<PAGE>
As filed with the Securities and Exchange Commission on April 11, 1995
Registration No. 33-42770
==========================================================================
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
___________________
POST-EFFECTIVE AMENDMENTS NO. 3 TO
FORM S-6
FOR REGISTRATION UNDER THE SECURITIES ACT
OF 1933 OF SECURITIES OF UNIT INVESTMENT
TRUSTS REGISTERED ON FORM N-8B-2
___________________
A. Exact Name of Trust:
NATIONAL MUNICIPAL TRUST,
Series 145
Multistate Series 47
B. Name of depositor:
PRUDENTIAL SECURITIES INCORPORATED
C. Complete address of depositor's principal executive office:
One Seaport Plaza
199 Water Street
New York, New York 10292
D. Name and complete address of agent for service:
Copy to:
LEE B. SPENCER, JR., ESQ. KENNETH W. ORCE, ESQ.
PRUDENTIAL SECURITIES INCORPORATED CAHILL GORDON & REINDEL
One Seaport Plaza 80 Pine Street
199 Water Street New York, New York 10005
New York, New York 10292
It is proposed that this filing will become effective (check appropriate
box.)
___
/ / immediately upon filing on (date) pursuant to
paragraph (b);
___
/X / on April 30, 1995 pursuant to paragraph (b);
___
/__/ 60 days after filing pursuant to paragraph (a);
___
/__/ on (date) pursuant to paragraph (a) of rule 485.
______________
* This Registration Statement combines two Registration Statements
(File Nos. 33-42768 and 33-42770) pursuant to Rule 429.
<PAGE>
CUSIPS: 63701H748R;63701H755R;63701H763R MAIL CODE A
Prospectus--PART A
NOTE: PART A of this Prospectus may not be distributed unless accompanied by
Part B.
- --------------------------------------------------------------------------------
NATIONAL MUNICIPAL TRUST
Series 145
NMT
Multistate Series 47
- --------------------------------------------------------------------------------
The initial public offering of Units in each Trust has been completed. The Units
offered hereby are issued and outstanding Units which have been acquired by the
Sponsor either by purchase from the Trustee of Units tendered for redemption or
in the secondary market.
The objectives of each Trust are the providing of interest income which, in the
opinion of counsel is, under existing law, excludable from gross income for
Federal income tax purposes (except in certain instances depending on the Unit
Holder), through investment in a fixed portfolio consisting primarily of
long-term state, municipal and public authority debt obligations, and the
conservation of capital. In addition, in the opinion of bond counsel to the
issuers of the obligations, the interest income on the obligations held by the
underlying unit investment trusts composing Multistate Series 47 designated as
the California Trust (Insured) and the New York Trust (Insured) (the
``California Trust (Insured)'' and the ``New York Trust (Insured)'',
collectively the ``State Trusts'', or singularly, the ``State Trust'') (the
``Trusts'' or the ``Trust'' or in the case of the California Trust (Insured) and
the New York Trust (Insured) the ``Insured Trusts'' or the ``Insured Trust'' as
the context requires), is exempt from state and any local income taxes to
individual Unit Holders resident in the State for which the State Trust is
named. There is, of course, no guarantee that the Trusts' objectives will be
achieved. The value of the Units of each Trust will fluctuate with the value of
the portfolio of underlying Securities. Each municipal bond in an Insured Trust
is covered by an irrevocable insurance policy as a result of which the Units of
each Insured Trust were rated AAA by Standard & Poor's Corporation as of the
Date of Deposit. Insurance guaranteeing the scheduled payment of principal of
and interest on the securities in the California Trust (Insured) and the New
York Trust (Insured) to the maturity of such Securities has been obtained at the
cost of the issuer at the time of issuance. No representation is made as to the
insurers' ability to meet their commitments. The Securities in Series 145 are
not insured. The Securities in the Trusts are not insured by The Prudential
Insurance Company of America. The Prospectus indicates the extent to which
interest income of each Trust is subject to alternative minimum tax under the
Tax Reform Act of 1986, as amended. 55.8% of the estimated annual income of the
National Trust is subject to alternative minimum tax. See `'Schedule of
Portfolio Securities'' and ``Portfolio Summary''.
Minimum Purchase: 1 Unit
PUBLIC OFFERING PRICE of the Units of each Trust is equal to the aggregate bid
side evaluation of the underlying Securities in each Trust's Portfolio divided
by the number of Units outstanding in such Trust, plus a sales charge as set
forth in the table herein. (See Part B--``Public Offering of Units--Volume
Discount.'') Units are offered at the Public Offering Price plus accrued
interest. (See Part B--``Public Offering of Units.'')
- --------------------------------------------------------------------------------
Sponsor:
Prudential Securities (LOGO)
- --------------------------------------------------------------------------------
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE COMMISSION OR
ANY STATE SECURITIES COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY OF THIS
PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
- --------------------------------------------------------------------------------
Please read and retain Prospectus dated
this Prospectus for future reference April 30, 1995
<PAGE>
NATIONAL MUNICIPAL TRUST
Series 145
Multistate Series 47
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TABLE OF CONTENTS
- --------------------------------------------------------------------------------
<TABLE>
<S> <C> <C>
Page
Summary................................................................................. Part A A-i
Summary of Essential Information........................................................ A-vi
Independent Auditors' Report............................................................ A-1
Statement of Financial Condition........................................................ A-2
Schedule of Portfolio Securities........................................................ A-7
The Trust............................................................................... Part B 1
Portfolio Summary................................................................. 2
Insurance on the Securities in the Portfolio of an Insured Trust--General......... 9
Insurance on the Securities in the Portfolio of an Insured Trust--Insured to 12
Maturity...........................................................................
Insurance on the Securities in the Portfolio of an Insured Trust--Insurers........ 13
Objectives and Securities Selection............................................... 15
The Units......................................................................... 16
Estimated Annual Income Per Unit.................................................. 16
Tax Status.............................................................................. 17
Insured Prudential Unit Trusts--Date of Deposits after April 2, 1986 and National
Municipal Trusts................................................................ 20
Public Offering of Units................................................................ 20
Public Offering Price............................................................. 20
Public Distribution............................................................... 21
Secondary Market.................................................................. 21
Profit of Sponsor................................................................. 22
Volume Discount................................................................... 22
Employee Discount................................................................. 23
Exchange Option......................................................................... 23
Tax Consequences.................................................................. 24
Reinvestment Program.................................................................... 24
Expenses and Charges.................................................................... 24
Fees.............................................................................. 24
Other Charges..................................................................... 25
Rights of Unit Holders.................................................................. 25
Certificates...................................................................... 25
Distribution of Interest and Principal............................................ 26
Reports and Records............................................................... 27
Redemption........................................................................ 28
Sponsor................................................................................. 29
Limitations on Liability.......................................................... 29
Responsibility.................................................................... 29
Resignation....................................................................... 30
Trustee................................................................................. 30
Limitations on Liability.......................................................... 30
Responsibility.................................................................... 31
Resignation....................................................................... 31
Evaluator............................................................................... 31
Limitations on Liability.......................................................... 31
Responsibility.................................................................... 31
Resignation....................................................................... 31
Amendment and Termination of the Indenture.............................................. 31
Amendment......................................................................... 31
Termination....................................................................... 32
Legal Opinions.......................................................................... 32
Auditors................................................................................ 32
Bond Ratings............................................................................ 33
</TABLE>
<PAGE>
<PAGE>
- --------------------------------------------------------------------------------
This Prospectus does not contain all of the information with respect to the
investment company set forth in its registration statement and exhibits relating
thereto which have been 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.
- --------------------------------------------------------------------------------
No person is authorized to give any information or to make any representations
with respect to this investment company not contained herein; and any
information or representations not contained herein must not be relied upon as
having been authorized. This Prospectus does not constitute an offer to sell, or
a solicitation of an offer to buy, securities in any state to any person to whom
it is not lawful to make such offer in such state.
- --------------------------------------------------------------------------------
SUMMARY
National Municipal Trust, Series 145 (``National Trust (Uninsured)'') and
Multistate Series 47 which consists of two separate underlying unit investment
trusts designated as the California Trust (Insured) and the New York Trust
(Insured) (the ``California Trust (Insured)'' and the ``New York Trust
(Insured)'', collectively, the ``State Trusts'', or singularly, the ``State
Trust'') (the ``Trusts'' or the ``Trust'' or in the case of the California Trust
(Insured) and the New York Trust (Insured) the ``Insured Trusts'' or the
``Insured Trust'' as the context requires) are composed of interest-bearing
municipal bonds and contracts and funds for the purchase thereof (the
``Securities''). The Securities in the State Trusts are issued primarily by or
on behalf of the State for which the State Trust is named and counties,
municipalities, authorities and political subdivisions thereof. The interest on
these bonds, in the opinion of bond counsel to the issuing governmental
authorities is, under existing law, excludable from gross income for Federal
income tax purposes (except in certain instances depending on the Unit Holder)
and, as respects the underlying State Trusts, exempt from State and any local
income taxes to individual Unit Holders resident in the State for which the
State Trust is named.
INSURANCE guaranteeing the scheduled payments of principal of and interest
on the Securities in the portfolios of the Insured Trusts has been obtained by
the issuer at the cost of the issuer at the time of issuance of the Securities
from AMBAC Indemnity Corporation (``AMBAC''), Capital Guaranty Insurance Company
(``Cap. Gty.''), Financial Security Assurance (``FSA''), Municipal Bond
Insurance Association (``MBIA''), Municipal Bond Investors Assurance Corporation
(``MBIAC''), and/or Financial Guaranty Insurance Company (``Financial Guaranty''
or ``FGIC'') (singularly, each an ``Insurance Company'' and, collectively, the
``Insurance Companies''). (See Part B--``The Trust--Insurance on the Securities
in the Portfolio of an Insured Trust''). As a result of the insurance, the
Securities and the Units of each Insured Trust have received a rating of AAA by
Standard & Poor's Corporation. There can be no assurance that Units of the
Insured Trusts will retain this AAA rating. There is, of course, no guarantee
that the objectives of the Insured Trusts will be achieved since an issuer may
be unable to meet its principal and interest payment obligations and, in such
event, the Insurance Company involved may be unable to satisfy its insurance
obligation. Insurance is not a substitute for the basic credit of an issuer, but
supplements the issuer's existing credit and provides additional security
therefor. NO REPRESENTATION IS MADE AS TO THE ABILITY OF THE INSURANCE COMPANIES
TO MEET THEIR COMMITMENTS.
MONTHLY DISTRIBUTIONS of principal, premium, if any, and interest received
by each Trust will be made on or shortly after the twenty-fifth day of each
month to Unit Holders of record as of the immediately preceding Record Date.
(See Part B--``Rights of Unit Holders--Distribution of Interest and
Principal''.) Alternatively, Unit Holders may elect to have their distributions
reinvested in the Reinvestment Program of the Sponsor, as, if and when such
program is available to Unit Holders. (See Part B--``Reinvestment Program.'')
THE SPONSOR, although not obligated to do so, presently intends to maintain
a secondary market for the Units in each Trust based on the aggregate bid side
evaluation of the underlying Securities, as more fully described under Part
B--``Public Offering of Units--Secondary Market--Public Offering Price.'' If
such a market is not maintained, a Unit Holder may be able to dispose of his
Units only through redemption at prices based on the aggregate bid side
evaluation of the underlying Securities. (See Part B--``Rights of Unit
Holders--Redemption--Computation of Redemption Price per Unit.'')
On October 21, 1993, Prudential Securities Incorporated entered into an
omnibus settlement with the Securities and Exchange Commission (``SEC''), state
securities regulators (with the exception of the Texas Securities Commissioner
who joined the settlement on January 18, 1994) and the National Association of
Securities Dealers, Inc. (``NASD'') to resolve allegations that from 1980
through 1990 Prudential Securities Incorporated sold certain limited partnership
interests in
A-i
<PAGE>
<PAGE>
violation of securities laws to persons for whom such securities were not
suitable and misrepresented the safety, potential returns and liquidity of these
investments. Without admitting or denying the allegations asserted against it,
Prudential Securities Incorporated consented to the entry of an SEC
Administrative Order which stated that the conduct of Prudential Securities
Incorporated violated the federal securities laws, directed Prudential
Securities Incorporated to cease and desist from violating the federal
securities laws, pay civil penalties, and adopt certain remedial measures to
address the violations.
Pursuant to the terms of the SEC settlement, Prudential Securities
Incorporated agreed to the imposition of a $10,000,000 civil penalty,
established a settlement fund in the amount of $330,000,000 and procedures to
resolve legitimate claims for compensatory damages by purchasers of the
partnership interests. Prudential Securities Incorporated has agreed to provide
additional funds, if necessary, for the purpose of the settlement fund. The
settlement with the state securities regulators included an agreement to pay a
penalty of $500,000 per jurisdiction. Prudential Securities Incorporated
consented to a censure and to the payment of a $5,000,000 fine in settling the
NASD action.
In October 1994, a criminal complaint was filed with the United States
Magistrate for the Southern District of New York alleging that Prudential
Securities Incorporated committed fraud in connection with the sale of certain
limited partnership interests in violation of federal securities laws. An
agreement was simultaneously filed to defer prosecution of these charges for a
period of three years from the signing of the agreement, provided that
Prudential Securities Incorporated complies with the terms of the agreement. If,
upon completion of the three year period, Prudential Securities Incorporated has
complied with the terms of the agreement, no prosecution will be instituted by
the United States for the offenses charged in the complaint. If on the other
hand, during the course of the three year period, Prudential Securities
Incorporated violates the terms of the agreement, the U.S. Attorney can then
elect to pursue these charges. Under the terms of the agreement, Prudential
Securities Incorporated agreed, among other things, to pay an additional
$330,000,000 into the fund established by the SEC to pay restitution to
investors who purchased certain Prudential Securities Incorporated limited
partnership interests.
SPECIAL CONSIDERATIONS. An investment in Units of each Trust 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. Insurance obtained by the Security
issuer does not guarantee the market value of the Securities or the value of the
Units. Any such insurance obtained by the issuer may be considered to represent
an element of market value in regard to the Securities thus insured. The
insurance on the Securities in the Insured Trusts does not protect Unit Holders
from the risk that the value of the units may decline. (See Part B--``The
Trust--Portfolio Summary.'') The ratings of the Securities set forth in Part
A--``Schedule of Portfolio Securities'' may have declined due to, among other
factors (including a decline in the creditworthiness of an insurer in the case
of an insured trust which may also result in a decline in the AAA rating of the
Units of an insured trust), a decline in creditworthiness of the issuer of said
Securities.
Note: `Tax Status` in Part B is amended so that the third paragraph is
deleted and replaced with the following two paragraphs:
If the proceeds received by the Trust upon the sale or redemption of an
underlying Security exceed a Unit Holder's adjusted tax cost allocable to
the Security disposed of, that Unit Holder will realize a taxable gain to
the extent of such excess. Conversely, if the proceeds received by the Trust
upon the sale or redemption of an underlying Security are less than a Unit
Holder's adjusted tax cost allocable to the Security disposed of, that Unit
Holder will realize a loss for tax purposes to the extent of such
difference.
Any gain recognized on a sale or exchange of a Unit Holder's pro rata
interest in a Security, and not constituting a realization of accrued
``market discount,'' and any loss will be a capital gain or loss, except in
the case of a dealer or financial institution. Gain realized on the
disposition of the interest of a Unit Holder in a market discount Security
is treated as ordinary income to the extent the gain does not exceed the
accrued market discount. A Unit Holder has an interest in a market discount
Security in a case in which (i) the Unit Holder purchased a Unit after April
30, 1993, and (ii) the tax cost for the Unit Holder's pro rata interest in
the Security is less than the stated redemption price thereof at maturity
(or the issue price plus original issue discount accrued up to the
acquisition date, in the case of an original issue discount Security). If
the market discount is less than .25% of the stated redemption price of the
Security at maturity multiplied by the number of complete years to maturity,
the market discount shall be considered to be zero. Any capital gain or loss
arising from the disposition of a Unit Holder's pro rata interest in a
Security will be a long-term capital gain or loss if the Unit Holder has
held his or her Units and the Trust has held the Security for
A-ii
<PAGE>
<PAGE>
more than one year. Under the Code, net capital gain (i.e., the excess of
net long-term capital gain over net short-term capital loss) of individuals,
estates and trusts is subject to a maximum nominal tax rate of 28%. Such net
capital gain may, however, result in a disallowance of itemized deductions
and/or affect a personal exemption phase-out.
In addition, the sixth paragraph of ``Tax Status'' in Part B is amended to
delete such paragraph and replace it with the following two paragraphs:
Persons in receipt of Social Security benefits should be aware that a
portion of such Social Security benefits may be includible in gross income.
For a taxpayer whose modified adjusted gross income plus one-half of his or
her Social Security benefits does not exceed $34,000 ($44,000 for married
taxpayers filing a joint return), the includible amount is the lesser of (i)
one-half of the Social Security benefits or (ii) one-half of the amount by
which the sum of `modified adjusted gross income` plus one-half of the
Social Security benefits exceeds $25,000 in the case of unmarried taxpayers
and $32,000 in the case of married taxpayers filing a joint return. All
other taxpayers receiving Social Security benefits are required to include
up to 85% of their Social Security benefits in income.
Modified adjusted gross income is adjusted gross income determined
without regard to certain otherwise allowable deductions and exclusions from
gross income, plus tax exempt interest on municipal obligations including
interest on the Securities. To the extent that Social Security benefits are
includible in gross income they will be treated as any other item of gross
income and therefore may be taxable.
Note: ``Public Offering of Units--Volume Discount'' in Part B is replaced
with the following:
VOLUME DISCOUNT
The sales charge per Unit will be computed by multiplying the Evaluator's
determination of the bid side evaluation of each Security by a sales charge
determined in accordance with the table set forth below based upon the number of
years remaining to the maturity of each such Security, totalling all such
calculations, and dividing this total by the number of Units then outstanding.
In calculating the date of maturity, a Security will be considered to mature on
its stated maturity date unless: (a) the Security has been called for redemption
or funds or securities have been placed in escrow to redeem it on an earlier
call date, in which case the call date will be deemed the date on which such
Security matures, or (b) the Security is subject to a mandatory tender, in which
case the mandatory tender date will be deemed the date on which such Security
matures.
<TABLE>
<CAPTION>
(As Percent of Bid (As Percent of Public
Time to Maturity Side Evaluation) Offering Price)
<S> <C> <C>
- ------------------------- ------------------ ---------------------
Less than six months..... 0% 0%
Six months to 1 year..... 0.756% 0.75%
Over 1 year to 2 years... 1.523% 1.50%
Over 2 years to 4
years.................... 2.564% 2.50%
Over 4 years to 8
years.................... 3.627% 3.50%
Over 8 years to 15
years.................... 4.712% 4.50%
Over 15 years............ 5.820% 5.50%
</TABLE>
The sales charge per Unit will be reduced pursuant to the following
graduated scale for sales to any person of at least 100 Units.
<TABLE>
<CAPTION>
Number of Units % of Sales Charge
<S> <C>
- ------------------------- ------------------
Less than 100 Units...... 100%
100-249 Units............ 90%
250-499 Units............ 80%
500-749 Units............ 75%
750-999 Units............ 70%
1,000 Units or More...... 65%
</TABLE>
The respective reduced sales charges as shown on each of the above charts
will apply to all purchases of Units in any fourteen day period by the same
person in the amounts stated herein, and for this purpose, purchases of Units of
a Trust will be aggregated with concurrent purchases of Units of any other trust
that may be offered by the Sponsor.
A-iii
<PAGE>
<PAGE>
Units held in the name of the purchaser's spouse, in the name of a
purchaser's child under the age of 21 or in the name of an entity controlled by
the purchaser are deemed for the purposes hereof to be acquired by the
purchaser. The reduced sales charges are also applicable to a trustee or other
fiduciary purchasing Units for a single trust estate or single fiduciary
account.
Note: ``Rights of Unit Holders--Distribution of Interest and Principal'' in
Part B is amended so that the third sentence of the fifth paragraph of such
section reads, ``Record dates for monthly distributions will be the tenth day of
each month, record dates for quarterly distributions will be the tenth day of
January, April, July and October, and record dates for semi-annual distributions
will be the tenth day of January and July.'' The first sentence of the seventh
paragraph of such section is amended to read as follows, ``As of the tenth day
of each month, the Trustee will deduct from the Interest Account and, to the
extent funds are not sufficient therein, from the Principal Account, amounts
necessary to pay the expenses of the Trust. (See ``Expenses and Charges''.)''
Note: ``Auditors'' in Part B is amended so that ``Deloitte & Touche'' is
replaced with ``Deloitte & Touche LLP.
``Evaluator'' in Part B is amended so that ``Kenny Information Systems, Inc.
is replaced with ``J.J. Kenny Co, Inc.''.
Portfolio Summary
National Trust (Uninsured)
The Portfolio contains 11 issues of Securities of issuers located in 8
states and the Commonwealth of Puerto Rico. All of the issues are payable from
the income of specific projects or authorities and are not supported by the
issuer's power to levy taxes. Although income to pay such Securities may be
derived from more than one source, the primary sources of such income and the
percentage of issues deriving income from such sources are as follows: airport
facilities: 12.3%* of the Trust; health and hospital facilities: 30.0%* of the
Trust; housing facilities: 12.4%* of the Trust; parking facilities: 12.1%* of
the Trust; resource recovery facilities: 1.0%* of the Trust; utility facilities:
13.8%* of the Trust; water and sewer facilities: 7.7%* of the Trust;
miscellaneous: 10.7%* of the Trust. The Trust is concentrated in health and
hospital facilities Securities.
75.6%* of the Securities in the Trust are rated by Standard & Poor's
Corporation (7.7%* being rated AAA, 55.9%* being rated A and 12.0%* being rated
BBB) and 24.4%* of the Securities in the Trust are rated by Moody's Investors
Service (12.1%* being rated A and 12.3%* being rated Baa). For a description of
the meaning of the applicable rating symbols as published by Standard & Poor's
and Moody's, see Part B--``Bond Ratings''. It should be emphasized, however,
that the ratings of Standard & Poor's and Moody's represent their opinions as to
the quality of the Securities which they undertake to rate and that these
ratings are general and are not absolute standards of quality.
Six Securities in the Trust have been issued with an ``original issue
discount''. (See Part B--``Tax Status''.)
Of these original issue discount bonds, approximately 8.1% of the aggregate
principal amount of the Securities in the Trust (although only 2.1%* of the
aggregate bid price of all Securities in the Trust) are zero coupon bonds
(including bonds known as multiplier bonds, money multiplier bonds, capital
appreciation bonds, capital accumulator bonds, compound interest bonds, and
discount maturity payment bonds).
Alternative Minimum Tax
As of the date of the Summary of Essential Information, the Sponsor's
affiliate, The Prudential Investment Corporation, estimates that 55.8% of the
estimated annual income per Unit consists of interest on private activity bonds,
which interest is to be treated as a tax preference item for alternative minimum
tax purposes (See ``Tax Status'' and ``Schedule of Portfolio Securities'').
The Sponsor participated as sole underwriter or manager or member of
underwriting syndicates from which approximately 3.1%* of the Trust was
acquired.
California Trust (Insured)
The Portfolio contains 8 issues of Securities of issuers located in the
State of California. All of the issues are payable from the income of specific
projects or authorities and are not supported by the issuer's power to levy
taxes. Although income to pay such Securities may be derived from more than one
source, the primary sources of such income and the percentage of issues deriving
income from such sources are as follows: education facilities: 16.1%* of the
Trust; health and
- ------------
* Percentages computed on the basis of the aggregate bid price of the
Securities in the Trust on March 16, 1995.
A-iv
<PAGE>
<PAGE>
hospital facilities: 16.3%* of the Trust; utility facilities: 2.9%* of the
Trust; certificates of participation: 18.8%* of the Trust; water and sewer
facilities: 13.5%* of the Trust; special tax bonds: 32.4%* of the Trust. The
Trust is concentrated in special tax bonds.
100%* of the Securities in the Trust are rated AAA by Standard & Poor's
Corporation. For a description of the meaning of the applicable rating symbols
as published by Standard & Poor's see Part B--``Bond Ratings''. It should be
emphasized, however, that the ratings of Standard & Poor's represent its opinion
as to the quality of the Securities which it undertakes to rate and that these
ratings are general and are not absolute standards of quality.
Four Securities in the Trust have been issued with an ``original issue
discount''. (See Part B--``Tax Status''.)
Of these original issue discount bonds, approximately 9.8% of the aggregate
principal amount of the Securities in the Trust (although only 2.9%* of the
aggregate bid price of all Securities in the Trust) are zero coupon bonds
(including bonds known as multiplier bonds, money multiplier bonds, capital
appreciation bonds, capital accumulator bonds, compound interest bonds, and
discount maturity payment bonds).
The Securities in the Trust are insured to maturity by the insurance
obtained by the issuer from the following insurance companies: AMBAC: 48.5%*;
Cap. Gty.: 16.3%*; FGIC: 19.1%*; MBIA & MBIAC: 16.1%*.
New York Trust (Insured)
The Portfolio contains 9 issues of Securities of issuers located in the
State of New York. Two of the issues (21.3%* of the Trust) are general
obligations of governmental entities and are backed by the general taxing power
of those entities. The remaining issues are payable from the income of specific
projects or authorities and are not supported by the issuer's power to levy
taxes. Although income to pay such Securities may be derived from more than one
source, the primary sources of such income and the percentage of issues deriving
income from such sources are as follows: education facilities: 28.6%* of the
Trust; transportation facilities: 16.3%* of the Trust; water and sewer
facilities: 33.8%* of the Trust. The Trust is concentrated in water and sewer
facilities and education facilities Securities.
100%* of the Securities in the Trust are rated AAA by Standard & Poor's
Corporation. For a description of the meaning of the applicable rating symbols
as published by Standard & Poor's see Part B--``Bond Ratings''. It should be
emphasized, however, that the ratings of Standard & Poor's represent its opinion
as to the quality of the Securities which it undertakes to rate and that these
ratings are general and are not absolute standards of quality.
Six Securities in the Trust have been issued with an ``original issue
discount''. (see Part B--``Tax Status''.)
Of these original issue discount bonds, approximately 13.2% of the aggregate
principal amount of the Securities in the Trust (although only 4.5%* of the
aggregate bid price of all Securities in the Trust) are zero coupon bonds
(including bonds known as multiplier bonds, money multiplier bonds, capital
appreciation bonds, capital accumulator bonds, compound interest bonds, and
discount maturity payment bonds).
The Securities in the Trust are insured to maturity by the insurance
obtained by the issuer from the following insurance companies: AMBAC: 31.3%*;
FGIC: 60.3%*; MBIA & MBIAC: 8.4%*.
Alternative Minimum Tax
As of the date of the Summary of Essential Information, the Sponsor's
affiliate, The Prudential Investment Corporation, estimates that 20.2% of the
estimated annual income per Unit consists of interest on private activity bonds,
which interest is to be treated as a tax preference item for alternative minimum
tax purposes (see ``Tax Status'' and ``Schedule of Portfolio Securities'').
The Sponsor participated as sole underwriter or manager or member of
underwriting syndicates from which approximately 49.3%* of the Trust was
acquired.
- ------------
* Percentages computed on the basis of the aggregate bid price of the
Securities in the Trust on March 16, 1995.
A-v
<PAGE>
<PAGE>
SUMMARY OF ESSENTIAL INFORMATION
NATIONAL MUNICIPAL TRUST
SERIES 145
(UNINSURED)
As of March 16, 1995
<TABLE>
<S> <C>
FACE AMOUNT OF SECURITIES.......................... $8,715,000.00
NUMBER OF UNITS.................................... 8,735
FRACTIONAL UNDIVIDED INTEREST IN THE TRUST
REPRESENTED BY EACH UNIT......................... 1/8,735th
PUBLIC OFFERING PRICE
Aggregate bid side evaluation of Securities in
the Trust...................................... $8,403,696.85
Divided by 8,735 Units........................... $ 962.07
Plus sales charge of 5.489% of Public Offering
Price (5.808% of net amount invested in
Securities).................................... $ 55.88
-------------
Public Offering Price per Unit(2)................ $ 1,017.95
-------------
-------------
REDEMPTION PRICE AND SPONSOR'S REPURCHASE PRICE PER
UNIT (based on bid side evaluation of underlying
Securities, $55.88 less than Public Offering
Price per Unit)(4)............................... $ 962.07
-------------
-------------
MINIMUM PRINCIPAL DISTRIBUTION: No distribution need be made from
the Principal Account if the balance therein is less than $1
per Unit.
SPONSOR'S ANNUAL PORTFOLIO SUPERVISION FEE: Maximum .25 per
$1,000 face amount of underlying Securities.
PREMIUM AND DISCOUNT ISSUES IN PORTFOLIO:
Face amount of Securities with bid side evaluation:
over par--80.4%; at par--0%; at a discount from par--19.6%
EVALUATOR'S FEE FOR EACH EVALUATION: Maximum of $14.
EVALUATION TIME: 3:30 P.M. New York time
MANDATORY TERMINATION DATE: January 1, 2042
MINIMUM VALUE OF TRUST: The Trust may be terminated if the value
of the Trust is less than $3,494,000.
Percentage of Unit Holders required to consent in order to amend
(as permitted) the Trust Indenture and Agreement (except under
certain circumstances when Unit Holder consent is not
required).................................................. 51%
Percentage of Unit Holders required to consent in order to
terminate the Trust........................................ 51%
DATE OF DEPOSIT: January 15, 1992(1)
</TABLE>
<TABLE>
<CAPTION>
Monthly
-------
<S> <C>
CALCULATION OF ESTIMATED NET ANNUAL INCOME PER UNIT
Estimated Annual Income per Unit............................................................... $67.48
Less estimated annual expenses per Unit(3)..................................................... (1.62)
-------
Estimated Net Annual Income per Unit........................................................... $65.86
-------
-------
Trustee's Annual Fee per $1,000 principal amount of underlying Securities........................ $ .96
Daily Rate of Income Accrual per Unit............................................................ $.1829
Estimated Current Return (based on Public Offering Price)(5)(6).................................. 6.47%
Estimated Long-Term Return(6).................................................................... 6.39%
INTEREST DISTRIBUTION
Estimated Net Annual Income per Unit / 12...................................................... $ 5.48
Record Dates--Monthly: tenth day of each month
Distribution Dates--Monthly: twenty-fifth day of each month
</TABLE>
- ------------
(1) The Date of Deposit is the date on which the Indenture was signed and
the deposit of Securities with the Trustee was made.
(2) This Public Offering Price is computed as of March 16, 1995 and may vary
from the Public Offering Price on the date of this Prospectus or any subsequent
date.
(3) Includes Trustee's fee, Sponsor's Portfolio supervision fee, estimated
expenses and Evaluator's fees.
(4) Exclusive of accrued interest which to March 23, 1995, the expected date
of settlement for the purchase of Units on March 16, 1995 was $16.34.
(5) The estimated current return is increased for transactions entitled to a
reduced sales charge. (See Part B--``The Trust''--``Estimated Annual Income and
Current Return per Unit.'')
(6) The Estimated Current Return is calculated by dividing the Estimated Net
Annual Income per Unit by the Public Offering Price per Unit. The Estimated Net
Annual Income per Unit will vary with changes in fees and expenses of the
Trustee and the Evaluator and with the principal prepayment, redemption,
maturity, exchange or sale of Securities while the Public Offering Price will
vary with changes in the offering price of the underlying Securities; therefore,
there is no assurance that the present Estimated Current Return indicated above
will be realized in the future. The Estimated Long-Term Return is calculated
using a formula which takes into consideration, 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 Securities in the Trust and takes into account the
expenses and sales charge associated with each Unit. Since the market values and
estimated retirements of the Securities and the expenses of the Trust will
change, there is no assurance that the present Estimated Long-Term Return as
indicated above will be realized in the future. The 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 as of the above indicated calculation
date of the Summary of Essential Information.
A-vi
<PAGE>
<PAGE>
SUMMARY OF ESSENTIAL INFORMATION
NATIONAL MUNICIPAL TRUST
MULTISTATE SERIES 47
CALIFORNIA TRUST
(INSURED)
As of March 16, 1995
STANDARD & POOR'S CORPORATION RATING: AAA
<TABLE>
<S> <C>
FACE AMOUNT OF SECURITIES.......................... $3,325,000.00
NUMBER OF UNITS.................................... 3,949
FRACTIONAL UNDIVIDED INTEREST IN THE TRUST
REPRESENTED BY EACH UNIT......................... 1/3,949th
PUBLIC OFFERING PRICE
Aggregate bid side evaluation of Securities in
the
Trust.......................................... $3,370,006.87
Divided by 3,949 Units........................... $ 853.38
Plus sales charge of 4.263% of Public Offering
Price (4.453% of net amount invested in
Securities).................................... $ 38.00
-------------
Public Offering Price per Unit(2)................ $ 891.38
-------------
-------------
REDEMPTION PRICE AND SPONSOR'S REPURCHASE PRICE PER
UNIT (based on bid side evaluation of underlying
Securities, $38.00 less than Public Offering
Price per Unit)(4)............................... $ 853.38
-------------
-------------
MINIMUM PRINCIPAL DISTRIBUTION: No distribution need be made from
the Principal Account if the balance therein is less than $1
per Unit.
SPONSOR'S ANNUAL PORTFOLIO SUPERVISION FEE: Maximum $.05 per
$1,000 face amount of underlying Securities.
PREMIUM AND DISCOUNT ISSUES IN PORTFOLIO:
Face amount of Securities with bid side evaluation:
over par--90.2 at par--0%; at a discount from par--9.8%
EVALUATOR'S FEE FOR EACH EVALUATION: Maximum of $14.
EVALUATION TIME: 3:30 P.M. New York time
MANDATORY TERMINATION DATE: January 1, 2042
MINIMUM VALUE OF TRUST: The Trust may be terminated if the value
of the Trust is less than $1,630,000.
Percentage of Unit Holders required to consent in order to amend
(as permitted) the Trust Indenture and Agreement (except under
certain circumstances when Unit Holder consent is not
required).................................................. 51%
Percentage of Unit Holders required to consent in order to
terminate the Trust........................................ 51%
DATE OF DEPOSIT: January 15, 1992(1)
</TABLE>
<TABLE>
<CAPTION>
Monthly
-------
<S> <C>
CALCULATION OF ESTIMATED NET ANNUAL INCOME PER UNIT
Estimated Annual Income per Unit............................................................... $51.67
Less estimated annual expenses per Unit(3)..................................................... (1.38)
-------
Estimated Net Annual Income per Unit........................................................... $50.29
-------
-------
Trustee's Annual Fee per $1,000 principal amount of underlying Securities........................ $ .96
Daily Rate of Income Accrual per Unit............................................................ $.1397
Estimated Current Return (based on Public Offering Price)(5)(6).................................. 5.64%
Estimated Long-Term Return(6).................................................................... 5.04%
INTEREST DISTRIBUTION
Estimated Net Annual Income per Unit / 12...................................................... $ 4.19
Record Dates--Monthly: tenth day of each month
Distribution Dates--Monthly: twenty-fifth day of each month
</TABLE>
- ------------
(1) The Date of Deposit is the date on which the Indenture was signed and
the deposit of Securities with the Trustee was made.
(2) This Public Offering Price is computed as of March 16, 1995 and may vary
from the Public Offering Price on the date of this Prospectus or any subsequent
date.
(3) Includes Trustee's fee, Sponsor's Portfolio supervision fee, estimated
expenses and Evaluator's fees.
(4) Exclusive of accrued interest which to March 23, 1995, the expected date
of settlement for the purchase of Units on March 16, 1995 was $12.53.
(5) The estimated current return is increased for transactions entitled to a
reduced sales charge. (See Part B--``The Trust''--``Estimated Annual Income and
Current Return per Unit.'')
(6) The Estimated Current Return is calculated by dividing the Estimated Net
Annual Income per Unit by the Public Offering Price per Unit. The Estimated Net
Annual Income per Unit will vary with changes in fees and expenses of the
Trustee and the Evaluator and with the principal prepayment, redemption,
maturity, exchange or sale of Securities while the Public Offering Price will
vary with changes in the offering price of the underlying Securities; therefore,
there is no assurance that the present Estimated Current Return indicated above
will be realized in the future. The Estimated Long-Term Return is calculated
using a formula which takes into consideration, 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 Securities in the Trust and takes into account the
expenses and sales charge associated with each Unit. Since the market values and
estimated retirements of the Securities and the expenses of the Trust will
change, there is no assurance that the present Estimated Long-Term Return as
indicated above will be realized in the future. The 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 as of the above indicated calculation
date of the Summary of Essential Information.
A-vii
<PAGE>
<PAGE>
SUMMARY OF ESSENTIAL INFORMATION
NATIONAL MUNICIPAL TRUST
MULTISTATE SERIES 47
NEW YORK TRUST
(INSURED)
As of March 16, 1995
STANDARD & POOR'S CORPORATION RATING: AAA
<TABLE>
<S> <C>
FACE AMOUNT OF SECURITIES.......................... $4,165,000.00
NUMBER OF UNITS.................................... 4,165
FRACTIONAL UNDIVIDED INTEREST IN THE TRUST
REPRESENTED BY EACH UNIT......................... 1/4,165th
PUBLIC OFFERING PRICE
Aggregate bid side evaluation of Securities in
the
Trust.......................................... $4,097,810.55
Divided by 4,165 Units........................... $ 983.87
Plus sales charge of 4.82% of Public Offering
Price (5.064% of net amount invested in
Securities).................................... $ 49.82
-------------
Public Offering Price per Unit(2)................ $ 1,033.69
-------------
-------------
REDEMPTION PRICE AND SPONSOR'S REPURCHASE PRICE PER
UNIT (based on bid side evaluation of underlying
Securities, $49.82 less than Public Offering
Price per Unit)(4)............................... $ 983.87
-------------
-------------
MINIMUM PRINCIPAL DISTRIBUTION: No distribution need be made from
the Principal Account if the balance therein is less than $1
per Unit.
SPONSOR'S ANNUAL PORTFOLIO SUPERVISION FEE: Maximum $.05 per
$1,000 face amount of underlying Securities.
PREMIUM AND DISCOUNT ISSUES IN PORTFOLIO:
Face amount of Securities with bid side evaluation:
over par--86.8%; at par--0%; at a discount from par--13.2%
EVALUATOR'S FEE FOR EACH EVALUATION: Maximum of $14.
EVALUATION TIME: 3:30 P.M. New York time
MANDATORY TERMINATION DATE: January 1, 2042
MINIMUM VALUE OF TRUST: The Trust may be terminated if the value
of the Trust is less than $1,666,000.
Percentage of Unit Holders required to consent in order to amend
(as permitted) the Trust Indenture and Agreement (except under
certain circumstances when Unit Holder consent is not
required).................................................. 51%
Percentage of Unit Holders required to consent in order to
terminate the Trust........................................ 51%
DATE OF DEPOSIT: January 15, 1992(1)
</TABLE>
<TABLE>
<CAPTION>
Monthly
-------
<S> <C>
CALCULATION OF ESTIMATED NET ANNUAL INCOME PER UNIT
Estimated Annual Income per Unit............................................................... $61.09
Less estimated annual expenses per Unit(3)..................................................... (1.51)
-------
Estimated Net Annual Income per Unit........................................................... $59.58
-------
-------
Trustee's Annual Fee per $1,000 principal amount of underlying Securities........................ $ .96
Daily Rate of Income Accrual per Unit............................................................ $.1655
Estimated Current Return (based on Public Offering Price)(5)(6).................................. 5.76%
Estimated Long-Term Return(6).................................................................... 5.19%
INTEREST DISTRIBUTION
Estimated Net Annual Income per Unit / 12...................................................... $ 4.96
Record Dates--Monthly: tenth day of each month
Distribution Dates--Monthly: twenty-fifth day of each month
</TABLE>
- ------------
(1) The Date of Deposit is the date on which the Indenture was signed and
the deposit of Securities with the Trustee was made.
(2) This Public Offering Price is computed as of March 16, 1995 and may vary
from the Public Offering Price on the date of this Prospectus or any subsequent
date.
(3) Includes Trustee's fee, Sponsor's Portfolio supervision fee, estimated
expenses and Evaluator's fees.
(4) Exclusive of accrued interest which to March 23, 1995, the expected date
of settlement for the purchase of Units on March 16, 1995 was $15.01.
(5) The estimated current return is increased for transactions entitled to a
reduced sales charge. (See Part B--``The Trust''--``Estimated Annual Income and
Current Return per Unit.'')
(6) The Estimated Current Return is calculated by dividing the Estimated Net
Annual Income per Unit by the Public Offering Price per Unit. The Estimated Net
Annual Income per Unit will vary with changes in fees and expenses of the
Trustee and the Evaluator and with the principal prepayment, redemption,
maturity, exchange or sale of Securities while the Public Offering Price will
vary with changes in the offering price of the underlying Securities; therefore,
there is no assurance that the present Estimated Current Return indicated above
will be realized in the future. The Estimated Long-Term Return is calculated
using a formula which takes into consideration, 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 Securities in the Trust and takes into account the
expenses and sales charge associated with each Unit. Since the market values and
estimated retirements of the Securities and the expenses of the Trust will
change, there is no assurance that the present Estimated Long-Term Return as
indicated above will be realized in the future. The 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 as of the above indicated calculation
date of the Summary of Essential Information.
A-viii
<PAGE>
<PAGE>
Risk Factors
Potential purchasers of the Units of a State Trust should consider the fact
that the Trust's Portfolio consists primarily of Securities issued by the state
for which such State Trust is named or its municipalities or authorities and
realize the substantial risks associated with an investment in such Securities.
Each State Trust is subject to certain additional risk factors:
The Sponsor believes the information summarized below describes some of the
more significant aspects of each of the State Trusts. The sources of such
information are the official statements of issuers as well as other publicly
available documents. While the Sponsor has not independently verified this
information, it has no reason to believe that such information is not correct in
all material respects.
California Trust
Since the start of the 1990-91 fiscal year, California has faced the worst
economic, fiscal and budget conditions since the 1930s. Construction,
manufacturing (especially aerospace), exports and financial services, among
others, have all been severely affected. Job losses have been the worst of any
post-war recession and have continued through the end of 1993. Employment levels
are expected to stabilize before net employment starts to increase, and
pre-recession job levels are not expected to be reached for several more years.
Unemployment is expected to remain above 9% through 1994.
The recession has seriously affected State tax revenues, which basically
mirror economic conditions. It has also caused increased expenditures for health
and welfare programs. The State has also been facing a structural imbalance in
its budget with the largest programs supported by the General Fund--K-12 schools
and community colleges, health, welfare and corrections--growing at rates higher
than the growth rates for the principal revenue sources of the General Fund.
(The General Fund, the State's main operating fund, consists of revenues which
are not required to be credited to any other fund.) As a result, the State has
experienced recurring budget deficits. The State Controller reports that
expenditures exceeded revenues for four of the five fiscal years ending with
1991-92, and were essentially equal in 1992-93. By June 30, 1993, according to
the Department of Finance, the State's Special Fund for Economic Uncertainties
had a deficit, on a budget basis, of approximately $2.8 billion. (Special Funds
account for revenues obtained from specific revenue sources, and which are
legally restricted to expenditures for specified purposes.) The 1993-94 Budget
Act incorporated a Deficit Reduction Plan to repay this deficit over two years.
The original budget for 1993-94 reflected revenues which exceeded expenditures
by approximately $2.8 billion. As a result of continuing recession, the excess
of revenues over expenditures for the fiscal year is now expected to be only
about $500 million. Thus, the accumulated budget deficit at June 30, 1994 is now
estimated by the Department of Finance to be approximately $2 billion, and the
deficit will not be retired by June 30, 1995 as planned. The accumulated budget
deficits over the past several years, together with expenditures for school
funding which have not been reflected in the budget, and the reduction of
available internal borrowable funds, have combined to significantly deplete the
State's cash resources to pay its ongoing expenses. In order to meet its cash
needs, the State has had to rely for several years on a series of external
borrowings, including borrowings past the end of a fiscal year.
The State's tax revenue clearly reflects sharp declines in employment,
income and retail sales on a scale not seen in over 50 years. The May 1994
revision to the 1994-95 Governor's Budget (the ``May Revision''), released May
20, 1994, assumes that the State will start recovery from recessionary
conditions in 1994, with a modest upturn beginning in 1994 and continuing into
1995, a year later than predicted in the May 1993 Department of Finance economic
projection. Pre-recession job levels are not expected to be reached until 1997.
However, there is growing evidence that California is showing signs of an
economic turnaround, and the May Revision is revised upward from the Governor's
January Budget forecast. Since the Governor's January Budget forecast, 1993
non-farm employment has been revised upward by 31,000 jobs. Employment in the
early months of 1994 has shown encouraging signs of growth, several months
sooner than was contemplated in the January Budget forecast. Between December
1993 and April 1994, payrolls are up by 50,000 jobs.
On January 17, 1994 the Northridge earthquake, measuring an estimated 6.8 on
the Richter Scale, struck Los Angeles. Significant property damage to private
and public facilities occurred in a four-county area including northern Los
Angeles County, Ventura County, and parts of Orange and San Bernardino Counties,
which were declared as State and federal disaster areas by January 18. Current
estimates of total property damage (private and public) are in the range of $20
billion or more, but these estimates are still subject to change.
A-ix
<PAGE>
<PAGE>
Despite such damage, on the whole, the vast majority of structures in the
areas, including large manufacturing and commercial buildings and all modern
high-rise offices, survived the earthquake with minimal or no damage, validating
the cumulative effect of strict building codes and thorough preparation for such
emergency by the State and local agencies.
Damage to State-owned facilities included transportation corridors and
facilities such as Interstate Highways 5 and 10 and State Highways 14, 118 and
210. Most of the major highways (Interstates 5 and 10) have now been reopened.
The campus at California State University Northridge (very near the epicenter)
suffered an estimated $350 million damage, resulting in the temporary closure of
the campus. It reopened using borrowed facilities elsewhere and many temporary
structures. There was also some damage to the University of California at Los
Angeles and to the Van Nuys State Office Building (now open after a temporary
closure). Overall, except for the temporary road and bridge closures, and
CSU-Northridge, the earthquake did not and is not expected to significantly
affect State government operations.
The State in conjunction with the federal government is committed to
providing assistance to local governments, individuals and businesses suffering
damage as a result of the earthquake, as well as to provide for the repair and
replacement of State-owned facilities. The federal government has provided
substantial earthquake assistance. The President immediately allocated some
available disaster funds, and Congress has approved additional funds for a total
of $9.5 billion of federal funds for earthquake relief, including assistance to
homeowners and small businesses, and costs for repair of damaged public
facilities. It is now estimated that the overall effect of the earthquake on the
regional and State economy will not be serious. The earthquake may have dampened
economic activity briefly during late January and February, but the rebuilding
efforts are now adding a small measure of stimulus.
Sectors which are now contributing to California's recovery include
construction and related manufacturing, wholesale and retail trade,
transportation and several service industries such as amusements and recreation,
business services and management consulting. Electronics is showing modest
growth and the rate of decline in aerospace manufacturing is slowly diminishing.
These trends are expected to continue, and by next year, much of the
restructuring in the finance and utilities industries should be nearly
completed. As a result of these factors, average 1994 non-farm employment is now
forecast to maintain 1993 levels compared to a projected 0.6% decline in the
Governor's January Budget forecast. 1995 employment is expected to be up 1.6%
compared to 0.7% in the January Budget forecast.
The Northridge earthquake resulted in a downward revision of this year's
personal income growth--from 4% in the Governor's January Budget forecast to
3.6%. However, this decline is more than explained by the $5.5 billion charge
against rental and proprietor's income--equal to 0.8% of total
income--reflecting uninsured damage from the quake. Next year, without the
quake's effects, income is projected to grow 6.1% compared to 5% projected in
the January Budget forecast. Without the quake's effects, income was little
changed in the May Revision compared to the January Budget forecast.
The housing forecast remains essentially unchanged from the January Budget
forecast. Although existing sales have strengthened and subdivision surveys
indicated increased new home sales, building permits are up only slightly from
recession lows. Gains are expected in the months ahead, but higher mortgage
interest rates will dampen the upturn. Essentially, the Northridge earthquake
adds a few thousand housing units to the forecast, but this effect is offset by
higher interest rates.
Interest rates represent one of several downside risks to the forecast. The
rise in interest rates has occurred more rapidly than contemplated in the
Governor's January Budget forecast. In addition to affecting housing, higher
rates may also dampen consumer spending, given the high percentage of California
homeowners with adjustable-rate mortgages. The May Revision forecast includes a
further rise in the Federal Funds rate to nearly 5% by the beginning of 1995.
Should rates rise more steeply, housing and consumer spending would be adversely
affected.
The unemployment upturn is still tenuous. The Employment Development
Department revised down February's employment gain and March was revised to a
small decline. Unemployment rates in California have been volatile since
January, ranging from 10.1% to a low of 8.6%, with July's figure at 9%. The
small sample size coupled with changes made to the survey instrument in January
contributed to this volatility.
1993-94 Budget
The Governor's Budget, introduced on January 8, 1993, proposed General Fund
expenditures of $37.3 billion, with projected revenues of $39.9 billion. To
balance the budget in the face of declining revenues, the Governor proposed a
series of revenue shifts from local government, reliance on increased federal
aid, and reductions in State spending.
A-x
<PAGE>
<PAGE>
The May Revision of the Governor's Budget, released on May 20, 1993,
projected the State would have an accumulated deficit of about $2.75 billion by
June 30, 1993, essentially unchanged from the prior year. The Governor proposed
to eliminate this deficit over an 18-month period. Unlike previous years, the
Governor's Budget and May Revision did not calculate a ``gap'' to be closed, but
rather set forth revenue and expenditure forecasts and proposals designed to
produce a balanced budget.
The 1993-94 Budget Act was signed by the Governor on June 30, 1993, along
with implementing legislation. The Governor vetoed about $71 million in
spending. With enactment of the Budget Act, the State carried out its regular
cash flow borrowing program for the fiscal year with the issuance of $2 billion
of revenue anticipation notes maturing June 28, 1994.
The 1993-94 Budget Act was predicated on revenue and transfer estimates of
$40.6 billion, $400 million below 1992-93 (and the second consecutive year of
actual decline). The principal reasons for declining revenue were the continued
weak economy and the expiration (or repeal) of three fiscal steps taken in
1991--a half cent temporary sales tax, a deferral of operating loss carry
forwards, and repeal by initiative of a sales tax on candy and snack foods.
The 1993-94 Budget Act also assumed Special Fund revenues of $11.9 billion,
an increase of 2.9% over 1992-93. The 1993-94 Budget Act included General Fund
expenditures of $38.5 billion (a 6.3% reduction from projected 1992-93
expenditures of $41.1 billion), in order to keep a balanced budget within the
available revenues. The Budget also included Special Fund expenditures of $12.1
billion, a 4.2% increase. The Budget Act reflected the following major
adjustments:
1. Changes in local government financing to shift about $2.6 billion in
property taxes from cities, counties, special districts and redevelopment
agencies to school and community college districts. The property tax losses for
cities and counties were offset in part by additional sales tax revenues and
relief from some state mandated programs. Litigation by local governments
challenging this shift has so far been unsuccessful. In November 1993 the voters
approved the permanent extension of the 0.5% sales tax for local public safety
purposes.
2. The Budget projected K-12 Proposition 98 funding on a cash basis at the
same per-pupil level as 1992-93 by providing schools a $609 million loan payable
from future years' Proposition 98 funds.
3. The Budget assumed receipt of $692 million in aid to the State from the
federal government to offset health and welfare costs associated with foreign
immigrants living in the State. About $411 million of this amount was one-time
funding. Congress ultimately appropriated only $450 million.
4. Reductions of $600 million in health and welfare programs.
5. A 2-year suspension of the renters' tax credit ($390 million expenditure
reduction in 1993-94).
6. Miscellaneous one-time items, including deferral of payment to the Public
Employees Retirement Fund ($339 million) and a change in accounting for debt
service from accrual to cash basis, saving $107 million.
Administration reports during the course of the 1993-94 fiscal year have
indicated that, although economic recovery appears to have started in the second
half of the fiscal year, recessionary conditions continued longer than had been
anticipated when the 1993-94 Budget Act was adopted. Overall, revenues for the
1993-94 fiscal year were about $800 million lower than original projections, and
expenditures were about $780 million higher, primarily because of higher health
and welfare caseloads, lower property taxes, which require greater State support
for K-14 education to make up the shortfall, and lower than anticipated federal
government payments for immigration-related costs. The most recent reports,
however, in May and June 1994, indicated that revenues in the second half of the
1993-94 fiscal year have been very close to the projections made in the
Governor's Budget of January 10, 1994, which is consistent with a slow
turnaround in the economy.
During the 1993-94 fiscal year, the State implemented the Deficit Reduction
Plan, which was a part of the 1993-94 Budget Act, by issuing $1.2 billion of
revenue anticipation warrants in February 1994, maturing December 21, 1994. This
borrowing reduced the cash deficit at the end of the 1993-94 fiscal year.
Nevertheless, because of the $1.5 billion variance from the original Budget Act
assumption, the General Fund ended the fiscal year at June 30, 1994 carrying
forward an accumulated deficit of approximately $2 billion. Because of the
revenue shortfall and the State's reduced internal borrowing cash resources, in
addition to the $1.2 billion of revenue anticipation warrants issued as part of
the Deficit Reduction Plan, the State issued an additional $2 billion of revenue
anticipation warrants, maturing July 26, 1994, which were needed to fund the
State's obligations and expenses through the end of the 1993-94 fiscal year.
A-xi
<PAGE>
<PAGE>
1994-95 Budget
The 1994-95 fiscal year represents the fourth consecutive year the Governor
and Legislature were faced with a very difficult budget environment to produce a
balanced budget. Many program cuts and budgetary adjustments have already been
made in the last three years. The Governor's May Revision to his Budget proposal
recognized that the accumulated deficit could not be repaid in one year, and
proposed a two-year solution. The May Revision sets forth revenue and
expenditure forecasts and revenue and expenditure proposals which result in
operating surpluses for the budget for both 1994-95 and 1995-96, and lead to the
elimination of the accumulated deficit, estimated at about $2 billion at June
30, 1994, by June 30, 1996.
The 1994-95 Budget Act, signed by the Governor on July 8, 1994, projects
revenues and transfers of $41.9 billion, about $2.1 billion higher than revenues
in 1993-94. This reflects the Administration's forecast of an improved economy.
Also included in this figure is the projected receipt of about $360 million from
the Federal Government to reimburse the State for the cost of incarcerating
undocumented immigrants. The State will not know how much the Federal Government
will actually provide until the Federal fiscal year 1995 Budget is completed,
which is expected to be by October 1994. The Legislature took no action on a
proposal in the Governor's January Budget to undertake expansion of the transfer
of certain programs to counties, which would also have transferred to counties
0.5% of the State's current sales tax. The Budget Act projects Special Fund
revenues of $12.1 billion, a decrease of 2.4% from 1993-94 estimated levels.
The 1994-95 Budget Act projects General Fund expenditures of $40.9 billion,
an increase of $1.6 billion over 1993-94. The Budget Act also projects Special
Fund expenditures of $13.7 billion, a 5.4% increase over 1993-94 estimated
expenditures. The principal features of the Budget Act were the following:
1. Receipt of additional federal aid in 1994-95 of about $400 million for
costs of refugee assistance and medical care for undocumented aliens, thereby
offsetting a similar General Fund cost. The State will not know how much of
these funds it will receive until the Federal fiscal year 1994 Budget is passed.
2. Reductions of approximately $1.1 billion in health and welfare programs.
3. A General Fund increase of approximately $38 million in support for the
University of California and $65 million for the California State University. It
is anticipated that student fees for both the U.C. and the C.S.U will increase
up to 10%.
4. Proposition 98 funding for K-14 schools is increased by $526 million from
the 1993-94 levels, representing an increase for enrollment growth and
inflation. Consistent with previous budget agreements, Proposition 98 funding
provides approximately $4,217 per student for K-12 schools, equal to the level
in the past three years.
5. Legislation enacted with the Budget Act clarifies laws passed in 1992 and
1993 requiring counties and other local agencies to transfer funds to local
school districts, thereby reducing State aid. Some counties had implemented
programs providing less moneys to schools if there were redevelopment agencies
projects. The legislation bans this method of transfers.
6. The Budget Act provides funding for anticipated growth in the State's
prison inmate population, including provisions for implementing recent
legislation (the so-called ``Three Strikes'' law) which requires mandatory life
sentences for certain third-time felony offenders.
7. Additional miscellaneous cuts ($500 million) and fund transfers ($255
million) totalling in the aggregate approximately $755 million.
The 1994-95 Budget Act contains no tax increases. Under legislation enacted
for the 1993-94 Budget, the renters' tax credit was suspended for 1993 and 1994.
A ballot proposition to permanently restore the renters' credit after this year
failed at the June 1994 election. The Legislature enacted a further one-year
suspension of the renters' tax credit, saving about $390 million in the 1995-96
fiscal year. The 1994-95 Budget assumes that the State will use a cash flow
borrowing program in 1994-95 which combines one-year notes and warrants.
Issuance of the warrants allows the State to defer repayment of approximately $1
bullion of its accumulated budget deficit into the 1995-96 fiscal year.
THE FOREGOING DISCUSSION OF THE 1993-94 AND 1994-95 FISCAL YEAR BUDGETS IS
BASED IN LARGE PART ON STATEMENTS MADE IN A RECENT ``PRELIMINARY OFFICIAL
STATEMENT'' DISTRIBUTED BY THE STATE OF CALIFORNIA. IN THAT DOCUMENT, THE STATE
INDICATED THAT ITS DISCUSSION OF THE 1994-95 FISCAL YEAR BUDGET IS BASED ON
ESTIMATES AND PROJECTIONS OF REVENUES AND EXPENDITURES FOR THE CURRENT FISCAL
YEAR AND MUST NOT BE CONSTRUED
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AS STATEMENTS OF FACT. THE STATE NOTED FURTHER THAT THE ESTIMATES AND
PROJECTIONS ARE BASED UPON VARIOUS ASSUMPTIONS WHICH MAY BE AFFECTED BY NUMEROUS
FACTORS, INCLUDING FUTURE ECONOMIC CONDITIONS IN THE STATE AND THE NATION, AND
THAT THERE CAN BE NO ASSURANCE THAT THE ESTIMATES WILL BE ACHIEVED.
State Appropriations Limit
The State is subject to an annual appropriations limit imposed by Article
XIIIB of the State Constitution (the ``Appropriations Limit''), and is
prohibited from spending ``appropriations subject to limitation'' in excess of
the Appropriations Limit. Article XIIIB, originally adopted in 1979, was
modified substantially by Propositions 98 and 111 in 1988 and 1990,
respectively. ``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 reasonable cost of providing the
regulation, product or service. The Appropriations Limit is based on the limit
for the prior year, adjusted annually for certain changes, and is tested over
consecutive two-year periods. Any excess of the aggregate proceeds of taxes
received over such two-year period above the combined Appropriation Limits for
those two years is divided equally between transfers to K-14 districts and
refunds to taxpayers.
Exempted from the Appropriations Limit are debt service costs of certain
bonds, court or federally mandated costs, and, pursuant to Proposition 111,
qualified capital outlay projects and appropriations or revenues derived from
any increase in gasoline taxes and motor vehicle weight fees above January 1,
1990 levels. Some recent initiatives were structured to create new tax revenues
dedicated to specific uses and expressly exempted from the Article XIIIB limits.
The Appropriations Limit may also be exceeded in cases of emergency arising from
civil disturbance or natural disaster declared by the Governor and approved by
two-thirds of the Legislature. If not so declared and approved, the
Appropriations Limit for the next three years must be reduced by the amount of
the excess.
Article XIIIB, as amended by Proposition 98 on November 8, 1988, also
establishes a minimum level of state funding for school and community college
districts and requires that excess revenues up to a certain limit be transferred
to schools and community college districts instead of returned to the taxpayers.
Determination of the minimum level of funding is based on several tests set
forth in Proposition 98. During fiscal year 1991-92 revenues were smaller than
expected, thus reducing the payment owed to schools in 1991-92 under alternate
``test'' provisions. In response to the changing revenue situation, and to fully
fund the Proposition 98 guarantee in the 1991-92 and 1992-93 fiscal years
without exceeding it, the Legislature enacted legislation to reduce 1991-92
appropriations. The amount budgeted to schools but which exceeded the reduced
appropriation was treated as a non-Proposition 98 short-term loan in 1991-92. As
part of the 1992-93 Budget, $1.083 billion of the amount budgeted to K-14
schools was designated to ``repay'' the prior year loan, thereby reducing cash
outlays in 1992-93 by that amount. To maintain per-average daily attendance
(``ADA'') funding, the 1992-93 Budget included loans of $732 million to K-12
schools and $241 million to community colleges, to be repaid from future
Proposition 98 entitlements. The 1993-94 Budget also provided new loans of $609
million to K-12 schools and $178 million to community colleges to maintain ADA
funding. These loans have been combined with the 1992-93 fiscal year loans into
one loan of $1.760 billion, to be repaid from future years' Proposition 98
entitlements, and conditioned upon maintaining current funding levels per pupil
at K-12 schools. A Sacramento County Superior Court in California Teachers'
Association, et al. v. Gould, et al., has ruled that the 1992-93 loans to K-12
schools and community colleges violate Proposition 98. The impact of the court's
ruling on the State budget and funding for schools is unclear and will remain
unclear until the court's written ruling, which is currently being prepared, is
issued.
The 1994-95 Budget Act has appropriated $14.4 billion of Proposition 98
funds for K-14 schools, exceeding the minimum Proposition 98 guaranty by $8
million to maintain K-12 funds per pupil at $4,217. Based upon State revenues,
growth rates and inflation factors, the 1994-95 Budget Act appropriated an
additional $286 million within Proposition 908 for the 1993-94 fiscal year to
reflect a need in appropriations for school district and county officers of
education, as well as an anticipated deficiency in special education funding.
Because of the complexities of Article XIIIB, the ambiguities and possible
inconsistencies in its terms, the applicability of its exceptions and exemptions
and the impossibility of predicting future appropriations, the Sponsor cannot
predict the impact of this or related legislation on the bonds in the Trust
Portfolio. Other Constitutional amendments affecting state and local taxes and
appropriations have been proposed from time to time. If any such initiatives are
adopted, the State could be pressured to provide additional financial assistance
to local governments or appropriate revenues as mandated by such initiatives.
Propositions such as Proposition 98 and others that may be adopted in the
future, may place increasing pressure on the State's budget over future years,
potentially reducing resources available for other State
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<PAGE>
programs, especially to the extent the Article XIIIB spending limit would
restrain the State's ability to fund such other programs by raising taxes.
State Indebtedness
As of July 1, 1994, the State had over $18.39 billion aggregate amount of
its general obligation bonds outstanding. General obligation bond authorizations
in the aggregate amount of approximately $5.16 billion remained unissued as of
July 1, 1994. The State also builds and acquires capital facilities through the
use of lease purchase borrowing. As of June 30, 1994, the State had
approximately $5.09 billion of outstanding Lease-Purchase Debt.
In addition to the general obligation bonds, State agencies and authorities
had approximately $23.3 billion aggregate principal amount of revenue bonds and
notes outstanding as of June 30, 1994. Revenue bonds represent both obligations
payable from State revenue-producing enterprises and projects, which are not
payable from the General Fund, and conduit obligations payable only from
revenues paid by private users of facilities financed by such revenue bonds.
Such enterprises and projects include transportation projects, various public
works and exposition projects, educational facilities (including the California
State University and University of California systems), housing, health
facilities and pollution control facilities.
Litigation
The State is a party to numerous legal proceedings, many of which normally
occur in governmental operations. In addition, the State is involved in certain
other legal proceedings that, if decided against the State, might require the
State to make significant future expenditures or impair future revenue sources.
Examples of such cases include challenges to certain vehicle license fees, and
challenges to the State's use of Public Employee Retirement System funds to
offset future State and local pension contributions. Other cases which could
significantly impact revenue or expenditures involve reimbursement to school
districts for voluntary school desegregation and state mandated costs,
challenges to Medi-Cal eligibility, recovery for flood damages, and liability
for toxic waste cleanup. Because of the prospective nature of these proceedings,
it is not presently possible to predict the outcome of such litigation or
estimate the potential impact on the ability of the State to pay debt service on
its obligations.
On June 20, 1994, the United States Supreme Court, in two companion cases,
upheld the validity of California's prior method of taxing multinational
corporations under a ``unitary'' method of accounting for their worldwide
earnings, thus avoiding tax refunds of approximately $1.55 billion by the State,
and enabling the State to collect $620 million in previous assessments. Barclays
Bank PLC v. Franchise Tax Board concerned foreign corporations, and
Colgate-Palmolive v. Franchise Tax Board concerned domestic corporations.
Ratings
On July 15, 1994, Standard & Poor's Corporation (``Standard & Poor's''),
Moody's Investors Service, Inc. (``Moody's''), and Fitch Investors Service, Inc.
(``Fitch'') all downgraded their ratings of California's general obligation
bonds. These bonds are usually sold in 20-to 30-year increments and used to
finance the construction of schools, prisons, water systems and other projects.
The ratings were reduced by Standard & Poor's from ``A+'' to ``A'', by Moody's
from ``Aa'' to ``A1'', and by Fitch from ``AA'' to ``A''. Since 1991, when it
had a ``AAA'' rating, the State's rating has been downgraded three times by all
three ratings agencies. All three agencies cite the 1994-95 Budget Act's
dependence on a ``questionable'' federal bailout to pay for the cost of illegal
immigrants, the Proposition 98 guaranty of a minimum portion of State revenues
for kindergarten through community college, and the persistent deficit requiring
more borrowing as reasons for the reduced rating. Another concern was the
State's reliance on a standby mechanism which could trigger across-the-board
reductions in all State programs, and which could disrupt State operations,
particularly in fiscal year 1995-96. However, a Standard & Poor's spokesman
stated that, although the lowered ratings means California is a riskier
borrower, Standard & Poor's anticipates that the State will pay off its debts
and not default. There can be no assurance that such ratings will continue for
any given period of time or that they will not in the future be further revised.
As a result of Orange County's Chapter 9 bankruptcy filing on December 6,
1994, Moody's has suspended the County's bond ratings, and Standard & Poor's has
cut its rating of all Orange County debt from ``AA-'' to ``CCC'', a level below
investment grade and an indication of high risk and uncertainty. Fitch does not
rate Orange County bonds. It is anticipated that as Orange County's credit and
bond ratings fall, it will have difficulty in getting loans or selling its bonds
to raise money. Additionally, the County's bankruptcy filing could affect 187
municipalities, school districts, and other municipal entities which entrusted
$7.8 billion to Orange County to invest. Standard & Poor's has informed such
entities that they have been placed on negative credit watch, the usual step
prior to a downgrade of credit rating.
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<PAGE>
New York Trust
New York State
The national and regional economic recession has caused a substantial
reduction in State tax receipts. This reduction is the principal cause of the
imbalance between recurring receipts and disbursements that faced the Governor
and Legislature in the adoption of the budget for the 1991-1992 and subsequent
fiscal years. The Governor is required by the State Constitution to submit an
Executive Budget that balances receipts and disbursements.
As a result of the national and regional economic recession, the State's
projections of tax revenues for its 1991, 1992 and 1993 fiscal years were
substantially reduced. Consequently, the State took various actions for its
1991-1992 fiscal year, which included increases in certain State taxes and fees,
substantial decreases in certain expenditures from previously projected levels,
including cuts in State operations and reductions in State aid to localities,
and the sale of $531 million of short-term deficit notes prior to the end of the
State's 1991-1992 fiscal year. The State's 1992-93 budget was passed on time,
closing an estimated $4.8 billion imbalance resulting primarily from the
national and regional economic recession. Major budgetary actions included a
freeze in the scheduled reduction in the personal income tax and business tax
surcharge, adoption of significant Medicaid cost containment or revenue
initiatives, and cost reductions in both agency operations and grants to local
governments from previously anticipated levels. For its 1992-93 fiscal year, the
State had a balanced budget on a cash basis with a positive margin of $671
million. This performance was primarily attributable to income tax collections
that were more than $700 million higher than originally projected.
The 1993-94 State Financial Plan projects receipts and transfers from other
funds at $32.367 billion and disbursements and transfers to other funds at
$32.300 billion. The 1993-94 State budget, as enacted, reflects increases in
both receipts and disbursements in the General Fund of $811 million over the
Executive Budget, as submitted by the Governor.
The State has noted that its forecasts of tax receipts have been subject to
variance in recent fiscal years. In addition, many uncertainties exist in
forecasts of both national and State economies, including consumer attitudes
toward spending, Federal financial and monetary policies, the availability of
credit, and the condition of the world economy which could have an adverse
effect on the State. As a result of these uncertainties and other factors,
actual results could differ materially and adversely from the State's current
projections and the State's projections could be materially and adversely
changed from time to time. To address any potential budgetary imbalance, the
State may need to take significant actions to align recurring receipts and
disbursements in future fiscal years.
On January 13, 1992, Standard & Poor's reduced its ratings on the State's
general obligation bonds from A to A-and, in addition, reduced its ratings on
the State's moral obligation, lease purchase, guaranteed and contractual
obligation debt. However, on April 26, 1993, Standard & Poor's revised its
negative rating outlook assessment on State general obligation debt to stable.
On March 9, 1993, Standard & Poor's confirmed its A-rating with respect to the
State's general obligation bonds. On January 6, 1992, Moody's reduced its
ratings on outstanding limited-liability State lease purchase and contractual
obligations from A to Baa1. On March 9, 1993, Moody's reconfirmed its A rating
on the State's general long-term indebtedness.
State Authorities
The fiscal stability of the State is related to the fiscal stability of its
authorities, which generally have responsibility for financing, constructing,
and operating revenue-producing public benefit facilities. Certain authorities
of the State, including the State Housing Finance Agency (``HFA''), the Urban
Development Corporation (``UDC'') and the Metropolitan Transportation Authority
(``MTA'') have faced and continue to experience substantial financial
difficulties which could adversely affect the ability of such authorities to
make payments of interest on, and principal amounts of, their respective bonds.
Should any of its authorities default on their respective obligations, the
State's access to public credit markets could be impaired. The difficulties have
in certain instances caused the State (under its so-called ``moral obligation'')
to appropriate funds on behalf of the authorities. Moreover, it is expected that
the problems faced by these authorities will continue and will require
increasing amounts of State assistance in future years. Failure of the State to
appropriate necessary amounts or to take other action to permit those
authorities having financial difficulties to meet their obligations (including
HFA, UDC and MTA) could result in a default by one or more of the authorities.
Such default, if it were to occur, would be likely to have a significant adverse
effect on investor confidence in, and therefore the market price of, obligations
of the defaulting authority.
The MTA oversees the operation of New York City's subway and bus lines by
its affiliates, the New York City Transit Authority and the Manhattan and Bronx
Surface Transit Operating Authority (collectively, the ``Transit Authority'' or
the
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``TA''). Through MTA's subsidiaries, the Long Island Railroad Company, the
Metro-North Commuter Railroad Company and the Metropolitan Suburban Bus
Authority, the MTA operates certain commuter rail and bus lines in the New York
metropolitan area. In addition, the Staten Island Rapid Transit Operating
Authority, an MTA subsidiary, operates a rapid transit line on Staten Island.
Through its affiliated agency, the Triborough Bridge and Tunnel Authority (the
``TBTA''), the MTA operates certain intrastate toll bridges and tunnels. Because
fare revenues are not sufficient to finance the mass transit portion of these
operations, the MTA has depended and will continue to depend for operating
support upon a system of State, local government and TBTA support, and to the
extent available, Federal operating assistance, including loans, grants and
operating subsidies.
For 1993, the TA originally projected a budget gap of approximately $266
million. The MTA Board approved an increase in TBTA tolls which took effect
January 31, 1993. Since TBTA operating surpluses help subsidize TA operations,
the TBTA toll increase and other developments reduced the projected budget gap
to $241 million. Legislation enacted in April 1993, relating to MTA's 1992-1996
Capital Program, reflected a plan for closing this gap without raising fares. A
major element of the plan provides that the TA receive a significant share of
the petroleum business tax which will be paid directly to MTA for the TA and
MTA's subsidiaries. The plan relies significantly on State and City actions that
have not been taken and on MTA and TA resources projected to be available to
help close the gap. If any of the assumptions used in making these projections
prove incorrect, the TA's gap could grow larger and the TA would be required to
seek additional State assistance, raise fares even higher or take other actions.
A subway fire on December 28, 1990, and a subway derailment on August 28,
1991, which caused fatalities and many injuries, have given rise to substantial
claims for damages against both the TA and the City.
New York City
The fiscal health of the State is closely related to the fiscal health of
its localities, particularly The City of New York (the ``City''), which has
required and continues to require significant financial assistance from the
State which financial assistance could be affected by State revenue shortfalls
or spending increases beyond its projections. For each of its 1981 through 1992
fiscal years, the City, as required by State law, achieved balanced operating
results, in accordance with GAAP.
The New York State Financial Emergency Act for The City of New York (the
``Financial Emergency Act''), among other things, established the New York State
Financial Control Board (the ``Control Board'') to oversee the City's financial
affairs. The City operates under a four-year financial plan which is prepared
annually and is updated quarterly. The City submits its financial plans as well
as the updates quarterly to the Control Board for its review. The Municipal
Assistance Corporation for The City of New York (``MAC'') and the Office of the
State Deputy Comptroller for The City of New York (``OSDC'') assist the Control
Board in exercising its powers and responsibilities and exercise various
monitoring functions relating to the City's financial position.
The City's economy, whose rate of growth slowed substantially over the past
three years, is currently in recession. During each of the fiscal years
1990-1993, as a result of the slowing economy, the City experienced significant
shortfalls from earlier projections in almost all of its major tax sources, and
has been required to take exceptional measures to close substantial budget gaps
in order to maintain balanced budgets. The City's Financial Plan for the
1994-1997 fiscal years released on May 3, 1993, sets forth actions to close a
projected budget gap of $2.1 billion for the 1994 fiscal year.
On February 11, 1991, Moody's Investors Service lowered its rating on the
City's general obligation bonds from A to Baa1.
Other New York Localities
Certain localities in addition to New York City could also have financial
problems leading to requests for additional State assistance in the future. The
Revised 1991-92 State Financial Plan included a significant reduction in State
aid to localities in such programs as revenue sharing and aid to education from
projected base-line growth in such programs. It is expected that such reductions
will result in the need for localities to reduce their spending or increase
their revenues.
Municipalities and school districts have engaged in substantial short-term
and long-term borrowings. In 1991, the total indebtedness of all other
localities in the State was approximately $14.8 billion. Certain proposed
Federal expenditure reductions would reduce, or in some cases eliminate, Federal
funding of some local programs and accordingly might impose substantial
increased expenditure requirements on affected localities. If the State, the
City or any of the Authorities were to suffer serious financial difficulties
jeopardizing their respective access to the public credit markets, the
marketability of notes and bonds issued by localities within the State could be
adversely affected. Localities also face
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anticipated and potential problems resulting from certain pending litigation,
judicial decisions, and long-range economic trends. The longer range problems of
declining urban population, increasing expenditures, and other economic trends
could adversely affect localities and require increasing State assistance in the
future.
Litigation
The State is the subject of numerous legal proceedings relating to State
finances, State programs and miscellaneous tort, real property and contract
claims in which the State is a defendant and where monetary damages sought are
substantial. These proceedings could adversely affect the financial condition of
the State.
Economy
A national recession commenced in mid-1990. The State has suffered a more
severe economic downturn. The national recession has been exacerbated in the
State by a significant retrenchment in the financial services industry, cutbacks
in defense spending, and an overbuilt real estate market.
Over the long term, serious potential economic problems may continue to
aggravate state and local financial conditions. For decades, the State economy
has grown more slowly than the nation as a whole, resulting in the gradual
erosion of the State's relative economic affluence and tax base, and the
relocation of certain manufacturing operations and executive offices outside the
State. The causes of this relative decline are varied and complex, in many cases
involving national and international developments beyond the State's control.
Part of the reason for the long-term relative decline in the State economy has
been attributed to the combined state and local tax burden, which is among the
highest in the nation. The existence of this tax burden limits the State's
ability to impose higher taxes in the event of future financial difficulties.
If during the existence of the New York Trust, the City, the State, or any
of its agencies or municipalities, because of its or their own financial
difficulties, become unable to meet regular commitments or if there should be a
default, moratorium or other interruption of payments of interest or principal
on any obligation issued by the City, the State, or a municipality or other
authority in New York State, the market value and marketability of Bonds in the
New York Trust, the asset value of Units of the New York Trust and the interest
income to the New York Trust could be adversely affected.
SUPPLEMENT TO PART B--TAX STATUS
California Trust
In the opinion of Messrs. Adams, Duque & Hazeltine, special California
counsel on California tax matters, under existing law:
The Insured California Trust is not an association taxable as a
corporation under the income tax laws of the State of California;
The income, deductions and credits against tax of the Insured California
Trust will be treated as the income, deductions and credits against tax of
the holders of Units in the Insured California Trust under the income tax
laws of the State of California;
Interest on the bonds held by an Insured California Trust to the extent
that such interest is exempt from taxation under California law will not
lose its character as tax-exempt income merely because that income is passed
through to the holders of Units; however, a corporation subject to the
California franchise tax is required to include that interest income in its
gross income for purposes of determining its franchise tax liability;
Each holder of a Unit in an Insured California Trust will have a taxable
event when such Insured California Trust disposes of a bond (whether by
sale, exchange, redemption, or payment at maturity) or when the Unit Holder
redeems or sells his Units. The total tax cost of each Unit to a holder of a
Unit in the California Trust is allocated among each of the bond issues held
in the Insured California Trust (in accordance with the proportion of the
Insured California Trust comprised by each bond issue) in order to determine
the holder's 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 tax cost of each bond issue. Therefore, under
some circumstances, a holder of a Unit may realize taxable gain when the
Insured California Trust which issued such Unit disposes of a bond or the
holder's Units are sold or redeemed for an amount equal to or less than his
original cost of the bond or Unit;
Each holder of a Unit in an Insured California Trust is deemed to be the
owner of a pro rata portion of such Insured California Trust under the
personal property tax laws of the State of California;
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Each Unit Holder's pro rata ownership of the bonds held by an Insured
California Trust, as well as the interest income therefrom, is exempt from
California personal property taxes; and
Amounts paid in lieu of interest on defaulted bonds held by the Trustee
under policies of insurance issued with respect to such bonds will be
excludable from gross income for California income tax purposes if, and to
the same extent as, those amounts would have been so excludable if paid as
interest by the respective issuer.
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<PAGE>
<AUDIT-REPORT>
INDEPENDENT AUDITORS' REPORT
THE UNIT HOLDERS, SPONSOR AND TRUSTEE
NATIONAL MUNICIPAL TRUST
SERIES 145 (UNINSURED)
MULTISTATE SERIES 47
consisting of:
California Trust (Insured)
New York Trust (Insured)
We have audited the statements of financial condition and schedules of portfolio
securities of the National Municipal Trust Series 145 (Uninsured) and Multistate
Series 47 consisting of the California Trust (Insured) and the New York Trust
(Insured) as of December 31, 1994, and the related statements of operations and
changes in net assets for the years ended December 31, 1994 and 1993 and for the
period from January 15, 1992 (date of deposit) to December 31, 1992. These
financial statements are the responsibility of the Trustee (see Footnote
(a)(1)). 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 the securities owned as of December 31, 1994 as shown
in the statements of financial condition and schedules of portfolio securities
by correspondence with United States Trust Company of New York, the Trustee. An
audit also includes assessing the accounting principles used and the significant
estimates made by the Trustee, 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 National Municipal Trust
Series 145 (Uninsured) and Multistate Series 47 consisting of the California
Trust (Insured) and the New York Trust (Insured) as of December 31, 1994, and
the results of their operations and the changes in their net assets for the
years ended December 31, 1994 and 1993 and for the period from January 15, 1992
(date of deposit) to December 31, 1992 in conformity with generally accepted
accounting principles.
DELOITTE & TOUCHE LLP
March 17, 1995
New York, New York
</AUDIT-REPORT>
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STATEMENT OF FINANCIAL CONDITION
NATIONAL MUNICIPAL TRUST
SERIES 145 (UNINSURED)
December 31, 1994
TRUST PROPERTY
<TABLE>
<S> <C>
Investments in municipal bonds at market value
(amortized cost $8,406,081) (Note (a) and
Schedule of Portfolio Securities Notes (4) and (5)) $8,016,212
Accrued interest receivable 154,970
Cash 1,536
Total 8,172,718
LIABILITY AND NET ASSETS
Less Liability:
Accrued Trust fees and expenses 3,907
Net Assets:
Balance applicable to 8,735 Units of fractional
undivided interest outstanding (Note (c)):
Capital, less unrealized market
depreciation of $389,869 $8,016,212
Undistributed principal and net
investment income (Note (b)) 152,599
Net assets $8,168,811
Net asset value per Unit ($8,168,811 divided by 8,735 Units) $ 935.18
</TABLE>
See notes to financial statements
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<PAGE>
STATEMENTS OF OPERATIONS
NATIONAL MUNICIPAL TRUST
SERIES 145 (UNINSURED)
<TABLE>
<CAPTION>
For the period from
For the years ended January 15, 1992
December 31, (date of deposit) to
1994 1993 December 31, 1992
<S> <C> <C> <C>
Investment income - interest $ 599,969 $ 599,741 $479,834
Less Expenses:
Trust fees and expenses 14,127 14,133 13,529
Investment income - net 585,842 585,608 466,305
Net (loss) gain on investments:
Realized loss on securities sold
or redeemed (450) (450) (901)
Net unrealized market
(depreciation) appreciation (1,024,862) 527,811 107,182
Net (loss) gain on
investments (1,025,312) 527,361 106,281
Net (decrease) increase in net assets
resulting from operations $ (439,470) $1,112,969 $572,586
</TABLE>
See notes to financial statements
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STATEMENTS OF CHANGES IN NET ASSETS
NATIONAL MUNICIPAL TRUST
SERIES 145 (UNINSURED)
<TABLE>
<CAPTION>
For the period from
For the years ended January 15, 1992
December 31, (date of deposit) to
1994 1993 December 31, 1992
<S> <C> <C> <C>
Operations:
Investment income - net $ 585,842 $ 585,608 $ 466,305
Realized loss on securities sold
or redeemed (450) (450) (901)
Net unrealized market (deprecia-
tion) appreciation (1,024,862) 527,811 107,182
Net (decrease) increase in
net assets resulting
from operations (439,470) 1,112,969 572,586
Less Distributions to Unit Holders:
Principal (9,958) - (9,958)
Investment income - net (575,462) (559,477) (322,093)
Total distributions (585,420) (559,477) (332,051)
Net (decrease) increase in net assets (1,024,890) 553,492 240,535
Net assets:
Beginning of period (Note (c)) 9,193,701 8,640,209 8,399,674
End of period (including undistrib-
uted principal and net investment
income of $152,599 and $157,302
and undistributed net investment
income of $135,671, respectively) $8,168,811 $9,193,701 $8,640,209
</TABLE>
See notes to financial statements
A-4
<PAGE>
NOTES TO FINANCIAL STATEMENTS
NATIONAL MUNICIPAL TRUST
SERIES 145 (UNINSURED)
December 31, 1994
(a) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The Trust is registered under the Investment Company Act of 1940 as a
Unit Investment Trust. The following is a summary of the significant
accounting policies of the Trust:
(1) Basis of Presentation
The Trustee has custody of and responsibility for all accounting
and financial books, records, financial statements and related
data of the Trust and is responsible for establishing and
maintaining a system of internal controls directly related to, and
designed to provide reasonable assurance as to the integrity and
reliability of, financial reporting of the Trust. The Trustee is
also responsible for all estimates and accruals reflected in the
Trust's financial statements. The Evaluator determines the price
for each underlying Security included in the Trust's Schedule of
Portfolio Securities on the basis set forth in Part B of this
Prospectus, "Public Offering of Units - Public Offering Price".
Under the Securities Act of 1933 ("the Act"), as amended, the
Sponsor is deemed to be an issuer of the Trust Units. As such,
the Sponsor has the responsibility of an issuer under the Act with
respect to financial statements of the Trust included in the
Registration Statement under the Act and amendments thereto.
(2) Investments
Investments are stated at market value as determined by the
Evaluator based on the bid side evaluations on the last day of
trading during the period, except that value on the date of
deposit (January 15, 1992) represents the cost of investments to
the Trust based on the offering side evaluations as of the date of
deposit.
(3) Income Taxes
The Trust in not an association taxable as a corporation for
Federal income tax purposes; accordingly, no provision is required
for such taxes.
(4) Expenses
The Trust pays an annual Trustee's fee, estimated expenses,
Evaluator's fees, and an annual Sponsor's portfolio supervision
fee, and may incur additional charges as explained under "Expenses
and Charges" in Part B of this Prospectus.
(b) DISTRIBUTIONS
Interest received by the Trust is distributed to the Unit Holders on or
shortly after the twenty-fifth day of each month, after deducting
applicable expenses. Receipts other than interest are distributed as
explained in "Rights of Unit Holders - Distribution of Interest and
Principal" in Part B of this Prospectus.
A-5
<PAGE>
NOTES TO FINANCIAL STATEMENTS
NATIONAL MUNICIPAL TRUST
SERIES 145 (UNINSURED)
December 31, 1994
(c) ORIGINAL COST TO INVESTORS
The original cost to investors represents the aggregate initial public
offering price as of the date of initial deposit (January 15, 1992)
exclusive of accrued interest.
A reconciliation of the original cost of Units to investors to the net
amount applicable to investors as of December 31, 1994 follows:
<TABLE>
<S> <C>
Original cost to investors $8,818,605
Less: Gross underwriting commissions (sales charge) (418,931)
Net cost to investors 8,399,674
Cost of securities sold or redeemed (21,801)
Unrealized market depreciation (389,869)
Accumulated interest accretion 28,208
Net amount applicable to investors $8,016,212
</TABLE>
(d) OTHER INFORMATION
Selected data for a Unit of the Trust during each period:
<TABLE>
<CAPTION>
For the period from
For the years ended January 15, 1992
December 31, (date of deposit) to
1994 1993 December 31, 1992
<S> <C> <C> <C>
Interest income $ 68.69 $ 68.66 $ 54.93
Expenses (1.62) (1.62) (1.55)
Investment income - net 67.07 67.04 53.38
Income distributions (65.88) (64.05) (36.87)
1.19 2.99 16.51
Principal distributions (1.14) - (1.14)
Realized loss on securities
sold or redeemed (.05) (.05) (.10)
Net unrealized market
(depreciation)
appreciation (117.33) 60.42 12.27
Net (decrease) increase
in net asset value (117.33) 63.36 27.54
Net asset value -
beginning of period 1,052.51 989.15 961.61
Net asset value -
end of period $ 935.18 $1,052.51 $989.15
</TABLE>
A-6
<PAGE>
SCHEDULE OF PORTFOLIO SECURITIES
NATIONAL MUNICIPAL TRUST
SERIES 145 (UNINSURED)
December 31, 1994
<TABLE>
<CAPTION>
Port- Optional
folio Rating Face Coupon Maturity Sinking Fund Refunding Market
No. Title of Securities <F1> Amount Rate Date Redemptions<F3> Redemptions<F2> Value<F4><F5>
<C> <S> <C> <C> <C> <C> <C> <C> <C>
1. City of San Francisco,
Ellis-O'Farrell Parking
Corporation, Parking Revenue
Bonds, Series 1992. A<F7> $1,000,000 7.125% 04/01/17 04/01/04@100 04/01/02@102 $ 968,990
2. Regional Airports Improve-
ment Corporation, Facilities
Lease Revenue Bonds, Issue
of 1991, LAXFUEL Corporation,
(Los Angeles International
Airport). <F6> A- 900,000 6.800 01/01/27 01/01/23@100 01/01/02@102 814,950
3. Broward County, Florida,
Resource Recovery Revenue
Bonds, Series 1984, (Bro-
ward Waste Energy Company,
L.P. North Project). A 80,000 7.950 12/01/08 12/01/95@100 12/01/99@103 85,713
4. City of Chicago, Chicago-
O'Hare International Air-
port, Special Facility Reve-
nue Bonds, (American Air-
lines, Inc. Project). <F6> Baa<F7> 1,000,000 7.875 11/01/25 NONE 11/01/00@102 973,330
5. Illinois Health Facilities
Authority, Revenue Refunding
Bonds, Series 1989A (Victory
Memorial Hospital Associa-
tion). A 945,000 7.875 12/01/18 12/01/05@100 12/01/99@102 989,689
6. Hospital Service District
No. 1 of the Parish of
Ouachita, State of Louisi-
ana, Hospital Revenue Bonds,
(Glenwood Regional Medical
Center), Series 1991. A- 480,000 7.500 07/01/21 07/01/07@100 07/01/01@102 480,590
7. The Union County Utilities
Authority, (New Jersey),
Solid Waste System Revenue
Bonds, 1991 Series A. <F6> A- 1,000,000 7.200 06/15/14 06/15/10@100 06/15/02@102 983,520
8. New York State Environmen-
tal Facilities Corporation,
Water Facilities Revenue
Bonds, (Jamaica Water Sup-
ply Company Project),
Series 1989, (AMBAC Insured).
<F6> AAA 600,000 7.625 04/01/29 04/01/20@100 04/01/99@102 627,612
9. The Hospitals and Higher
Education Facilities Author-
ity of Philadelphia, Hospi-
tal Revenue Bonds, Series A
and B of 1991, (Graduate
Health System Obligated
Group). BBB+ 1,000,000 7.250 07/01/18 07/01/11@100 07/01/02@102 939,120
10. Puerto Rico Electric
Power Authority, Power Rev-
enue Bonds, Series O. A- 710,000 0.000 07/01/17 NONE NONE 144,478
11. Rhode Island Housing and
Mortgage, Finance Corpora-
tion Housing Bonds, 1991
Series A, (Rental Housing
Program). <F6> A 1,000,000 7.125 10/01/11 10/01/03@100 01/01/02@102 1,008,220
$8,715,000 $8,016,212
</TABLE>
See notes to schedule of portfolio securities
A-7
<PAGE>
NOTES TO SCHEDULE OF PORTFOLIO SECURITIES
NATIONAL MUNICIPAL TRUST
SERIES 145 (UNINSURED)
December 31, 1994
<F1> All ratings are provided by Standard & Poor's Corporation, unless
otherwise indicated. A brief description of applicable Security
ratings is given under "Bond Ratings" in Part B of this
Prospectus.
<F2> There is shown under this heading the date on which each issue of
Securities is redeemable by the operation of optional call
provisions and the redemption price for that date; unless
otherwise indicated, each issue continues to be redeemable at
declining prices thereafter but not below par. Securities listed
as non-callable, as well as Securities listed as callable, may
also be redeemable at par under certain circumstances from special
redemption payments.
<F3> There is shown under this heading the date on which an issue of
Securities is subject to scheduled sinking fund redemption and the
redemption price on that date.
<F4> The market value of the Securities as of December 31, 1994 was
determined by the Evaluator on the basis of bid side evaluations
for the Securities on the last trading date during the period
(December 30, 1994).
<F5> At December 31, 1994, the unrealized market depreciation of all
Securities was comprised of the following:
Gross unrealized market appreciation $ -
Gross unrealized market depreciation (389,869)
Unrealized market depreciation $(389,869)
The amortized cost of the Securities for Federal income tax
purposes was $8,406,081 at December 31, 1994.
<F6> In the opinion of bond counsel to the issuing governmental
authorities, interest payments on these bonds will be a tax
preference item for individuals and corporations for alternative
minimum tax purposes. Normally, the bonds pay interest
semiannually. The payment dates can generally be determined based
on the date of maturity, i.e., a bond maturing on December 1 will
pay interest semiannually on June 1 and December 1. See "Tax
Status" in Part B of this Prospectus.
<F7> Moody's Investors Service, Inc. rating.
A-8
<PAGE>
STATEMENT OF FINANCIAL CONDITION
NATIONAL MUNICIPAL TRUST
MULTISTATE SERIES 47
CALIFORNIA TRUST
(INSURED)
December 31, 1994
TRUST PROPERTY
<TABLE>
<S> <C>
Investments in municipal bonds at market value
(amortized cost $3,203,876) (Note (a) and
Schedule of Portfolio Securities Notes (4) and (5)) $3,210,966
Accrued interest receivable 64,616
Total 3,275,582
LIABILITIES AND NET ASSETS
Less Liabilities:
Cash overdraft 10,012
Accrued Trust fees and expenses 1,157
Total liabilities 11,169
Net Assets:
Balance applicable to 3,949 Units of fractional
undivided interest outstanding (Note (c)):
Capital, plus net unrealized market
appreciation of $7,090 $3,210,966
Undistributed principal and net
investment income (Note (b)) 53,447
Net assets $3,264,413
Net asset value per Unit ($3,264,413 divided by 3,949 Units) $ 826.64
</TABLE>
See notes to financial statements
A-9
<PAGE>
STATEMENTS OF OPERATIONS
NATIONAL MUNICIPAL TRUST
MULTISTATE SERIES 47
CALIFORNIA TRUST
(INSURED)
<TABLE>
<CAPTION>
For the period from
For the years ended January 15, 1992
December 31, (date of deposit) to
1994 1993 December 31, 1992
<S> <C> <C> <C>
Investment income - interest $ 213,919 $259,147 $193,352
Less Expenses:
Trust fees and expenses 5,173 6,160 6,238
Total expenses 5,173 6,160 6,238
Investment income - net 208,746 252,987 187,114
Net (loss) gain on investments:
Realized loss on securities
sold or redeemed (4,869) (7,969) -
Net unrealized market (depreciation)
appreciation (313,581) 274,274 46,398
Net (loss) gain on investments (318,450) 266,305 46,398
Net (decrease) increase in net assets
resulting from operations $(109,704) $519,292 $233,512
</TABLE>
See notes to financial statements
A-10
<PAGE>
STATEMENTS OF CHANGES IN NET ASSETS
NATIONAL MUNICIPAL TRUST
MULTISTATE SERIES 47
CALIFORNIA TRUST
(INSURED)
<TABLE>
<CAPTION>
For the period from
For the years ended January 15, 1992
December 31, (date of deposit) to
1994 1993 December 31, 1992
<S> <C> <C> <C>
Operations:
Investment income - net $ 208,746 $ 252,987 $ 187,114
Realized loss on securities sold
or redeemed (4,869) (7,969) -
Net unrealized market (depreciation)
appreciation (313,581) 274,274 46,398
Net (decrease) increase in
net assets resulting
from operations (109,704) 519,292 233,512
Less Distributions to Unit Holders:
Principal (384,965) (264,997) -
Investment income - net (213,296) (241,281) (123,478)
Total distributions (598,261) (506,278) (123,478)
Less Capital Share Transactions:
Redemption of 126 Units (108,061) - -
Accrued interest on redemption (1,701) - -
Total capital share
transactions (109,762) - -
Net (decrease) increase in net assets (817,727) 13,014 110,034
Net assets:
Beginning of period (Note (c)) 4,082,140 4,069,126 3,959,092
End of period (including undistrib-
uted principal and net investment
income of $53,447 and $64,953
and undistributed net investment
income of $58,597, respectively) $3,264,413 $4,082,140 $4,069,126
</TABLE>
See notes to financial statements
A-11
<PAGE>
NOTES TO FINANCIAL STATEMENTS
NATIONAL MUNICIPAL TRUST
MULTISTATE SERIES 47
CALIFORNIA TRUST
(INSURED)
December 31, 1994
(a) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The Trust is registered under the Investment Company Act of 1940 as a
Unit Investment Trust. The following is a summary of the significant
accounting policies of the Trust:
(1) Basis of Presentation
The Trustee has custody of and responsibility for all accounting
and financial books, records, financial statements and related
data of the Trust and is responsible for establishing and
maintaining a system of internal controls directly related to, and
designed to provide reasonable assurance as to the integrity and
reliability of, financial reporting of the Trust. The Trustee is
also responsible for all estimates and accruals reflected in the
Trust's financial statements. The Evaluator determines the price
for each underlying Security included in the Trust's Schedule of
Portfolio Securities on the basis set forth in Part B of this
Prospectus, "Public Offering of Units - Public Offering Price".
Under the Securities Act of 1933 ("the Act"), as amended, the
Sponsor is deemed to be an issuer of the Trust Units. As such,
the Sponsor has the responsibility of an issuer under the Act with
respect to financial statements of the Trust included in the
Registration Statement under the Act and amendments thereto.
(2) Investments
Investments are stated at market value as determined by the
Evaluator based on the bid side evaluations on the last day of
trading during the period, except that value on the date of
deposit (January 15, 1992) represents the cost of investments to
the Trust based on the offering side evaluations as of the date of
deposit.
(3) Income Taxes
The Trust in not an association taxable as a corporation for
Federal income tax purposes; accordingly, no provision is required
for such taxes.
(4) Expenses
The Trust pays an annual Trustee's fee, estimated expenses,
Evaluator's fees, and an annual Sponsor's portfolio supervision
fee, and may incur additional charges as explained under "Expenses
and Charges" in Part B of this Prospectus.
(b) DISTRIBUTIONS
Interest received by the Trust is distributed to the Unit Holders on or
shortly after the twenty-fifth day of each month, after deducting
applicable expenses. Receipts other than interest are distributed as
explained in "Rights of Unit Holders - Distribution of Interest and
Principal" in Part B of this Prospectus.
A-12
<PAGE>
NOTES TO FINANCIAL STATEMENTS
NATIONAL MUNICIPAL TRUST
MULTISTATE SERIES 47
CALIFORNIA TRUST
(INSURED)
December 31, 1994
(c) ORIGINAL COST TO INVESTORS
The original cost to investors represents the aggregate initial public
offering price as of the date of initial deposit (January 15, 1992)
exclusive of accrued interest.
A reconciliation of the original cost of Units to investors to the net
amount applicable to investors as of December 31, 1994 follows:
<TABLE>
<S> <C>
Original cost to investors $4,156,526
Less: Gross underwriting commissions (sales charge) (197,434)
Net cost to investors 3,959,092
Cost of securities sold or redeemed (771,296)
Net unrealized market appreciation 7,090
Accumulated interest accretion 16,080
Net amount applicable to investors $3,210,966
</TABLE>
(d) OTHER INFORMATION
Selected data for a Unit of the Trust during each period:
<TABLE>
<CAPTION>
For the period from
For the years ended January 15, 1992
December 31, (date of deposit) to
1994 1993 December 31, 1992
<S> <C> <C> <C>
Principal distributions
during period $ 94.47 $ 65.03 $ -
Net investment income
distributions during
period $ 53.43 $ 59.21 $ 30.30
Net asset value at end of
period $826.64 $1,001.75 $998.56
Trust Units outstanding at
end of period 3,949 4,075 4,075
</TABLE>
A-13
<PAGE>
SCHEDULE OF PORTFOLIO SECURITIES
NATIONAL MUNICIPAL TRUST
MULTISTATE SERIES 47
CALIFORNIA TRUST
(INSURED)
December 31, 1994
<TABLE>
<CAPTION>
Port- Optional
folio Rating Face Coupon Maturity Sinking Fund Refunding Market
No. Title of Securities<F14> <F8> Amount Rate Date Redemptions<F10> Redemptions<F9> Value
<F11><F12>
<C><S> <C> <C> <C> <C> <C> <C> <C>
1. California Health Facili-
ties Financing Authority,
Insured Health Facilities
Revenue Bonds, (Catholic
Healthcare West), 1991
Series D, (AMBAC Insured).
<F13> AAA $ 500,000 6.500% 07/01/16 07/01/05@100 07/01/01@102 $ 526,740
2. Anaheim, California Certi-
ficates of Participation,
Anaheim Memorial Hospital
Association, (AMBAC Insured).
<F13> AAA 250,000 7.250 05/15/20 05/15/14@100 05/15/00@102 270,422
3. Certificates of Participa-
tion, (1991 City Hall Re-
financing Project), City of
Fresno, California, (AMBAC
Insured). AAA 350,000 6.250 08/01/19 08/01/11@100 08/01/00@102 329,507
4. Poway Redevelopment Agency,
Paguay Redevelopment Proj-
ect, Tax Allocation Refund-
ing Bonds, Series 1990A,
(FGIC Insured). AAA 500,000 7.250 12/15/11 06/15/05@100 06/15/00@102 519,465
5. Richmond Redevelopment
Agency, Harbour Redevelop-
ment Project, 1991 Tax Allo-
cation Refunding Bonds,
(CGIC Insured). AAA 500,000 7.000 07/01/09 07/01/04@100 07/01/02@102 519,300
6. San Francisco, California,
City and County Sewer Revenue
Bonds, (AMBAC Insured). <F13> AAA 420,000 6.500 10/01/21 10/01/17@100 10/01/99@102 440,450
7. Southern California Public
Power Authority, Special
Obligation Bonds, Crossover
Series A, (FGIC Insured),
(Escrowed to Maturity). AAA 325,000 0.000 07/01/14 NONE NONE 89,226
8. The Regents of the Univers-
ity of California, Refunding
Revenue Bonds, (Multiple
Purpose Projects), Series A,
(MBIA Insured). <F13> AAA 480,000 6.875 09/01/16 09/01/03@100 09/01/02@102 515,856
$3,325,000 $3,210,966
</TABLE>
See notes to schedule of portfolio securities
A-14
<PAGE>
NOTES TO SCHEDULE OF PORTFOLIO SECURITIES
NATIONAL MUNICIPAL TRUST
MULTISTATE SERIES 47
CALIFORNIA TRUST
(INSURED)
December 31, 1994
<F8> All ratings are provided by Standard & Poor's Corporation. A brief
description of applicable Security ratings is given under "Bond
Ratings" in Part B of this Prospectus.
<F9> There is shown under this heading the date on which each issue of
Securities is redeemable by the operation of optional call
provisions and the redemption price for that date; unless
otherwise indicated, each issue continues to be redeemable at
declining prices thereafter but not below par. Securities listed
as non-callable, as well as Securities listed as callable, may
also be redeemable at par under certain circumstances from special
redemption payments.
<F10> There is shown under this heading the date on which an issue of
Securities is subject to scheduled sinking fund redemption and the
redemption price on that date.
<F11> The market value of the Securities as of December 31, 1994 was
determined by the Evaluator on the basis of bid side evaluations
for the Securities on the last trading date during the period
(December 30, 1994).
<F12> At December 31, 1994, the net unrealized market appreciation of all
Securities was comprised of the following:
Gross unrealized market appreciation $54,511
Gross unrealized market depreciation (47,421)
Net unrealized market appreciation $ 7,090
The amortized cost of the Securities for Federal income tax
purposes was $3,203,876 at December 31, 1994.
<F13> The Issuers of Portfolio Nos. 1, 2, 6 and 8 have indicated that
they will refund these Securities on their respective optional
redemption dates.
<F14> Insurance to maturity has been obtained by the Issuer from the
listed Insurance Company for the Securities. The "AAA" ratings on
these Securities are based in part on the creditworthiness and
claims-paying ability of the Insurance Company insuring such
Security to maturity. No premium is payable therefore by the
Trust.
A-15
<PAGE>
STATEMENT OF FINANCIAL CONDITION
NATIONAL MUNICIPAL TRUST
MULTISTATE SERIES 47
NEW YORK TRUST
(INSURED)
December 31, 1994
TRUST PROPERTY
<TABLE>
<S> <C>
Investments in municipal bonds at market value
(amortized cost $3,975,225) (Note (a) and
Schedule of Portfolio Securities Notes (4) and (5)) $3,920,573
Accrued interest receivable 78,529
Total 3,999,102
LIABILITIES AND NET ASSETS
Less Liabilities:
Cash overdraft 11,088
Accrued Trust fees and expenses 1,477
Total liabilities 12,565
Net Assets:
Balance applicable to 4,165 Units of fractional
undivided interest outstanding (Note (c)):
Capital, less net unrealized market
depreciation of $54,652 $3,920,573
Undistributed net investment
income (Note (b)) 65,964
Net assets $3,986,537
Net asset value per Unit ($3,986,537 divided by 4,165 Units) $ 957.15
</TABLE>
See notes to financial statements
A-16
<PAGE>
STATEMENTS OF OPERATIONS
NATIONAL MUNICIPAL TRUST
MULTISTATE SERIES 47
NEW YORK TRUST
(INSURED)
<TABLE>
<CAPTION>
For the period from
For the years ended January 15, 1992
December 31, (date of deposit) to
1994 1993 December 31, 1992
<S> <C> <C> <C>
Investment income - interest $ 264,699 $264,100 $204,298
Less Expenses:
Trust fees and expenses 6,289 6,285 6,338
Total expenses 6,289 6,285 6,338
Investment income - net 258,410 257,815 197,960
Net unrealized market (depreciation)
appreciation (460,907) 353,565 52,690
Net (decrease) increase in net
assets resulting from operations $(202,497) $611,380 $250,650
</TABLE>
See notes to financial statements
A-17
<PAGE>
STATEMENTS OF CHANGES IN NET ASSETS
NATIONAL MUNICIPAL TRUST
MULTISTATE SERIES 47
NEW YORK TRUST
(INSURED)
<TABLE>
<CAPTION>
For the period from
For the years ended January 15, 1992
December 31, (date of deposit) to
1994 1993 December 31, 1992
<S> <C> <C> <C>
Operations:
Investment income - net $ 258,410 $ 257,815 $ 197,960
Net unrealized market (depreciation)
appreciation (460,907) 353,565 52,690
Net (decrease) increase in
net assets resulting from
operations (202,497) 611,380 250,650
Less Distributions to Unit Holders:
Investment income - net (247,901) (240,779) (130,989)
Total distributions (247,901) (240,779) (130,989)
Net (decrease) increase in net
assets (450,398) 370,601 119,661
Net assets:
Beginning of period (Note (c)) 4,436,935 4,066,334 3,946,673
End of period (including undistrib-
uted net investment income of
$65,964, $65,698 and $58,306,
respectively) $3,986,537 $4,436,935 $4,066,334
</TABLE>
See notes to financial statements
A-18
<PAGE>
NOTES TO FINANCIAL STATEMENTS
NATIONAL MUNICIPAL TRUST
MULTISTATE SERIES 47
NEW YORK TRUST
(INSURED)
December 31, 1994
(a) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The Trust is registered under the Investment Company Act of 1940 as a
Unit Investment Trust. The following is a summary of the significant
accounting policies of the Trust:
(1) Basis of Presentation
The Trustee has custody of and responsibility for all accounting
and financial books, records, financial statements and related
data of the Trust and is responsible for establishing and
maintaining a system of internal controls directly related to, and
designed to provide reasonable assurance as to the integrity and
reliability of, financial reporting of the Trust. The Trustee is
also responsible for all estimates and accruals reflected in the
Trust's financial statements. The Evaluator determines the price
for each underlying Security included in the Trust's Schedule of
Portfolio Securities on the basis set forth in Part B of this
Prospectus, "Public Offering of Units - Public Offering Price".
Under the Securities Act of 1933 ("the Act"), as amended, the
Sponsor is deemed to be an issuer of the Trust Units. As such,
the Sponsor has the responsibility of an issuer under the Act with
respect to financial statements of the Trust included in the
Registration Statement under the Act and amendments thereto.
(2) Investments
Investments are stated at market value as determined by the
Evaluator based on the bid side evaluations on the last day of
trading during the period, except that value on the date of
deposit (January 15, 1992) represents the cost of investments to
the Trust based on the offering side evaluations as of the date of
deposit.
(3) Income Taxes
The Trust in not an association taxable as a corporation for
Federal income tax purposes; accordingly, no provision is required
for such taxes.
(4) Expenses
The Trust pays an annual Trustee's fee, estimated expenses,
Evaluator's fees, and an annual Sponsor's portfolio supervision
fee, and may incur additional charges as explained under "Expenses
and Charges" in Part B of this Prospectus.
(b) DISTRIBUTIONS
Interest received by the Trust is distributed to the Unit Holders on or
shortly after the twenty-fifth day of each month, after deducting
applicable expenses. Receipts other than interest are distributed as
explained in "Rights of Unit Holders - Distribution of Interest and
Principal" in Part B of this Prospectus.
A-19
<PAGE>
NOTES TO FINANCIAL STATEMENTS
NATIONAL MUNICIPAL TRUST
MULTISTATE SERIES 47
NEW YORK TRUST
(INSURED)
December 31, 1994
(c) ORIGINAL COST TO INVESTORS
The original cost to investors represents the aggregate initial public
offering price as of the date of initial deposit (January 15, 1992)
exclusive of accrued interest.
A reconciliation of the original cost of Units to investors to the net
amount applicable to investors as of December 31, 1994 follows:
<TABLE>
<S> <C>
Original cost to investors $4,143,511
Less: Gross underwriting commissions (sales charge) (196,838)
Net cost to investors 3,946,673
Net unrealized market depreciation (54,652)
Accumulated interest accretion 28,552
Net amount applicable to investors $3,920,573
</TABLE>
(d) OTHER INFORMATION
Selected data for a Unit of the Trust during each period:
<TABLE>
<CAPTION>
For the period from
For the years ended January 15, 1992
December 31, (date of deposit) to
1994 1993 December 31, 1992
<S> <C> <C> <C>
Interest income $ 63.55 $ 63.41 $ 49.05
Expenses (1.51) (1.51) (1.52)
Investment income - net 62.04 61.90 47.53
Income distributions (59.52) (57.81) (31.45)
2.52 4.09 16.08
Net unrealized market (depre-
ciation) appreciation (110.66) 84.89 12.65
Net (decrease) increase in
net asset value (108.14) 88.98 28.73
Net asset value - beginning
of period 1,065.29 976.31 947.58
Net asset value - end of
period $ 957.15 $1,065.29 $976.31
</TABLE>
<PAGE>
SCHEDULE OF PORTFOLIO SECURITIES
NATIONAL MUNICIPAL TRUST
MULTISTATE SERIES 47
NEW YORK TRUST
(INSURED)
December 31, 1994
<TABLE>
<CAPTION>
Port- Optional
folio Rating Face Coupon Maturity Sinking Fund Refunding Market
No. Title of Securities<F21> <F15> Amount Rate Date Redemptions<F17> Redemptions<F16> Value
<F18><F19>
<C><S> <C> <C> <C> <C> <C> <C> <C>
1. Dormitory Authority of the
State of New York, New York
University Insured Revenue
Bonds, Series 1991, (FGIC
Insured). AAA $ 600,000 6.000% 07/01/15 07/01/10@100 07/01/01@102 $ 559,854
2. Dormitory Authority of the
State of New York, City Uni-
versity System Consolidated
Second General Resolution
Revenue Bonds, Series 1990F,
(FGIC Insured). <F22> AAA 500,000 7.500 07/01/20 07/01/18@100 07/01/00@102 552,815
3. Metropolitan Transporta-
tion Authority Commuter
Facilities Service Contract
Bonds, Series K, (AMBAC
Insured). AAA 50,000 0.000 07/01/06 NONE NONE 24,718
4. New York City Municipal
Water Finance Authority,
Water and Sewer System Rev-
enue Bonds, Fiscal 1991,
Series C, (FGIC Insured). <F22> AAA 590,000 7.000 06/15/16 06/15/15@100 06/15/[email protected] 638,398
5. New York State Environmen-
tal Facilities Corporation,
7 5/8% Water Facilities Rev-
enue Bonds, (Jamaica Water
Supply Company Project),
Series 1989, (AMBAC Insured).
<F20> AAA 675,000 7.625 04/01/29 04/01/20@100 04/01/99@102 706,063
6. Queensbury Union Free
School District, Warren
County, New York, General
Obligation Serial Bonds,
School District (Serial)
Bonds, 1990, (MBIA Insured). AAA 300,000 7.000 06/15/08 NONE NONE 323,685
7. The City of New York, Gen-
eral Obligation Bonds,
Fiscal 1991, Series A,
(AMBAC Insured). AAA 500,000 7.250 03/15/20 NONE 03/15/[email protected] 514,020
8. The Port Authority of New
York and New Jersey Consoli-
dated Bonds, Seventy-fourth
Series, (FGIC Insured). AAA 500,000 0.000 08/01/14 NONE NONE 142,870
9. Triborough Bridge and
Tunnel Authority, Special
Obligation Refunding Bonds,
Series 1991B, (FGIC Insured). AAA 450,000 6.875 01/01/15 01/01/11@100 01/01/01/@102 458,150
$4,165,000 $3,920,573
</TABLE>
See notes to schedule of portfolio securities
A-21
<PAGE>
NOTES TO SCHEDULE OF PORTFOLIO SECURITIES
NATIONAL MUNICIPAL TRUST
MULTISTATE SERIES 47
NEW YORK TRUST
(INSURED)
December 31, 1994
<F15> All ratings are provided by Standard & Poor's Corporation. A brief
description of applicable Security ratings is given under "Bond
Ratings" in Part B of this Prospectus.
<F16> There is shown under this heading the date on which each issue of
Securities is redeemable by the operation of optional call
provisions and the redemption price for that date; unless
otherwise indicated, each issue continues to be redeemable at
declining prices thereafter but not below par. Securities listed
as non-callable, as well as Securities listed as callable, may
also be redeemable at par under certain circumstances from special
redemption payments.
<F17> There is shown under this heading the date on which an issue of
Securities is subject to scheduled sinking fund redemption and the
redemption price on that date.
<F18> The market value of the Securities as of December 31, 1994 was
determined by the Evaluator on the basis of bid side evaluations
for the Securities on the last trading date during the period
(December 30, 1994).
<F19> At December 31, 1994, the net unrealized market depreciation of all
Securities was comprised of the following:
Gross unrealized market appreciation $ 30,236
Gross unrealized market depreciation (84,888)
Net unrealized market depreciation $(54,652)
The amortized cost of the Securities for Federal income tax
purposes was $3,975,225 at December 31, 1994.
<F20> In the opinion of bond counsel to the issuing governmental
authorities, interest payments on these bonds will be a tax
preference item for individuals and corporations for alternative
minimum tax purposes. Normally, the bonds pay interest
semiannually. The payment dates can generally be determined based
on the date of maturity, i.e., a bond maturing on December 1 will
pay interest semiannually on June 1 and December 1. See "Tax
Status" in Part B of this Prospectus.
<F21> Insurance to maturity has been obtained by the issuer from the
listed Insurance Company for the Securities. The "AAA" ratings on
these Securities are based in part on the creditworthiness and
claims-paying ability of the Insurance Company insuring such
Security to maturity. No premium is payable therefore by the
Trust.
<F22> The Issuers of Portfolio Nos. 2 and 4 have indicated that they will
refund these Securities on their respective optional redemption
dates.
A-22
<PAGE>
(MODULE)
[NAME] NMT-PUT-PARTB
[CIK] 0000764777
(CCC> 3kbtxk$t
(/MODULE)
This Post-Effective Amendment to the Registration Statement on
Form S-6 comprises the following papers and documents:
The facing sheet on Form S-6.
The Prospectus.
Signatures.
Consent of independent public accountants and consent of
evaluator; all other consents were previously filed.
UNDERTAKING
The Sponsor undertakes that it will not instruct the
Trustee to accept from (i) Financial Guaranty Insurance
Company, Municipal Bond Insurance Association or any other
insurance company affiliated with Sponsor, in settlement of any
claim, less than an amount sufficient to pay any principal or
interest (and, in the case of a taxability redemption, premium)
then due on any Security in accordance with the municipal bond
guaranty insurance policy attached to such Security or (ii) any
affiliate of the Sponsor who has any obligation with respect to
any Security, less than the full amount due pursuant to the
obligation, unless such instructions have been approved by the
Securities and Exchange Commission pursuant to Rule 17d-1 under
the investment Company Act of 1940.
The following Exhibits:
****Ex-3.(i) - Restated Certificate of Incorporation of
Prudential Securities Incorporated dated
March 29, 1993.
****Ex-3.(ii) - Revised By-Laws of Prudential Securities
Incorporated as amended through March 5,
1993.
+Ex-4 - Trust Indenture and Agreement dated
September 6, 1989.
*Ex-23 - Consent of Kenny S&P Evaluation Services, a
division of J.J. Kenny Co., Inc. (as
evaluator).
***Ex-24 - Powers of Attorney executed by a majority of
the Board of Directors of Prudential
Securities Incorporated.
*Ex-27 - Financial Data Schedule for Series 145.
*Ex-27.1 - Financial Data Schedule for Multistate
Series 47 (California Trust).
*Ex-27.2 - Financial Data Schedule for Multistate
Series 47 (New York Trust).
Ex-99 - Information as to Officers and Directors of
Prudential Securities Incorporated is
II-1
PAGE
<PAGE>
incorporated by reference to Schedules A and
D of Form BD filed by Prudential Securities
Incorporated pursuant to Rules l5b1-1 and
l5b3-1 under the Securities Exchange Act of
1934 (1934 Act File No. 8-16267).
**Ex-99.a - Affiliations of Sponsor with other investment
companies.
**Ex-99.b - Broker's Blanket Policies, Standard Form No. 14
in the aggregate amount of $62,500,000.
+Ex-99.c - Investment Advisory Agreement.
_________________________
* Filed herewith.
** Incorporated by reference to exhibit of same designation filed
with the Securities and Exchange Commission as an exhibit to
the Registration Statement under the Securities Act of 1933 of
Prudential Unit Trusts, Insured Tax-Exempt Series 1,
Registration No. 2-89263.
*** Incorporated by reference to exhibit of same designation filed
with the Securities and Exchange Commission as an exhibit to
the Registration Statement under the Securities Act of 1933 of
National Municipal Trust, Series 172, Registration No.
33-54681.
**** Incorporated by reference to exhibit of same designation filed
with the Securities and Exchange Commission as an exhibit to
the Registration Statement under the Securities Act of 1933 of
Government Securities Equity Trust Series 5, Registration No.
33-57992.
+ Incorporated by reference to exhibit of same designation filed
with the Securities and Exchange Commission as an exhibit to
the Registration Statement under the Securities Act of 1933 of
National Municipal Trust, Insured Series 43, Registration No.
33-29314.
II-2
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the
registrant, National Municipal Trust, Series 145 and Multistate Series 47
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 Registration Statement or amendments thereto
to be signed on its behalf by the undersigned thereunto duly authorized, in
the City of New York, and State of New York on the 10th day of April, 1995.
NATIONAL MUNICIPAL TRUST,
Series 145
Multistate Series 47
(Registrant)
By PRUDENTIAL SECURITIES INCORPORATED
(Depositor)
By the following persons,* who
constitute a majority of the
Board of Directors of Prudential
Securities Incorporated
Alan D. Hogan
George A. Murray
John P. Murray
Leland B. Paton
Vincent T. Pica
Richard A. Redeker
Hardwick Simmons
Lee B. Spencer, Jr.
By __/s/ Kenneth Swankie_______
(Kenneth Swankie
First Vice President,
Manager--Unit Investment
Trust Department, as authorized
signatory for Prudential Securities
Incorporated and Attorney-
in-Fact for the persons
listed above)
_____________________
* Pursuant to Powers of Attorney previously filed.
II-3
PAGE
<PAGE>
CONSENT OF COUNSEL
The consents of counsel to the use of their names in the
Prospectus included in this Registration Statement are contained in their
opinions filed as Exhibits 3.1 and 3.2 to the Registration Statement.
II-4
<PAGE>
CONSENT OF INDEPENDENT AUDITORS
We consent to the use of our report dated March 17, 1995, accompanying the
financial statements of the National Municipal Trust Series 145 (Uninsured)
and Multistate Series 47 consisting of the California Trust (Insured) and
the New York Trust (Insured) included herein and to the reference to our
Firm as experts under the heading "Auditors" in the prospectus which is a
part of this registration statement.
DELOITTE & TOUCHE LLP
April 7, 1995
New York, New York
II-5
<PAGE>
<PAGE>
<PAGE>
Exhibit 23
Letterhead of Kenny S&P Evaluation Services
(a division of J.J. Kenny Co., Inc.)
April 11, 1995
Prudential Securities Incorporated
1 New York Plaza
New York, NY 10292
Re: National Municipal Trust,
Post-Effective Amendment No. 3
Series 145
Gentlemen:
We have examined the post-effective Amendment to the Registration
Statement File No. 33-42768 for the above-captioned trust. We hereby
acknowledge that Kenny S&P Evaluation Services, a division of J.J. Kenny
Co., Inc. is currently acting as the evaluator for the trust. We hereby
consent to the use in the Amendment of the reference to Kenny S&P
Evaluation Services, a division of J.J. Kenny Co., Inc. as evaluator.
In addition, we hereby confirm that the ratings indicated in the
above-referenced Amendment to the Registration Statement for the respective
bonds comprising the trust portfolio are the ratings currently indicated in
our KENNYBASE database.
You are hereby authorized to file a copy of this letter with the
Securities and Exchange Commission.
Sincerely,
Frank A. Ciccotto
Frank A. Ciccotto
Vice President
<PAGE>
Exhibit 23
Letterhead of Kenny S&P Evaluation Services
(a division of J.J. Kenny Co., Inc.)
April 11, 1995
Prudential Securities Incorporated
1 New York Plaza
New York, NY 10292
Re: National Municipal Trust,
Post-Effective Amendment No. 3
Multistate Series 47
Gentlemen:
We have examined the post-effective Amendment to the Registration
Statement File No. 33-42770 for the above-captioned trust. We hereby
acknowledge that Kenny S&P Evaluation Services, a division of J.J. Kenny
Co., Inc. is currently acting as the evaluator for the trust. We hereby
consent to the use in the Amendment of the reference to Kenny S&P
Evaluation Services, a division of J.J. Kenny Co., Inc. as evaluator.
In addition, we hereby confirm that the ratings indicated in the
above-referenced Amendment to the Registration Statement for the respective
bonds comprising the trust portfolio are the ratings currently indicated in
our KENNYBASE database.
You are hereby authorized to file a copy of this letter with the
Securities and Exchange Commission.
Sincerely,
Frank A. Ciccotto
Frank A. Ciccotto
Vice President
<TABLE> <S> <C>
<ARTICLE> 6
<LEGEND> THE SCHEDULE CONTAINS SUMMARY FINANCIAL
INFORMATION EXTRACTED FROM THE FINANCIAL
STATEMENTS FOR NATIONAL MUNICIPAL TRUST
SERIES 145 (UNINSURED) AND IS QUALIFIED
IN ITS ENTIRETY BY REFERENCE TO SUCH
FINANCIAL STATEMENTS
</LEGEND>
<RESTATED>
<CIK> 0000879127
<NAME> NATIONAL MUNICIPAL TRUST
SERIES 145 (UNINSURED)
<SERIES>
<NAME> NATIONAL MUNICIPAL TRUST
SERIES (UNINSURED)
<NUMBER> 1
<MULTIPLIER> 1
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> Dec-31-1994
<PERIOD-START> Jan-1-1994
<PERIOD-END> Dec-31-1994
<INVESTMENTS-AT-COST> 8,406,081
<INVESTMENTS-AT-VALUE> 8,016,212
<RECEIVABLES> 154,970
<ASSETS-OTHER> 1,536
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 8,172,718
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 3,907
<TOTAL-LIABILITIES> 3,907
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 8,406,165
<SHARES-COMMON-STOCK> 8,735
<SHARES-COMMON-PRIOR> 8,735
<ACCUMULATED-NII-CURRENT> 152,515
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> (389,869)
<NET-ASSETS> 8,168,811
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 589,844
<OTHER-INCOME> 10125
<EXPENSES-NET> 14,127
<NET-INVESTMENT-INCOME> 585,842
<REALIZED-GAINS-CURRENT> (450)
<APPREC-INCREASE-CURRENT> (1,024,862)
<NET-CHANGE-FROM-OPS> (439,470)
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 575,462
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 9,958
<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED> 0
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> (1,024,890)
<ACCUMULATED-NII-PRIOR> 152,260
<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> THE SCHEDULE CONTAINS SUMMARY FINANCIAL
INFORMATION EXTRACTED FROM THE FINANCIAL
STATEMENTS FOR NATIONAL MUNICIPAL TRUST
MULTISTATE SERIES 47 CALIFORNIA TRUST
(INSURED) AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH FINANCIAL
STATEMENTS
</LEGEND>
<RESTATED>
<CIK> 0000879141
<NAME> NATIONAL MUNICIPAL TRUST
MULTISTATE SERIES 47
CALIFORNIA TRUST (INSURED)
<SERIES>
<NAME> NATIONAL MUNICIPAL TRUST
MULTISTATE SERIES
CALIFORNIA TRUST (INSURED)
<NUMBER> 1
<MULTIPLIER> 1
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> Dec-31-1994
<PERIOD-START> Jan-1-1994
<PERIOD-END> Dec-31-1994
<INVESTMENTS-AT-COST> 3,203,876
<INVESTMENTS-AT-VALUE> 3,210,966
<RECEIVABLES> 64,616
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 3,275,582
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 11,169
<TOTAL-LIABILITIES> 11,169
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 3,204,310
<SHARES-COMMON-STOCK> 3,949
<SHARES-COMMON-PRIOR> 4,075
<ACCUMULATED-NII-CURRENT> 53,013
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 7,090
<NET-ASSETS> 3,264,413
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 208,231
<OTHER-INCOME> 5,688
<EXPENSES-NET> 5,173
<NET-INVESTMENT-INCOME> 208,746
<REALIZED-GAINS-CURRENT> (4,869)
<APPREC-INCREASE-CURRENT> (313,581)
<NET-CHANGE-FROM-OPS> (109,704)
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 213,296
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 384,965
<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED> 126
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> (817,727)
<ACCUMULATED-NII-PRIOR> 64,950
<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> THE SCHEDULE CONTAINS SUMMARY FINANCIAL
INFORMATION EXTRACTED FROM THE FINANCIAL
STATEMENTS FOR NATIONAL MUNICIPAL TRUST
MULTISTATE SERIES 47 NEW YORK TRUST
(INSURED) AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH FINANCIAL
STATEMENTS
</LEGEND>
<RESTATED>
<CIK> 0000879141
<NAME> NATIONAL MUNICIPAL TRUST
MULTISTATE SERIES 47
NEW YORK TRUST (INSURED)
<SERIES>
<NAME> NATIONAL MUNICIPAL TRUST
MULTISTATE SERIES
NEW YORK TRUST (INSURED)
<NUMBER> 2
<MULTIPLIER> 1
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> Dec-31-1994
<PERIOD-START> Jan-1-1994
<PERIOD-END> Dec-31-1994
<INVESTMENTS-AT-COST> 3,975,225
<INVESTMENTS-AT-VALUE> 3,920,573
<RECEIVABLES> 78,529
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 3,999,102
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 12,565
<TOTAL-LIABILITIES> 12,565
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 3,975,225
<SHARES-COMMON-STOCK> 4,165
<SHARES-COMMON-PRIOR> 4,165
<ACCUMULATED-NII-CURRENT> 65,964
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> (54,652)
<NET-ASSETS> 3,986,537
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 254,456
<OTHER-INCOME> 10,243
<EXPENSES-NET> 6,289
<NET-INVESTMENT-INCOME> 258,410
<REALIZED-GAINS-CURRENT> 0
<APPREC-INCREASE-CURRENT> (460,907)
<NET-CHANGE-FROM-OPS> (202,497)
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 247,901
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED> 0
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> (450,398)
<ACCUMULATED-NII-PRIOR> 65,698
<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>
