PRUDENTIAL UNIT TRUSTS PRUDENTIAL EQUITY TRUST SHARES 1
N-8B-2/A, 2000-02-03
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                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                 AMENDMENT NO. 3

                                       TO

                                      FORM

                                     N-8B-2

                REGISTRATION STATEMENT OF UNIT INVESTMENT TRUSTS

                         Pursuant to Section 8(b) of the

                         Investment Company Act of 1940

                             PRUDENTIAL UNIT TRUSTS

                        (Prudential Equity Trust Series 1
                             and any other series of

                             Prudential Unit Trusts)
                                and any series of

                              NATIONAL EQUITY TRUST

                         (Name of Unit Investment Trust)

                         ------------------------------
              Not the issuer of periodic payment plan certificates.

- ----------------
<PAGE>

I.       ORGANIZATION AND GENERAL INFORMATION

         3. Furnish  name and  principal  business  address and ZIP code and the
Internal  Revenue Service  Employer  Identification  Number of each custodian or
trustee of the trust  indicating  for which class of series of  securities  each
custodian or trustee is acting.

THE CHASE MANHATTAN BANK (NATIONAL ASSOCIATION)
270 PARK AVENUE
NEW YORK, NEW YORK 10017

unit investment trust at:
4 NEW YORK PLAZA
NEW YORK, NEW YORK 10004

The Internal Revenue Service Employer Identification Number for THE CHASE
MANHATTAN BANK (NATIONAL ASSOCIATION):  13-2633612

THE BANK OF NEW YORK
101 BARCLAY STREET
NEW YORK, NEW YORK  10286

unit investment trust office at:
101 BARCLAY STREET
NEW YORK, NEW YORK  10286

The Internal Revenue Service Employer  Identification Number for THE BANK OF NEW
YORK: 13-4941102

The trustee of each series of  securities  is noted in the  prospectus  for each
such series.

<PAGE>

IX.      EXHIBITS

         *Exhibit A(1)

Trust  Indenture and  Agreement  and related  Reference  Trust  Agreement  among
Prudential Securities Incorporated, Sponsor, the Trustee, and the Evaluator.

         *Exhibit A(5)

Form of Certificate of Ownership (included in Exhibit (A(1)).

         *Exhibit A(6)(a)

Certificate of Incorporation of Prudential Securities Incorporated.

         *Exhibit A(6)(b)

Revised By-Laws of Prudential Securities Incorporated.

         **Exhibit D

Copy of Registration Statement on Form S-6.

         *Exhibit E

Information as to Officers and Directors of Prudential Securities Incorporated.

         *Exhibit F

                  Affiliations of Sponsor with other investment companies.

- ----------------
* Incorporated by reference to Item B in "Part II -- Additional  Information Not
Required in Prospectus" of Exhibit D hereto, including exhibits thereto.

**  Incorporated  by  reference  to  Registration  Statement  on Form S-6  under
Securities  Act of 1933 of the  designated  series of PRUDENTIAL  UNIT TRUSTS or
NATIONAL EQUITY TRUST, respectively.

<PAGE>

                                    SIGNATURE

         Pursuant to the requirements of the Investment Company Act of 1940, the
Sponsor  of the  registrant  has  caused  this  Amendment  to  the  Registration
Statement to be duly signed on behalf of the  registrant in The City of New York
and State of New York on the 2nd day of February, 2000.

                                    PRUDENTIAL UNIT TRUSTS
                                            (Prudential  Equity  Trust  Series 1
                                            and any other  series of  Prudential
                                            Unit   Trusts)  and  any  series  of
                                            NATIONAL EQUITY TRUST) (Registrant)

                                    By:  PRUDENTIAL SECURITIES INCORPORATED
                                            (Sponsor/Depositor)

                                    By:  Kenneth Swankie
                                         Kenneth Swankie
                                         Senior Vice President

[SEAL]


Attest:  Kathleen Maguire
         Kathleen Maguire
         Assistant Secretary



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