DEFINED ASSET FUNDS MUN INVT TR FD MULTISTATE SERIES 13
485BPOS, 1998-11-16
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<PAGE>
   AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON NOVEMBER 16, 1998
 
                                                       REGISTRATION NO. 33-48899
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
 
                       SECURITIES AND EXCHANGE COMMISSION
 
                             WASHINGTON, D.C. 20549
 
                   ------------------------------------------
 
                         POST-EFFECTIVE AMENDMENT NO. 6
                                       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:
 
                             DEFINED ASSET FUNDS--
                        MUNICIPAL INVESTMENT TRUST FUND
                             MULTISTATE SERIES--13
 
B. NAMES OF DEPOSITORS:
 
               MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED
                           SALOMON SMITH BARNEY INC.
                       PRUDENTIAL SECURITIES INCORPORATED
                            PAINEWEBBER INCORPORATED
                           DEAN WITTER REYNOLDS INC.
 
C. COMPLETE ADDRESSES OF DEPOSITORS' PRINCIPAL EXECUTIVE OFFICES:
 

 MERRILL LYNCH, PIERCE,
     FENNER & SMITH
      INCORPORATED
   DEFINED ASSET FUNDS
  POST OFFICE BOX 9051
PRINCETON, NJ 08543-9051                          SALOMON SMITH BARNEY INC.
                                                        388 GREENWICH
                                                     STREET--23RD FLOOR
                                                     NEW YORK, NY 10013

 

  PRUDENTIAL SECURITIES  PAINEWEBBER INCORPORATED DEAN WITTER REYNOLDS INC.
      INCORPORATED          1285 AVENUE OF THE         TWO WORLD TRADE
   ONE NEW YORK PLAZA            AMERICAS            CENTER--59TH FLOOR
   NEW YORK, NY 10292       NEW YORK, NY 10019       NEW YORK, NY 10048

 
D. NAMES AND COMPLETE ADDRESSES OF AGENTS FOR SERVICE:
 

  TERESA KONCICK, ESQ.       ROBERT E. HOLLEY        LAURIE A. HESSLEIN
      P.O. BOX 9051          1200 HARBOR BLVD.        388 GREENWICH ST.
PRINCETON, NJ 08543-9051    WEEHAWKEN, NJ 07087      NEW YORK, NY 10013
 
   LEE B. SPENCER, JR.          COPIES TO:           DOUGLAS LOWE, ESQ.
   ONE NEW YORK PLAZA     PIERRE DE SAINT PHALLE, DEAN WITTER REYNOLDS INC.
   NEW YORK, NY 10292              ESQ.                TWO WORLD TRADE
                           450 LEXINGTON AVENUE      CENTER--59TH FLOOR
                            NEW YORK, NY 10017       NEW YORK, NY 10048

 
The issuer has registered an indefinite number of Units under the Securities Act
of 1933 pursuant to Rule 24f-2 and filed the Rule 24f-2 Notice for the most
recent fiscal year on March 10, 1998.
 
Check box if it is proposed that this filing will become effective on November
20, 1998 pursuant to paragraph (b) of Rule 485.  / x /
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>
                                     DEFINED ASSET FUNDSSM
- --------------------------------------------
- ----------------------------------
 

                              MUNICIPAL INVESTMENT TRUST FUND
                              MULTISTATE SERIES--13
                              (A UNIT INVESTMENT TRUST)
                              O   MICHIGAN, OHIO AND PENNSYLVANIA PORTFOLIOS
                              O   PORTFOLIOS OF INSURED, LONG TERM MUNICIPAL
                                  BONDS
                              O   DESIGNED FOR FEDERALLY TAX-FREE INCOME
                              O   EXEMPT FROM SOME STATE TAXES
                              O   MONTHLY DISTRIBUTIONS

 

SPONSORS:
Merrill Lynch,
Pierce, Fenner & Smith         -------------------------------------------------
    Incorporated               The Securities and Exchange Commission has not
Salomon Smith Barney Inc.      approved or disapproved these Securities or
Prudential Securities          passed upon the adequacy of this prospectus. Any
Incorporated                   representation to the contrary is a criminal
PaineWebber Incorporated       offense.
Dean Witter Reynolds Inc.      Prospectus dated November 20, 1998.

 
<PAGE>
- --------------------------------------------------------------------------------
 
Defined Asset FundsSM
Defined Asset FundsSM is America's oldest and largest family of unit investment
trusts, with over $115 billion sponsored over the last 25 years. Defined Asset
Funds has been a leader in unit investment trust research and product
innovation. Our family of Funds helps investors work toward their financial
goals with a full range of quality investments, including municipal, corporate
and government bond portfolios, as well as domestic and international equity
portfolios.
 
Defined Asset Funds offer a number of advantages:
   o A disciplined strategy of buying and holding with a long-term view is the
     cornerstone of Defined Asset Funds.
   o Fixed portfolio: Defined Funds follow a buy and hold investment strategy;
     funds are not managed and portfolio changes are limited.
o Defined Portfolios: We choose the stocks and bonds in advance, so you know
  what you're investing in.
o Professional research: Our dedicated research team seeks out stocks or bonds
      appropriate for a particular fund's objectives.
o Ongoing supervision: We monitor each portfolio on an ongoing basis.
No matter what your investment goals, tolerance for risk or time horizon,
there's probably a Defined Asset Fund that suits your investment style. Your
financial professional can help you select a Defined Asset Fund that works best
for your investment portfolio.
 
THE FINANCIAL INFORMATION IN THIS PROSPECTUS IS AS OF AUGUST 31, 1998, THE
EVALUATION DATE.
 

CONTENTS
                                                                PAGE
                                                          -----------
Michigan Insured Portfolio--
   Risk/Return Summary..................................           3
Ohio Insured Portfolio--Risk/Return Summary.............           6
Pennsylvania Insured Portfolio-- Risk/Return Summary....           9
What You Can Expect From Your Investment................          13
   Monthly Income.......................................          13
   Return Figures.......................................          13
   Records and Reports..................................          13
The Risks You Face......................................          14
   Interest Rate Risk...................................          14
   Call Risk............................................          14
   Reduced Diversification Risk.........................          14
   Liquidity Risk.......................................          14
   Concentration Risk...................................          14
   State Concentration Risk.............................          15
   Bond Quality Risk....................................          17
   Insurance Related Risk...............................          17
   Litigation and Legislation Risks.....................          17
Selling or Exchanging Units.............................          18
   Sponsors' Secondary Market...........................          18
   Selling Units to the Trustee.........................          18
   Exchange Option......................................          19
How The Fund Works......................................          19
   Pricing..............................................          19
   Evaluations..........................................          19
   Income...............................................          19
   Expenses.............................................          19
   Portfolio Changes....................................          20
   Fund Termination.....................................          20
   Certificates.........................................          20
   Trust Indenture......................................          21
   Legal Opinion........................................          21
   Auditors.............................................          22
   Sponsors.............................................          22
   Trustee..............................................          22
   Underwriters' and Sponsors' Profits                            22
   Public Distribution..................................          22
   Code of Ethics.......................................          23
   Year 2000 Issues.....................................          23
Taxes...................................................          23
Supplemental Information................................          25
Financial Statements....................................         D-1

 
                                       2
<PAGE>
- --------------------------------------------------------------------------------
 
MICHIGAN INSURED PORTFOLIO--RISK/RETURN SUMMARY
 

       1.  WHAT IS THE FUND'S OBJECTIVE?
           The Fund seeks interest income that is exempt from regular
           federal income taxes and some state and local taxes by
           investing in a fixed portfolio consisting primarily of
           insured, long term municipal revenue bonds.
       2.  WHAT ARE MUNICIPAL REVENUE BONDS?
           Municipal revenue bonds are bonds issued by states,
           municipalities and public authorities to finance the cost
           of buying, building or improving various projects intended
           to generate revenue, such as airports, health care
           facilities, housing and municipal electric, water and sewer
           utilities. Generally, payments on these bonds depend solely
           on the revenues generated by the projects, excise taxes or
           state appropriations, and are not backed by the
           government's taxing power.
 
       3.  WHAT IS THE FUND'S INVESTMENT STRATEGY?
        O  The Fund plans to hold to maturity 7 long-term tax-exempt
           municipal bonds with an aggregate face amount of
           $3,110,000. The Fund is a unit investment trust which means
           that, unlike a mutual fund, the Portfolio is not managed.
        o  The bonds are rated AAA or Aaa by Standard & Poor's,
           Moody's or Fitch.
        o  The Fund is concentrated in refunded bonds.
        o  Many of the bonds can be called at a premium declining over
           time to par value. Some bonds may be called earlier at par
           for extraordinary reasons.
        o  100% of the bonds are insured by insurance companies that
           guarantee timely payments of principal and interest on the
           bonds (but not Fund units or the market value of the bonds
           before they mature).
           The Portfolio consists of municipal bonds of the following
           types:

 

                                                  APPROXIMATE
                                                   PORTFOLIO
                                                   PERCENTAGE

 

/ / General Obligation                                 31%
/ / Hospitals/Healthcare                               31%
/ / Refunded Bonds                                     30%
/ / Universities/Colleges                              8%

 

       4.  WHAT ARE THE SIGNIFICANT RISKS?
           YOU CAN LOSE MONEY BY INVESTING IN THE FUND. THIS CAN
           HAPPEN FOR VARIOUS REASONS, INCLUDING:
        o  Rising interest rates, an issuer's worsening financial
           condition or a drop in bond ratings can reduce the price of
           your units.
        o  Because the Fund is concentrated in hospital/healthcare and
           general obligation bonds, adverse developments in these
           sectors may affect the value of your units.
        o  Assuming no changes in interest rates, when you sell your
           units, they will generally be worth less than your cost
           because your cost included a sales fee.
        o  The Fund will receive early returns of principal if bonds
           are called or sold before they mature. If this happens your
           income will decline and you may not be able to reinvest the
           money you receive at as high a yield or as long a maturity.
 
           ALSO, THE PORTFOLIO IS CONCENTRATED IN BONDS OF MICHIGAN SO
           IT IS LESS DIVERSIFIED THAN A NATIONAL FUND AND IS SUBJECT
           TO RISKS PARTICULAR TO MICHIGAN WHICH ARE BRIEFLY DESCRIBED
           UNDER STATE CONCENTRATION RISKS LATER IN THIS PROSPECTUS.

 
                                       3
<PAGE>
 

       5.  IS THIS FUND APPROPRIATE FOR YOU?
           Yes, if you want federally tax-free income. You will
           benefit from a professionally selected and supervised
           portfolio whose risk is reduced by investing in bonds of
           several different issuers.
           The Fund is not appropriate for you if you want a
           speculative investment that changes to take advantage of
           market movements, if you do not want a tax-advantaged
           investment or if you cannot tolerate any risk.

 
           DEFINING YOUR INCOME
 

           WHAT YOU MAY EXPECT (Payable on the 25th day of
           the month to holders of record on the 10th day
           of the month):
           Regular Monthly Income per unit                           $    4.93
           Annual Income per unit:                           $   59.24
           These figures are estimates determined on the evaluation
           day; actual payments may vary.

 

       6.  WHAT ARE THE FUND'S FEES AND EXPENSES?
           This table shows the costs and expenses you may pay,
           directly or indirectly, when you invest in the Fund.

 

           INVESTOR FEES
                                                               2.90%
           Maximum Sales Fee (Load) on new purchases
           (as a percentage of $1,000 invested)

 

           Employees of some of the Sponsors and their affiliates may
           pay a reduced sales fee of no less than $5.00 per unit.
           The maximum sales fee is reduced if you invest at least
           $100,000, as follows:

 

                                                 YOUR MAXIMUM
                                                    SALES FEE
                     IF YOU INVEST:                  WILL BE:
           -----------------------------------  -----------------
           Less than $100,000                            2.90%
           $100,000 to $249,999                          2.65%
           $250,000 to $499,999                          2.40%
           $500,000 to $999,999                          2.15%
           $1,000,000 and over                           1.90%
 
           Maximum Exchange Fee                          1.90%

 
           ESTIMATED ANNUAL FUND OPERATING EXPENSES
 

                                                        AMOUNT
                                                      PER UNIT
                                                    -----------
                                                     $    0.69
           Trustee's Fee
                                                     $    0.39
           Portfolio Supervision,
           Bookkeeping and
           Administrative Fees
                                                     $    0.43
           Evaluator's Fee
                                                     $    0.33
           Other Operating Expenses
                                                    -----------
                                                     $    1.84
           TOTAL

 

       7.  HOW HAVE SIMILAR FUNDS PERFORMED IN THE PAST?
           In the following chart we show past performance of prior
           Michigan Portfolios, which had investment objectives,
           strategies and types of bonds substantially similar to this
           Fund. These prior Series differed in that they charged a
           higher sales fee. These prior Michigan Series were offered
           between March 9, 1988 and February 15, 1996 and were
           outstanding on September 30, 1998. OF COURSE, PAST
           PERFORMANCE OF PRIOR SERIES IS NO GUARANTEE OF FUTURE
           RESULTS OF THIS FUND.
           AVERAGE ANNUAL COMPOUND TOTAL RETURNS
           FOR PRIOR SERIES
           Reflecting all expenses. For periods ended 9/30/98.

 

                                                     NO SALES
                        WITH SALES FEE                  FEE
               1 YEAR       5 YEARS      1 YEAR       5 YEARS

 
- -------------------------------------------------------------------
 

High            6.08%        4.94%       10.14%        6.06%
Average         3.97         4.30         6.71         5.32
Low             2.39         3.78         3.37         4.69

 
- -------------------------------------------------------------------
 

Average
Sales fee       2.69%        5.06%

 
- ---------------------------------------------------------------
 
Note: All returns represent changes in unit price with distributions reinvested
 into the Municipal Fund Investment Accumulation Program.
 

       8.  IS THE FUND MANAGED?
           Unlike a mutual fund, the Fund is not managed and bonds are
           not sold because of market changes. Rather, experienced
           Defined Asset Funds financial analysts regularly review the
           bonds in the Fund. The Fund may sell a bond if certain
           adverse credit or other conditions exist.

 
                                       4
<PAGE>
 

       9.  HOW DO I BUY UNITS?
           The minimum investment is $250.
           You can buy units from any of the Sponsors and other
           broker-dealers. The Sponsors are listed later in this
           prospectus. Some banks may offer units for sale through
           special arrangements with the Sponsors, although certain
           legal restrictions may apply.
           UNIT PRICE PER UNIT                     $1,078.85
           (as of August 31, 1998)
           Unit price is based on the net asset value of the Fund plus
           the sales fee. An amount equal to any principal cash, as
           well as net accrued but undistributed interest on the unit,
           is added to the unit price. An independent evaluator prices
           the bonds at 3:30 p.m. Eastern time every business day.
           Unit price changes every day with changes in the prices of
           the bonds in the Fund.
           UNIT PAR VALUE                          $1,000.00
           Unit par value means the total amount of money you should
           generally receive on each unit by the termination of the
           Fund (other than interest and premium on the bonds). This
           total amount assumes that all bonds in the Fund are either
           paid at maturity or called by the issuer at par or are sold
           by the Fund at par. If you sell your units before the Fund
           terminates, you may receive more or less than the unit par
           value.
      10.  HOW DO I SELL UNITS?
           You may sell your units at any time to any Sponsor or the
           Trustee for the net asset value determined at the close of
           business on the date of sale. You will not pay any other
           fee when you sell your units.

 

      11.  HOW ARE DISTRIBUTIONS MADE AND TAXED?
           The Fund pays income monthly.
           In the opinion of bond counsel when each bond was issued,
           interest on the bonds in this Fund is generally 100% exempt
           from regular federal income tax. Your income may also be
           exempt from some Michigan state and local personal income
           taxes if you live in Michigan.
           You will also receive principal payments if bonds are sold
           or called or mature, when the cash available is more than
           $5.00 per unit. You will be subject to tax on any gain
           realized by the Fund on the disposition of bonds.
      12.  WHAT OTHER SERVICES ARE AVAILABLE?
           REINVESTMENT
           You will receive your income in cash unless you choose to
           compound your income by reinvesting at no sales fee in the
           Municipal Fund Investment Accumulation Program, Inc. This
           program is an open-end mutual fund with a comparable
           investment objective, but the bonds will generally not be
           insured. Income from this program will generally be subject
           to state and local income taxes. For more complete
           information about the program, including charges and fees,
           ask the Trustee for the program's prospectus. Read it
           carefully before you invest. The Trustee must receive your
           written election to reinvest at least 10 days before the
           record day of an income payment.
           EXCHANGE PRIVILEGES
           You may exchange units of this Fund for units of certain
           other Defined Asset Funds. You may also exchange into this
           Fund from certain other funds. We charge a reduced sales fee
           on exchanges.

 
                                       5
<PAGE>
- --------------------------------------------------------------------------------
 
OHIO INSURED PORTFOLIO--RISK/RETURN SUMMARY
 

       1.  WHAT IS THE FUND'S OBJECTIVE?
           The Fund seeks interest income that is exempt from regular
           federal income taxes and some state and local taxes by
           investing in a fixed portfolio consisting primarily of
           insured, long term municipal revenue bonds.
       2.  WHAT ARE MUNICIPAL REVENUE BONDS?
           Municipal revenue bonds are bonds issued by states,
           municipalities and public authorities to finance the cost
           of buying, building or improving various projects intended
           to generate revenue, such as airports, health care
           facilities, housing and municipal electric, water and sewer
           utilities. Generally, payments on these bonds depend solely
           on the revenues generated by the projects, excise taxes or
           state appropriations, and are not backed by the
           government's taxing power.
 
       3.  WHAT IS THE FUND'S INVESTMENT STRATEGY?
        O  The Fund plans to hold to maturity 7 long-term tax-exempt
           municipal bonds with an aggregate face amount of
           $2,625,000. The Fund is a unit investment trust which means
           that, unlike a mutual fund, the Portfolio is not managed.
        o  The bonds are rated AAA or Aaa by Standard & Poor's,
           Moody's or Fitch.
        o  Many of the bonds can be called at a premium declining over
           time to par value. Some bonds may be called earlier at par
           for extraordinary reasons.
        o  100% of the bonds are insured by insurance companies that
           guarantee timely payments of principal and interest on the
           bonds (but not Fund units or the market value of the bonds
           before they mature).
           The Portfolio consists of municipal bonds of the following
           types:

 

                                                  APPROXIMATE
                                                   PORTFOLIO
                                                   PERCENTAGE

 

/ / General Obligation                                 11%
/ / Hospitals/Healthcare                               19%
/ / Municipal Water/Sewer Utilities                    35%
/ / Refunded Bonds                                     18%
/ / Universities/Colleges                              17%

 

       4.  WHAT ARE THE SIGNIFICANT RISKS?
           YOU CAN LOSE MONEY BY INVESTING IN THE FUND. THIS CAN
           HAPPEN FOR VARIOUS REASONS, INCLUDING:
        o  Rising interest rates, an issuer's worsening financial
           condition or a drop in bond ratings can reduce the price of
           your units.
        o  Because the Fund is concentrated in municipal water/sewer
           utility bonds, adverse developments in this sector may
           affect the value of your units.
        o  Assuming no changes in interest rates, when you sell your
           units, they will generally be worth less than your cost
           because your cost included a sales fee.
        o  The Fund will receive early returns of principal if bonds
           are called or sold before they mature. If this happens your
           income will decline and you may not be able to reinvest the
           money you receive at as high a yield or as long a maturity.
 
           ALSO, THE PORTFOLIO IS CONCENTRATED IN BONDS OF OHIO SO IT
           IS LESS DIVERSIFIED THAN A NATIONAL FUND AND IS SUBJECT TO
           RISKS PARTICULAR TO OHIO WHICH ARE BRIEFLY DESCRIBED UNDER
           STATE CONCENTRATION RISKS LATER IN THIS PROSPECTUS.

 
                                       6
<PAGE>
 

       5.  IS THIS FUND APPROPRIATE FOR YOU?
           Yes, if you want federally tax-free income. You will
           benefit from a professionally selected and supervised
           portfolio whose risk is reduced by investing in bonds of
           several different issuers.
           The Fund is not appropriate for you if you want a
           speculative investment that changes to take advantage of
           market movements, if you do not want a tax-advantaged
           investment or if you cannot tolerate any risk.

 
           DEFINING YOUR INCOME
 

           WHAT YOU MAY EXPECT (Payable on the 25th day of
           the month to holders of record on the 10th day
           of the month):
           Regular Monthly Income per unit                           $    4.77
           Annual Income per unit:                           $   57.32
           These figures are estimates determined on the evaluation
           day; actual payments may vary.

 

       6.  WHAT ARE THE FUND'S FEES AND EXPENSES?
           This table shows the costs and expenses you may pay,
           directly or indirectly, when you invest in the Fund.

 

           INVESTOR FEES
                                                               2.90%
           Maximum Sales Fee (Load) on new purchases
           (as a percentage of $1,000 invested)

 

           Employees of some of the Sponsors and their affiliates may
           pay a reduced sales fee of no less than $5.00 per unit.
           The maximum sales fee is reduced if you invest at least
           $100,000, as follows:

 

                                                 YOUR MAXIMUM
                                                    SALES FEE
                     IF YOU INVEST:                  WILL BE:
           -----------------------------------  -----------------
           Less than $100,000                            2.90%
           $100,000 to $249,999                          2.65%
           $250,000 to $499,999                          2.40%
           $500,000 to $999,999                          2.15%
           $1,000,000 and over                           1.90%
 
           Maximum Exchange Fee                          1.90%

 
           ESTIMATED ANNUAL FUND OPERATING EXPENSES
 

                                                        AMOUNT
                                                      PER UNIT
                                                    -----------
                                                     $    0.69
           Trustee's Fee
                                                     $    0.39
           Portfolio Supervision,
           Bookkeeping and
           Administrative Fees
                                                     $    0.51
           Evaluator's Fee
                                                     $    0.43
           Other Operating Expenses
                                                    -----------
                                                     $    2.02
           TOTAL

 

       7.  HOW HAVE SIMILAR FUNDS PERFORMED IN THE PAST?
           In the following chart we show past performance of prior
           Ohio Portfolios, which had investment objectives, strategies
           and types of bonds substantially similar to this Fund. These
           prior Series differed in that they charged a higher sales
           fee. These prior Ohio Series were offered between July 28,
           1988 and July 11, 1996 and were outstanding on September 30,
           1998. OF COURSE, PAST PERFORMANCE OF PRIOR SERIES IS NO
           GUARANTEE OF FUTURE RESULTS OF THIS FUND.
           AVERAGE ANNUAL COMPOUND TOTAL RETURNS
           FOR PRIOR SERIES
           Reflecting all expenses. For periods ended 9/30/98.

 

                  WITH SALES FEE             NO SALES FEE
               1 YEAR       5 YEARS      1 YEAR       5 YEARS
- ---------------------------------------------------------------
High            6.67%        4.74%       11.25%        5.91%
Average         4.13         4.21         7.01         5.26
Low             2.71         3.76         4.45         4.73
- ---------------------------------------------------------------

 

Average
Sales fee         2.89%         5.24%

 
- ----------------------------------------------------------------
 
Note: All returns represent changes in unit price with distributions reinvested
 into the Municipal Fund Investment Accumulation Program.
 

       8.  IS THE FUND MANAGED?
           Unlike a mutual fund, the Fund is not managed and bonds are
           not sold because of market changes. Rather, experienced
           Defined Asset Funds financial analysts regularly review the
           bonds in the Fund. The Fund may sell a bond if certain
           adverse credit or other conditions exist.

 
                                       7
<PAGE>
 

       9.  HOW DO I BUY UNITS?
           The minimum investment is $250.
           You can buy units from any of the Sponsors and other
           broker-dealers. The Sponsors are listed later in this
           prospectus. Some banks may offer units for sale through
           special arrangements with the Sponsors, although certain
           legal restrictions may apply.
           UNIT PRICE PER UNIT                     $1,067.27
           (as of August 31, 1998)
           Unit price is based on the net asset value of the Fund plus
           the sales fee. An amount equal to any principal cash, as
           well as net accrued but undistributed interest on the unit,
           is added to the unit price. An independent evaluator prices
           the bonds at 3:30 p.m. Eastern time every business day.
           Unit price changes every day with changes in the prices of
           the bonds in the Fund.
           UNIT PAR VALUE                          $1,000.00
           Unit par value means the total amount of money you should
           generally receive on each unit by the termination of the
           Fund (other than interest and premium on the bonds). This
           total amount assumes that all bonds in the Fund are either
           paid at maturity or called by the issuer at par or are sold
           by the Fund at par. If you sell your units before the Fund
           terminates, you may receive more or less than the unit par
           value.
      10.  HOW DO I SELL UNITS?
           You may sell your units at any time to any Sponsor or the
           Trustee for the net asset value determined at the close of
           business on the date of sale[, less any remaining deferred
           sales fee]. You will not pay any other fee when you sell
           your units.

 

      11.  HOW ARE DISTRIBUTIONS MADE AND TAXED?
           The Fund pays income monthly.
           In the opinion of bond counsel when each bond was issued,
           interest on the bonds in this Fund is generally 100% exempt
           from regular federal income tax. Your income may also be
           exempt from some Ohio state and local personal income taxes
           if you live in Ohio.
           You will also receive principal payments if bonds are sold
           or called or mature, when the cash available is more than
           $5.00 per unit. You will be subject to tax on any gain
           realized by the Fund on the disposition of bonds.
      12.  WHAT OTHER SERVICES ARE AVAILABLE?
           REINVESTMENT
           You will receive your income in cash unless you choose to
           compound your income by reinvesting at no sales fee in the
           Municipal Fund Investment Accumulation Program, Inc. This
           program is an open-end mutual fund with a comparable
           investment objective. Income from this program will
           generally be subject to state and local income taxes. For
           more complete information about the program, including
           charges and fees, ask the Trustee for the program's
           prospectus. Read it carefully before you invest. The Trustee
           must receive your written election to reinvest at least 10
           days before the record day of an income payment.
           EXCHANGE PRIVILEGES
           You may exchange units of this Fund for units of certain
           other Defined Asset Funds. You may also exchange into this
           Fund from certain other funds. We charge a reduced sales fee
           on exchanges.

 
                                       8
<PAGE>
- --------------------------------------------------------------------------------
 
PENNSYLVANIA INSURED PORTFOLIO--RISK/RETURN SUMMARY
 

       1.  WHAT IS THE FUND'S OBJECTIVE?
           The Fund seeks interest income that is exempt from regular
           federal income taxes and some state and local taxes by
           investing in a fixed portfolio consisting primarily of
           insured, long term municipal revenue bonds.
       2.  WHAT ARE MUNICIPAL REVENUE BONDS?
           Municipal revenue bonds are bonds issued by states,
           municipalities and public authorities to finance the cost
           of buying, building or improving various projects intended
           to generate revenue, such as airports, health care
           facilities, housing and municipal electric, water and sewer
           utilities. Generally, payments on these bonds depend solely
           on the revenues generated by the projects, excise taxes or
           state appropriations, and are not backed by the
           government's taxing power.
 
       3.  WHAT IS THE FUND'S INVESTMENT STRATEGY?
        O  The Fund plans to hold to maturity 7 long-term tax-exempt
           municipal bonds with an aggregate face amount of
           $2,615,000. The Fund is a unit investment trust which means
           that, unlike a mutual fund, the Portfolio is not managed.
        o  The bonds are rated AAA or Aaa by Standard & Poor's,
           Moody's or Fitch.
        o  The Fund is concentrated in refunded bonds.
        o  Many of the bonds can be called at a premium declining over
           time to par value. Some bonds may be called earlier at par
           for extraordinary reasons.       % of the bonds are
           currently callable.
        o  100% of the bonds are insured by insurance companies that
           guarantee timely payments of principal and interest on the
           bonds (but not Fund units or the market value of the bonds
           before they mature).
           The Portfolio consists of municipal bonds of the following
           types:

 

                                                  APPROXIMATE
                                                   PORTFOLIO
                                                   PERCENTAGE

 

/ / Airports/Ports/Highways                            18%
/ / Hospitals/Healthcare                               19%
/ / Municipal Water/Sewer Utilities                    17%
/ / Refunded Bonds                                     37%
/ / Solid Waste Disposal                               9%

 

       4.  WHAT ARE THE SIGNIFICANT RISKS?
           YOU CAN LOSE MONEY BY INVESTING IN THE FUND. THIS CAN
           HAPPEN FOR VARIOUS REASONS, INCLUDING:
        o  Rising interest rates, an issuer's worsening financial
           condition or a drop in bond ratings can reduce the price of
           your units.
        o  Because the Fund is concentrated in [hospital/healthcare
           and general obligation] bonds, adverse developments in
           these sectors may affect the value of your units.
        o  Assuming no changes in interest rates, when you sell your
           units, they will generally be worth less than your cost
           because your cost included a sales fee.
        o  The Fund will receive early returns of principal if bonds
           are called or sold before they mature. If this happens your
           income will decline and you may not be able to reinvest the
           money you receive at as high a yield or as long a maturity.
 
           ALSO, THE PORTFOLIO IS CONCENTRATED IN BONDS OF
           PENNSYLVANIA SO IT IS LESS DIVERSIFIED THAN A NATIONAL FUND
           AND IS SUBJECT TO RISKS PARTICULAR TO PENNSYLVANIA WHICH
           ARE BRIEFLY DESCRIBED UNDER STATE CONCENTRATION RISKS LATER
           IN THIS PROSPECTUS.

 
                                       9
<PAGE>
 

       5.  IS THIS FUND APPROPRIATE FOR YOU?
           Yes, if you want federally tax-free income. You will
           benefit from a professionally selected and supervised
           portfolio whose risk is reduced by investing in bonds of
           several different issuers.
           The Fund is not appropriate for you if you want a
           speculative investment that changes to take advantage of
           market movements, if you do not want a tax-advantaged
           investment or if you cannot tolerate any risk.

 
           DEFINING YOUR INCOME
 

           WHAT YOU MAY EXPECT (Payable on the 25th day of
           the month to holders of record on the 10th day
           of the month):
           Regular Monthly Income per unit                           $    4.66
           Annual Income per unit:                           $   55.96
           These figures are estimates determined on the evaluation
           day; actual payments may vary.

 

       6.  WHAT ARE THE FUND'S FEES AND EXPENSES?
           This table shows the costs and expenses you may pay,
           directly or indirectly, when you invest in the Fund.

 

           INVESTOR FEES
                                                               2.90%
           Maximum Sales Fee (Load) on new purchases
           (as a percentage of $1,000 invested)

 

           Employees of some of the Sponsors and their affiliates may
           pay a reduced sales fee of no less than $5.00 per unit.
           The maximum sales fee is reduced if you invest at least
           $100,000, as follows:

 

                                                 YOUR MAXIMUM
                                                    SALES FEE
                     IF YOU INVEST:                  WILL BE:
           -----------------------------------  -----------------
           Less than $100,000                            2.90%
           $100,000 to $249,999                          2.65%
           $250,000 to $499,999                          2.40%
           $500,000 to $999,999                          2.15%
           $1,000,000 and over                           1.90%
 
           Maximum Exchange Fee                          1.90%

 
           ESTIMATED ANNUAL FUND OPERATING EXPENSES
 

                                                        AMOUNT
                                                      PER UNIT
                                                    -----------
                                                     $    0.66
           Trustee's Fee
                                                     $    0.37
           Portfolio Supervision,
           Bookkeeping and
           Administrative Fees
                                                     $    0.49
           Evaluator's Fee
                                                     $    0.45
           Other Operating Expenses
                                                    -----------
                                                     $    1.97
           TOTAL

 

       7.  HOW HAVE SIMILAR FUNDS PERFORMED IN THE PAST?
           In the following chart we show past performance of prior
           Pennsylvania Portfolios, which had investment objectives,
           strategies and types of bonds substantially similar to this
           Fund. These prior Series differed in that they charged a
           higher sales fee. These prior Pennsylvania Series were
           offered between March 4, 1988 and September 11, 1997 and
           were outstanding on September 30, 1998. OF COURSE, PAST
           PERFORMANCE OF PRIOR SERIES IS NO GUARANTEE OF FUTURE
           RESULTS OF THIS FUND.
           AVERAGE ANNUAL COMPOUND TOTAL RETURNS
           FOR PRIOR SERIES
           Reflecting all expenses. For periods ended 9/30/98.

 

                   WITH SALES FEE                    NO SALES FEE
            1 YEAR     5 YEARS   10 YEARS    1 YEAR     5 YEARS   10 YEARS

 
- -------------------------------------------------------------------
 

High         6.45%      5.08%      7.33%     10.73%      6.08%      7.93%
Average      3.97       4.31       7.28       7.24       5.35       7.86
Low          2.42       3.72       7.22       3.61       4.76       7.76

 
- -------------------------------------------------------------------
 

Average
Sales fee    3.20%      5.12%      5.60%

 
- -------------------------------------------------------------------
 
Note: All returns represent changes in unit price with distributions reinvested
 into the Municipal Fund Investment Accumulation Program.
 

       8.  IS THE FUND MANAGED?
           Unlike a mutual fund, the Fund is not managed and bonds are
           not sold because of market changes. Rather, experienced
           Defined Asset Funds financial analysts regularly review the
           bonds in the Fund. The Fund may sell a bond if certain
           adverse credit or other conditions exist.

 
                                       10
<PAGE>
 

       9.  HOW DO I BUY UNITS?
           The minimum investment is $250.
           You can buy units from any of the Sponsors and other
           broker-dealers. The Sponsors are listed later in this
           prospectus. Some banks may offer units for sale through
           special arrangements with the Sponsors, although certain
           legal restrictions may apply.
           UNIT PRICE PER UNIT                     $1,033.93
           (as of August 31, 1998)
           Unit price is based on the net asset value of the Fund plus
           the sales fee. An amount equal to any principal cash, as
           well as net accrued but undistributed interest on the unit,
           is added to the unit price. An independent evaluator prices
           the bonds at 3:30 p.m. Eastern time every business day.
           Unit price changes every day with changes in the prices of
           the bonds in the Fund.
           UNIT PAR VALUE                          $1,000.00
           Unit par value means the total amount of money you should
           generally receive on each unit by the termination of the
           Fund (other than interest and premium on the bonds). This
           total amount assumes that all bonds in the Fund are either
           paid at maturity or called by the issuer at par or are sold
           by the Fund at par. If you sell your units before the Fund
           terminates, you may receive more or less than the unit par
           value.
      10.  HOW DO I SELL UNITS?
           You may sell your units at any time to any Sponsor or the
           Trustee for the net asset value determined at the close of
           business on the date of sale. You will not pay any other
           fee when you sell your units.

 

      11.  HOW ARE DISTRIBUTIONS MADE AND TAXED?
           The Fund pays income monthly.
           In the opinion of bond counsel when each bond was issued,
           interest on the bonds in this Fund is generally 100% exempt
           from regular federal income tax. Your income may also be
           exempt from some Pennsylvania state and local personal
           income taxes if you live in Pennsylvania.
           You will also receive principal payments if bonds are sold
           or called or mature, when the cash available is more than
           $5.00 per unit. You will be subject to tax on any gain
           realized by the Fund on the disposition of bonds.
      12.  WHAT OTHER SERVICES ARE AVAILABLE?
           REINVESTMENT
           You will receive your income in cash unless you choose to
           compound your income by reinvesting at no sales fee in the
           Municipal Fund Investment Accumulation Program, Inc. This
           program is an open-end mutual fund with a comparable
           investment objective, but the bonds generally will not be
           insured. Income from this program will generally be subject
           to state and local income taxes. For more complete
           information about the program, including charges and fees,
           ask the Trustee for the program's prospectus. Read it
           carefully before you invest. The Trustee must receive your
           written election to reinvest at least 10 days before the
           record day of an income payment.
           EXCHANGE PRIVILEGES
           You may exchange units of this Fund for units of certain
           other Defined Asset Funds. You may also exchange into this
           Fund from certain other funds. We charge a reduced sales fee
           on exchanges.

 
                                       11
<PAGE>
- --------------------------------------------------------------------------------
    TAX-FREE VS. TAXABLE INCOME: A COMPARISON OF TAXABLE AND TAX-FREE YIELDS
 
                             FOR MICHIGAN RESIDENTS
- --------------------------------------------------------------------------------
 
<TABLE><CAPTION>

                                  COMBINED
                                  EFFECTIVE
TAXABLE INCOME 1998*              TAX RATE                       TAX-FREE YIELD OF
 SINGLE RETURN      JOINT RETURN     %       3%     3.5%     4%     4.5%     5%     5.5%     6%     6.5%
                                                        IS EQUIVALENT TO A TAXABLE YIELD OF

 
- --------------------------------------------------------------------------------
 

<S>              <C>                <C>       <C>    <C>      <C>    <C>     <C>    <C>      <C>    <C>      <C>
$      0- 25,350  $      0- 42,350  18.74     3.89   4.31     4.92   5.64     6.15   6.77     7.38   8.00
$ 25,350- 61,400  $ 42,350-102,300  31.17     4.38   5.08     5.81   6.54     7.28   7.99     8.72   9.44
$ 61,400-128,100  $102,300-165,950  34.04     4.55   5.31     6.08   6.82     7.68   8.34     9.10   9.85
$128,100-278,450  $155,950-278,450  38.82     4.90   5.72     6.54   7.35     8.17   8.89     9.81  10.62
OVER $278,450        OVER $278,450  42.26     5.20   6.08     6.93   7.79     8.86   9.63    10.39  11.26
</TABLE>

 
                               FOR OHIO RESIDENTS
- --------------------------------------------------------------------------------
 
<TABLE><CAPTION>

                                  COMBINED
                                  EFFECTIVE
TAXABLE INCOME 1998*              TAX RATE                       TAX-FREE YIELD OF
 SINGLE RETURN      JOINT RETURN     %       3%     3.5%     4%     4.5%     5%     5.5%     6%     6.5%
                                                        IS EQUIVALENT TO A TAXABLE YIELD OF

 
- --------------------------------------------------------------------------------
 

<S>              <C>                <C>       <C>    <C>      <C>    <C>     <C>    <C>      <C>    <C>      <C>
                  $      0- 42,350  19.24     3.71   4.33     4.95   5.57     6.19   6.81     7.43   8.06
$      0- 25,350                    18.84     3.89   4.30     4.92   5.53     6.16   6.78     7.37   7.99
                  $ 42,350-102,300  32.77     4.46   5.21     5.95   6.89     7.44   8.18     8.92   9.67
$ 25,350- 61,400                    31.69     4.39   6.12     5.85   6.58     7.76   8.64     8.81  10.09
$ 61,400-128,100  $102,300-155,950  35.57     4.86   5.43     6.21   6.98     7.76   8.64     9.31  10.09
$128,100-278,450  $155,950-278,450  40.61     5.05   5.89     6.73   7.68     8.42   9.28    10.10  10.84
OVER $278,450        OVER $278,450  43.95     5.36   6.24     7.14   8.03     8.92   9.81    10.70  11.60
</TABLE>

 
                           FOR PENNSYLVANIA RESIDENTS
- --------------------------------------------------------------------------------
 
<TABLE><CAPTION>

                                  COMBINED
                                  EFFECTIVE
TAXABLE INCOME 1998*              TAX RATE                       TAX-FREE YIELD OF
 SINGLE RETURN      JOINT RETURN     %       3%     3.5%     4%     4.5%     5%     5.5%     6%     6.5%     7%
                                                        IS EQUIVALENT TO A TAXABLE YIELD OF

 
- --------------------------------------------------------------------------------
 

<S>              <C>                <C>       <C>    <C>      <C>    <C>     <C>    <C>      <C>    <C>      <C>
$      0- 25,350  $      0- 42,350  17.38     3.63   4.24     4.84   5.45     6.05   6.66     7.26   7.87     8.47
$ 25,350- 61,400  $ 42,350-102,300  30.02     4.29   5.00     5.72   6.43     7.14   7.86     8.57   9.29    10.00
$ 61,400-128,100  $102,300-155,950  32.93     4.47   5.22     5.96   6.71     7.46   8.20     8.95   9.69    10.44
$128,100-278,450  $155,940-278,450  37.79     4.82   5.63     6.43   7.23     8.04   8.84     9.65  10.45    11.25
OVER $278,450        OVER $278,450  41.29     5.11   5.96     6.81   7.66     8.52   9.37    10.22  11.07    11.92
</TABLE>

 
To compare the yield of a taxable security with the yield of a tax-free
security, find your taxable income and read across. The table incorporates 1998
federal and applicable state income tax rates and assumes that all income would
otherwise be taxed at the investor's highest tax rate. Yield figures are for
example only.
 
*Based upon net amount subject to federal income tax after deductions and
exemptions. This table does not reflect the possible effect of other tax
factors, such as alternative minimum tax, personal exemptions, the phase out of
exemptions, itemized deductions or the possible partial disallowance of
deductions. Consequently, you should consult your own tax advisers in this
regard.
 
                                       12
<PAGE>
WHAT YOU CAN EXPECT FROM YOUR INVESTMENT
 
MONTHLY INCOME
 
The Fund will pay you regular monthly income. Your monthly income may vary
because of:
   o elimination of one or more bonds from the Fund's portfolio because of
     calls, redemptions or sales;
   o a change in the Fund's expenses; or
   o the failure by a bond's issuer to pay interest.
 
Changes in interest rates generally will not affect your income because the
portfolio is fixed.
 
Along with your income, you will receive your share of any available bond
principal.
 
RETURN FIGURES
 
We cannot predict your actual return, which will vary with unit price, how long
you hold your investment and changes in the portfolio, interest income and
expenses.
 
Estimated Current Return equals the estimated annual cash to be received from
the bonds in the Fund less estimated annual Fund expenses, divided by the Unit
Price (including the maximum sales fee):
 

 Estimated Annual                  Estimated
 Interest Income        -       Annual Expenses
- -------------------------------------------------
                   Unit Price

 
Estimated Long Term Return is a measure of the estimated return over the
estimated life of the Fund. Unlike Estimated Current Return, Estimated Long Term
Return reflects maturities, discounts and premiums of the bonds in the Fund. It
is an average of the yields to maturity (or in certain cases, to an earlier call
date) of the individual bonds in the portfolio, adjusted to reflect the Fund's
maximum sales fee and estimated expenses. We calculate the average yield for the
portfolio by weighting each bond's yield by its market value and the time
remaining to the call or maturity date.
 
Yields on individual bonds depend on many factors including general conditions
of the bond markets, the size of a particular offering and the maturity and
quality rating of the particular issues. Yields can vary among bonds with
similar maturities, coupons and ratings.
 
These return quotations are designed to be comparative rather than predictive.
 
RECORDS AND REPORTS
 
You will receive:
o a monthly statement of income payments and any principal payments;
o a notice from the Trustee when new bonds are deposited in exchange or
  substitution for bonds originally deposited;
o an annual report on Fund activity; and
o annual tax information. This will also be sent to the IRS. You must report the
  amount of tax-exempt interest received during the year.
 
You may request:
o copies of bond evaluations to enable you to comply with federal and state tax
  reporting requirements; and
o audited financial statements of the Fund.
 
You may inspect records of Fund transactions at the Trustee's office during
regular business hours.
 
                                       13
<PAGE>
THE RISKS YOU FACE
 
INTEREST RATE RISK
 
Investing involves risks, including the risk that your investment will decline
in value if interest rates rise. Generally, bonds with longer maturities will
change in value more than bonds with shorter maturities. Bonds in the Fund are
more likely to be called when interest rates decline. This would result in early
returns of principal to you and may result in early termination of the Fund. Of
course, we cannot predict how interest rates may change.
 
CALL RISK
 
Many bonds can be prepaid or 'called' by the issuer before their stated
maturity.
 
For example, some bonds may be required to be called pursuant to mandatory
sinking fund provisions.
 
Also, an issuer might call its bonds during periods of falling interest rates,
if the issuer's bonds have a coupon higher than current market rates.
 
An issuer might call its bonds in extraordinary cases, including if:
   o it no longer needs the money for the original purpose;
   o the project is condemned or sold;
   o the project is destroyed and insurance proceeds are used to redeem the
     bonds;
   o any related credit support expires and is not replaced; or
   o interest on the bonds become taxable.
 
If the bonds are called, your inocme will decline and you may not be able to
reinvest the money you receive at as high a yield or as long a maturity. An
early call at par of a premium bond will reduce your return.
 
REDUCED DIVERSIFICATION RISK
 
If many investors sell their units, the Fund will have to sell bonds. This could
reduce the diversification of your investment and increase your share of Fund
expenses.
 
LIQUIDITY RISK
 
You can always sell back your units, but we cannot assure you that a liquid
trading market will always exist for the bonds in the portfolio, especially
since current law may restrict the Fund from selling bonds to any Sponsor. The
bonds will generally trade in the over-the-counter market. The value of the
bonds, and of your investment, may be reduced if trading in bonds is limited or
absent.
 
CONCENTRATION RISK
 
When a certain type of bond makes up 25% or more of the portfolio, it is said to
be 'concentrated' in that bond type, which makes the Portfolio less diversified.
 
Here is what you should know about the Michigan Portfolio's concentration in
hospital and healthcare bonds.
   o payment for these bonds depends on revenues from private third-party payors
      and government programs, including Medicare and Medicaid, which have
      generally undertaken cost containment measures to limit payments to health
     care providers;
   o hospitals face increasing competition resulting from hospital mergers and
      affiliations;
   o hospitals need to reduce costs as HMOs increase market penetration and
     hospital supply and drug companies raise prices;
   o hospitals and health care providers are subject to various legal claims by
     patients and others and are adversely affected by increasing costs of
     insurance; and
 
                                       14
<PAGE>
   o many hospitals are aggressively buying physician practices and assuming
     risk contracts to gain market share. If revenues do not increase
     accordingly, this practice could reduce profits;
   o Medicare is changing its reimbursement system for nursing homes. Many
     nursing home providers are not sure how they will be treated. In many
     cases, the providers may receive lower reimbursements and these would have
     to cut expenses to maintain profitability; and
   o most retirement/nursing home providers rely on entrance fees for operating
     revenues. If people live longer than expected and turnover is lower than
     budgeted, operating revenues would be adversely affected by less than
     expected entrance fees.
 
Here is what you should know about the Michigan Portfolio's concentration in
general obligation bonds.
   o general obligation bonds are backed by the issuer's pledge of its full
     faith, credit and taxing power;
   o but the taxing power of any government issuer may be limited by provisions
     of the state constitution or laws as well as political considerations; and
   o an issuer's credit can be negatively affected by various factors, including
      population decline that erodes the tax base, natural disasters, decline in
      industry, limited access to capital markets or heavy reliance on state or
     federal aid.
 
Here is what you should know about the Ohio Portfolio's concentration in
municipal water and sewer revenue bonds. The payment of interest and principal
of these bonds depends on the rates the utilities may charge, the demand for
their services and the cost of operating their business which includes the
expense of complying with environmental and other energy and licensing laws and
regulations. The operating results of utilities are particularly influenced by:
   o increases in operating and construction costs; and
   o unpredicability of future usage requirements.
 
Here is what you should know about each Portfolio's concentration in refunded
bonds.
 
Refunded bonds are typically:
   o backed by direct obligations of the U.S. government; or
   o in some cases, backed by obligations guaranteed by the U.S. government and
      placed in escrow with an independent trustee;
   o noncallable prior to maturity; but
   o sometimes called for redemption prior to maturity.
 
Changes to the portfolio from bond redemptions, maturities and sales may affect
the Fund's concentrations over time.
 
STATE CONCENTRATION RISK
 
MICHIGAN RISKS
 
Because Michigan's leading sectors are closely integrated with the manufacturing
of durable goods, its economy is more cyclical than non-industrial states and
the nation as a whole. As a result:
 
   o any substantial national economic downturn will likely hurt Michigan's
      economy and its state and local governments;
 
   o because the state is highly reliant on the auto industry, its economy could
     be hurt by changes in that industry, expecially consolidation, plant
     closings and labor disputes;
 
   o while in the past the state's unemployment rate was higher than the
 
                                       15
<PAGE>
      national average, for several years it has been near or below the national
      average.
 
Certain tax changes have reduced or changed the mix of tax revenues of the state
and local governments. In recent years:
 
   o the state sales tax rate was raised;
 
   o the income tax rate was lowered;
 
   o an annual cap was imposed on property tax assessment increases; and
 
   o property taxes used for school funding were cut, and now schools are paid
     for by a combination of property taxes and general state revenues.
 
In addition, certain state laws limit the overall amount of state revenues that
can be raised from taxes, which could affect State operations and restrict the
sharing of revenue with local governments. This, combined with the above tax
changes, could hurt the value of Michigan bonds in the portfolio or make it more
difficult for Michigan's local governments to pay their debt service.
 
The state's general obligation bonds are rated Aa by Moody's, AA+ by Standard &
Poor's and AA by Fitch.
 
OHIO RISKS
 
Generally
 
Overall, Ohio's economy is more cyclical than non-industrial states and the
nation as a whole:
 
   o manufacturing (especially auto-related manufacturing) is an important part
     of Ohio's economy.
 
   o agriculture and related industries are also very important.
 
   o recent employment growth has been in non-manufacturing areas.
 
State Government
 
The Ohio general revenue fund for the current two-year period calls for
expenditures of over $36 billion:
 
   o because general fund receipts and payments do not match exactly, temporary
     cash-flow deficiencies occur throughout the year. Ohio law permits the
      state government to manage this problem by permitting the adjustment of
     payment schedules and the use of the total operating fund.
 
   o Ohio's general obligation bonds are currently rated Aa1 by Moody's; AA+ by
      Standard & Poor's (except for the State's highway bonds which Standard &
     Poor's rates AAA). Fitch rates Ohio's general obligation bonds and its
     highway bonds AA+. Any of these ratings may be changed.
 
   o Ohio voters have authorized the State to incur debt to which taxes or
     excises are pledged for payment.
 
Education Financing
 
In March of 1997, the Ohio Supreme Court found major parts of the state's school
funding system to be unconstitutional. The Court ruled that, although property
taxes can play a role in school financing, they can no longer be the primary
means of school financing. The court stayed its ruling for one year to allow the
State to devise a system that complied with the State's constitution. During
that stay, repayment provisions of certain bonds issued for school funding will
remain valid.
 
PENNSYLVANIA RISKS
 
Generally
 
Pennsylvania and many of its municipalities (including Philadelphia) have
undergone an economic decline:
 
   o coal, steel, railroads and other heavy industry historically associated
     with the
 
                                       16
<PAGE>
      Commonwealth has given way to increased competition from foreign
      producers.
 
   o agriculture and related industries are still an important part of the
      Commonwealth's economy.
 
   o Recently, however, service sector industries (trade, medical and health
      services, education and financial services) have provided new sources of
     growth.
 
State and Local Governments
 
Historically, both the Commonwealth and the City of Philadelphia have
experienced serious revenue shortfalls. At the same time, rising demands for
state and local programs and services (particularly medical assistance and cash
assistance programs) have lead to increased spending.
 
   o In recent years, both the Commonwealth and the City of Philadelphia have
     tried to balance their budgets with a mix of tax increases and spending
     cuts.
 
   o Philadelphia has considered significant service cuts and privatization of
     certain services which it has provided to date.
 
   o In 1991, the Commonwealth created the Pennsylvania Inter-Governmental
      Cooperation Authority ('PICA') which it authorized to issue debt to cover
      Philadelphia's budget shortfalls, eliminate the City's projected deficits
     and fund its capital spending. PICA issued approximately $1.76 billion of
     Special Revenue Bonds on Philadelphia's behalf. Its power to issue bonds on
     Philadelphia's behalf expired at the end of 1996; as of June 30, 1997,
     approximately $1.1 billion in PICA Special Revenue Bonds were outstanding.
 
   o Pennsylvania's general obligation bonds are currently rated A1 by Moody's
     and AA-by Standard & Poor's. Philadelphia's general obligation bonds are
     rated Baa by Moody's and BBB by Standard & Poor's. There can be no
     assurance that these ratings will not be lowered.
 
BOND QUALITY RISK
 
A reduction in a bond's rating may decrease its value and, indirectly, the value
of your investment in the Fund.
 
INSURANCE RELATED RISK
 
Some bonds may be backed by insurance companies (as shown under Portfolios).
Insurance policies generally make payments only according to a bond's original
payment schedule and do not make early payments when a bond defaults or becomes
taxable. Although the federal government does not regulate the insurance
business, various state laws and federal initiatives and tax law changes could
significantly affect the insurance business. The claims-paying ability of the
insurance companies is generally rated A or better by Standard & Poor's or
another nationally recognized rating organization. The insurance company ratings
are subject to change at any time at the discretion of the rating agencies.
 
LITIGATION AND LEGISLATION RISKS
 
We do not know of any pending litigation that might have a material adverse
effect upon the Fund.
 
Future tax legislation could affect the value of the portfolio by:
   o limiting real property taxes,
   o reducing tax rates,
   o imposing a flat or other form of tax, or
   o exempting investment income from tax.
 
                                       17
<PAGE>
SELLING OR EXCHANGING UNITS
 
You can sell your units at any time for a price based on net asset value. Your
net asset value is calculated each business day by:
   o adding the value of the bonds, net accrued interest, cash and any other
     Fund assets;
   o subtracting accrued but unpaid Fund expenses, unreimbursed Trustee
      advances, cash held to buy back units or for distribution to investors and
     any other Fund liabilities; and
   o dividing the result by the number of outstanding units.
 
Your net asset value when you sell may be more or less than your cost because of
sales fees, market movements and changes in the portfolio.
 
SPONSORS' SECONDARY MARKET
 
While we are not obligated to do so, we will buy back units at net asset value
without any other fee or charge [other than any remaining deferred sales
charge.]We may resell the units to other buyers or to the Trustee. You should
consult your financial professional for current market prices to determine if
other broker-dealers or banks are offering higher prices.
 
We have maintained the secondary market continuously for over 25 years, but we
could discontinue it without prior notice for any business reason.
 
SELLING UNITS TO THE TRUSTEE
 
Regardless of whether we maintain a secondary market, you can sell your units to
the Trustee at any time by sending the Trustee a letter (with any outstanding
certificates if you hold Unit certificates). You must properly endorse your
certificates (or execute a written transfer instrument with signatures
guaranteed by an eligible institution). Sometimes, additional documents are
needed such as a trust document, certificate of corporate authority, certificate
of death or appointment as executor, administrator or guardian.
 
Within seven days after your request and the necessary documents are received,
the Trustee will mail a check to you. Contact the Trustee for additional
information.
 
As long as we are maintaining a secondary market, the Trustee will sell your
units to us at a price based on net asset value. If there is no secondary
market, the Trustee may sell your units in the over-the-counter market for a
higher price, but it is not obligated to do so. In that case, you will receive
the net proceeds of the sale.
 
If the Fund does not have cash available to pay you for units you are selling,
the agent for the Sponsors will select bonds to be sold. Bonds will be selected
based on market and credit factors. These sales could be made at times when the
bonds would not otherwise be sold and may result in your receiving less than the
unit par value and also reduce the size and diversity of the Fund.
 
There could be a delay in paying you for your units:
   o if the New York Stock Exchange is closed (other than customary weekend and
      holiday closings);
   o if the SEC determines that trading on the New York Stock Exchange is
     restricted or that an emergency exists making sale or evaluation of the
     bonds not reasonably practicable; and
   o for any other period permitted by SEC order.
 
                                       18
<PAGE>
EXCHANGE OPTION
 
You may exchange units of certain Defined Asset Funds for units of this Fund at
a maximum exchange fee of 1.90%. You may exchange units of this Fund for units
of certain other Defined Asset Funds at a reduced sales fee if your investment
goals change. To exchange units, you should talk to your financial professional
about what funds are exchangeable, suitable and currently available.
 
Normally, an exchange is taxable and you must recognize any gain or loss on the
exchange. However, the IRS may try to disallow a loss if the portfolios of the
two funds are not materially different; you should consult your own tax adviser.
 
We may amend or terminate this exchange option at any time without notice.
 
HOW THE FUND WORKS
 
PRICING
 
The price of a unit includes interest accrued on the bonds, less expenses, from
the initial most recent Record Day up to, but not including, the settlement
date, which is usually three business days after the purchase date of the unit.
 
A portion of the price of a unit consists of cash so that the Trustee can
provide you with regular monthly income. When you sell your units you will
receive your share of this cash.
 
EVALUATIONS
 
An independent Evaluator values the bonds on each business day (excluding
Saturdays, Sundays and the following holidays as observed by the New York Stock
Exchange: New Year's Day, Presidents' Day, Martin Luther King, Jr. Day, Good
Friday, Memorial Day, Independence Day, Labor Day, Thanksgiving and Christmas).
Bond values are based on current bid or offer prices for the bonds or comparable
bonds. In the past, the difference between bid and offer prices of publicly
offered tax-exempt bonds has ranged from 0.5% of face amount on actively traded
issues to 3.5% on inactively traded issues; the difference has averaged between
1 and 2%.
 
INCOME
 
The Trustee credits interest to an Income Account and other receipts to a
Capital Account. The Trustee may establish a Reserve Account by withdrawing from
these accounts amounts it considers appropriate to pay any material liability.
These accounts do not bear interest.
 
EXPENSES
 
The Trustee is paid monthly. It also benefits when it holds cash for the Fund in
non-interest bearing accounts. The Trustee may also receive additional amounts:
   o to reimburse the Trustee for the Fund's operating expenses;
   o for extraordinary services and costs of indemnifying the Trustee and the
      Sponsors;
   o costs of actions taken to protect the Fund and other legal fees and
     expenses;
   o expenses for keeping the Fund's registration statement current; and
   o Fund termination expenses and any governmental charges.
 
The Sponsors are currently reimbursed up to 45 cents per $1,000 face amount
annually for providing portfolio supervisory, bookkeeping
 
                                       19
<PAGE>
and administrative services and for any other expenses properly chargeable to
the Fund. While this fee may exceed the amount of these costs and expenses
attributable to this Fund, the total of these fees for all Series of Defined
Asset Funds will not exceed the aggregate amount attributable to all of these
Series for any calendar year. The Fund also pays the Evaluator's fees.
 
The Trustee's, Sponsors' and Evaluator's fees may be adjusted for inflation
without investors' approval.
 
The Sponsors will pay advertising and selling expenses at no charge to the Fund.
If Fund expenses exceed initial estimates, the Fund will owe the excess. The
Trustee has a lien on Fund assets to secure reimbursement of Fund expenses and
may sell bonds if cash is not available.
 
PORTFOLIO CHANGES
 
The Sponsors and Trustee are not liable for any default or defect in a bond; if
a contract to buy any bond.
 
Unlike a mutual fund, the portfolio is designed to remain intact and we may keep
bonds in the portfolio even if their credit quality declines or other adverse
financial circumstances occur. However, we may sell a bond in certain cases if
we believe that certain adverse credit conditions exist or if a bond becomes
taxable.
 
If we maintain a secondary market in units but are unable to sell the units that
we buy in the secondary market, we will redeem units, which will affect the size
and composition of the portfolio. Units offered in the secondary market may not
represent the same face amount of bonds that they did originally.
 
We decide whether or not to offer units for sale that we acquire in the
secondary market after reviewing:
   o diversity of the portfolio;
   o size of the Fund relative to its original size;
   o ratio of Fund expenses to income;
   o current and long-term returns;
   o degree to which units may be selling at a premium over par; and
   o cost of maintaining a current prospectus.
 
FUND TERMINATION
 
The Fund will terminate following the stated maturity or sale of the last bond
in the portfolio. The Fund may also terminate earlier with the consent of
investors holding 51% of the units or if total assets of the Fund have fallen
below 40% of the face amount of bonds deposited. We will decide whether to
terminate the Fund early based on the same factors used in deciding whether or
not to offer units in the secondary market.
 
When the Fund is about to terminate you will receive a notice, and you will be
unable to sell your units after that time. On or shortly before termination, we
will sell any remaining bonds, and you will receive your final distribution. Any
bond that cannot be sold at a reasonable price may continue to be held by the
Trustee in a liquidating trust pending its final sale.
 
You will pay your share of the expenses associated with termination, including
brokerage costs in selling bonds. This may reduce the amount you receive as your
final distribution.
 
                                       20
<PAGE>
CERTIFICATES
 
Certificates for units are issued on request. You may transfer certificates by
complying with the requirements for redeeming certificates, described above. You
can replace lost or mutilated certificates by delivering satisfactory indemnity
and paying the associated costs.
 
TRUST INDENTURE
 
The Fund is a 'unit investment trust' governed by a Trust Indenture, a contract
among the Sponsors, the Trustee and the Evaluator, which sets forth their duties
and obligations and your rights. A copy of the Indenture is available to you on
request to the Trustee. The following summarizes certain provisions of the
Indenture.
 
The Sponsors and the Trustee may amend the Indenture without your consent:
   o to cure ambiguities;
   o to correct or supplement any defective or inconsistent provision;
   o to make any amendment required by any governmental agency; or
   o to make other changes determined not to be materially adverse to your best
     interest (as determined by the Sponsors).
Investors holding 51% of the units may amend the Indenture. Every investor must
consent to any amendment that changes the 51% requirement. No amendment may
reduce your interest in the Fund without your written consent.
 
The Trustee may resign by notifying the Sponsors. The Sponsors may remove the
Trustee without your consent if:
   o it fails to perform its duties and the Sponsors determine that its
     replacement is in your best interest; or
   o it becomes incapable of acting or bankrupt or its affairs are taken over by
      public authorities.
Investors holding 51% of the units may remove the Trustee. The Evaluator may
resign or be removed by the Sponsors and the Trustee without the consent of
investors. The resignation or removal of either becomes effective when a
successor accepts appointment. The Sponsors will try to appoint a successor
promptly; however, if no successor has accepted within 30 days after notice of
resignation, the resigning Trustee or Evaluator may petition a court to appoint
a successor.
 
Any Sponsor may resign as long as one Sponsor with a net worth of $2 million
remains and agrees to the resignation. The remaining Sponsors and the Trustee
may appoint a replacement. If there is only one Sponsor and it fails to perform
its duties or becomes bankrupt the Trustee may:
   o remove it and appoint a replacement Sponsor;
   o liquidate the Fund; or
   o continue to act as Trustee without a Sponsor.
 
Merrill Lynch, Pierce, Fenner & Smith Incorporated acts as agent for the
Sponsors.
 
The Trust Indenture contains customary provisions limiting the liability of the
Trustee, the Sponsors and the Evaluator.
 
LEGAL OPINION
 
Davis Polk & Wardwell, 450 Lexington Avenue, New York, New York 10017, as
counsel for the Sponsors, has given an opinion that the units are validly
issued. Special
 
                                       21
<PAGE>
counsel located in the relevant states have given state and local tax opinions.
 
AUDITORS
 
Deloitte & Touche LLP, 2 World Financial Center, New York, New York 10281,
independent accountants, audited the Statements of Condition included in this
prospectus.
 
SPONSORS
 
The Sponsors are:
 
MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED (a wholly-owned subsidiary of
Merrill Lynch & Co., Inc.)
P.O. Box 9051,
Princeton, NJ 08543-9051
 
SALOMON SMITH BARNEY INC. (an indirectly wholly-owned subsidiary of The
Travelers Inc.)
388 Greenwich Street--23rd Floor,
New York, NY 10013
DEAN WITTER REYNOLDS INC. (a principal operating subsidiary of Morgan Stanley
Dean Witter & Co.)
Two World Trade Center--59th Floor,
New York, NY 10048
PRUDENTIAL SECURITIES INCORPORATED (an
indirect wholly-owned subsidiary of the
Prudential Insurance Company of America)
One New York Plaza
New York, NY 10292
PAINEWEBBER INCORPORATED (a wholly-owned subsidiary of PaineWebber Group Inc.)
1285 Avenue of the Americas,
New York, NY 10019
 
Each Sponsor is a Delaware corporation and it, or its predecessor, has acted as
sponsor to many unit investment trusts. As a registered broker-dealer each
Sponsor buys and sells securities (including investment company shares) for
others (including investment companies) and participates as an underwriter in
various selling groups.
 
TRUSTEE
 
The Chase Manhattan Bank, Unit Investment Trust Department, 4 New York
Plaza--6th Floor, New York, New York 10004, is the Trustee. It is supervised by
the Federal Deposit Insurance Corporation, the Board of Governors of the Federal
Reserve System and New York State banking authorities.
 
UNDERWRITERS' AND SPONSORS' PROFITS
 
Underwriters receive sales charges when they sell units. The Sponsors also
realized a profit or loss on the initial date of deposit of the bonds. Any cash
made available by you to the Sponsors before the settlement date for those units
may be used in the Sponsors' businesses to the extent permitted by federal law
and may benefit the Sponsors.
 
A Sponsor or Underwriter may realize profits or sustain losses on bonds in the
Fund which were acquired from underwriting syndicates of which it was a member.
 
In maintaining a secondary market, the Sponsors will also realize profits or
sustain losses in the amount of any difference between the prices at which they
buy units and the prices at which they resell or redeem them.
 
PUBLIC DISTRIBUTION
 
The Sponsors do not intend to qualify units for sale in any foreign countries.
This prospectus does not constitute an offer to sell units in any country where
units cannot lawfully be sold.
 
                                       22
<PAGE>
CODE OF ETHICS
 
Merrill Lynch, as agent for the Sponsors, has adopted a code of ethics requiring
preclearance and reporting of personal securities transactions by its employees
with access to information on portfolio transactions. The goal of the code is to
prevent fraud, deception or misconduct against the Fund and to provide
reasonable standards of conduct.
 
YEAR 2000 ISSUES
 
Many computer systems were designed in such a way that they may be unable to
distinguish between the year 2000 and the year 1900 (commonly known as the 'Year
2000 Problem'). We do not expect that the computer system changes necessary to
prepare for the Year 2000 will cause any major operational difficulties for the
Fund.
 
TAXES
 
The following summary describes some of the important income tax consequences of
holding units. It assumes that you are not a dealer, financial institution,
insurance company or other investor with special circumstances. You should
consult your own tax adviser about your particular circumstances.
 
At the date of issue of each bond, counsel for the issuer delivered an opinion
to the effect that interest on the bond is exempt from regular federal income
tax. However, interest may be subject to state and local taxes and federal
alternative minimum tax. Neither we nor our counsel have reviewed the issuance
of the bonds, related proceedings or the basis for the opinions of counsel for
the issuers. We cannot assure you that the issuer (or other users) have complied
or will comply with any requirements necessary for a bond to be tax-exempt. If
any of the bonds were determined not to be tax-exempt, you could be required to
pay income tax for current and prior years, and if the Fund were to sell the
bond, it might have to sell it at a substantial discount.
 
In the opinion of our counsel, under existing law:
 
GENERAL TREATMENT OF THE FUND AND YOUR INVESTMENT
 
The Fund will not be taxed as a corporation for federal income tax purposes, and
you will be considered to own directly your share of each bond in the Fund.
 
INCOME OR LOSS UPON DISPOSITION
 
When all or part of your share of a bond is disposed of (for example, when the
Fund sells, exchanges or redeems a bond or when you sell or exchange your
units), you will generally recognize capital gain or loss. Your gain, however,
will generally be ordinary income to the extent of any accrued 'market
discount'. Generally you will have market discount to the extent that your basis
in a bond when you purchase a unit is less than its stated redemption price at
maturity (or, if it is an original issue discount bond, the issue price
increased by original issue discount that has accrued on the bond before your
purchase). You should consult your tax adviser in this regard.
 
If your net long-term capital gains exceed your net short-term capital losses,
the excess may be subject to tax at a lower rate than ordinary income. Any
capital gain from the Fund will
 
                                       23
<PAGE>
be long-term if you are considered to have held your investment on each bond for
more than one year and short-term if you held it for one year or less. If you
are an individual and sell your units after holding them for more than one year,
you may be entitled to a 20% maximum federal tax rate on any resulting gains.
Consult your tax adviser in this regard. Because the deductibility of capital
losses is subject to limitations, you may not be able to deduct all of your
capital losses.
 
YOUR BASIS IN THE BONDS
 
Your aggregate basis in the bonds will be equal to the cost of your units,
including any sales charges and the organizational expenses you pay, adjusted to
reflect any accruals of 'original issue discount,' 'acquisition premium' and
'bond premium'. You should consult your tax adviser in this regard.
 
EXPENSES
 
If you are not a corporate investor, you will not be entitled to a deduction for
your share of fees and expenses of the Fund. Also, if you borrowed money in
order to purchase or carry your units, you will not be able to deduct the
interest on this borrowing for federal income tax purposes. The IRS may treat
your purchase of units as made with borrowed money even if the money is not
directly traceable to the purchase of units.
 
STATE AND LOCAL TAXES
 
Under the income tax laws of the State and City of New York, the Fund will not
be taxed as a corporation. If you are a New York taxpayer, your income from the
Fund will not be tax-exempt in New York except to the extent that the income is
earned on bonds that are tax-exempt for New York purposes. Depending on where
you live, your income from the Fund may be subject to state and local taxation.
You should consult your tax adviser in this regard.
 
MICHIGAN TAXES
 
In the opinion of Miller, Canfield, Paddock and Stone, P.L.C. Bloomfield Hills,
Michigan, special counsel on Michigan tax matters:
 
Under the income tax laws of the State of Michigan, the Fund will not be taxed
as a corporation. If you are a Michigan taxpayer, your interest income from the
Fund will not be tax-exempt in Michigan except to the extent that the interest
is earned on bonds that are tax-exempt for Michigan purposes. Capital gain
distributions and capital gain or loss on your Fund units themselves will be
subject to Michigan income tax. Depending on where you live, your income from
the Fund may be subject to state and local taxation. You should consult your tax
adviser in this regard.
 
OHIO TAXES
 
In the opinion of Vorys, Sater, Seymour and Pease LLP, Columbus, Ohio, special
counsel on Ohio tax matters:
 
Under the laws of the State of Ohio, the Ohio Trust will not be subject to the
Ohio corporation franchise tax or the Ohio tax on dealers in intangibles. If you
are an Ohio taxpayer, your interest income from the Ohio Trust will be exempt
from Ohio personal income taxes and Ohio corporation franchise taxes to the
extent it relates to bonds held by the Ohio Trust that are exempt from taxation
under Ohio law. However, any gains and losses which must be recognized for
federal income
 
                                       24
<PAGE>
tax purposes (whether upon the sale of your units in the Ohio Trust or upon the
sale of bonds by the Ohio Trust) also must be recognized for Ohio personal
income and corporation franchise tax purposes, except to the extent the gains
and losses are attributable to the sale of bonds by the Ohio Trust that are
exempt from such taxation under Ohio law. Your interest income and your gains
and losses generally are not subject to municipal income taxation in Ohio. You
should consult your tax adviser concerning the application of Ohio taxes to you
in connection with your investment in the Ohio Trust.
 
PENNSYLVANIA TAXES
 
In the opinion of Drinker Biddle & Reath, Philadelphia, Pennsylvania, special
counsel on Pennsylvania tax matters:
 
The Pennsylvania Trust will not be taxed as a corporation under the current
income tax laws of Pennsylvania. Your income from the Trust may be subject to
taxation depending on where you live. If you are a Pennsylvania taxpayer your
interest income from the Trust will be tax exempt to the extent that income is
earned on bonds that are tax exempt for Pennsylvania purposes. However, gains on
the sale of bonds by the Trust or on the sale of your Units will be subject to
Pennsylvania income tax. If you are a Philadelphia resident you may be subject
to the Philadelphia school district tax on any gains realized from the sale of
bonds by the Trust or the sale of Units by you to the extent either the bonds or
Units have been held for six months or less. You should consult your tax adviser
as to the consequences to you with respect to any investment you make in the
Trust.
 
SUPPLEMENTAL INFORMATION
 
You can receive at no cost supplemental information about the Fund by calling
the Trustee. The supplemental information includes more detailed risk disclosure
about the types of bonds that may be in the Fund's portfolios, general risk
disclosure concerning any insurance securing certain bonds, and general
information about the structure and operation of the Fund. The supplemental
information is also available from the SEC.
 
                                       25

<PAGE>
DEFINED ASSET FUNDS - MUNICIPAL INVESTMENT TRUST FUND,
MULTISTATE SERIES - 13 (MICHIGAN, OHIO AND
PENNSYLVANIA TRUSTS)

REPORT OF INDEPENDENT ACCOUNTANTS

The Sponsors, Trustee and Holders
of Defined Asset Funds - Municipal Investment Trust Fund,
Multistate Series - 13 (Michigan, Ohio and Pennsylvania
Trusts):

We have audited the accompanying statements of condition of
Defined Asset Funds - Municipal Investment Trust Fund,
Multistate Series - 13 (Michigan, Ohio and Pennsylvania
Trusts), including the portfolios, as of August 31, 1998
and the related statements of operations and of changes in
net assets for the years ended August 31, 1998, 1997 and
1996. These financial statements are the responsibility of
the Trustee. 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. Securities owned at August 31,
1998, as shown in such portfolios, were confirmed to us by
The Chase Manhattan Bank, the Trustee. An audit also includes
assessing the accounting principles used and 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 Defined Asset Funds - Municipal
Investment Trust Fund, Multistate Series - 13 (Michigan,
Ohio and Pennsylvania Trusts) at August 31, 1998 and the
results of their operations and changes in their net assets
for the above-stated years in conformity with generally
accepted accounting principles.












DELOITTE & TOUCHE LLP

New York, N.Y.
October 14, 1998

                              
                                D -  1.
<PAGE>
     DEFINED ASSET FUNDS - MUNICIPAL INVESTMENT TRUST FUND,
     MULTISTATE SERIES - 13 (MICHIGAN TRUST)

     STATEMENT OF CONDITION
     As of August 31, 1998

<TABLE>
     <S>                                               <C>             <C>
     TRUST PROPERTY:
       Investment in marketable securities -
          at value (cost $ 3,081,880 )(Note 1).........                $ 3,330,692
       Accrued interest ...............................                     37,589
       Cash - income ..................................                     13,880
       Cash - principal ...............................                      4,543
                                                                       -----------
         Total trust property .........................                  3,386,704

     LESS LIABILITIES:
       Income advance from Trustee.....................$     7,658
       Accrued Sponsors' fees .........................        813           8,471
                                                       -----------     -----------

     NET ASSETS, REPRESENTED BY:
       3,137 units of fractional undivided
          interest outstanding (Note 3)................  3,335,235

       Undistributed net investment income ............     42,998     $ 3,378,233
                                                       -----------     ===========

     UNIT VALUE ($ 3,378,233 / 3,137 units )...........                $  1,076.90
                                                                       ===========
</TABLE>













                  
                  See Notes to Financial Statements.

                              
                                D -  2.
<PAGE>
     DEFINED ASSET FUNDS - MUNICIPAL INVESTMENT TRUST FUND,
     MULTISTATE SERIES - 13 (MICHIGAN TRUST)

     STATEMENTS OF OPERATIONS
<TABLE><CAPTION>
                                                          Years Ended August 31,
                                                   1998              1997              1996
                                                   ----              ----              ----

     <S>                                       <C>               <C>               <C>
     INVESTMENT INCOME:
       Interest income ........................$   192,580       $   196,670       $   203,646
       Trustee's fees and expenses ............     (5,095)           (5,185)           (5,420)
       Sponsors' fees .........................     (1,226)           (1,228)           (1,219)
                                               ------------------------------------------------
       Net investment income ..................    186,259           190,257           197,007
                                               ------------------------------------------------

     REALIZED AND UNREALIZED GAIN
       ON INVESTMENTS:
       Realized gain on
         securities sold or redeemed ..........      2,124             3,685             4,921
       Unrealized appreciation
         of investments .......................     62,722            65,733            33,083











                                               ------------------------------------------------
       Net realized and unrealized
          gain on investments .................     64,846            69,418            38,004
                                               ------------------------------------------------

     NET INCREASE IN NET ASSETS
       RESULTING FROM OPERATIONS ..............$   251,105       $   259,675       $   235,011
                                               ================================================
</TABLE>
                  
                  See Notes to Financial Statements.
                              
                                D -  3.
<PAGE>
     DEFINED ASSET FUNDS - MUNICIPAL INVESTMENT TRUST FUND,
     MULTISTATE SERIES - 13 (MICHIGAN TRUST)

     STATEMENTS OF CHANGES IN NET ASSETS
<TABLE><CAPTION>
                                                          Years Ended August 31,
                                                   1998              1997              1996
                                                   ----              ----              ----

     <S>                                       <C>               <C>               <C>
     OPERATIONS:
       Net investment income ..................$   186,259       $   190,257       $   197,007
       Realized gain on











         securities sold or redeemed ..........      2,124             3,685             4,921
       Unrealized appreciation
         of investments .......................     62,722            65,733            33,083
                                               ------------------------------------------------
       Net increase in net assets
         resulting from operations ............    251,105           259,675           235,011
                                               ------------------------------------------------
     DISTRIBUTIONS TO HOLDERS (Note 2):
       Income  ................................   (186,198)         (190,448)         (197,198)
       Principal ..............................     (3,889)           (8,237)           (9,469)
                                               ------------------------------------------------
       Total distributions ....................   (190,087)         (198,685)         (206,667)
                                               ------------------------------------------------
     SHARE TRANSACTIONS:
       Redemption amounts - income ............       (375)             (946)           (1,493)
       Redemption amounts - principal .........    (26,535)          (83,526)         (125,300)
                                               ------------------------------------------------
       Total share transactions ...............    (26,910)          (84,472)         (126,793)
                                               ------------------------------------------------

     NET INCREASE (DECREASE) IN NET ASSETS ....     34,108           (23,482)          (98,449)

     NET ASSETS AT BEGINNING OF YEAR ..........  3,344,125         3,367,607         3,466,056
                                               ------------------------------------------------
     NET ASSETS AT END OF YEAR ................$ 3,378,233       $ 3,344,125       $ 3,367,607
                                               ================================================
     PER UNIT:
       Income distributions during
         year .................................$     59.12       $     59.28       $     59.40
                                               ================================================
       Principal distributions during
         year .................................$      1.23       $      2.56       $      2.86
                                               ================================================
       Net asset value at end of
         year .................................$  1,076.90       $  1,057.60       $  1,038.74
                                               ================================================
     TRUST UNITS:
       Redeemed during year ...................         25                80               122
       Outstanding at end of year .............      3,137             3,162             3,242
                                               ================================================
</TABLE>
                  
                  See Notes to Financial Statements.

                              
                                D -  4.
<PAGE>
          DEFINED ASSET FUNDS - MUNICIPAL INVESTMENT TRUST FUND,
          MULTISTATE SERIES - 13 (MICHIGAN TRUST)












          NOTES TO FINANCIAL STATEMENTS

1.   SIGNIFICANT ACCOUNTING POLICIES

     The Fund is registered under the Investment Company Act of 1940 as a Unit
     Investment Trust. The following is a summary of significant accounting
     policies consistently followed by the Fund in the preparation of its
     financial statements. The policies are in conformity with generally
     accepted accounting principles.

      (A)      Securities are stated at value as determined by the
               Evaluator based on bid side evaluations for the securities.
               See "How to Sell Units - Trustee's Redemption of Units."
               in this Prospectus, Part B.

      (B)      The Fund is not subject to income taxes. Accordingly, no
               provision for such taxes is required.

      (C)      Interest income is recorded as earned.

2.   DISTRIBUTIONS

     A distribution of net investment income is made to Holders each month.
     Receipts other than interest, after deductions for redemptions and
     applicable expenses, are distributed as explained in "Income, Distributions
     and Reinvestments - Distributions" in this Prospectus, Part B.

3.   NET CAPITAL
<TABLE>
     <S>                                                              <C>

          Cost of 3,137 units at Date of Deposit .....................$ 3,254,041
          Less sales charge ..........................................    146,361
                                                                      -----------
          Net amount applicable to Holders ...........................  3,107,680
          Redemptions of units - net cost of 263 units redeemed
            less redemption amounts (principal).......................    (10,095)
          Realized gain on securities sold or redeemed ...............     10,433
          Principal distributions ....................................    (21,595)
          Unrealized appreciation of investments......................    248,812
                                                                      -----------

          Net capital applicable to Holders ..........................$ 3,335,235
                                                                      ===========
</TABLE>
4.   INCOME TAXES

     As of August 31, 1998, unrealized appreciation of investments, based on
     cost for Federal income tax purposes, aggregated $248,812, all of which
     related to appreciated securities. The cost of investment securities for
     Federal income tax purposes was $3,081,880 at August 31, 1998.














                              
                                D -  5.
<PAGE>
     DEFINED ASSET FUNDS - MUNICIPAL INVESTMENT TRUST FUND,
     MULTISTATE SERIES - 13 (MICHIGAN TRUST) (INSURED)

     PORTFOLIO
     As of August 31, 1998

<TABLE><CAPTION>
                                             Rating of                                            Optional
     Portfolio No. and Title of                Issues       Face                                 Redemption
            Securities                        (1)  (4)      Amount    Coupon      Maturities(3) Provisions(3)    Cost      Value(2)
            ----------                       ---------  ----------- -----------   ------------  ------------  ----------  ---------

<S>                                          <C>        <C>         <C>           <C>          <C>          <C>         <C>
   1 Brighton Area Sch. Cnty. of Livingston,    AAA     $   450,000     6.000 %      2020      05/01/02     $   441,045 $   486,077
     MI, 1992 Rfdg. Bonds, Ser. II (G.O.                                                       @  102.000
     Unltd. Tax ) (AMBAC Ins.)

   2 The Central Michigan Univ. Bd. of          AAA         260,000     6.000        2013      10/01/02         255,421     280,956
     Trustees, MI, Gen. Rev. and Rfdg.                                                         @  102.000
     Bonds, Ser. 1992 (MBIA Ins.)

   3 City of Grand Rapids, MI, Sanit. Swr.      AAA         500,000     6.000        2020(5)   01/01/00         486,860     515,260
     Sys. Imp. and Rdfg Rev. Bonds, Ser.                                                       @  100.000
     1990 (MBIA Ins.)

   4 Sch. Dist. of City of Iron Mountain,       AAA         430,000     6.300        2012(5)   05/01/01         435,302     463,282
     Cnty. of Dickinson, MI, 1991 Sch. Bldg.                                                   @  101.500
     and Site Bonds (G.O. Unltd. Tax) (AMBAC
     Ins.)

   5 Michigan State Hosp. Fin. Auth., MI,       AAA         500,000     6.250        2009      02/15/02         501,250     540,965
     Hosp. Rev. and Rdfg. Bonds (Sisters of                                                    @  102.000
     Mercy Hlth. Corp. Obligated Grp.), 1992
     Ser. M (FSA Ins.)

   6 The Econ. Dev. Corp. of the City of St.    AAA         470,000     6.000        2027      08/15/02         453,357     507,962
     Clair Shores, MI, Hlth. Care Rev. Bonds                                                   @  102.000
     (Bon Secours Hlth. Sys. Proj.) Ser.
     1992 (FSA Ins.)

   7 Western Twp. Util. Auth., MI, Sewage       AAA         500,000     6.500        2019      01/01/02         508,645     536,190
     Disp. Sys. Rfdg. Bonds (Ltd. Tax G.O.),                                                   @  100.000
     Ser. 1991 (FSAM Ins.)












                                                        -----------                                           ---------   ---------
     TOTAL                                              $ 3,110,000                                         $ 3,081,880 $ 3,330,692
                                                        ===========                                           =========   =========

                  
                  See Notes to Portfolios on Page D - 17.
</TABLE>
                              
                                D -  6.

<PAGE>

<PAGE>
     DEFINED ASSET FUND - MUNICIPAL INVESTMENT TRUST FUND,
     MULTISTATE SERIES - 13 (OHIO TRUST)

     STATEMENT OF CONDITION
     As of August 31, 1998

<TABLE>
     <S>                                               <C>             <C>
     TRUST PROPERTY:
       Investment in marketable securities -
          at value (cost $ 2,600,619 )(Note 1).........                $ 2,792,745
       Accrued interest ...............................                     26,655
       Cash - income ..................................                      8,593
       Cash - principal ...............................                      3,712
                                                                       -----------
         Total trust property .........................                  2,831,705

     LESS LIABILITY - Accrued Sponsors' fees ..........                        681
                                                                       -----------

     NET ASSETS, REPRESENTED BY:
       2,658 units of fractional undivided
          interest outstanding (Note 3)................$ 2,796,457

       Undistributed net investment income ............     34,567     $ 2,831,024
                                                       -----------     ===========

     UNIT VALUE ($ 2,831,024 / 2,658 units )...........                $  1,065.10
                                                                       ===========














</TABLE>
                  
                  See Notes to Financial Statements.
                                D -  7.
<PAGE>
     DEFINED ASSET FUND - MUNICIPAL INVESTMENT TRUST FUND,
     MULTISTATE SERIES - 13 (OHIO TRUST)

     STATEMENTS OF OPERATIONS
<TABLE><CAPTION>
                                                          Years Ended August 31,
                                                   1998              1997              1996
                                                   ----              ----              ----

     <S>                                       <C>               <C>               <C>
     INVESTMENT INCOME:
       Interest income ........................$   168,422       $   181,358       $   184,756
       Trustee's fees and expenses ............     (4,951)           (5,111)           (5,291)
       Sponsors' fees .........................     (1,074)           (1,208)           (1,101)
                                               ------------------------------------------------
       Net investment income ..................    162,397           175,039           178,364











                                               ------------------------------------------------

     REALIZED AND UNREALIZED GAIN (LOSS)
       ON INVESTMENTS:
       Realized gain on
         securities sold or redeemed ..........     20,424             3,250               193
       Unrealized appreciation (depreciation)
         of investments .......................     35,883            92,267            (6,644)
                                               ------------------------------------------------
       Net realized and unrealized
         gain (loss) on investments ...........     56,307            95,517            (6,451)
                                               ------------------------------------------------

     NET INCREASE IN NET ASSETS
       RESULTING FROM OPERATIONS ..............$   218,704       $   270,556       $   171,913
                                               ================================================
</TABLE>
                  
                  See Notes to Financial Statements.
                              
                                D -  8.
<PAGE>
     DEFINED ASSET FUND - MUNICIPAL INVESTMENT TRUST FUND,
     MULTISTATE SERIES - 13 (OHIO TRUST)

     STATEMENTS OF CHANGES IN NET ASSETS
<TABLE><CAPTION>














                                                          Years Ended August 31,
                                                   1998              1997              1996
                                                   ----              ----              ----

     <S>                                       <C>               <C>               <C>
     OPERATIONS:
       Net investment income ..................$   162,397       $   175,039       $   178,364
       Realized gain on
         securities sold or redeemed ..........     20,424             3,250               193
       Unrealized appreciation (depreciation)
         of investments .......................     35,883            92,267            (6,644)
                                               ------------------------------------------------
       Net increase in net assets
         resulting from operations ............    218,704           270,556           171,913
                                               ------------------------------------------------
     DISTRIBUTIONS TO HOLDERS (Note 2):
       Income  ................................   (162,684)         (175,193)         (178,250)
       Principal ..............................    (14,749)           (4,386)           (3,536)
                                               ------------------------------------------------
       Total distributions ....................   (177,433)         (179,579)         (181,786)
                                               ------------------------------------------------
     SHARE TRANSACTIONS:
       Redemption amounts - income ............     (3,371)           (1,551)             (499)
       Redemption amounts - principal .........   (302,933)         (123,142)          (34,994)
                                               ------------------------------------------------
       Total share transactions ...............   (306,304)         (124,693)          (35,493)
                                               ------------------------------------------------

     NET DECREASE IN NET ASSETS ...............   (265,033)          (33,716)          (45,366)

     NET ASSETS AT BEGINNING OF YEAR ..........  3,096,057         3,129,773         3,175,139
                                               ------------------------------------------------
     NET ASSETS AT END OF YEAR ................$ 2,831,024       $ 3,096,057       $ 3,129,773
                                               ================================================
     PER UNIT:
       Income distributions during
         year .................................$     57.27       $     57.63       $     57.68
                                               ================================================
       Principal distributions during
         year .................................$      5.10       $      1.43       $      1.14
                                               ================================================
       Net asset value at end of
         year .................................$  1,065.10       $  1,050.58       $  1,020.47
                                               ================================================
     TRUST UNITS:
       Redeemed during year ...................        289               120                35
       Outstanding at end of year .............      2,658             2,947             3,067
                                               ================================================
</TABLE>












                  
                  See Notes to Financial Statements.

                              
                                D -  9.
<PAGE>
          DEFINED ASSET FUND - MUNICIPAL INVESTMENT TRUST FUND,
          MULTISTATE SERIES - 13 (OHIO TRUST)

          NOTES TO FINANCIAL STATEMENTS

1.   SIGNIFICANT ACCOUNTING POLICIES

     The Fund is registered under the Investment Company Act of 1940 as a Unit
     Investment Trust. The following is a summary of significant accounting
     policies consistently followed by the Fund in the preparation of its
     financial statements. The policies are in conformity with generally
     accepted accounting principles.

      (A)      Securities are stated at value as determined by the
               Evaluator based on bid side evaluations for the securities.
               See "How to Sell Units - Trustee's Redemption of Units."
               in this Prospectus, Part B.

      (B)      The Fund is not subject to income taxes. Accordingly, no
               provision for such taxes is required.

      (C)      Interest income is recorded as earned.

2.   DISTRIBUTIONS

     A distribution of net investment income is made to Holders each month.
     Receipts other than interest, after deductions for redemptions and
     applicable expenses, are distributed as explained in "Income, Distribution
     and Reinvestment - Distributions" in this Prospectus, Part B.

3.   NET CAPITAL
<TABLE>
     <S>                                                              <C>

          Cost of 2,658 units at Date of Deposit .....................$ 2,757,116
          Less sales charge ..........................................    124,069
                                                                      -----------
          Net amount applicable to Holders ...........................  2,633,047
          Redemptions of units - net cost of 642 units redeemed
            less redemption amounts (principal).......................    (26,134)
          Realized gain on securities sold or redeemed ...............     25,983
          Principal distributions ....................................    (28,565)
          Unrealized appreciation of investments......................    192,126
                                                                      -----------

          Net capital applicable to Holders ..........................$ 2,796,457
                                                                      ===========













</TABLE>
4.   INCOME TAXES

     As of August 31, 1998, unrealized appreciation of investments, based on
     cost for Federal income tax purposes, aggregated $192,126, all of which
     related to appreciated securities. The cost of investment securities for
     Federal income tax purposes was $2,600,619 at August 31, 1998.

                         
                                D - 10.

<PAGE>
     DEFINED ASSET FUND - MUNICIPAL INVESTMENT TRUST FUND,
     MULTISTATE SERIES - 13 (OHIO TRUST) (INSURED)

     PORTFOLIO
     As of August 31, 1998

<TABLE><CAPTION>
                                             Rating of                                            Optional
     Portfolio No. and Title of                Issues       Face                                 Redemption
            Securities                        (1)  (4)      Amount    Coupon      Maturities(3) Provisions(3)    Cost      Value(2)
            ----------                       ---------  ----------- -----------   ------------  ------------  ----------  ---------

<S>                                          <C>        <C>         <C>           <C>          <C>          <C>         <C>
   1 Akron, Bath and Copley Jt. Twp. Hosp.      AAA     $   460,000     6.000 %      2022(5)   01/01/02     $   453,703 $   490,484
     Dist., OH, Hosp. Fac. Rev. Bonds, Ser.                                                    @  100.000
     1991 (Akron Gen. Med. Ctr. Proj.)
     (AMBAC Ins.)

   2 Board of Educ. of the Cleveland City       AAA         305,000     5.875        2011      12/01/02         298,952     330,657
     Sch. Dist., OH, G.O. Unltd. Tax                                                           @  102.000
     Library Imp. Bonds, Ser. 1992 A
     (Financial Guaranty Ins.)

   3 City of Cleveland, OH, Waterworks Imp.     AAA         430,000     6.250        2016      01/01/02         435,156     465,591
     First Mtge. Rev. Bonds, Ser. F 1992 B                                                     @  102.000
     (AMBAC Ins.)

   4 City of Lakewood, OH, Hosp. Imp. Rfdg.     AAA         500,000     6.000        2010      02/15/99         494,650     505,075
     Rev. Bonds, Ser. One (Lakewood Hosp.                                                      @  100.000
     Assoc.) (MBIA Ins.)

   5 City of Lakewood, OH, Wtr. Sys. Mtge.      AAA         415,000     6.000        2011      07/01/01         412,643     444,071
     Rev. Bonds, Ser. 1991 (AMBAC Ins.)                                                        @  102.000

   6 Ohio State Wtr. Dev. Auth. Wtr. Dev.       AAA          65,000     6.000        2016      12/01/02          64,582      70,781











     Rev. Dev. Bonds, Pure Wtr. Rfdg. and                                                      @  102.000
     Imp. Ser. (MBIA Ins.)

   7 Univ. of Totledo, OH, Gen. Receipts        AAA         450,000     5.900        2020      12/01/02         440,933     486,086
     Bonds Ser. 1992 A (Financial Guaranty                                                     @  102.000
     Ins.)

                                                        -----------                                           ---------   ---------
     TOTAL                                              $ 2,625,000                                         $ 2,600,619 $ 2,792,745
                                                        ===========                                           =========   =========

                  
                  See Notes to Portfolios on Page D - 17.
</TABLE>
                              
                                D - 11.

<PAGE>

<PAGE>
     DEFINED ASSET FUNDS - MUNICIPAL INVESTMENT TRUST FUND,
     MULTISTATE SERIES - 13 (PENNSYLVANIA TRUST)

     STATEMENT OF CONDITION
     As of August 31, 1998

<TABLE>
     <S>                                               <C>             <C>
     TRUST PROPERTY:
       Investment in marketable securities 
          at value (cost $ 2,589,211 )(Note 1).........                $ 2,807,847
       Accrued interest ...............................                     48,080
       Cash - principal ...............................                      4,931
                                                                       -----------
         Total trust property .........................                  2,860,858

     LESS LIABILITIES:
       Income advance from Trustee.....................$    10,106
       Accrued Sponsors' fees .........................        686          10,792
                                                       -----------     -----------













     NET ASSETS, REPRESENTED BY:
       2,762 units of fractional undivided
          interest outstanding (Note 3)................  2,812,778

       Undistributed net investment income ............     37,288     $ 2,850,066
                                                       -----------     ===========

     UNIT VALUE ($ 2,850,066 / 2,762 units )...........                $  1,031.88
                                                                       ===========
</TABLE>
                  
                  See Notes to Financial Statements.

                              
                                D - 12.
<PAGE>
     DEFINED ASSET FUNDS - MUNICIPAL INVESTMENT TRUST FUND,
     MULTISTATE SERIES - 13 (PENNSYLVANIA TRUST)

     STATEMENTS OF OPERATIONS
<TABLE><CAPTION>
                                                          Years Ended August 31,
                                                   1998              1997              1996











                                                   ----              ----              ----

     <S>                                       <C>               <C>               <C>
     INVESTMENT INCOME:
       Interest income ........................$   170,876       $   188,118       $   195,204
       Trustee's fees and expenses ............     (5,018)           (5,245)           (5,495)
       Sponsors' fees .........................     (1,084)           (1,194)           (1,180)
                                               ------------------------------------------------
       Net investment income ..................    164,774           181,679           188,529
                                               ------------------------------------------------

     REALIZED AND UNREALIZED GAIN (LOSS)
       ON INVESTMENTS:
       Realized gain on
         securities sold or redeemed ..........     13,819            10,845             1,055
       Unrealized appreciation (depreciation)
         of investments .......................     49,680            44,260              (329)
                                               ------------------------------------------------
       Net realized and unrealized
          gain on investments .................     63,499            55,105               726
                                               ------------------------------------------------

     NET INCREASE IN NET ASSETS
       RESULTING FROM OPERATIONS ..............$   228,273       $   236,784       $   189,255
                                               ================================================
</TABLE>

                  See Notes to Financial Statements.
                              
                                D - 13.
<PAGE>













     DEFINED ASSET FUNDS - MUNICIPAL INVESTMENT TRUST FUND,
     MULTISTATE SERIES - 13 (PENNSYLVANIA TRUST)

     STATEMENTS OF CHANGES IN NET ASSETS
<TABLE><CAPTION>
                                                          Years Ended August 31,
                                                   1998              1997              1996
                                                   ----              ----              ----

     <S>                                       <C>               <C>               <C>
     OPERATIONS:
       Net investment income ..................$   164,774       $   181,679       $   188,529
       Realized gain on
         securities sold or redeemed ..........     13,819            10,845             1,055
       Unrealized appreciation (depreciation)
         of investments .......................     49,680            44,260              (329)
                                               ------------------------------------------------
       Net increase in net assets
         resulting from operations ............    228,273           236,784           189,255
                                               ------------------------------------------------
     DISTRIBUTIONS TO HOLDERS (Note 2):
       Income  ................................   (165,427)         (181,874)         (188,570)
       Principal ..............................   (134,705)           (4,930)           (3,248)
                                               ------------------------------------------------
       Total distributions ....................   (300,132)         (186,804)         (191,818)
                                               ------------------------------------------------
     SHARE TRANSACTIONS:
       Redemption amounts - income ............     (2,682)           (2,471)             (562)
       Redemption amounts - principal .........   (224,961)         (198,976)          (46,409)
                                               ------------------------------------------------
       Total share transactions ...............   (227,643)         (201,447)          (46,971)
                                               ------------------------------------------------

     NET DECREASE IN NET ASSETS ...............   (299,502)         (151,467)          (49,534)

     NET ASSETS AT BEGINNING OF YEAR ..........  3,149,568         3,301,035         3,350,569
                                               ------------------------------------------------
     NET ASSETS AT END OF YEAR ................$ 2,850,066       $ 3,149,568       $ 3,301,035
                                               ================================================
     PER UNIT:
       Income distributions during
         year .................................$     57.53       $     58.79       $     58.91
                                               ================================================
       Principal distributions during
         year .................................$     46.83       $      1.58       $      1.01
                                               ================================================
       Net asset value at end of
         year .................................$  1,031.88       $  1,056.90       $  1,040.01
                                               ================================================











     TRUST UNITS:
       Redeemed during year ...................        218               191                45
       Outstanding at end of year .............      2,762             2,980             3,171
                                               ================================================
</TABLE>
                  
                  See Notes to Financial Statements.

                              
                                D - 14.
<PAGE>
          DEFINED ASSET FUNDS - MUNICIPAL INVESTMENT TRUST FUND,
          MULTISTATE SERIES - 13 (PENNSYLVANIA TRUST)

          NOTES TO FINANCIAL STATEMENTS

1.   SIGNIFICANT ACCOUNTING POLICIES

     The Fund is registered under the Investment Company Act of 1940 as a Unit
     Investment Trust. The following is a summary of significant accounting
     policies consistently followed by the Fund in the preparation of its
     financial statements. The policies are in conformity with generally
     accepted accounting principles.

      (A)      Securities are stated at value as determined by the
               Evaluator based on bid side evaluations for the securities.
               See "How to Sell Units - Trustee's Redemption of Units"
               in this Prospectus, Part B.

      (B)      The Fund is not subject to income taxes. Accordingly, no
               provision for such taxes is required.

      (C)      Interest income is recorded as earned.

2.   DISTRIBUTIONS

     A distribution of net investment income is made to Holders each month.
     Receipts other than interest, after deductions for redemptions and
     applicable expenses, are distributed as explained in "Income, Distributions
     and Reinvestment - Distributions" in this Prospectus, Part B.

3.   NET CAPITAL
<TABLE>
     <S>                                                              <C>

          Cost of 2,762 units at Date of Deposit .....................$ 2,867,426
          Less sales charge ..........................................    129,035
                                                                      -----------
          Net amount applicable to Holders ...........................  2,738,391
          Redemptions of units - net cost of 738 units redeemed











            less redemption amounts (principal).......................    (25,985)
          Realized gain on securities sold or redeemed ...............     35,108
          Principal distributions ....................................   (153,372)
          Unrealized appreciation of investments......................    218,636
                                                                      -----------

          Net capital applicable to Holders ..........................$ 2,812,778
                                                                      ===========
</TABLE>
4.   INCOME TAXES

     As of August 31, 1998, unrealized appreciation of investments, based on
     cost for Federal income tax purposes, aggregated $218,636, all of which
     related to appreciated securities. The cost of investment securities for
     Federal income tax purposes was $2,589,211 at August 31, 1998.

                         
                                D - 15.
<PAGE>
     DEFINED ASSET FUNDS - MUNICIPAL INVESTMENT TRUST FUND,
     MULTISTATE SERIES - 13 (PENNSYLVANIA TRUST) (INSURED)

     PORTFOLIO
     As of August 31, 1998

<TABLE><CAPTION>
                                             Rating of                                            Optional
     Portfolio No. and Title of                Issues       Face                                 Redemption
            Securities                        (1)  (4)      Amount    Coupon      Maturities(3) Provisions(3)    Cost      Value(2)
            ----------                       ---------  ----------- -----------   ------------  ------------  ----------  ---------

<S>                                          <C>        <C>         <C>           <C>          <C>          <C>         <C>
   1 Allegheny Cnty. Sanitation Auth.,          AAA     $   450,000     6.000 %      2012      12/01/02     $   439,659 $   490,023
     Allegheny Cnty., PA, Swr. Rev. Bonds,                                                     @  102.000
     Ser. 1992 (Financial Guaranty Ins.)

   2 Berks Cnty., Pennsylvania, Solid Waste     AAA         240,000     6.000        2017      04/01/02         235,462     257,278
     Auth., Cnty. Gtd. Rev. Bonds, Ser. of                                                     @  102.000
     1992 (Financial Guaranty Ins.)

   3 Bethlehem Auth., Northampton and Lehigh    AAA         165,000     6.250        2011(5)   11/15/01         166,125     177,236
     Counties, PA, Wtr. Rev. Bonds, Ser. of                                                    @  100.000
     1992 (MBIA Ins.)












   4 The Pittsburg Wtr. and Swr. Auth., PA,     AAA         415,000     6.500        2014(5)   09/01/01         426,437     454,276
     Wtr. and Swr. Sys. Rev. Rfdg. Bonds,                                                      @  102.000
     Ser. A of 1991 (Financial Guaranty
     Ins.)

   5 Pennsylvania Turnpike Comm., Tpke.         AAA         460,000     6.000        2015      06/01/01         451,564     491,579
     Pennsylvania Tpke. Rev. Bonds, Ser. of                                                    @  102.000
     1991 (MBIA Ins.)

   6 City of Philadelphia, PA, Gas Wks. Rev.    AAA         385,000     6.000        2012(5)   05/15/00         378,424     407,010
     Bonds, Twelfth Ser. A (AMBAC Ins.)                                                        @  102.000

   7 Gettysburg Mun. Auth., Adams Cnty., PA,    AAA         500,000     6.125        2022      07/01/02         491,540     530,445
     Cnty. Guaranteed Hosp. Rev. Bonds, Ser.                                                   @  100.000
     of 1992 (The Gettysburg Hosp. Proj.)
     (MBIA Ins.)

                                                        -----------                                           ---------   ---------
     TOTAL                                              $ 2,615,000                                         $ 2,589,211 $ 2,807,847
                                                        ===========                                           =========   =========

                  
                  See Notes to Portfolios on Page D - 17.
</TABLE>
                              
                                D - 16.
<PAGE>
     DEFINED ASSET FUNDS - MUNICIPAL INVESTMENT TRUST FUND,
     MULTISTATE SERIES - 13 (MICHIGAN,
     OHIO AND PENNSYLVANIA TRUSTS)

     NOTES TO PORTFOLIOS
     As of August 31, 1998
<TABLE><CAPTION>
<S>   <C>

(1)   The ratings of the bonds are by Standard & Poor's Ratings Group, or by
      Moody's Investors Service, Inc. if followed by "(m)", or by Fitch Investors
      Service, Inc. if followed by "(f)"; "NR" indicates that this bond
      is not currently rated by any of the above mentioned rating services. These
      ratings have been furnished by the Evaluator but not confirmed with the rating
      agencies. See "Description of Ratings" in Part B of this Prospectus.

(2)   See Notes to Financial Statements.

(3)   Optional redemption provisions, which may be exercised in whole or in part,











      are initially at prices of par plus a premium, then subsequently at prices
      declining to par. Certain securities may provide for redemption at par prior
      or in addition to any optional or mandatory redemption dates or maturity, for
      example, through the operation of a maintenance and replacement fund, if
      proceeds are not able to be used as contemplated, the project is condemned or
      sold or the project is destroyed and insurance proceeds are used to redeem
      the securities. Many of the securities are also subject to mandatory sinking
      fund redemption commencing on dates which may be prior to the date on which
      securities may be optionally redeemed. Sinking fund redemptions are at par
      and redeem only part of the issue. Some of the securities have mandatory
      sinking funds which contain optional provisions permitting the issuer to
      increase the principal amount of securities called on a mandatory redemption
      date. The sinking fund redemptions with optional provisions may, and optional
      refunding redemptions generally will, occur at times when the redeemed
      securities have an offering side evaluation which represents a premium over
      par. To the extent that the securities were acquired at a price higher than
      the redemption price, this will represent a loss of capital when compared
      with the Public Offering Price of the Units when acquired. Distributions will
      generally be reduced by the amount of the income which would otherwise have
      been paid with respect to redeemed securities and there will be distributed
      to Holders any principal amount and premium received on such redemption after
      satisfying any redemption requests for Units received by the Fund. The
      estimated current return may be affected by redemptions. The tax effect on
      Holders of redemptions and related distributions is described under "Taxes"
      in this Prospectus, Part B.

(4)   All securities are insured, either on an individual basis or by portfolio
      insurance, by a municipal bond insurance company which has been assigned
      "AAA" claims paying ability by Standard & Poor's. Accordingly, Standard &
      Poor's has assigned a "AAA" rating to the securities. Securities covered by
      portfolio insurance are rated "AAA" only as long as they remain in the Trust.
      See "Risk Factors - Bonds Backed by Letters of Credit or Insurance"
      in this Prospectus, Part B.

(5)   Bonds with an aggregate face amount of $ 930,000 of the Michigan Trust,
      $ 460,000 of the Ohio Trust and $ 965,000 of the Pennsylvania Trust have
      have been pre-refunded and are expected to be called for redemption on the
      optional redemption provision dates shown.

</TABLE>
                          
                                D - 17.
<PAGE>
                             Defined
                             Asset FundsSM
 

HAVE QUESTIONS ?                         MUNICIPAL INVESTMENT TRUST FUND
Request the most                         MULTISTATE SERIES--13
recent free Information                  (A Unit Investment Trust)
Supplement that gives more               ---------------------------------------
details about the Fund,                  This Prospectus does not contain
by calling:                              complete information about the
The Chase Manhattan Bank                 investment company filed with the
1-800-323-1508                           Securities and Exchange Commission in
                                         Washington, D.C. under the:
                                         o Securities Act of 1933 (file no.
                                         333-48899) and
                                         o Investment Company Act of 1940 (file
                                         no. 811-1777).
                                         TO OBTAIN COPIES AT PRESCRIBED RATES--
                                         WRITE: Public Reference Section of the
                                         Commission
                                         450 Fifth Street, N.W., Washington,
                                         D.C. 20549-6009
                                         CALL: 1-800-SEC-0330.
                                         VISIT: http://www.sec.gov.
                                         ---------------------------------------
                                         No person is authorized to give any
                                         information or representations about
                                         this Fund not contained in this
                                         Prospectus or the Information
                                         Supplement, and you should not rely on
                                         any other information.
                                         ---------------------------------------
                                         When units of this Fund are no longer
                                         available, this Prospectus may be used
                                         as a preliminary prospectus for a
                                         future series, but some of the
                                         information in this Prospectus will be
                                         changed for that series.
                                         Units of any future series may not be
                                         sold nor may offers to buy be accepted
                                         until that series has become effective
                                         with the Securities and Exchange
                                         Commission. No units can be sold in any
                                         State where a sale would be illegal.

 
                                                     14308--11/98
<PAGE>
                             DEFINED ASSET FUNDS--
                        MUNICIPAL INVESTMENT TRUST FUND
                               MULTISTATE SERIES
                       CONTENTS OF REGISTRATION STATEMENT
 
     This Post-Effective Amendment to the Registration Statement on Form S-6
comprises the following papers and documents:
 
     The facing sheet of Form S-6.
 
 The cross-reference sheet (incorporated by reference to the Cross-Reference
Sheet to the Registration Statement of Defined Asset Funds Municipal Insured
Series, 1933 Act File No. 33-54565).
 
     The Prospectus.
 
     The Signatures.
 
The following exhibits:
 
     1.1.1--Form of Standard Terms and Conditions of Trust Effective as of
            October 21, 1993 (incorporated by reference to Exhibit 1.1.1 to the
            Registration Statement of Municipal Investment Trust Fund,
            Multistate Series--48, 1933 Act File No. 33-50247).
 
     4.1  --Consent of the Evaluator.
 
     5.1  --Consent of independent accountants.
 
     9.1  --Information Supplement (incorporated by reference to Post-Effective
            Amendment No. 4 to Exhibit 9.1 to the Registration Statement of
            Municipal Investment Trust Fund, Insured Series--207, 1933 Act File
         No. 33-54037).
 
                                      R-1
<PAGE>
                             DEFINED ASSET FUNDS--
                        MUNICIPAL INVESTMENT TRUST FUND
                             MULTISTATE SERIES--13
 
                                   SIGNATURES
 
     PURSUANT TO THE REQUIREMENTS OF THE SECURITIES ACT OF 1933, THE REGISTRANT,
DEFINED ASSET FUNDS--MUNICIPAL INVESTMENT TRUST FUND, MULTISTATE SERIES--13,
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 AMENDMENT TO THE REGISTRATION
STATEMENT 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 13TH DAY OF
NOVEMBER, 1998.
 
             SIGNATURES APPEAR ON PAGES R-3, R-4, R-5, R-6 AND R-7.
 
     A majority of the members of the Board of Directors of Merrill Lynch,
Pierce, Fenner & Smith Incorporated has signed this Registration Statement or
Amendment to the Registration Statement pursuant to Powers of Attorney
authorizing the person signing this Registration Statement or Amendment to the
Registration Statement to do so on behalf of such members.
 
     A majority of the members of the Board of Directors of Salomon Smith Barney
Inc. has signed this Registration Statement or Amendment to the Registration
Statement pursuant to Powers of Attorney authorizing the person signing this
Registration Statement or Amendment to the Registration Statement to do so on
behalf of such members.
 
     A majority of the members of the Board of Directors of Prudential
Securities Incorporated has signed this Registration Statement or Amendment to
the Registration Statement pursuant to Powers of Attorney authorizing the person
signing this Registration Statement or Amendment to the Registration Statement
to do so on behalf of such members.
 
     A majority of the members of the Executive Committee of the Board of
Directors of PaineWebber Incorporated has signed this Registration Statement or
Amendment to the Registration Statement pursuant to Powers of Attorney
authorizing the person signing this Registration Statement or Amendment to the
Registration Statement to do so on behalf of such members.
 
     A majority of the members of the Board of Directors of Dean Witter Reynolds
Inc. has signed this Registration Statement or Amendment to the Registration
Statement pursuant to Powers of Attorney authorizing the person signing this
Registration Statement or Amendment to the Registration Statement to do so on
behalf of such members.
 
                                      R-2
<PAGE>
               MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED
                                   DEPOSITOR
 

By the following persons, who constitute  Powers of Attorney have been filed
  a majority of                             under
  the Board of Directors of Merrill         Form SE and the following 1933 Act
  Lynch, Pierce,                            File
  Fenner & Smith Incorporated:              Numbers: 33-43466 and 33-51607

 
      HERBERT M. ALLISON, JR.
      JOHN L. STEFFENS
      By ERNEST V. FABIO
       (As authorized signatory for Merrill Lynch, Pierce,
       Fenner & Smith Incorporated and
       Attorney-in-fact for the persons listed above)
 
                                      R-3
<PAGE>
                           SALOMON SMITH BARNEY INC.
                                   DEPOSITOR
 

By the following persons, who constitute a majority of      Powers of Attorney
  the Board of Directors of Salomon Smith Barney Inc.:        have been filed
                                                              under the 1933 Act
                                                              File Numbers:
                                                              33-49753,
                                                              33-55073,
                                                              333-41765,
                                                              333-10441,
                                                              333-63417 and
                                                              333-63033

 
      MICHAEL A. CARPENTER
      DERYCK C. MAUGHAN
 
      By GINA LEMON
       (As authorized signatory for
       Salomon Smith Barney Inc. and
       Attorney-in-fact for the persons listed above)
 
                                      R-4
<PAGE>
                       PRUDENTIAL SECURITIES INCORPORATED
                                   DEPOSITOR
 

By the following persons, who constitute a majority of      Powers of Attorney
  the Board of Directors of Prudential Securities             have been filed
  Incorporated:                                               under Form SE and
                                                              the following 1933
                                                              Act File Numbers:
                                                              33-41631 and
                                                              333-15919

 
      ROBERT C. GOLDEN
      ALAN D. HOGAN
      A. LAURENCE NORTON, JR.
      LELAND B. PATON
      VINCENT T. PICA II
      MARTIN PFINSGRAFF
      HARDWICK SIMMONS
      LEE B. SPENCER, JR.
      BRIAN M. STORMS
 
      By RICHARD R. HOFFMANN
       (As authorized signatory for Prudential Securities
       Incorporated and Attorney-in-fact for the persons
       listed above)
 
                                      R-5
<PAGE>
                            PAINEWEBBER INCORPORATED
                                   DEPOSITOR
 

By the following persons, who constitute  Powers of Attorney have been filed
  the Board of Directors of PaineWebber     under
  Incorporated:                             the following 1933 Act File
                                            Number: 33-55073

 
      MARGO N. ALEXANDER
      TERRY L. ATKINSON
      BRIAN M. BAREFOOT
      STEVEN P. BAUM
      MICHAEL CULP
      REGINA A. DOLAN
      JOSEPH J. GRANO, JR.
      EDWARD M. KERSCHNER
      JAMES P. MacGILVRAY
      DONALD B. MARRON
      ROBERT H. SILVER
      MARK B. SUTTON
      By
       ROBERT E. HOLLEY
       (As authorized signatory for
       PaineWebber Incorporated
       and Attorney-in-fact for the persons listed above)
 
                                      R-6
<PAGE>
                           DEAN WITTER REYNOLDS INC.
                                   DEPOSITOR
 

By the following persons, who constitute  Powers of Attorney have been filed
  a majority of                             under Form SE and the following 1933
  the Board of Directors of Dean Witter     Act File Numbers: 33-17085 and
  Reynolds Inc.:                            333-13039

 
      RICHARD M. DeMARTINI
      ROBERT J. DWYER
      CHRISTINE A. EDWARDS
      CHARLES A. FIUMEFREDDO
      JAMES F. HIGGINS
      MITCHELL M. MERIN
      STEPHEN R. MILLER
      RICHARD F. POWERS III
      PHILIP J. PURCELL
      THOMAS C. SCHNEIDER
      WILLIAM B. SMITH
      By
       MICHAEL D. BROWNE
       (As authorized signatory for
       Dean Witter Reynolds Inc.
       and Attorney-in-fact for the persons listed above)
 
                                      R-7

<PAGE>
                                                                     EXHIBIT 4.1
 
                               STANDARD & POOR'S
                    A DIVISION OF THE McGRAW-HILL COMPANIES
                                  J. J. KENNY
                                  65 BROADWAY
                           NEW YORK, N.Y. 10006-2551
                            TELEPHONE (212) 770-4422
                                FAX 212/797-8681
 
                                                   NOVEMBER 16, 1998
 
Frank A. Ciccotto, Jr.
Vice President
Tax-Exempt Evaluations
 

Merrill Lynch, Pierce, Fenner & Smith
Incorporated
Defined Asset Funds
P.O. Box 9051
Princeton, New Jersey 08543-9051
The Chase Manhattan Bank
4 New York Plaza, 6th Floor
New York, New York 10004

 
RE: DEFINED ASSET FUNDS--MUNICIPAL INVESTMENT TRUST FUND,
     MULTISTATE SERIES--13
 
Gentlemen:
 
     We have examined the post-effective Amendment to the Registration Statement
File No. 33-48899 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 copies of this letter with the Securities
and Exchange Commission.
 
                                                   Sincerely,
                                                   FRANK A. CICCOTTO
                                                   Vice President

<PAGE>
                                                                     Exhibit 5.1
                       CONSENT OF INDEPENDENT ACCOUNTANTS
The Sponsors and Trustee of
Defined Asset Funds--Municipal Investment Trust Fund--Multistate Series--13,
(Michigan, Ohio and Pennsylvania Trusts):
 
We consent to the use in this Post-Effective Amendment No. 6 to Registration
Statement No. 33-48899 of our opinion dated October 14, 1998 appearing in the
Prospectus, which is part of such Registration Statement, and to the reference
to us under the heading 'Miscellaneous--Auditors' in such Prospectus.
 
DELOITTE & TOUCHE LLP
New York, N.Y.
NOVEMBER 16, 1998

<TABLE> <S> <C>

<ARTICLE> 6
<SERIES>                    
<NUMBER> 1
<NAME>Michigan Trust
<MULTIPLIER>                       1
       
<S>                                <C>
<PERIOD-TYPE>                      YEAR
<FISCAL-YEAR-END>                  AUG-31-1998
<PERIOD-END>                       AUG-31-1998
<INVESTMENTS-AT-COST>              3,081,880
<INVESTMENTS-AT-VALUE>             3,330,692
<RECEIVABLES>                      37,589
<ASSETS-OTHER>                     18,423
<OTHER-ITEMS-ASSETS>               0
<TOTAL-ASSETS>                     3,386,704
<PAYABLE-FOR-SECURITIES>           0
<SENIOR-LONG-TERM-DEBT>            0
<OTHER-ITEMS-LIABILITIES>          (8,471)
<TOTAL-LIABILITIES>                (8,471)
<SENIOR-EQUITY>                    0
<PAID-IN-CAPITAL-COMMON>           3,086,423
<SHARES-COMMON-STOCK>              3,137
<SHARES-COMMON-PRIOR>              3,162
<ACCUMULATED-NII-CURRENT>          42,998
<OVERDISTRIBUTION-NII>             0
<ACCUMULATED-NET-GAINS>            0
<OVERDISTRIBUTION-GAINS>           0
<ACCUM-APPREC-OR-DEPREC>           248,812
<NET-ASSETS>                       3,378,233
<DIVIDEND-INCOME>                  0
<INTEREST-INCOME>                  192,580
<OTHER-INCOME>                     0
<EXPENSES-NET>                     (6,321)
<NET-INVESTMENT-INCOME>            186,259
<REALIZED-GAINS-CURRENT>           2,124
<APPREC-INCREASE-CURRENT>          62,722
<NET-CHANGE-FROM-OPS>              251,105
<EQUALIZATION>                     0
<DISTRIBUTIONS-OF-INCOME>          (186,198)
<DISTRIBUTIONS-OF-GAINS>           0
<DISTRIBUTIONS-OTHER>              (3,889)
<NUMBER-OF-SHARES-SOLD>            0
<NUMBER-OF-SHARES-REDEEMED>        25
<SHARES-REINVESTED>                0
<NET-CHANGE-IN-ASSETS>             34,108
<ACCUMULATED-NII-PRIOR>            43,312
<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
<SERIES>
<NUMBER>2
<NAME>Ohio Trust
<MULTIPLIER>                       1
       
<S>                                <C>
<PERIOD-TYPE>                      YEAR
<FISCAL-YEAR-END>                  AUG-31-1998
<PERIOD-END>                       AUG-31-1998
<INVESTMENTS-AT-COST>              2,600,619
<INVESTMENTS-AT-VALUE>             2,792,745
<RECEIVABLES>                      26,655
<ASSETS-OTHER>                     12,305
<OTHER-ITEMS-ASSETS>               0
<TOTAL-ASSETS>                     2,831,705
<PAYABLE-FOR-SECURITIES>           0
<SENIOR-LONG-TERM-DEBT>            0
<OTHER-ITEMS-LIABILITIES>          (681)
<TOTAL-LIABILITIES>                (681)
<SENIOR-EQUITY>                    0
<PAID-IN-CAPITAL-COMMON>           2,604,331
<SHARES-COMMON-STOCK>              2,658
<SHARES-COMMON-PRIOR>              2,947
<ACCUMULATED-NII-CURRENT>          34,567
<OVERDISTRIBUTION-NII>             0
<ACCUMULATED-NET-GAINS>            0
<OVERDISTRIBUTION-GAINS>           0
<ACCUM-APPREC-OR-DEPREC>           192,126
<NET-ASSETS>                       2,831,024
<DIVIDEND-INCOME>                  0
<INTEREST-INCOME>                  168,422
<OTHER-INCOME>                     0
<EXPENSES-NET>                     (6,025)
<NET-INVESTMENT-INCOME>            162,397
<REALIZED-GAINS-CURRENT>           20,424
<APPREC-INCREASE-CURRENT>          35,883
<NET-CHANGE-FROM-OPS>              218,704
<EQUALIZATION>                     0
<DISTRIBUTIONS-OF-INCOME>          (162,684)
<DISTRIBUTIONS-OF-GAINS>           0
<DISTRIBUTIONS-OTHER>              (14,749)
<NUMBER-OF-SHARES-SOLD>            0
<NUMBER-OF-SHARES-REDEEMED>        289
<SHARES-REINVESTED>                0
<NET-CHANGE-IN-ASSETS>             (265,033)
<ACCUMULATED-NII-PRIOR>            38,225
<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
<SERIES>
<NUMBER>3
<NAME>Pennsylvania Trust
<MULTIPLIER>                       1
       
<S>                                <C>
<PERIOD-TYPE>                      YEAR
<FISCAL-YEAR-END>                  AUG-31-1998
<PERIOD-END>                       AUG-31-1998
<INVESTMENTS-AT-COST>              4,390,727
<INVESTMENTS-AT-VALUE>             4,778,149
<RECEIVABLES>                      78,185
<ASSETS-OTHER>                     7,720
<OTHER-ITEMS-ASSETS>               0
<TOTAL-ASSETS>                     4,864,054
<PAYABLE-FOR-SECURITIES>           0
<SENIOR-LONG-TERM-DEBT>            0
<OTHER-ITEMS-LIABILITIES>          (13,407)
<TOTAL-LIABILITIES>                (13,407)
<SENIOR-EQUITY>                    0
<PAID-IN-CAPITAL-COMMON>           4,398,447
<SHARES-COMMON-STOCK>              4,486
<SHARES-COMMON-PRIOR>              4,653
<ACCUMULATED-NII-CURRENT>          64,778
<OVERDISTRIBUTION-NII>             0
<ACCUMULATED-NET-GAINS>            0
<OVERDISTRIBUTION-GAINS>           0
<ACCUM-APPREC-OR-DEPREC>           387,422
<NET-ASSETS>                       4,850,647
<DIVIDEND-INCOME>                  0
<INTEREST-INCOME>                  307,981
<OTHER-INCOME>                     0
<EXPENSES-NET>                     (7,956)
<NET-INVESTMENT-INCOME>            300,024
<REALIZED-GAINS-CURRENT>           11,108
<APPREC-INCREASE-CURRENT>          (20,748)
<NET-CHANGE-FROM-OPS>              290,385
<EQUALIZATION>                     0
<DISTRIBUTIONS-OF-INCOME>          (300,430)
<DISTRIBUTIONS-OF-GAINS>           0
<DISTRIBUTIONS-OTHER>              (13,401)
<NUMBER-OF-SHARES-SOLD>            0
<NUMBER-OF-SHARES-REDEEMED>        167
<SHARES-REINVESTED>                0
<NET-CHANGE-IN-ASSETS>             (204,878)
<ACCUMULATED-NII-PRIOR>            67,217
<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>


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