities or fluctuation of protective elements
may be of greater amplitude or there may be other elements present
which make the long term risks appear somewhat large than in Aaa
securities. Their market value is virtually immune to all but
money market influences, with the occasional exception of oversupply
in a few specific instances.
A-Bonds which are rated A possess many favorable investment attributes
and are to be considered as upper medium grade obligations. Factors
giving security to principal and interest are considered adequate,
but elements may be present which suggest a susceptibility to
impairment sometime in the future. The market value of A-rated
bonds may be influenced to some degree by economic performance
during a sustained period of depressed business conditions, but,
during periods of normalcy, A-rated bonds frequently move in parallel
with Aaa and Aa obligations, with the occasional exception of
oversupply in a few specific instances.
A 1 and Baa 1-Bonds which are rated A 1 and Baa 1 offer the maximum
in security within their quality group, can be bought for possible
upgrading in quality, and additionally, afford the investor an
opportunity to gauge more precisely the relative attractiveness
of offerings in the market place.
Baa-Bonds which are rated Baa are considered as medium grade obligations;
i.e., they are neither highly protected nor poorly secured. Interest
payments and principal security appear adequate for the present
but certain protective elements may be lacking or may be characteristically
unreliable over any great length of time. Such bonds lack outstanding
investment characteristics and in fact have speculative characteristics
as well. The market value of Baa-rated bonds is more sensitive
to changes in economic circumstances, and aside from occasional
speculative factors applying to some bonds of this class, Baa
market valuations will move in parallel with Aaa, Aa, and A obligations
during periods of economic normalcy, except in instances of oversupply.
Moody's bond rating symbols may contain numerical modifiers of
a generic rating classification. The modifier 1 indicates that
the bond ranks at the high end of its category; the modifier 2
indicates a mid-range ranking; and the modifier 3 indicates that
the issue ranks in the lower end of its generic rating category.
Con.(---)-Bonds for which the security depends upon the completion
of some act or the fulfillment of some condition are rated conditionally.
These are bonds secured by (a) earnings of projects under construction,
(b) earnings of projects unseasoned in operation experience, (c)
rentals which begin when facilities are completed, or (d) payments
to which some other limiting condition attaches. Parenthetical
rating denotes probable credit stature upon completion of construction
or elimination of basis of condition.
Page 31
<TABLE>
<CAPTION>
CONTENTS:
<S> <C>
The First Trust of Insured Municipal Bonds
The First Trust of Insured Municipal Bonds-Multi-State:
What are The First Trust of Insured Municipal
Bonds and The First Trust of Insured Municipal
Bonds-Multi-State? 3
What are Estimated Long-Term Return and
Estimated Current Return? 8
How is Accrued Interest Treated? 9
Why and How are the Trusts Insured? 9
What is the Federal Tax Status of Unit Holders? 15
Certain Considerations 15
What are the Expenses and Charges? 16
Public Offering:
How is the Public Offering Price Determined? 18
How are Units Distributed? 21
What are the Sponsor's Profits? 21
Rights of Unit Holders:
How are Certificates Issued and Transferred? 22
How are Interest and Principal Distributed? 22
How Can Distributions to Unit Holders be
Reinvested? 23
What Reports will Unit Holders Receive? 24
How May Units be Redeemed? 25
How May Units be Purchased by the Sponsor? 26
How May Bonds be Removed from the Fund? 26
Information as to Sponsor, Trustees and Evaluator:
Who is the Sponsor? 27
Who are the Trustees? 27
Limitations on Liabilities of Sponsor and
Trustees 28
Who is the Evaluator? 28
Other Information:
How May the Indenture be Amended or
Terminated? 28
Legal Opinions 29
Experts 30
Description of Bond Ratings 30
</TABLE>
--------------------
THIS PROSPECTUS DOES NOT CONSTITUTE AN OFFER TO SELL,
OR A SOLICITATION OF AN OFFER TO BUY, SECURITIES IN ANY JURISDICTION
TO ANY PERSON TO WHOM IT IS NOT LAWFUL TO MAKE SUCH OFFER IN SUCH
JURISDICTION.
THIS PROSPECTUS DOES NOT CONTAIN ALL THE INFORMATION SET
FORTH IN THE REGISTRATION STATEMENTS AND EXHIBITS RELATING THERETO,
WHICH THE FUND HAS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION,
WASHINGTON, D.C. UNDER THE SECURITIES ACT OF 1933 AND THE INVESTMENT
COMPANY ACT OF 1940, AND TO WHICH REFERENCE IS HEREBY MADE.
FIRST TRUST (registered trademark)
THE FIRST TRUST OF
INSURED MUNICIPAL
BONDS
THE FIRST TRUST OF
INSURED MUNICIPAL
BONDS-MULTI-STATE
Prospectus
Part Two
April 21, 1995
First Trust (registered trademark)
1001 Warrenville Road, Suite 300
Lisle, Illinois 60532
1-708-241-4141
Trustee:
United States Trust Company
of New York
770 Broadway
New York, New York 10003
1-800-682-7520
THIS PART TWO MUST BE
ACCOMPANIED BY PART ONE
AND PART THREE.
PLEASE RETAIN THIS PROSPECTUS
FOR FUTURE REFERENCE
Page 32
California Trust Series
The First Trust (registered trademark) Combined Series
The First Trust of Insured Municipal Bonds-Multi-State
The First Trust Advantage
PROSPECTUS NOTE: THIS PART THREE PROSPECTUS
Part Three MAY ONLY BE USED WITH
Dated May 22, 1995 PART ONE AND PART TWO
Federal Tax Status of Unit Holders
At the respective times of issuance of the Bonds, opinions relating
to the validity thereof and to the exclusion of interest thereon
from Federal gross income were rendered by bond counsel to the
respective issuing authorities. Neither the Sponsor, Chapman and
Cutler, nor any of the Special Counsel to the Fund for State tax
matters have made any special review for the Fund of the proceedings
relating to the issuance of the Bonds or of the bases for such
opinions. Gain realized on the sale or redemption of the Bonds
by the Trustee or of a Unit by a Unit holder is, however, includable
in gross income for Federal income tax purposes. (It should be
noted in this connection that such gain does not include any amounts
received in respect of accrued interest or accrued original issue
discount, if any.) It should be noted that under provisions of
the Revenue Reconciliation Act of 1993 (the "Tax Act") described
below that subject accretion of market discount on tax-exempt
bonds to taxation as ordinary income, gain realized on the sale
or redemption of Bonds by the Trustee or of Units by a Unit holder
that would have been treated as capital gain under prior law is
treated as ordinary income to the extent it is attributable to
accretion of market discount. Market discount can arise based
on the price a Trust pays for Bonds or the price a Unit holder
pays for his Units.
At the time of the closing for each Trust, Chapman and Cutler,
Counsel for the Sponsor, rendered an opinion under then existing
law substantially to the effect that:
(1) the Trusts are not associations taxable as corporations for
Federal income tax purposes. Tax-exempt interest received by each
of the Trusts on Bonds deposited therein will retain its status
as tax-exempt interest, for Federal income tax purposes, when
distributed to a Unit holder except that the alternative minimum
tax and the environmental tax (the "Superfund Tax") applicable
to corporate Unit holders may, in certain circumstances, include
in the amount on which such tax is calculated, 75% of the interest
income received by the Trust. See "Certain Tax Matters Applicable
to Corporate Unit Holders";
(2) exemption of interest and accrued original issue discount
on any Bonds for Federal income tax purposes does not necessarily
result in tax exemption under the laws of the several states as
such laws vary with respect to the taxation of such securities
and in many states all or a part of such interest and accrued
original issue discount may be subject to tax;
(3) each Unit holder of a Trust is considered to be the owner
of a pro rata portion of such Trust under subpart E, subchapter
J of chapter 1 of the Internal Revenue Code of 1986 (hereinafter
the "Code") and will have a taxable event when the Trust disposes
of a Bond, or when the Unit holder redeems or sells his Units.
Unit holders must reduce the tax basis of their Units for their
share of accrued interest
ALL PARTS OF THE PROSPECTUS SHOULD BE RETAINED FOR FUTURE REFERENCE.
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE
SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION
NOR HAS THE SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES
COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS.
ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
Page 1
received, if any, on Bonds delivered after the date the Unit holders
pay for their Units and, consequently, such Unit holders may have
an increase in taxable gain or reduction in capital loss upon
the disposition of such Units. Gain or loss upon the sale or redemption
of Units is measured by comparing the proceeds of such sale or
redemption with the adjusted basis of the Units. If the Trustee
disposes of Bonds (whether by sale, payment on maturity, redemption
or otherwise), gain or loss is recognized to the Unit holder.
The amount of any such gain or loss is measured by comparing the
Unit holder's pro rata share of the total proceeds from such disposition
with his basis for his fractional interest in the asset disposed
of. In the case of a Unit holder who purchases his Units, such
basis is determined by apportioning the tax basis for the Units
among each of the Trust assets ratably according to value as of
the date of acquisition of the Units. The basis of each Unit and
of each Bond which was issued with original issue discount must
be increased by the amount of accrued original issue discount
and the basis of each Unit and of each Bond which was purchased
by a Trust at a premium must be reduced by the annual amortization
of Bond premium. The tax cost reduction requirements of said Code
relating to amortization of bond premium may, under some circumstances,
result in the Unit holder realizing a taxable gain when his Units
are sold or redeemed for an amount equal to or less than his original
cost; and
(4) any insurance proceeds which represent maturing interest
on defaulted obligations held by the Trustee will be excludable
from Federal gross income if, and to the same extent as, such
interest would have been so excludable if paid by the issuer of
the defaulted obligations provided that, at the time such policies
are purchased, the amounts paid for such policies are reasonable,
customary and consistent with the reasonable expectation that
the issuer of the obligations, rather than the insurer, will pay
debt service on the obligations.
Sections 1288 and 1272 of the Code provide a complex set of rules
governing the accrual of original issue discount. These rules
provide that original issue discount accrues either on the basis
of a constant compounded interest rate or ratably over the term
of the Bond, depending on the date the Bond was issued. In addition,
special rules apply if the purchase price of a Bond exceeds the
original issue price plus the amount of original issue discount
which would have accrued to prior owners. The application of these
rules will also vary depending on the value of the Bond on the
date a Unit holder acquires his Unit, and the price the Unit holder
pays for his Unit. Because of the complexity of these rules relating
to the accrual of original issue discount, Unit holders should
consult their tax advisers as to how these rules apply. See "Portfolio"
appearing in Part One for each Trust for information relating
to Bonds, if any, issued at an original issue discount.
The Tax Act subjects tax-exempt bonds to the market discount rules
of the Code effective for bonds purchased after April 30, 1993.
In general, market discount is the amount (if any) by which the
stated redemption price at maturity exceeds an investor's purchase
price (except to the extent that such difference, if any, is attributable
to original issue discount not yet accrued), subject to a statutory
de minimis rule. Under the Tax Act, accretion of market discount
is taxable as ordinary income; under prior law the accretion had
been treated as capital gain. Market discount that accretes while
a Trust holds a Bond would be recognized as ordinary income by
the Unit holders when principal payments are received on the Bond,
upon sale or at redemption (including early redemption) or upon
the sale or redemption of the Units, unless a Unit holder elects
to include market discount in taxable income as it accrues. The
market discount rules are complex and Unit holders should consult
their tax advisers regarding these rules and their application.
Counsel for the Sponsor has also advised that under Section 265
of the Code, interest on indebtedness incurred or continued to
purchase or carry Units of a Trust is not deductible for Federal
income tax purposes. The Internal Revenue Service has taken the
position that such indebtedness need not be directly traceable
to the purchase or carrying of Units (however, these rules generally
do not apply to interest paid on indebtedness incurred to purchase
or improve a personal residence). Under Section 265 of the Code,
certain financial institutions that acquire Units generally would
not be able to deduct any of the interest expense attributable
Page 2
to ownership of Units. Investors with questions regarding these
issues should consult with their tax advisers.
In the case of certain of the Bonds in a Trust, the opinions of
bond counsel indicate that interest on such securities received
by a "substantial user" of the facilities being financed with
the proceeds of these securities, or persons related thereto,
for periods while such securities are held by such a user or related
person, will not be excludable from Federal gross income, although
interest on such securities received by others would be excludable
from Federal gross income. "Substantial user" and "related person"
are defined under U.S. Treasury Regulations. Any person who believes
he or she may be a substantial user or related person as so defined
should contact his tax adviser.
In general, Section 86 of the Code provides that Social Security
benefits are includible in gross income in an amount equal to
the lesser of (1) 50% of the Social Security benefits received
or (2) 50% of the excess of "modified adjusted gross income" plus
50% of the Social Security benefits received over the appropriate
"base amount." The base amount is $25,000 for unmarried taxpayers,
$32,000 for married taxpayers filing a joint return and zero for
married taxpayers who do not live apart at all times during the
taxable year and who file separate returns. Modified adjusted
gross income is adjusted gross income determined without regard
to certain otherwise allowable deductions and exclusions from
gross income and by including tax-exempt interest. To the extent
that Social Security benefits are includible in gross income,
they will be treated as any other item of gross income.
In addition, under the Tax Act, for taxable years beginning after
December 31, 1993, up to 85% of Social Security benefits are includible
in gross income to the extent that the sum of "modified adjusted
gross income" plus 50% of Social Security benefits received exceeds
an "adjusted base amount." The adjusted base amount is $34,000
for unmarried taxpayers, $44,000 for married taxpayers filing
a joint return, and zero for married taxpayers who do not live
apart at all times during the taxable year and who file separate
returns.
Although tax-exempt interest is included in modified adjusted
gross income solely for the purpose of determining what portion,
if any, of Social Security benefits will be included in gross
income, no tax-exempt interest, including that received from a
Trust, will be subject to tax. A taxpayer whose adjusted gross
income already exceeds the base amount or the adjusted base amount
must include 50% or 85%, respectively, of his Social Security
benefits in gross income whether or not he receives any tax-exempt
interest. A taxpayer whose modified adjusted gross income (after
inclusion of tax-exempt interest) does not exceed the base amount
need not include any Social Security benefits in gross income.
For purposes of computing the alternative minimum tax for individuals
and corporations and the Superfund Tax for corporations, interest
on certain private activity bonds (which includes most industrial
and housing revenue bonds) issued on or after August 8, 1986 is
included as an item of tax preference. THE TRUSTS DO NOT INCLUDE
ANY SUCH PRIVATE ACTIVITY BONDS ISSUED ON OR AFTER THAT DATE.
For taxpayers other than corporations, net capital gains are presently
subject to a maximum stated marginal tax rate of 28%. However,
it should be noted that legislative proposals are introduced from
time to time that affect tax rates and could affect relative differences
at which ordinary income and capital gains are taxed. All taxpayers
are presently required to disclose to the Internal Revenue Service
the amount of tax-exempt interest earned during the year.
Certain Tax Matters Applicable to Corporate Unit Holders. Present
Federal income tax law also provides for an alternative minimum
tax for corporations levied at a rate of 20% of alternative minimum
taxable income. The alternative minimum tax and the environmental
tax (the "Superfund Tax") depend upon the corporation's alternative
minimum taxable income ("AMTI"), which is the corporation's taxable
income with certain adjustments. One of the adjustment items used
in computing AMTI of a corporation (excluding an S Corporation,
Regulated Investment Company, Real Estate Investment Trust, or
REMIC) is an amount equal to 75% of the excess of such corporation's
"adjusted current earnings" over an amount equal to its AMTI (before
such adjustment item and the alternative tax net operating loss
deduction). Although tax-exempt interest received by the Trusts
on Bonds deposited therein will not be included in the gross income
of corporations
Page 3
for Federal income tax purposes, "adjusted current earnings" includes
all tax-exempt interest, including interest on all Bonds in the
Trusts.
Unit holders are urged to consult their own tax advisers with
respect to the particular tax consequences to them, including
the corporate alternative minimum tax, the Superfund Tax and the
branch profits tax imposed by Section 884 of the Code.
At the time of the closing, Winston & Strawn (previously named
Cole & Deitz), Special Counsel to Series 4-125 of The First Trust
Combined Series for New York tax matters, rendered an opinion
under then existing income tax laws of the State and City of New
York, substantially to the effect that each Trust in Series 4-125
of The First Trust Combined Series is not an association taxable
as a corporation and the income of each Trust in Series 4-125
of The First Trust Combined Series will be treated as the income
of the Unit holder in the same manner as for Federal income tax
purposes (subject to differences in accounting for discount and
premium to the extent the State and/or City of New York do not
conform to current Federal law).
At the time of the closing, Carter, Ledyard & Milburn, Special
Counsel to The First Trust Combined Series for New York tax matters
for Series 126 and subsequent Series of The First Trust Combined
Series, rendered an opinion under then existing income tax laws
of the State and City of New York, substantially to the effect
that each Trust will not constitute an association taxable as
a corporation under New York law, and accordingly will not be
subject to the New York State franchise tax or the New York City
general corporation tax. Under the income tax laws of the State
and City of New York, the income of each Trust will be considered
the income of the holders of the Units.
Booth & Baron has served as Special Counsel to Series 1-9 of The
First Trust of Insured Municipal Bonds-Multi-State, inclusive,
and Winston & Strawn (previously named Cole & Deitz) has served
as Special Counsel to Series 10 and 11 of The First Trust of Insured
Municipal Bonds-Multi-State for New York tax matters. In the opinion
of such Special Counsels, under the existing income tax laws of
the State and City of New York, each Trust is not an association
taxable as a corporation and the income of each such Trust will
be treated as the income of the Unit holder.
All statements in the Prospectus concerning exemption from Federal,
state or other local taxes are the opinions of Counsel and are
to be so construed.
California Tax Status of Unit Holders
At the time of the closing for each California Trust, Special
Counsel to the Fund for California tax matters rendered an opinion
under then existing California income and property tax law applicable
to taxpayers whose income is subject to California income taxation
substantially to the effect that:
Each California Trust is not an association taxable as a corporation
and the income of a California Trust will be treated as the income
of the Unit holders under the income tax laws of California.
Interest on the underlying securities (which may include bonds
or other obligations issued by the governments of Puerto Rico,
the Virgin Islands, Guam or the Northern Mariana Islands) which
is exempt from tax under California personal income tax and property
tax laws when received by a California Trust will, under such
laws, retain its status as tax-exempt interest when distributed
to Unit holders. However, interest on the underlying securities
attributed to a Unit holder which is a corporation subject to
the California franchise tax laws may be includable in its gross
income for purposes of determining its California franchise tax.
Under California income tax law, each Unit holder in a California
Trust will have a taxable event when a California Trust disposes
of a security (whether by sale, exchange, redemption or payment
at maturity) or when the Unit holder redeems or sells Units. Because
of the requirement that tax cost basis be reduced to reflect amortization
of bond premium, under some circumstances a Unit holder may realize
taxable gain when Units are sold or redeemed for an amount equal
to, or less than, their original cost. The total tax cost of each
Unit to a Unit holder is allocated among each of the bond issues
held in a California Trust (in accordance with the proportion
of a California Trust comprised by each bond issue) in order to
determine his per unit tax cost for each bond issue; and the tax
cost reduction requirements relating to amortization of bond premium
will apply separately to the per unit
Page 4
cost of each bond issue. Unit holders' bases in their Units, and
the bases for their fractional interest in each California Trust
asset, may have to be adjusted for their pro rata share of accrued
interest received, if any, on securities delivered after the Unit
holders' respective settlement dates.
Under the California personal property tax laws, bonds (including
the bonds in a California Trust as well as "regular-way" and "when-issued"
contracts for the purchase of bonds) or any interest therein is
exempt from such tax.
Any proceeds paid under an insurance policy issued to the Trustee
of a Trust with respect to the bonds in a California Trust as
well as "regular-way" and "when-issued" contracts for the purchase
of bonds which represent maturing interest on defaulted obligations
held by the Trustee will be exempt from California personal income
tax if, and to the same extent as, such interest would have been
so exempt if paid by the issuer of the defaulted obligations.
Under Section 17280(b)(2) of the California Revenue and Taxation
Code, interest on indebtedness incurred or continued to purchase
or carry Units of a California Trust is not deductible for the
purposes of the California personal income tax. While there presently
is no California authority interpreting this provision, Section
17280(b)(2) directs the California Franchise Tax Board to prescribe
regulations determining the proper allocation and apportionment
of interest costs for this purpose. The Franchise Tax Board has
not yet proposed or prescribed such regulations. In interpreting
the generally similar Federal provision, the Internal Revenue
Service has taken the position that such indebtedness need not
be directly traceable to the purchase or carrying of Units (although
the Service has not contended that a deduction for interest on
indebtedness incurred to purchase or improve a personal residence
or to purchase goods or services for personal consumption will
be disallowed). In the absence of conflicting regulations or other
California authority, the California Franchise Tax Board generally
has interpreted California statutory tax provisions in accord
with Internal Revenue Service interpretations of similar Federal
provisions.
For information with respect to the Federal income tax status
and other tax matters, see "What is the Federal Tax Status of
Unit Holders?"
Certain Considerations
Economic Factors. Each California Trust is susceptible to political,
economic or regulatory factors affecting issuers of California
municipal obligations (the "California Municipal Obligations").
These include the possible adverse effects of certain California
constitutional amendments, legislative measures, voter initiatives
and other matters that are described below. The following information
provides only a brief summary of the complex factors affecting
the financial situation in California (the "State") and is derived
from sources that are generally available to investors and are
believed to be accurate. No independent verification has been
made of the accuracy or completeness of any of the following information.
It is based in part on information obtained from various State
and local agencies in California or contained in Official Statements
for various California Municipal Obligations.
There can be no assurance that future statewide or regional economic
difficulties, and the resulting impact on State or local governmental
finances generally, will not adversely affect the market value
of California Municipal Obligations held in the portfolio of a
Trust or the ability of particular obligors to make timely payments
of debt service on (or relating to) those obligations.
Economic Overview. California's economy is the largest among the
50 states and one of the largest in the world. The State's population
of almost 32 million represents 12.3% of the total United States
population and grew by 27% in the 1980s. While the State's substantial
population growth during the 1980s stimulated local economic growth
and diversification and sustained a real estate boom between 1984
and 1990, it has increased strains on the State's limited water
resources and its infrastructure. Resultant traffic congestion,
school overcrowding and high housing costs have increased demands
for government services and may impede future economic growth.
Population growth has slowed between 1991 and 1993 even while
substantial immigration has continued, due to a significant increase
in outmigration by California residents. Generally, the household
incomes of new residents have been substantially lower (and their
education and social
Page 5
service utilization higher) than those of departing households,
which may have a major long-term socioeconomic and fiscal impact.
However, with the California economy improving, the recent net
outmigration within the Continental United States is expected
to decrease or be reversed.
From mid-1990 to late 1993, the State's economy suffered its worst
recession since the 1930s, with recovery starting later than for
the nation as a whole. The State has experienced the worst job
losses of any post-war recession. Pre-recession job levels may
not be reached until near the end of the decade. The largest job
losses have been in Southern California, led by declines in the
aerospace and construction industries. Weakness statewide occurred
in manufacturing, construction, services and trade. Additional
military base closures will have further adverse effects on the
State's economy later in the decade.
Since the start of 1994, the California economy has shown signs
of steady recovery and growth. The State Department of Finance
reports net job growth, particularly in construction and related
manufacturing, wholesale and retail trade, transportation, recreation
and services. This growth has offset the continuing but slowing
job losses in the aerospace industry and restructuring of the
finance and utility sectors. Unemployment in the State was down
substantially in 1994 from its 10% peak in January 1994, but still
remains higher than the national average rate. Retail sales were
up strongly in 1994 from year-earlier figures. Delay or slowdown
in recovery will adversely affect State revenues.
Constitutional Limitations on Taxes and Appropriations
Limitation on Taxes. Certain California municipal obligations
may be obligations of issuers which rely in whole or in part,
directly or indirectly, on ad valorem property taxes as a source
of revenue. The taxing powers of California local governments
and districts are limited by Article XIIIA of the California Constitution,
enacted by the voters in 1978 and commonly known as "Proposition
13." Briefly, Article XIIIA limits to 1% of full cash value the
rate of ad valorem property taxes on real property and generally
restricts the reassessment of property to the rate of inflation,
not to exceed 2% per year or decline in value, or in the case
of new construction or change of ownership (subject to a number
of exemptions). Taxing entities may, however, raise ad valorem
taxes above the 1% limit to pay debt service on voter-approved
bonded indebtedness.
Under Article XIIIA, the basic 1% ad valorem tax levy is applied
against the assessed value of property as of the owner's date
of acquisition (or as of March 1, 1975, if acquired earlier),
subject to certain adjustments. This system has resulted in widely
varying amounts of tax on similarly situated properties. Several
lawsuits have been filed challenging the acquisition-based assessment
system of Proposition 13 and on June 18, 1992 the U.S. Supreme
Court announced a decision upholding Proposition 13.
Article XIIIA prohibits local governments from raising revenues
through ad valorem property taxes above the 1% limit; it also
requires voters of any governmental unit to give two-thirds approval
to levy any "special tax." Court decisions, however, allowed non-voter
approved levy of "general taxes" which were not dedicated to a
specific use. In response to these decisions, the voters of the
State in 1986 adopted an initiative statute which imposed significant
new limits on the ability of local entities to raise or levy general
taxes,except by receiving majority local voter approval. Significant
elements of this initiative, "Proposition 62," have been overturned
in recent court cases. An initiative proposed to re-enact the
provisions of Proposition 62 as a constitutional amendment was
defeated by the voters in November 1990, but such a proposal may
be renewed in the future.
Appropriations Limits. California and its local governments are
subject to an annual "appropriations limit" imposed by Article
XIIIB of the California Constitution, enacted by the voters in
1979 and significantly amended by Propositions 98 and 111 in 1988
and 1990, respectively. Article XIIIB prohibits the State or any
covered local government from spending "appropriations subject
to limitation" in excess of the appropriations limit imposed.
"Appropriations subject to limitation" are authorizations to spend
"proceeds of taxes," which consist of tax revenues, and certain
other funds, including proceeds from regulatory licenses, user
charges or other fees, to the extent that such proceeds exceed
the cost of providing the product or service, but "proceeds of
taxes" exclude most State subventions to local governments. No
limit is imposed on appropriations of funds which are not "proceeds
of taxes," such as reasonable user charges or fees, and certain
other non-tax funds, including bond proceeds.
Page 6
Among the expenditures not included in the Article XIIIB appropriations
limit are (1) the debt service cost of bonds issued or authorized
prior to January 1, 1979 or subsequently authorized by the voters,
(2) appropriations arising from certain emergencies declared by
the Governor, (3) appropriations for certain capital outlay projects,
(4) appropriations by the State of post-1989 increases in gasoline
taxes and vehicle weight fees, and (5) appropriations made in
certain cases of emergency.
The appropriations limit for each year is adjusted annually to
reflect changes in cost of living and population, and any transfers
of service responsibilities between government units. The definitions
for such adjustments were liberalized in 1990 to follow more closely
growth in California's economy.
"Excess" revenues are measured over a two-year cycle. With respect
to local governments, excess revenues must be returned by a revision
of tax rates or fee schedules within the two subsequent fiscal
years. The appropriations limit for a local government may be
overridden by referendum under certain conditions for up to four
years at a time. With respect to the State, 50% of any excess
revenues is to be distributed to K-12 school districts and community
college districts (collectively, "K-14 districts") and the other
50% is to be refunded to taxpayers. With more liberal annual adjustment
factors since 1988, and depressed revenues since 1990 because
of the recession, few governments, including the State, are currently
operating near their spending limits, but this condition may change
over time. Local governments may by voter approval exceed their
spending limits for up to four years.
Because of the complex nature of Articles XIIIA and XIIIB of the
California Constitution, the ambiguities and possible inconsistencies
in their terms, and the impossibility of predicting future appropriations
or changes in population and cost of living, and the probability
of continuing legal challenges, it is not currently possible to
determine fully the impact of Article XIIIA or Article XIIIB on
California Municipal Obligations or on the ability of California
or local governments to pay debt service on such California Municipal
Obligations. It is not presently possible to predict the outcome
of any pending litigation with respect to the ultimate scope,
impact or constitutionality of either Article XIIIA or Article
XIIIB, or the impact of any such determinations upon State agencies
or local governments, or upon their ability to pay debt service
on their obligations. Future initiatives or legislative changes
in laws or the California Constitution may also affect the ability
of the State or local issuers to repay their obligations.
Obligations of the State of California. Under the California Constitution,
debt service on outstanding general obligation bonds is the second
charge to the General Fund after support of the public school
system and public institutions of higher education. Total outstanding
general obligation bond and lease purchase debt of the State increased
from $9.4 billion at June 30, 1987 to $23.5 billion at June 30,
1994. In fiscal year 1993-94, debt service on general obligation
bonds and lease purchase debt was approximately 5.2% of General
Fund revenues.
Financial Results. The principal sources of General Fund revenues
in 1992-1993 were the California personal income tax (44% of total
revenues), the sales tax (38%), bank and corporation taxes (12%)
and the gross premium tax on insurance (3%). California maintains
a Special Fund for Economic Uncertainties (the "Economic Uncertainties
Fund"), derived from General Fund revenues, as a reserve to meet
cash needs of the General Fund.
General. Throughout the 1980s, State spending increased rapidly
as the State population and economy also grew rapidly, including
increased spending for many assistance programs to local governments,
which were constrained by Proposition 13 and other laws. The largest
State program is assistance to local public school districts.
In 1988, an initiative (Proposition 98) was enacted which (subject
to suspension by a two-thirds vote of the Legislature and the
Governor) guarantees local school districts and community college
districts a minimum share of State General Fund revenues (currently
about 33%).
Since the start of 1990-91 fiscal year, the State has faced adverse
economic, fiscal, and budget conditions. The economic recession
seriously affected State tax revenues. It also caused increased
expenditures for health and welfare programs. The State is also
facing a structural imbalance in its budget with the largest programs
supported by the General Fund (education, health, welfare and
corrections) growing at rates higher than the growth rates for
the principal revenue sources of the General Fund. These structured
concerns will be exacerbated in coming years by the expected need
to substantially increase capital and operating
Page 7
funds for corrections as a result of a "Three Strikes" law enacted
in 1994. As a result, the State entered a period of budget imbalance,
with expenditures exceeding revenues for four of the five fiscal
years ended in 1991-92; revenues and expenditures were about equal
in 1992-93. By June 30, 1993, the State's General Fund had an
accumulated deficit, on a budget basis, of approximately $2.8
billion.
Recent Budgets. The State failed to enact its 1992-93 budget by
July 1, 1992. Although the State had no legal authority to pay
many of its vendors, certain obligations (such as debt service,
school apportionments, welfare payments and employee salaries)
were payable because of continuing or special appropriations,
or court orders. However, the State Controller did not have enough
cash to pay as they came due all of these ongoing obligations,
as well as valid obligations incurred in the prior fiscal year.
Starting July 1, 1992, the Controller was required to issue "registered
warrants" in lieu of normal warrants backed by cash to pay many
State obligations. Available cash was used to pay constitutionally
mandated and priority obligations. Between July 1 and September
3, 1992, the Controller issued an aggregate of approximately $3.8
billion of registered warrants, all of which were called for redemption
by September 4, 1992 following enactment of the 1992-93 Budget
Act and issuance by the State of $3.3 billion of Interim Notes.
The 1992-93 Budget Act, when finally adopted, was projected to
eliminate the State's accumulated deficit, with additional expenditure
cuts and a $1.3 billion transfer of State education funding costs
to local governments by shifting local property taxes to school
districts. However, as the recession continued longer and deeper
than expected, revenues once again were far below projections,
and only reached a level just equal to the amount of expenditures.
Thus, the State continued to carry its $2.8 billion budget deficit
at June 30, 1993.
The 1993-94 Budget Act represented a third consecutive year of
difficult budget choices. As in the prior year, the budget contained
no general state tax increases, and relied principally on expenditure
cuts, particularly for health and welfare and higher education,
a two-year suspension of the renters' tax credit, some one-time
and accounting adjustments, and-the largest component-an additional
$2.6 billion transfer of property taxes from local government,
particularly counties, to school districts to reduce State education
funding requirements. A temporary state sales tax scheduled to
expire on June 30, 1993 was extended for six months, and dedicated
to support local government public safety costs.
A major feature of the budget was a two-year plan to eliminate
the accumulated deficit by borrowing into the 1994-95 fiscal year.
With the recession still continuing longer than expected, the
General Fund had $800 million less revenue and $800 million higher
expenditures than budgeted. As a result revenues will only exceed
expenditures by about $500 million. However, this was the first
operating surplus in four years and reduced the accumulated deficit
to $2.0 billion at June 30, 1994 (after taking account of certain
other accounting reserves).
Current Budget. The 1994-95 Budget Act was passed on July 8, 1994
and provides for an estimated $41.9 billion of General Fund revenues
and $40.9 billion of expenditures. The budget assumed receipt
of about $750 million of new federal assistance for the costs
of incarceration, education, health and welfare related to undocumented
immigrants. Other major components of the budget include further
reductions in health and welfare costs and miscellaneous government
costs, some additional transfers of funds from local government
and a plan to defer retirement of $1 billion of the accumulated
budget deficit to the 1995-96 fiscal year. The federal government
has apparently budgeted only $33 million of the expected immigration
aid. However, this shortfall is expected to be almost fully offset
by higher than projected revenues, and lower than projected caseload
growth, as the economy improves.
The State issued $7.0 billion of short-term debt in July 1994
to meet its cash flow needs and to finance the deferral of part
of the accumulated budget deficit to the 1995-96 fiscal year.
In order to assure repayment of the $4 billion, 22-month part
of this borrowing, the State enacted legislation (the "Trigger
Law") which can lead to automatic, across-the-board cuts in General
Fund expenditures in either the 1994-95 or 1995-96 fiscal years
if cash flow projections made at certain times during those years
show deterioration from the projections made in July 1994 when
the borrowings were made. On November 15, 1994 the State Controller,
Page 8
as part of the Trigger Law, reported that the cash position of
the General Fund on June 30, 1995 would be about $580 million
better than earlier projected, so no automatic budget adjustments
were required in 1994-95. The Controller's report showed that
loss of federal funds was offset by higher revenues, lower expenditures
and certain other increases in cash resources.
Proposed 1995-96 Budget. On January 10, 1995 the Governor presented
his proposed fiscal year 1995-96 budget. This budget projects
total General Fund revenues and transfers of $42.5 billion, and
expenditures of $41.7 billion, to complete the elimination of
the accumulated deficits from earlier years. However, this proposal
leaves no cushion, as the projected budget reserve at June 30,
1996 would be only about $92 million. While proposing increases
in funding for schools, universities and corrections, the Governor
proposes further cuts in welfare programs, and a continuation
of the "realignment" of functions with counties which would save
the State about $240 million. The Governor also expects about
$800 million in new federal aid for the State's costs of incarcerating
and educating illegal immigrants. The Budget proposal also does
not account for possible additional costs if the State loses its
appeals on lawsuits which are currently pending concerning such
matters as school funding and pension payments, but these appeals
could take several years to resolve. Part of the Governor's proposal
also is a 15% cut in personal income and corporate taxes, to be
phased in over three years, starting with calendar year 1996 (which
would have only a small impact on 1995-96 income).
The State's difficult financial condition for the current and
upcoming budget years will result in continued pressure upon almost
all local governments, particularly school districts and counties
which depend on State aid. Despite efforts in recent years to
increase taxes and reduce governmental expenditures, there can
be no assurance that the State will not face budget gaps in the
future.
Bond Rating. State general obligation bonds ratings were reduced
in July 1994 to "A1" by Moody's and "A" by Standard & Poor's.
Both of these ratings were reduced from "AAA" levels which the
State held until late 1991. There can be no assurance that such
ratings will be maintained in the future. It should be noted that
the creditworthiness of obligations issued by local California
issuers may be unrelated to the creditworthiness of obligations
issued by the State of California, and that there is no obligation
on the part of the State to make payment on such local obligations
in the event of default.
Legal Proceedings. The State is involved in certain legal proceedings
(described in the State's recent financial statements) that, if
decided against the State, may require the State to make significant
future expenditures or may substantially impair revenues. Trial
courts have recently entered tentative decisions or injunctions
which would overturn several parts of the State's recent budget
compromises. The matters covered by these lawsuits include a deferral
of payments by the State to the Public Employees Retirement System,
reductions in welfare payments and the use of certain cigarette
tax funds for health costs. All of these cases are subject to
further proceedings and appeals, and if the State eventually loses,
the final remedies may not have to be implemented in one year.
Obligations of Other Issuers
Other Issuers of California Municipal Obligations. There are a
number of state agencies, instrumentalities and political subdivisions
of the State that issue Municipal Obligations, some of which may
be conduit revenue obligations payable from payments from private
borrowers. These entities are subject to various economic risks
and uncertainties, and the credit quality of the securities issued
by them may vary considerably from the credit quality of the obligations
backed by the full faith and credit of the State.
State Assistance. Property tax revenues received by local governments
declined more than 50% following passage of Proposition 13. Subsequently,
the California Legislature enacted measures to provide for the
redistribution of the State's General Fund surplus to local agencies,
the reallocation of certain State revenues to local agencies and
the assumption of certain governmental functions by the State
to assist municipal issuers to raise revenues. Through 1990-91,
local assistance (including public schools) accounted for approximately
75% of General Fund expenditures. To reduce State General Fund
support for school districts, the 1992-93 and 1993-94 Budget Acts
caused local governments to transfer $3.9 billion of property
tax revenues to school districts, representing loss of all of
the post-Proposition 13 "bailout" aid. The
Page 9
largest share of these transfers came from counties, and the balance
from cities, special districts and redevelopment agencies. In
order to make up this shortfall, the Legislature has proposed
and voters approved dedicating 0.5% of the sales tax to counties
and cities for public safety purposes. In addition, the Legislature
has changed laws to relieve local governments of certain mandates,
allowing them to reduce costs.
To the extent the State should be constrained by its Article XIIIB
appropriations limit, or its obligation to conform to Proposition
98, or other fiscal considerations, the absolute level, or the
rate of growth, of State assistance to local governments may be
reduced. Any such reductions in State aid could compound the serious
fiscal constraints already experienced by many local governments,
particularly counties. At least one rural county (Butte) publicly
announced that it might enter bankruptcy proceedings in August
1990, although such plans were put off after the Governor approved
legislation to provide additional funds for the county. Other
counties have also indicated that their budgetary condition is
extremely grave. The Richmond Unified School District (Contra
Costa County) entered bankruptcy proceedings in May 1991 but the
proceedings have been dismissed.
Assessment Bonds. California Municipal Obligations which are assessment
bonds may be adversely affected by a general decline in real estate
values or a slowdown in real estate sales activity. In many cases,
such bonds are secured by land which is undeveloped at the time
of issuance but anticipated to be developed within a few years
after issuance. In the event of such reduction or slowdown, such
development may not occur or may be delayed, thereby increasing
the risk of a default on the bonds. Because the special assessments
or taxes securing these bonds are not the personal liability of
the owners of the property assessed, the lien on the property
is the only security for the bonds. Moreover, in most cases the
issuer of these bonds is not required to make payments on the
bonds in the event of delinquency in the payment of assessments
or taxes, except from amounts, if any, in a reserve fund established
for the bonds.
California Long-Term Lease Obligations. Certain California long-term
lease obligations, though typically payable from the general fund
of the municipality, are subject to "abatement" in the event the
facility being leased is unavailable for beneficial use and occupancy
by the municipality during the term of the lease. Abatement is
not a default, and there may be no remedies available to the holders
of the certificates evidencing the lease obligation in the event
abatement occurs. The most common cases of abatement are failure
to complete construction of the facility before the end of the
period during which lease payments have been capitalized and uninsured
casualty losses to the facility (e.g., due to earthquake). In
the event abatement occurs with respect to a lease obligation,
lease payments may be interrupted (if all available insurance
proceeds and reserves are exhausted) and the certificates may
not be paid when due.
Several years ago the Richmond Unified School District (the "District")
entered into a lease transaction in which certain existing properties
of the District were sold and leased back in order to obtain funds
to cover operating deficits. Following a fiscal crisis in which
the District's finances were taken over by a State receiver (including
a brief period under bankruptcy court protection), the District
failed to make rental payments on this lease, resulting in a lawsuit
by the Trustee for the Certificate of Participation holders, in
which the State was named defendant (on the grounds that it controlled
the District's finances). One of the defenses raised in answer
to this lawsuit was the invalidity of the District's lease. The
trial court has upheld the validity of the lease and the case
has been settled. Any judgement in a future case against the position
asserted by the Trustee in the Richmond case may have adverse
implications for lease transactions of a similar nature by other
California entities.
Other Considerations. The repayment of industrial development
securities secured by real property may be affected by California
laws limiting foreclosure rights of creditors. Securities backed
by health care and hospital revenues may be affected by changes
in State regulations governing cost reimbursements to health care
providers under Medi-Cal (the State's Medicaid program), including
risks related to the policy of awarding exclusive contracts to
certain hospitals.
Limitations on ad valorem property taxes may particularly affect
"tax allocation" bonds issued by California redevelopment agencies.
Such bonds are secured solely by the increase in assessed valuation
of a redevelopment
Page 10
project area after the start of redevelopment activity. In the
event that assessed values in the redevelopment project decline
(e.g., because of a major natural disaster such as an earthquake),
the tax increment revenue may be insufficient to make principal
and interest payments on these bonds. Both Moody's and S&P suspended
ratings on California tax allocation bonds after the enactment
of Articles XIIIA and XIIIB, and only resumed such ratings on
a selective basis.
Proposition 87, approved by California voters in 1988, requires that
all revenues produced by a tax rate increase go directly to the taxing
entity which increased such tax rate to repay that entity's general
obligation indebtedness. As a result, redevelopment agencies (which,
typically, are the issuers of tax allocation securities) no longer
receive an increase in tax increment when taxes on property in the
project area are increased to repay voter-approved bonded indebtedness.
The effect of these various constitutional and statutory changes
upon the ability of California municipal securities issuers to
pay interest and principal on their obligations remains unclear.
Furthermore, other measures affecting the taxing or spending authority
of California or its political subdivisions may be approved or
enacted in the future. Legislation has been or may be introduced
which would modify existing taxes or other revenue-raising measures
or which either would further limit or, alternatively, would increase
the abilities of state and local governments to impose new taxes
or increase existing taxes. It is not presently possible to predict
the extent to which any such legislation will be enacted. Nor
is it presently possible to determine the impact of any such legislation
on California Municipal Obligations in which the Fund may invest,
future allocations of state revenues to local governments or the
abilities of state or local governments to pay the interest on,
or repay the principal of, such California Municipal Obligations.
Substantially all of California is within an active geologic region
subject to major seismic activity. Northern California, in 1989,
and southern California, in 1994, experienced major earthquakes
causing billions of dollars in damages. The federal government
provided more than $13 billion in aid for both earthquakes, and
neither event is expected to have any long-term negative economic
impact. Any California Municipal Obligation in a California Trust
could be affected by an interruption of revenues because of damaged
facilities, or, consequently, income tax deductions for casualty
losses or property tax assessment reductions. Compensatory financial
assistance could be constrained by the inability of (i) an issuer
to have obtained earthquake insurance coverage at reasonable rates;
(ii) an insurer to perform on its contracts of insurance in the
event of widespread losses; or (iii) the Federal or State government
to appropriate sufficient funds within their respective budget
limitations.
On January 17, 1994, a major earthquake with an estimated magnitude
of 6.8 on the Richter scale struck the Los Angeles area, causing
significant property damage to the public and private facilities,
presently estimated at $15-$20 billion. While over $9.5 billion
of federal aid, and a projected $1.9 billion of State aid, plus
insurance proceeds will reimburse much of that loss, there will
be some ultimate loss of wealth and income in the region, in addition
to costs of the disruption caused by the event. Short-term economic
projections are generally neutral, as the infusion of aid will
restore billions of dollars to the local economy within a few
months; already the local construction industry has picked up.
Although the earthquake will hinder recovery from the recession
in Southern California, already hard-hit, its long-term impact
is not expected to be material in the context of the overall wealth
of the region. Almost five years after the event, there are few
remaining effects of the 1989 Loma Prieta earthquake in northern
California (which, however, caused less severe damage than Northridge).
On December 7, 1994, Orange County, California (the "County"),
together with its pooled investment fund (the "County Pooled Fund")
filed for protection under Chapter 9 of the federal Bankruptcy
Code, after reports that the County Pooled Fund had suffered significant
market losses in its investments caused a liquidity crisis for
the County Pooled Fund and the County. More than 180 other public
entities, most but not all located in the County, were also depositors
in the County Pooled Fund. As of mid-January 1995, the County
estimated that the County Pooled Fund had lost about $1.64 billion
of its initial deposits of around $7.5 billion. The Pooled Fund
has been almost completely restructured to reduce its exposure
to changes in County interest rates. The County may suffer further
losses as it sells investments to restructure the County Pooled
Fund. Many of the entities which kept moneys in the County Pooled
Fund, including the County,
Page 11
are facing cash flow difficulties because of the bankruptcy filing
and may be required to reduce programs or capital projects. The
County and some of these entities have, and others may in the
future, default in payment of their obligations. Moody's and Standard
& Poor's have suspended, reduced to below investment grade levels,
or placed on "Credit Watch" various securities of the County and
the entities participating in the County Pooled Fund. The portfolio
of the First Trust of Insured Municipal Bonds-Multi-State: California
Trust, Series 12 contains Certificates of Participation (1992
Water System Improvement Project and Refunding) (the "Certificates
of Participation") issued by the City of Santa Barbara for which
water revenues are dedicated for payment of principal and interest.
See "Portfolio" in Part One. The City of Santa Barbara invested
in the County Pooled Fund and may be adversely affected by the
difficulties described above. The Sponsor is not currently able
to predict whether such Certificates of Participation will be
negatively impacted by the circumstances faced by the City of
Santa Barbara as a result of the losses of the County Pooled Fund.
However, the Certificates of Participation are insured by AMBAC
Indemnity Corporation for the payment of principal and interest.
See "Why and How are the Insured Trusts Insured?" in Part Two
of the Prospectus. Other Series of the California Trust may have
Bonds affected by bankruptcy filing. The Sponsor, however, is
unable to predict the ultimate impact of the circumstances described
above on other issuers located in California.
The State of California has no obligation with respect to any
obligations or securities of the County or any of the other participating
entities, although under existing legal precedents, the State
may be obligated to ensure that school districts have sufficient
funds to operate.
Certain Trusts may contain Bonds of issuers located in the Commonwealth
of Puerto Rico or issuers which will be affected by general economic
conditions of Puerto Rico. Puerto Rico's unemployment rate remains
significantly higher than the U.S. unemployment rate. Furthermore,
the economy is largely dependent for its development upon U.S.
policies and programs that are being reviewed and may be eliminated.
The Puerto Rican economy consists principally of manufacturing
(pharmaceuticals, scientific instruments, computers, microprocessors,
medical products, textiles and petrochemicals), agriculture (largely
sugar) and tourism. Most of the island's manufacturing output
is shipped to the mainland United States, which is also the chief
source of semi-finished manufactured articles on which further
manufacturing operations are performed in Puerto Rico. Since World
War II the economic importance of agriculture for Puerto Rico,
particularly in the dominance of sugar production, has declined.
Nevertheless, the Commonwealth-controlled sugar monopoly remains
an important economic factor and is largely dependent upon Federal
maintenance of sugar prices, the discontinuation of which could
severely affect Puerto Rico sugar production. The level of tourism
is affected by various factors including the strength of the U.S.
dollar. During periods when the dollar is strong, tourism in foreign
countries becomes relatively more attractive.
The Puerto Rican economy is affected by a number of Commonwealth
and Federal investment incentive programs. For example, Section
936 of the Internal Revenue Code provides for a credit against
Federal income taxes for U.S. companies operating on the island
if certain requirements are met. The Omnibus Budget Reconciliation
Act of 1993 imposes limits on such credit, effective for tax years
beginning after 1993. In addition, from time to time proposals
are introduced in Congress which, if enacted into law, would eliminate
some or all of the benefits of Section 936. Although no assessment
can be made at this time of the precise effect of such limitation,
it is expected that the limitation of Section 936 credits would
have a negative impact on Puerto Rico's economy.
Aid for Puerto Rico's economy has traditionally depended heavily
on Federal programs, and current Federal budgetary policies suggest
that an expansion of aid to Puerto Rico is unlikely. An adverse
effect on the Puerto Rican economy could result from other U.S.
policies, including a reduction of tax benefits for distilled
products, further reduction in transfer payment programs such
as food stamps, curtailment of military spending and policies
which could lead to a stronger dollar.
In a plebiscite held in November 1993, the Puerto Rican electorate
chose to continue Puerto Rico's Commonwealth status. Previously
proposed legislation, which was not enacted, would have preserved
the federal tax exempt status of the outstanding debts of Puerto
Rico and its public corporations regardless of the
Page 12
outcome of the referendum, to the extent that similar obligations
issued by the states are so treated and subject to the provisions
of the Internal Revenue Code currently in effect. There can be
no assurance that any pending or future legislation finally enacted
will include the same or a similar protection against loss of
tax exemption. The November 1993 plebiscite can be expected to
have both direct and indirect consequences on such matters as
the basic characteristics of future Puerto Rico debt obligations,
the markets for these obligations, and the types, levels and quality
of revenue sources pledged for the payment of existing and future
debt obligations. Such possible consequences include, without
limitation, legislative proposals seeking restoration of the status
of Section 936 benefits otherwise subject to the limitations discussed
above. However, no assessment can be made at this time of the
economic and other effects of a change in federal laws affecting
Puerto Rico as a result of the November 1993 plebiscite.
The foregoing information constitutes only a brief summary of
some of the general factors which may impact certain issuers of
Bonds and does not purport to be a complete or exhaustive description
of all adverse conditions to which the issuers of Bonds held by
the California Trusts are subject. Additionally, many factors
including national economic, social and environmental policies
and conditions, which are not within the control of the issuers
of the Bonds, could affect or could have an adverse impact on
the financial condition of the issuers. The Sponsor is unable
to predict whether or to what extent such factors or other factors
may affect the issuers of the Bonds, the market value or marketability
of the Bonds or the ability of the respective issuers of the Bonds
acquired by the California Trusts to pay interest on or principal
of the Bonds.
Page 13
California Trust Series
The First Trust (registered trademark) Combined Series
The First Trust of Insured Municipal Bonds-Multi-State
The First Trust Advantage
PART THREE PROSPECTUS
Must be Accompanied by Parts One and Two
SPONSOR: Nike Securities L.P.
1001 Warrenville Road
Lisle, Illinois 60532
(800) 621-1675
TRUSTEE: United States Trust Company of New York
770 Broadway
New York, New York 10003
LEGAL COUNSEL Chapman and Cutler
TO SPONSOR: 111 West Monroe Street
Chicago, Illinois 60603
LEGAL COUNSEL Carter, Ledyard & Milburn
TO TRUSTEE: 2 Wall Street
New York, New York 10005
INDEPENDENT Ernst & Young LLP
AUDITORS: Sears Tower
233 South Wacker Drive
Chicago, Illinois 60606
THIS PROSPECTUS DOES NOT CONSTITUTE AN OFFER TO SELL, OR A SOLICITATION
OF AN OFFER TO BUY, SECURITIES IN ANY JURISDICTION TO ANY PERSON
TO WHOM IT IS NOT LAWFUL TO MAKE SUCH OFFER IN SUCH JURISDICTION.
THIS PROSPECTUS DOES NOT CONTAIN ALL THE INFORMATION SET FORTH
IN THE REGISTRATION STATEMENTS AND EXHIBITS RELATING THERETO,
WHICH THE TRUST HAS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION,
WASHINGTON, D.C. UNDER THE SECURITIES ACT OF 1933 AND THE INVESTMENT
COMPANY ACT OF 1940, AND TO WHICH REFERENCE IS HEREBY MADE.
PLEASE RETAIN ALL PARTS OF THIS PROSPECTUS FOR FUTURE REFERENCE
Page 14
Florida Trust Series
The First Trust (registered trademark) Combined Series
The First Trust of Insured Municipal Bonds-Multi-State
PROSPECTUS NOTE: THIS PART THREE PROSPECTUS
Part Three MAY ONLY BE USED WITH
Dated May 22, 1995 PART ONE AND PART TWO
Federal Tax Status of Unit Holders
At the respective times of issuance of the Bonds, opinions relating
to the validity thereof and to the exclusion of interest thereon
from Federal gross income were rendered by bond counsel to the
respective issuing authorities. Neither the Sponsor, Chapman and
Cutler, nor any of the Special Counsel to the Fund for State tax
matters have made any special review for the Fund of the proceedings
relating to the issuance of the Bonds or of the bases for such
opinions. Gain realized on the sale or redemption of the Bonds
by the Trustee or of a Unit by a Unit holder is, however, includable
in gross income for Federal income tax purposes. (It should be
noted in this connection that such gain does not include any amounts
received in respect of accrued interest or accrued original issue
discount, if any.) It should be noted that under provisions of
the Revenue Reconciliation Act of 1993 (the "Tax Act") described
below that subject accretion of market discount on tax-exempt
bonds to taxation as ordinary income, gain realized on the sale
or redemption of Bonds by the Trustee or of Units by a Unit holder
that would have been treated as capital gain under prior law is
treated as ordinary income to the extent it is attributable to
accretion of market discount. Market discount can arise based
on the price a Trust pays for Bonds or the price a Unit holder
pays for his Units.
At the time of the closing for each Trust, Chapman and Cutler,
Counsel for the Sponsor, rendered an opinion under then existing
law substantially to the effect that:
(1) the Trusts are not associations taxable as corporations for
Federal income tax purposes. Tax-exempt interest received by each
of the Trusts on Bonds deposited therein will retain its status
as tax-exempt interest, for Federal income tax purposes, when
distributed to a Unit holder except that the alternative minimum
tax and the environmental tax (the "Superfund Tax") applicable
to corporate Unit holders may, in certain circumstances, include
in the amount on which such tax is calculated, 75% of the interest
income received by the Trust. See "Certain Tax Matters Applicable
to Corporate Unit Holders";
(2) exemption of interest and accrued original issue discount
on any Bonds for Federal income tax purposes does not necessarily
result in tax exemption under the laws of the several states as
such laws vary with respect to the taxation of such securities
and in many states all or a part of such interest and accrued
original issue discount may be subject to tax;
(3) each Unit holder of a Trust is considered to be the owner
of a pro rata portion of such Trust under subpart E, subchapter
J of chapter 1 of the Internal Revenue Code of 1986 (hereinafter
the "Code") and will have a taxable event when the Trust disposes
of a Bond, or when the Unit holder redeems or sells his Units.
Unit holders must reduce the tax basis of their Units for their
share of accrued interest
ALL PARTS OF THE PROSPECTUS SHOULD BE RETAINED FOR FUTURE REFERENCE.
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE
SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION
NOR HAS THE SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES
COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS.
ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
Page 1
received, if any, on Bonds delivered after the date the Unit holders
pay for their Units and, consequently, such Unit holders may have
an increase in taxable gain or reduction in capital loss upon
the disposition of such Units. Gain or loss upon the sale or redemption
of Units is measured by comparing the proceeds of such sale or
redemption with the adjusted basis of the Units. If the Trustee
disposes of Bonds (whether by sale, payment on maturity, redemption
or otherwise), gain or loss is recognized to the Unit holder.
The amount of any such gain or loss is measured by comparing the
Unit holder's pro rata share of the total proceeds from such disposition
with his basis for his fractional interest in the asset disposed
of. In the case of a Unit holder who purchases his Units, such
basis is determined by apportioning the tax basis for the Units
among each of the Trust assets ratably according to value as of
the date of acquisition of the Units. The basis of each Unit and
of each Bond which was issued with original issue discount must
be increased by the amount of accrued original issue discount
and the basis of each Unit and of each Bond which was purchased
by a Trust at a premium must be reduced by the annual amortization
of Bond premium. The tax cost reduction requirements of said Code
relating to amortization of bond premium may, under some circumstances,
result in the Unit holder realizing a taxable gain when his Units
are sold or redeemed for an amount equal to or less than his original
cost; and
(4) any insurance proceeds which represent maturing interest
on defaulted obligations held by the Trustee will be excludable
from Federal gross income if, and to the same extent as, such
interest would have been so excludable if paid by the issuer of
the defaulted obligations provided that, at the time such policies
are purchased, the amounts paid for such policies are reasonable,
customary and consistent with the reasonable expectation that
the issuer of the obligations, rather than the insurer, will pay
debt service on the obligations.
Sections 1288 and 1272 of the Code provide a complex set of rules
governing the accrual of original issue discount. These rules
provide that original issue discount accrues either on the basis
of a constant compounded interest rate or ratably over the term
of the Bond, depending on the date the Bond was issued. In addition,
special rules apply if the purchase price of a Bond exceeds the
original issue price plus the amount of original issue discount
which would have accrued to prior owners. The application of these
rules will also vary depending on the value of the Bond on the
date a Unit holder acquires his Unit, and the price the Unit holder
pays for his Unit. Because of the complexity of these rules relating
to the accrual of original issue discount, Unit holders should
consult their tax advisers as to how these rules apply. See "Portfolio"
appearing in Part One for each Trust for information relating
to Bonds, if any, issued at an original issue discount.
The Tax Act subjects tax-exempt bonds to the market discount rules
of the Code effective for bonds purchased after April 30, 1993.
In general, market discount is the amount (if any) by which the
stated redemption price at maturity exceeds an investor's purchase
price (except to the extent that such difference, if any, is attributable
to original issue discount not yet accrued), subject to a statutory
de minimis rule. Under the Tax Act, accretion of market discount
is taxable as ordinary income; under prior law the accretion had
been treated as capital gain. Market discount that accretes while
a Trust holds a Bond would be recognized as ordinary income by
the Unit holders when principal payments are received on the Bond,
upon sale or at redemption (including early redemption) or upon
the sale or redemption of the Units, unless a Unit holder elects
to include market discount in taxable income as it accrues. The
market discount rules are complex and Unit holders should consult
their tax advisers regarding these rules and their application.
Counsel for the Sponsor has also advised that under Section 265
of the Code, interest on indebtedness incurred or continued to
purchase or carry Units of a Trust is not deductible for Federal
income tax purposes. The Internal Revenue Service has taken the
position that such indebtedness need not be directly traceable
to the purchase or carrying of Units (however, these rules generally
do not apply to interest paid on indebtedness incurred to purchase
or improve a personal residence). Under Section 265 of the Code,
certain financial institutions that acquire Units generally would
not be able to deduct any of the interest expense attributable
Page 2
to ownership of Units. Investors with questions regarding these
issues should consult with their tax advisers.
In the case of certain of the Bonds in a Trust, the opinions of
bond counsel indicate that interest on such securities received
by a "substantial user" of the facilities being financed with
the proceeds of these securities, or persons related thereto,
for periods while such securities are held by such a user or related
person, will not be excludable from Federal gross income, although
interest on such securities received by others would be excludable
from Federal gross income. "Substantial user" and "related person"
are defined under U.S. Treasury Regulations. Any person who believes
he or she may be a substantial user or related person as so defined
should contact his tax adviser.
In general, Section 86 of the Code provides that Social Security
benefits are includible in gross income in an amount equal to
the lesser of (1) 50% of the Social Security benefits received
or (2) 50% of the excess of "modified adjusted gross income" plus
50% of the Social Security benefits received over the appropriate
"base amount." The base amount is $25,000 for unmarried taxpayers,
$32,000 for married taxpayers filing a joint return and zero for
married taxpayers who do not live apart at all times during the
taxable year and who file separate returns. Modified adjusted
gross income is adjusted gross income determined without regard
to certain otherwise allowable deductions and exclusions from
gross income and by including tax-exempt interest. To the extent
that Social Security benefits are includible in gross income,
they will be treated as any other item of gross income.
In addition, under the Tax Act, for taxable years beginning after
December 31, 1993, up to 85% of Social Security benefits are includible
in gross income to the extent that the sum of "modified adjusted
gross income" plus 50% of Social Security benefits received exceeds
an "adjusted base amount." The adjusted base amount is $34,000
for unmarried taxpayers, $44,000 for married taxpayers filing
a joint return, and zero for married taxpayers who do not live
apart at all times during the taxable year and who file separate
returns.
Although tax-exempt interest is included in modified adjusted
gross income solely for the purpose of determining what portion,
if any, of Social Security benefits will be included in gross
income, no tax-exempt interest, including that received from a
Trust, will be subject to tax. A taxpayer whose adjusted gross
income already exceeds the base amount or the adjusted base amount
must include 50% or 85%, respectively, of his Social Security
benefits in gross income whether or not he receives any tax-exempt
interest. A taxpayer whose modified adjusted gross income (after
inclusion of tax-exempt interest) does not exceed the base amount
need not include any Social Security benefits in gross income.
For purposes of computing the alternative minimum tax for individuals
and corporations and the Superfund Tax for corporations, interest
on certain private activity bonds (which includes most industrial
and housing revenue bonds) issued on or after August 8, 1986 is
included as an item of tax preference. THE TRUSTS DO NOT INCLUDE
ANY SUCH PRIVATE ACTIVITY BONDS ISSUED ON OR AFTER THAT DATE.
For taxpayers other than corporations, net capital gains are presently
subject to a maximum stated marginal tax rate of 28%. However,
it should be noted that legislative proposals are introduced from
time to time that affect tax rates and could affect relative differences
at which ordinary income and capital gains are taxed. All taxpayers
are presently required to disclose to the Internal Revenue Service
the amount of tax-exempt interest earned during the year.
Certain Tax Matters Applicable to Corporate Unit Holders. Present
Federal income tax law also provides for an alternative minimum
tax for corporations levied at a rate of 20% of alternative minimum
taxable income. The alternative minimum tax and the environmental
tax (the "Superfund Tax") depend upon the corporation's alternative
minimum taxable income ("AMTI"), which is the corporation's taxable
income with certain adjustments. One of the adjustment items used
in computing AMTI of a corporation (excluding an S Corporation,
Regulated Investment Company, Real Estate Investment Trust, or
REMIC) is an amount equal to 75% of the excess of such corporation's
"adjusted current earnings" over an amount equal to its AMTI (before
such adjustment item and the alternative tax net operating loss
deduction). Although tax-exempt interest received by the Trusts
on Bonds deposited therein will not be included in the gross income
of corporations
Page 3
for Federal income tax purposes, "adjusted current earnings" includes
all tax-exempt interest, including interest on all Bonds in the
Trusts.
Unit holders are urged to consult their own tax advisers with
respect to the particular tax consequences to them, including
the corporate alternative minimum tax, the Superfund Tax and the
branch profits tax imposed by Section 884 of the Code.
At the time of the closing, Winston & Strawn (previously named
Cole & Deitz), Special Counsel to Series 4-125 of The First Trust
Combined Series for New York tax matters, rendered an opinion
under then existing income tax laws of the State and City of New
York, substantially to the effect that each Trust in Series 4-125
of The First Trust Combined Series is not an association taxable
as a corporation and the income of each Trust in Series 4-125
of The First Trust Combined Series will be treated as the income
of the Unit holder in the same manner as for Federal income tax
purposes (subject to differences in accounting for discount and
premium to the extent the State and/or City of New York do not
conform to current Federal law).
At the time of the closing, Carter, Ledyard & Milburn, Special
Counsel to The First Trust Combined Series for New York tax matters
for Series 126 and subsequent Series of The First Trust Combined
Series, rendered an opinion under then existing income tax laws
of the State and City of New York, substantially to the effect
that each Trust will not constitute an association taxable as
a corporation under New York law, and accordingly will not be
subject to the New York State franchise tax or the New York City
general corporation tax. Under the income tax laws of the State
and City of New York, the income of each Trust will be considered
the income of the holders of the Units.
Booth & Baron has served as Special Counsel to Series 1-9 of The
First Trust of Insured Municipal Bonds-Multi-State, inclusive,
and Winston & Strawn (previously named Cole & Deitz) has served
as Special Counsel to Series 10 and 11 of The First Trust of Insured
Municipal Bonds-Multi-State for New York tax matters. In the opinion
of such Special Counsels, under the existing income tax laws of
the State and City of New York, each Trust is not an association
taxable as a corporation and the income of each such Trust will
be treated as the income of the Unit holder.
All statements in the Prospectus concerning exemption from Federal,
state or other local taxes are the opinions of Counsel and are
to be so construed.
Florida Tax Status of Unit Holders
The Bonds were accompanied by opinions of Bond Counsel to the
respective issuers thereof to the effect that the Bonds were exempt
from the Florida intangibles tax. Neither the Sponsor nor its
counsel have independently reviewed such opinions or examined
the Bonds to be deposited in and held by a Florida Trust and have
assumed the correctness as of the date of deposit of the opinions
of Bond Counsel.
At the time of the closing for each Florida Trust, Chapman and
Cutler, Special Counsel to the Fund for Florida tax matters, rendered
an opinion under then existing Florida income tax law applicable
to taxpayers whose income is subject to Florida income taxation
substantially to the effect that:
Neither the Florida Trust nor Non-Corporate Unit holders will
be subject to the Florida income tax imposed by Chapter 220, Florida
Statutes. Any amounts paid to a Florida Trust or Non-Corporate
Unit Holders under an insurance policy issued to a Florida Trust,
the issuers, the underwriters, or the Sponsor thereof, or others,
which represent maturing interest on defaulted obligations held
by the Trustee will not be subject to the Florida income tax imposed
by Chapter 220, Florida Statutes provided that such amounts paid
are not subject to federal income tax.
Corporate Unit holders will be subject to Florida income or franchise
taxation under Chapter 220, Florida Statutes (a) on interest received
by a Trust, (b) on payments of interest pursuant to any insurance
policy, (c) on gain realized when Bonds are sold, redeemed or
paid at maturity or when insurance payments with respect to principal
are received by a Trust and (d) on gain on the sale or redemption
of Units, to the extent allocable to Florida as "adjusted federal
income." Corporate Unit holders that have a commercial domicile
in Florida will also be subject to Florida income or franchise
taxation on 100 percent of the items of income described in clauses
(a) through (d) of the immediately preceding sentence to the extent
that such income constitutes "nonbusiness income."
Page 4
Even if interest on indebtedness incurred or continued by a Unit
holder to purchase Units in a Trust is not deductible for Federal
income tax purposes, it will reduce interest income on the Bonds
which is reportable by Corporate Unit holders for Florida income
tax purposes.
Trust Units held by a Florida resident will be includible in the
resident's estate for Florida estate tax purposes, but if such
estate is not subject to the Federal estate tax, the estate will
not be subject to the Florida estate tax. The Florida estate tax
is limited to the amount of the credit for state death taxes provided
for in section 2011 of the Code, less estate taxes paid to states
other than Florida.
Neither the Bonds nor the Units will be subject to the Florida
ad valorem tax, the Florida intangible personal property tax or
Florida sales or use tax.
For information with respect to the Federal income tax status
and other tax matters, see "What is the Federal Tax Status of
Unit Holders?"
Certain Considerations
Population. In 1980, Florida was the seventh most populous state
in the United States. The State has grown dramatically since then
and as of April 1, 1993 ranks fourth with an estimated population
of 13.4 million. Florida's attraction, as both a growth and retirement
state, has kept net migration fairly steady with an average of
292,988 new residents a year from 1983 through 1993. The U.S.
average population increase since 1982 is about 1% annually, while
Florida's average annual rate of increase is about 2.5%. Florida
continues to be the fastest growing of the ten largest states.
This strong population growth is one reason the State's economy
is performing better than the nation as a whole. In addition to
attracting senior citizens to Florida as a place for retirement,
the State is also recognized as attracting a significant number
of working age individuals. Since 1983, the prime working age
population (18-44) has grown at an average annual rate of 2.6%.
The share of Florida's total working age population (18-59) to
total State population is approximately 54%. This share is not
expected to change appreciably into the twenty-first century.
Income. The State's personal income has been growing strongly
the last several years and has generally outperformed both the
United States as a whole and the southeast in particular, according
to the U.S. Department of Commerce and the Florida Consensus Economic
Estimating Conference. This is due to the fact that Florida's
population has been growing at a very strong pace and, since the
early 1970s, the State's economy has diversified so as to provide
greater insulation from national economic downturns. As a result,
Florida's real per capita personal income has tracked closely
with the national average and has tracked above the southeast.
From 1984 through 1993, the State's real per capita personal income
rose at an average of 5.4% per year, while the national real per
capita income increased at an average of 5.5% per year.
Because Florida has a proportionately greater retirement age population,
property income (dividends, interest and rent) and transfer payments
(Social Security and pension benefits, among other sources of
income) are relatively more important sources of income. For example,
Florida's total wages and salaries and other labor income in 1993
was 62% of total personal income, while a similar figure for the
nation for 1990 was 72%. Transfer payments are typically less
sensitive to the business cycle than employment income and, therefore,
act as stabilizing forces in weak economic periods.
The State's per capita personal income in 1992 of $19,711 was
slightly below the national average of $20,105 and significantly
ahead of that for the southeast United States, which was $17,296.
Real personal income in the State is estimated to have increased
5.5% in 1993-94 and 4.7% in 1994-95. By the end of 1994-95, real
personal income per capita in the State is expected to average
6.7% higher than its 1992-93 level.
Employment. Since 1980, the State's job creation rate is almost
twice the rate for the nation as a whole, and its growth rate
in new non-agricultural jobs is the fastest of the 11 most populous
states, second only to California in the absolute number of new
jobs created. Contributing to the State's rapid rate of growth
in employment and income is international trade. Since 1980, the
State's unemployment rate has generally been below that of the
United States. In recent years, however, as the State's economic
growth has slowed from its previous highs, the State's unemployment
rate has tracked above the national average. The average
Page 5
rate in Florida since 1980 has been 6.5% while the national average
is 7.1%. According to the U.S. Department of Commerce, the Florida
Department of Labor and Employment Security and the Florida Consensus
Economic Estimating Conference (together, the "Organization"),
the State's unemployment rate was 8.2% during 1992. As of January
1994, the Organization estimates that the unemployment rate will
be 6.7% for 1993-94 and 6.1% for 1994-95.
The rate of job creation in Florida's manufacturing sector has
exceeded that of the United States. From the beginning of 1980
through 1993, the State added over 50,000 new manufacturing jobs,
an 11.7% increase. During the same period, national manufacturing
employment declined ten out of the fourteen years, for a loss
of 2,977,000 jobs.
Total non-farm employment in Florida is expected to increase 2.7%
in 1993-94 and rise 3.8% in 1994-95. Trade and services, the two
largest sources of employment in the State, account for more than
half of the total non-farm employment. Employment in the service
sector should experience an increase of 3.9% in 1993-94, while
growing 4.9% in 1994-95. Trade is expected to expand 2.2% in 1994
and 3.4% in 1995. The service sector is now the State's largest
employment category.
Construction. The State's economy has in the past been highly
dependent on the construction industry and construction-related
manufacturing. This dependency has declined in recent years and
continues to do so as a result of continued diversification of
the State's economy. For example, in 1980, total contract construction
employment as a share of total non-farm employment was just over
7.0%, and in 1993 the share had edged downward to 5.0%. This trend
is expected to continue as the State's economy continues to diversify.
Florida, nevertheless, has a dynamic construction industry, with
single and multi-family housing starts accounting for 8.5% of
total U.S. housing starts in 1993 while the State's population
is 5.3% of the U.S. total population. Florida's housing starts
since 1980 have represented an average of 11.0% of the United
States' total annual starts, and since 1980 total housing starts
have averaged 156,450 a year.
A driving force behind the State's construction industry has been
the State's rapid rate of population growth. Although the State
currently is the fourth most populous state, its annual population
growth is now projected to decline as the number of people moving
into the State is expected to hover near the mid-250,000 range
annually throughout the 1990s. This population trend should provide
fuel for business and home builders to keep construction activity
lively in Florida for some time to come. However, other factors
do influence the level of construction in the State. For example,
federal tax reform in 1986 and other changes to the federal income
tax code have eliminated tax deductions for owners of more than
two residential real estate properties and have lengthened depreciation
schedules on investment and commercial properties. Economic growth
and existing supplies of homes also contribute to the level of
construction activity in the State.
Hurricane Andrew left some parts of south Florida devastated.
Post-Hurricane Andrew clean up and rebuilding have changed the
outlook for the State's economy. Single and multi-family housing
starts in 1993-94 are projected to reach a combined level of 118,000,
and to increase to 134,300 next year. Lingering recessionary effects
on consumers and tight credit are some of the reasons for relatively
slow core construction activity, as well as lingering effects
from the 1986 tax reform legislation discussed above. However,
construction is one of the sectors most severely affected by Hurricane
Andrew. Low interest rates and pent up demand combined with improved
consumer confidence should lead to improved housing starts. The
construction figures above include additional housing starts as
a result of destruction by Hurricane Andrew. Total construction
expenditures are forecasted to increase 15.6% this year and increase
13.3% next year.
The State has continuously been dependent on the highly cyclical
construction and construction- related manufacturing industries.
While that dependency has decreased, the State is still somewhat
at the mercy of the construction and construction-related manufacturing
industries. The construction industry is driven to a great extent
by the State's rapid growth in population. There can be no assurance
that population growth will continue throughout the 1990s in which
case there could be an adverse impact on the State's economy through
the loss of construction and construction-related manufacturing
jobs. Also, while interest
Page 6
rates remain low currently, an increase in interest rates could
significantly adversely impact the financing of new construction
within the State, thereby adversely impacting unemployment and
other economic factors within the State. In addition, available
commercial office space has tended to remain high over the past
few years. So long as this glut of commercial rental space continues,
construction of this type of space will likely continue to remain
slow.
Tourism. Tourism is one of Florida's most important industries.
Approximately 41.1 million tourists visited the State in 1993,
as reported by the Florida Department of Commerce. In terms of
business activities and state tax revenues, tourists in Florida
in 1993 represented an estimated 4.5 million additional residents.
Visitors to the State tend to arrive both by air and car. The
State's tourism industry over the years has become more sophisticated,
attracting visitors year-round and, to a degree, reducing its
seasonality. The dollar's depreciation has enhanced the State's
tourism industry. Tourist arrivals are expected to decline by
almost 2% this year, but are expected to recover next year with
5.0% growth. Tourist arrivals to Florida by air and car are expected
to diverge from each other, air decreasing 5.6% and auto increasing
1.6%. By the end of the State's current fiscal year, 41.0 million
domestic and international tourists are expected to have visited
the State. In 1994-95, tourist arrivals should approximate 43.0
million.
Revenues and Expenses. Estimated fiscal year 1993-94 General Revenue
plus Working Capital funds available to the State total $13,582.7
million, an 8.4% increase over 1992-93. This reflects a transfer
of $190 million, out of an estimated $220.0 million in non-recurring
revenue due to Hurricane Andrew, to a hurricane relief trust fund.
Of the total General Revenue plus Working Capital funds available
to the State, $12,943.5 million of that is Estimated Revenues
(excluding the Hurricane Andrew impact), which represents an increase
of 7.3% over the previous year's Estimated Revenues. With effective
General Revenues plus Working Capital Fund appropriations at $13,276.9
million, unencumbered reserves at the end of 1993-94 are estimated
at $302.8 million. Estimated fiscal year 1994-95 General Revenue
plus Working Capital and Budget Stabilization funds available
total $14,573.7 million, a 7.3% increase over 1993-94. This amount
reflects a transfer of $159.0 million in non-recurring revenue
due to Hurricane Andrew to a hurricane relief fund. The $13,860.8
million in Estimated Revenues (excluding Hurricane Andrew impact)
represent an increase of 7.1% over the previous year's Estimated
Revenues. The massive effort to rebuild and replace destroyed
or damaged property in the wake of Hurricane Andrew is responsible
for the substantial positive revenue impacts shown here. Most
of the impact is in the increase in the State's sales tax.
In fiscal year 1992-93, approximately 62% of the State's total
direct revenue to its three operating funds was derived from State
taxes, with Federal grants and other special revenue accounting
for the balance. State sales and use tax, corporate income tax,
intangible personal property tax and beverage tax amounted to
68%, 7%, 4% and 4%, respectively, of total General Revenue Funds
available during fiscal 1992-93. In that same year, expenditures
for education, health and welfare and public safety amounted to
approximately 49%, 30% and 11%, respectively, of total expenditures
from the General Revenue Fund.
The State's sales and use tax (6%) currently accounts for the
State's single largest source of tax receipts. Slightly less than
10% of the State's sales and use tax is designated for local governments
and is distributed to the respective counties in which collected
for use by the counties, and the municipalities therein. In addition
to this distribution, local governments may assess (by referendum)
a 0.5% or a 1.0% discretionary sales surtax within their county.
Proceeds from this local option sales tax are earmarked for funding
local infrastructure programs and acquiring land for public recreation
or conservation or protection of natural resources as provided
under applicable Florida law. Certain charter counties have other
additional taxing powers, and non-consolidated counties with a
population in excess of 800,000 may levy a local option sales
tax to fund indigent health care. It alone cannot exceed 0.5%
and when combined with the infrastructure surtax cannot exceed
1.0%. For the fiscal year ended June 30, 1993 sales and use tax
receipts (exclusive of the tax on gasoline and special fuels)
totalled $9,426.0 million, an increase of 12.5% over fiscal year
1991-92.
Page 7
The second largest source of State tax receipts is the tax on
motor fuels. However, these revenues are almost entirely dedicated
trust funds for specific purposes and are not included in the
State's General Revenue Fund.
The State imposes an alcoholic beverage wholesale tax (excise
tax) on beer, wine and liquor. This tax is one of the State's
major tax sources, with revenues totalling $442.2 million in fiscal
year ending June 30, 1993. Alcoholic beverage tax receipts increased
1.6% from the previous year's total. The revenues collected from
this tax are deposited into the State's General Revenue Fund.
The State imposes a corporate income tax. All receipts of the
corporate income tax are credited to the General Revenue Fund.
For the fiscal year ended June 30, 1993 receipts from this source
were $846.6 million, an increase of 5.6% from fiscal year 1991-92.
The State imposes a documentary stamp tax on deeds and other documents
relating to realty, corporate shares, bonds, certificates of indebtedness,
promissory notes, wage assignments and retail charge accounts.
The documentary stamp tax collections totalled $639.0 million
during fiscal year 1992-93, a 27.0% increase from the previous
fiscal year. Beginning in fiscal year 1992-93, 71.29% of these
taxes is to be deposited to the General Revenue Fund.
The State imposes a gross receipts tax on electric, natural gas
and telecommunications services. All gross receipt utilities tax
collections are credited to the State's Public Education Capital
Outlay and Debt Service Trust Fund. In fiscal year 1992-93, this
amounted to $447.9 million.
The State imposes an intangible personal property tax on stocks,
bonds, including bonds secured by liens in Florida real property,
notes, governmental leaseholds and certain other intangibles not
secured by a lien on Florida real property. The annual rate of
tax is 2 mils. The State also imposes a non-recurring 2 mil tax
on mortgages and other obligations secured by liens on Florida
real property. In fiscal year 1992-93, total intangible personal
property tax collections were $783.4 million, a 33% increase over
the prior year. Of the tax proceeds, 66.5% is distributed to the
General Revenue Fund.
The State's severance tax taxes oil, gas and sulphur production,
as well as the severance of phosphate rock and other solid minerals.
Total collections from severance taxes total $64.5 million during
fiscal year 1992-93, down 4.0% from the previous year. Currently,
60.0% of this amount was transferred to the General Revenue Fund.
The State began its own lottery in 1988. State law requires that
lottery revenues be distributed 50.0% to the public in prizes,
38.0% for use in enhancing education, and the balance, 12.0%,
for costs of administering the lottery. Fiscal year 1992-93 lottery
ticket sales totalled $2.13 billion, providing education with
approximately $810.4 million.
Debt-Balanced Budget Requirement. At the end of fiscal 1993, approximately
$5.61 billion in principal amount of debt secured by the full
faith and credit of the State was outstanding. In addition, since
July 1,1993, the State issued about $1.13 billion in principal
amount of full faith and credit bonds.
The State Constitution and statutes mandate that the State budget,
as a whole, and each separate fund within the State budget, be
kept in balance from currently available revenues each fiscal
year. If the Governor or Comptroller believe a deficit will occur
in any State fund, by statute, he must certify his opinion to
the Administrative Commission, which then is authorized to reduce
all State agency budgets and releases by a sufficient amount to
prevent a deficit in any fund. Additionally, the State Constitution
prohibits issuance of State obligations to fund State operations.
Litigation. Currently under litigation are several issues relating
to State actions or State taxes that put at risk substantial amounts
of General Revenue Fund monies. Accordingly, there is no assurance
that any of such matters, individually or in the aggregate, will
not have a material adverse affect on the State's financial position.
Florida law provides preferential tax treatment to insurers who
maintain a home office in the State. Certain insurers challenged
the constitutionality of this tax preference and sought a refund
of taxes paid. Recently, the Florida Supreme Court ruled in favor
of the State. This case and others, along with pending refund
claims, total about $150 million.
Page 8
The State imposes a $295 fee on the issuance of certificates of
title for motor vehicles previously titled outside the State.
The State has been sued by plaintiffs alleging that this fee violates
the Commerce Clause of the U.S. Constitution. The Circuit Court
in which the case was filed has granted summary judgment for the
plaintiffs and has enjoined further collection of the impact fee
and has ordered refunds to all those who have paid the fee since
the collection of the fee went into effect. The State has appealed
the lower Court's decision and an automatic stay has been granted
to the State allowing it to continue to collect the fee. The potential
refund exposure to the State if it should lose the case may be
in excess of $100 million.
The State maintains a bond rating of Aa and AA from Moody's Investors
Service and Standard & Poor's, respectively, on the majority of
its general obligation bonds, although the rating of a particular
series of revenue bonds relates primarily to the project, facility
or other revenue source from which such series derives funds for
repayment. While these ratings and some of the information presented
above indicate that the State is in satisfactory economic health,
there can be no assurance that there will not be a decline in
economic conditions or that particular Florida Bonds purchased
by the fund will not be adversely affected by any such changes.
The sources for the information presented above include official
statements and financial statements of the State of Florida. While
the Sponsor has not independently verified this information, it
has no reason to believe that the information is not correct in
all material respects.
Certain Trusts may contain Bonds of issuers located in the Commonwealth
of Puerto Rico or issuers which will be affected by general economic
conditions of Puerto Rico. Puerto Rico's unemployment rate remains
significantly higher than the U.S. unemployment rate. Furthermore,
the economy is largely dependent for its development upon U.S.
policies and programs that are being reviewed and may be eliminated.
The Puerto Rican economy consists principally of manufacturing
(pharmaceuticals, scientific instruments, computers, microprocessors,
medical products, textiles and petrochemicals), agriculture (largely
sugar) and tourism. Most of the island's manufacturing output
is shipped to the mainland United States, which is also the chief
source of semi-finished manufactured articles on which further
manufacturing operations are performed in Puerto Rico. Since World
War II the economic importance of agriculture for Puerto Rico,
particularly in the dominance of sugar production, has declined.
Nevertheless, the Commonwealth-controlled sugar monopoly remains
an important economic factor and is largely dependent upon Federal
maintenance of sugar prices, the discontinuation of which could
severely affect Puerto Rico sugar production. The level of tourism
is affected by various factors including the strength of the U.S.
dollar. During periods when the dollar is strong, tourism in foreign
countries becomes relatively more attractive.
The Puerto Rican economy is affected by a number of Commonwealth
and Federal investment incentive programs. For example, Section
936 of the Internal Revenue Code provides for a credit against
Federal income taxes for U.S. companies operating on the island
if certain requirements are met. The Omnibus Budget Reconciliation
Act of 1993 imposes limits on such credit, effective for tax years
beginning after 1993. In addition, from time to time proposals
are introduced in Congress which, if enacted into law, would eliminate
some or all of the benefits of Section 936. Although no assessment
can be made at this time of the precise effect of such limitation,
it is expected that the limitation of Section 936 credits would
have a negative impact on Puerto Rico's economy.
Aid for Puerto Rico's economy has traditionally depended heavily
on Federal programs, and current Federal budgetary policies suggest
that an expansion of aid to Puerto Rico is unlikely. An adverse
effect on the Puerto Rican economy could result from other U.S.
policies, including a reduction of tax benefits for distilled
products, further reduction in transfer payment programs such
as food stamps, curtailment of military spending and policies
which could lead to a stronger dollar.
In a plebiscite held in November 1993, the Puerto Rican electorate
chose to continue Puerto Rico's Commonwealth status. Previously
proposed legislation, which was not enacted, would have preserved
the federal tax exempt status of the outstanding debts of Puerto
Rico and its public corporations regardless of the outcome of
the referendum, to the extent that similar obligations issued
by the states are so treated and subject to the provisions of
the Internal Revenue Code currently in effect. There can be no
assurance that any
Page 9
pending or future legislation finally enacted will include the
same or a similar protection against loss of tax exemption. The
November 1993 plebiscite can be expected to have both direct and
indirect consequences on such matters as the basic characteristics
of future Puerto Rico debt obligations, the markets for these
obligations, and the types, levels and quality of revenue sources
pledged for the payment of existing and future debt obligations.
Such possible consequences include, without limitation, legislative
proposals seeking restoration of the status of Section 936 benefits
otherwise subject to the limitations discussed above. However,
no assessment can be made at this time of the economic and other
effects of a change in federal laws affecting Puerto Rico as a
result of the November 1993 plebiscite.
The foregoing information constitutes only a brief summary of
some of the general factors which may impact certain issuers of
Bonds and does not purport to be a complete or exhaustive description
of all adverse conditions to which the issuers of Bonds held by
the Florida Trusts are subject. Additionally, many factors including
national economic, social and environmental policies and conditions,
which are not within the control of the issuers of the Bonds,
could affect or could have an adverse impact on the financial
condition of the issuers. The Sponsor is unable to predict whether
or to what extent such factors or other factors may affect the
issuers of the Bonds, the market value or marketability of the
Bonds or the ability of the respective issuers of the Bonds acquired
by the Florida Trusts to pay interest on or principal of the Bonds.
Page 10
Florida Trust Series
The First Trust (registered trademark) Combined Series
The First Trust of Insured Municipal Bonds-Multi-State
PART THREE PROSPECTUS
Must be Accompanied by Parts One and Two
SPONSOR: Nike Securities L.P.
1001 Warrenville Road
Lisle, Illinois 60532
(800) 621-1675
TRUSTEE: United States Trust Company of New York
770 Broadway
New York, New York 10003
LEGAL COUNSEL Chapman and Cutler
TO SPONSOR: 111 West Monroe Street
Chicago, Illinois 60603
LEGAL COUNSEL Carter, Ledyard & Milburn
TO TRUSTEE: 2 Wall Street
New York, New York 10005
INDEPENDENT Ernst & Young LLP
AUDITORS: Sears Tower
233 South Wacker Drive
Chicago, Illinois 60606
THIS PROSPECTUS DOES NOT CONSTITUTE AN OFFER TO SELL, OR A SOLICITATION
OF AN OFFER TO BUY, SECURITIES IN ANY JURISDICTION TO ANY PERSON
TO WHOM IT IS NOT LAWFUL TO MAKE SUCH OFFER IN SUCH JURISDICTION.
THIS PROSPECTUS DOES NOT CONTAIN ALL THE INFORMATION SET FORTH
IN THE REGISTRATION STATEMENTS AND EXHIBITS RELATING THERETO,
WHICH THE TRUST HAS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION,
WASHINGTON, D.C. UNDER THE SECURITIES ACT OF 1933 AND THE INVESTMENT
COMPANY ACT OF 1940, AND TO WHICH REFERENCE IS HEREBY MADE.
PLEASE RETAIN ALL PARTS OF THIS PROSPECTUS FOR FUTURE REFERENCE
Page 11
CONTENTS OF POST-EFFECTIVE AMENDMENT
OF REGISTRATION STATEMENT
This Post-Effective Amendment of Registration Statement
comprises the following papers and documents:
The facing sheet
The prospectus
The signatures
The Consent of Independent Auditors
S-1
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933,
the Registrant, The First Trust of Insured Municipal Bonds -
Multi-State, Series 6, certifies that it meets all of the
requirements for effectiveness of this Registration Statement
pursuant to Rule 485(b) under the Securities Act of 1933 and has
duly caused this Post-Effective Amendment of its Registration
Statement to be signed on its behalf by the undersigned thereunto
duly authorized in the Village of Lisle and State of Illinois on
June 1, 1995.
THE FIRST TRUST OF INSURED
MUNICIPAL BONDS - MULTI-STATE,
SERIES 6
(Registrant)
By NIKE SECURITIES L.P.
(Depositor)
By Carlos E. Nardo
Senior Vice President
Pursuant to the requirements of the Securities Act of 1933,
this Post-Effective Amendment of Registration Statement has been
signed below by the following person in the capacity and on the
date indicated:
Signature Title* Date
Robert D. Van Kampen Sole Director of )
Nike Securities )
Corporation, the ) June 1, 1995
General Partner of Nike )
Securities L.P. )
)
) Carlos E. Nardo
) Attorney-in-Fact**
* The title of the person named herein represents his capacity
in and relationship to Nike Securities L.P., Depositor.
** An executed copy of the related power of attorney was filed
with the Securities and Exchange Commission in connection
with the Amendment No. 1 to Form S-6 of The First Trust
Special Situations Trust, Series 18 (File No. 33-42683) and
the same is hereby incorporated herein by this reference.
S-2
CONSENT OF INDEPENDENT AUDITORS
We consent to the reference to our firm under the caption
"Experts" and to the use of our report dated April 7, 1995 in
this Post-Effective Amendment to the Registration Statement and
related Prospectus of The First Trust of Insured Municipal Bonds-
Multi-State dated May 18, 1995.
ERNST & YOUNG LLP
Chicago, Illinois
May 17, 1995
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
<TABLE> <S> <C>
<ARTICLE> 6
<LEGEND>
This schedule contains summary financial information extracted from Post
Effective Amendment to Form S-6 and is qualified in its entirety by
reference to such Post Effective Amendment to Form S-6.
</LEGEND>
<SERIES>
<NUMBER> 001
<NAME> CALIFORNIA TRUST
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> JAN-31-1995
<PERIOD-START> FEB-01-1994
<PERIOD-END> JAN-31-1995
<INVESTMENTS-AT-COST> 805,604
<INVESTMENTS-AT-VALUE> 940,486
<RECEIVABLES> 19,610
<ASSETS-OTHER> 15,637
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 975,733
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 5,328
<TOTAL-LIABILITIES> 5,328
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 805,604
<SHARES-COMMON-STOCK> 3,444
<SHARES-COMMON-PRIOR> 3,673
<ACCUMULATED-NII-CURRENT> 29,919
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 134,882
<NET-ASSETS> 970,405
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 124,928
<OTHER-INCOME> 0
<EXPENSES-NET> 11,110
<NET-INVESTMENT-INCOME> 113,818
<REALIZED-GAINS-CURRENT> (26,704)
<APPREC-INCREASE-CURRENT> (73,240)
<NET-CHANGE-FROM-OPS> 13,874
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 141,865
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 610,645
<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED> 229
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> (837,222)
<ACCUMULATED-NII-PRIOR> 66,653
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 0
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 0
<AVERAGE-NET-ASSETS> 0
<PER-SHARE-NAV-BEGIN> 0
<PER-SHARE-NII> 0
<PER-SHARE-GAIN-APPREC> 0
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 0
<EXPENSE-RATIO> 0
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<LEGEND>
This schedule contains summary financial information extracted from Post
Effective Amendment to Form S-6 and is qualified in its entirety by
reference to such Post Effective Amendment to Form S-6.
</LEGEND>
<SERIES>
<NUMBER> 001
<NAME> FLORIDA TRUST
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> JAN-31-1995
<PERIOD-START> FEB-01-1994
<PERIOD-END> JAN-31-1995
<INVESTMENTS-AT-COST> 820,661
<INVESTMENTS-AT-VALUE> 1,031,578
<RECEIVABLES> 15,769
<ASSETS-OTHER> 2,251
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 1,049,598
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 5,843
<TOTAL-LIABILITIES> 5,843
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 820,661
<SHARES-COMMON-STOCK> 2,761
<SHARES-COMMON-PRIOR> 2,921
<ACCUMULATED-NII-CURRENT> 12,177
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 210,917
<NET-ASSETS> 1,043,755
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 155,078
<OTHER-INCOME> 0
<EXPENSES-NET> 12,428
<NET-INVESTMENT-INCOME> 142,650
<REALIZED-GAINS-CURRENT> (39,814)
<APPREC-INCREASE-CURRENT> (124,640)
<NET-CHANGE-FROM-OPS> (21,804)
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 170,615
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 1,134,093
<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED> 160
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> (1,399,877)
<ACCUMULATED-NII-PRIOR> 46,253
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 0
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 0
<AVERAGE-NET-ASSETS> 0
<PER-SHARE-NAV-BEGIN> 0
<PER-SHARE-NII> 0
<PER-SHARE-GAIN-APPREC> 0
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 0
<EXPENSE-RATIO> 0
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
