PAINEWEBBER EQUITY TRUST GROWTH STOCK SERIES 12, 497, 1994-10-04

PAINEWEBBER EQUITY TRUST GROWTH STOCK SERIES 12
497, 1994-10-04

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                                         Filed Pursuant to Rule 497(d)
                                         Registration File No.: 33-46434



                             PROSPECTUS SUPPLEMENT
                             DATED OCTOBER 4, 1994


     This prospectus supplement dated October 4, 1994 modifies the
prospectuses for the following Unit Investment Trusts:

     1. PaineWebber Equity Trust, Growth Stock Series 12 dated
September 21, 1993;
     2. PaineWebber Pathfinders Trust, Growth Stock Series 14 dated
May 4, 1994; and
     3. PaineWebber Equity Trust, Growth Stock Series 15 dated July 7, 1994
(each trust referred to herein as the "Trust").
     Blockbuster Entertainment, an issuer of one of the equity securities
held by each Trust, has announced a merger with Viacom. Due to the merger,
each Trust has received Viacom securities in exchange for all of its
Blockbuster shares. The Trustee will liquidate all such securities
received and pay all of the cash proceeds as a principal distribution
to Unitholders of record as of October 6, 1994.