NUVEEN TAX EXEMPT UNIT TRUST SERIES 720
487, 1994-03-17
Previous: FIRST TRUST SPECIAL SIT TR SER 23 GREAT PLAINS UTIL TR SER 1, 24F-2NT, 1994-03-17
Next: FIRST TRUST SPECIAL SIT TR SER 25 GREAT LAKE BL CHP TR SER 1, 24F-2NT, 1994-03-17




<PAGE>


                                                      File No. 33-52317
                                                      40 Act File No. 811-2271


                       SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C.  20549

                                AMENDMENT NO. 1
                                       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:     NUVEEN TAX-EXEMPT UNIT TRUST, SERIES 720

B.  Name of Depositor:       JOHN NUVEEN & CO. INCORPORATED

C.  Complete address of Depositor's principal executive offices:

                             333 West Wacker Drive
                             Chicago, Illinois  60606

D.  Name and complete address of agents for service:

                             JOHN NUVEEN & CO. INCORPORATED
                             Attn:  James J. Wesolowski
                             333 West Wacker Drive
                             Chicago, Illinois 60606

                             CHAPMAN AND CUTLER
                             Attn:  Daniel C. Bird, Jr.
                             111 West Monroe Street
                             Chicago, Illinois  60603

It is proposed that this filing will become effective (check appropriate box)

- -----
- -----    immediately upon filing pursuant to paragraph (b)

- -----
- -----    on (date) pursuant to paragraph (b)

- -----
- -----    60 days after filing pursuant to paragraph (a)

- -----
- -----    on (date) pursuant to paragraph (a) of rule 485 or 486

E.  Title and amount of securities being registered:  An indefinite number of
    Units as permitted by Rule 24f-2.

F.  Proposed maximum offering price to the public of the securities being
    registered:  Not presently determinable.

G.  Amount of filing fee:  $500 in accordance with Rule 24f-2.

H.  Approximate date of proposed sale to the public:

    As soon as practicable after the effective date of the Registration
    Statement.
______
          Check box if it is proposed that this filing will become effective
  X       on 3/17/94 at 1:30 p.m. pursuant to Rule 487.
______



<PAGE>
 
   
                                 MARCH 17, 1994
                             SUBJECT TO COMPLETION
NUVEEN  Tax-Exempt Unit Trusts
             PROSPECTUS
            Series 720
             March 17, 1994
    
INTEREST  INCOME TO THE  TRUSTS AND TO  UNITHOLDERS, IN THE  OPINION OF COUNSEL,
UNDER EXISTING LAW IS EXEMPT FROM FEDERAL INCOME TAX. CAPITAL GAINS, IF ANY, ARE
SUBJECT TO TAX. IN ADDITION, INTEREST INCOME OF STATE TRUSTS IS, IN THE  OPINION
OF  COUNSEL,  EXEMPT,  TO THE  EXTENT  INDICATED,  FROM STATE  AND  LOCAL TAXES.
INTEREST INCOME OF ANY TRUST  OTHER THAN A STATE TRUST  MAY BE SUBJECT TO  STATE
AND LOCAL TAXES.
 
CURRENTLY  OFFERED AT PUBLIC OFFERING PRICE PLUS INTEREST ACCRUED TO THE DATE OF
SETTLEMENT. MINIMUM PURCHASE--EITHER $5,000 OR 50 UNITS, WHICHEVER IS LESS.
 
   
THE NUVEEN  TAX-EXEMPT  UNIT TRUST,  SERIES  720 consists  of  seven  underlying
separate unit investment trusts designated as Connecticut Traditional Trust 263,
Intermediate  Insured Trust  73, California  Insured Trust  222, Florida Insured
Trust 187, Massachusetts Insured  Trust 111, Michigan Insured  Trust 53 and  New
Jersey  Insured Trust 173. Each Trust  initially consists of delivery statements
relating to  contracts to  purchase Bonds  and, thereafter,  will consist  of  a
diversified  portfolio  of obligations  issued  by or  on  behalf of  states and
territories of  the United  States and  authorities and  political  subdivisions
thereof (see SCHEDULES OF INVESTMENTS), the interest on which is, in the opinion
of  bond counsel to the  issuers, exempt from Federal  income tax under existing
law. In addition, the interest on Bonds  in each State Trust is, in the  opinion
of  bond counsel  to the  issuers of the  obligations, exempt  from such State's
income taxes, if any. All obligations in each Traditional Trust are rated in the
category "A" or  better by Standard  & Poor's Corporation  or Moody's  Investors
Service,  Inc. on the Date of Deposit. All obligations in each Insured Trust are
covered by  policies of  insurance obtained  from the  Municipal Bond  Investors
Assurance  Corporation guaranteeing payment of  principal and interest when due.
All such policies of insurance remain  effective so long as the obligations  are
outstanding.  As a result of such insurance,  the Bonds in each portfolio of the
Insured Trusts have  received a rating  of "Aaa" by  Moody's Investors  Service,
Inc.  and the Bonds in the Insured Trusts  and the Units of each such Trust have
received a rating of "AAA" by  Standard & Poor's Corporation. INSURANCE  RELATES
ONLY  TO THE BONDS IN THE INSURED TRUSTS  AND NOT TO THE UNITS OFFERED HEREBY OR
TO THEIR MARKET VALUE. (See Section 5.)
    
 
THE OBJECTIVES of the Trusts are  tax-exempt income and conservation of  capital
through  a diversified  investment in tax-exempt  Bonds. (SEE SECTIONS  2, 3 AND
11.) The payment of interest and  the preservation of principal are, of  course,
dependent upon the continuing ability of the issuers of Bonds and of any insurer
thereof  to meet  their obligations thereunder.  There is no  guarantee that the
Trusts' objectives will be achieved.
 
DISTRIBUTIONS of  interest received  by each  Trust will  be made  semi-annually
unless  the Unitholder elects to receive them monthly or quarterly. (SEE SECTION
13.) Distribution of funds in the Principal Account, if any, will ordinarily  be
made semi-annually.
 
   
FOR  ESTIMATED LONG TERM RETURNS AND ESTIMATED CURRENT RETURNS to Unitholders in
each Trust on the  business day prior to  the Date of Deposit.  (SEE PAGE 3  AND
SECTION  9.) For Estimated  Cash Flow Tables for  Intermediate Insured Trust 73,
see page 18.
    
 
THE PUBLIC OFFERING  PRICE per Unit  of each Trust  during the initial  offering
period  is equal to a pro rata share of the OFFERING prices of the Bonds in such
Trust's portfolio plus  a sales charge  of up  to 4.90% of  the Public  Offering
Price  (equivalent to 5.152%  of the net  amount invested); the  sales charge is
somewhat lower on Trusts  with lesser average maturities.  (SEE SECTION 6.)  The
Secondary  Market Public Offering Price per Unit for each Trust will be equal to
a pro rata share of the  sum of BID prices of the  Bonds in such Trust plus  the
sales  charges determined based on the number of years remaining to the maturity
of each  Bond. Accrued  interest from  the  preceding Record  Date to,  but  not
including,  the settlement date is added to the Public Offering Price. The sales
charge is reduced on a graduated scale for sales involving at least $100,000  or
1,000  Units and  will be applied  on whichever  basis is more  favorable to the
purchaser. (SEE SECTION 6.)
 
A UNITHOLDER MAY REDEEM UNITS at the office of the Trustee, United States  Trust
Company of New York, at prices based upon the BID prices of the Bonds. The price
received  upon  redemption  may  be  more  or  less  than  the  amount  paid  by
Unitholders, depending upon the  value of the  Bonds on the  date of tender  for
redemption.  (SEE  SECTION 19.)  The Sponsor,  although not  required to  do so,
intends to make a secondary market for  the Units of the Trusts at prices  based
upon  the BID  prices of the  Bonds in  the respective Trusts.  (SEE SECTION 7.)
RETAIN THIS PROSPECTUS FOR FUTURE REFERENCE.
 
THESE SECURITIES HAVE  NOT BEEN APPROVED  OR DISAPPROVED BY  THE SECURITIES  AND
EXCHANGE  COMMISSION OR ANY  STATE SECURITIES COMMISSION  NOR HAS THE SECURITIES
AND EXCHANGE  COMMISSION OR  ANY  STATE SECURITIES  COMMISSION PASSED  UPON  THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.
<PAGE>
  NUVEEN  Tax-Exempt Unit Trusts
 
<TABLE>
<CAPTION>
      Index                                             Section         Page
<C>   <S>                                              <C>        <C>
      SPECIFIC TRUST MATTERS
      Connecticut Traditional Trust 263                       3         9-16
      Intermediate Insured Trust 73                           3        17-24
      California Insured Trust 222                            3        25-37
      Florida Insured Trust 187                               3        38-46
      Massachusetts Insured Trust 111                         3        47-57
      Michigan Insured Trust 53                               3        58-66
      New Jersey Insured Trust 173                            3        67-74
      GENERAL MATTERS
      Accrued Interest                                        8         A-16
      Accumulation Plan                                      14         A-23
      Bonds, How Selected                                     3            8
      Bonds, Initial Determination of Offering Price         10         A-17
      Bonds, Limited Right of Substitution                    4          A-7
      Bond Ratings                                            3         9-74
      Bonds, Removal from Trust                              21         A-32
      Call Provisions of Portfolio Bonds                   3, 4         9-74
      Capital Gains Taxability                               11         A-18
      Dealer Discount                                        17         A-28
      Description of Units of Trust                           1            6
      Distributions to Unitholders                           13         A-22
      Distribution Payment Dates                          3, 13   9-74, A-22
      Distribution of Units to the Public                    17         A-27
      Essential Information Regarding the Trusts             --            4
      Estimated Long Term Return and Estimated Current
      Return                                                  9      3, A-16
      Evaluation                                             16         A-27
      Expenses to Fund                                       12         A-21
      Insurance on Bonds in the Insured Trusts                5          A-9
      Insurance on Certain Bonds in the Traditional
      Trusts                                                  5         A-12
      Interest Income to Trust                                3         9-74
      Investments, Schedules of                               3         9-74
      Legality of Units                                      24         A-36
      Limitations on Liabilities of Sponsor and Trustee       22        A-33
      Market for Units                                        7         A-15
      Minimum Transaction                                    17         A-29
      Objectives of the Trusts                                2            7
      Optional Distribution Plan                             13         A-22
      Other Information                                      24         A-35
      Ownership and Transfer of Units                        18         A-29
      Public Offering Price of Units                          6         A-12
      Quantity Purchases                                      6         A-13
      Record Dates                                           13         A-22
      Ratings, Description of                                24         A-37
      Redemption of Units by Trustee                         19         A-29
      Reports to Unitholders                                 15         A-26
      Repurchase of Units by Sponsor                         20         A-31
      Sales Charge                                            6         A-12
      Sponsor, Information About                             23         A-33
      State Tax Status                                        3         9-74
      Successor Trustees and Sponsors                        22         A-33
      Tax Status of Unitholders                              11         A-18
      Trustee, Information About                             22         A-32
      Trust Indenture, Amendment and Termination             24         A-35
      Unit Value                                             16         A-26
</TABLE>
 
                  2
<PAGE>
                          ESTIMATED LONG TERM RETURNS
                                      AND
                    ESTIMATED CURRENT RETURNS FOR THE TRUSTS
 
Following  are the  Estimated Long Term  and Estimated Current  Returns for each
Trust on the  business day  prior to  the Date  of Deposit,  under the  monthly,
quarterly and semi-annual plans of distribution (SEE SECTION 3):
                          Estimated Long Term Returns
 
<TABLE>
<CAPTION>
                                                PLAN OF DISTRIBUTION
                                      ----------------------------------------
                    TRUST             MONTHLY      QUARTERLY      SEMI-ANNUAL
  <S>                                 <C>          <C>            <C>
  ----------------------------------------------------------------------------
  Connecticut Traditional Trust
  263............................      5.34%         5.37%           5.39%
  Intermediate Insured Trust
  73.............................      4.91%         4.94%           4.96%
  California Insured Trust 222...      5.50%         5.54%           5.54%
  Florida Insured Trust 187......      5.39%         5.42%           5.44%
  Massachusetts Insured Trust
  111............................      5.41%         5.44%           5.46%
  Michigan Insured Trust 53......      5.42%         5.45%           5.47%
  New Jersey Insured Trust 173...      5.31%         5.34%           5.35%
</TABLE>
 
                           Estimated Current Returns
 
<TABLE>
<CAPTION>
                                                PLAN OF DISTRIBUTION
                                      ----------------------------------------
                    TRUST             MONTHLY      QUARTERLY      SEMI-ANNUAL
  <S>                                 <C>          <C>            <C>
  ----------------------------------------------------------------------------
  Connecticut Traditional Trust
  263............................      5.25%         5.28%           5.30%
  Intermediate Insured Trust
  73.............................      4.75%         4.78%           4.80%
  California Insured Trust 222...      5.50%         5.53%           5.55%
  Florida Insured Trust 187......      5.31%         5.35%           5.36%
  Massachusetts Insured Trust
  111............................      5.38%         5.41%           5.43%
  Michigan Insured Trust 53......      5.31%         5.34%           5.36%
  New Jersey Insured Trust 173...      5.22%         5.25%           5.27%
</TABLE>
 
    The  Estimated Long Term Return for each Trust is a measure of the return to
the investor earned  over the estimated  life of the  Trust. The Estimated  Long
Term  Return represents an  average of the  yields to maturity  (or call) of the
Bonds in  the Trust's  portfolio  calculated in  accordance with  accepted  bond
practice and adjusted to reflect expenses and sales charges. Under accepted bond
practice,  tax-exempt bonds  are customarily  offered to  investors on  a "yield
price" basis, which involves computation of  yield to maturity or to an  earlier
call date (whichever produces the lower yield), and which takes into account not
only the interest payable on the bonds but also the amortization or accretion to
a  specified date of any premium over  or discount from the par (maturity) value
in the bond's  purchase price. In  calculating Estimated Long  Term Return,  the
average  yield for  the Trust's  portfolio is  derived by  weighting each Bond's
yield by the market value of the Bond and by the amount of time remaining to the
date to which the Bond is priced. Once the average portfolio yield is  computed,
this  figure is then reduced to reflect estimated expenses and the effect of the
maximum sales  charge paid  by investors.  The Estimated  Long Term  Return  and
Estimated  Current Return  calculations do not  take into account  the delays in
payments to Unitholders  for the first  few months of  Trust operations, and  it
also  does not  take into account  the difference  in the timing  of payments to
Unitholders who choose quarterly or  semi-annual plans of distribution, each  of
which will reduce the return.
    Estimated  Current Return  is computed by  dividing the  Net Annual Interest
Income per Unit by the Public Offering Price. In contrast to Estimated Long Term
Return, Estimated Current Return does not reflect the amortization of premium or
accretion of discount, if any, on the Bonds in the Trust's portfolio. Net Annual
Interest Income per Unit is calculated by dividing the annual interest income to
the Trust, less estimated expenses, by the number of Units outstanding.
    Net Annual Interest  Income per  Unit, used to  calculate Estimated  Current
Return,  will vary  with changes  in fees  and expenses  of the  Trustee and the
Evaluator and with the redemption, maturity, exchange or sale of Bonds. A  Trust
may  experience expenses and  portfolio changes different  from those assumed in
the calculation of Estimated  Long Term Return. There  thus can be no  assurance
that  the Estimated  Current Returns or  the Estimated Long  Term Returns quoted
herein will be realized in the future. Both the Estimated Current Return and the
Estimated Long Term Return quoted  herein are based on  the market value of  the
underlying  Bonds on the business  day prior to the  Date of Deposit; subsequent
calculations of these performance measures will reflect the then current  market
value  of the underlying Bonds and may be higher or lower. For more information,
see Section 9. The Sponsor will provide estimated cash flow information relating
to a Trust without  charge to each  potential investor in  a Trust who  receives
this  prospectus and makes  an oral or  written request to  the Sponsor for such
information.
 
                                       3
<PAGE>
   
                 ESSENTIAL INFORMATION REGARDING THE TRUSTS ON
                                MARCH 16, 1994+
    
           Sponsor and Evaluator...... John Nuveen & Co. Incorporated
           Trustee........... United States Trust Company of New York
                  -------------------------------------------
 
The income, expense and distribution data  set forth below have been  calculated
for   Unitholders   receiving   MONTHLY   distributions.   Unitholders  choosing
distributions quarterly or  semi-annually will receive  slightly higher  returns
because  of the lower Trustee's fees and expenses under such plans. (SEE SECTION
3 FOR DATA RELATING TO THESE PLANS.)
 
<TABLE>
<CAPTION>
                          Connecticut     Intermediate     California       Florida
                          Traditional       Insured         Insured         Insured
                           Trust 263        Trust 73       Trust 222       Trust 187
<S>                       <C>             <C>             <C>             <C>
                          ------------    ------------    ------------    ------------
Principal Amount of Bonds
 in Trust................ $ 3,500,000     $10,000,000     $ 3,500,000     $ 3,500,000
Number of Units..........      35,000         100,000          35,000          35,000
Fractional Undivided
  Interest in Trust Per
  Unit...................    1/35,000       1/100,000        1/35,000        1/35,000
Public Offering
  Price--Less than 1,000
  Units
    Aggregate Offering
      Price of Bonds in
      Trust.............. $ 3,342,250     $ 9,818,796     $ 3,421,411     $ 3,349,785
    Divided by Number of
      Units.............. $     95.49     $     98.19     $     97.75     $     95.71
    Plus Sales Charge*... $      4.92     $      3.98     $      5.04     $      4.93
    Public Offering Price
      Per Unit(1)........ $    100.41     $    102.17     $    102.79     $    100.64
Redemption Price Per Unit
  (exclusive of accrued
  interest).............. $     95.01     $     97.82     $     97.25     $     95.21
Sponsor's Initial
  Repurchase Price Per
  Unit (exclusive of
  accrued interest)...... $     95.49     $     98.19     $     97.75     $     95.71
Excess of Public Offering
  Price Per Unit over
  Redemption Price Per
  Unit................... $      5.40     $      4.35     $      5.54     $      5.43
Excess of Public Offering
  Price Per Unit over
  Sponsor's Repurchase
  Price Per Unit......... $      4.92     $      3.98     $      5.04     $      4.93
Calculation of Estimated
  Net Annual Interest
  Income Per Unit
    Annual Interest
    Income(2)............ $    5.4416     $    5.0044     $    5.8284     $    5.5215
    Less Estimated Annual
    Expense.............. $     .1711     $     .1565     $     .1751     $     .1751
                          ------------    ------------    ------------    ------------
    Estimated Net Annual
      Interest
      Income(3).......... $    5.2705     $    4.8479     $    5.6533     $    5.3464
Daily Rate of Accrual Per
Unit..................... $    .01464     $    .01347     $    .01570     $    .01485
Estimated Current
  Return(4)..............       5.25%           4.75%           5.50%           5.31%
Estimated Long Term
  Return(4)..............       5.34%           4.91%           5.50%           5.39%
BECAUSE CERTAIN OF THE BONDS IN THE TRUSTS WILL NOT BE DELIVERED TO THE TRUSTEE  UNTIL
AFTER  THE DATE OF  SETTLEMENT FOR A  PURCHASE OF UNITS  MADE ON THE  DATE OF DEPOSIT,
INTEREST THAT ACCRUES ON  THOSE BONDS BETWEEN  THE DATE OF  DEPOSIT AND SUCH  DELIVERY
DATE  WILL BE TREATED AS  A RETURN OF PRINCIPAL RATHER  THAN AS TAX-EXEMPT INCOME. THE
AMOUNT OF ANY SUCH RETURN OF PRINCIPAL  IS NOT INCLUDED IN THE ANNUAL INTEREST  INCOME
SHOWN  ABOVE. FOR THE  VARIOUS TRUSTS, THE  FOLLOWING SETS FORTH  THE LATEST SCHEDULED
BOND DELIVERY DATE, THE AMOUNT PER UNIT THAT WILL BE TREATED AS A RETURN OF  PRINCIPAL
TO  UNITHOLDERS WHO PURCHASE ON THE DATE  OF DEPOSIT, AND THE ESTIMATED CURRENT RETURN
AFTER THE FIRST YEAR, ASSUMING THE PORTFOLIO AND ESTIMATED ANNUAL EXPENSES DO NOT VARY
FROM THAT SET FORTH ABOVE (SEE SECTIONS 3 AND 12 AND THE "SCHEDULES OF INVESTMENTS"):
                                   LATEST SCHEDULED         PER UNIT         ESTIMATED CURRENT RETURN
                                    DELIVERY DATE     RETURN OF PRINCIPAL      AFTER THE FIRST YEAR
                                  ------------------  --------------------   -------------------------
  CONNECTICUT TRADITIONAL
  TRUST.........................    MARCH 30, 1994    $           .01                     5.26        %
  INTERMEDIATE INSURED TRUST....    APRIL 7, 1994     $           .03                     4.77        %
  FLORIDA INSURED TRUST.........    MARCH 29, 1994    $           .02                     5.33        %
<FN>
- ----------
Evaluations for purpose of sale,  purchase or redemption of  Units are made as of  4 p.m. Eastern time  on the business day  next
following receipt of an order by the Sponsor or Trustee. (See Section 6.)
 + The business day prior to the Date of Deposit.
 *  National and State, 5.152%; Long  Intermediate, 4.439%; Intermediate, 4.058%; Short  Intermediate, 3.093%; Short Term, 2.564%
   (4.9%, 4.25%, 3.9%, 3.0% and 2.5% of the Public Offering Prices, respectively.)
(1) Units are offered at the Public  Offering Price plus accrued interest from the  preceding Record Date to, but not  including,
    the  date of settlement (normally five business days after purchase). The  Date of Deposit of the Fund has been designated as
    the First Record  Date for all  plans of distribution  of the Trusts  and, accordingly, for  Units purchased on  the Date  of
    Deposit,  the following  amounts of accrued  interest to  the settlement date  will be  added to the  Public Offering Prices:
    Connecticut Traditional Trust--$.10, Intermediate  Insured Trust--$.09, California Insured  Trust-- $.11 and Florida  Insured
    Trust--$.10. (See Section 8.)
(2)  Assumes delivery of  all Bonds. (See Section  4.) Interest income does  not include accretion of  original issue discount on
    "zero coupon" Bonds, Stripped Obligations or other original issue discount Bonds. (See "General Trust Information" in Section
    3.)
(3) The amount and timing of interest distributions from each Trust under the various plans of distribution are shown in  Section
    3.
(4)  Estimated Long Term Return  for each Trust represents  the average of the yields  to maturity (or call)  of the Bonds in the
    Trust's portfolio calculated in accordance with accepted bond  practices and adjusted to reflect expenses and sales  charges.
    Estimated Current Return is computed by dividing the Net Annual Interest Income per Unit by the Public Offering Price, and in
    contrast  to Estimated Long Term  Return does not reflect the  amortization of premium or accretion  of discount, if any. For
    more information see page 3 and Section 9.
</TABLE>
 
                                       4
<PAGE>
ESSENTIAL INFORMATION (CONTINUED)
 
The income, expense and distribution data  set forth below have been  calculated
for   Unitholders   receiving   MONTHLY   distributions.   Unitholders  choosing
distributions quarterly or  semi-annually will receive  slightly higher  returns
because  of the lower Trustee's fees and expenses under such plans. (SEE SECTION
3 FOR DATA RELATING TO THESE PLANS.)
 
<TABLE>
<CAPTION>
                          Massachusetts     Michigan       New Jersey
                            Insured         Insured         Insured
                           Trust 111        Trust 53       Trust 173
<S>                       <C>             <C>             <C>
                          ------------    ------------    ------------
Principal Amount of Bonds
 in Trust................ $ 3,500,000     $ 3,500,000     $ 3,500,000
Number of Units..........      35,000          35,000          35,000
Fractional Undivided
  Interest in Trust Per
  Unit...................    1/35,000        1/35,000        1/35,000
Public Offering
  Price--Less than 1,000
  Units
    Aggregate Offering
      Price of Bonds in
      Trust.............. $ 3,350,744     $ 3,295,770     $ 3,361,735
    Divided by Number of
      Units.............. $     95.74     $     94.16     $     96.05
    Plus Sales Charge*... $      4.93     $      4.85     $      4.95
    Public Offering Price
      Per Unit(1)........ $    100.67     $     99.01     $    101.00
Redemption Price Per Unit
  (exclusive of accrued
  interest).............. $     95.24     $     93.67     $     95.55
Sponsor's Initial
  Repurchase Price Per
  Unit (exclusive of
  accrued interest)...... $     95.74     $     94.16     $     96.05
Excess of Public Offering
  Price Per Unit over
  Redemption Price Per
  Unit................... $      5.43     $      5.34     $      5.45
Excess of Public Offering
  Price Per Unit over
  Sponsor's Repurchase
  Price Per Unit......... $      4.93     $      4.85     $      4.95
Calculation of Estimated
  Net Annual Interest
  Income Per Unit
    Annual Interest
    Income(2)............ $    5.5920     $    5.4321     $    5.4451
    Less Estimated Annual
    Expense.............. $     .1751     $     .1751     $     .1751
                          ------------    ------------    ------------
    Estimated Net Annual
      Interest
      Income(3).......... $    5.4169     $    5.2570     $    5.2700
Daily Rate of Accrual Per
Unit..................... $    .01505     $    .01460     $    .01464
Estimated Current
  Return(4)..............       5.38%           5.31%           5.22%
Estimated Long Term
  Return(4)..............       5.41%           5.42%           5.31%
BECAUSE CERTAIN OF THE  BONDS IN THE TRUSTS  WILL NOT BE DELIVERED  TO
THE TRUSTEE UNTIL AFTER THE DATE OF SETTLEMENT FOR A PURCHASE OF UNITS
MADE  ON THE  DATE OF  DEPOSIT, INTEREST  THAT ACCRUES  ON THOSE BONDS
BETWEEN THE DATE OF DEPOSIT AND SUCH DELIVERY DATE WILL BE TREATED  AS
A  RETURN OF PRINCIPAL RATHER THAN AS TAX-EXEMPT INCOME. THE AMOUNT OF
ANY SUCH RETURN OF  PRINCIPAL IS NOT INCLUDED  IN THE ANNUAL  INTEREST
INCOME  SHOWN ABOVE. FOR THE VARIOUS  TRUSTS, THE FOLLOWING SETS FORTH
THE LATEST SCHEDULED BOND DELIVERY DATE, THE AMOUNT PER UNIT THAT WILL
BE TREATED AS A RETURN OF PRINCIPAL TO UNITHOLDERS WHO PURCHASE ON THE
DATE OF  DEPOSIT, AND  THE ESTIMATED  CURRENT RETURN  AFTER THE  FIRST
YEAR, ASSUMING THE PORTFOLIO AND ESTIMATED ANNUAL EXPENSES DO NOT VARY
FROM THAT SET FORTH ABOVE (SEE SECTIONS 3 AND 12 AND THE "SCHEDULES OF
INVESTMENTS"):
                                   LATEST SCHEDULED         PER UNIT         ESTIMATED CURRENT RETURN
                                    DELIVERY DATE     RETURN OF PRINCIPAL      AFTER THE FIRST YEAR
                                  ------------------  --------------------   -------------------------
  NEW JERSEY INSURED TRUST......    MARCH 30, 1994    $           .02                     5.24        %
<FN>
- ----------
Evaluations  for purpose of sale,  purchase or redemption of  Units are made as of  4 p.m. Eastern time  on the business day next
following receipt of an order by the Sponsor or Trustee. (See Section 6.)
 + The business day prior to the Date of Deposit.
 * National and State, 5.152%;  Long Intermediate, 4.439%; Intermediate, 4.058%;  Short Intermediate, 3.093%; Short Term,  2.564%
   (4.9%, 4.25%, 3.9%, 3.0% and 2.5% of the Public Offering Prices, respectively.)
(1)  Units are offered at the Public  Offering Price plus accrued interest from the  preceding Record Date to, but not including,
    the date of settlement (normally five business days after purchase).  The Date of Deposit of the Fund has been designated  as
    the  First Record  Date for all  plans of distribution  of the Trusts  and, accordingly, for  Units purchased on  the Date of
    Deposit, the following  amounts of accrued  interest to  the settlement date  will be  added to the  Public Offering  Prices:
    Massachusetts Insured Trust--$.11, Michigan Insured Trust--$.10 and New Jersey Insured Trust-- $.10. (See Section 8.)
(2)  Assumes delivery of  all Bonds. (See Section  4.) Interest income does  not include accretion of  original issue discount on
    "zero coupon" Bonds, Stripped Obligations or other original issue discount Bonds. (See "General Trust Information" in Section
    3.)
(3) The amount and timing of interest distributions from each Trust under the various plans of distribution are shown in  Section
    3.
(4)  Estimated Long Term Return  for each Trust represents  the average of the yields  to maturity (or call)  of the Bonds in the
    Trust's portfolio calculated in accordance with accepted bond  practices and adjusted to reflect expenses and sales  charges.
    Estimated Current Return is computed by dividing the Net Annual Interest Income per Unit by the Public Offering Price, and in
    contrast  to Estimated Long Term  Return does not reflect the  amortization of premium or accretion  of discount, if any. For
    more information see page 3 and Section 9.
</TABLE>
 
                                       5
<PAGE>
                   ESSENTIAL INFORMATION REGARDING THE TRUSTS
                                  (CONTINUED)
 
<TABLE>
<S>                                           <C>
Record Dates................................................................See Section 13
Distribution Dates..........................................................See Section 13
Minimum Principal Distribution..............................................$0.10 Per Unit
Date Trusts Established.....................................................March 17, 1994
Mandatory Termination Date..................................................See Section 24
Minimum Value of Each Trust.................................................See Section 24
Trustee's Maximum Annual Fee
    Traditional Trusts:.........................$1.08 per $1,000 principal amount of Bonds
    Insured Trusts:.............................$1.12 per $1,000 principal amount of Bonds
Sponsor's Annual Evaluation Fee.................$0.17 per $1,000 principal amount of Bonds
</TABLE>
 
                             ---------------------
 
THE NUVEEN TAX-EXEMPT UNIT TRUST
   
SERIES 720
    
 
   
1.  WHAT IS THE NUVEEN TAX-EXEMPT UNIT TRUST, SERIES 720?
    
   
Series 720 of the Nuveen  Tax-Exempt Unit Trust is one  of a series of  separate
but  similar  investment companies  created  by the  Sponsor,  each of  which is
designated  by  a  different  Series  number.  This  Series  consists  of  seven
underlying  separate unit investment trusts,  combined under one trust indenture
and  agreement,  designated  Connecticut  Traditional  Trust  263,  Intermediate
Insured  Trust  73, California  Insured Trust  222,  Florida Insured  Trust 187,
Massachusetts Insured  Trust  111, Michigan  Insured  Trust 53  and  New  Jersey
Insured Trust 173. The various trusts are collectively referred to herein as the
"Trusts"; the trusts in which few or none of the Bonds are insured are sometimes
referred  to as the "Traditional  Trusts", the trusts in  which all of the Bonds
are insured  as described  herein  are sometimes  referred  to as  the  "Insured
Trusts",  and  the state  trusts (both  Traditional  and Insured)  are sometimes
referred to as the "State Trusts." This Series was created under the laws of the
State of New York pursuant  to a Trust Indenture  and Agreement dated March  17,
1994  (the "Indenture") between  John Nuveen &  Co. Incorporated (the "Sponsor")
and United States Trust Company of New York (the "Trustee").
    
 
   
    The Sponsor has deposited with  the Trustee delivery statements relating  to
contracts  for the  purchase of municipal  debt obligations  together with funds
represented by an irrevocable letter of credit issued by a major commercial bank
in the amount, including accrued interest,  required for their purchase (or  the
obligations  themselves) in the  principal amount of  $31,000,000 (the "Bonds"),
which initially constitute the  underlying securities of  the Trusts. Bonds  may
include  fixed rate obligations with regularly scheduled interest payments, zero
coupon bonds and  stripped obligations, which  represent evidences of  ownership
interests with respect to either a principal payment or a payment of interest on
a  tax-exempt obligation  ("Stripped Obligations"). See  "SUMMARY OF PORTFOLIOS"
and "GENERAL  TRUST INFORMATION"  for  a discussion  of  zero coupon  bonds  and
Stripped  Obligations. The  following principal  amounts were  deposited in each
Trust: $3,500,000  in  the Connecticut  Traditional  Trust, $10,000,000  in  the
Intermediate    Insured   Trust,   $3,500,000    in   the   California   Insured
    
 
                                       6
<PAGE>
   
Trust, $3,500,000 in the Florida Insured Trust, $3,500,000 in the  Massachusetts
Insured  Trust, $3,500,000 in  the Michigan Insured Trust  and $3,500,000 in the
New Jersey  Insured  Trust.  Some  of the  delivery  statements  may  relate  to
contracts  for the purchase of "when issued"  or other Bonds with delivery dates
after the date of settlement for a purchase made on the Date of Deposit. See the
"Schedules of Investments"  and Section  4. For  a discussion  of the  Sponsor's
obligations in the event of a failure of any contract for the purchase of any of
the  Bonds and its limited right to substitute other bonds to replace any failed
contract, see Section 4.
    
 
    Payment of interest on the Bonds in each Insured Trust, and of principal  at
maturity,  is guaranteed under policies of  insurance obtained by the Sponsor or
by the issuers of the Bonds. (See  Section 5.) AS A GENERAL MATTER, NEITHER  THE
ISSUER  NOR THE SPONSOR HAS OBTAINED INSURANCE  WITH RESPECT TO THE BONDS IN ANY
TRADITIONAL TRUST.
 
   
    The Trustee has delivered to the  Sponsor registered Units for 35,000  Units
of  the Connecticut Traditional Trust, 100,000 Units of the Intermediate Insured
Trust, 35,000 Units of the California Insured Trust, 35,000 Units of the Florida
Insured Trust, 35,000 Units of the Massachusetts Insured Trust, 35,000 Units  of
the  Michigan Insured Trust  and 35,000 Units  of the New  Jersey Insured Trust,
which together represent ownership of the  entire Series, and which are  offered
for  sale  by this  Prospectus. Each  Unit  of a  Trust represents  a fractional
undivided interest in the principal and net income of such Trust in the ratio of
10 Units for each  $1,000 principal value of  Bonds initially deposited in  such
Trust.  Only Units  of the  Intermediate Insured Trust  are offered  for sale to
Virginia and Washington residents by this Prospectus.
    
 
2.  WHAT ARE THE OBJECTIVES OF THE TRUSTS?
 
The objectives of the Trusts are income  exempt from Federal income tax and,  in
the  case of State Trusts, where applicable, state income and intangibles taxes,
and conservation of capital, through an  investment in obligations issued by  or
on  behalf of states  and territories of  the United States  and authorities and
political subdivisions thereof,  the interest  on which  is, in  the opinion  of
recognized  bond counsel  to the  issuing governmental  authorities, exempt from
Federal income tax under existing law. Bonds in any State Trust have been issued
primarily by  or on  behalf of  the  State for  which such  Trust is  named  and
counties,  municipalities, authorities  and political  subdivisions thereof, the
interest on which Bonds is, in the opinion of bond counsel, exempt from  Federal
and  certain state income tax and intangibles  taxes, if any, for purchasers who
qualify as residents of that  State. Insurance guaranteeing the timely  payment,
when  due, of all principal and interest on  the Bonds in each Insured Trust has
been obtained by the Sponsor or by the issuers of such Bonds from Municipal Bond
Investors  Assurance  Corporation,  and  as  a  result  of  such  insurance  the
obligations  in the Insured Trusts are rated "Aaa" by Moody's Investors Service,
Inc. and "AAA" by Standard & Poor's Corporation. (SEE SECTION 5) All obligations
in each Traditional Trust are rated in the category "A" or better (SP-1 or MIG 2
or better  in the  case  of short  term obligations  included  in a  Short  Term
Traditional  Trust)  by  Standard  &  Poor's  Corporation  or  Moody's Investors
Service, Inc.  (including  provisional  or conditional  ratings).  In  addition,
certain  Bonds  in  certain  Traditional  Trusts  may  be  covered  by insurance
guaranteeing the timely payment, when due,  of all principal and interest.  (SEE
SECTION  3.) The  portfolios of National  and State Trusts  consist of long-term
(approximately 15 to 40 year maturities) obligations; those of Long Intermediate
Trusts consist  of  intermediate to  long  term  (approximately 11  to  19  year
 
                                       7
<PAGE>
maturities)  obligations; those  of Intermediate Trusts  consist of intermediate
term (approximately  5  to  15  year maturities)  obligations;  those  of  Short
Intermediate  Trusts consist of short to intermediate term (approximately 3 to 7
year maturities) obligations; and  those of Short Term  Trusts consist of  short
term (approximately 1 to 5 year maturities) obligations. There is, of course, no
guarantee  that the Trusts' objectives will be achieved. For a comparison of net
after-tax return for various tax brackets see the "Taxable Equivalent  Estimated
Current Return Tables" included in this Prospectus.
 
    Each  Trust consists  of fixed-rate  municipal debt  obligations. Because of
this an investment in a Trust should be made with an understanding of the  risks
which an investment in such debt obligations may entail, including the risk that
the  value of the debt obligations and  therefore of the Units will decline with
increases in  interest  rates. In  general,  the  longer the  period  until  the
maturity  of a  Bond, the more  sensitive its  value will be  to fluctuations in
interest rates. During the past decade, there have been substantial fluctuations
in interest  rates, and,  accordingly, in  the value  of debt  obligations.  The
Sponsor cannot predict whether such fluctuations will recur.
 
3.  SUMMARY OF PORTFOLIOS
 
In  selecting  Bonds for  the respective  Trusts,  the following  factors, among
others, were considered:  (i) the Standard  & Poor's Corporation  rating of  the
Bonds  or the Moody's Investors Service, Inc. rating of the Bonds (see Section 2
for a description  of minimum rating  standards), (ii) the  prices of the  Bonds
relative   to  other  bonds  of  comparable  quality  and  maturity,  (iii)  the
diversification of Bonds as to purpose of issue and location of issuer, (iv) the
maturity dates of the Bonds, and (v) in the case of the Insured Trusts only, the
availability of Municipal Bond Investors Assurance Corporation insurance on such
Bonds.
 
    In order for Bonds in the Insured  Trusts to be eligible for Municipal  Bond
Investors Assurance Corporation insurance, they must have credit characteristics
which,  in the opinion of the insurer,  would qualify them as "investment grade"
obligations. Insurance is not  a substitute for the  basic credit of an  issuer,
but  supplements the existing credit  and provides additional security therefor.
(SEE SECTION 5.)
 
    Certain bonds may carry a "mandatory put" (also referred to as a  "mandatory
tender"  or "mandatory repurchase") feature pursuant to which the holder of such
bonds will receive payment of the full principal amount thereof on a stated date
prior to the maturity date unless  such holder affirmatively acts to retain  the
bond.  Under the Indenture,  the Trustee does  not have the  authority to act to
retain Bonds with  such features; accordingly,  it will receive  payment of  the
full  principal amount of any such Bonds on the stated put date and such date is
therefore treated as the maturity date of such Bonds in selecting Bonds for  the
respective  Trusts and for  purposes of calculating the  average maturity of the
Bonds in any Trust.
 
                                       8
<PAGE>
   
CONNECTICUT TRADITIONAL TRUST 263
    
   
    The Portfolio of Connecticut Traditional Trust 263 consists of 6 obligations
issued by entities located in Connecticut and one obligation issued by an entity
located  in the  Territory of Puerto  Rico. Two  Bonds in the  Trust are general
obligations of the  governmental entities  issuing them  and are  backed by  the
taxing  powers thereof. Five Bonds in the  Trust are payable as to principal and
interest from  the  income  of a  specific  project  or authority  and  are  not
supported  by the issuer's power to levy taxes. The sources of payment for these
Bonds are divided as  follows: Dedicated-Tax Supported  Revenue, 1; Health  Care
Facility Revenue, 3; Industrial Revenue, 1. Seven issues in the Trust were rated
by  Standard & Poor's Corporation as  follows: 6--AAA, 1--AA-. Seven issues were
rated by Moody's Investors Service, Inc. as follows: 6--Aaa, 1--Aa.
    
   
    At the Date of Deposit, the average maturity of the Bonds in the Connecticut
Traditional Trust is 26.0 years. The average maturity of the Bonds in a Trust is
calculated based upon the stated maturities of the Bonds in such Trust (or, with
respect to Bonds for  which funds or  securities have been  placed in escrow  to
redeem such Bonds on a stated call date, based upon such call date). The average
maturity  of the Bonds in a Trust may  increase or decrease from time to time as
Bonds mature or are called or sold.
    
 
   
    Approximately 14.3% of the  aggregate principal amount of  the Bonds in  the
Trust (accounting for approximately 13.2% of the aggregate offering price of the
Bonds)    are   original    issue   discount    bonds.   See    "GENERAL   TRUST
INFORMATION--ORIGINAL ISSUE  DISCOUNT  BONDS  AND STRIPPED  OBLIGATIONS"  for  a
discussion  of the  characteristics of  such bonds  and of  the risks associated
therewith.
    
 
    Approximately 43% of  the aggregate  principal amount  of the  Bonds in  the
Trust  are  obligations of  issuers whose  revenues  are primarily  derived from
hospitals or other health care services,  all of which is covered by  insurance.
The  source  of payment  for these  Bonds  is insured  by a  commercial insurer.
Consequently, the credit ratings of such Bonds essentially reflect the  strength
of  the insurance or guarantee  and, depending upon the  actual structure of the
bond issue, are typically  rated "Aaa" or  "Aa" by Moody's or  "AAA" or "AA"  by
Standard & Poor's.
 
    For  a discussion of the  risks associated with investments  in the bonds of
various issuers, see "General Trust Information" in this section.
 
   
    The Sponsor entered  into contracts to  acquire the Bonds  between March  8,
1994  and March 16, 1994. The following summarizes certain information about the
Bonds as of the business day prior to the Date of Deposit:
    
 
<TABLE>
<CAPTION>
                                                                  Difference between Trustee's
                                                               Determination of Offering Price and
   Cost to    Profit (or loss)   Annual Interest   Bid Price              the Bid Price
   Sponsor       to Sponsor      Income to Trust    of Bonds       (as % of principal amount)
  ----------  -----------------  ----------------  ----------  -----------------------------------
  <S>         <C>                <C>               <C>         <C>
  $3,326,346       $15,904           $190,925      $3,325,375                 .48%
</TABLE>
 
    Neither  cost  to  Sponsor  nor   profit  (or  loss)  to  Sponsor   reflects
underwriting  profits or losses received or  incurred by the Sponsor through its
participation  in  underwriting  syndicates.  An  underwriter  or   underwriting
syndicate  purchases bonds  from the issuer  on a negotiated  or competitive bid
basis as principal with  the motive of  marketing such bonds  to investors at  a
profit.  The Sponsor did not participate as  either the sole underwriter or as a
manager or member of a syndicate that  acted as the original underwriter of  any
of the Bonds.
 
   
    Unitholders  may elect  to have  interest distributions  made on  a monthly,
quarterly or semi-annual basis. The interest on the Bonds initially deposited in
the Connecticut  Traditional Trust,  less estimated  expenses, is  estimated  to
accrue  at the rate  of $.01478 per Unit  per day under  the semi-annual plan of
distribution, $.01473 per Unit per day under the
    
 
                                       9
<PAGE>
   
quarterly plan of distribution  and $.01464 per Unit  per day under the  monthly
plan  of  distribution. It  is anticipated  that  the amount  of interest  to be
distributed per Unit in each year under each plan of distribution will initially
be substantially equal to the Estimated Net Annual Interest Income per Unit  for
that plan.
    
 
    Details  of interest distributions  per Unit of  the Connecticut Traditional
Trust under the various plans appear in the following table based upon estimated
Net Annual Interest Income at the Date of Deposit:
 
<TABLE>
<CAPTION>
                                                                                                                       Normal
                                                                                                                   Distributions
Connecticut Traditional Trust                            1994                                  1995                   per Year
<S>                                     <C>            <C>            <C>            <C>            <C>            <C>
- -------------------------------------------------------------------------------------------------------------      --------------
Record Date*..........................        6/1            8/1           11/1            2/1            5/1
Distribution Date.....................       6/15           8/15          11/15           2/15           5/15
- ---------------------------------------------------------------------------------------------------------------------------------
Monthly Distribution Plan.............  $   .3872(1)                                                               $  5.2839
                                                              --------   $.4403 every month   --------
Quarterly Distribution Plan...........  $   .3872(1)   $   .8859(2)   $  1.3289      $  1.3289      $  1.3289      $  5.3159
Semi-Annual Distribution Plan.........  $   .3872(1)                  $  2.2228(3)                  $  2.6674      $  5.3349
- ---------------------------------------------------------------------------------------------------------------------------------
<FN>
 * Record Dates for semi-annual distributions are May 1 and November 1; for quarterly distributions, they are February 1, May  1,
   August 1 and November 1. Record Dates for monthly distributions are the first day of each month.
(1) The first distribution will be paid to all Unitholders, regardless of the distribution plan selected.
(2)  The  second distribution  under the  quarterly distribution  plan  represents a  2-month distribution;  subsequent quarterly
    distributions will be regular 3-month distributions.
(3) The second distribution  under the semi-annual  distribution plan represents a  5-month distribution; subsequent  semi-annual
    distributions will be regular 6-month distributions.
</TABLE>
 
    The  accrual amounts set forth above, and  in turn the amount of interest to
be distributed annually per Unit, will  generally change as Bonds are  redeemed,
mature or are sold.
 
TAX STATUS--CONNECTICUT TRADITIONAL TRUST
 
    For  a discussion of the Federal tax  status of income earned on Connecticut
Traditional Trust Units, see Section 11.
 
    The assets of the Connecticut Traditional Trust will consist of  obligations
issued by or on behalf of the State of Connecticut or its political subdivisions
or  public instrumentalities, state or  local authorities, districts, or similar
public entities created under the laws of  the State of Connecticut or by or  on
behalf  of  a  United  States  territory  or  possession  the  interest  on  the
obligations of  which Federal  law  would prohibit  Connecticut from  taxing  if
received   directly  by  a  Unitholder  (the  "Bonds").  Certain  Bonds  in  the
Connecticut Traditional Trust that  were issued by the  State of Connecticut  or
governmental  authorities  located  in  Connecticut  were  issued  prior  to the
enactment of a Connecticut tax on the interest income of individuals; therefore,
bond counsel to the issuers  of such Connecticut Bonds did  not opine as to  the
exemption  of the interest on such Connecticut Bonds from such tax. However, the
Sponsor and special counsel  to the Trusts for  Connecticut tax matters  believe
that  such interest  will be  so exempt.  Interest on  Connecticut Bonds  in the
Connecticut Traditional  Trust issued  by  other issuers,  if  any, is,  in  the
opinion of bond counsel to such issuers, exempt from state taxation.
 
    In  the opinion of  Day, Berry &  Howard, special counsel  to the Series for
Connecticut tax matters, which relies explicitly  on the opinion of Chapman  and
Cutler regarding Federal income tax matters, under existing Connecticut law:
 
        The  Connecticut  Traditional Trust  is  not liable  for  any tax  on or
    measured by net income imposed by the State of Connecticut.
 
                                       10
<PAGE>
   
        Interest income from a Bond held by the Connecticut Traditional Trust is
    not taxable under the Connecticut tax  on the Connecticut taxable income  of
    individuals,  trusts, and estates (the  "Connecticut Income Tax"), when such
    interest is received by the Connecticut Traditional Trust or distributed  by
    it to a Unitholder.
    
 
        Gains  and  losses recognized  by a  Unitholder  for Federal  income tax
    purposes upon the maturity,  redemption, sale, or  other disposition by  the
    Connecticut  Traditional Trust of a Bond held by the Connecticut Traditional
    Trust or upon the redemption,  sale, or other disposition  of a Unit of  the
    Connecticut Traditional Trust held by a Unitholder are taken into account as
    gains  or losses, respectively, for purposes  of the Connecticut Income Tax,
    except that, in the case of a  Unitholder holding a Unit of the  Connecticut
    Traditional  Trust as a capital asset, such gains and losses recognized upon
    the sale or  exchange of  a Bond  issued by  or on  behalf of  the State  of
    Connecticut,  any political subdivision  thereof, or public instrumentality,
    state or local authority, district,  or similar public entity created  under
    the  laws of  the State  of Connecticut (a  "Connecticut Bond")  held by the
    Connecticut Traditional Trust are excluded from gains and losses taken  into
    account  for purposes  of such  tax and  no opinion  is expressed  as to the
    treatment for purposes of such tax  of gains and losses recognized upon  the
    maturity  or  redemption  of  a Connecticut  Bond  held  by  the Connecticut
    Traditional Trust or, to  the extent attributable  to Connecticut Bonds,  of
    gains  and losses recognized upon the redemption, sale, or other disposition
    by a Unitholder of a Unit of the Connecticut Traditional Trust held by him.
 
        The portion of any  interest income or capital  gain of the  Connecticut
    Traditional  Trust that is allocable to a  Unitholder that is subject to the
    Connecticut corporation business tax  is includable in  the gross income  of
    such Unitholder for purposes of such tax.
 
        An interest in a Unit of the Connecticut Traditional Trust that is owned
    by  or attributable to  a Connecticut resident  at the time  of his death is
    includable in his gross  estate for purposes  of the Connecticut  succession
    tax and the Connecticut estate tax.
 
TAX DISCLOSURE--CONNECTICUT
 
    The  Connecticut  Income  Tax  was enacted  in  August,  1991.  Generally, a
Unitholder recognizes gain or loss for purposes  of this tax to the same  extent
he  recognizes gain  or loss  for Federal  income tax  purposes. Ordinarily this
would mean  that gain  or loss  would be  recognized by  a Unitholder  upon  the
maturity,  redemption, sale, or other disposition by the Connecticut Traditional
Trust of a Bond held by it,  or upon the redemption, sale, or other  disposition
of a Unit of the Connecticut Traditional Trust held by the Unitholder.
 
    However, on June 19, 1992, Connecticut legislation was adopted that provides
that  gains and losses  from the sale  or exchange of  Connecticut Bonds held as
capital assets will not  be taken into account  for purposes of the  Connecticut
Income  Tax for taxable  years starting on or  after January 1,  1992. It is not
clear whether  this  provision would  apply  to gain  or  loss recognized  by  a
Unitholder  upon the maturity  or redemption of  a Connecticut Bond  held by the
Connecticut Traditional  Trust or,  to the  extent attributable  to  Connecticut
Bonds held by the Connecticut Traditional Trust, to gain or loss recognized by a
Unitholder  upon the  redemption, sale,  or other disposition  of a  Unit of the
Connecticut Traditional Trust held by  the Unitholder. Unitholders are urged  to
consult their own tax advisors concerning these matters.
 
                                       11
<PAGE>
ECONOMIC FACTORS--CONNECTICUT
 
    Investors  should  be aware  that  manufacturing was  historically  the most
important economic activity  within the State  of Connecticut but,  in terms  of
number  of persons  employed, manufacturing has  declined in the  last ten years
while both trade and service-related industries have become more important,  and
in  1992  manufacturing  accounted  for  only  20.1%  of  total non-agricultural
employment in Connecticut. Defense-related business represents a relatively high
proportion of  the manufacturing  sector; reductions  in defense  spending  have
already  had  a substantial  adverse effect  on  Connecticut's economy,  and the
State's largest  defense contractors  have announced  substantial planned  labor
force reductions scheduled to occur over the next four years. Connecticut is now
in  a recession, the depth and duration  of which are uncertain. Moreover, while
unemployment in the State as a  whole had generally remained below the  national
level,  as of May 1993,  the estimated rate of  unemployment in Connecticut on a
seasonally adjusted basis was 7.4%, compared to 6.9% for the United States as  a
whole,  and certain  geographic areas  in the State  have been  affected by high
unemployment and poverty. The State derives over 70% of its revenues from  taxes
imposed by it, the most important of which have been the sales and use taxes and
the corporation business tax, each of which is sensitive to changes in the level
of  economic activity in the  State, but the Connecticut  Income Tax, enacted in
1991, is expected  to supersede  each of  them in  importance. There  can be  no
assurance  that general economic difficulties  or the financial circumstances of
the State or its towns and cities will not adversely affect the market value  of
the Connecticut Bonds in the Connecticut Traditional Trust or the ability of the
obligors to pay debt service on such Connecticut Bonds.
 
    The  General Fund budget adopted by  Connecticut for the 1986-87 fiscal year
contemplated both revenues and expenditures of $4,300,000,000. The General  Fund
ended  the 1986-87 fiscal year with a  surplus of $365,200,000. The General Fund
budget for  the  1987-88 fiscal  year  contemplated General  Fund  revenues  and
expenditures  of  $4,915,800,000. However,  the General  Fund ended  the 1987-88
fiscal year with a deficit of $115,600,000. The General Fund budget adopted  for
the   1988-89  fiscal  year  anticipated   that  General  Fund  expenditures  of
$5,551,000,000 and certain educational  expenses of $206,700,000 not  previously
paid  through the General Fund  would be funded in  part from surpluses of prior
years and in part from higher tax revenues projected to result from tax laws  in
effect  for  the  1987-88  fiscal  year  and  stricter  enforcement  thereof;  a
substantial deficit was projected during the third quarter of the 1988-89 fiscal
year, but largely because of tax law changes that took effect before the end  of
the  fiscal year, the deficit  was kept to $28,000,000.  The General Fund budget
adopted for the  1989-90 fiscal year  anticipated expenditures of  approximately
$6,224,500,000 and, by virtue of tax increase legislation enacted to take effect
generally  at the beginning of the fiscal year, revenues slightly exceeding such
amount. However, largely  because of  tax revenue shortfalls,  the General  Fund
ended  the 1989-90  fiscal year  with a  deficit for  the year  of $259,500,000,
wiping out reserves for such  events built up in  prior years. The General  Fund
budget   adopted  for  the  1990-91  fiscal  year  anticipated  expenditures  of
$6,433,000,000,  but  no  significant  new  or  increased  taxes  were  enacted.
Primarily  because  of significant  declines in  tax revenues  and unanticipated
expenditures reflective  of  economic  adversity, the  General  Fund  ended  the
1990-91 fiscal year alone with a further deficit of $809,000,000.
 
    A  General Fund  budget for  the 1991-92 fiscal  year was  not enacted until
August  22,  1991.  This  budget   anticipated  General  Fund  expenditures   of
$7,007,861,328  and revenues of $7,426,390,000.  Projected decreases in revenues
resulting from a 25% reduction in the sales
 
                                       12
<PAGE>
tax rate effective October 1, 1991, the repeal of the taxes on the capital gains
and interest  and dividend  income of  resident individuals  for years  starting
after 1991, and the phase-out of the corporation business tax surcharge over two
years commencing with taxable years starting after 1991 were expected to be more
than offset by a new general income tax imposed at effective rates not to exceed
4.5% on the Connecticut taxable income of resident and non-resident individuals,
trusts,  and estates.  The General  Fund ended the  1991-92 fiscal  year with an
operating surplus  of $110,000,000.  The  General Fund  budget for  the  1992-93
fiscal year anticipated General Fund expenditures of $7,372,062,859 and revenues
of  $7,372,210,000, and the General  Fund ended the 1992-93  fiscal year with an
operating surplus  of  $113,500,000.  Balanced  General  Fund  budgets  for  the
biennium  ending June 30, 1995, have  been adopted appropriating expenditures of
$7,828,900,000 for the 1993-94  fiscal year and  $8,266,000,000 for the  1994-95
fiscal year. In addition, expenditures of federal, State, and local funds in the
twelve  years started July 1, 1984, for  repair of the State's roads and bridges
now projected  at  $9,500,000,000 are  anticipated,  a portion  of  the  State's
$4,100,000,000  share  of which  would be  financed by  bonds expected  to total
$3,700,000,000 and by  direct payments, both  of which would  be supported by  a
Special  Transportation  Fund  first created  by  the General  Assembly  for the
1984-85 fiscal year.
 
   
    To fund operating cash  requirements, prior to the  1991-92 fiscal year  the
State  borrowed up to $750,000,000 pursuant to authorization to issue commercial
paper and  on  July 29,  1991,  it  issued $200,000,000  of  General  Obligation
Temporary  Notes, none of which  temporary borrowings are currently outstanding.
To fund the cumulative General Fund  deficit for the 1989-90 and 1990-91  fiscal
years,  the legislation enacted August 22,  1991, authorized the State Treasurer
to issue Economic  Recovery Notes up  to the aggregate  amount of such  deficit,
which  must be payable no later than June 30, 1996; at least $50,000,000 of such
Economic Recovery Notes, but not more than  a cap amount, is to be retired  each
fiscal  year commencing  with the  1991-92 fiscal  year, and  any unappropriated
surplus up to $205,000,000 in the General Fund  at the end of each of the  three
fiscal  years commencing with the 1991-92 fiscal  year must be applied to retire
such Economic  Recovery Notes  as  may remain  outstanding  at those  times.  On
September  25, 1991,  and October  24, 1991,  the State  issued $640,710,000 and
$325,002,000,  respectively,  of   such  Economic  Recovery   Notes,  of   which
$630,610,000 was outstanding as of March 1, 1994.
    
 
    As  a result  of the  State's budget  problems, the  ratings of  its general
obligation bonds were reduced by Standard &  Poor's from AA+ to AA on March  29,
1990, and by Moody's from Aa1 to Aa on April 9, 1990. Moreover, because of these
problems,  on September 13,  1991, Standard &  Poor's reduced its  rating of the
State's general obligation bonds  and certain other  obligations that depend  in
part  on the  creditworthiness of the  State to  AA-. On March  7, 1991, Moody's
downgraded its  ratings  of the  revenue  bonds of  four  Connecticut  hospitals
because  of  the effects  of  the State's  restrictive  controlled reimbursement
environment under which they have been operating.
 
    General obligation bonds  issued by Connecticut  municipalities are  payable
primarily  only from  ad velorem  taxes on property  subject to  taxation by the
municipality. Certain Connecticut municipalities have experienced severe  fiscal
difficulties  and  have reported  operating and  accumulated deficits  in recent
years. The  most notable  of these  is the  City of  Bridgeport, which  filed  a
bankruptcy  petition on June 7, 1991. The State opposed the petition. The United
States Bankruptcy Court for the District of Connecticut has held that Bridgeport
has authority to file such a petition but that its petition should be  dismissed
on
 
                                       13
<PAGE>
the  grounds  that Bridgeport  was not  insolvent when  the petition  was filed.
Regional economic difficulties, reductions  in revenues, and increased  expenses
could  lead  to  further  fiscal  problems  for  the  State  and  its  political
subdivisions, authorities, and agencies. Difficulty  in payment of debt  service
on  borrowings could result in declines, possibly  severe, in the value of their
outstanding obligations and increases in their future borrowing costs.
 
CONNECTICUT TAXABLE ESTIMATED CURRENT RETURN TABLE
 
    The following tables show the approximate taxable estimated current  returns
for  individuals  that are  equivalent to  tax-exempt estimated  current returns
under combined Federal and  state taxes, using  published 1994 marginal  Federal
tax  rates and marginal state tax rates  currently available and scheduled to be
in effect under the Connecticut Income Tax. The tables incorporate increased tax
rates  for  higher-income   taxpayers  that   were  included   in  the   Revenue
Reconciliation Act of 1993. For cases in which more than one state bracket falls
within a Federal bracket, the highest state bracket is combined with the Federal
bracket. The combined state and Federal tax brackets shown reflect the fact that
state tax payments are currently deductible for Federal tax purposes. The tables
illustrate  what you  would have  to earn  on taxable  investments to  equal the
tax-exempt estimated current return  for your income  tax bracket. A  taxpayer's
marginal  tax rate is affected by both his taxable income and his adjusted gross
income. Locate  your adjusted  gross  and your  taxable  income (which  is  your
adjusted  gross income  reduced by any  deductions and  exemptions), then locate
your tax  bracket based  on  joint or  single tax  filing.  Read across  to  the
equivalent taxable estimated current return you would need to match the tax-free
income.
 
 COMBINED MARGINAL TAX RATES FOR JOINT TAXPAYERS WITH FOUR PERSONAL EXEMPTIONS6
- --------------------------------------------------------------------------------
 
<TABLE>
<CAPTION>
                  Federal
    Federal      Adjusted      Combined
    Taxable        Gross       State and                   Tax-Exempt Estimated Current Return
    Income        Income        Federal       --------------------------------------------------------------
  (1,000's)1    (1,000's)2     Tax Rate3      4.50%   4.75%   5.00%   5.25%   5.50%   5.75%   6.00%   6.25%
 ------------- -------------  -----------     ------  ------  ------  ------  ------  ------  ------  ------
 <S>           <C>            <C>             <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>
 $     0- 38.0 $     0- 38.0      17.5   %     5.45    5.76    6.06    6.36    6.67    6.97    7.27    7.58
    38.0- 91.9    38.0- 48.0      31.0         6.52    6.88    7.25    7.61    7.97    8.33    8.70    9.06
                  48.0- 71.0      34.0         6.82    7.20    7.58    7.95    8.33    8.71    9.09    9.47
                  71.0- 96.0      31.0         6.52    6.88    7.25    7.61    7.97    8.33    8.70    9.06
                  96.0-111.8      31.0         6.52    6.88    7.25    7.61    7.97    8.33    8.70    9.06
                 111.8-167.7      32.0         6.62    6.99    7.35    7.72    8.09    8.46    8.82    9.19
    91.9-140.0    91.9- 96.0      34.0         6.82    7.20    7.58    7.95    8.33    8.71    9.09    9.47
                  96.0-111.8      34.0         6.82    7.20    7.58    7.95    8.33    8.71    9.09    9.47
                 111.8-167.7      35.0         6.92    7.31    7.69    8.08    8.46    8.85    9.23    9.62
                 167.7-290.2      37.5         7.20    7.60    8.00    8.40    8.80    9.20    9.60   10.00
   140.0-250.0   140.0-167.7      40.0         7.50    7.92    8.33    8.75    9.17    9.58   10.00   10.42
                 167.7-290.2      42.5         7.83    8.26    8.70    9.13    9.57   10.00   10.43   10.87
                  Over 290.2      40.0   4     7.50    7.92    8.33    8.75    9.17    9.58   10.00   10.42
    Over 250.0   250.0-290.2      46.5         8.41    8.88    9.35    9.81   10.28   10.75   11.21   11.68
                  Over 290.2      43.5   5     7.96    8.41    8.85    9.29    9.73   10.18   10.62   11.06
</TABLE>
 
                                       14
<PAGE>
 COMBINED MARGINAL TAX RATES FOR SINGLE TAXPAYERS WITH ONE PERSONAL EXEMPTION7
- --------------------------------------------------------------------------------
 
<TABLE>
<CAPTION>
                  Federal
    Federal      Adjusted      Combined
    Taxable        Gross       State and                   Tax-Exempt Estimated Current Return
    Income        Income        Federal       --------------------------------------------------------------
  (1,000's)1    (1,000's)2     Tax Rate3      4.50%   4.75%   5.00%   5.25%   5.50%   5.75%   6.00%   6.25%
 ------------- -------------  -----------     ------  ------  ------  ------  ------  ------  ------  ------
 <S>           <C>            <C>             <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>
 $     0- 22.8       0- 22.8      18.5   %     5.52    5.83    6.13    6.44    6.75    7.06    7.36    7.67
    22.8- 55.1    22.8- 24.0      31.0         6.52    6.88    7.25    7.61    7.97    8.33    8.70    9.06
                  24.0- 25.0      33.5         6.77    7.14    7.52    7.89    8.27    8.65    9.02    9.40
                  25.0- 35.0      34.0         6.82    7.20    7.58    7.95    8.33    8.71    9.09    9.47
                  35.0- 48.0      31.0         6.52    6.88    7.25    7.61    7.97    8.33    8.70    9.06
                  48.0-111.8      31.0         6.52    6.88    7.25    7.61    7.97    8.33    8.70    9.06
    55.1-115.0    55.1-111.8      34.0         6.82    7.20    7.58    7.95    8.33    8.71    9.09    9.47
                 111.8-234.3      35.5         6.98    7.36    7.75    8.14    8.53    8.91    9.30    9.69
   115.0-250.0   115.0-234.3      40.5         7.56    7.98    8.40    8.82    9.24    9.66   10.08   10.50
                  Over 234.3      40.0   4     7.50    7.92    8.33    8.75    9.17    9.58   10.00   10.42
    Over 250.0    Over 250.0      43.5   5     7.96    8.41    8.85    9.29    9.73   10.18   10.62   11.06
</TABLE>
 
- ------------------
 
        1  The Connecticut  Income Tax is  based on  Connecticut taxable income,
which is not tied to Federal taxable income. Connecticut taxable income is equal
to Connecticut adjusted gross income  ("CAGI") (which is Federal adjusted  gross
income  with  certain  modifications)  minus  the  allowable  personal exemption
($12,000 in the case of single  individuals; $24,000 for married persons  filing
jointly).   The  Connecticut  Income  Tax  provides  for  a  personal  exemption
phase-out, which essentially doubles  the effective marginal Connecticut  Income
Tax rate for single taxpayers whose CAGI is between $24,000 and $35,001 at which
point  the personal  exemption is completely  phased out.  For married taxpayers
filing a joint  return, the effective  marginal Connecticut Income  Tax rate  is
doubled  where CAGI is between $48,000 and  $71,001, at which point the personal
exemption is completely phased out. It should be noted that for purposes of  the
personal  exemption  phase-out the  Tax  Act merely  references  "adjusted gross
income," which the tables assume is identical to CAGI. In addition, as reflected
in the rates shown,  the Connecticut Income  Tax provides for  a tax credit  (at
varying  percentages depending  on the taxpayer's  CAGI) against  the income tax
which is based on CAGI and, in effect, varies the income tax rate for taxpayers.
Investors should consult  their own  tax advisors  regarding the  effect of  the
credit on marginal tax rates at specific CAGI levels.
 
        2 It is assumed that CAGI is equal to Federal adjusted gross income. See
note  1 regarding  the impact  of CAGI on  the determination  of the Connecticut
Income Tax.
 
        3 The tables reflect  the effect of  limitations on itemized  deductions
and  the deduction for  personal exemptions. These  limitations were designed to
phase out certain benefits of such deductions for higher income taxpayers. These
limitations, in effect, raise the current  maximum marginal Federal tax rate  to
approximately  44.0 percent for taxpayers filing  a joint return and entitled to
four personal exemptions and to approximately 41.0 percent for taxpayers  filing
a  single return entitled to only  one personal exemption. These limitations are
subject to certain maximums,  which depend on the  number of exemptions  claimed
and  the total  amount of the  taxpayer's itemized deductions.  For example, the
limitation on itemized deductions  will not cause a  taxpayer to lose more  than
80% of his allowable itemized deductions, with certain exceptions.
 
        4  Federal tax rate reverts to 36.0% after the 80% cap on the limitation
on itemized deductions has been met.
 
        5 Federal tax rate reverts to 39.6% after the 80% cap on the  limitation
on itemized deductions has been met.
 
        6 Includes taxpayers filing as surviving spouses.
 
        7  The Connecticut Income Tax has different marginal effective tax rates
that are  not  reflected  in  these  tables  for  persons  filing  as  heads  of
households.
 
    A  comparison of tax-free  and equivalent taxable  estimated current returns
with the returns on  various taxable investments is  one element to consider  in
making  an  investment  decision. The  Sponsor  may  from time  to  time  in its
advertising and sales materials  compare the then  current estimated returns  on
the Trust and returns over specified periods on other similar Nuveen Trusts with
returns  on taxable investments such as corporate or U.S. Government bonds, bank
CD's and  money  market  accounts or  money  market  funds, each  of  which  has
investment  characteristics  that  may  differ from  those  of  the  Trust. U.S.
Government bonds, for example, are  backed by the full  faith and credit of  the
U.S. Government and bank CD's and money market accounts are insured by an agency
of  the federal government. Money market accounts and money market funds provide
stability of principal, but pay interest  at rates that vary with the  condition
of  the short-term debt market. The  investment characteristics of the Trust are
described more fully elsewhere in this Prospectus.
 
                                       15
<PAGE>
   
Nuveen Tax-Exempt Unit Trust
Schedule of Investments at Date of Deposit
March 17, 1994
CONNECTICUT TRADITIONAL TRUST 263
(Series 720)
    
 
<TABLE>
<CAPTION>
                                                                                          Ratings(3)           Trustee's
                                                                      Optional       ---------------------   Determination
 Aggregate        Name of Issuer and Title of Issue Represented      Redemption       Standard                of Offering
  Principal        by Sponsor's Contracts to Purchase Bonds(1)      Provisions(2)     & Poor's    Moody's      Price(4)
<C>          <C> <S>                                              <C>                <C>         <C>        <C>
- ---------------------------------------------------------------------------------------------------------------------------
$   500,000     * State of Connecticut, General Obligation Bonds   2004 at 101 1/2      AA-         Aa      $       501,250
                   (1994 Series A), 5.65% Due 3/15/12. (When
                   issued.)
    525,000      State of Connecticut, Special Tax Obligation      2004 at 101 1/2      AAA         Aaa             521,955
                   Bonds, Transportation Infrastructure
                   Purposes, 1994 Series A, 5.65% Due 4/1/13.
                   (When issued.) (FGIC Insured.)
    525,000      Connecticut Development Authority, Water            2003 at 100        AAA         Aaa             486,035
                   Facilities Revenue Refunding Bonds (The
                   Connecticut Water Company Project-1993B
                   Series), 5.30% Due 9/1/28. (MBIA Insured.)
    500,000      State of Connecticut Health and Educational         2003 at 102        AAA         Aaa             441,520
                   Facilities Authority Revenue Bonds, Lawrence
                   and Memorial Hospital Issue, Series D, 5.00%
                   Due 7/1/22. (Original issue discount bonds
                   delivered on or about December 29, 1993 at a
                   price of 94.491% of principal amount.)(MBIA
                   Insured.)
    500,000      State of Connecticut Health and Educational         2003 at 101        AAA         Aaa             496,490
                   Facilities Authority Revenue Bonds,
                   Manchester Memorial Hospital Issue, Series D,
                   5.75% Due 7/1/22. (MBIA Insured.)
    500,000      State of Connecticut Health and Educational         2003 at 102        AAA         Aaa             440,725
                   Facilities Authority, Revenue Bonds, Saint
                   Francis Hospital and Medical Center Issue,
                   Series C, 5.00% Due 7/1/23. (FGIC Insured.)
    450,000      Commonwealth of Puerto Rico, Public Improvement   2002 at 101 1/2      AAA         Aaa             454,275
                   Bonds of 1993 (General Obligation Bonds.),
                   5.875% Due 7/1/18. (AMBAC Insured.)
- -----------                                                                                                 ---------------
$ 3,500,000                                                                                                 $     3,342,250
- -----------                                                                                                 ---------------
- -----------                                                                                                 ---------------
</TABLE>
 
See Notes to Schedules of Investments, page 75.
 
   
* These Bonds,  or a  portion thereof,  have delivery  dates beyond  the  normal
  settlement  date. Their  expected delivery date  is March  30, 1994. Contracts
  relating to  Bonds  with delivery  dates  after  the date  of  settlement  for
  purchase  made  on the  Date of  Deposit constitute  approximately 14%  of the
  aggregate principal amount of the Trust. (See Section 4.)
    
 
                                       16
<PAGE>
   
INTERMEDIATE INSURED TRUST 73
    
 
   
    The  Portfolio of Intermediate Insured Trust  73 consists of 13 intermediate
term (approximately  5 to  15 year  maturities) obligations  issued by  entities
located  in 10  states and two  obligations issued  by an entity  located in the
District of Columbia.  Five Bonds in  the Trust are  general obligations of  the
governmental  entities issuing them and are backed by the taxing powers thereof.
Ten Bonds in the Trust are payable as to principal and interest from the  income
of  a specific project or authority and  are not supported by the issuer's power
to levy taxes. The sources  of payment for these  Bonds are divided as  follows:
College  and University  Revenue, 3; Electrical  System Revenue,  1; Health Care
Facility Revenue, 2; Resource Recovery  Revenue, 1; Municipal Lease Revenue,  2;
Water  and/or Sewer Revenue, 1.  All of the Bonds in  the Trust, as insured, are
rated AAA by Standard & Poor's Corporation and Aaa by Moody's Investors Service,
Inc. Twenty percent of the  principal amount of Bonds  in the Trust consists  of
issues  of entities located  in the State of  California; such concentration may
involve more risk than if such Bonds  were issued by issuers located in  several
states.
    
 
   
    At  the  Date  of  Deposit,  the  average  maturity  of  the  Bonds  in  the
Intermediate Insured Trust is 10.0 years. The average maturity of the Bonds in a
Trust is calculated based upon the stated maturities of the Bonds in such  Trust
(or,  with respect to  Bonds for which  funds or securities  have been placed in
escrow to redeem such Bonds on a  stated call date, based upon such call  date).
The  average maturity of the Bonds in a Trust may increase or decrease from time
to time as Bonds mature or are called or sold.
    
 
   
    Approximately 2.7% of  the aggregate principal  amount of the  Bonds in  the
Trust  (accounting for approximately 1.6% of the aggregate offering price of the
Bonds) are  original issue  discount obligations.  All of  these original  issue
discount bonds are "zero coupon" bonds. See "GENERAL TRUST INFORMATION--ORIGINAL
ISSUE  DISCOUNT  BONDS  AND  STRIPPED  OBLIGATIONS"  for  a  discussion  of  the
characteristics of such bonds and of the risks associated therewith.
    
 
    Approximately 20% of  the aggregate  principal amount  of the  Bonds in  the
Trust consists of municipal lease obligations.
 
    Approximately  20% of  the aggregate  principal amount  of the  Bonds in the
Trust consists of obligations  of issuers whose  revenues are primarily  derived
from services provided by hospitals or other health care facilities.
 
    For  a discussion of the  risks associated with investments  in the bonds of
various issuers, see "General Trust Information" in this section.
 
   
    The Sponsor entered into  contracts to acquire the  Bonds between March  11,
1994  and March 16, 1994. The following summarizes certain information about the
Bonds as of the business day prior to the Date of Deposit:
    
 
<TABLE>
<CAPTION>
                                                                  Difference between Trustee's
                                                               Determination of Offering Price and
   Cost to    Profit (or loss)   Annual Interest   Bid Price              the Bid Price
   Sponsor       to Sponsor      Income to Trust    of Bonds       (as % of principal amount)
  ----------  -----------------  ----------------  ----------  -----------------------------------
  <S>         <C>                <C>               <C>         <C>
  $9,756,538       $62,258           $503,040      $9,781,627                 .37%
</TABLE>
 
    Neither  cost  to  Sponsor  nor   profit  (or  loss)  to  Sponsor   reflects
underwriting  profits or losses received or  incurred by the Sponsor through its
participation  in  underwriting  syndicates.  An  underwriter  or   underwriting
syndicate  purchases bonds  from the issuer  on a negotiated  or competitive bid
basis   as   principal    with   the    motive   of    marketing   such    bonds
 
                                       17
<PAGE>
   
to  investors  at  a  profit.  The  Sponsor  participated  as  either  the  sole
underwriter or manager or as a member of the syndicates which were the  original
underwriters of 33.9% of the aggregate principal amount of the Bonds.
    
 
   
    Unitholders  may elect  to have  interest distributions  made on  a monthly,
quarterly or semi-annual basis. The interest on the Bonds initially deposited in
the Intermediate Insured Trust, less estimated expenses, is estimated to  accrue
at  the  rate  of  $.01361  per  Unit per  day  under  the  semi-annual  plan of
distribution, $.01356 per Unit per day under the quarterly plan of  distribution
and  $.01347 per  Unit per  day under  the monthly  plan of  distribution. It is
anticipated that the amount of interest to be distributed per Unit in each  year
under  each plan  of distribution will  initially be substantially  equal to the
Estimated Net Annual Interest Income per Unit for that plan.
    
 
    Details of interest distributions per Unit of the Intermediate Insured Trust
under the various plans appear in  the following table based upon estimated  Net
Annual Interest Income at the Date of Deposit:
 
<TABLE>
<CAPTION>
                                                                                                                       Normal
                                                                                                                   Distributions
Intermediate Insured Trust                               1994                                  1995                   per Year
<S>                                     <C>            <C>            <C>            <C>            <C>            <C>
- -------------------------------------------------------------------------------------------------------------      --------------
Record Date*..........................        6/1            8/1           11/1            2/1            5/1
Distribution Date.....................       6/15           8/15          11/15           2/15           5/15
- ---------------------------------------------------------------------------------------------------------------------------------
Monthly Distribution Plan.............  $   .2774(1)                                                               $  4.8739
                                                              --------   $.4061 every month   --------
Quarterly Distribution Plan...........  $   .2774(1)   $   .8176(2)   $  1.2264      $  1.2264      $  1.2264      $  4.9059
Semi-Annual Distribution Plan.........  $   .2774(1)                  $  2.0520(3)                  $  2.4624      $  4.9249
- ---------------------------------------------------------------------------------------------------------------------------------
<FN>
 *  Record Dates for semi-annual distributions are May 1 and November 1; for quarterly distributions, they are February 1, May 1,
   August 1 and November 1. Record Dates for monthly distributions are the first day of each month.
(1) The first distribution will be paid to all Unitholders, regardless of the distribution plan selected.
(2) The  second distribution  under the  quarterly  distribution plan  represents a  2-month distribution;  subsequent  quarterly
    distributions will be regular 3-month distributions.
(3)  The second distribution  under the semi-annual distribution  plan represents a  5-month distribution; subsequent semi-annual
    distributions will be regular 6-month distributions.
</TABLE>
 
    The accrual amounts set forth above, and  in turn the amount of interest  to
be  distributed annually per Unit, will  generally change as Bonds are redeemed,
mature or are sold.
 
TAX STATUS--INTERMEDIATE INSURED TRUST
 
    For a discussion of the tax status of income earned on Intermediate  Insured
Trust Units, See Section 11.
 
   
ESTIMATED MONTHLY CASH FLOW TABLE FOR INTERMEDIATE INSURED TRUST 73
    
 
   
    Following  is an Estimated  Monthly Cash Flow  Table for the above-captioned
Trust. As discussed below, the Table assumes  that the Bonds will remain in  the
Trust  until the date to which each bond is priced under accepted bond practice.
The Table is based on data and assumptions as to maturity and redemption  dates,
bond  pricing dates and  call dates, if any,  as of the date  of deposit, and is
thus subject to  change. Accordingly,  Unitholders should not  assume that  they
will in fact receive cash in the amounts and on the dates specified in the Table
and the Table cannot be used to predict the exact amount of distributions by the
Trust.
    
 
    The   Table  shows  the  amount  of  each  month's  interest  and  principal
distributions on one Unit  of the Trust if  every bond in the  Trust were to  be
redeemed  on the  date to which  it is priced  (the " 'priced  to' date"). Under
accepted bond  pricing practice,  tax-exempt bonds  are customarily  offered  to
investors   on   a  "yield   price"   basis,  which   involves   computation  of
 
                                       18
<PAGE>
yield either to  maturity or  to an earlier  call date,  whichever produces  the
lower  yield. A bond whose market value exceeds its par value (a "premium bond")
will generally be priced to its call  date, if any; in other words, its  "priced
to"  date is its call date. In contrast, the "priced to" date for discount bonds
will generally be the  maturity date. This Table,  upon application of  accepted
Bond  practice, illustrates a pricing to  maturity date despite the existence of
optional redemption features for  some of the Bonds.  There can be no  assurance
that  every Bond will in fact remain in the Trust until maturity. Some Bonds may
be sold  by the  Trustee before  maturity, either  to pay  Unitholders who  have
redeemed  their Units or pursuant to  the Sponsor's continuing program of credit
surveillance. Certain  Bonds  may be  subject  to sinking  fund  redemptions  or
extraordinary  redemptions,  as more  fully described  below at  "Composition of
Trusts--Sale, maturity and redemption of bonds", as well as optional redemptions
set forth in the Schedule of Investments on page 23.
 
    The Trust's actual cash flow will  depend on (1) the actual call  experience
of  the Bonds in the Trust's portfolio, which in turn will depend on the factors
described above, (2)  the extent  to which  Bonds are sold  as a  result of  the
Sponsor's continuing program of credit surveillence, and (3) the extent to which
Bonds  are sold or the proceeds of Bond calls or sales are used to pay for units
redeemed. For the reasons above, it is unlikely that interest and principal will
be distributed in the amounts and on the dates indicated in the Table.
 
            ESTIMATED PRINCIPAL AND INTEREST DISTRIBUTIONS PER UNIT
<TABLE>
<CAPTION>
  Month                     Monthly
  /Year                     Option
- ---------                 -----------
<S>        <C>            <C>
                           $
 Apr 94                       0.0000
 May 94                       0.0000
 Jun 94                       0.0000
 Jul 94                       0.2774
 Aug 94                       0.4061
 Sep 94                       0.4061
 Oct 94                       0.4061
 Nov 94                       0.4061
 Dec 94                       0.4061
 Jan 95                       0.4061
 Feb 95                       0.4061
 Mar 95                       0.4061
 Apr 95                       0.4061
 May 95                       0.4061
 Jun 95                       0.4061
 Jul 95                       0.4061
 Aug 95                       0.4061
 Sep 95                       0.4061
 Oct 95                       0.4061
 Nov 95                       0.4061
 Dec 95                       0.4061
 Jan 96                       0.4061
 Feb 96                       0.4061
 Mar 96                       0.4061
 Apr 96                       0.4061
 May 96                       0.4061
 Jun 96                       0.4061
 Jul 96                       0.4061
 Aug 96                       0.4061
 Sep 96                       0.4061
 Oct 96                       0.4061
 Nov 96                       0.4061
 Dec 96                       0.4061
 
<CAPTION>
  Month                     Monthly
  /Year                     Option
- ---------                 -----------
<S>        <C>            <C>
                           $
 Jan 97                       0.4061
 Feb 97                       0.4061
 Mar 97                       0.4061
 Apr 97                       0.4061
 May 97                       0.4061
 Jun 97                       0.4061
 Jul 97                       0.4061
 Aug 97                       0.4061
 Sep 97                       0.4061
 Oct 97                       0.4061
 Nov 97                       0.4061
 Dec 97                       0.4061
 Jan 98                       0.4061
 Feb 98                       0.4061
 Mar 98                       0.4061
 Apr 98                       0.4061
 May 98                       0.4061
 Jun 98                       0.4061
 Jul 98                       0.4061
 Aug 98                       0.4061
 Sep 98                       0.4061
 Oct 98                       0.4061
 Nov 98                       0.4061
 Dec 98                       0.4061
 Jan 99                       0.4061
 Feb 99                       0.4061
 Mar 99                       0.4061
 Apr 99                       0.4061
 May 99                       0.4061
 Jun 99                       0.4061
 Jul 99                       0.4061
 Aug 99                       0.4061
 Sep 99                       0.4061
</TABLE>
 
                                       19
<PAGE>
<TABLE>
<CAPTION>
  Month                     Monthly
  /Year                     Option
- ---------                 -----------
                           $
<S>        <C>            <C>
 Oct 99                       0.4061
 Nov 99                       0.4061
 Dec 99                       0.4061
 Jan 00                       0.4061
 Feb 00                       0.4061
 Mar 00                       0.4061
 Apr 00                       0.4061
 May 00                       0.4061
 Jun 00                       0.4061
 Jul 00                       0.4061
 Aug 00                       0.4061
 Sep 00                       0.4061
 Oct 00                       0.4061
 Nov 00                       0.4061
 Dec 00                       0.4061
 Jan 01                       0.4061
 Feb 01                       0.4061
 Mar 01                       0.4061
 Apr 01                       0.4061
 May 01                       0.4061
 Jun 01                       0.4061
 Jul 01                       0.4061
 Aug 01                       0.4061
 Sep 01                       0.4061
 Oct 01                       0.4061
 Nov 01                       0.4061
 Dec 01                       0.4061
 Jan 02                       0.4061
 Feb 02                       0.4061
 Mar 02                       0.4061
 Apr 02                       0.4061
 May 02                       0.4061
<CAPTION>
  Month                     Monthly
  /Year                     Option
- ---------                 -----------
<S>        <C>            <C>
                           $
 Jun 02                       0.4061
 Jul 02                       0.4061
 Aug 02                       0.4061
 Sep 02                       0.4061
 Oct 02                       0.4061
 Nov 02                       0.4061
 Dec 02                       0.4061
 Jan 03                       0.4061
 Feb 03                       0.4061
 Mar 03                       0.4061
 Apr 03                       1.4061
 May 03                       0.4021
 Jun 03                       8.9021
 Jul 03                      10.3729
 Aug 03                       5.3317
 Sep 03                       0.3118
 Oct 03                       0.3118
 Nov 03                       0.3118
 Dec 03                       0.3118
 Jan 04                       0.3118
 Feb 04                       0.3118
 Mar 04                      20.3118
 Apr 04                      10.2260
 May 04                       0.1846
 Jun 04                      11.9346
 Jul 04                       0.1355
 Aug 04                      10.1355
 Sep 04                      10.0960
 Oct 04                       0.0523
 Nov 04                       0.0523
 Dec 04                       2.5523
 Jan 05                      11.2922
</TABLE>
 
                                       20
<PAGE>
NATIONALLY DIVERSIFIED TRUST TAXABLE ESTIMATED CURRENT RETURN TABLE
(INTERMEDIATE INSURED TRUST)
 
    The following tables show the approximate taxable estimated current  returns
for  individuals  that are  equivalent to  tax-exempt estimated  current returns
under  published  1994  marginal  Federal  tax  rates.  The  tables  incorporate
increased  tax  rates for  higher-income tax  payers that  were included  in the
Revenue Reconciliation Act of 1993. The tables illustrate what you would have to
earn on taxable investments to equal the tax-exempt estimated current return for
your income tax bracket. A taxpayer's marginal tax rate is affected by both  his
taxable  income and his adjusted gross income. Locate your adjusted gross income
and your taxable  income (which  is your adjusted  gross income  reduced by  any
deductions  and  exemptions), then  locate your  tax bracket  based on  joint or
single tax  filing. Read  across  to the  equivalent taxable  estimated  current
return you would need to match the tax-free income.
 
  MARGINAL FEDERAL TAX RATES FOR JOINT TAXPAYERS WITH FOUR PERSONAL EXEMPTIONS
- --------------------------------------------------------------------------------
 
<TABLE>
<CAPTION>
                  Federal
    Federal      Adjusted
    Taxable        Gross                                   Tax-Exempt Estimated Current Return
    Income        Income        Federal       --------------------------------------------------------------
   (1,000's)     (1,000's)     Tax Rate1      4.00%   4.25%   4.50%   4.75%   5.00%   5.25%   5.50%   5.75%
 ------------- -------------  -----------     ------  ------  ------  ------  ------  ------  ------  ------
 <S>           <C>            <C>             <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>
 $     0- 38.0 $     0-111.8      15.0   %     4.71    5.00    5.29    5.59    5.88    6.18    6.47    6.76
    38.0- 91.9       0-111.8      28.0         5.56    5.90    6.25    6.60    6.94    7.29    7.64    7.99
                 111.8-167.7      29.0         5.63    5.99    6.34    6.69    7.04    7.39    7.75    8.10
    91.9-140.0       0-111.8      31.0         5.80    6.16    6.52    6.88    7.25    7.61    7.97    8.33
                 111.8-167.7      32.0         5.88    6.25    6.62    6.99    7.35    7.72    8.09    8.46
                 167.7-290.2      34.5         6.11    6.49    6.87    7.25    7.63    8.02    8.40    8.78
   140.0-250.0   111.8-167.7      37.0         6.35    6.75    7.14    7.54    7.94    8.33    8.73    9.13
                 167.7-290.2      40.0         6.67    7.08    7.50    7.92    8.33    8.75    9.17    9.58
                  Over 290.2      37.0   2     6.35    6.75    7.14    7.54    7.94    8.33    8.73    9.13
    Over 250.0   167.7-290.2      44.0         7.14    7.59    8.04    8.48    8.93    9.38    9.82   10.27
                  Over 290.2      41.0   3     6.78    7.20    7.63    8.05    8.47    8.90    9.32    9.75
</TABLE>
 
  MARGINAL FEDERAL TAX RATES FOR SINGLE TAXPAYERS WITH ONE PERSONAL EXEMPTION
- --------------------------------------------------------------------------------
 
<TABLE>
<CAPTION>
                  Federal
    Federal      Adjusted
    Taxable        Gross                                   Tax-Exempt Estimated Current Return
    Income        Income        Federal       --------------------------------------------------------------
   (1,000's)     (1,000's)     Tax Rate1      4.00%   4.25%   4.50%   4.75%   5.00%   5.25%   5.50%   5.75%
 ------------- -------------  -----------     ------  ------  ------  ------  ------  ------  ------  ------
 <S>           <C>            <C>             <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>
 $     0- 22.8 $     0-111.8      15.0   %     4.71    5.00    5.29    5.59    5.88    6.18    6.47    6.76
    22.8- 55.1       0-111.8      28.0         5.56    5.90    6.25    6.60    6.94    7.29    7.64    7.99
    55.1-115.0       0-111.8      31.0         5.80    6.16    6.52    6.88    7.25    7.61    7.97    8.33
                 111.8-234.3      32.5         5.93    6.30    6.67    7.04    7.41    7.78    8.15    8.52
   115.0-250.0   111.8-234.3      38.0         6.45    6.85    7.26    7.66    8.06    8.47    8.87    9.27
                  Over 234.3      37.0   2     6.35    6.75    7.14    7.54    7.94    8.33    8.73    9.13
    Over 250.0    Over 234.3      41.0   3     6.78    7.20    7.63    8.05    8.47    8.90    9.32    9.75
<FN>
- ------------------
      1  The table reflects the effect of the limitations on  itemized deductions and the deduction for personal exemptions. They
were designed to phase out certain benefits of these deductions for higher income taxpayers. These limitations, in effect,  raise
the  current maximum marginal Federal tax rate to approximately 44.0  percent for taxpayers filing a joint return and entitled to
four personal exemptions and to  approximately 41.0 percent for  taxpayers filing a single return  entitled to only one  personal
exemption.  These limitations are  subject to certain maximums,  which depend on  the number of exemptions  claimed and the total
amount of the taxpayer's itemized  deductions. For example, the  limitation on itemized deductions will  not cause a taxpayer  to
lose more than 80% of his allowable itemized deductions, with certain exceptions.
      2 Federal tax rate reverts to 36.0% after the 80% cap on the limitation on itemized deductions has been met.
      3 Federal tax rate reverts to 39.6% after the 80% cap on the limitation on itemized deductions has been met.
</TABLE>
 
                                       21
<PAGE>
    A  comparison of tax-free  and equivalent taxable  estimated current returns
with the returns on  various taxable investments is  one element to consider  in
making  an  investment  decision. The  Sponsor  may  from time  to  time  in its
advertising and sales materials  compare the then  current estimated returns  on
the Trust and returns over specified periods on other similar Nuveen Trusts with
returns  on taxable investments such as corporate or U.S. Government bonds, bank
CD's and  money  market  accounts or  money  market  funds, each  of  which  has
investment  characteristics  that  may  differ from  those  of  the  Trust. U.S.
Government bonds, for example, are  backed by the full  faith and credit of  the
U.S. Government and bank CD's and money market accounts are insured by an agency
of  the federal government. Money market accounts and money market funds provide
stability of principal, but pay interest  at rates that vary with the  condition
of  the short-term debt market. The  investment characteristics of the Trust are
described more fully elsewhere in this Prospectus.
 
                                       22
<PAGE>
   
Nuveen Tax-Exempt Unit Trust
Schedule of Investments at Date of Deposit
March 17, 1994
INTERMEDIATE INSURED TRUST 73
(Series 720)
    
 
<TABLE>
<CAPTION>
                                                                                          Ratings(3)           Trustee's
                                                                      Optional       ---------------------   Determination
 Aggregate        Name of Issuer and Title of Issue Represented      Redemption       Standard                of Offering
  Principal        by Sponsor's Contracts to Purchase Bonds(1)      Provisions(2)     & Poor's    Moody's      Price(4)
<C>          <C> <S>                                              <C>                <C>         <C>        <C>
- ---------------------------------------------------------------------------------------------------------------------------
$ 1,000,000     * Matanuska-Susitna Borough, Alaska, General      No Optional Call      AAA         Aaa
                   Obligation School Construction Bonds, 1994
                   Series A,
                 500M-5.20% Due 5/1/03,                                                                     $       497,500
                 500M-5.30% Due 5/1/04.                                                                             497,500
                   (When issued.)
    500,000      State Board of Directors for Community Colleges  No Optional Call      AAA         Aaa             496,280
                   of Arizona, Maricopa County Community College
                   District, Revenue Refunding Bonds, Series
                   1993, 4.95% Due 7/15/03.
  1,000,000      County of Alameda, California, 1993 Refunding    No Optional Call      AAA         Aaa           1,003,980
                   Certificates of Participation (Santa Rita
                   Jail Project), 5.25% Due 12/1/04.
  1,000,000      State of California, Various Purpose General     No Optional Call      AAA         Aaa             994,200
                   Obligation Bonds, 5.125% Due 3/1/04. (When
                   issued.)
    500,000     * Board of Trustees of the State Colleges in      No Optional Call      AAA         Aaa             500,000
                   Colorado, Western State College of Colorado
                   Project, Series C 1994, 5.10% Due 5/15/04.
                   (When issued.)
    125,000      School District No. 1 in the City and County of  No Optional Call      AAA         Aaa              71,029
                   Denver, and State of Colorado, General
                   Obligation Refunding Bonds, Series 1994A,
                   0.00% Due 12/1/04. (Original issue discount
                   bonds delivered on or about February 22, 1994
                   at a price of 58.735% of principal amount.)
  1,000,000      District of Columbia, Hospital Revenue           No Optional Call      AAA         Aaa           1,003,900
                   Refunding Bonds (Medlantic Healthcare Group,
                   Inc. Issue), Series 1993A, 5.40% Due 8/15/04.
  1,000,000      District of Columbia (Washington, D.C.),         No Optional Call      AAA         Aaa             981,930
                   General Obligation Refunding Bonds, Series
                   1993B, 5.10% Due 6/1/03.
    385,000      Solid Waste Agency of Northern Cook County                             AAA         Aaa
                   (Illinois), Contract Revenue Bonds, Series
                   1994,
                 210M-4.90% Due 5/1/03,                           No Optional Call                                  205,456
                 175M-5.00% Due 5/1/04.                              2003 at 100                                    170,916
                   (When issued.)
    100,000      Massachusetts Bay Transportation Authority,      No Optional Call      AAA         Aaa             100,000
                   General Transportation System Bonds, 1993
                   Series A Refunding, 5.00% Due 3/1/03.
                   (General Obligation Bonds.)
    250,000      Boston Water and Sewer Commission                   2003 at 102        AAA         Aaa             247,500
                   (Massachusetts), General Revenue Bonds, 1993
                   Series A (Senior Series), 5.00% Due 11/1/04.
    140,000      Dormitory Authority of the State of New York,    No Optional Call      AAA         Aaa              87,865
                   State University Educational Facilities
                   Revenue Bonds, Series 1994A, 0.00% Due
                   5/15/03. (Original issue discount bonds
                   delivered on or about March 3, 1994 at a
                   price of 64.927% of principal amount.)
</TABLE>
 
                                       23
<PAGE>
   
INTERMEDIATE INSURED TRUST 73 (Continued)
    
<TABLE>
<CAPTION>
                                                                                          Ratings(3)           Trustee's
                                                                      Optional       ---------------------   Determination
 Aggregate        Name of Issuer and Title of Issue Represented      Redemption       Standard                of Offering
  Principal        by Sponsor's Contracts to Purchase Bonds(1)      Provisions(2)     & Poor's    Moody's      Price(4)
- ---------------------------------------------------------------------------------------------------------------------------
<C>          <C> <S>                                              <C>                <C>         <C>        <C>
$                                                                                                           $
  1,000,000      Rhode Island Public Buildings Authority, State      2003 at 102        AAA         Aaa             977,100
                   Public Projects Revenue Bonds, 1993 Series A,
                   5.00% Due 2/1/04.
  1,000,000      Washington Public Power Supply System, Nuclear   No Optional Call      AAA         Aaa             964,660
                   Project No. 3 Refunding Revenue Bonds, Series
                   1993C, 4.90% Due 7/1/04.
  1,000,000      Wisconsin Health and Educational Facilities         2003 at 102        AAA         Aaa           1,018,980
                   Authority, Revenue Bonds, Series 1993A
                   (Lutheran Hospital-La Crosse, Inc.), 5.60%
                   Due 2/15/04.
- -----------                                                                                                 ---------------
$10,000,000                                                                                                 $     9,818,796
- -----------                                                                                                 ---------------
- -----------                                                                                                 ---------------
</TABLE>
 
See Notes to Schedules of Investments, page 75.
 
   
* These Bonds,  or a  portion thereof,  have delivery  dates beyond  the  normal
  settlement  date. Their  expected delivery dates  range from April  4, 1994 to
  April 7, 1994. Contracts relating to Bonds with delivery dates after the  date
  of   settlement  for  purchase   made  on  the   Date  of  Deposit  constitute
  approximately 15% of the aggregate principal amount of the Trust. (See Section
  4.)
    
 
                                       24
<PAGE>
   
CALIFORNIA INSURED TRUST 222
    
 
   
    The  Portfolio of  California Insured  Trust 222  consists of  7 obligations
issued by entities located in California.  Seven Bonds in the Trust are  payable
as  to principal and interest from the income of a specific project or authority
and are  not supported  by the  issuer's power  to levy  taxes. The  sources  of
payment for these Bonds are divided as follows: Dedicated-Tax Supported Revenue,
1;  College and University Revenue, 1; Electrical System Revenue, 1; Health Care
Facility Revenue, 1; Municipal Lease Revenue, 1; Water and/or Sewer Revenue,  1;
Miscellaneous  Revenue, 1. All of the Bonds  in the Trust, as insured, are rated
AAA by Standard & Poor's Corporation and Aaa by Moody's Investors Service, Inc.
    
 
   
    At the Date of Deposit, the average maturity of the Bonds in the  California
Insured  Trust is 28.4  years. The average maturity  of the Bonds  in a Trust is
calculated based upon the stated maturities of the Bonds in such Trust (or, with
respect to Bonds for  which funds or  securities have been  placed in escrow  to
redeem such Bonds on a stated call date, based upon such call date). The average
maturity  of the Bonds in a Trust may  increase or decrease from time to time as
Bonds mature or are called or sold.
    
 
   
    Approximately 15.1% of the  aggregate principal amount of  the Bonds in  the
Trust (accounting for approximately 15.5% of the aggregate offering price of the
Bonds)    are   original    issue   discount    bonds.   See    "GENERAL   TRUST
INFORMATION--ORIGINAL ISSUE  DISCOUNT  BONDS  AND STRIPPED  OBLIGATIONS"  for  a
discussion  of the  characteristics of  such bonds  and of  the risks associated
therewith.
    
 
    For a discussion of  the risks associated with  investments in the bonds  of
various issuers, see "General Trust Information" in this section.
 
   
    The  Sponsor entered into  contracts to acquire the  Bonds between March 15,
1994 and March 16, 1994. The following summarizes certain information about  the
Bonds as of the business day prior to the Date of Deposit:
    
 
<TABLE>
<CAPTION>
                                                                  Difference between Trustee's
                                                               Determination of Offering Price and
   Cost to    Profit (or loss)   Annual Interest   Bid Price              the Bid Price
   Sponsor       to Sponsor      Income to Trust    of Bonds       (as % of principal amount)
  ----------  -----------------  ----------------  ----------  -----------------------------------
  <S>         <C>                <C>               <C>         <C>
  $3,400,589       $20,822           $203,993      $3,403,911                 .50%
</TABLE>
 
    Neither   cost  to  Sponsor  nor  profit   (or  loss)  to  Sponsor  reflects
underwriting profits or losses received or  incurred by the Sponsor through  its
participation   in  underwriting  syndicates.  An  underwriter  or  underwriting
syndicate purchases bonds  from the issuer  on a negotiated  or competitive  bid
basis  as principal with  the motive of  marketing such bonds  to investors at a
profit. The Sponsor did not participate as  either the sole underwriter or as  a
manager  or member of a syndicate that  acted as the original underwriter of any
of the Bonds.
 
   
    Unitholders may  elect to  have interest  distributions made  on a  monthly,
quarterly or semi-annual basis. The interest on the Bonds initially deposited in
the California Insured Trust, less estimated expenses, is estimated to accrue at
the rate of $.01585 per Unit per day under the semi-annual plan of distribution,
$.01579  per Unit per day  under the quarterly plan  of distribution and $.01570
per Unit per day under the monthly plan of distribution. It is anticipated  that
the  amount of interest to be distributed per  Unit in each year under each plan
of distribution  will initially  be  substantially equal  to the  Estimated  Net
Annual Interest Income per Unit for that plan.
    
 
                                       25
<PAGE>
    Details  of interest distributions per Unit  of the California Insured Trust
under the various plans appear in  the following table based upon estimated  Net
Annual Interest Income at the Date of Deposit:
 
<TABLE>
<CAPTION>
                                                                                                                       Normal
                                                                                                                   Distributions
California Insured Trust                                 1994                                  1995                   per Year
<S>                                     <C>            <C>            <C>            <C>            <C>            <C>
- -------------------------------------------------------------------------------------------------------------      --------------
Record Date*..........................        6/1            8/1           11/1            2/1            5/1
Distribution Date.....................       6/15           8/15          11/15           2/15           5/15
- ---------------------------------------------------------------------------------------------------------------------------------
Monthly Distribution Plan.............  $   .3231(1)                                                               $  5.6533
                                                              --------   $.4711 every month   --------
Quarterly Distribution Plan...........  $   .3231(1)   $   .9475(2)   $  1.4213      $  1.4213      $  1.4213      $  5.6853
Semi-Annual Distribution Plan.........  $   .3231(1)                  $  2.3767(3)                  $  2.8521      $  5.7043
- ---------------------------------------------------------------------------------------------------------------------------------
<FN>
 *  Record Dates for semi-annual distributions are May 1 and November 1; for quarterly distributions, they are February 1, May 1,
   August 1 and November 1. Record Dates for monthly distributions are the first day of each month.
(1) The first distribution will be paid to all Unitholders, regardless of the distribution plan selected.
(2) The  second distribution  under the  quarterly  distribution plan  represents a  2-month distribution;  subsequent  quarterly
    distributions will be regular 3-month distributions.
(3)  The second distribution  under the semi-annual distribution  plan represents a  5-month distribution; subsequent semi-annual
    distributions will be regular 6-month distributions.
</TABLE>
 
    The accrual amounts set forth above, and  in turn the amount of interest  to
be  distributed annually per Unit, will  generally change as Bonds are redeemed,
mature or are sold.
 
TAX STATUS--CALIFORNIA INSURED TRUST
 
    For a discussion of  the Federal tax status  of income earned on  California
Insured Trust Units, see Section 11.
 
    In the opinion of Orrick, Herrington & Sutcliffe, special California counsel
to  the Series, under existing California income and property tax law applicable
to individuals who are California residents:
 
        The California  Insured  Trust  is  not  an  association  taxable  as  a
    corporation  and the income of the  California Insured Trust will be treated
    as the income of the Unitholders under the income tax laws of California.
 
        Interest on the underlying securities (which may include bonds or  other
    obligations  issued by the  governments of Puerto  Rico, the Virgin Islands,
    Guam or  the  Northern Mariana  Islands)  which  is exempt  from  tax  under
    California  personal income tax  and property tax laws  when received by the
    California Insured  Trust  will,  under  such laws,  retain  its  status  as
    tax-exempt  interest when  distributed to Unitholders.  However, interest on
    the underlying securities attributed to a Unitholder which is a  corporation
    subject  to the California franchise tax laws may be includable in its gross
    income for purposes of determining its California franchise tax.
 
        Under California  income  tax law,  each  Unitholder in  the  California
    Insured  Trust will have  a taxable event when  the California Insured Trust
    disposes of a security (whether by sale, exchange, redemption or payment  at
    maturity)  or when  the Unitholder  redeems or  sells Units.  Because of the
    requirement that tax cost basis be  reduced to reflect amortization of  bond
    premium, under some circumstances a Unitholder may realize taxable gain when
    Units  are sold  or redeemed  for an  amount equal  to, or  less than, their
    original cost. The total tax cost of each Unit to a Unitholder is  allocated
    among  each of  the bond  issues held  in the  California Insured  Trust (in
    accordance with the proportion of the California Insured Trust comprised  by
    each bond
 
                                       26
<PAGE>
    issue)  in order to determine his per unit tax cost for each bond issue; and
    the tax cost reduction requirements relating to amortization of bond premium
    will apply separately to the per unit cost of each bond issue.  Unitholders'
    bases  in their Units, and  the bases for their  fractional interest in each
    California Insured Trust asset, may have  to be adjusted for their pro  rata
    share  of accrued interest  received, if any,  on securities delivered after
    the Unitholders' respective settlement dates.
 
        Under the California  personal property tax  laws, bonds (including  the
    bonds  in  the  California  Insured  Trust  as  well  as  "regular-way"  and
    "when-issued" contracts for the purchase  of bonds) or any interest  therein
    is exempt from such tax.
 
        Any  proceeds paid under  the insurance policy issued  to the Trustee of
    the fund with respect to the bonds  in the California Insured Trust as  well
    as "regular-way" and "when-issued" contracts for the purchase of bonds which
    represent  maturing interest  on defaulted  obligations held  by the Trustee
    will be  exempt from  California personal  income tax  if, and  to the  same
    extent  as, such interest would have been so exempt if paid by the issuer of
    the defaulted obligations.
 
        Under Section 17280(b)(2) of the  California Revenue and Taxation  Code,
    interest on indebtedness incurred or continued to purchase or carry Units of
    the  California  Insured Trust  is not  deductible for  the purposes  of the
    California personal  income  tax. While  there  presently is  no  California
    authority  interpreting  this  provision,  Section  17280(b)(2)  directs the
    California Franchise  Tax Board  to  prescribe regulations  determining  the
    proper  allocation and apportionment of interest costs for this purpose. The
    Franchise Tax Board has not yet proposed or prescribed such regulations.  In
    interpreting  the generally similar Federal  provision, the Internal Revenue
    Service has taken the position that  such indebtedness need not be  directly
    traceable to the purchase or carrying of Units (although the Service has not
    contended that a deduction for interest on indebtedness incurred to purchase
    or  improve  a  personal residence  or  to  purchase goods  or  services for
    personal consumption  will be  disallowed). In  the absence  of  conflicting
    regulations  or  other California  authority,  the California  Franchise Tax
    Board generally  has  interpreted  California statutory  tax  provisions  in
    accord  with  Internal Revenue  Service  interpretations of  similar Federal
    provisions.
 
ECONOMIC FACTORS--CALIFORNIA
 
    As described  above, except  to the  extent the  Fund invests  in  temporary
investments,  the Fund will invest substantially all of its assets in California
Municipal Obligations. The Fund is therefore susceptible to political,  economic
or  regulatory factors  affecting issuers  of California  Municipal Obligations.
These include the possible adverse effects of certain California  constitutional
amendments,  legislative measures, voter initiatives  and other matters that are
described below. The following information provides only a brief summary of  the
complex  factors affecting the  financial situation in  California (the "State")
and is derived from  sources that are generally  available to investors and  are
believed  to  be accurate.  No  independent verification  has  been made  of the
accuracy or completeness  of any of  the following information.  It is based  in
part on information obtained from various State and local agencies in California
or   contained  in   Official  Statements   for  various   California  Municipal
Obligations.
 
    There can  be  no  assurance  that future  statewide  or  regional  economic
difficulties,  and the resulting impact on  State or local governmental finances
generally, will not adversely  affect the market  value of California  Municipal
Obligations held in the portfolio of the Fund
 
                                       27
<PAGE>
or the ability of particular obligors to make timely payments of debt service on
(or relating to) those obligations.
 
ECONOMIC OVERVIEW
 
    California's  economy is  the largest  among the  50 states  and one  of the
largest in the  world. The State's  population of almost  32 million  represents
12.3%  of the total United States population and grew by 27% in the 1980s. Total
personal income in the State, at an estimated $640 billion in 1992, accounts for
13% of all personal income in the nation. Total employment is almost 14 million,
the majority of which is in the service, trade and manufacturing sectors.
 
    Reports issued by  the State  Department of  Finance and  the Commission  on
State  Finance (the "COSF")  indicate that the State's  economy is suffering its
worst recession since the 1930s, with prospects for recovery slower than for the
nation as a whole. The State has experienced the worst job losses in any postwar
recession and employment levels are not expected to stabilize until late 1994 or
1995. Pre-recession job  levels may not  be reached  until near the  end of  the
decade. The largest job losses have been in Southern California, led by declines
in  the aerospace  and construction  industries. Weakness  statewide occurred in
manufacturing,  construction,  services  and  trade.  Additional  military  base
closures  will have further adverse effects on  the State's economy later in the
decade. Unemployment averaged over 9% in 1993 and is expected to remain high  in
1994.  The State's economy is only expected to pull out of the recession slowly,
once the  national  recovery  has  begun.  Delay  in  recovery  will  exacerbate
shortfalls in State revenues.
 
CONSTITUTIONAL LIMITATIONS ON TAXES AND APPROPRIATIONS
 
    LIMITATION  ON  TAXES.  Certain  California  municipal  obligations  may  be
obligations of issuers which rely in  whole or in part, directly or  indirectly,
on  AD  VALOREM property  taxes as  a source  of revenue.  The taxing  powers of
California local governments and districts are  limited by Article XIIIA of  the
California  Constitution, enacted  by the voters  in 1978 and  commonly known as
"Proposition 13." Briefly,  Article XIIIA limits  to 1% of  full cash value  the
rate  of AD VALOREM property taxes on  real property and generally restricts the
reassessment of property to 2% per year, except upon new construction or  change
of  ownership (subject to a number of exemptions). Taxing entities may, however,
raise AD VALOREM taxes above the 1% limit to pay debt service on  voter-approved
bonded indebtedness.
 
    Under Article XIIIA, the basic 1% AD VALOREM tax levy is applied against the
assessed value of property as of the owner's date of acquisition (or as of March
1,  1975, if acquired earlier), subject  to certain adjustments. This system has
resulted in  widely varying  amounts of  tax on  similarly situated  properties.
Several  lawsuits have  been filed challenging  the acquisition-based assessment
system of Proposition 13 and on June 18, 1992 the U.S. Supreme Court announced a
decision upholding Proposition 13.
 
    Article XIIIA prohibits local governments  from raising revenues through  AD
VALOREM  property  taxes above  the 1%  limit;  it also  requires voters  of any
governmental unit to give two-thirds approval  to levy any "special tax."  Court
decisions,  however, allowed  non-voter approved  levy of  "general taxes" which
were not dedicated to a specific use. In response to these decisions, the voters
of the State in 1986 adopted an initiative statute which imposed significant new
limits on the ability of local entities  to raise or levy general taxes,  except
by  receiving  majority  local  voter  approval.  Significant  elements  of this
initiative, "Proposition 62,"  have been  overturned in recent  court cases.  An
initiative   proposed  to  re-enact  the  provisions  of  Proposition  62  as  a
constitutional amendment was defeated by the voters in November 1990, but such a
proposal may be renewed in the future.
 
                                       28
<PAGE>
    APPROPRIATIONS LIMITS. California and its  local governments are subject  to
an  annual "appropriations  limit" imposed  by Article  XIIIB of  the California
Constitution, enacted  by  the  voters  in 1979  and  significantly  amended  by
Propositions  98 and 111 in 1988 and 1990, respectively. Article XIIIB prohibits
the State or any covered local government from spending "appropriations  subject
to  limitation" in excess  of the appropriations  limit imposed. "Appropriations
subject to limitation" are  authorizations to spend  "proceeds of taxes,"  which
consists  of  tax  revenues and  certain  other funds,  including  proceeds from
regulatory licenses,  user  charges or  other  fees,  to the  extent  that  such
proceeds  exceed the cost of providing the  product or service, but "proceeds of
taxes" excludes most State subventions to local governments. No limit is imposed
on appropriations of funds which are not "proceeds of taxes," such as reasonable
user charges or fees, and certain other non-tax funds, including bond proceeds.
 
    Among the  expenditures not  included in  the Article  XIIIB  appropriations
limit  are (1)  the debt  service cost  of bonds  issued or  authorized prior to
January 1, 1979, or  subsequently authorized by  the voters, (2)  appropriations
arising  from certain emergencies  declared by the  Governor, (3) appropriations
for certain  capital  outlay  projects,  (4)  appropriations  by  the  State  of
post-1989  increases  in  gasoline  taxes  and  vehicle  weight  fees,  and  (5)
appropriations made in certain cases of emergency.
 
    The appropriations  limit for  each  year is  adjusted annually  to  reflect
changes  in  cost  of  living  and  population,  and  any  transfers  of service
responsibilities between government units. The definitions for such  adjustments
were liberalized in 1990 to follow more closely growth in California's economy.
 
    "Excess" revenues are measured over a two-year cycle. Local governments must
return  any excess to taxpayers by rate  reduction. The State must refund 50% of
any excess, with the other 50% paid to schools and community colleges. With more
liberal annual adjustment factors since 1988, and depressed revenues since  1990
because  of the  recession, few governments  are currently  operating near their
spending limits, but this condition may change over time. Local governments  may
by voter approval exceed their spending limits for up to four years.
 
    Because  of the complex nature of Articles XIIIA and XIIIB of the California
Constitution, the ambiguities and possible  inconsistencies in their terms,  and
the  impossibility of predicting future  appropriations or changes in population
and cost of living,  and the probability of  continuing legal challenges, it  is
not currently possible to determine fully the impact of Article XIIIA or Article
XIIIB  on California  Municipal Obligations or  on the ability  of California or
local governments to pay debt service on such California Municipal  Obligations.
It  is not presently possible  to predict the outcome  of any pending litigation
with respect  to  the ultimate  scope,  impact or  constitutionality  of  either
Article  XIIIA or Article XIIIB,  or the impact of  any such determinations upon
State agencies or local governments, or  upon their ability to pay debt  service
on  their obligations. Future initiatives or  legislative changes in laws or the
California Constitution  may also  affect  the ability  of  the State  or  local
issuers to repay their obligations.
 
    OBLIGATIONS  OF THE STATE  OF CALIFORNIA. As of  January 1, 1994, California
had approximately $17.7  billion of  general obligation  bonds outstanding,  and
$6.3  billion remained authorized  but unissued. In addition,  at June 30, 1993,
the State had lease-purchase obligations, payable from the State's General Fund,
of approximately $4.0 billion. In fiscal year
 
                                       29
<PAGE>
1992-93, debt service on  general obligation bonds  and lease-purchase debt  was
approximately 4.1% of General Fund revenues. The State has paid the principal of
and interest on its general obligation bonds, lease-purchase debt and short-term
obligations when due.
 
    RECENT  FINANCIAL RESULTS. The principal sources of General Fund revenues in
1992-93 were the  California personal income  tax (44% of  total revenues),  the
sales  tax (38%), bank and corporation taxes (12%), and the gross premium tax on
insurance (3%). California maintains a  Special Fund for Economic  Uncertainties
(the  "Economic Uncertainties Fund"),  derived from General  Fund revenues, as a
reserve to meet cash needs of the General Fund.
 
    GENERAL. Throughout  the 1980's,  State spending  increased rapidly  as  the
State population and economy also grew rapidly, including increased spending for
many  assistance  programs  to  local  governments,  which  were  constrained by
Proposition 13 and other laws. The largest State program is assistance to  local
public  school districts.  In 1988, an  initiative (Proposition  98) was enacted
which (subject to  suspension by a  two-thirds vote of  the Legislature and  the
Governor)  guarantees local school  districts and community  college districts a
minimum share of State General Fund revenues (currently about 33%).
 
    Since the  start  of  1990-91  Fiscal Year,  the  State  has  faced  adverse
economic,  fiscal,  and  budget  conditions.  The  economic  recession seriously
affected State tax revenues.  It also caused  increased expenditures for  health
and  welfare programs. The  State is also  facing a structural  imbalance in its
budget with  the largest  programs  supported by  the General  Fund  (education,
health,  welfare and corrections) growing at  rates higher than the growth rates
for the principal revenue sources  of the General Fund.  As a result, the  State
entered  a period of budget imbalance,  with expenditures exceeding revenues for
four of the five fiscal years ending in 1991-92; revenues and expenditures  were
about  equal  in 1992-93.  By June  30, 1993,  the State's  General Fund  had an
accumulated deficit, on a budget basis, of approximately $2.2 billion.
 
    As a consequence of the large budget imbalances built up over the past three
years, the State  depleted its available  cash resources. The  State has had  to
rely  increasingly on  a series  of external  borrowings to  meet its  cash flow
requirements.
 
    1992-93 FISCAL YEAR.  At  the outset of the  1992-93 Fiscal Year, the  State
estimated that approximately $7.9 billion of budget actions would be required to
end  the fiscal year  without a budget  deficit. The difficulty  of taking these
actions delayed enactment of a budget for more than two months past the start of
the 1992-93 Fiscal Year. With the failure to enact a budget by July 1, 1992, the
State had no legal  authority to pay  many of its vendors  until the budget  was
passed;   nevertheless,  certain  obligations  (such  as  debt  service,  school
apportionments, welfare payments, and employee salaries) were payable because of
continuing or  special  appropriations,  or court  orders.  However,  the  State
Controller did not have enough cash to pay as they came due all of these ongoing
obligations, as well as valid obligations incurred in the prior fiscal year.
 
    Because  of the delay in enacting the  budget, the State could not carry out
its normal cash flow borrowing and, starting on July 1, 1992, the Controller was
required to issue  "registered warrants" in  lieu of normal  warrants backed  by
cash   to  pay  many   State  obligations.  Available  cash   was  used  to  pay
constitutionally mandated and priority obligations. Between July 1 and September
3, 1992, the  Controller issued an  aggregate of approximately  $3.8 billion  of
registered  warrants, all  of which were  called for redemption  by September 4,
1992 following enactment of the 1992-93 Budget Act and issuance by the State  of
$3.3 billion of Interim Notes.
 
                                       30
<PAGE>
    The  1992-93 Budget Bill was signed on September 2, 1992. The 1992-93 Budget
Act provides for  expenditures of  $57.4 billion  and consists  of General  Fund
expenditures  of $40.8  billion and Special  Fund and Bond  Fund expenditures of
$16.6 billion. The Department of Finance  estimated there would be a balance  in
the Special Fund for Economic Uncertainties of $28 million on June 30, 1993.
 
    The  $7.9 billion budget  gap was closed through  a combination of increased
revenues and transfers and  expenditure cuts. The  principle reductions were  in
health  and welfare,  K-12 schools  and community  colleges, State  aid to local
governments, higher education (partially offset by increased student fees),  and
various  other programs. In addition, funds were transferred from special funds,
collections of State revenues were accelerated, and other adjustments were made.
 
    As in  the prior  year, the  economic and  fiscal assumptions  on which  the
1992-93  Budget Act was based  proved to be too  optimistic. As the recession in
the State continued for a third  year, State revenues again lagged  projections.
The  Department of Finance  projected revenues in 1992-93  of $2.4 billion below
projections and expenditures $300  million higher. As  a result, the  Department
predicted the General Fund ended at June 30, 1993 with a fund balance deficit of
about  $2.2 billion, almost unchanged from June 30, 1992. The projected negative
balance of the Special Fund for Economic Uncertainties is $2.8 billion.
 
    1993-94 BUDGET. The 1993-94 Budget represents the third consecutive year  of
extremely  difficult budget  choices for  the State,  in view  of the continuing
recession. The Budget Act,  signed on June 30,  1993, provides for General  Fund
expenditures  of $38.5 billion, a 6.3% decline from the prior year. Revenues are
projected at $40.6 billion,  about $400 million below  the prior year. To  bring
the  budget into  balance, the Budget  Act and related  legislation provided for
transfer of  $2.6 billion  of local  property taxes  to school  districts,  thus
relieving   State  support   obligations;  reductions  in   health  and  welfare
expenditures;  reductions  in  support  for  higher  education  institutions;  a
two-year  suspension  of  the renters'  tax  credit; and  miscellaneous  cuts in
general government  spending and  certain one-time  and accounting  adjustments.
There  were no general state tax increases, but a 0.5% temporary state sales tax
scheduled to expire on  June 30 was  extended for six  months, and dedicated  to
support local government public safety costs.
 
    As  part of the 1993-94 Budget, the Governor implemented a plan to repay the
accumulated $2.8 billion deficit in the Special Fund for Economic  Uncertainties
over  18 months, funding the deficit  with external borrowing maturing not later
than December 31, 1994. About $1.6 billion of the deficit was repaid by December
1993, with the balance to  be paid by December  31, 1994. Taking this  borrowing
into account, the Department of Finance projected in July, 1993 that the Special
Fund  for Economic Uncertainties would  have a balance of  about $600 million at
June 30, 1994, and about $100 million at June 30, 1995.
 
    The 1994-95 Governor's Budget Proposal,  released January 7, 1994,  projects
that  because of the continuation of the recession, the 1993-94 fiscal year will
end with a  negative fund balance  $1.7 billion worse  than originally  planned,
even  though State revenues have been close to projections through the first six
months of the 1993-94 fiscal year.
 
    To produce a balanced budget in 1994-95, the Governor proposes further  cuts
in  health and  welfare costs,  and requests additional  federal aid  of over $3
billion for costs associated with undocumented foreign immigrants and for health
and welfare programs. There is no assurance these funds will be appropriated  by
the Congress.
 
    On  January  17,  1994  a  major  earthquake  struck  Los  Angeles,  causing
widespread property  damage to  public and  private structures  and  facilities,
estimated preliminarily at in
 
                                       31
<PAGE>
excess of $15 billion. Large amounts of federal aid are expected, and additional
state  resources will be made  available. It is too soon  to assess the short or
long term impacts of the earthquake on the regional and state economies, and  on
the fiscal condition of local and state government.
 
    The  State's  severe financial  difficulties  for the  current  and upcoming
budget  years  will  result  in   continued  pressure  upon  almost  all   local
governments,  particularly school districts  and counties which  depend on State
aid. Despite efforts in recent years  to increase taxes and reduce  governmental
expenditures, there can be no assurance that the State will not face budget gaps
in the future.
 
    BOND  RATING.   State  general obligation bonds are  currently rated "Aa" by
Moody's and "A+" by S&P.  Both of these ratings  were reduced from "AAA"  levels
which  the  State held  until late  1991. There  can be  no assurance  that such
ratings will  be  maintained  in  the  future.  It  should  be  noted  that  the
creditworthiness  of  obligations  issued  by local  California  issuers  may be
unrelated to  the  creditworthiness  of  obligations  issued  by  the  State  of
California,  and that there  is no obligation on  the part of  the State to make
payment on such local obligations in the event of default.
 
    LEGAL PROCEEDINGS.   The  State  is involved  in certain  legal  proceedings
(described  in the State's recent financial statements) that, if decided against
the State, may require the State to make significant future expenditures or  may
substantially  impair revenues. The U.S. Supreme Court has granted review of two
cases  challenging  California's  "unitary"   method  of  taxing   multinational
corporations.  Although this taxing method has  since been changed, if the State
loses these cases, it could be liable for tax refunds and lost receipts of taxes
assessed totalling $3.5 billion to $4 billion.
 
OBLIGATIONS OF OTHER ISSUERS
 
    OTHER ISSUERS OF  CALIFORNIA MUNICIPAL  OBLIGATIONS. There are  a number  of
state  agencies, instrumentalities and political  subdivisions of the State that
issue Municipal Obligations, some  of which may  be conduit revenue  obligations
payable  from payments  from private  borrowers. These  entities are  subject to
various economic  risks  and  uncertainties,  and  the  credit  quality  of  the
securities  issued by them may vary considerably  from the credit quality of the
obligations backed by the full faith and credit of the State.
 
    STATE ASSISTANCE.  Property  tax  revenues  received  by  local  governments
declined  more than 50%  following passage of  Proposition 13. Subsequently, the
California Legislature enacted measures to provide for the redistribution of the
State's General  Fund surplus  to local  agencies, the  reallocation of  certain
State  revenues to  local agencies  and the  assumption of  certain governmental
functions by the State  to assist municipal issuers  to raise revenues.  Through
1990-91, local assistance (including public schools) accounted for around 75% of
General  Fund  spending.  To  reduce  State  General  Fund  support  for  school
districts, the  1992-93  and 1993-94  Budget  Act caused  local  governments  to
transfer $3.9 billion of property tax revenues to school districts, representing
loss of all of the post-Proposition 13 "bailout" aid. The largest share of these
transfers came from counties, and the balance from cities, special districts and
redevelopment  agencies. In  order to  make up  this shortfall,  the Legislature
proposed and voters approved  dedicating 0.5% of the  sales tax to counties  and
cities for public safety purposes. In addition, the Legislature has changed laws
to relieve local governments of certain mandates, allowing them to reduce costs.
 
    To  the  extent  the  State  should  be  constrained  by  its  Article XIIIB
appropriations limit, or its obligation to  conform to Proposition 98, or  other
fiscal  considerations,  the absolute  level, or  the rate  of growth,  of State
assistance to local governments may be reduced. Any such
 
                                       32
<PAGE>
reductions in State aid  could compound the  serious fiscal constraints  already
experienced by many local governments, particularly counties. At least one rural
county  (Butte) publicly announced that it might enter bankruptcy proceedings in
August 1990,  although such  plans  were put  off  after the  Governor  approved
legislation to provide additional funds for the county. Other counties have also
indicated  that  their  budgetary  condition is  extremely  grave.  The Richmond
Unified School District (Contra Costa County) entered bankruptcy proceedings  in
May 1991 but the proceedings have been dismissed.
 
    ASSESSMENT  BONDS.  California  Municipal Obligations  which  are assessment
bonds may be adversely affected by a general decline in real estate values or  a
slowdown in real estate sales activity. In many cases, such bonds are secured by
land  which  is  undeveloped at  the  time  of issuance  but  anticipated  to be
developed within a few years after issuance.  In the event of such reduction  or
slowdown,  such development may not occur  or may be delayed, thereby increasing
the risk of a  default on the  bonds. Because the  special assessments or  taxes
securing  these  bonds are  not  the personal  liability  of the  owners  of the
property assessed, the lien on the property is the only security for the  bonds.
Moreover,  in  most cases  the issuer  of these  bonds is  not required  to make
payments on the bonds in the event of delinquency in the payment of  assessments
or  taxes, except from  amounts, if any,  in a reserve  fund established for the
bonds.
 
    CALIFORNIA LONG-TERM LEASE OBLIGATIONS.  Certain California long-term  lease
obligations, though typically payable from the general fund of the municipality,
are subject to "abatement" in the event the facility being leased is unavailable
for  beneficial use  and occupancy  by the municipality  during the  term of the
lease. Abatement is not a default, and there may be no remedies available to the
holders of  the  certificates  evidencing  the lease  obligation  in  the  event
abatement  occurs. The  most common cases  of abatement are  failure to complete
construction of the  facility before the  end of the  period during which  lease
payments  have been  capitalized and uninsured  casualty losses  to the facility
(E.G., due to earthquake). In the event abatement occurs with respect to a lease
obligation, lease  payments  may  be interrupted  (if  all  available  insurance
proceeds  and reserves are exhausted) and the  certificates may not be paid when
due.
 
    Several years  ago the  Richmond Unified  School District  (the  "District")
entered  into a  lease transaction in  which certain existing  properties of the
District were sold and leased back in  order to obtain funds to cover  operating
deficits.  Following a fiscal crisis in which the District's finances were taken
over by  a State  receiver  (including a  brief  period under  bankruptcy  court
protection),  the  District  failed  to  make  rental  payments  on  this lease,
resulting in  a lawsuit  by the  Trustee for  the Certificate  of  Participation
holders,  in  which the  State was  a named  defendant (on  the grounds  that it
controlled the District's  finances). One of  the defenses raised  in answer  to
this  lawsuit was the  invalidity of the  District's lease. The  trial court has
upheld the validity of the lease and the case is expected to be settled, but  if
it  is not, further appeals may occur. Any ultimate judgment against the Trustee
may have adverse  implications for  lease transactions  of a  similar nature  by
other California entities.
 
    OTHER  CONSIDERATIONS.  The repayment  of industrial  development securities
secured by real property may be affected by California laws limiting foreclosure
rights of creditors. Securities backed by health care and hospital revenues  may
be  affected by  changes in State  regulations governing  cost reimbursements to
health care providers under Medi-Cal  (the State's Medicaid program),  including
risks  related  to  the  policy  of  awarding  exclusive  contracts  to  certain
hospitals.
 
                                       33
<PAGE>
    Limitations on  AD  VALOREM  property taxes  may  particularly  affect  "tax
allocation"  bonds issued by  California redevelopment agencies.  Such bonds are
secured solely by the increase in assessed valuation of a redevelopment  project
area  after  the start  of redevelopment  activity. In  the event  that assessed
values in the redevelopment  project decline (E.G., because  of a major  natural
disaster  such as an earthquake), the  tax increment revenue may be insufficient
to make principal  and interest payments  on these bonds.  Both Moody's and  S&P
suspended  ratings on  California tax  allocation bonds  after the  enactment of
Articles XIIIA and XIIIB, and only resumed such ratings on a selective basis.
 
    Proposition 87, approved  by California  voters in 1988,  requires that  all
revenues  produced by a tax rate increase go directly to the taxing entity which
increased such tax rate to repay that entity's general obligation  indebtedness.
As  a result, redevelopment  agencies (which, typically, are  the issuers of tax
allocation securities) no longer receive an increase in tax increment when taxes
on property in  the project area  are increased to  repay voter-approved  bonded
indebtedness.
 
    The  effect of these  various constitutional and  statutory changes upon the
ability of California municipal securities issuers to pay interest and principal
on their obligations remains unclear. Furthermore, other measures affecting  the
taxing  or spending authority of California or its political subdivisions may be
approved or enacted  in the future.  Legislation has been  or may be  introduced
which  would modify  existing taxes or  other revenue-raising  measures or which
either would further limit  or, alternatively, would  increase the abilities  of
state  and local governments to impose new  taxes or increase existing taxes. It
is not presently possible  to predict the extent  to which any such  legislation
will  be enacted. Nor  is it presently  possible to determine  the impact of any
such legislation  on California  Municipal  Obligations in  which the  Fund  may
invest,  future  allocations  of  state revenues  to  local  governments  or the
abilities of state or  local governments to  pay the interest  on, or repay  the
principal of, such California Municipal Obligations.
 
    Substantially  all of California is within an active geologic region subject
to major seismic activity. Any California Municipal Obligation in the California
Traditional Trust could be  affected by an interruption  of revenues because  of
damaged  facilities, or, consequently, income tax deductions for casualty losses
or property tax assessment  reductions. Compensatory financial assistance  could
be  constrained by the  inability of (i)  an issuer to  have obtained earthquake
insurance coverage  at reasonable  rates;  (ii) an  insurer  to perform  on  its
contracts  of insurance in the event of  widespread losses; or (iii) the Federal
or State  government to  appropriate sufficient  funds within  their  respective
budget limitations.
 
                                       34
<PAGE>
CALIFORNIA TAXABLE ESTIMATED CURRENT RETURN TABLE
 
    The  following tables show the approximate taxable estimated current returns
for individuals  that are  equivalent to  tax-exempt estimated  current  returns
under  combined Federal and  state taxes, using  published 1994 marginal Federal
tax rates and marginal state tax  rates currently available and scheduled to  be
in  effect.  The  tables  incorporate  increased  tax  rates  for  higher-income
taxpayers that were  included in  the Revenue  Reconciliation Act  of 1993.  For
cases  in which more than one state  bracket falls within a Federal bracket, the
highest state bracket is combined with  the Federal bracket. The combined  state
and  Federal tax  brackets shown  reflect the fact  that state  tax payments are
currently deductible for Federal  tax purposes. The  tables illustrate what  you
would  have to  earn on  taxable investments  to equal  the tax-exempt estimated
current return for your  income tax bracket. A  taxpayer's marginal tax rate  is
affected  by both his taxable income and  his adjusted gross income. Locate your
adjusted gross and  your taxable  income (which  is your  adjusted gross  income
reduced by any deductions and exemptions), then locate your tax bracket based on
joint  or single  tax filing.  Read across  to the  equivalent taxable estimated
current return you would need to match the tax-free income.
 
 COMBINED MARGINAL TAX RATES FOR JOINT TAXPAYERS WITH FOUR PERSONAL EXEMPTIONS
- --------------------------------------------------------------------------------
 
<TABLE>
<CAPTION>
                  Federal
    Federal      Adjusted      Combined
    Taxable        Gross      State* and                   Tax-Exempt Estimated Current Return
    Income        Income        Federal       --------------------------------------------------------------
   (1,000's)     (1,000's)     Tax Rate1      4.75%   5.00%   5.25%   5.50%   5.75%   6.00%   6.25%   6.50%
 ------------- -------------  -----------     ------  ------  ------  ------  ------  ------  ------  ------
 <S>           <C>            <C>             <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>
 $     0- 38.0 $     0-111.8      20.0   %     5.94    6.25    6.56    6.88    7.19    7.50    7.81    8.13
    38.0- 91.9       0-111.8      34.5         7.25    7.63    8.02    8.40    8.78    9.16    9.54    9.92
                 111.8-167.7      35.5         7.36    7.75    8.14    8.53    8.91    9.30    9.69   10.08
    91.9-140.0       0-111.8      37.5         7.60    8.00    8.40    8.80    9.20    9.60   10.00   10.40
                 111.8-167.7      38.5         7.72    8.13    8.54    8.94    9.35    9.76   10.16   10.57
                 167.7-212.4      40.5         7.98    8.40    8.82    9.24    9.66   10.08   10.50   10.92
   140.0-212.4   111.8-167.7      43.0         8.33    8.77    9.21    9.65   10.09   10.53   10.96   11.40
                 167.7-212.4      45.5         8.72    9.17    9.63   10.09   10.55   11.01   11.47   11.93
                 212.4-237.4      46.5         8.88    9.35    9.81   10.28   10.75   11.21   11.68   12.15
                 237.4-290.2      46.0         8.80    9.26    9.72   10.19   10.65   11.11   11.57   12.04
                  Over 290.2      43.5   2     8.41    8.85    9.29    9.73   10.18   10.62   11.06   11.50
   212.4-250.0   167.7-212.4      46.0         8.80    9.26    9.72   10.19   10.65   11.11   11.57   12.04
                 212.4-237.4      47.0         8.96    9.43    9.91   10.38   10.85   11.32   11.79   12.26
                 237.4-290.2      46.5         8.88    9.35    9.81   10.28   10.75   11.21   11.68   12.15
                  Over 290.2      44.0   2     8.48    8.93    9.38    9.82   10.27   10.71   11.16   11.61
   250.0-424.8   237.4-290.2      50.0         9.50   10.00   10.50   11.00   11.50   12.00   12.50   13.00
                  Over 290.2      47.0   3     8.96    9.43    9.91   10.38   10.85   11.32   11.79   12.26
    Over 424.8    Over 290.2      47.5   3     9.05    9.52   10.00   10.48   10.95   11.43   11.90   12.38
</TABLE>
 
                                       35
<PAGE>
  COMBINED MARGINAL TAX RATES FOR SINGLE TAXPAYERS WITH ONE PERSONAL EXEMPTION
- --------------------------------------------------------------------------------
 
<TABLE>
<CAPTION>
                  Federal
    Federal      Adjusted      Combined
    Taxable        Gross      State* and                   Tax-Exempt Estimated Current Return
    Income        Income        Federal       --------------------------------------------------------------
   (1,000's)     (1,000's)     Tax Rate1      4.75%   5.00%   5.25%   5.50%   5.75%   6.00%   6.25%   6.50%
 ------------- -------------  -----------     ------  ------  ------  ------  ------  ------  ------  ------
 <S>           <C>            <C>             <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>
 $     0- 22.8 $     0-106.2      20.0   %     5.94    6.25    6.56    6.88    7.19    7.50    7.81    8.13
    22.8- 55.1       0-106.2      34.5         7.25    7.63    8.02    8.40    8.78    9.16    9.54    9.92
    55.1-106.2       0-106.2      37.5         7.60    8.00    8.40    8.80    9.20    9.60   10.00   10.40
                 106.2-111.8      38.0         7.66    8.06    8.47    8.87    9.27    9.68   10.08   10.48
                 111.8-131.2      39.5         7.85    8.26    8.68    9.09    9.50    9.92   10.33   10.74
                 131.2-234.3      39.0         7.79    8.20    8.61    9.02    9.43    9.84   10.25   10.66
   106.2-115.0       0-106.2      38.0         7.66    8.06    8.47    8.87    9.27    9.68   10.08   10.48
                 106.2-111.8      38.5         7.72    8.13    8.54    8.94    9.35    9.76   10.16   10.57
                 111.8-131.2      40.0         7.92    8.33    8.75    9.17    9.58   10.00   10.42   10.83
                 131.2-234.3      39.5         7.85    8.26    8.68    9.09    9.50    9.92   10.33   10.74
   115.0-212.4   111.8-131.2      44.5         8.56    9.01    9.46    9.91   10.36   10.81   11.26   11.71
                 131.2-234.3      44.5         8.56    9.01    9.46    9.91   10.36   10.81   11.26   11.71
                  Over 234.3      44.0   2     8.48    8.93    9.38    9.82   10.27   10.71   11.16   11.61
   212.4-250.0   131.2-234.3      45.0         8.64    9.09    9.55   10.00   10.45   10.91   11.36   11.82
                  Over 234.3      44.5   2     8.56    9.01    9.46    9.91   10.36   10.81   11.26   11.71
    Over 250.0    Over 234.3      47.5   3     9.05    9.52   10.00   10.48   10.95   11.43   11.90   12.38
</TABLE>
 
- ------------------
 
     * The  State tax  rates assumed  take into  account the  adjustment of  tax
brackets based on changes in the Consumer Price Index for 1993.
 
<TABLE>
<S>         <C>
<FN>
- ------------------
      1  The table reflects the effect of the limitations on  itemized deductions and the deduction for personal exemptions. They
were designed to phase out certain benefits of these deductions for higher income taxpayers. These limitations, in effect,  raise
the  current maximum marginal Federal tax rate to approximately 44.0  percent for taxpayers filing a joint return and entitled to
four personal exemptions and to  approximately 41.0 percent for  taxpayers filing a single return  entitled to only one  personal
exemption.  These limitations are  subject to certain maximums,  which depend on  the number of exemptions  claimed and the total
amount of the taxpayer's itemized  deductions. For example, the  limitation on itemized deductions will  not cause a taxpayer  to
lose  more than 80% of his allowable itemized deductions, with  certain exceptions. The table also reflects California income tax
laws that increase state income tax rates for high income  taxpayers, limit itemized deductions and phase out the benefit of  the
personal exemption credit and the dependent exemption credit in a manner similar to Federal tax law.
      2  Federal tax rate reverts to 36.0% and the state tax rate reverts to the applicable stated maximum rate after the 80% cap
on the limitation on itemized deductions, under federal or state law, as appropriate has been met.
      3 Federal tax rate reverts to 39.6% after the 80% cap on the limitation on itemized deductions has been met.
</TABLE>
 
    A comparison of  tax-free and equivalent  taxable estimated current  returns
with  the returns on various  taxable investments is one  element to consider in
making an  investment  decision.  The Sponsor  may  from  time to  time  in  its
advertising  and sales materials  compare the then  current estimated returns on
the Trust and returns over specified periods on other similar Nuveen Trusts with
returns on taxable investments such as corporate or U.S. Government bonds,  bank
CD's  and  money  market accounts  or  money  market funds,  each  of  which has
investment characteristics  that  may  differ  from those  of  the  Trust.  U.S.
Government  bonds, for example, are  backed by the full  faith and credit of the
U.S. Government and bank CD's and money market accounts are insured by an agency
of the federal government. Money market accounts and money market funds  provide
stability  of principal, but pay interest at  rates that vary with the condition
of the short-term debt market. The  investment characteristics of the Trust  are
described more fully elsewhere in this Prospectus.
 
                                       36
<PAGE>
   
Nuveen Tax-Exempt Unit Trust
Schedule of Investments at Date of Deposit
March 17, 1994
CALIFORNIA INSURED TRUST 222
(Series 720)
    
 
<TABLE>
<CAPTION>
                                                                                          Ratings(3)           Trustee's
                                                                      Optional       ---------------------   Determination
 Aggregate        Name of Issuer and Title of Issue Represented      Redemption       Standard                of Offering
  Principal        by Sponsor's Contracts to Purchase Bonds(1)      Provisions(2)     & Poor's    Moody's      Price(4)
<C>          <C> <S>                                              <C>                <C>         <C>        <C>
- ---------------------------------------------------------------------------------------------------------------------------
$   530,000      California Health Facilities Financing              2002 at 101        AAA         Aaa     $       499,986
                   Authority, Kaiser Permanente, Medical Care
                   Program, Semiannual Tender Revenue Bonds,
                   1985 Tender Bonds, 5.55% Due 8/15/25.
    525,000      The Regents of the University of California,        2003 at 102        AAA         Aaa             494,624
                   University of California Housing System
                   Revenue Bonds, Series A, 5.50% Due 11/1/18.
    525,000      The City of Los Angeles, California, Wastewater     2003 at 102        AAA         Aaa             507,633
                   System Revenue Bonds, Refunding Series
                   1993-A, 5.70% Due 6/1/20.
    530,000      Department of Water and Power of the City of        2003 at 102        AAA         Aaa             520,216
                   Los Angeles, California, Electric Plant
                   Refunding Revenue Bonds, Issue of 1993,
                   5.875% Due 9/1/30.
    530,000      San Bernardino County, California, Certificates     2002 at 102        AAA         Aaa             530,000
                   of Participation (1992 West Valley Detention
                   Center Refinancing Project), 6.00% Due
                   11/1/18. (Original issue discount bonds
                   delivered on or about May 14, 1992 at a price
                   of 93.719% of principal amount.)
    360,000      San Diego Regional Building Authority               2003 at 102        AAA         Aaa             345,812
                   (California), Refunding Lease Revenue Bonds,
                   Series 1993A (San Miguel Consolidated Fire
                   Protection District Project), 5.65% Due
                   1/1/20.
    500,000      Walnut Public Financing Authority (Los Angeles      2002 at 102        AAA         Aaa             523,140
                   County, California), 1992 Tax Allocation
                   Revenue Bonds (Walnut Improvement Project),
                   6.50% Due 9/1/22.
- -----------                                                                                                 ---------------
$ 3,500,000                                                                                                 $     3,421,411
- -----------                                                                                                 ---------------
- -----------                                                                                                 ---------------
</TABLE>
 
See Notes to Schedules of Investments, page 75.
 
                                       37
<PAGE>
   
FLORIDA INSURED TRUST 187
    
   
    The  Portfolio of Florida Insured Trust 187 consists of 7 obligations issued
by entities located in Florida and one obligation issued by an entity located in
the Territory of Puerto Rico. Two Bonds in the Trust are general obligations  of
the  governmental  entities issuing  them and  are backed  by the  taxing powers
thereof. Six Bonds in the  Trust are payable as  to principal and interest  from
the  income of  a specific  project or  authority and  are not  supported by the
issuer's power to levy taxes. The sources of payment for these Bonds are divided
as follows:  Electrical System  Revenue,  1; Health  Care Facility  Revenue,  3;
Transportation  Facility Revenue, 1; Combination Utility  Revenue, 1. All of the
Bonds in the Trust, as insured, are  rated AAA by Standard & Poor's  Corporation
and Aaa by Moody's Investors Service, Inc.
    
 
   
    At  the Date of  Deposit, the average  maturity of the  Bonds in the Florida
Insured Trust is 25.8  years. The average  maturity of the Bonds  in a Trust  is
calculated based upon the stated maturities of the Bonds in such Trust (or, with
respect  to Bonds for  which funds or  securities have been  placed in escrow to
redeem such Bonds on a stated call date, based upon such call date). The average
maturity of the Bonds in a Trust may  increase or decrease from time to time  as
Bonds mature or are called or sold.
    
 
   
    Approximately  30.0% of the  aggregate principal amount of  the Bonds in the
Trust (accounting for approximately 28.6% of the aggregate offering price of the
Bonds)   are    original   issue    discount   bonds.    See   "GENERAL    TRUST
INFORMATION--ORIGINAL  ISSUE  DISCOUNT  BONDS AND  STRIPPED  OBLIGATIONS"  for a
discussion of the  characteristics of  such bonds  and of  the risks  associated
therewith.
    
 
    Approximately  39% of  the aggregate  principal amount  of the  Bonds in the
Trust consists of obligations  of issuers whose  revenues are primarily  derived
from services provided by hospitals or other health care facilities.
 
    For  a discussion of the  risks associated with investments  in the bonds of
various issuers, see "General Trust Information" in this section.
 
   
    The Sponsor entered into  contracts to acquire the  Bonds between March  15,
1994  and March 16, 1994. The following summarizes certain information about the
Bonds as of the business day prior to the Date of Deposit:
    
 
<TABLE>
<CAPTION>
                                                                  Difference between Trustee's
                                                               Determination of Offering Price and
   Cost to    Profit (or loss)   Annual Interest   Bid Price              the Bid Price
   Sponsor       to Sponsor      Income to Trust    of Bonds       (as % of principal amount)
  ----------  -----------------  ----------------  ----------  -----------------------------------
  <S>         <C>                <C>               <C>         <C>
  $3,324,294       $25,491           $193,863      $3,332,285                 .50%
</TABLE>
 
    Neither  cost  to  Sponsor  nor   profit  (or  loss)  to  Sponsor   reflects
underwriting  profits or losses received or  incurred by the Sponsor through its
participation  in  underwriting  syndicates.  An  underwriter  or   underwriting
syndicate  purchases bonds  from the issuer  on a negotiated  or competitive bid
basis as principal with  the motive of  marketing such bonds  to investors at  a
profit.  The Sponsor did not participate as  either the sole underwriter or as a
manager or member of a syndicate that  acted as the original underwriter of  any
of the Bonds.
 
   
    Unitholders  may elect  to have  interest distributions  made on  a monthly,
quarterly or semi-annual basis. The interest on the Bonds initially deposited in
the Florida Insured Trust,  less estimated expenses, is  estimated to accrue  at
the rate of $.01499 per Unit per day under the semi-annual plan of distribution,
$.01494  per Unit per day  under the quarterly plan  of distribution and $.01485
per Unit per day under the monthly plan of distribution. It is anticipated  that
the  amount of interest to be distributed per  Unit in each year under each plan
of distribution  will initially  be  substantially equal  to the  Estimated  Net
Annual Interest Income per Unit for that plan.
    
 
                                       38
<PAGE>
    Details  of interest  distributions per  Unit of  the Florida  Insured Trust
under the various plans appear in  the following table based upon estimated  Net
Annual Interest Income at the Date of Deposit:
 
<TABLE>
<CAPTION>
                                                                                                                       Normal
                                                                                                                   Distributions
Florida Insured Trust                                    1994                                  1995                   per Year
<S>                                     <C>            <C>            <C>            <C>            <C>            <C>
- -------------------------------------------------------------------------------------------------------------      --------------
Record Date*..........................        6/1            8/1           11/1            2/1            5/1
Distribution Date.....................       6/15           8/15          11/15           2/15           5/15
- ---------------------------------------------------------------------------------------------------------------------------------
Monthly Distribution Plan.............  $   .3016(1)                                                               $  5.3638
                                                              --------   $.4469 every month   --------
Quarterly Distribution Plan...........  $   .3016(1)   $   .8993(2)   $  1.3489      $  1.3489      $  1.3489      $  5.3958
Semi-Annual Distribution Plan.........  $   .3016(1)                  $  2.2561(3)                  $  2.7074      $  5.4148
- ---------------------------------------------------------------------------------------------------------------------------------
<FN>
 *  Record Dates for semi-annual distributions are May 1 and November 1; for quarterly distributions, they are February 1, May 1,
   August 1 and November 1. Record Dates for monthly distributions are the first day of each month.
(1) The first distribution will be paid to all Unitholders, regardless of the distribution plan selected.
(2) The  second distribution  under the  quarterly  distribution plan  represents a  2-month distribution;  subsequent  quarterly
    distributions will be regular 3-month distributions.
(3)  The second distribution  under the semi-annual distribution  plan represents a  5-month distribution; subsequent semi-annual
    distributions will be regular 6-month distributions.
</TABLE>
 
    The accrual amounts set forth above, and  in turn the amount of interest  to
be  distributed annually per Unit, will  generally change as Bonds are redeemed,
mature or are sold.
 
TAX STATUS--FLORIDA INSURED TRUST
 
    For a  discussion of  the Federal  tax status  of income  earned on  Florida
Insured Trust Units, see Section 11.
 
    The assets of the Florida Insured Trust (the "Trust") will consist solely of
interest-bearing obligations issued by or on behalf of the State of Florida, its
political  subdivisions and authorities  or by the  Commonwealth of Puerto Rico,
Guam, the Virgin Islands, American Samoa,  or the Northern Mariana Islands  (the
"Florida Bonds").
 
    In  the opinion  of Carlton, Fields,  Ward, Emmanuel, Smith  & Cutler, P.A.,
special counsel for the Trust for Florida tax matters, under existing law:
 
        For Florida state income tax purposes, the Trust will not be subject  to
    the  Florida income tax imposed by the Florida Code so long as the Trust has
    no income subject to federal  taxation. In addition, political  subdivisions
    of Florida do not impose any income taxes.
 
        Because   Florida  does  not  impose   an  income  tax  on  individuals,
    non-corporate Unitholders will not be subject  to any Florida income tax  on
    income  realized by the Trust. Each  corporate Unitholder will be subject to
    Florida income taxation  on its share  of the income  realized by the  Trust
    notwithstanding  the tax  exempt status  of the  interest received  from any
    bonds under Section 103(a) of the Internal Revenue Code of 1986 or any other
    federal law,  unless the  interest  income constitutes  nonbusiness  income.
    Nevertheless,  any corporate Unitholder that  has its commercial domicile in
    Florida will be taxable  under the Florida  Code on its  share of the  Trust
    income which constitutes nonbusiness income.
 
        Trust  Units will  be subject  to Florida  estate tax  only if  owned by
    Florida residents,  certain natural  persons not  domiciled in  Florida,  or
    certain  natural persons  not residents of  the United  States. However, the
    Florida estate tax is  limited to the amount  of the credit allowable  under
    the  applicable Federal  Revenue Act  (currently Section  2011 (and  in some
    cases Section 2102) of  the Internal Revenue Code  of 1986, as amended)  for
    death taxes actually paid to the several states.
 
        Neither  the Florida Bonds nor the Units  will be subject to the Florida
    ad valorem property tax or Florida sales or use tax.
 
                                       39
<PAGE>
        Because  Bonds  issued  by  the  State  of  Florida  or  its   political
    subdivisions  or  by  the  Commonwealth of  Puerto  Rico,  Guam,  the Virgin
    Islands, American Samoa  and the  Northern Mariana Islands  are exempt  from
    Florida  intangible personal  property taxation  under Chapter  199, Florida
    Statutes, as amended, the  Trust will not be  subject to Florida  intangible
    personal  property tax. In addition, the  Unitholders will not be subject to
    Florida intangible personal property tax on the Units.
 
ECONOMIC FACTORS--FLORIDA
 
    POPULATION.  In 1980, Florida was the  seventh largest state in the U.S.  by
population. The State has grown dramatically since then and as of April 1, 1992,
ranks fourth with an estimated population of 13.4 million. Florida's attraction,
as both a growth and retirement state, has kept net migration fairly steady with
an  average of  252,000 new residents  a year  from 1982 through  1991. The U.S.
average population increase  since 1982  is about 1%  annually, while  Florida's
average  annual rate  of increase  is about  2.8%. Florida  continues to  be the
fastest growing of the eleven largest  states. This strong population growth  is
one  reason the State's economy is performing better than the nation as a whole.
In addition to attracting senior citizens to Florida as a place for  retirement,
the  State is also recognized as attracting  a significant number of working age
individuals. Since 1982, the prime working  age population (18-44) has grown  at
an  average  annual rate  of  3.3%. The  share  of Florida's  total  working age
population (18-59) to total State population is approximately 54%. This share is
not expected to change appreciably into the twenty-first century.
 
    INCOME.  The  State's personal  income has  been growing  strongly the  last
several  years and has generally  outperformed both the U.S.  as a whole and the
southeast in particular, according  to the U.S. Department  of Commerce and  the
Florida  Consensus Economic Estimating Conference. This  is due to the fact that
Florida's population has been growing at a very strong pace and, since the early
1970's, the State's economy has diversified so as to provide greater  insulation
from  national  economic  downturns.  As a  result,  Florida's  real  per capita
personal income has tracked  closely with the national  average and has  tracked
above  the southeast. From 1983 through 1992, the State's real per capita income
rose at an average of 5.4% per  year, while the national real per capita  income
increased at an average of 5.5% per year.
 
    Because  Florida has  a proportionately  greater retirement  age population,
property income (dividends,  interest, and rent)  and transfer payments  (Social
Security  and pension  benefits, among other  sources of  income) are relatively
more important  sources  of  income.  For example,  Florida's  total  wages  and
salaries  and other labor income in 1992 was 61% of total personal income, while
a similar  figure  for  the nation  for  1990  was 72%.  Transfer  payments  are
typically  less  sensitive to  the business  cycle  than employment  income and,
therefore, act as stabilizing forces in weak economic periods.
 
    The State's per capita personal income in 1992 of $19,347 was slightly below
the national  average  of  $19,841  and significantly  ahead  of  that  for  the
southeast United States, which was $17,661. Real personal income in the State is
estimated  to increase 3.7% in 1993-94 and  4.6% in 1994-95. Personal income was
also affected by Huricane  Andrew which should have  some lingering effects.  By
the end of 1994-95, real personal income per capita in the State is projected to
average 4.8% higher than its 1992-93 level.
 
    EMPLOYMENT.   Since 1980, the  State's job creation rate  is well over twice
the rate for the nation as a whole, and its growth rate in new  non-agricultural
jobs is the fastest of the 11 most populous states, second only to California in
the  absolute number of new jobs created. Contributing to the State's rapid rate
of growth  in employment  and income  is international  trade. Since  1980,  the
State's  unemployment rate has generally  been below that of  the U.S. In recent
years, however, as  the State's  economic growth  has slowed  from its  previous
highs, the State's unemployment rate has tracked above the national average. The
average rate in
 
                                       40
<PAGE>
Florida  since 1980 has been 6.5% while  the national average is 7.1%. According
to the  U.S.  Department  of  Commerce, the  Florida  Department  of  Labor  and
Employment  Security, and  the Florida Consensus  Economic Estimating Conference
(together, the "Organization"),  the State's unemployment  rate was 8.2%  during
1992.  As of October 1993, the Organization estimates that the unemployment rate
will be 6.5% for 1993-94 and 6.0% in 1994-95.
 
    The rate of job creation in Florida's manufacturing sector has exceeded that
of the U.S. From the beginning of 1980 through 1992, the State added over 37,000
new manufacturing  jobs, an  8.4%  increase. During  the same  period,  national
manufacturing  employment declined nine out of the thirteen years, for a loss of
2,852,000 jobs.
 
    Total non-farm employment in Florida is expected to increase 2.8% in 1993-94
and rise 3.8%  in 1994-95.  These figures,  as well  as the  figures for  income
above,  include the  post-Hurricane Andrew impact.  Trade and  services, the two
largest sources of employment in  the State, account for  more than half of  the
total  non-farm employment. Employment in the service sector's should experience
an increase of 3.9% in 1993-94, while growing 47% in 1994-95. Trade is  expected
to  expand 2.3% in 1994 and 3.4% in  1995. The service sector is now the State's
largest employment category.
 
    CONSTRUCTION.  The State's economy has in the past been highly dependent  on
the   construction  industry   and  construction   related  manufacturing.  This
dependency has declined in recent  years and continues to do  so as a result  of
continued  diversification of the  State's economy. For  example, in 1980, total
contract construction employment  as a  share of total  non-farm employment  was
just  over 7.0%, and in 1992 the share had edged downward to 5.0%. This trend is
expected to continue  as the  State's economy continues  to diversify.  Florida,
nevertheless,  has a dynamic construction industry, with single and multi-family
housing starts accounting for  8.3% of total U.S.  housing starts in 1992  while
the  State's population is 5.3% of  the U.S. total population. Florida's housing
starts since  1980 have  represented an  average of  11.1% of  the U.S.'s  total
annual  starts, and  since 1980,  total housing  starts have  averaged 160,400 a
year.
 
    A driving  force  behind the  State's  construction industry  has  been  the
State's  rapid rate  of population growth.  Although the State  currently is the
fourth most populous  state, its annual  population growth is  now projected  to
decline  as the number of people moving into the State is expected to hover near
the mid  250,000 range  annually throughout  the 1990's.  This population  trend
should   provide  plenty  of  fuel  for  business  and  home  builders  to  keep
construction activity lively in  Florida for some time  to come. However,  other
factors  do  influence the  level  of construction  in  the State.  For example,
federal tax reform in 1986 and other changes to the federal income tax code have
eliminated tax deductions for  owners of more than  two residential real  estate
properties   and  have  lengthened  depreciation  schedules  on  investment  and
commercial properties.  Economic  growth  and existing  supplies  of  commercial
buildings and homes also contribute to the level of construction activity in the
State.
 
    Hurricane Andrew left some parts of south Florida devastated. Post-Hurricane
Andrew clean up and rebuilding have changed the outlook for the State's economy.
Single  and  multi-family housing  starts in  1993-94 are  projected to  reach a
combined level  of 120,000,  and to  increase to  138,100 next  year.  Lingering
recessionary  effects on consumers and tight credit  are some of the reasons for
relatively slow core construction  activity, as well  as lingering effects  from
the 1986 tax reform legislation discussed above. However, construction is one of
the  sectors most severely affected by  Hurricane Andrew. Low interest rates and
pent up  demand  combined  with  improved consumer  confidence  should  lead  to
improved  housing  starts.  The construction  figures  above  include additional
housing  starts  as  a  result   of  destruction  by  Hurricane  Andrew.   Total
construction  expenditures  are  forecasted  to  increase  13.8%  this  year and
increase 14.3% next year.
 
                                       41
<PAGE>
    TOURISM.    Tourism   is  one  of   Florida's  most  important   industries.
Approximately  40.9 million tourists  visited the State in  1992, as reported by
the Florida Department of  Commerce. In terms of  business activities and  state
tax  revenues, tourists in Florida in  1992 represented an estimated 4.5 million
additional residents. Visitors to  the State tend to  arrive equally by air  and
car.  The State's tourism industry over the years has become more sophisticated,
attracting visitors year-round and, to  a degree, reducing its seasonality.  The
dollar's  depreciation  has  enhanced  the  State's  tourism  industry.  Tourist
arrivals should  be flat  this year,  but recover  next year  with 4.0%  growth.
Tourist  arrivals to Florida  by air and  car are expected  to diverge from each
other, air decreasing 5.1% and auto increasing  5.3%. By the end of the  State's
current  fiscal  year,  41.9  million domestic  and  international  tourists are
expected to have visited the State, up 0.2%. In 1994-95 tourist arrivals  should
approximate 43.6 million.
 
    REVENUES  AND EXPENSES.  Estimated fiscal  year 1992-93 General Revenue plus
Working Capital funds available  to the State total  $13,554.8 million, an  8.2%
increase  over 1992-93.  This reflects  a transfer  of $190  million, out  of an
estimated $220.0 million in non-recurring revenue due to Hurricane Andrew, to  a
hurricane  relief trust fund. Of the  total General Revenue plus Working Capital
funds available to the  State, $12,959.2 million of  that is Estimated  Revenues
(excluding  the Hurricane Andrew  impact), which represents  an increase of 7.5%
over the previous  year's Estimated  Revenues. With  effective General  Revenues
plus  Working  Capital Fund  appropriations  at $13,276.9  million, unencumbered
reserves at the end of 1993-94 are estimated at $277.9 million. Estimated fiscal
year  1994-95  General  Revenue  plus  Working  Capital  Funds  available  total
$14,310.7 million, a 5.6% increase over 1993-94. This amount reflects a transfer
of  $159,000  million in  non-recurring  revenue due  to  Hurricane Andrew  to a
hurricane relief fund.  The $13,944.0 million  in Estimated Revenues  (excluding
Hurricane  Andrew impact) represent an increase of 7.6% over the previous year's
Estimated Revenues.  The massive  effort  to rebuild  and replace  destroyed  or
damaged  property  in  the  wake  of Hurricane  Andrew  is  responsible  for the
substantial positive revenue impacts  shown here. Most of  the impact is in  the
increase in the State's sales tax.
 
    In  fiscal  year  1992-93, approximately  62%  of the  State's  total direct
revenue to its three operating funds was derived from State taxes, with  Federal
grants and other special revenue accounting for the balance. State sales and use
tax,  corporate income  tax, intangible personal  property tax  and beverage tax
amounted to 68%,  7%, 4% and  4%, respectively, of  total General Revenue  Funds
available  during fiscal 1992-93. In that same year, expenditures for education,
health and welfare, and  public safety amounted to  approximately 49%, 30%,  and
11%, respectively, of total expenditures from the General Revenue Fund.
 
    The State's sales and use tax (6%) currently accounts for the State's single
largest  source of tax receipts. Sightly less  than 10% of the State's sales and
use tax is designated for local governments and is distributed to the respective
counties in which  collected for  use by  the counties,  and the  municipalities
therein.  In addition  to this  distribution, local  governments may  assess (by
referendum) a 0.5%  or a 1.0%  discretionary sales surtax  within their  county.
Proceeds  from  this local  option  sales tax  are  earmarked for  funding local
infrastructure programs and acquiring land for public recreation or conservation
or protection of  natural resources  as provided under  applicable Florida  law.
Certain   charter   counties   have   other   additional   taxing   powers,  and
non-consolidated counties with  a population  in excess  of 800,000  may levy  a
local option sales tax to fund indigent health care. It alone cannot exceed 0.5%
and  when combined  with the infrastructure  surtax cannot exceed  1.0%. For the
fiscal year ended June 30,  1993, sales and use  tax receipts (exclusive of  the
tax  on gasoline  and special fuels)  totalled $9,426.0 million,  an increase of
12.5% over fiscal year 1991-92.
 
                                       42
<PAGE>
    The second largest source of State tax  receipts is the tax on motor  fuels.
However,  these revenues are almost entirely  dedicated trust funds for specific
purposes and are not included in the State's General Revenue Fund.
 
    The State imposes an alcoholic beverage wholesale tax (excise tax) on  beer,
wine,  and  liquor. This  tax  is one  of the  State's  major tax  sources, with
revenues totalling $442.2 million in fiscal year ending June 30, 1993. Alcoholic
beverage tax  receipts  increased  1.6%  from the  previous  year's  total.  The
revenues  collected from this tax are deposited into the State's General Revenue
Fund.
 
    The State imposes  a corporate  income tax.  All receipts  of the  corporate
income  tax are credited to the General  Revenue Fund. For the fiscal year ended
June 30, 1993,  receipts from this  source were $846.6  million, an increase  of
5.6% from fiscal year 1991-92.
 
    The  State  imposes a  documentary stamp  tax on  deeds and  other documents
relating to  realty,  corporate  shares, bonds,  certificates  of  indebtedness,
promissory  notes, wage assignments, and retail charge accounts. The documentary
stamp tax  collections totalled  $639.0 million  during fiscal  year 1992-93,  a
27.0%  increase from the previous fiscal year. Beginning in fiscal year 1992-93,
71.29% of these taxes is to be deposited to the General Revenue Fund.
 
    The State  imposes an  intangible personal  property tax  on stocks,  bonds,
including  bonds secured by liens in  Florida real property, notes, governmental
leaseholds, and certain other intangibles not secured by a lien on Florida  real
property.  The  annual  rate  of  tax  is  2  mils.  The  State  also  imposes a
non-recurring 2 mil tax on mortgages  and other obligations secured by liens  on
Florida  real  property.  In  fiscal  year  1992-93,  total  intangible personal
property tax collections  were $783.4  million, a  33% increase  over the  prior
year. Of the tax proceeds, 66.5% is distributed to the General Revenue Fund.
 
    The  State's severance tax taxes oil, gas and sulphur production, as well as
the severance of phosphate rock and other solid minerals. Total collections from
severance taxes total $64.5 million during  fiscal year 1992-93, down 4.0%  from
the  previous year. Currently 60%  of this amount is  transferred to the General
Revenue Fund.
 
    The State began  its own lottery  in 1988. State  law requires that  lottery
revenues  be  distributed  50.0% to  the  public  in prizes,  38.0%  for  use in
enhancing education,  and the  balance, 12.0%,  for costs  of administering  the
lottery.  Fiscal  year  1992-93  lottery ticket  sales  totalled  $2.13 billion,
providing education with approximately $810.4 million.
 
    The  State  has   continuously  been  dependent   on  the  highly   cyclical
construction  and  construction  related  manufacturing  industries.  While that
dependency has  decreased, the  State is  still  somewhat at  the mercy  of  the
construction and construction related manufacturing industries. The construction
industry  is driven to a great extent by the State's rapid growth in population.
While  the  rate  of  population  growth  in  the  State  has  slowed  somewhat,
expectations  are that it  will continue to  remain somewhat constant throughout
the 1990's. However, there  can be no assurance  that population growth will  in
fact  continue throughout  the 1990's  in which case  there could  be an adverse
impact on the State's economy through the loss of construction and  construction
related manufacaturing jobs. Also, while interest rates remain low currently, an
increase in interest rates could significantly adversely impact the financing of
new  construction within the State, thereby adversely impacting unemployment and
other economic  factors  within the  State.  In addition,  available  commercial
office  space has tended to remain high over the past few years. So long as this
glut of commercial rental  space continues, construction of  this type of  space
will likely continue to remain slow.
 
    DEBT-BALANCED  BUDGET REQUIREMENT.  At the end of fiscal 1992, approximately
$5.21 billion in principal amount of debt  secured by the full faith and  credit
of  the State was outstanding. In addition, since July 1, 1992, the State issued
about $1.26 billion in principal amount of full faith and credit bonds.
 
                                       43
<PAGE>
    The State Constitution  and statutes  mandate that  the State  budget, as  a
whole,  and each separate fund within the  State budget, be kept in balance from
currently available revenues each  fiscal year. If  the Governor or  Comptroller
believe  a deficit will occur in any State fund, by statute, he must certify his
opinion to the Administrative Commission, which then is authorized to reduce all
State agency budgets and releases by a sufficient amount to prevent a deficit in
any fund.  Additionally,  the State  Constitution  prohibits issuance  of  State
obligations to fund State operations.
 
    LITIGATION.  Currently under litigation are several issues relating to State
actions  or State taxes that put at  risk substantial amounts of General Revenue
Fund monies.  Accordingly, there  is  no assurance  that  any of  such  matters,
individually or in the aggregate, will not have a material adverse affect on the
State's financial position.
 
    In  the wake of the  U.S. Supreme Court decisions  holding that a Hawaii law
unfairly discriminated against  out-of-state liquor producers,  suits have  been
filed  in the State's courts contesting a  similar State law (in effect prior to
1985) that seek $384 million in tax refunds. A trial court, in a ruling that was
subsequently upheld  by  the Florida  Supreme  Court,  found the  State  law  in
question  to  be unconstitutional  but  made its  ruling  operate prospectively,
thereby denying any tax refunds. The issue of whether the unconstitutionality of
the tax should be applied retroactively was decided in favor of the taxpayers by
the U.S. Supreme Court on June 4,  1990. On remand from the U.S. Supreme  Court,
the  Florida Supreme Court, on January 15, 1991, mandated further proceedings to
fashion a "clear and certain remedy" consistent with constitutional restrictions
and the opinion of the U.S. Supreme Court. The Florida Department of Revenue has
proposed to the Florida Supreme Court that the Department be allowed to  collect
back  taxes from those  who received a  tax preference under  the prior law. The
Florida Supreme  Court remanded  the matter  to the  Circuit Court  for the  2nd
Judicial  Circuit to hear arguments on the method chosen by the State to provide
a clear and certain remedy. On October  15, 1992, the Circuit Court trial  judge
orally  stated  that the  method chosen  by the  State is  unconstitutional. The
Circuit Court has not issued a written,  final order, which the State is  likely
to  appeal. An unfavorable  outcome could result  in the State  having to refund
over $340 million.
 
    Florida law provides preferential tax  treatment to insurers who maintain  a
home  office in the State. Certain  insurers challenged the constitutionality of
this tax preference  and sought a  refund of taxes  paid. Recently, the  Florida
Supreme  Court ruled  in favor of  the State.  This case and  others, along with
pending refund claims, total about $200 million.
 
    The State  maintains a  bond rating  of  Aa and  AA from  Moody's  Investors
Service  and Standard & Poor's Corporation, respectively, on the majority of its
general obligation bonds, although the rating of a particular series of  revenue
bonds  relates primarily to the project,  facility, or other revenue source from
which such series derives funds for  repayment. While these ratings and some  of
the  information  presented above  indicate that  the  State is  in satisfactory
economic health, there can be no assurance  that there will not be a decline  in
economic  conditions or that particular Florida Bonds purchased by the fund will
not be adversely affected by any such changes.
 
    The sources for the information presented above include official  statements
and  financial statements  of the  State of Florida.  While the  Sponsor has not
independently verified this information,  it has no reason  to believe that  the
information is not correct in all material respects.
 
FLORIDA TAXABLE ESTIMATED CURRENT RETURN TABLE
 
    The  following tables show the approximate taxable estimated current returns
for individuals  that are  equivalent to  tax-exempt estimated  current  returns
under  published  1994  marginal  Federal  tax  rates.  The  tables  incorporate
increased tax  rates  for higher-income  taxpayers  that were  included  in  the
Revenue Reconciliation Act of 1993. The tables illustrate
 
                                       44
<PAGE>
what  you would  have to  earn on  taxable investments  to equal  the tax-exempt
estimated current return for your income tax bracket. A taxpayer's marginal  tax
rate  is affected  by both  his taxable  income and  his adjusted  gross income.
Locate your adjusted gross and your taxable income (which is your adjusted gross
income reduced by any deductions and  exemptions), then locate your tax  bracket
based  on joint  or single  tax filing.  Read across  to the  equivalent taxable
estimated current return you would need to match the tax-free income.
 
 COMBINED MARGINAL TAX RATES FOR JOINT TAXPAYERS WITH FOUR PERSONAL EXEMPTIONS
- --------------------------------------------------------------------------------
 
<TABLE>
<CAPTION>
                  Federal
    Federal      Adjusted      Combined
    Taxable        Gross       State and                   Tax-Exempt Estimated Current Return
    Income        Income        Federal       --------------------------------------------------------------
   (1,000's)     (1,000's)     Tax Rate1      4.25%   4.50%   4.75%   5.00%   5.25%   5.50%   5.75%   6.00%
 ------------- -------------  -----------     ------  ------  ------  ------  ------  ------  ------  ------
 <S>           <C>            <C>             <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>
 $     0- 38.0 $     0-111.8      15.0   %     5.00    5.29    5.59    5.88    6.18    6.47    6.76    7.06
    38.0- 91.9       0-111.8      28.0         5.90    6.25    6.60    6.94    7.29    7.64    7.99    8.33
                 111.8-167.7      29.0         5.99    6.34    6.69    7.04    7.39    7.75    8.10    8.45
    91.9-140.0       0-111.8      31.0         6.16    6.52    6.88    7.25    7.61    7.97    8.33    8.70
                 111.8-167.7      32.0         6.25    6.62    6.99    7.35    7.72    8.09    8.46    8.82
                 167.7-290.2      34.5         6.49    6.87    7.25    7.63    8.02    8.40    8.78    9.16
   140.0-250.0   111.8-167.7      37.0         6.75    7.14    7.54    7.94    8.33    8.73    9.13    9.52
                 167.7-290.2      40.0         7.08    7.50    7.92    8.33    8.75    9.17    9.58   10.00
                  Over 290.2      37.0   2     6.75    7.14    7.54    7.94    8.33    8.73    9.13    9.52
    Over 250.0   167.7-290.2      44.0         7.59    8.04    8.48    8.93    9.38    9.82   10.27   10.71
                  Over 290.2      41.0   3     7.20    7.63    8.05    8.47    8.90    9.32    9.75   10.17
</TABLE>
 
  COMBINED MARGINAL TAX RATES FOR SINGLE TAXPAYERS WITH ONE PERSONAL EXEMPTION
- --------------------------------------------------------------------------------
 
<TABLE>
<CAPTION>
                  Federal
    Federal      Adjusted      Combined
    Taxable        Gross       State and                   Tax-Exempt Estimated Current Return
    Income        Income        Federal       --------------------------------------------------------------
   (1,000's)     (1,000's)     Tax Rate1      4.25%   4.50%   4.75%   5.00%   5.25%   5.50%   5.75%   6.00%
 ------------- -------------  -----------     ------  ------  ------  ------  ------  ------  ------  ------
 <S>           <C>            <C>             <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>
 $     0- 22.8 $     0-111.8      15.0   %     5.00    5.29    5.59    5.88    6.18    6.47    6.76    7.06
    22.8- 55.1       0-111.8      28.0         5.90    6.25    6.60    6.94    7.29    7.64    7.99    8.33
    55.1-115.0       0-111.8      31.0         6.16    6.52    6.88    7.25    7.61    7.97    8.33    8.70
                 111.8-234.3      32.5         6.30    6.67    7.04    7.41    7.78    8.15    8.52    8.89
   115.0-250.0   111.8-234.3      38.0         6.85    7.26    7.66    8.06    8.47    8.87    9.27    9.68
                  Over 234.3      37.0   2     6.75    7.14    7.54    7.94    8.33    8.73    9.13    9.52
    Over 250.0    Over 234.3      41.0   3     7.20    7.63    8.05    8.47    8.90    9.32    9.75   10.17
<FN>
- ------------------
      1 The table reflects the effect of the limitations  on itemized deductions and the deduction for personal exemptions.  They
were  designed to phase out certain benefits of these deductions for higher income taxpayers. These limitations, in effect, raise
the current maximum marginal Federal tax rate to approximately 44.0  percent for taxpayers filing a joint return and entitled  to
four  personal exemptions and to  approximately 41.0 percent for taxpayers  filing a single return  entitled to only one personal
exemption. These limitations are  subject to certain maximums,  which depend on  the number of exemptions  claimed and the  total
amount  of the taxpayer's itemized  deductions. For example, the limitation  on itemized deductions will  not cause a taxpayer to
lose more than 80% of his allowable itemized deductions, with certain exceptions.
      2 Federal tax rate reverts to 36.0% after the 80% cap on the limitation on itemized deductions has been met.
      3 Federal tax rate reverts to 39.6% after the 80% cap on the limitation on itemized deductions has been met.
</TABLE>
 
    A comparison of  tax-free and equivalent  taxable estimated current  returns
with  the returns on various  taxable investments is one  element to consider in
making an  investment  decision.  The Sponsor  may  from  time to  time  in  its
advertising  and sales materials  compare the then  current estimated returns on
the Trust and returns over specified periods on other similar Nuveen Trusts with
returns on taxable investments such as corporate or U.S. Government bonds,  bank
CD's  and  money  market accounts  or  money  market funds,  each  of  which has
investment characteristics  that  may  differ  from those  of  the  Trust.  U.S.
Government  bonds, for example, are  backed by the full  faith and credit of the
U.S. Government and bank CD's and money market accounts are insured by an agency
of the federal government. Money market accounts and money market funds  provide
stability  of principal, but pay interest at  rates that vary with the condition
of the short-term debt market. The  investment characteristics of the Trust  are
described more fully elsewhere in this Prospectus.
 
                                       45
<PAGE>
   
Nuveen Tax-Exempt Unit Trust
Schedule of Investments at Date of Deposit
March 17, 1994
FLORIDA INSURED TRUST 187
(Series 720)
    
 
<TABLE>
<CAPTION>
                                                                                          Ratings(3)           Trustee's
                                                                      Optional       ---------------------   Determination
 Aggregate        Name of Issuer and Title of Issue Represented      Redemption       Standard                of Offering
  Principal        by Sponsor's Contracts to Purchase Bonds(1)      Provisions(2)     & Poor's    Moody's      Price(4)
<C>          <C> <S>                                              <C>                <C>         <C>        <C>
- ---------------------------------------------------------------------------------------------------------------------------
$   415,000      State of Florida, State Board of Education,         2003 at 101        AAA         Aaa     $       397,533
                   Public Education Capital Outlay Bonds, 1993
                   Series C, 5.50% Due 6/1/23. (General
                   Obligation Bonds.)
    525,000      Florida Municipal Power Agency, St. Lucie           2002 at 102        AAA         Aaa             482,139
                   Project Refunding Revenue Bonds, Series 1992,
                   5.25% Due 10/1/21. (Original issue discount
                   bonds delivered on or about September 1, 1992
                   at a price of 91.655% of principal amount.)
    525,000      Dade County Health Facilities Authority             2003 at 101        AAA         Aaa             475,750
                   (Florida), Hospital Revenue Refunding Bonds,
                   Series 1993A (Baptist Hospital of Miami
                   Project), 5.25% Due 5/15/21. (Original issue
                   discount bonds delivered on or about March
                   17, 1993 at a price of 94.118% of principal
                   amount.)
    525,000      Hillsborough County Aviation Authority,             2003 at 102        AAA         Aaa             511,082
                   Florida, Tampa International Airport Revenue
                   Refunding, 1993 Series B, 5.60% Due 10/1/19.
    325,000     * Hillsborough County Industrial Development         2004 at 102        AAA         Aaa             321,750
                   Authority (Florida), Industrial Development
                   Revenue Bonds, Series 1994 (University
                   Community Hospital), 5.75% Due 8/15/14. (When
                   issued.)
    160,000      Orlando Utilities Commission (Florida), Water       2002 at 101        AAA         Aaa             145,698
                   and Electric Revenue Bonds, Series 1993,
                   5.125% Due 10/1/19.
    500,000      Pinellas County (Florida), Health Facilities        2003 at 102        AAA         Aaa             480,800
                   Authority Hospital Revenue Bonds, Series 1993
                   (Morton Plant Health System Project), 5.625%
                   Due 11/15/23.
    525,000     * Commonwealth of Puerto Rico, Public Improvement  2002 at 101 1/2      AAA         Aaa             535,033
                   Refunding Bonds, Series 1992A (General
                   Obligation Bonds.), 6.00% Due 7/1/14.
- -----------                                                                                                 ---------------
$ 3,500,000                                                                                                 $     3,349,785
- -----------                                                                                                 ---------------
- -----------                                                                                                 ---------------
</TABLE>
 
See Notes to Schedules of Investments, page 75.
 
   
* These  Bonds,  or a  portion thereof,  have delivery  dates beyond  the normal
  settlement date. Their expected  delivery dates range from  March 28, 1994  to
  March 29, 1994. Contracts relating to Bonds with delivery dates after the date
  of   settlement  for  purchase   made  on  the   Date  of  Deposit  constitute
  approximately 24% of the aggregate principal amount of the Trust. (See Section
  4.)
    
 
                                       46
<PAGE>
   
MASSACHUSETTS INSURED TRUST 111
    
   
    The  Portfolio of Massachusetts Insured Trust  111 consists of 6 obligations
issued by entities  located in  Massachusetts and  one obligation  issued by  an
entity  located in  the Territory  of Puerto  Rico. Two  Bonds in  the Trust are
general obligations of the governmental entities issuing them and are backed  by
the  taxing powers thereof. Five Bonds in  the Trust are payable as to principal
and interest from  the income of  a specific  project or authority  and are  not
supported  by the issuer's power to levy taxes. The sources of payment for these
Bonds are  divided as  follows: Bridge  and Toll  Road Revenue,  1; Health  Care
Facility Revenue, 3; Transportation Facility Revenue, 1. All of the Bonds in the
Trust,  as insured, are  rated AAA by  Standard & Poor's  Corporation and Aaa by
Moody's Investors Service, Inc.
    
 
   
    At  the  Date  of  Deposit,  the  average  maturity  of  the  Bonds  in  the
Massachusetts  Insured Trust is 28.2 years. The average maturity of the Bonds in
a Trust is  calculated based upon  the stated  maturities of the  Bonds in  such
Trust  (or, with respect to Bonds for which funds or securities have been placed
in escrow to  redeem such  Bonds on  a stated call  date, based  upon such  call
date).  The average maturity  of the Bonds  in a Trust  may increase or decrease
from time to time as Bonds mature or are called or sold.
    
 
   
    Approximately 14.3% of the  aggregate principal amount of  the Bonds in  the
Trust (accounting for approximately 13.8% of the aggregate offering price of the
Bonds)    are   original    issue   discount    bonds.   See    "GENERAL   TRUST
INFORMATION--ORIGINAL ISSUE  DISCOUNT  BONDS  AND STRIPPED  OBLIGATIONS"  for  a
discussion  of the  characteristics of  such bonds  and of  the risks associated
therewith.
    
 
    Approximately 44% of  the aggregate  principal amount  of the  Bonds in  the
Trust  consists of obligations  of issuers whose  revenues are primarily derived
from services provided by hospitals or other health care facilities.
 
    For a discussion of  the risks associated with  investments in the bonds  of
various issuers, see "General Trust Information" in this section.
 
   
    The  Sponsor entered into  contracts to acquire the  Bonds between March 11,
1994 and March 16, 1994. The following summarizes certain information about  the
Bonds as of the business day prior to the Date of Deposit:
    
 
<TABLE>
<CAPTION>
                                                                  Difference between Trustee's
                                                               Determination of Offering Price and
   Cost to    Profit (or loss)   Annual Interest   Bid Price              the Bid Price
   Sponsor       to Sponsor      Income to Trust    of Bonds       (as % of principal amount)
  ----------  -----------------  ----------------  ----------  -----------------------------------
  <S>         <C>                <C>               <C>         <C>
  $3,322,639       $28,105           $195,719      $3,333,244                 .50%
</TABLE>
 
    Neither   cost  to  Sponsor  nor  profit   (or  loss)  to  Sponsor  reflects
underwriting profits or losses received or  incurred by the Sponsor through  its
participation   in  underwriting  syndicates.  An  underwriter  or  underwriting
syndicate purchases bonds  from the issuer  on a negotiated  or competitive  bid
basis  as principal with  the motive of  marketing such bonds  to investors at a
profit. The Sponsor did not participate as  either the sole underwriter or as  a
manager  or member of a syndicate that  acted as the original underwriter of any
of the Bonds.
 
   
    Unitholders may  elect to  have interest  distributions made  on a  monthly,
quarterly or semi-annual basis. The interest on the Bonds initially deposited in
the Massachusetts Insured Trust, less estimated expenses, is estimated to accrue
at  the  rate  of  $.01519  per  Unit per  day  under  the  semi-annual  plan of
distribution, $.01514 per Unit per day under the quarterly plan of  distribution
and  $.01505 per  Unit per  day under  the monthly  plan of  distribution. It is
anticipated that  the amount  of interest  to be  distributed per  Unit in  each
    
 
                                       47
<PAGE>
year  under each plan  of distribution will initially  be substantially equal to
the Estimated Net Annual Interest Income per Unit for that plan.
 
    Details of  interest distributions  per Unit  of the  Massachusetts  Insured
Trust under the various plans appear in the following table based upon estimated
Net Annual Interest Income at the Date of Deposit:
 
<TABLE>
<CAPTION>
                                                                                                                       Normal
                                                                                                                   Distributions
Massachusetts Insured Trust                              1994                                  1995                   per Year
<S>                                     <C>            <C>            <C>            <C>            <C>            <C>
- -------------------------------------------------------------------------------------------------------------      --------------
Record Date*..........................        6/1            8/1           11/1            2/1            5/1
Distribution Date.....................       6/15           8/15          11/15           2/15           5/15
- ---------------------------------------------------------------------------------------------------------------------------------
Monthly Distribution Plan.............  $   .3773(1)                                                               $  5.4169
                                                              --------   $.4514 every month   --------
Quarterly Distribution Plan...........  $   .3773(1)   $   .9081(2)   $  1.3622      $  1.3622      $  1.3622      $  5.4489
Semi-Annual Distribution Plan.........  $   .3773(1)                  $  2.2782(3)                  $  2.7339      $  5.4679
- ---------------------------------------------------------------------------------------------------------------------------------
<FN>
 *  Record Dates for semi-annual distributions are May 1 and November 1; for quarterly distributions, they are February 1, May 1,
   August 1 and November 1. Record Dates for monthly distributions are the first day of each month.
(1) The first distribution will be paid to all Unitholders, regardless of the distribution plan selected.
(2) The  second distribution  under the  quarterly  distribution plan  represents a  2-month distribution;  subsequent  quarterly
    distributions will be regular 3-month distributions.
(3)  The second distribution  under the semi-annual distribution  plan represents a  5-month distribution; subsequent semi-annual
    distributions will be regular 6-month distributions.
</TABLE>
 
    The accrual amounts set forth above, and  in turn the amount of interest  to
be  distributed annually per Unit, will  generally change as Bonds are redeemed,
mature or are sold.
 
TAX STATUS--MASSACHUSETTS INSURED TRUST
 
    For a discussion of the Federal tax status of income earned on Massachusetts
Insured Trust Units, see Section 11.
 
    In the opinion  of Edwards &  Angell, special Massachusetts  counsel to  the
Trust, based on rulings by the Commissioner of Revenue and under existing law:
 
        For  Massachusetts income tax purposes, each  Trust will be treated as a
    corporate trust under Section 8 of  Chapter 62 of the Massachusetts  General
    Laws  ("M.G.L.") and not  as a grantor  trust under Section  10(e) of M.G.L.
    Chapter 62.
 
        The Trust will not be held  to be engaging in business in  Massachusetts
    within  the meaning of said Section 8 and will, therefore, not be subject to
    Massachusetts income tax.
 
        Unitholders who  are  subject  to Massachusetts  income  taxation  under
    M.G.L. Chapter 62 will not be required to include their respective shares of
    the  earnings of  or distributions from  the Massachusetts  Insured Trust in
    their Massachusetts  gross  income  to  the extent  that  such  earnings  or
    distributions represent tax-exempt interest excludable from gross income for
    Federal  income tax purposes received by  the Massachusetts Insured Trust on
    obligations  issued   by   Massachusetts,  its   counties,   municipalities,
    authorities,  political subdivisions or instrumentalities or by Puerto Rico,
    the Virgin Islands, Guam, the Northern Mariana Islands or other  possessions
    of  the United States within  the meaning of Section  103(c) of the Internal
    Revenue Code of 1986, as amended ("Massachusetts Obligations").
 
        In the  case  of a  Massachusetts  Insured Trust,  Unitholders  who  are
    subject to Massachusetts income taxation under M.G.L. Chapter 62 will not be
    required   to  include  their  respective  shares  of  the  earnings  of  or
    distributions from such  Trust in  their Massachusetts gross  income to  the
    extent   that  such   earnings  or   distributions  are   derived  from  the
 
                                       48
<PAGE>
    proceeds of insurance obtained by the Sponsor of such Trust or by the issuer
    or underwriter of an obligation held  by such Trust that represent  maturing
    interest  on defaulted obligations held  by the Trustee, if  and to the same
    extent that such earnings or  distributions would have been excludable  from
    the  gross income of such  Unitholders if derived from  interest paid by the
    issuer of the defaulted obligation.
 
        Unitholders which  are corporations  subject  to taxation  under  M.G.L.
    Chapter  63  will be  required  to include  their  respective shares  of the
    earnings of or  distributions from  the Trust in  their Massachusetts  gross
    income  to the extent that such earnings or distributions represent interest
    from bonds, notes  or indebtedness  of any  state, including  Massachusetts,
    except for interest which is specifically exempted from such tax by the acts
    authorizing issuance of said Massachusetts Obligations.
 
        The  Massachusetts Insured  Trust's capital gains  and/or capital losses
    which are includable  in the  Federal gross  income of  Unitholders who  are
    subject  to  Massachusetts  income  taxation  under  M.G.L.  Chapter  62, or
    Unitholders which are corporations  subject to Massachusetts taxation  under
    M.G.L.  Chapter 63 will  be included as  capital gains and/or  losses in the
    Unitholders' Massachusetts gross  income, except for  capital gain which  is
    specifically  exempted  from  taxation  under  such  Chapters  by  the  acts
    authorizing issuance of said Massachusetts Obligations.
 
        Unitholders which are corporations subject  to tax under M.G.L.  Chapter
    63  and which  are tangible  property corporations  will not  be required to
    include the Units  when determining  the value of  their tangible  property.
    Unitholders  which are intangible property  corporations will be required to
    include the Units when determining their net worth.
 
        Gains or losses realized on sales or redemptions of Units by Unitholders
    who are subject to Massachusetts income taxation under M.G.L. Chapter 62, or
    Unitholders which are corporations subject to Massachusetts income  taxation
    under  M.G.L. Chapter  63, will be  includable in  their Massachusetts gross
    income. In  determining such  gain or  loss Unitholders  will, to  the  same
    extent required for Federal tax purposes, have to adjust their tax bases for
    their  Units  for  accrued  interest  received,  if  any,  on  Massachusetts
    Obligations delivered to  the Trustee  after the Unitholders  pay for  their
    Units,  for amortization of  premiums, if any,  on Massachusetts Obligations
    held by  the Massachusetts  Insured Trust,  and for  accrued original  issue
    discount  with respect to  each Massachusetts Obligation  which, at the time
    the Massachusetts Obligation was issued, had original issue discount.
 
        The Units of the  Trust are not  subject to any  property tax levied  by
    Massachusetts  or any political  subdivision thereof, nor  to any income tax
    levied by any such political subdivision.  They are includable in the  gross
    estate  of a deceased holder who is a resident of Massachusetts for purposes
    of the Massachusetts Estate Tax.
 
ECONOMIC FACTORS--MASSACHUSETTS
 
    Without intending  to  be complete,  the  following briefly  summarizes  the
current  financial situation, as  well as some of  the complex factors affecting
the  financial   situation,   in   the  Commonwealth   of   Massachusetts   (the
"COMMONWEALTH").  It is  derived from  sources that  are generally  available to
investors and is based in part on information obtained from various agencies  in
Massachusetts.  No independent  verification has  been made  of the  accuracy or
completeness of the following information.
 
                                       49
<PAGE>
    There can  be no  assurance that  current or  future statewide  or  regional
economic  difficulties,  and  the  resulting  impact  on  Commonwealth  or local
governmental finances generally, will not  adversely affect the market value  of
Massachusetts  Obligations in the Trust or the ability of particular obligors to
make timely payments of debt service on (or relating to) those obligations.
 
    Since 1988,  there has  been a  significant slowdown  in the  Commonwealth's
economy,  as indicated by  a rise in  unemployment, a slowing  of its per capita
income growth and declining state  revenues. In fiscal 1991, the  Commonwealth's
expenditures  for  state  government  programs  exceeded  current  revenues, and
although fiscal 1992 revenues exceeded  expenditures, no assurance can be  given
that lower than expected tax revenues will not resume and continue.
 
    1993  FISCAL  YEAR  BUDGET.    On July  20,  1992  the  Governor  signed the
Commonwealth's budget  for  fiscal  1993.  This budget  is  based  on  estimated
budgeted  revenue and  other sources of  $14.641 billion,  including current tax
revenue estimates of $9.940 billion. Based on December 31, 1992 tax collections,
tax revenues for the fiscal 1993 budget were revised upwards on January 27, 1993
from the  original  consensus tax  estimate  of $9.685  billion.  Estimated  tax
revenues  for  fiscal 1993  are approximately  $456.4  million greater  than tax
revenues for fiscal  1992. As  modified by  legislation enacted  since July  20,
1992,  the fiscal 1993  budget provides for  estimated budgeted expenditures and
other uses of $14.976  billion, which equals the  sum of projected revenues  and
other  sources plus approximately $319.4 million of the estimated $549.4 million
positive budgetary fund balances  existing as of the  close of fiscal 1992.  The
projected  fiscal  1993  budgeted  expenditures  and  other  uses  represents an
increase of 11.6% from  fiscal 1992. The fiscal  1993 budget remains subject  to
certain  of  the Governor's  line-item vetoes,  which may  be overridden  by the
legislature.
 
    With regard to revenues, the fiscal  1993 budget depends on certain  non-tax
revenue  sources, the availability of which is subject to certain contingencies.
The fiscal  1993  budget assumes  continued  federal reimbursements  related  to
uncompensated  care  payments,  which  is expected  to  be  approximately $212.7
million in fiscal 1993.
 
    The fiscal 1993  budget also assumes  that the sale  of certain assets  will
generate  approximately $45.0  million in  non-tax revenues,  however, there are
currently no agreements to sell  such assets and the market  for some or all  of
such  assets  in unfavorable.  The fiscal  1993 budget  also assumes  receipt of
approximately $80.0  million from  the  Massachusetts Water  Resource  Authority
("MWRA")  under an arrangement which would, among other things, relieve the MWRA
of certain comparable future financial commitments to the Commonwealth.
 
    1992 FISCAL YEAR.  The  Commonwealth's budgeted expenditures and other  uses
were  approximately $13.420 billion  in fiscal 1992, which  is $238.7 million or
1.7% lower than fiscal  1991 budgeted expenditures.  Final fiscal 1992  budgeted
expenditures  were $300  million more  than the  initial July  1991 estimates of
budgetary expenditures,  due in  part  to increases  in certain  human  services
programs,  including an increase of $268.7  million for the Medicaid program and
$50.0 million  for  mental  retardation consent  decree  requirements.  Budgeted
revenues and other sources for fiscal 1992 totaled approximately $13.728 billion
(including   tax  revenues  of  $9.484   billion),  reflecting  an  increase  of
approximately 0.7% from  fiscal 1991  to 1992  and an  increase of  5.4% in  tax
revenues  for the same period.  Overall, fiscal 1992 is  estimated to have ended
with an excess of revenues and other sources over expenditures and other uses of
$312.3 million. After payment in full of the quarterly distribution of local aid
to   the   Commonwealth's    cities   and   towns    ("LOCAL   AID")   in    the
 
                                       50
<PAGE>
amount  of $514.0 million due on June 30, 1992, retirement of the Commonwealth's
outstanding commercial  paper  (except for  approximately  $50 million  of  bond
anticipation  notes) and  certain other  short term  borrowings, as  of June 30,
1992, the end of fiscal 1992,  the Commonwealth showed a year-end cash  position
of  approximately $731 million, as compared with the Commonwealth's cash balance
of $182.3 million at the end of fiscal 1991.
 
    1991 FISCAL YEAR.  Budgeted expenditures for fiscal 1991 were  approximately
$13.659 billion, as against budgeted revenues and other sources of approximately
$13.634  billion. The Commonwealth  suffered an operating  loss of approximately
$21.2 million. Application of the adjusted  fiscal 1990 fund balances of  $258.3
resulted  in  a  fiscal 1991  budgetary  surplus  of $237.1  million.  State law
requires that approximately $59.2 million of the fiscal year ending balances  of
$237.1  million be placed in the Stabilization  Fund, a reserve from which funds
can be appropriated (i) to make up any difference between actual state  revenues
in  any fiscal year  in which actual  revenues fall below  the allowable amount,
(ii) to replace state and local losses by federal funds or (iii) for any  event,
as  determined by the legislature, which threatens the health, safety or welfare
of the  people  or the  fiscal  stability of  the  Commonwealth or  any  of  its
political subdivisions.
 
    Upon  taking office in January  1991, the new Governor  proposed a series of
legislative and  administrative  actions, including  withholding  of  allotments
under  Section 9C of Chapter  29 of the General  Laws, intended to eliminate the
projected deficits.  The  new Governor's  review  of the  Commonwealth's  budget
indicated  projected spending of $14.105 billion  with an estimated $850 million
in budget balancing measures that would be  needed prior to the close of  fiscal
1991.  At that time, estimated tax revenues were revised to $8.845 billion, $903
million less than was estimated at the time the fiscal 1991 budget was  adopted.
The  Legislature  adopted a  number of  the  Governor's recommendations  and the
Governor took certain administrative actions not requiring legislative approval,
including the adoption of a state employee furlough program. It is estimated  by
the  Commonwealth that spending reductions  achieved through savings initiatives
and withholding of  allotments total approximately  $484.3 million in  aggregate
for  fiscal  1991.  However,  these  savings  and  reductions  may  be  impacted
negatively by  litigation pursued  by third  parties concerning  the  Governor's
action under Section 9C of Chapter 29 of the General Laws and with regard to the
state employee furlough program.
 
    In  addition, the new administration  in May 1991 filed  an amendment to its
Medicaid state  plan that  enables  it to  claim  50% federal  reimbursement  on
uncompensated  care payments  for certain  hospitals in  the Commonwealth.  As a
result, in fiscal 1991 the Commonwealth obtained additional non-tax revenues  in
the  form  of  federal reimbursements  equal  to approximately  $513  million on
account of uncompensated care payments. This reimbursement claim was based  upon
recent  amendments of federal law contained in the Omnibus Budget Reconciliation
Act  of  1990  and,  consequently,  on  relatively  undeveloped  federal   laws,
regulations  and guidelines. At the request of the federal Health Care Financing
Administration, the Office of Inspector General of the United States  Department
of  Health and Human Services  has commenced an audit  of the reimbursement. The
administration, which had  reviewed the  matter with the  Health Care  Financing
Administration   prior  to   claiming  the  reimbursement,   believes  that  the
Commonwealth will prevail in  the audit. If the  Commonwealth does not  prevail,
the  Commonwealth  would have  the  right to  contest  an appeal,  but  could be
required to pay all or part of Medicaid reimbursements with interest and to have
such amount deducted from future reimbursement payments.
 
    1990, 1989 AND 1988 FISCAL YEARS.  In July 1989, the former Governor  vetoed
certain provisions included in the budget legislation for fiscal 1990, including
approximately  $273 million  of the  fiscal 1990  appropriations, including $100
million for Local Aid. One of the
 
                                       51
<PAGE>
Governor's vetoes occasioned  a default by  the Commonwealth on  a September  1,
1989  payment  of  $2.5  million  on  a  general  obligation  contract  with the
Massachusetts Community Development Finance Corporation to which its full  faith
and  credit had been pledged, which payment was made on September 17, 1990 after
a supplemental appropriation  was proposed  by the  Governor and  passed by  the
legislature.  The legislature  overrode the Governor's  veto of  $100 million of
Local Aid and the Governor then indicated that he was withholding the  allotment
for  such  expenditure. The  Supreme Judicial  Court invalidated  the Governor's
withholding of $210 million of appropriated funds for certain Local Aid purposes
in May 1990.
 
    Budgeted expenditures for fiscal 1988,  1989 and 1990 totaled  approximately
$11.6  billion, $12.6 billion and $13.3 billion, respectively. Budgeted revenues
for fiscal  1988,  1989 and  1990  totaled approximately  $11.3  billion,  $12.0
billion and $12.0 billion, respectively.
 
    EMPLOYMENT.   Reversing  a trend of  relatively low  unemployment during the
early  and  mid  1980s,  the  Massachusetts  unemployment  rate  has   increased
significantly   during  the  last  three   years  to  where  the  Commonwealth's
unemployment rate exceeds the national  unemployment rate. In 1989, the  average
Massachusetts unemployment rate was 4.0%, representing an 0.8% increase over the
average  1987 unemployment  rate, while  the average  United States unemployment
rate was 5.3%, representing a 0.9% decrease over the average 1987 United  States
unemployment  rate. During  1990, the Massachusetts  unemployment rate increased
from 4.5%  in January  to 6.1%  in  July to  6.7% in  August. During  1991,  the
Massachusetts  unemployment rate averaged  9.0% while the  average United States
unemployment rate was 6.7%. The Massachusetts unemployment rate in October  1992
was   8.4%,  down  from  8.6%  for  September  1992.  Other  factors  which  may
significantly and  adversely  affect the  employment  rate in  the  Commonwealth
include  the recently announced proposal by  the Clinton Administration to close
United  States  military  bases  and  reduce  federal  government  spending   on
defense-related  industries. Due to this and  other considerations, there can be
no assurances that  unemployment in the  commonwealth will not  increase in  the
future.
 
    DEBT  RATINGS.   S&P  currently rates  the Commonwealth's  uninsured general
obligation bonds at A, having upgraded the rating from BBB on September 9, 1992.
At the same time, S&P upgraded the rating of state and agency notes from SP2  to
SP1.  In raising  the ratings, S&P  cited the  Commonwealth's improved financial
status as key to the  upgrade. Prior to these  actions by S&P, the  Commonwealth
had experienced a steady decline in its S&P rating, with its most recent decline
beginning in May 1989, when S&P lowered its rating on the Commonwealth's general
obligation  bonds  and  other  Commonwealth  obligations  from  AA+  to  AA  and
continuing a series of further reductions until March 1992, when the rating  was
affirmed at BBB.
 
    Moody's  currently  rates  the Commonwealth's  uninsured  general obligation
bonds at A, having upgrade the rating from Baa on September 9, 1992. Moody's, in
raising the rating on  the bonds, pointed to  the Commonwealth's application  of
conservative  revenue assumptions and  efforts to impose  spending discipline as
having reduced the state's financial vulnerability and restored fiscal  control.
Prior to this increase, the Commonwealth had experienced a steady decline in its
rating by Moody's since May 1989. In May 1989, Moody's lowered its rating on the
Commonwealth's  notes from MIG-1 to MIG-2,  and its rating on the Commonwealth's
commercial paper  from  P-1  to  P-2.  On June  21,  1989  Moody's  reduced  the
Commonwealth's  general obligation  rating from Aa  to A. On  November 15, 1989,
Moody's reduced the rating on the  Commonwealth's general obligations from A  to
Baa1,  citing the Commonwealth's lowering of  revenue estimates, its fiscal year
1990 deficit and to the legislature's apparent lack of consensus on how to  deal
with  it. On  March 9,  1990, Moody's reduced  the rating  of the Commonwealth's
general   obligation    bonds   from    Baa1    to   Baa,    citing    "extended
 
                                       52
<PAGE>
inaction"  in resolving the Commonwealth's growing  budget deficit. There can be
no assurance that these ratings will continue.
 
    In recent  years, the  Commonwealth and  certain of  its public  bodies  and
municipalities have faced serious financial difficulties which have affected the
credit  standing  and borrowing  abilities of  Massachusetts and  its respective
entities and may have contributed to higher interest rates on debt  obligations.
The continuation of, or an increase in, such financial difficulties could result
in  declines  in  the market  values  of,  or default  on,  existing obligations
including Massachusetts Obligations  in the  Trust. Should there  be during  the
term  of  the Trust  a financial  crisis relating  to Massachusetts,  its public
bodies or municipalities, the market value and marketability of all  outstanding
bonds  issued by the  Commonwealth and its  public authorities or municipalities
including the Massachusetts Obligations in the Trust and interest income to  the
Trust could be adversely affected.
 
    TOTAL  BOND  AND  NOTE  LIABILITIES.    The  total  general  obligation bond
indebtedness of the Commonwealth  as of January 1,  1993 was approximately  $7.9
billion.  There  were also  outstanding  approximately $339  million  in general
obligation notes and other  short term general obligation  debt. The total  bond
and  note  liabilities of  the  Commonwealth as  of  January 1,  1993, including
guaranteed bond and contingent liabilities, was approximately $12.4 billion.
 
    DEBT SERVICE.    During  the  1980s,  capital  expenditures  were  increased
substantially,  which  has had  a short  term impact  on the  cash needs  of the
Commonwealth and also  accounts for a  significant rise in  debt service  during
that  period. Payments for debt service on Commonwealth general obligation bonds
and notes have risen at an average  annual rate of 18.7% from $563.7 million  in
fiscal 1988 to an estimated $942.3 million in fiscal 1991. Debt service payments
in  fiscal  1992 were  $898.3  million. Debt  service  payments for  fiscal 1992
reflect a $261 million one-time reduction  achieved as a result of the  issuance
of  the refunding bonds in September and October 1991. Debt service expenditures
are projected to be $1.195 billion for fiscal 1993 and $1.311 billion for fiscal
1994. The amounts  represented do not  include debt service  on notes issued  to
finance  the  fiscal  1989  deficit and  certain  Medicaid  related liabilities,
certain debt service contract assistance to the Massachusetts Bay Transportation
Authority, the Massachusetts Convention  Center Authority and the  Massachusetts
Government  Land  Bank, as  well as  grants to  municipalities under  the school
building assistance program  to defray a  portion of the  debt service costs  on
local school bonds.
 
    In  January 1990, legislation was  passed to impose a  limit on debt service
beginning in  fiscal  1991,  providing  that  no more  than  10%  of  the  total
appropriations  in any fiscal year  may be expended for  payment of interest and
principal on general obligation debt (excluding the Fiscal Recovery Bonds).  The
percentage  of total appropriations  expended from the  budgeted operating funds
for debt service (excluding  debt service on Fiscal  Recovery Bonds) for  fiscal
1992 is 4.9% which is projected to increase to 6.1% in fiscal 1993.
 
    CERTAIN   LIABILITIES.    Among  the  material  future  liabilities  of  the
Commonwealth are  significant unfunded  general  liabilities of  its  retirement
systems  and a program to fund such  liabilities; a program whereby, starting in
1978, the  Commonwealth began  assuming full  financial responsibility  for  all
costs  of  the administration  of  justice within  the  Commonwealth; continuing
demands to raise aggregate aid to cities, towns, schools and other districts and
transit authorities above current levels;  and Medicaid expenditures which  have
increased each year since the program was initiated. The Commonwealth has signed
consent  decrees to continue  improving mental health care  and programs for the
mentally retarded in
 
                                       53
<PAGE>
order to meet federal  standards, including those  governing receipt of  federal
reimbursements  under  various programs,  and the  parties  in those  cases have
worked cooperatively to resolve the disputed issues.
 
    As a  result of  comprehensive legislation  approved in  January, 1988,  the
Commonwealth  is  required,  beginning in  fiscal  1989 to  fund  future pension
liabilities currently and  to amortize the  Commonwealth's unfunded  liabilities
over  40 years. Total pension costs increased  at an average annual rate of 5.8%
from $600.2  million  in fiscal  1988  to $751.5  million  in fiscal  1992.  The
estimated pension costs (inclusive of current benefits and pension reserves) for
fiscal  year 1993  are $873.8  million, representing  an increase  of 16.2% over
fiscal 1992 expenditures.
 
    LITIGATION.   The  Commonwealth is  engaged  in various  lawsuits  involving
environmental  and related  laws, including an  action brought on  behalf of the
U.S. Environmental Protection Agency alleging violations of the Clean Water  Act
and  seeking to enforce  the clean-up of  Boston Harbor. The  MWRA, successor in
liability  to  the  Metropolitan   District  Commission,  has  assumed   primary
responsibility  for developing  and implementing  a court-approved  plan for the
construction of the  treatment facilities necessary  to achieve compliance  with
federal  requirements. Under the Clean Water Act, the Commonwealth may be liable
for costs of compliance in these or any other Clean Water cases if the MWRA or a
municipality is  prevented from  raising  revenues necessary  to comply  with  a
judgment. The MWRA currently projects that the total cost of construction of the
treatment  facilities  required under  the court's  order is  approximately $3.5
billion in current dollars.
 
    The Massachusetts Hospital Association has brought an action challenging  an
element  of  the  Medicaid  rate-setting  methodologies  for  hospitals.  If the
plaintiff  hospitals  are  successful,  the  Commonwealth  may  face  additional
liabilities  on  the order  of $70  million  to $100  million. The  parties have
recently agreed to a  process of settlement and  payment of fiscal 1988  through
1991 claims, with payment to be made in fiscal 1993.
 
    There  are  also  actions  pending in  which  recipients  of  human services
benefits, such as welfare  recipients, the mentally  retarded, the elderly,  the
handicapped,  children, residents of state  hospitals and inmates of corrections
institutions, seek  expanded  levels  of  services and  benefits  and  in  which
providers  of services to such recipients challenge  the rates at which they are
reimbursed by  the Commonwealth.  To  the extent  that  such actions  result  in
judgments requiring the Commonwealth to provide expanded services or benefits or
pay  increased  rates, additional  operating and  capital expenditures  might be
needed to implement such judgments.
 
    In December, 1988, nine  municipalities of the  Commonwealth which claim  to
own  substantial interests in a nuclear  power plant in Seabrook, New Hampshire,
filed suit  against the  Commonwealth, the  Governor, the  Attorney General  and
other  state  officials  claiming  damages  arising  from  their  opposition  to
licensure of the plant.  The municipalities allege damages  in the amount of  $1
billion. The Commonwealth's motion to dismiss was allowed, but the plaintiffs in
that case have appealed and the case is under advisement in the Appeals Court.
 
    In  addition there are several tax  matters in litigation which could result
in significant refunds to taxpayers if decisions unfavorable to the Commonwealth
are rendered.  The amount  of taxes  and interest  at issue  in those  cases  is
approximately $195 million.
 
    A  variety of  other civil suits  pending against the  Commonwealth may also
affect its future  liabilities. These include  challenges to the  Commonwealth's
allocation  of school aid under Section 9C of Chapter 29 of the General Laws and
to adopt a state employee furlough program. No prediction is possible as to  the
ultimate outcome of these proceedings.
 
                                       54
<PAGE>
    Many  factors, in addition  to those cited  above, do or  may have a bearing
upon the financial condition of the Commonwealth, including social and  economic
conditions, many of which are not within the control of the Commonwealth.
 
    EXPENDITURE  AND TAX LIMITATION  MEASURES.  Limits  have been established on
state tax revenues by legislation approved  by the Governor on October 25,  1986
and  by an initiative petition  approved by the voters  on November 4, 1986. The
Executive Office for Administration and  Finance currently estimates that  state
tax  revenues will not reach the limit imposed by either the initiative petition
or the legislative enactment in fiscal 1992.
 
    Proposition 2 1/2, passed by the voters in 1980, led to large reductions  in
property  taxes, the  major source  of income  for cities  and towns,  and large
increases in state aid to offset such revenue losses. According to the Executive
Office for Administration and Finance, all of the 351 cities and towns have  now
achieved  a property  tax level of  no more  than 2.5% of  full property values.
Under the terms of Proposition 2 1/2, the property tax levy can now be increased
annually for all cities and towns, almost all by 2.5% of the prior fiscal year's
tax  levy  plus  2.5%  of  the  value  of  new  properties  and  of  significant
improvements  to  property.  Legislation  has also  been  enacted  providing for
certain local  option  taxes.  A  voter  initiative  petition  approved  at  the
statewide  general election in November, 1990 further regulates the distribution
of Local Aid of no  less than 40% of  collections from individual income  taxes,
sales  and  use taxes,  corporate excise  taxes,  and the  balance of  the state
lottery  fund.  If   implemented  in  accordance   with  its  terms   (including
appropriation  of the  necessary funds),  the petition  as approved  would shift
several hundred million dollars to direct Local Aid.
 
    OTHER TAX MEASURES.   To provide  revenue to  pay debt service  on both  the
deficit  and  Medicaid-related borrowings  and to  fund certain  direct Medicaid
expenditures, legislation  was enacted  imposing an  additional tax  on  certain
types  of personal income for 1989 and 1990 taxable years at rates of 0.375% and
0.75% respectively, effectively raising the tax  rate of 1989 from 5% to  5.375%
and  for 1990 to 5.75%. Recent legislation has effectively further increased tax
rates to 5.95% for  tax year 1990 to  6.25% for tax year  1991 and returning  to
5.95%  for tax year 1992 and subsequent tax  years. The tax is applicable to all
personal  income   except  income   derived  from   dividends,  capital   gains,
unemployment  compensation,  alimony,  rent, interest,  pensions,  annuities and
IRA/Keogh distributions.  The  income  tax rate  on  other  interest  (excluding
interest  on obligations of  the United States  and of the  Commonwealth and its
subdivisions), dividends  and net  capital  gains (after  a 50%  reduction)  was
increased  from 10% to 12%  for tax year 1990  and subsequent years, by recently
enacted legislation.
 
    OTHER ISSUERS OF  MASSACHUSETTS OBLIGATIONS.   There are a  number of  state
agencies, instrumentatlities and political subdivisions of the Commonwealth that
issue  Municipal Obligations, some  of which may  be conduit revenue obligations
payable from  payments from  private borrowers.  These entities  are subject  to
various  economic  risks  and  uncertainties,  and  the  credit  quality  of the
securities issued  by them  may vary  considerably from  the credit  quality  of
obligations  backed by the full faith and  credit of the Commonwealth. The brief
summary above does not address, nor does it attempt to address, any difficulties
and  the  financial   situations  of  those   other  issuers  of   Massachusetts
Obligations.
 
MASSACHUSETTS TAXABLE ESTIMATED CURRENT RETURN TABLE
 
    The  following tables show the approximate taxable estimated current returns
for individuals  that are  equivalent to  tax-exempt estimated  current  returns
under  combined Federal and  state taxes, using  published 1994 marginal Federal
tax rates and marginal state tax  rates currently available and scheduled to  be
in  effect.  The  tables  incorporate  increased  tax  rates  for  higher-income
taxpayers that were  included in  the Revenue  Reconciliation Act  of 1993.  For
cases  in which more than one state  bracket falls within a Federal bracket, the
 
                                       55
<PAGE>
highest state bracket is combined with  the Federal bracket. The combined  state
and  Federal tax  brackets shown  reflect the fact  that state  tax payments are
currently deductible for Federal  tax purposes. The  tables illustrate what  you
would  have to  earn on  taxable investments  to equal  the tax-exempt estimated
current return for your  income tax bracket. A  taxpayer's marginal tax rate  is
affected  by both his taxable income and  his adjusted gross income. Locate your
adjusted gross and  your taxable  income (which  is your  adjusted gross  income
reduced by any deductions and exemptions), then locate your tax bracket based on
joint  or single  tax filing.  Read across  to the  equivalent taxable estimated
current return you would need to match the tax-free income.
 
 COMBINED MARGINAL TAX RATES FOR JOINT TAXPAYERS WITH FOUR PERSONAL EXEMPTIONS
- --------------------------------------------------------------------------------
 
<TABLE>
<CAPTION>
                  Federal
    Federal      Adjusted      Combined
    Taxable        Gross       State and                   Tax-Exempt Estimated Current Return
    Income        Income        Federal       --------------------------------------------------------------
   (1,000's)     (1,000's)     Tax Rate1      4.25%   4.50%   4.75%   5.00%   5.25%   5.50%   5.75%   6.00%
 ------------- -------------  -----------     ------  ------  ------  ------  ------  ------  ------  ------
 <S>           <C>            <C>             <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>
 $     0- 38.0 $     0-111.8      25.0   %     5.67    6.00    6.33    6.67    7.00    7.33    7.67    8.00
    38.0- 91.9       0-111.8      36.5         6.69    7.09    7.48    7.87    8.27    8.66    9.06    9.45
                 111.8-167.7      37.5         6.80    7.20    7.60    8.00    8.40    8.80    9.20    9.60
    91.9-140.0       0-111.8      39.5         7.02    7.44    7.85    8.26    8.68    9.09    9.50    9.92
                 111.8-167.7      40.0         7.08    7.50    7.92    8.33    8.75    9.17    9.58   10.00
                 167.7-290.2      42.0         7.33    7.76    8.19    8.62    9.05    9.48    9.91   10.34
   140.0-250.0   111.8-167.7      44.5         7.66    8.11    8.56    9.01    9.46    9.91   10.36   10.81
                 167.7-290.2      47.0         8.02    8.49    8.96    9.43    9.91   10.38   10.85   11.32
                  Over 290.2      44.5   2     7.66    8.11    8.56    9.01    9.46    9.91   10.36   10.81
    Over 250.0   167.7-290.2      50.5         8.59    9.09    9.60   10.10   10.61   11.11   11.62   12.12
                  Over 290.2      48.0   3     8.17    8.65    9.13    9.62   10.10   10.58   11.06   11.54
</TABLE>
 
  COMBINED MARGINAL TAX RATES FOR SINGLE TAXPAYERS WITH ONE PERSONAL EXEMPTION
- --------------------------------------------------------------------------------
 
<TABLE>
<CAPTION>
                  Federal
    Federal      Adjusted      Combined
    Taxable        Gross       State and                   Tax-Exempt Estimated Current Return
    Income        Income        Federal       --------------------------------------------------------------
   (1,000's)     (1,000's)     Tax Rate1      4.25%   4.50%   4.75%   5.00%   5.25%   5.50%   5.75%   6.00%
 ------------- -------------  -----------     ------  ------  ------  ------  ------  ------  ------  ------
 <S>           <C>            <C>             <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>
 $     0- 22.8 $     0-111.8      25.0   %     5.67    6.00    6.33    6.67    7.00    7.33    7.67    8.00
    22.8- 55.1       0-111.8      36.5         6.69    7.09    7.48    7.87    8.27    8.66    9.06    9.45
    55.1-115.0       0-111.8      39.5         7.02    7.44    7.85    8.26    8.68    9.09    9.50    9.92
                 111.8-234.3      40.5         7.14    7.56    7.98    8.40    8.82    9.24    9.66   10.08
   115.0-250.0   111.8-234.3      45.5         7.80    8.26    8.72    9.17    9.63   10.09   10.55   11.01
                  Over 234.3      44.5   2     7.66    8.11    8.56    9.01    9.46    9.91   10.36   10.81
    Over 250.0    Over 234.3      48.0   3     8.17    8.65    9.13    9.62   10.10   10.58   11.06   11.54
<FN>
- ------------------
      1 The table reflects the effect of the limitations  on itemized deductions and the deduction for personal exemptions.  They
were  designed to phase out certain benefits of these deductions for higher income taxpayers. These limitations, in effect, raise
the current maximum marginal Federal tax rate to approximately 44.0  percent for taxpayers filing a joint return and entitled  to
four  personal exemptions and to  approximately 41.0 percent for taxpayers  filing a single return  entitled to only one personal
exemption. These limitations are  subject to certain maximums,  which depend on  the number of exemptions  claimed and the  total
amount  of the taxpayer's itemized  deductions. For example, the limitation  on itemized deductions will  not cause a taxpayer to
lose more than 80% of his allowable itemized deductions, with certain exceptions.
      2 Federal tax rate reverts to 36.0% after the 80% cap on the limitation on itemized deductions has been met.
      3 Federal tax rate reverts to 39.6% after the 80% cap on the limitation on itemized deductions has been met.
</TABLE>
 
    A comparison of  tax-free and equivalent  taxable estimated current  returns
with  the returns on various  taxable investments is one  element to consider in
making an  investment  decision.  The Sponsor  may  from  time to  time  in  its
advertising  and sales materials  compare the then  current estimated returns on
the Trust and returns over specified periods on other similar Nuveen Trusts with
returns on taxable investments such as corporate or U.S. Government bonds,  bank
CD's  and  money  market accounts  or  money  market funds,  each  of  which has
investment characteristics  that  may  differ  from those  of  the  Trust.  U.S.
Government  bonds, for example, are  backed by the full  faith and credit of the
U.S. Government and bank CD's and money market accounts are insured by an agency
of the federal government. Money market accounts and money market funds  provide
stability  of principal, but pay interest at  rates that vary with the condition
of the short-term debt market. The  investment characteristics of the Trust  are
described more fully elsewhere in this Prospectus.
 
                                       56
<PAGE>
   
Nuveen Tax-Exempt Unit Trust
Schedule of Investments at Date of Deposit
March 17, 1994
MASSACHUSETTS INSURED TRUST 111
(Series 720)
    
 
<TABLE>
<CAPTION>
                                                                                          Ratings(3)           Trustee's
                                                                      Optional       ---------------------   Determination
 Aggregate        Name of Issuer and Title of Issue Represented      Redemption       Standard                of Offering
  Principal        by Sponsor's Contracts to Purchase Bonds(1)      Provisions(2)     & Poor's    Moody's      Price(4)
<C>          <C> <S>                                              <C>                <C>         <C>        <C>
- ---------------------------------------------------------------------------------------------------------------------------
$   500,000      Massachusetts Bay Transportation Authority,         2002 at 102        AAA         Aaa     $       507,430
                   General Transportation System Bonds, 1992
                   Series C, 6.10% Due 3/1/23. (General
                   Obligation Bonds.)
    500,000      Massachusetts Health and Educational Facilities     2003 at 102        AAA         Aaa             463,560
                   Authority, Revenue Bonds, Lahey Clinic
                   Medical Center Issue, Series B, 5.375% Due
                   7/1/23. (Original issue discount bonds
                   delivered on or about April 27, 1993 at a
                   price of 94.511% of principal amount.)
    525,000      Massachusetts Health and Educational Facilities     2003 at 102        AAA         Aaa             477,645
                   Authority, Revenue Bonds, Massachusetts
                   General Hospital Issue, Series G, 5.25% Due
                   7/1/23.
    500,000      Massachusetts Health and Educational Facilities     2004 at 102        AAA         Aaa             463,105
                   Authority, Revenue Bonds, New England Medical
                   Center Hospitals Issue, Series G-1, 5.375%
                   Due 7/1/24.
    525,000      Massachusetts Turnpike Authority, Turnpike          2003 at 102        AAA         Aaa             472,259
                   Revenue Bonds, 1993 Series A, 5.125% Due
                   1/1/23.
    500,000      Massachusetts Port Authority, Revenue Bonds,        2003 at 102        AAA         Aaa             508,145
                   Series 1992-B, 6.00% Due 7/1/23.
    450,000      Commonwealth of Puerto Rico, Public Improvement   2002 at 101 1/2      AAA         Aaa             458,600
                   Refunding Bonds, Series 1992A (General
                   Obligation Bonds.), 6.00% Due 7/1/14.
- -----------                                                                                                 ---------------
$ 3,500,000                                                                                                 $     3,350,744
- -----------                                                                                                 ---------------
- -----------                                                                                                 ---------------
</TABLE>
 
See Notes to Schedules of Investments, page 75.
 
                                       57
<PAGE>
   
MICHIGAN INSURED TRUST 53
    
 
   
    The  Portfolio of Michigan Insured Trust 53 consists of 6 obligations issued
by entities located in Michigan and  one obligation issued by an entity  located
in  the  Territory  of  Puerto  Rico.  Three  Bonds  in  the  Trust  are general
obligations of the  governmental entities  issuing them  and are  backed by  the
taxing  powers thereof. Four Bonds in the  Trust are payable as to principal and
interest from  the  income  of a  specific  project  or authority  and  are  not
supported  by the issuer's power to levy taxes. The sources of payment for these
Bonds are divided  as follows:  Dedicated-Tax Supported  Revenue, 1;  Electrical
System  Revenue,  1;  Health  Care  Facility  Revenue,  1;  Multi-Family Housing
Revenue, 1. All of the Bonds in the Trust, as insured, are rated AAA by Standard
& Poor's Corporation and Aaa by Moody's Investors Service, Inc.
    
 
   
    At the Date of Deposit,  the average maturity of  the Bonds in the  Michigan
Insured  Trust is 24.7  years. The average maturity  of the Bonds  in a Trust is
calculated based upon the stated maturities of the Bonds in such Trust (or, with
respect to Bonds for  which funds or  securities have been  placed in escrow  to
redeem such Bonds on a stated call date, based upon such call date). The average
maturity  of the Bonds in a Trust may  increase or decrease from time to time as
Bonds mature or are called or sold.
    
 
   
    Approximately 30.0% of the  aggregate principal amount of  the Bonds in  the
Trust (accounting for approximately 29.1% of the aggregate offering price of the
Bonds)    are   original    issue   discount    bonds.   See    "GENERAL   TRUST
INFORMATION--ORIGINAL ISSUE  DISCOUNT  BONDS  AND STRIPPED  OBLIGATIONS"  for  a
discussion  of the  characteristics of  such bonds  and of  the risks associated
therewith.
    
 
    For a discussion of  the risks associated with  investments in the bonds  of
various issuers, see "General Trust Information" in this section.
 
   
    The  Sponsor entered into  contracts to acquire the  Bonds between March 14,
1994 and March 16, 1994. The following summarizes certain information about  the
Bonds as of the business day prior to the Date of Deposit:
    
 
<TABLE>
<CAPTION>
                                                                  Difference between Trustee's
                                                               Determination of Offering Price and
   Cost to    Profit (or loss)   Annual Interest   Bid Price              the Bid Price
   Sponsor       to Sponsor      Income to Trust    of Bonds       (as % of principal amount)
  ----------  -----------------  ----------------  ----------  -----------------------------------
  <S>         <C>                <C>               <C>         <C>
  $3,260,391       $35,379           $190,125      $3,278,739                 .49%
</TABLE>
 
    Neither   cost  to  Sponsor  nor  profit   (or  loss)  to  Sponsor  reflects
underwriting profits or losses received or  incurred by the Sponsor through  its
participation   in  underwriting  syndicates.  An  underwriter  or  underwriting
syndicate purchases bonds  from the issuer  on a negotiated  or competitive  bid
basis  as principal with  the motive of  marketing such bonds  to investors at a
profit. The Sponsor did not participate as  either the sole underwriter or as  a
manager  or member of a syndicate that  acted as the original underwriter of any
of the Bonds.
 
   
    Unitholders may  elect to  have interest  distributions made  on a  monthly,
quarterly or semi-annual basis. The interest on the Bonds initially deposited in
the  Michigan Insured Trust, less estimated  expenses, is estimated to accrue at
the rate of $.01474 per Unit per day under the semi-annual plan of distribution,
$.01469 per Unit per  day under the quarterly  plan of distribution and  $.01460
per  Unit per day under the monthly plan of distribution. It is anticipated that
the   amount   of   interest    to   be   distributed    per   Unit   in    each
    
 
                                       58
<PAGE>
year  under each plan  of distribution will initially  be substantially equal to
the Estimated Net Annual Interest Income per Unit for that plan.
 
    Details of interest  distributions per  Unit of the  Michigan Insured  Trust
under  the various plans appear in the  following table based upon estimated Net
Annual Interest Income at the Date of Deposit:
 
<TABLE>
<CAPTION>
                                                                                                                       Normal
                                                                                                                   Distributions
Michigan Insured Trust                                   1994                                  1995                   per Year
<S>                                     <C>            <C>            <C>            <C>            <C>            <C>
- -------------------------------------------------------------------------------------------------------------      --------------
Record Date*..........................        6/1            8/1           11/1            2/1            5/1
Distribution Date.....................       6/15           8/15          11/15           2/15           5/15
- ---------------------------------------------------------------------------------------------------------------------------------
Monthly Distribution Plan.............  $   .4380(1)                                                               $  5.2570
                                                              --------   $.4380 every month   --------
Quarterly Distribution Plan...........  $   .4380(1)   $   .8815(2)   $  1.3222      $  1.3222      $  1.3222      $  5.2890
Semi-Annual Distribution Plan.........  $   .4380(1)                  $  2.2116(3)                  $  2.6540      $  5.3080
- ---------------------------------------------------------------------------------------------------------------------------------
<FN>
 * Record Dates for semi-annual distributions are May 1 and November 1; for quarterly distributions, they are February 1, May  1,
   August 1 and November 1. Record Dates for monthly distributions are the first day of each month.
(1) The first distribution will be paid to all Unitholders, regardless of the distribution plan selected.
(2)  The  second distribution  under the  quarterly distribution  plan  represents a  2-month distribution;  subsequent quarterly
    distributions will be regular 3-month distributions.
(3) The second distribution  under the semi-annual  distribution plan represents a  5-month distribution; subsequent  semi-annual
    distributions will be regular 6-month distributions.
</TABLE>
 
    The  accrual amounts set forth above, and  in turn the amount of interest to
be distributed annually per Unit, will  generally change as Bonds are  redeemed,
mature or are sold.
 
TAX STATUS--MICHIGAN INSURED TRUST
 
    For  a discussion  of the  Federal tax status  of income  earned on Michigan
Insured Trust Units, see Section 11.
 
    In the opinion  of Dickinson,  Wright, Moon,  Van Dusen  & Freeman,  special
Michigan counsel to the Series, under existing law:
 
        The  assets  of  a  Michigan  Trust  will  consist  of  interest-bearing
    obligations issued by or on behalf  of the State of Michigan, and  counties,
    municipalities,  authorities  and  political subdivisions  thereof,  and, in
    limited instances, bonds issued  by Puerto Rico,  the Virgin Islands,  Guam,
    the  Northern  Mariana  Islands or  possessions  of the  United  States (the
    "Michigan Bonds").
 
        Under the Michigan income tax act, the Michigan single business tax act,
    the Michigan intangibles tax  act, the Michigan city  income tax act  (which
    authorizes  the only income tax  ordinance that may be  adopted by cities in
    Michigan), and  under  the  law  which authorizes  a  "first  class"  school
    district  to levy an excise  tax upon income, the  Michigan Insured Trust is
    not subject to tax. The income of the Michigan Insured Trust will be treated
    as the income of the Unitholders and be deemed to have been received by them
    when received by the Michigan Insured Trust.
 
        Interest on the Michigan  Bonds in the Michigan  Insured Trust which  is
    exempt  from  Federal income  tax is  exempt from  Michigan state  and local
    income taxes and from the Michigan single business tax. Further, any amounts
    paid  under  the  insurance  representing  maturing  interest  on  defaulted
    obligations  held by the Trustee will  be excludable from Michigan state and
    local  income  taxes  and  from   the  Michigan  single  business  tax   if,
 
                                       59
<PAGE>
    and  to the same extent as, such interest would have been excludable if paid
    by the respective issuer.
 
        For purposes  of  the  foregoing Michigan  tax  laws  (corporations  and
    financial  institutions are  not subject to  the Michigan  income tax), each
    Unitholder will  be  considered to  have  received  his pro  rata  share  of
    Michigan  Bond interest when  it is received by  the Michigan Insured Trust,
    and each Unitholder  will have  a taxable  event when  the Michigan  Insured
    Trust  disposes of a Michigan Bond (whether by sale, exchange, redemption or
    payment at maturity) or when the  Unitholder redeems or sells Units. Due  to
    the  requirement that  tax cost be  reduced to reflect  amortization of bond
    premium, under some circumstances a Unitholder may realize taxable gain when
    Units are sold  or redeemed  for an  amount equal  to, or  less than,  their
    original  cost. The tax cost of each  Unit to a Unitholder will be allocated
    for purposes of these Michigan  tax laws in the same  manner as the cost  is
    allocated for Federal income tax purposes.
 
        Pursuant  to the  position of the  Michigan Department of  Treasury in a
    bulletin dated December 19, 1986, reaffirmed  in a bulletin dated March  31,
    1989,  the portion of the Michigan Insured Trust represented by the Michigan
    Bonds will be exempt  from the Michigan Intangibles  Tax. The Department  of
    Treasury  has not indicated a position  with respect to treatment of amounts
    paid under  a policy  of  insurance with  respect  to maturing  interest  on
    defaulted  obligations (which amounts would have  been excludable if paid by
    the respective issuer) for purposes of  determining the income base for  the
    Michigan Intangibles Tax.
 
        If a Unitholder is subject to the Michigan single business tax (i.e., is
    engaged  in a "business activity" as defined in the Michigan single business
    tax act), and has a taxable event  for Federal income tax purposes when  the
    Michigan  Insured Trust sells or exchanges  Michigan Bonds or the Unitholder
    sells or exchanges  Units, such event  may impact on  the adjusted tax  base
    upon  which the single  business tax is  computed. Any capital  gain or loss
    realized from such taxable  event which was included  in the computation  of
    the  Unitholder's Federal taxable income, plus  the portion, if any, of such
    capital gain excluded in such computation and minus the portion, if any,  of
    such  capital loss not  deducted in such  computation for the  year the loss
    occurred, will be included in the  adjusted tax base. The adjusted tax  base
    of  any person  other than  a corporation  is affected  by any  gain or loss
    realized from  the taxable  event  only to  the  extent that  the  resulting
    Federal taxable income is derived from "business activity."
 
ECONOMIC FACTORS--MICHIGAN
 
    As  described above,  except to  the extent  the Michigan  Traditional Trust
invests in temporary  investments, the  Michigan Traditional  Trust will  invest
substantially  all of its net assets in Michigan Bonds. The Michigan Traditional
Trust is  therefore susceptible  to political,  economic or  regulatory  factors
affecting  issuers of Michigan Bonds. The information set forth below is derived
from official statements prepared  in connection with  the issuance of  Michigan
Bonds  and  other  sources  that  are  generally  available  to  investors.  The
information is  provided  as  general  information intended  to  give  a  recent
historical  description and  is not  intended to  indicate future  or continuing
trends in  the  financial or  other  positions of  the  State of  Michigan  (the
"State"). This information has not been independently verified.
 
    There  can  be no  assurance that  current or  future statewide  or regional
economic difficulties, and the  resulting impact on  issuers and other  obligors
with respect to the Michigan
 
                                       60
<PAGE>
Insured  Trust generally, will not adversely affect the market value of Michigan
Bonds held in the portfolio of the Michigan Traditional Trust or the ability  of
particular  obligors to make timely payments of debt service on (or relating to)
those obligations.
 
   
    The principal sectors of  the State's economy  are manufacturing of  durable
goods  (including automobile  and office  equipment manufacturing),  tourism and
agriculture. As reflected in historical employment figures, the State's  economy
has   lessened  its  dependence  upon  durable  goods  manufacturing.  In  1960,
employment in such  industry accounted for  33% of the  State's workforce.  This
figure  fell  to 17%  by  1992. However,  manufacturing  (including auto-related
manufacturing) continues to be an important  part of the State's economy.  These
industries  are highly cyclical. This factor  could adversely affect the revenue
streams of the State and its political subdivisions because of its impact on tax
sources, particularly sales taxes, income taxes and single business taxes.
    
 
   
    Recently, as well as historically, the average monthly unemployment rate  in
the  State has been higher  than the average figures  for the United States. For
example, for 1992 the average monthly unemployment rate in the State was 8.8% as
compared  to  a  national  average  of  7.4%.  For  1993,  the  average  monthly
unemployment  rate in the  State was 8.7%  as compared to  a national average of
6.8%.
    
 
   
    BUDGET.   The  budget  of  the  State  is  a  complete  financial  plan  and
encompasses the revenues and expenditures, both operating and capital outlay, of
the  General Fund and special  revenue funds. The budget  is prepared on a basis
consistent with  generally accepted  accounting principles  (GAAP). The  State's
Fiscal  Year begins on  October 1 and  ends September 30  of the following year.
Under State  law, the  executive budget  recommendations for  any fund  may  not
exceed  the estimated  revenue thereof, and  an itemized  statement of estimated
revenues in each operating  fund must be contained  in an appropriation bill  as
passed  by the Legislature, the total of which may not be less than the total of
all  appropriations  made  from  the  fund  for  that  fiscal  year.  The  State
Constitution  provides that proposed expenditures from  and revenues of any fund
must be in balance and that any prior year's surplus or deficit in any fund must
be included in the succeeding year's budget for that fund.
    
 
    The State's Constitution limits the amount of total State revenues that  may
be  raised from taxes  and other sources. State  revenues (excluding federal aid
and revenues used for  payment of principal and  interest on general  obligation
bonds)  in  any fiscal  year  are limited  to  a specified  percentage  of State
personal income  in  the prior  calendar  year or  average  of the  prior  three
calendar years, whichever is greater. The State may raise taxes in excess of the
limit in emergency situations.
 
   
    The  State  finances its  operations through  the  State's General  Fund and
special revenue funds. The General Fund receives revenues of the State that  are
not  specifically required to be included  in the special revenue funds. General
Fund revenues are obtained  approximately 59 percent from  the payment of  State
taxes  and 41  percent from  federal and  non-tax revenue  sources. Tax revenues
credited to the  General Fund include  the State's personal  income tax,  single
business  tax,  use tax,  and  approximately 38%  of  sales tax  collections. In
addition the State levies various  other taxes. Approximately one-half of  total
General  Fund expenditures are  made by the State's  Department of Education and
Department of Social Services. Other  significant expenditures from the  General
Fund  provide funds for law enforcement,  general State government, debt service
and capital outlays.
    
 
                                       61
<PAGE>
   
    Despite modest surplus in the three preceding fiscal years, the State  ended
fiscal  years 1989-90 and  1990-91 with negative balances  of $310.3 million and
$169.4 million, respectively. This  negative balance had  been eliminated as  of
the  end of fiscal year 1991-92, which ended September 30, 1992. The State ended
fiscal year 1992-93 with  a projected balance of  $26 million after transfer  of
$286.2 million to the BSF described below.
    
 
   
    The  State budget  for the  1993-94 fiscal year,  which began  on October 1,
1993, was passed by the Legislature in September 1993. This budget passed by the
Legislature totaled $7,955.5 million from General Fund/general purpose revenues.
The Governor  vetoed $2.3  million of  these appropriations.  In December  1993,
supplemental  appropriations  of  $45 million  were  adopted and  signed  by the
Governor.
    
 
   
    The  State  also   maintains  the  Counter-Cyclical   Budget  and   Economic
Stabilization  Fund  ("BSF")  which  accumulates balances  during  the  years of
significant economic  growth  and  which  may  be  utilized  during  periods  of
budgetary  shortfalls. The unreserved balance for the BSF for the 1990-91 fiscal
year end was  $182.2 million,  and for  the 1991-92  fiscal year  end was  $20.1
million.  Approximately $286.2 million is expected  to be transferred to the BSF
bringing the preliminary accrued balance of the BSF as of September 30, 1993  to
$307.1 million.
    
 
   
    DEBT.   The State  Constitution limits State general  obligation debt to (i)
short-term debt for State  operating purposes which must  be repaid in the  same
fiscal year in which it is issued and which cannot exceed 15% of the undedicated
revenues  received by the State during the preceding fiscal year, (ii) short and
long term debt unlimited  in amount for  the purpose of  making loans to  school
districts and (iii) long term debt for voter-approved purposes.
    
 
   
    The  State has issued and has  outstanding general obligation full faith and
credit  bonds  for  water   resources,  environmental  protection  program   and
recreation  program purposes totalling, as  of September 30, 1993, approximately
$386 million. In November 1988 the State's voters approved the issuance of  $800
million   of  general   obligation  bonds   for  environmental   protection  and
recreational purposes; of this amount  approximately $440 million remains to  be
issued.  The State issued  $900 million in general  obligation notes in February
1993 which matured  on September 30,  1993. The State  issued $40.95 million  in
general  obligation school loan notes in October 1993 which will mature on April
28, 1994.
    
 
    OTHER ISSUERS OF  MICHIGAN MUNICIPAL  OBLIGATIONS.   There are  a number  of
state  agencies, instrumentalities and political  subdivisions of the State that
issue bonds,  some of  which may  be conduit  revenue obligations  payable  from
payments  from private borrowers. These entities are subject to various economic
risks and uncertainties, and the credit quality of the securities issued by them
may vary considerably from  obligations backed by the  full faith and credit  of
the State.
 
    RATINGS.   Currently  the State's general  obligation bonds are  rated A1 by
Moody's, "AA" by S&P and "AA" by Fitch Investors Service, Inc.
 
    LITIGATION.   The State  is a  party to  various legal  proceedings  seeking
damages  or  injunctive  or other  relief.  In addition  to  routine litigation,
certain of these proceedings  could, if unfavorably resolved  from the point  of
view  of  the  State, substantially  affect  State programs  or  finances. These
lawsuits involve  programs  generally  in  the  areas  of  corrections,  highway
maintenance,  social services, tax collection, commerce and budgetary reductions
to school
 
                                       62
<PAGE>
districts and governmental units and court funding. The ultimate disposition  of
these proceedings is not determinable.
 
    PROPERTY  TAX.  At the present time, the  State does not levy any ad valorem
taxes on real or tangible personal property. In addition, the State Constitution
limits the extent  to which  municipalities or political  subdivisions may  levy
taxes  upon  real  and  personal  property  through  a  process  that  regulates
assessments.
 
   
    On August 19, 1993,  the Governor signed  into law Act  145, Public Acts  of
Michigan,  1993 ("Act 145"),  a measure which  would have significantly impacted
financing of primary and secondary school  operations and which has resulted  in
additional  property tax  and school finance  reform legislation.  Act 145 would
have exempted all  property in  the State of  Michigan from  millage levied  for
local  and intermediate school districts  operating purposes, other than millage
levied for community colleges, effective July 1, 1994. In order to replace local
property tax revenues lost as a result of Act 145, the Michigan Legislature,  in
December  1993, enacted several  statutes which address  property tax and school
finance reform.
    
 
   
____The property  tax  and school  finance  reform measures  included  a  ballot
proposal  which was approved by  the voters on March  15, 1994. Effective May 1,
1994, the State sales  and use tax will  be increased from 4%  to 6%, the  State
income  tax  will be  decreased from  4.6% to  4.4%, the  cigarette tax  will be
increased from  $.25 to  $.75 per  pack  and an  additional tax  of 16%  of  the
wholesale  price will be  imposed on certain  other tobacco products.  A 2% real
estate transfer tax will  be effective January 1,  1995, which will decrease  to
0.75%  in April 1995.  Beginning in 1994,  a state-wide property  tax of 6 mills
will be  imposed on  all real  and personal  property currently  subject to  the
general property tax. The ability of school districts to levy property taxes for
school  operating purposes will be partially restored. A school board will, with
voter approval, be able to levy  up to the lesser of  18 mills or the number  of
mills  levied in 1993 for school  operating purposes, on non-homestead property.
The adopted  ballot  proposal  contained  additional  provisions  regarding  the
ability of local school districts to levy taxes as well as a limit on assessment
increases  for each parcel of property, beginning in 1995 to the lesser of 5% or
the rate of inflation.  When property is subsequently  sold, its assessed  value
will revert to the current assessment level of 50% of true cash value. Under the
adopted  ballot proposal,  much of the  additional revenue generated  by the new
taxes will be dedicated to the State School Aid Fund.
    
 
   
____The adopted ballot  proposal contained  a system of  financing local  school
operating  costs relying  upon a foundation  allowance amount which  may vary by
district based upon historical spending levels. State funding would provide each
school district  an amount  equal  to the  difference between  their  foundation
allowance  and the  revenues generated by  their local property  tax levy. Local
school districts would also be entitled  to levy supplemental property taxes  to
generate  additional revenue  if their foundation  allowance is  less than their
historical per pupil expenditures. The proposal also contained provisions  which
allow  for the  levy of a  limited number  of enhancement mills  on regional and
local school district bases.
    
 
   
____The adopted ballot proposal will shift  significant portions of the cost  of
local  school  operations from  local school  districts to  the State  and raise
additional State  revenues  to  fund  these  additional  State  expenses.  These
additional  revenues will be included  within the State's constitutional revenue
limitations and may impact the State's  ability to raise additional revenues  in
the future.
    
 
                                       63
<PAGE>
MICHIGAN TAXABLE ESTIMATED CURRENT RETURN TABLE
 
    The  following tables show the approximate taxable estimated current returns
for individuals  that are  equivalent to  tax-exempt estimated  current  returns
under  combined Federal and  state taxes, using  published 1994 marginal Federal
tax rates and marginal state tax  rates currently available and scheduled to  be
in  effect.  The  tables  incorporate  increased  tax  rates  for  higher-income
taxpayers that were  included in  the Revenue  Reconciliation Act  of 1993.  For
cases  in which more than one state  bracket falls within a Federal bracket, the
highest state bracket is combined with  the Federal bracket. The combined  state
and  Federal tax  brackets shown  reflect the fact  that state  tax payments are
currently deductible for Federal  tax purposes. The  tables illustrate what  you
would  have to  earn on  taxable investments  to equal  the tax-exempt estimated
current return for your  income tax bracket. A  taxpayer's marginal tax rate  is
affected  by both his taxable income and  his adjusted gross income. Locate your
adjusted gross and  your taxable  income (which  is your  adjusted gross  income
reduced by any deductions and exemptions), then locate your tax bracket based on
joint  or single  tax filing.  Read across  to the  equivalent taxable estimated
current return you would need to match the tax-free income.
 
                                       64
<PAGE>
 COMBINED MARGINAL TAX RATES FOR JOINT TAXPAYERS WITH FOUR PERSONAL EXEMPTIONS
- --------------------------------------------------------------------------------
 
<TABLE>
<CAPTION>
                  Federal
    Federal      Adjusted      Combined
    Taxable        Gross      State* and                   Tax-Exempt Estimated Current Return
    Income        Income        Federal       --------------------------------------------------------------
   (1,000's)     (1,000's)     Tax Rate1      4.25%   4.50%   4.75%   5.00%   5.25%   5.50%   5.75%   6.00%
 ------------- -------------  -----------     ------  ------  ------  ------  ------  ------  ------  ------
 <S>           <C>            <C>             <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>
 $     0- 38.0 $     0-111.8      22.0   %     5.45    5.77    6.09    6.41    6.73    7.05    7.37    7.69
    38.0- 91.9       0-111.8      33.5         6.39    6.77    7.14    7.52    7.89    8.27    8.65    9.02
                 111.8-167.7      34.5         6.49    6.87    7.25    7.63    8.02    8.40    8.78    9.16
    91.9-140.0       0-111.8      36.5         6.69    7.09    7.48    7.87    8.27    8.66    9.06    9.45
                 111.8-167.7      37.5         6.80    7.20    7.60    8.00    8.40    8.80    9.20    9.60
                 167.7-290.2      39.5         7.02    7.44    7.85    8.26    8.68    9.09    9.50    9.92
   140.0-250.0   111.8-167.7      42.0         7.33    7.76    8.19    8.62    9.05    9.48    9.91   10.34
                 167.7-290.2      44.5         7.66    8.11    8.56    9.01    9.46    9.91   10.36   10.81
                  Over 290.2      42.0   2     7.33    7.76    8.19    8.62    9.05    9.48    9.91   10.34
    Over 250.0   167.7-290.2      48.5         8.25    8.74    9.22    9.71   10.19   10.68   11.17   11.65
                  Over 290.2      45.5   3     7.80    8.26    8.72    9.17    9.63   10.09   10.55   11.01
</TABLE>
 
  COMBINED MARGINAL TAX RATES FOR SINGLE TAXPAYERS WITH ONE PERSONAL EXEMPTION
- --------------------------------------------------------------------------------
 
<TABLE>
<CAPTION>
                  Federal
    Federal      Adjusted      Combined
    Taxable        Gross      State* and                   Tax-Exempt Estimated Current Return
    Income        Income        Federal       --------------------------------------------------------------
   (1,000's)     (1,000's)     Tax Rate1      4.25%   4.50%   4.75%   5.00%   5.25%   5.50%   5.75%   6.00%
 ------------- -------------  -----------     ------  ------  ------  ------  ------  ------  ------  ------
 <S>           <C>            <C>             <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>
 $     0- 22.8 $     0-111.8      22.0   %     5.45    5.77    6.09    6.41    6.73    7.05    7.37    7.69
    22.8- 55.1       0-111.8      33.5         6.39    6.77    7.14    7.52    7.89    8.27    8.65    9.02
    55.1-115.0       0-111.8      36.5         6.69    7.09    7.48    7.87    8.27    8.66    9.06    9.45
                 111.8-234.3      38.0         6.85    7.26    7.66    8.06    8.47    8.87    9.27    9.68
   115.0-250.0   111.8-234.3      43.0         7.46    7.89    8.33    8.77    9.21    9.65   10.09   10.53
                  Over 234.3      42.0   2     7.33    7.76    8.19    8.62    9.05    9.48    9.91   10.34
    Over 250.0    Over 234.3      45.5   3     7.80    8.26    8.72    9.17    9.63   10.09   10.55   11.01
<FN>
- ------------------
* Effective May 1, 1994, the Michigan personal income tax rate will  be lowered from 4.6% to 4.4% as the result of the March  15,
1994  voter election. The combined tax brackets reflect the effective personal income tax rate of 4.4% (which was determined on a
weighted-average basis using the 4.6% and 4.4% personal income tax rates) and the 3.5% tax on intangible income. The combined tax
brackets reflect Federal and state income and state intangibles taxes  but do not reflect the effect of the exemption from  local
income taxes; accordingly, Michigan residents subject to such local income taxes would need a somewhat higher taxable return than
those shown to equal the tax-exempt yield of the Michigan Trust.
      1  The table reflects the effect of the limitations on  itemized deductions and the deduction for personal exemptions. They
were designed to phase out certain benefits of these deductions for higher income taxpayers. These limitations, in effect,  raise
the  current maximum marginal Federal tax rate to approximately 44.0  percent for taxpayers filing a joint return and entitled to
four personal exemptions and to  approximately 41.0 percent for  taxpayers filing a single return  entitled to only one  personal
exemption.  These limitations are  subject to certain maximums,  which depend on  the number of exemptions  claimed and the total
amount of the taxpayer's itemized  deductions. For example, the  limitation on itemized deductions will  not cause a taxpayer  to
lose more than 80% of his allowable itemized deductions, with certain exceptions.
      2 Federal tax rate reverts to 36.0% after the 80% cap on the limitation on itemized deductions has been met.
      3 Federal tax rate reverts to 39.6% after the 80% cap on the limitation on itemized deductions has been met.
</TABLE>
 
    A  comparison of tax-free  and equivalent taxable  estimated current returns
with the returns on  various taxable investments is  one element to consider  in
making  an  investment  decision. The  Sponsor  may  from time  to  time  in its
advertising and sales materials  compare the then  current estimated returns  on
the Trust and returns over specified periods on other similar Nuveen Trusts with
returns  on taxable investments such as corporate or U.S. Government bonds, bank
CD's and  money  market  accounts or  money  market  funds, each  of  which  has
investment  characteristics  that  may  differ from  those  of  the  Trust. U.S.
Government bonds, for example, are  backed by the full  faith and credit of  the
U.S. Government and bank CD's and money market accounts are insured by an agency
of  the federal government. Money market accounts and money market funds provide
stability of principal, but pay interest  at rates that vary with the  condition
of  the short-term debt market. The  investment characteristics of the Trust are
described more fully elsewhere in this Prospectus.
 
                                       65
<PAGE>
   
Nuveen Tax-Exempt Unit Trust
Schedule of Investments at Date of Deposit
March 17, 1994
MICHIGAN INSURED TRUST 53
(Series 720)
    
 
<TABLE>
<CAPTION>
                                                                                          Ratings(3)           Trustee's
                                                                      Optional       ---------------------   Determination
 Aggregate        Name of Issuer and Title of Issue Represented      Redemption       Standard                of Offering
  Principal        by Sponsor's Contracts to Purchase Bonds(1)      Provisions(2)     & Poor's    Moody's      Price(4)
<C>          <C> <S>                                              <C>                <C>         <C>        <C>
- ---------------------------------------------------------------------------------------------------------------------------
$   525,000      Michigan State Housing Development Authority,       2004 at 102        AAA         Aaa     $       496,839
                   Limited Obligation Revenue Bonds (Charter
                   Square Project), Series 1994, 5.50% Due
                   1/15/21.
    525,000      State of Michigan, State Trunk Line Fund            2002 at 100        AAA         Aaa             496,566
                   Refunding Bonds, Series 1992B-2, 5.50% Due
                   10/1/21. (Original issue discount bonds
                   delivered on or about July 30, 1992 at a
                   price of 90.625% of principal amount.)
    525,000      Chippewa Valley Schools, County of Macomb,          2003 at 102        AAA         Aaa             461,423
                   State of Michigan, 1993 Refunding Bonds,
                   5.00% Due 5/1/21. (Original issue discount
                   bonds delivered on or about September 7, 1993
                   at a price of 91.867% of principal
                   amount.)(General Obligation Bonds.)
    375,000      The City of Grand Haven, Michigan, Electric         2003 at 102        AAA         Aaa             349,148
                   System Revenue Refunding Bonds, 1993 Series,
                   5.25% Due 7/1/13.
    525,000      City of Kalamazoo Hospital Finance Authority        2004 at 102        AAA         Aaa             482,113
                   (Michigan), Hospital Revenue Refunding Bonds
                   (Borgess Medical Center), Series 1994A, 5.25%
                   Due 6/1/17.
    525,000      Warren Consolidated Schools, Counties of Macomb     2003 at 102        AAA         Aaa             500,126
                   and Oakland, State of Michigan, 1993
                   Refunding Bonds, 5.50% Due 5/1/21. (General
                   Obligation Bonds.)
    500,000      Commonwealth of Puerto Rico, Public Improvement   2002 at 101 1/2      AAA         Aaa             509,555
                   Refunding Bonds, Series 1992A (General
                   Obligation Bonds.), 6.00% Due 7/1/14.
- -----------                                                                                                 ---------------
$ 3,500,000                                                                                                 $     3,295,770
- -----------                                                                                                 ---------------
- -----------                                                                                                 ---------------
</TABLE>
 
See Notes to Schedules of Investments, page 75.
 
                                       66
<PAGE>
   
NEW JERSEY INSURED TRUST 173
    
 
   
    The  Portfolio of  New Jersey  Insured Trust  173 consists  of 6 obligations
issued by entities located in New Jersey and one obligation issued by an  entity
located  in the  Territory of Puerto  Rico. One Bond  in the Trust  is a general
obligation of the  governmental entity issuing  it and is  backed by the  taxing
power  thereof. Six Bonds in the Trust  are payable as to principal and interest
from the income of a specific project or authority and are not supported by  the
issuer's power to levy taxes. The sources of payment for these Bonds are divided
as  follows:  Electrical System  Revenue, 1;  Health  Care Facility  Revenue, 3;
Municipal Lease Revenue, 2. All of the Bonds in the Trust, as insured, are rated
AAA by Standard & Poor's Corporation and Aaa by Moody's Investors Service, Inc.
    
 
   
    At the Date of Deposit, the average maturity of the Bonds in the New  Jersey
Insured  Trust is 26.0  years. The average maturity  of the Bonds  in a Trust is
calculated based upon the stated maturities of the Bonds in such Trust (or, with
respect to Bonds for  which funds or  securities have been  placed in escrow  to
redeem such Bonds on a stated call date, based upon such call date). The average
maturity  of the Bonds in a Trust may  increase or decrease from time to time as
Bonds mature or are called or sold.
    
 
    Approximately 29% of  the aggregate  principal amount  of the  Bonds in  the
Trust consists of municipal lease obligations.
 
    Approximately  41% of  the aggregate  principal amount  of the  Bonds in the
Trust consists of obligations  of issuers whose  revenues are primarily  derived
from services provided by hospitals or other health care facilities.
 
    For  a discussion of the  risks associated with investments  in the bonds of
various issuers, see "General Trust Information" in this section.
 
   
    The Sponsor entered into  contracts to acquire the  Bonds between March  15,
1994  and March 16, 1994. The following summarizes certain information about the
Bonds as of the business day prior to the Date of Deposit:
    
 
<TABLE>
<CAPTION>
                                                                  Difference between Trustee's
                                                               Determination of Offering Price and
   Cost to    Profit (or loss)   Annual Interest   Bid Price              the Bid Price
   Sponsor       to Sponsor      Income to Trust    of Bonds       (as % of principal amount)
  ----------  -----------------  ----------------  ----------  -----------------------------------
  <S>         <C>                <C>               <C>         <C>
  $3,340,765       $20,970           $191,388      $3,344,235                 .50%
</TABLE>
 
    Neither  cost  to  Sponsor  nor   profit  (or  loss)  to  Sponsor   reflects
underwriting  profits or losses received or  incurred by the Sponsor through its
participation  in  underwriting  syndicates.  An  underwriter  or   underwriting
syndicate  purchases bonds  from the issuer  on a negotiated  or competitive bid
basis as principal with  the motive of  marketing such bonds  to investors at  a
profit.  The Sponsor did not participate as  either the sole underwriter or as a
manager or member of a syndicate that  acted as the original underwriter of  any
of the Bonds.
 
   
    Unitholders  may elect  to have  interest distributions  made on  a monthly,
quarterly or semi-annual basis. The interest on the Bonds initially deposited in
the New Jersey Insured Trust, less estimated expenses, is estimated to accrue at
the rate of $.01478 per Unit per day under the semi-annual plan of distribution,
$.01473 per Unit per  day under the quarterly  plan of distribution and  $.01464
per  Unit per day under the monthly plan of distribution. It is anticipated that
the amount of interest to be distributed  per Unit in each year under each  plan
of  distribution  will initially  be substantially  equal  to the  Estimated Net
Annual Interest Income per Unit for that plan.
    
 
                                       67
<PAGE>
    Details of interest distributions per Unit  of the New Jersey Insured  Trust
under  the various plans appear in the  following table based upon estimated Net
Annual Interest Income at the Date of Deposit:
 
<TABLE>
<CAPTION>
                                                                                                                       Normal
                                                                                                                   Distributions
New Jersey Insured Trust                                 1994                                  1995                   per Year
<S>                                     <C>            <C>            <C>            <C>            <C>            <C>
- -------------------------------------------------------------------------------------------------------------      --------------
Record Date*..........................        6/1            8/1           11/1            2/1            5/1
Distribution Date.....................       6/15           8/15          11/15           2/15           5/15
- ---------------------------------------------------------------------------------------------------------------------------------
Monthly Distribution Plan.............  $   .3247(1)                                                               $  5.2931
                                                              --------   $.4410 every month   --------
Quarterly Distribution Plan...........  $   .3247(1)   $   .8875(2)   $  1.3312      $  1.3312      $  1.3312      $  5.3251
Semi-Annual Distribution Plan.........  $   .3247(1)                  $  2.2267(3)                  $  2.6720      $  5.3441
- ---------------------------------------------------------------------------------------------------------------------------------
<FN>
 * Record Dates for semi-annual distributions are May 1 and November 1; for quarterly distributions, they are February 1, May  1,
   August 1 and November 1. Record Dates for monthly distributions are the first day of each month.
(1) The first distribution will be paid to all Unitholders, regardless of the distribution plan selected.
(2)  The  second distribution  under the  quarterly distribution  plan  represents a  2-month distribution;  subsequent quarterly
    distributions will be regular 3-month distributions.
(3) The second distribution  under the semi-annual  distribution plan represents a  5-month distribution; subsequent  semi-annual
    distributions will be regular 6-month distributions.
</TABLE>
 
    The  accrual amounts set forth above, and  in turn the amount of interest to
be distributed annually per Unit, will  generally change as Bonds are  redeemed,
mature or are sold.
 
TAX STATUS--NEW JERSEY INSURED TRUST
 
    For  a discussion of the  Federal tax status of  income earned on New Jersey
Insured Trust Units, see Section 11.
 
    The assets of the New Jersey Insured Trust will consist of  interest-bearing
obligations  issued by  or on behalf  of the  State of New  Jersey and counties,
municipalities,  authorities  and  other  political  subdivisions  thereof,  and
certain  territories  of the  United States,  including  Puerto Rico,  Guam, the
Virgin Islands and the Northern Mariana Islands (the "New Jersey Bonds").
 
    In the  opinion of  Pitney, Hardin,  Kipp &  Szuch, special  counsel to  the
Series for New Jersey tax matters, under existing law:
 
        The  New Jersey Insured Trust  will be recognized as  a Trust and not an
    association taxable as a corporation. The New Jersey Insured Trust will  not
    be  subject to  the New  Jersey Corporation Business  Tax or  the New Jersey
    Corporation Income Tax.
 
        With respect to the non-corporate  Unitholders who are residents of  New
    Jersey,  the income of the  New Jersey Insured Trust  will be treated as the
    income of such Unitholders under the  New Jersey Gross Income Tax.  Interest
    on  the underlying New Jersey  Bonds which is exempt  from tax under the New
    Jersey Gross Income Tax  Law when received by  the New Jersey Insured  Trust
    will  retain  its  status as  tax-exempt  interest when  distributed  to the
    Unitholders.
 
        A non-corporate Unitholder will not be  subject to the New Jersey  Gross
    Income  Tax on any  gain realized either  when the New  Jersey Insured Trust
    disposes of a  New Jersey Bond  (whether by sale,  exchange, redemption,  or
    payment  at maturity) or when the Unitholder redeems or sells his Units. Any
    loss realized  on such  disposition  may not  be  utilized to  offset  gains
    realized  by such Unitholder on the disposition  of assets the gain on which
    is subject to the New Jersey Gross Income Tax.
 
        Units of the New Jersey Insured Trust  may be taxable on the death of  a
    Unitholder  under the  New Jersey  Transfer Inheritance  Tax Law  or the New
    Jersey Estate Tax Law.
 
                                       68
<PAGE>
        If a Unitholder is a corporation  subject to the New Jersey  Corporation
    Business  Tax or New Jersey Corporation  Income Tax, interest from the Bonds
    in the New Jersey Insured Trust which is allocable to such corporation  will
    be  includable  in its  entire net  income  for purposes  of the  New Jersey
    Corporation Business  Tax or  New Jersey  Corporation Income  Tax, less  any
    interest  expense  incurred  to carry  such  investment to  the  extent such
    interest expense has not been deducted in computing Federal taxable  income.
    Net  gains derived by such corporation on  the disposition of the New Jersey
    Bonds by the New  Jersey Insured Trust  or on the  disposition of its  Units
    will  be included in  its entire net  income for purposes  of the New Jersey
    Corporation Business Tax or New Jersey Corporation Income Tax.
 
ECONOMIC FACTORS--NEW JERSEY
 
    As described above, the New Jersey Traditional Trust consists of a portfolio
of New Jersey Bonds. The Trust  is therefore susceptible to political,  economic
or  regulatory factors affecting issuers of  the New Jersey Bonds. The following
information provides  only  a brief  summary  of  some of  the  complex  factors
affecting  the financial  situation in New  Jersey (the "State")  and is derived
from sources that  are generally available  to investors and  is believed to  be
accurate.  It is based  in part on  information obtained from  various State and
local agencies in New Jersey. No  independent verification has been made of  any
of the following information.
 
    New  Jersey is the ninth largest state  in population and the fifth smallest
in land area. With an  average of 1,050 people per  square mile, it is the  most
densely  populated of all the states.  The State's economic base is diversified,
consisting of a variety of  manufacturing, construction and service  industries,
supplemented by rural areas with selective commercial agriculture. Historically,
New Jersey's average per capita income has been well above the national average,
and  in 1992  the State ranked  second among  the states in  per capita personal
income ($26,457).
 
    The New Jersey Economic  Policy Council, a statutory  arm of the New  Jersey
Department  of Commerce  and Economic  Development, has  reported in  NEW JERSEY
ECONOMIC INDICATORS,  a monthly  publication  of the  New Jersey  Department  of
Labor,  Division of Labor Market and Demographic Research, that in 1988 and 1989
employment in  New Jersey's  manufacturing  sector failed  to benefit  from  the
export  boom experienced by many Midwest states and the State's service sectors,
which had  fueled the  State's  prosperity since  1982,  lost momentum.  In  the
meantime,  the prolonged fast growth in the State in the mid 1980s resulted in a
tight labor market situation, which has led to relatively high wages and housing
prices. This  means  that,  while  the  incomes  of  New  Jersey  residents  are
relatively  high,  the State's  business sector  has  become more  vulnerable to
competitive pressures.
 
   
    The onset of  the national recession  (which officially began  in July  1990
according to the National Bureau of Economic Research) caused an acceleration of
New  Jersey's job  losses in  construction and  manufacturing. In  addition, the
national recession  caused an  employment downturn  in such  previously  growing
sectors  as wholesale trade,  retail trade, finance,  utilities and trucking and
warehousing. Reflecting the downturn, the rate of unemployment in the State rose
from a low  of 3.6% during  the first quarter  of 1989 to  an estimated 7.3%  in
February  1994, which is  higher than the  national average of  6.5% in February
1994. Economic recovery  is likely to  be slow  and uneven in  New Jersey,  with
unemployment  receding at a correspondingly slow pace, due to the fact that some
sectors may lag due to continued excess capacity. In addition, employers even in
rebounding sectors can be expected to remain
    
 
                                       69
<PAGE>
cautious about hiring until they become convinced that improved business will be
sustained. Also, certain firms  will continue to merge  or downsize to  increase
profitability.
 
    DEBT  SERVICE. The primary method for State financing of capital projects is
through the sale of the general obligation  bonds of the State. These bonds  are
backed  by the full faith and credit of the State tax revenues and certain other
fees are pledged to  meet the principal and  interest payments and if  provided,
redemption premium payments, if any, required to repay the bonds. As of June 30,
1993,  there was  a total  authorized bond  indebtedness of  approximately $8.98
billion, of which  $3.6 billion  was issued  and outstanding,  $4.0 billion  was
retired  (including bonds for which provision  for payment has been made through
the sale and issuance  of refunding bonds) and  $1.38 billion was unissued.  The
debt  service obligation for such outstanding indebtedness is $119.9 million for
Fiscal Year 1994.
 
    NEW JERSEY'S BUDGET AND APPROPRIATION SYSTEM. The State operates on a fiscal
year beginning July 1 and ending June 30. At the end of Fiscal Year 1989,  there
was  a  surplus in  the  State's general  fund (the  fund  into which  all State
revenues not  otherwise  restricted by  statute  are deposited  and  from  which
appropriations  are made)  of $411.2  million. At the  end of  Fiscal Year 1990,
there was a surplus in the general fund of $1 million. At the end of Fiscal Year
1991, there was a surplus in the general fund of $1.4 million. New Jersey closed
its Fiscal Year 1992 with a surplus of $760.8 million. It is estimated that  New
Jersey closed its Fiscal Year 1993 with a surplus of $361.3 million.
 
    In  order  to  provide additional  revenues  to balance  future  budgets, to
redistribute school aid and  to contain real property  taxes, on June 27,  1990,
and  July  12,  1990, Governor  Florio  signed  into law  legislation  which was
estimated to raise approximately $2.8 billion in additional taxes (consisting of
$1.5 billion in  sales and  use taxes  and $1.3  billion in  income taxes),  the
biggest  tax hike in New Jersey history. There can be no assurance that receipts
and collections of such taxes will meet such estimates.
 
    The first  part of  the tax  hike  took effect  on July  1, 1990,  with  the
increase in the State's sales and use tax rate from 6% to 7% and the elimination
of  exemptions for certain  products and services not  previously subject to the
tax, such as telephone calls, paper products (which has since been  reinstated),
soaps  and detergents, janitorial services,  alcoholic beverages and cigarettes.
At the  time  of  enactment, it  was  projected  that these  taxes  would  raise
approximately  $1.5 billion in additional  revenue. Projections and estimates of
receipts from sales  and use taxes,  however, have been  subject to variance  in
recent fiscal years.
 
    The  second part of the tax hike took effect on January 1, 1991, in the form
of an increased state income  tax on individuals. At  the time of enactment,  it
was  projected  that this  increase would  raise  approximately $1.3  billion in
additional income taxes to fund a new school aid formula, a new homestead rebate
program and state assumption of  welfare and social services costs.  Projections
and  estimates of receipts from income taxes, however, have also been subject to
variance in  recent  fiscal  years.  Under the  legislation,  income  tax  rates
increased  from their previous range of  2% to 3.5% to a  new range of 2% to 7%,
with the higher rates applying to married couples with incomes exceeding $70,000
who file joint returns, and to individuals filing single returns with incomes of
more than $35,000.
 
    The Florio administration  has contended  that the income  tax package  will
help  reduce  local  property  tax  increases by  providing  more  state  aid to
municipalities.  Under  the  income  tax  legislation  the  State  will   assume
approximately $289 million in social services costs that previously were paid by
counties and municipalities and funded by property taxes. In addition, under the
new  formula  for funding  school  aid, an  extra  $1.1 billion  is  proposed to
 
                                       70
<PAGE>
be sent by the State  to school districts beginning  in 1991, thus reducing  the
need for property tax increases to support education programs.
 
   
    Effective July 1, 1992, the State's sales and use tax rate decreased from 7%
to  6% and effective January 1, 1994, a 5% reduction in the income tax rates was
enacted.
    
   
    On June 29, 1993 Governor Florio  signed the New Jersey Legislature's  $15.9
billion  budget for Fiscal Year  1994. The balanced budget  does not rely on any
new taxes,  college tuition  increases  or any  commuter fare  increases,  while
providing  a surplus of more than $400  million. Whether the State can achieve a
balanced budget  depends  on its  ability  to enact  and  implement  expenditure
reductions and to collect estimated tax revenues.
    
 
    LITIGATION. The State is a party in numerous legal proceedings pertaining to
matters  incidental to the performance  of routine governmental operations. Such
litigation includes, but is  not limited to, claims  asserted against the  State
arising   from  alleged  torts,  alleged  breaches  of  contracts,  condemnation
proceedings and other alleged violations of State and Federal laws. Included  in
the  State's  outstanding litigation  are cases  challenging the  following: the
formula relating to State aid to public  schools, the method by which the  State
shares with its counties maintenance recoveries and costs for residents in State
institutions,  unreasonably low Medicaid payment  rates for long-term facilities
in New  Jersey, the  obligation of  counties to  maintain Medicaid  or  Medicare
eligible  residents  of  institutions  and  facilities  for  the developmentally
disabled, taxes paid  into the Spill  Compensation Fund (a  fund established  to
provide  money for use  by the State  to remediate hazardous  waste sites and to
compensate other persons  for damages incurred  as a result  of hazardous  waste
discharge)   based   on  Federal   preemption,   various  provisions,   and  the
constitutionality, of  the Fair  Automobile Insurance  Reform Act  of 1990,  the
State's  method  of  funding  the judicial  system,  certain  provisions  of New
Jersey's hospital rate-setting  system, the adequacy  of Medicaid  reimbursement
for services rendered by doctors and dentists to Medicaid eligible children, the
Commissioner  of Health's calculation of the hospital assessment required by the
Health Care Cost  Reduction Act  of 1991,  refusal of  the State  to share  with
Camden  County federal funding the  State recently received for disproportionate
share hospital  payments made  to county  psychiatric facilities,  and  recently
enacted  legislation  calling for  a revaluation  of  several New  Jersey public
employee pension funds in order to  provide additional revenues for the  State's
general  fund.  Adverse judgments  in  these and  other  matters could  have the
potential  for  either  a   significant  loss  of   revenue  or  a   significant
unanticipated expenditure by the State.
 
    At  any given time,  there are various  numbers of claims  and cases pending
against the State,  State agencies  and employees seeking  recovery of  monetary
damages  that are  primarily paid out  of the  fund created pursuant  to the New
Jersey Tort  Claims Act.  In addition,  at  any given  time, there  are  various
numbers of contract claims against the State and State agencies seeking recovery
of  monetary damages.  The State  is unable to  estimate its  exposure for these
claims.
 
    DEBT RATINGS. For many years prior to 1991, both Moody's Investors  Service,
Inc. and Standard and Poor's Corporation had rated New Jersey general obligation
bonds Aaa and "AAA," respectively. On July 3, 1991, however, Standard and Poor's
Corporation  downgraded New Jersey general obligation bonds to "AA+." On June 4,
1992, Standard and Poor's Corporation placed New Jersey general obligation bonds
on CreditWatch with negative  implications, citing as  its principal reason  for
its  caution the  unexpected denial  by the  Federal Government  of New Jersey's
request for  $450  million  in retroactive  Medicaid  payments  for  psychiatric
hospitals.  These  funds  were critical  to  closing  a $1  billion  gap  in the
 
                                       71
<PAGE>
State's $15 billion budget for  fiscal year 1992 which  ended on June 30,  1992.
Under  New Jersey state law, the gap in the current budget must be closed before
the new budget  year begins  on July 1,  1992. Standard  and Poor's  Corporation
suggested  the State could close  fiscal 1992's budget gap  and help fill fiscal
1993's hole  by a  reversion of  $700 million  of pension  contributions to  its
general fund under a proposal to change the way the State calculates its pension
liability. On July 6, 1992, Standard and Poor's Corporation reaffirmed its "AA+"
rating  for New Jersey  general obligation bonds  and removed the  debt from its
Credit Watch  list, although  it stated  that New  Jersey's long-term  financial
outlook  was negative.  Standard and Poor's  Corporation was  concerned that the
State was entering the 1993 fiscal year that began July 1, 1992, with a slim $26
million surplus and remained concerned  about whether the sagging State  economy
would  recover quickly  enough to meet  lawmakers' revenue  projections. It also
remained concerned about the recent federal ruling leaving in doubt how much the
State was due in retroactive Medicaid  reimbursements and a ruling by a  federal
judge,  now on appeal, of  the State's method for  paying for uninsured hospital
patients.
 
    On August 24, 1992,  Moody's Investors Service,  Inc. downgraded New  Jersey
general  obligation  bonds  to "Aa1",  stating  that the  reduction  reflected a
developing pattern of  reliance on  nonrecurring measures  to achieve  budgetary
balance,  four years  of financial operations  marked by  revenue shortfalls and
operating deficits, and  the likelihood that  serious financial pressures  would
persist.
 
    Although New Jersey recently received $412 million in settlement of its $450
million   dispute  with   the  federal   government  for   retroactive  medicaid
reimbursements, neither Moody's Investors Service, Inc. nor Standard and  Poor's
Corporation has revised its rating for New Jersey general obligation bonds.
 
NEW JERSEY TAXABLE ESTIMATED CURRENT RETURN TABLE
 
    The  following tables show the approximate taxable estimated current returns
for individuals  that are  equivalent to  tax-exempt estimated  current  returns
under  combined Federal and  state taxes, using  published 1994 marginal Federal
tax rates and marginal state tax  rates currently available and scheduled to  be
in  effect.  The  tables  incorporate  increased  tax  rates  for  higher-income
taxpayers that were  included in  the Revenue  Reconciliation Act  of 1993.  For
cases  in which more than one state  bracket falls within a Federal bracket, the
highest state bracket is combined with  the Federal bracket. The combined  state
and  Federal tax  brackets shown  reflect the fact  that state  tax payments are
currently deductible for Federal  tax purposes. The  tables illustrate what  you
would  have to  earn on  taxable investments  to equal  the tax-exempt estimated
current return for your  income tax bracket. A  taxpayer's marginal tax rate  is
affected  by both his taxable income and  his adjusted gross income. Locate your
adjusted gross and  your taxable  income (which  is your  adjusted gross  income
reduced by any deductions and exemptions), then locate your tax bracket based on
joint  or single  tax filing.  Read across  to the  equivalent taxable estimated
current return you would need to match the tax-free income.
 
                                       72
<PAGE>
 COMBINED MARGINAL TAX RATES FOR JOINT TAXPAYERS WITH FOUR PERSONAL EXEMPTIONS
- --------------------------------------------------------------------------------
 
<TABLE>
<CAPTION>
                  Federal
    Federal      Adjusted      Combined
    Taxable        Gross       State and                   Tax-Exempt Estimated Current Return
    Income        Income        Federal       --------------------------------------------------------------
   (1,000's)     (1,000's)     Tax Rate1      4.25%   4.50%   4.75%   5.00%   5.25%   5.50%   5.75%   6.00%
 ------------- -------------  -----------     ------  ------  ------  ------  ------  ------  ------  ------
 <S>           <C>            <C>             <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>
 $     0- 38.0 $     0-111.8      17.0   %     5.12    5.42    5.72    6.02    6.33    6.63    6.93    7.23
    38.0- 91.9       0-111.8      32.5         6.30    6.67    7.04    7.41    7.78    8.15    8.52    8.89
                 111.8-167.7      33.0         6.34    6.72    7.09    7.46    7.84    8.21    8.58    8.96
    91.9-140.0       0-111.8      35.5         6.59    6.98    7.36    7.75    8.14    8.53    8.91    9.30
                 111.8-167.7      36.0         6.64    7.03    7.42    7.81    8.20    8.59    8.98    9.38
                 167.7-290.2      38.5         6.91    7.32    7.72    8.13    8.54    8.94    9.35    9.76
   140.0-250.0   111.8-167.7      41.5         7.26    7.69    8.12    8.55    8.97    9.40    9.83   10.26
                 167.7-290.2      44.0         7.59    8.04    8.48    8.93    9.38    9.82   10.27   10.71
                  Over 290.2      41.5   2     7.26    7.69    8.12    8.55    8.97    9.40    9.83   10.26
    Over 250.0   167.7-290.2      47.5         8.10    8.57    9.05    9.52   10.00   10.48   10.95   11.43
                  Over 290.2      44.5   3     7.66    8.11    8.56    9.01    9.46    9.91   10.36   10.81
</TABLE>
 
  COMBINED MARGINAL TAX RATES FOR SINGLE TAXPAYERS WITH ONE PERSONAL EXEMPTION
- --------------------------------------------------------------------------------
 
<TABLE>
<CAPTION>
                  Federal
    Federal      Adjusted      Combined
    Taxable        Gross       State and                   Tax-Exempt Estimated Current Return
    Income        Income        Federal       --------------------------------------------------------------
   (1,000's)     (1,000's)     Tax Rate1      4.25%   4.50%   4.75%   5.00%   5.25%   5.50%   5.75%   6.00%
 ------------- -------------  -----------     ------  ------  ------  ------  ------  ------  ------  ------
 <S>           <C>            <C>             <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>
 $     0- 22.8 $     0-111.8      17.0   %     5.12    5.42    5.72    6.02    6.33    6.63    6.93    7.23
    22.8- 55.1       0-111.8      32.5         6.30    6.67    7.04    7.41    7.78    8.15    8.52    8.89
    55.1-115.0       0-111.8      35.5         6.59    6.98    7.36    7.75    8.14    8.53    8.91    9.30
                 111.8-234.3      37.0         6.75    7.14    7.54    7.94    8.33    8.73    9.13    9.52
   115.0-250.0   111.8-234.3      42.0         7.33    7.76    8.19    8.62    9.05    9.48    9.91   10.34
                  Over 234.3      41.5   2     7.26    7.69    8.12    8.55    8.97    9.40    9.83   10.26
    Over 250.0    Over 234.3      44.5   3     7.66    8.11    8.56    9.01    9.46    9.91   10.36   10.81
<FN>
- ------------------
      1 The table reflects the effect of the limitations  on itemized deductions and the deduction for personal exemptions.  They
were  designed to phase out certain benefits of these deductions for higher income taxpayers. These limitations, in effect, raise
the current maximum marginal Federal tax rate to approximately 44.0  percent for taxpayers filing a joint return and entitled  to
four  personal exemptions and to  approximately 41.0 percent for taxpayers  filing a single return  entitled to only one personal
exemption. These limitations are  subject to certain maximums,  which depend on  the number of exemptions  claimed and the  total
amount  of the taxpayer's itemized  deductions. For example, the limitation  on itemized deductions will  not cause a taxpayer to
lose more than 80% of his allowable itemized deductions, with certain exceptions.
      2 Federal tax rate reverts to 36.0% after the 80% cap on the limitation on itemized deductions has been met.
      3 Federal tax rate reverts to 39.6% after the 80% cap on the limitation on itemized deductions has been met.
</TABLE>
 
    A comparison of  tax-free and equivalent  taxable estimated current  returns
with  the returns on various  taxable investments is one  element to consider in
making an  investment  decision.  The Sponsor  may  from  time to  time  in  its
advertising  and sales materials  compare the then  current estimated returns on
the Trust and returns over specified periods on other similar Nuveen Trusts with
returns on taxable investments such as corporate or U.S. Government bonds,  bank
CD's  and  money  market accounts  or  money  market funds,  each  of  which has
investment characteristics  that  may  differ  from those  of  the  Trust.  U.S.
Government  bonds, for example, are  backed by the full  faith and credit of the
U.S. Government and bank CD's and money market accounts are insured by an agency
of the federal government. Money market accounts and money market funds  provide
stability  of principal, but pay interest at  rates that vary with the condition
of the short-term debt market. The  investment characteristics of the Trust  are
described more fully elsewhere in this Prospectus.
 
                                       73
<PAGE>
   
Nuveen Tax-Exempt Unit Trust
Schedule of Investments at Date of Deposit
March 17, 1994
NEW JERSEY INSURED TRUST 173
(Series 720)
    
 
<TABLE>
<CAPTION>
                                                                                          Ratings(3)           Trustee's
                                                                      Optional       ---------------------   Determination
 Aggregate        Name of Issuer and Title of Issue Represented      Redemption       Standard                of Offering
  Principal        by Sponsor's Contracts to Purchase Bonds(1)      Provisions(2)     & Poor's    Moody's      Price(4)
<C>          <C> <S>                                              <C>                <C>         <C>        <C>
- ---------------------------------------------------------------------------------------------------------------------------
$   500,000      New Jersey Building Authority, State Building       2003 at 102        AAA         Aaa     $       455,180
                   Revenue Bonds, 1994 Series, 5.00% Due
                   6/15/17.
    500,000     * New Jersey Health Care Facilities Financing        2003 at 102        AAA         Aaa             488,015
                   Authority, Revenue Bonds, The Mountainside
                   Hospital Issue, Series 1993, 5.50% Due
                   7/1/14.
    500,000      New Jersey Health Care Facilities, Financing        2003 at 102        AAA         Aaa             464,195
                   Authority Revenue Bonds, Allegany Health
                   System-Our Lady of Lourdes Medical Center
                   Issue, Series 1993, 5.20% Due 7/1/18.
    425,000      New Jersey Health Care Facilities Financing         2004 at 102        AAA         Aaa             408,455
                   Authority, Revenue Bonds, Riverview Medical
                   Center Issue, Series 1994, 5.50% Due 7/1/18.
                   (When issued.)
    525,000      New Jersey Sports and Exposition Authority,         2003 at 101        AAA         Aaa             510,080
                   State Contract Bonds, 1993 Series A, 5.50%
                   Due 9/1/23.
    525,000      The Pollution Control Financing Authority of        2003 at 102        AAA         Aaa             500,777
                   Salem County (New Jersey), Pollution Control
                   Revenue Refunding Bonds, 1993 Series C
                   (Public Service Electric and Gas Company
                   Project), 5.55% Due 11/1/33.
    525,000     * Commonwealth of Puerto Rico, Public Improvement  2002 at 101 1/2      AAA         Aaa             535,033
                   Refunding Bonds, Series 1992A (General
                   Obligation Bonds.), 6.00% Due 7/1/14.
- -----------                                                                                                 ---------------
$ 3,500,000                                                                                                 $     3,361,735
- -----------                                                                                                 ---------------
- -----------                                                                                                 ---------------
</TABLE>
 
See Notes to Schedules of Investments, page 75.
 
   
* These  Bonds,  or a  portion thereof,  have delivery  dates beyond  the normal
  settlement date. Their expected  delivery dates range from  March 28, 1994  to
  March 30, 1994. Contracts relating to Bonds with delivery dates after the date
  of   settlement  for  purchase   made  on  the   Date  of  Deposit  constitute
  approximately 29% of the aggregate principal amount of the Trust. (See Section
  4.)
    
 
                                       74
<PAGE>
NOTES TO SCHEDULES OF INVESTMENTS
 
    (1) Contracts,  which  are  "when-issued"  or  "regular  way"  contracts  or
        contracts having delivery dates beyond the normal settlement date,  have
        been  deposited with the Trustee on the Date of Deposit. The performance
        of such contracts is secured by an irrevocable letter of credit,  issued
        by  a major commercial bank, which  has been deposited with the Trustee.
        At the Date  of Deposit, Bonds  may have been  delivered to the  Sponsor
        pursuant  to certain of these contracts; the Sponsor has assigned to the
        Trustee all of its right, title and interest in and to such Bonds.
 
    (2) The Bonds are first subject to optional redemption in the years, and  at
        the  prices, shown.  Unless otherwise  indicated, the  Bonds, except for
        Bonds issued at a substantial original issue discount, are redeemable at
        declining prices (but not below par value) in subsequent years. Original
        issue  discount  bonds,  including  zero  coupon  bonds,  are  generally
        redeemable  at  prices  based on  the  issue  price plus  the  amount of
        original issue discount accreted to redemption plus, if applicable, some
        premium, the amount of which will decline in subsequent years. The Bonds
        may also be subject to sinking fund redemption without premium prior  to
        the dates shown.
 
        Certain  Bonds may be subject to redemption without premium prior to the
        date shown  pursuant  to  special  or  mandatory  call  provisions;  for
        example,  if bond 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 bonds.  Single family mortgage revenue
        bonds and housing authority bonds are  most likely to be called  subject
        to  such provisions, but other bonds may have similar call features. See
        Section 4 and "General Trust Information" in this Section.
 
        The Trustee's determination of the offering prices of Bonds in the  Fund
        may  be  greater or  less than  the  amounts that  may be  received upon
        redemption or  maturity  of  such Bonds.  Subject  to  rules  concerning
        amortization  of bond  premium and of  original issue  discount, gain or
        loss realized  by  the Trustee  on  disposition  of any  Bonds  will  be
        recognized  as taxable capital gain or loss by Unitholders. (See Section
        4.)
 
    (3) See "Description  of  Ratings" herein.  All  the Bonds  in  the  Insured
        Trusts,  as insured by the  Insurer, are rated AAA  by Standard & Poor's
        Corporation and Aaa by Moody's Investors Service, Inc. (See Section 5.)
 
    (4) As determined by Kenny S&P Evaluation Services on behalf of the  Trustee
        as  of the close of  business on the business  day preceding the Date of
        Deposit. The prices as determined by Kenny S&P Evaluation Services  have
        been rounded to the nearest dollar.
 
                                       75
<PAGE>
                    REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
 
   
     TO  THE  BOARD OF  DIRECTORS  OF JOHN  NUVEEN  & CO.  INCORPORATED AND
     UNITHOLDERS OF NUVEEN TAX-EXEMPT UNIT TRUST, SERIES 720:
    
 
   
       We have audited  the accompanying  statements of  condition and  the
     related  schedules of investments at date  of deposit (included in the
     prospectus  herein)  of  Nuveen  Tax-Exempt  Unit  Trust,  Series  720
     (comprising  Connecticut Traditional  Trust 263,  Intermediate Insured
     Trust 73, California  Insured Trust  222, Florida  Insured Trust  187,
     Massachusetts  Insured Trust  111, Michigan  Insured Trust  53 and New
     Jersey Insured  Trust 173),  as  of March  17, 1994.  These  financial
     statements  are the responsibility of  the Sponsor. Our responsibility
     is to express an  opinion on these financial  statements based on  our
     audits.
    
 
       We  conducted  our  audits  in  accordance  with  generally accepted
     auditing standards. Those standards require  that we plan and  perform
     the  audit to obtain reasonable  assurance about whether the financial
     statements are  free  of  material  misstatement.  An  audit  includes
     examining,  on  a  test  basis, evidence  supporting  the  amounts and
     disclosures in  the  financial  statements.  Our  procedures  included
     confirmation  of the irrevocable letter  of credit arrangement for the
     purchase of securities,  described in  Note (1) to  the statements  of
     condition,  by correspondence with the Trustee. An audit also includes
     assessing the  accounting principles  used and  significant  estimates
     made  by  the Sponsor,  as well  as  evaluating the  overall financial
     statement  presentation.  We  believe   that  our  audits  provide   a
     reasonable basis for our opinion.
 
   
       In  our  opinion,  the  statements  of  condition  and  the  related
     schedules of investments at date of deposit referred to above  present
     fairly,  in all material  respects, the financial  position of each of
     the trusts constituting the Nuveen  Tax-Exempt Unit Trust, Series  720
     as of March 17, 1994, in conformity with generally accepted accounting
     principles.
    
 
                                                      ARTHUR ANDERSEN & CO.
 
   
     Chicago, Illinois,
     March 17, 1994.
    
 
                                       76
<PAGE>
                            Statements of Condition
 
   
                    NUVEEN TAX-EXEMPT UNIT TRUST, SERIES 720
    
   
 (Connecticut Traditional Trust 263, Intermediate Insured Trust 73, California
 Insured Trust 222, Florida Insured Trust 187, Massachusetts Insured Trust 111,
          Michigan Insured Trust 53 and New Jersey Insured Trust 173)
    
   
                              As of March 17, 1994
    
 
<TABLE>
<CAPTION>
                                           Connecticut        Intermediate        California          Florida
                                           Traditional          Insured            Insured            Insured
    TRUST PROPERTY                          Trust 263           Trust 73          Trust 222          Trust 187
<S>                                       <C>                <C>                <C>                <C>
                                          --------------     --------------     --------------     --------------
Sponsor's contracts to purchase Tax-
 Exempt Bonds, backed by an irrevocable
 letter of credit(1)(2).................  $    3,342,250     $    9,818,796     $    3,421,411     $    3,349,785
Accrued interest to March 17, 1994 on
  underlying Bonds(1)...................          27,002             72,638             41,470             63,804
                                          --------------     --------------     --------------     --------------
            Total.......................  $    3,369,252     $    9,891,434     $    3,462,881     $    3,413,589
                                          --------------     --------------     --------------     --------------
                                          --------------     --------------     --------------     --------------
   LIABILITY AND INTEREST OF UNITHOLDERS
Liability:
    Accrued interest to March 17, 1994
      on underlying Bonds(3)............  $       27,002     $       72,638     $       41,470     $       63,804
                                          --------------     --------------     --------------     --------------
Interest of Unitholders:
    Units of fractional undivided
      interest outstanding (Connecticut
      Traditional Trust 263--35,000;
      Intermediate Insured Trust 73
      --100,000; California Insured
      Trust 222--35,000; Florida Insured
      Trust 187--35,000)
      Cost to investors(4)..............  $    3,514,443     $   10,217,243     $    3,597,682     $    3,522,366
        Less: Gross underwriting
          commission(5).................        (172,193)          (398,447)          (176,271)          (172,581)
                                          --------------     --------------     --------------     --------------
    Net amount applicable to
      investors.........................  $    3,342,250     $    9,818,796     $    3,421,411     $    3,349,785
                                          --------------     --------------     --------------     --------------
            Total.......................  $    3,369,252     $    9,891,434     $    3,462,881     $    3,413,589
                                          --------------     --------------     --------------     --------------
                                          --------------     --------------     --------------     --------------
<FN>
(1)  Represented by contracts  to purchase Tax-Exempt  Bonds which include "when  issued" or "regular  way" or "delayed delivery"
    contracts for which an irrevocable letter of  credit issued by a major commercial  bank has been deposited with the  Trustee.
    The  amount of such letter of credit and  any cash deposited exceeds the amount necessary  for the purchase of the Bonds plus
    accrued interest to the Date of  Deposit. At the Date of  Deposit, Bonds may have been  delivered to the Sponsor pursuant  to
    certain  of these contracts; the  Sponsor has assigned to  the Trustee all of  its rights, title and  interest in and to such
    Bonds.
(2) Aggregate value (at offering prices) as of the Date  of Deposit of the Bonds listed under "Schedules of Investments"  herein,
    and their aggregate cost to the Trusts are the same. Such offering prices were determined by Kenny S&P Evaluation Services as
    of the close of business on the business day prior to the Date of Deposit. (See Section 10.) Insurance coverage providing for
    the  timely payment, when due, of all principal  of and interest on the Bonds in  the Insured Trusts has been obtained by the
    Sponsor or by the issuers of such Bonds. Such insurance does not guarantee the market value of the Bonds or the value of  the
    Units.  Both the bid and the offering prices of the underlying  Bonds and of the Units may include value attributable to such
    policies of insurance.
(3) Representing, as set forth in Section 8, advancement by the Trustee of an amount equal to the accrued Bond interest as of the
    Date of Deposit.
(4) Aggregate Public Offering Price (exclusive of accrued interest) computed as set forth under Section 6.
(5) The gross underwriting commission has been calculated on the assumption that the Units offered by this prospectus are sold in
    single transactions involving less  than $100,000 or  1,000 Units. At  this level, the  sales charge is  4.90% of the  Public
    Offering  Price in the case of National and State Trusts, 4.25% thereof in the case of Long Intermediate Trusts, 3.90% in the
    case of Intermediate Trusts, 3.00% in the  case of Short Intermediate Trusts and 2.50%  in the case of Short Term Trusts.  In
    single transactions involving 1,000 Units or more, the sales charge is reduced. (See Section 6.)
</TABLE>
 
                                       77
<PAGE>
   
                            Statements of Condition
                              As of March 17, 1994
                                  (Continued)
    
 
<TABLE>
<CAPTION>
                                          Massachusetts         Michigan          New Jersey
                                             Insured            Insured            Insured
    TRUST PROPERTY                          Trust 111           Trust 53          Trust 173
                                          --------------     --------------     --------------
<S>                                       <C>                <C>                <C>
Sponsor's contracts to purchase
 Tax-Exempt Bonds, backed by an
 irrevocable letter of credit(1)(2).....  $    3,350,744     $    3,295,770     $    3,361,735
Accrued interest to March 17, 1994 on
  underlying Bonds(1)...................          39,669             53,015             38,719
                                          --------------     --------------     --------------
            Total.......................  $    3,390,413     $    3,348,785     $    3,400,454
                                          --------------     --------------     --------------
                                          --------------     --------------     --------------
   LIABILITY AND INTEREST OF UNITHOLDERS
Liability:
    Accrued interest to March 17, 1994
      on underlying Bonds(3)............  $       39,669     $       53,015     $       38,719
                                          --------------     --------------     --------------
Interest of Unitholders:
    Units of fractional undivided
      interest outstanding
      (Massachusetts Insured Trust 111
      --35,000; Michigan Insured Trust
      53--35,000; New Jersey Insured
      Trust 173--35,000)
      Cost to investors(4)..............  $    3,523,374     $    3,465,568     $    3,534,932
        Less: Gross underwriting
          commission(5).................        (172,630)          (169,798)          (173,197)
                                          --------------     --------------     --------------
    Net amount applicable to
      investors.........................  $    3,350,744     $    3,295,770     $    3,361,735
                                          --------------     --------------     --------------
            Total.......................  $    3,390,413     $    3,348,785     $    3,400,454
                                          --------------     --------------     --------------
                                          --------------     --------------     --------------
<FN>
(1)  Represented by contracts  to purchase Tax-Exempt  Bonds which include "when  issued" or "regular  way" or "delayed delivery"
    contracts for which an irrevocable letter of  credit issued by a major commercial  bank has been deposited with the  Trustee.
    The  amount of such letter of credit and  any cash deposited exceeds the amount necessary  for the purchase of the Bonds plus
    accrued interest to the Date of  Deposit. At the Date of  Deposit, Bonds may have been  delivered to the Sponsor pursuant  to
    certain  of these contracts; the  Sponsor has assigned to  the Trustee all of  its rights, title and  interest in and to such
    Bonds.
(2) Aggregate value (at offering prices) as of the Date  of Deposit of the Bonds listed under "Schedules of Investments"  herein,
    and their aggregate cost to the Trusts are the same. Such offering prices were determined by Kenny S&P Evaluation Services as
    of the close of business on the business day prior to the Date of Deposit. (See Section 10.) Insurance coverage providing for
    the  timely payment, when due, of all principal  of and interest on the Bonds in  the Insured Trusts has been obtained by the
    Sponsor or by the issuers of such Bonds. Such insurance does not guarantee the market value of the Bonds or the value of  the
    Units.  Both the bid and the offering prices of the underlying  Bonds and of the Units may include value attributable to such
    policies of insurance.
(3) Representing, as set forth in Section 8, advancement by the Trustee of an amount equal to the accrued Bond interest as of the
    Date of Deposit.
(4) Aggregate Public Offering Price (exclusive of accrued interest) computed as set forth under Section 6.
(5) The gross underwriting commission has been calculated on the assumption that the Units offered by this prospectus are sold in
    single transactions involving less  than $100,000 or  1,000 Units. At  this level, the  sales charge is  4.90% of the  Public
    Offering  Price in the case of National and State Trusts, 4.25% thereof in the case of Long Intermediate Trusts, 3.90% in the
    case of Intermediate Trusts, 3.00% in the  case of Short Intermediate Trusts and 2.50%  in the case of Short Term Trusts.  In
    single transactions involving 1,000 Units or more, the sales charge is reduced. (See Section 6.)
</TABLE>
 
                                       78
<PAGE>
GENERAL TRUST INFORMATION
 
    An  investment in Units of any Trust should be made with an understanding of
the risks that  such an investment  may entail.  As set forth  in the  portfolio
summaries above, the Trusts may contain or be concentrated in one or more of the
types  of  bonds  discussed  below.  The  following  paragraphs  discuss certain
circumstances which may adversely affect the ability of issuers of Bonds held in
the portfolio of a Trust  to make payment of  principal and interest thereon  or
which  may adversely affect the  ratings of such Bonds;  with respect to Insured
Trusts, however, because  of the  insurance obtained by  the Sponsor  or by  the
issuers  of  the Bonds,  such  changes should  not  adversely affect  an Insured
Trust's receipt of principal and interest, the Standard & Poor's AAA or  Moody's
Aaa  ratings of  the Bonds  in the  Insured Trust  portfolio, or  the Standard &
Poor's AAA rating of the Units of each such Insured Trust.
 
    HEALTH FACILITY  OBLIGATIONS.    Some  of  the  Bonds  in  a  Trust  may  be
obligations  of issuers  whose revenues  are derived  from services  provided by
hospitals or other health care  facilities, including nursing homes. Ratings  of
bonds  issued  for health  care facilities  are  sometimes based  on feasibility
studies that contain projections of  occupancy levels, revenues and expenses.  A
facility's  gross  receipts and  net income  available for  debt service  may be
affected by future events and  conditions including, among other things,  demand
for  services, the ability of the facility  to provide the services required, an
increasing shortage of qualified nurses or a dramatic rise in nursing  salaries,
physicians'  confidence  in  the  facility,  management  capabilities,  economic
developments in  the service  area, competition  from other  similar  providers,
efforts  by  insurers  and  governmental agencies  to  limit  rates, legislation
establishing state rate-setting agencies,  expenses, government regulation,  the
cost  and possible unavailability of  malpractice insurance, and the termination
or restriction of governmental  financial assistance, including that  associated
with  Medicare, Medicaid and other similar  third party payor programs. Medicare
reimbursements are currently calculated on a prospective basis and are not based
on a provider's actual costs. Such method of reimbursement may adversely  affect
reimbursements to hospitals and other facilities for services provided under the
Medicare  program and thereby may have an  adverse effect on the ability of such
institutions to satisfy  debt service requirements.  In the event  of a  default
upon  a bond  secured by hospital  facilities, the limited  alternative uses for
such facilities may result  in the recovery upon  such collateral not  providing
sufficient funds to fully repay the bonds.
 
    Certain  hospital  bonds  provide for  redemption  at par  upon  the damage,
destruction or  condemnation of  the  hospital facilities  or in  other  special
circumstances.
 
    HOUSING  OBLIGATIONS.  Some  of the Bonds  in a Trust  may be obligations of
issuers whose  revenues are  primarily derived  from mortgage  loans to  housing
projects  for  low  to  moderate  income  families.  Such  issues  are generally
characterized by mandatory redemption at par  or, in the case of original  issue
discount  bonds, accreted  value in  the event of  economic defaults  and in the
event of a failure of the operator of a project to comply with certain covenants
as to the operation of the project. The failure of such operator to comply  with
certain  covenants related  to the tax-exempt  status of interest  on the Bonds,
such as provisions requiring that a  specified percentage of units be rented  or
available for rental to low or moderate income families, potentially could cause
interest on such Bonds to be subject to Federal income taxation from the date of
issuance of the Bonds. The ability of such issuers to make debt service payments
will   be  affected  by  events  and  conditions  affecting  financed  projects,
including, among other  things, the  achievement and  maintenance of  sufficient
occupancy  levels and adequate  rental income, employment  and income conditions
prevailing in local labor markets, increases  in taxes, utility costs and  other
operating  expenses, the managerial ability of project managers, changes in laws
and
 
                                      A-1
<PAGE>
governmental  regulations,  the  appropriation  of  subsidies,  and  social  and
economic  trends affecting  the localities  in which  the projects  are located.
Occupancy of such housing projects may be adversely affected by high rent levels
and income limitations imposed under Federal and state programs.
 
    SINGLE FAMILY MORTGAGE REVENUE BONDS.  Some  of the Bonds in a Trust may  be
single  family  mortgage revenue  bonds,  which are  issued  for the  purpose of
acquiring from originating financial institutions notes secured by mortgages  on
residences located within the issuer's boundaries and owned by persons of low or
moderate  income. Mortgage loans  are generally partially  or completely prepaid
prior to  their final  maturities as  a result  of events  such as  sale of  the
mortgaged  premises, default, condemnation or casualty loss. Because these bonds
are subject to extraordinary mandatory redemption in whole or in part from  such
prepayments of mortgage loans, a substantial portion of such bonds will probably
be  redeemed prior to their scheduled maturities or even prior to their ordinary
call dates. Extraordinary mandatory redemption without premium could also result
from the  failure of  the originating  financial institutions  to make  mortgage
loans in sufficient amounts within a specified time period. The redemption price
of  such issues  may be  more or  less than  the offering  price of  such bonds.
Additionally, unusually high rates of  default on the underlying mortgage  loans
may  reduce revenues available  for the payment  of principal of  or interest on
such mortgage revenue bonds. Single  family mortgage revenue bonds issued  after
December 31, 1980 were issued under Section 103A of the Internal Revenue Code of
1954,  as amended, or  Section 143 of  the Internal Revenue  Code of 1986, which
Sections contain certain  requirements relating to  the use of  the proceeds  of
such  bonds in  order for the  interest on  such bonds to  retain its tax-exempt
status. In each  case, the issuer  of the  bonds has covenanted  to comply  with
applicable  requirements and bond  counsel to such issuer  has issued an opinion
that the interest on the bonds is exempt from Federal income tax under  existing
laws   and  regulations.  There  can  be   no  assurance  that  such  continuing
requirements will  be satisfied;  the failure  to meet  such requirements  could
cause  interest on the Bonds to be  subject to Federal income taxation, possibly
from the date of issuance of the Bonds.
 
    FEDERALLY ENHANCED  OBLIGATIONS.   Some of  the mortgages  which secure  the
various  health care or housing projects which underlie the previously discussed
Health Facility, Housing,  and Single Family  Mortgage Revenue Obligations  (the
"Obligations")  in a Trust may be  insured by the Federal Housing Administration
("FHA"). Under FHA  regulations, the  maximum insurable  mortgage amount  cannot
exceed  90%  of the  FHA's  estimated value  of  the project.  The  FHA mortgage
insurance does not constitute a guarantee of timely payment of the principal  of
and  interest on the Obligations. Payment  of mortgage insurance benefits may be
(1) less than the principal amount of Obligations outstanding or (2) delayed  if
disputes  arise as to  the amount of the  payment or if  certain notices are not
given to the FHA within  the prescribed time periods.  In addition, some of  the
previously  discussed Obligations may be secured by mortgage-backed certificates
guaranteed by the  Government National Mortgage  Association ("GNMA"), a  wholly
owned  corporate  instrumentality  of  the  United  States,  and/or  the Federal
National  Mortgage  Association  ("Fannie   Mae")  a  federally  chartered   and
stockholder-owed  corporation. GNMA and  Fannie Mae guarantee  timely payment of
principal and  interest  on the  mortgage-backed  certificates, even  where  the
underlying   mortgage  payments   are  not  made.   While  such  mortgage-backed
certificates are often pledged  to secure payment of  principal and interest  on
the  Obligations, timely payment of interest and principal on the Obligations is
not insured or guaranteed by  the United States, GNMA,  Fannie Mae or any  other
governmental  agency or  instrumentality. The  GNMA mortgage-backed certificates
constitute a general obligation  of the United States  backed by its full  faith
and  credit. The obligations of Fannie  Mae, including its obligations under the
Fannie Mae mortgage-backed securities, are obligations
 
                                      A-2
<PAGE>
solely of Fannie Mae and are not backed  by, or entitled to, the full faith  and
credit of the United States.
 
    INDUSTRIAL  REVENUE OBLIGATIONS.   Certain  of the Bonds  in a  Trust may be
industrial revenue bonds  ("IRBs"), including pollution  control revenue  bonds,
which  are  tax-exempt  securities  issued  by  states,  municipalities,  public
authorities or similar entities to  finance the cost of acquiring,  constructing
or improving various industrial projects. These projects are usually operated by
corporate entities. Issuers are obligated only to pay amounts due on the IRBs to
the  extent that funds are available from the unexpended proceeds of the IRBs or
receipts or revenues of the issuer  under an arrangement between the issuer  and
the  corporate operator of  a project. The arrangement  may be in  the form of a
lease, installment sale agreement, conditional sale agreement or loan agreement,
but in each case  the payments to  the issuer are designed  to be sufficient  to
meet  the payments  of amounts  due on  the IRBs.  Regardless of  the structure,
payment of IRBs is solely dependent  upon the creditworthiness of the  corporate
operator  of  the project  and,  if applicable,  corporate  guarantor. Corporate
operators or  guarantors may  be affected  by  many factors  which may  have  an
adverse  impact on  the credit  quality of  the particular  company or industry.
These include cyclicality of revenues and earnings, regulatory and environmental
restrictions, litigation  resulting  from  accidents  or  environmentally-caused
illnesses,  extensive competition  and financial deterioration  resulting from a
corporate restructuring pursuant to a leveraged buy-out, takeover or  otherwise.
Such  a restructuring may  result in the  operator of a  project becoming highly
leveraged which may have an impact on such operator's creditworthiness which  in
turn  would have  an adverse impact  on the  rating and/or market  value of such
Bonds. Further, the  possibility of  such a  restructuring may  have an  adverse
impact  on the market for and consequently  the value of such Bonds, even though
no actual takeover or other action is ever contemplated or effected. The IRBs in
a Trust may be subject to  special or extraordinary redemption provisions  which
may  provide for redemption  at par or,  in the case  of original issue discount
bonds, accreted value. The  Sponsor cannot predict the  causes or likelihood  of
the redemption of IRBs in a Trust prior to the stated maturity of such Bonds.
 
    ELECTRIC  UTILITY  OBLIGATIONS.    Some  of the  Bonds  in  a  Trust  may be
obligations of issuers  whose revenues are  primarily derived from  the sale  of
electric  energy. The problems  faced by such issuers  include the difficulty in
obtaining approval for timely  and adequate rate  increases from the  applicable
public  utility  commissions,  the difficulty  of  financing  large construction
programs, increased competition,  reductions in estimates  of future demand  for
electricity  in certain areas of the  country, the limitations on operations and
increased costs  and delays  attributable to  environmental considerations,  the
difficulty  of the capital  market in absorbing utility  debt, the difficulty in
obtaining fuel at reasonable prices and  the effect of energy conservation.  All
of  such issuers  have been  experiencing certain  of these  problems in varying
degrees. In addition, Federal, state and municipal governmental authorities  may
from  time to time review existing, and impose additional, regulations governing
the licensing, construction  and operation  of nuclear power  plants, which  may
adversely  affect the ability of the issuers of  certain of the Bonds in a Trust
to make payments of principal and/or interest on such Bonds.
 
    TRANSPORTATION FACILITY REVENUE BONDS.  Some of the Bonds in a Trust may  be
obligations  of issuers which  are payable from and  secured by revenues derived
from the ownership and operation of airports, public transit systems and  ports.
The  major portion of  an airport's gross operating  income is generally derived
from fees received  from airlines pursuant  to use agreements  which consist  of
annual  payments for airport  use, occupancy of  certain terminal space, service
fees and  leases. Airport  operating income  may therefore  be affected  by  the
ability  of the airlines to meet their obligations under the use agreements. The
air transport industry  is experiencing significant  variations in earnings  and
 
                                      A-3
<PAGE>
traffic,  due  to  increased  competition,  excess  capacity,  increased  costs,
deregulation, traffic constraints  and other factors,  and several airlines  are
experiencing  severe financial difficulties. In  particular, facilities with use
agreements involving airlines experiencing financial difficulty may experience a
reduction in revenue  due to the  possible inability of  these airlines to  meet
their  use  agreement obligations  because  of such  financial  difficulties and
possible bankruptcy.  The  Sponsor cannot  predict  what effect  these  industry
conditions  may have on airport revenues which  are dependent for payment on the
financial condition of the  airlines and their usage  of the particular  airport
facility.  Bonds that are secured primarily by the revenue collected by a public
transit system  typically are  additionally secured  by a  pledge of  sales  tax
receipts  collected  at  the state  or  local  level, or  of  other governmental
financial assistance. Transit system net revenues will be affected by variations
in  utilization,  which  in  turn  may  be  affected  by  the  degree  of  local
governmental  subsidization, demographic and  population shifts, and competition
from other  forms of  transportation; and  by increased  costs, including  costs
resulting  from previous deferrals of maintenance. Port authorities derive their
revenues primarily from fees imposed on ships using the facilities. The rate  of
utilization  of such facilities may fluctuate depending on the local economy and
on competition from  competing forms  of transportation  such as  air, rail  and
trucks.
 
    WATER  AND/OR SEWERAGE  OBLIGATIONS.  Some  of the  Bonds in a  Trust may be
obligations of issuers whose revenues are derived from the sale of water  and/or
sewerage services. Such Bonds are generally payable from user fees. The problems
of  such  issuers  include  the  ability  to  obtain  timely  and  adequate rate
increases, population decline resulting in  decreased user fees, the  difficulty
of  financing  large construction  programs, the  limitations on  operations and
increased costs  and delays  attributable to  environmental considerations,  the
increasing  difficulty of obtaining or discovering  new supplies of fresh water,
the effect  of  conservation  programs  and the  impact  of  "no-growth"  zoning
ordinances. All of such issuers have been experiencing certain of these problems
in varying degrees.
 
    UNIVERSITY  AND COLLEGE REVENUE OBLIGATIONS.   Some of the  Bonds in a Trust
may be  obligations of  issuers which  are, or  which govern  the operation  of,
colleges  and universities and  whose revenues are  derived mainly from tuition,
dormitory revenues,  grants and  endowments. General  problems of  such  issuers
include  the prospect of a declining  percentage of the population consisting of
"college" age  individuals,  possible  inability  to  raise  tuitions  and  fees
sufficiently  to cover increased  operating costs, the  uncertainty of continued
receipt of  Federal grants  and  state funding,  and government  legislation  or
regulations  which may adversely  affect the revenues or  costs of such issuers.
All of such issuers have been experiencing certain of these problems in  varying
degrees.
 
    BRIDGE AUTHORITY AND TOLLROAD OBLIGATIONS.  Some of the Bonds in a Trust may
be  obligations  of issuers  which derive  their payments  from bridge,  road or
tunnel toll revenues. The revenues of such an issuer could be adversely affected
by competition from toll-free vehicular bridges and roads and alternative  modes
of transportation. Such revenues could also be adversely affected by a reduction
in  the availability of fuel to motorists  or significant increases in the costs
thereof. Specifically, governmental regulations restricting the use of  vehicles
in  the New  York City  metropolitan area may  adversely affect  revenues of the
Triborough Bridge and Tunnel Authority.
 
    DEDICATED-TAX SUPPORTED  BONDS.    Some of  the  Bonds  in a  Trust  may  be
obligations of issuers which are payable from and secured by tax revenues from a
designated  source, which revenues are pledged  to secure the bonds. The various
types of  Bonds described  below differ  in structure  and with  respect to  the
rights of the bondholders to the underlying property. Each type of dedicated-tax
supported  Bond has distinct risks, only some  of which are set forth below. One
type of dedicated-tax supported Bond is secured by the incremental tax  received
on   either  real   property  or   on  sales   within  a   specifically  defined
 
                                      A-4
<PAGE>
geographical area; such tax generally will  not provide bondholders with a  lien
on  the underlying property or revenues. Another type of dedicated-tax supported
Bond is  secured by  a special  tax levied  on real  property within  a  defined
geographical  area in such a manner that the  tax is levied on those who benefit
from the  project; such  bonds typically  provide for  a statutory  lien on  the
underlying  property for unpaid  taxes. A third  type of dedicated-tax supported
Bond may be secured by a tax levied upon the manufacture, sale or consumption of
commodities or upon the license to pursue certain occupations or upon  corporate
privileges  within a taxing jurisdiction. As to any of these types of Bonds, the
ability of  the  designated  revenues  to satisfy  the  interest  and  principal
payments  on such  bonds may be  affected by  changes in the  local economy, the
financial success of the  enterprise responsible for the  payment of the  taxes,
the  value of  any property on  which taxes may  be assessed and  the ability to
collect such  taxes in  a timely  fashion. Each  of these  factors will  have  a
different affect on each distinct type of dedicated-tax supported bonds.
 
    MUNICIPAL LEASE BONDS.  Some of the Bonds in a Trust may be obligations that
are  secured  by lease  payments  of a  governmental  entity. Such  payments are
normally subject to  annual budget  appropriations of  the leasing  governmental
entity.  A governmental  entity that enters  into such a  lease agreement cannot
obligate future  governments to  appropriate  for and  make lease  payments  but
covenants  to take such action as is necessary to include any lease payments due
in its budgets and to make the appropriations therefor. A governmental  entity's
failure to appropriate for and to make payments under its lease obligation could
result  in insufficient funds  available for payment  of the obligations secured
thereby.
 
    ORIGINAL ISSUE  DISCOUNT BONDS  AND STRIPPED  OBLIGATIONS.   Certain of  the
Bonds  in a Trust may be original  issue discount bonds. These Bonds were issued
with nominal  interest rates  less than  the rates  then offered  by  comparable
securities  and as a consequence  were originally sold at  a discount from their
face, or par, values. This original  issue discount, the difference between  the
initial  purchase price and face value, is deemed under current law to accrue on
a daily basis and the accrued  portion is treated as tax-exempt interest  income
for  federal income tax purposes. On sale  or redemption, gain, if any, realized
in excess of the earned  portion of original issue  discount will be taxable  as
capital  gain. See "What is the Tax Status of Unitholders". The current value of
an original issue discount bond reflects the present value of its face amount at
maturity. In a stable interest rate environment, the market value of an original
issue discount bond would  tend to increase  more slowly in  early years and  in
greater increments as the bond approached maturity.
 
    Certain  of the original issue discount bonds  in a Trust may be zero coupon
bonds. Zero coupon bonds do not provide for the payment of any current interest;
the buyer receives only the right to receive a final payment of the face  amount
of  the bond at its maturity. The effect of  owning a zero coupon bond is that a
fixed yield is earned not only on  the original investment but also, in  effect,
on  all  discount  earned  during  the life  of  the  obligation.  This implicit
reinvestment of earnings at the same rate eliminates the risk of being unable to
reinvest the income on such obligation at a rate as high as the implicit  yield,
but  at the same time also eliminates the holder's ability to reinvest at higher
rates in  the  future.  For  this  reason, zero  coupon  bonds  are  subject  to
substantially  greater  price  fluctuations during  periods  of  changing market
interest rates  than are  securities  of comparable  quality that  pay  interest
currently.
 
    Original  issue discount bonds, including zero  coupon bonds, may be subject
to redemption at prices  based on the  issue price plus  the amount of  original
issue   discount  accreted  to  redemption   (the  "accreted  value")  plus,  if
applicable, some premium.  Pursuant to  such call provisions  an original  issue
discount  bond may be called prior to its maturity date at a price less than its
face value. See the  "Schedules of Investments" for  more information about  the
call provisions of portfolio Bonds.
 
                                      A-5
<PAGE>
    Certain of the Bonds in a Trust may be Stripped Obligations, which represent
evidences  of ownership  with respect  to either  the principal  amount of  or a
payment of interest on a tax-exempt  obligation. An obligation is "stripped"  by
depositing  it with  a custodian, which  then effects a  separation in ownership
between the bond and any interest payment which has not yet become payable,  and
issues evidences of ownership with respect to such constituent parts. A Stripped
Obligation  therefore has economic characteristics similar to zero coupon bonds,
as described above.
 
    Each Stripped Obligation has  been purchased at a  discount from the  amount
payable  at maturity. With respect to each Unitholder, the Internal Revenue Code
treats as "original issue discount" that portion of the discount which  produces
a yield to maturity (as of the date of purchase of the Unitholder's Units) equal
to  the lower of the coupon rate of interest on the underlying obligation or the
yield to maturity on the basis of  the purchase price of the Unitholder's  Units
which  is allocable to  each Stripped Obligation.  Original issue discount which
accrues with respect to a Stripped Obligation will be exempt from Federal income
taxation to the  same extent  as interest  on the  underlying obligations.  (See
Section 11, " What Is The Tax Status of Unitholders".)
 
    Unitholders  should consult their own tax advisers with respect to the state
and local tax consequences of owning  original issue discount bonds or  Stripped
Obligations.  Under applicable  provisions governing determination  of state and
local taxes, interest on original  issue discount bonds or Stripped  Obligations
may  be deemed to  be received in  the year of  accrual even though  there is no
corresponding cash payment.
 
4.  COMPOSITION OF TRUSTS
 
Each Trust initially consists  of delivery statements  relating to contracts  to
purchase Bonds (or of such Bonds) as are listed under "Schedules of Investments"
and,  thereafter, of  such Bonds as  may continue to  be held from  time to time
(including certain securities deposited in  the Trust in substitution for  Bonds
not delivered to the Trust or in exchange or substitution for Bonds upon certain
refundings),  together  with  accrued  and  undistributed  interest  thereon and
undistributed cash realized from the disposition of Bonds.
 
    "WHEN-ISSUED"  AND  "DELAYED  DELIVERY"  TRANSACTIONS.    The  contracts  to
purchase  Bonds delivered to  the Trustee represent an  obligation by issuers or
dealers to deliver  Bonds to the  Sponsor for deposit  in the Trusts.  Normally,
"regular  way"  contracts are  settled and  the Bonds  delivered to  the Trustee
within a relatively  short period  of time.  However, certain  of the  contracts
relate  to Bonds which have not been issued  as of the Date of Deposit and which
are commonly referred to  as "when issued"  or "when, as  and if issued"  Bonds.
Although  the Sponsor does not believe it is  likely, one or more of the issuers
of such Bonds might decide not to proceed with such offerings. If such Bonds, or
replacement bonds  described below,  are not  acquired by  a Trust  or if  their
delivery  is  delayed, the  Estimated Current  Returns  and Estimated  Long Term
Returns shown herein may be reduced.  Certain of the contracts for the  purchase
of  Bonds provide for delivery dates after  the date of settlement for purchases
made on  the  Date of  Deposit.  Interest on  such  "when issued"  and  "delayed
delivery"  Bonds accrues to the benefit of Unitholders commencing with the first
settlement date for the Units. However,  in the opinion of counsel,  Unitholders
who  purchase their Units prior to the date such Bonds are actually delivered to
the Trustee must reduce the  tax basis of their  Units for interest accruing  on
such  Bonds during the interval between their purchase of Units and the delivery
of the Bonds because such amounts constitute a return of principal. As a  result
of  such adjustment, the  Estimated Current Returns set  forth herein (which are
based on the Public Offering Price as of  the business day prior to the Date  of
Deposit)  may be  slightly lower than  Unitholders will receive  after the first
year, assuming the Portfolio does not change
 
                                      A-6
<PAGE>
and estimated annual expense does not vary from that set forth under  "Essential
Information  Regarding the  Trusts." Those  Bonds in  each Trust  purchased with
delivery dates after the date  of settlement for purchases  made on the Date  of
Deposit are so noted in the Schedules of Investments.
 
    LIMITED  REPLACEMENT OF CERTAIN BONDS.   Neither the Sponsor nor the Trustee
shall be liable in any  way for any default, failure  or defect in any Bond.  In
the  event of a failure to deliver any  Bond that has been purchased for a Trust
under a contract, including those  Bonds purchased on a  when, as and if  issued
basis  ("Failed Bonds"), the Sponsor is authorized under the Indenture to direct
the Trustee to acquire  other specified Bonds ("Replacement  Bonds") to make  up
the original corpus of the Trust. The Replacement Bonds must be purchased within
20  days after  delivery of notice  of the failed  contract and the  cost to the
Trust (exclusive  of  accrued interest)  may  not  exceed the  amount  of  funds
reserved  for the purchase of  the Failed Bonds. The  Replacement Bonds (i) must
satisfy the criteria previously described  for Bonds originally included in  the
Trust  and, with respect  to Bonds purchased  for a State  Trust, shall have the
benefit of an exemption from state taxation of interest to an extent equal to or
greater than that of  the Bonds they  replace, (ii) must  have a fixed  maturity
date  after the date of purchase of not  less than approximately 15 years in the
case of National or State Trusts, approximately  11 years in the case of a  Long
Intermediate  Trust, approximately 5 years in  the case of Intermediate or State
Intermediate Trusts, approximately 3 years in  the case of a Short  Intermediate
Trust  and approximately 1 year in the case of a Short Term Trust, but not later
than the maturity date of the Failed Bonds, (iii) must be acquired at a cost  to
the  Trust equal to the  cost of the same principal  amount of Bonds provided in
the failed contract and  have a current  return and yield  to maturity not  less
than the current return and yield to maturity of the Failed Bonds and (iv) shall
not  be "when,  as and if  issued" Bonds.  Whenever a Replacement  Bond has been
acquired for a  Trust, the Trustee  shall, within five  days after the  delivery
thereof,  mail or deliver a  notice to all Unitholders  of the Trust involved of
such acquisition. Once the original corpus of the Trust is acquired, the Trustee
will have no power  to vary the  investment of the Trust;  i.e., the Trust  will
have  no managerial  power to  take advantage of  market variation  to improve a
Unitholder's investment.
 
    To the extent the right of  limited substitution described in the  preceding
paragraph  shall not  be utilized  to acquire  Replacement Bonds  for the entire
principal amount of Failed Bonds, the Sponsor shall refund to all Unitholders of
the Trust  involved the  sales  charge attributable  to  such Failed  Bonds  not
replaced,  and the  principal and  accrued interest  attributable to  such Bonds
shall be  distributed not  more than  30 days  after the  determination of  such
failure  or at such earlier time as the  Trustee in its sole discretion deems to
be in  the  interest of  the  Unitholders. Any  such  accrued interest  paid  to
Unitholders will be paid by the Sponsor and, accordingly, will not be treated as
tax-exempt  income. In the event Failed Bonds  in a Trust could not be replaced,
the Net Annual Interest Income per Unit for such Trust would be reduced and  the
Estimated Current Return thereon might be lowered.
 
    SALE,  MATURITY AND REDEMPTION OF BONDS.  Certain of the Bonds may from time
to time  under certain  circumstances be  sold  or redeemed  or will  mature  in
accordance  with their terms. The proceeds from  such events will be used to pay
for  Units  redeemed   or  distributed  to   Unitholders  and  not   reinvested;
accordingly,  no assurance can be given that  a Trust will retain for any length
of time its present size and composition.
 
    All of the Bonds in  each Trust are subject to  being called or redeemed  in
whole  or in  part prior  to their  stated maturities  pursuant to  the optional
redemption provisions described in  the "Schedules of  Investments" and in  most
cases  pursuant to sinking fund, special or extraordinary redemption provisions.
A bond  subject to  optional  call is  one which  is  subject to  redemption  or
refunding    prior   to   maturity   at   the    option   of   the   issuer.   A
 
                                      A-7
<PAGE>
refunding is a method by which a bond issue is redeemed, at or before  maturity,
by  the proceeds of a new bond issue.  A bond subject to sinking fund redemption
is one  which  is  subject to  partial  call  from  time to  time  from  a  fund
accumulated  for the  scheduled retirement  of a  portion of  an issue  prior to
maturity.  Special  or  extraordinary  redemption  provisions  may  provide  for
redemption  of  all or  a portion  of an  issue upon  the occurrence  of certain
circumstances related  to defaults  or unanticipated  changes in  circumstances.
Events  that may  permit or require  the special or  extraordinary redemption of
bonds include, among others: substantial damage to or destruction of the project
for which the proceeds  of the bonds  were used; exercise by  a local, state  or
federal  governmental  unit  of its  power  of  eminent domain  to  take  all or
substantially all of the project for which the proceeds of the bonds were  used;
a  final determination that the interest on the bonds is taxable; changes in the
economic availability  of raw  materials, operating  supplies or  facilities  or
technological  or other  changes which render  the operation of  the project for
which the proceeds of  the bonds were  used uneconomical; changes  in law or  an
administrative  or judicial decree which render the performance of the agreement
under which the proceeds of the bonds were made available to finance the project
impossible or  which  create  unreasonable burdens  or  which  impose  excessive
liabilities,  such as taxes, not imposed on the date the bonds are issued on the
issuer of the bonds or the user of the proceeds of the bonds; an  administrative
or  judicial decree which  requires the cessation  of a substantial  part of the
operations  of  the  project  financed  with  the  proceeds  of  the  bonds;  an
overestimate of the costs of the project to be financed with the proceeds of the
bonds  resulting in excess proceeds which may  be applied to redeem bonds; or an
underestimate of a source of funds securing the bonds resulting in excess  funds
which  may be applied to  redeem bonds. The Sponsor is  unable to predict all of
the circumstances which may result in such redemption of an issue of Bonds.  See
the  discussion of the various  types of bond issues,  above, for information on
the call provisions of such  bonds, particularly single family mortgage  revenue
bonds.
 
    The exercise of redemption or call provisions will (except to the extent the
proceeds of the called Bonds are used to pay for Unit redemptions) result in the
distribution  of  principal and  may  result in  a  reduction in  the  amount of
subsequent interest  distributions; it  may also  affect the  current return  on
Units  of the Trust involved. Redemption pursuant to optional call provisions is
more likely to  occur, and  redemption pursuant to  sinking fund  or special  or
extraordinary  redemption provisions may occur, when  the Bonds have an offering
side evaluation  which represents  a premium  over par.  Redemption pursuant  to
optional  call provisions  may be,  and redemption  pursuant to  sinking fund or
special or extraordinary redemption provisions is likely to be, at a price equal
to the par value of the bonds without any premium (in the case of original issue
discount bonds, such redemption is generally to be made at the issue price  plus
the  amount of original issue discount accreted  to the date of redemption; such
price is referred to  herein as "accreted value").  Because Bonds may have  been
valued  at prices above or below par value or the then current accreted value at
the time Units  were purchased, Unitholders  may realize gain  or loss upon  the
redemption  of portfolio Bonds.  (See Sections 11  and 13 and  the "Schedules of
Investments.")
 
    CERTAIN TAX  MATTERS;  LITIGATION.   Certain  of  the Bonds  in  each  Trust
portfolio  may be subject to  continuing requirements such as  the actual use of
bond proceeds, manner of operation of the project financed from bond proceeds or
rebate of excess  earnings on  bond proceeds that  may affect  the exemption  of
interest  on such Bonds  from Federal income  taxation. Although at  the time of
issuance of each  of the  Bonds in  each Trust an  opinion of  bond counsel  was
rendered as to the exemption of interest on such obligations from Federal income
taxation,  and the issuers covenanted to  comply with all requirements necessary
to retain the tax-exempt status of the Bonds, there can be no assurance that the
 
                                      A-8
<PAGE>
respective issuers  or  other obligors  on  such obligations  will  fulfill  the
various  continuing  requirements  established  upon issuance  of  the  Bonds. A
failure to comply with such requirements may cause a determination that interest
on such  obligations  is  subject  to  Federal  income  taxation,  perhaps  even
retroactively  from the  date of  issuance of  such Bonds,  thereby reducing the
value of the Bonds and subjecting Unitholders to unanticipated tax liabilities.
 
    To the best knowledge of the Sponsor,  there is no litigation pending as  of
the  Date of Deposit in respect of  any Bonds which might reasonably be expected
to have a  material adverse effect  on any of  the Trusts. It  is possible  that
after  the Date of Deposit, litigation may be initiated with respect to Bonds in
any Trust. Any  such litigation may  affect the  validity of such  Bonds or  the
tax-exempt  nature of the interest thereon,  but while the outcome of litigation
of such nature can never be entirely predicted, the opinions of bond counsel  to
the  issuer of  each Bond  on the date  of issuance  state that  such Bonds were
validly issued and that the interest thereon is, to the extent indicated, exempt
from Federal income tax.
 
5.  WHY AND HOW ARE THE BONDS INSURED?
 
INSURANCE ON BONDS IN INSURED TRUSTS
 
Insurance guaranteeing  the  timely payment,  when  due, of  all  principal  and
interest  on the Bonds in each Insured Trust has been obtained by the Sponsor or
by the  issuers or  underwriters  of Bonds  from  the Municipal  Bond  Investors
Assurance  Corporation (the "Insurer"). Some of  the Bonds in each Insured Trust
may be covered by a policy or  policies of insurance obtained by the issuers  or
underwriters  of  the  Bonds  from  Municipal  Bond  Insurance  Association (the
"Association") or Bond Investors Guaranty Insurance Company ("BIG"). The Insurer
has issued a policy or policies of  insurance covering each of the Bonds in  the
Insured Trusts, each policy to remain in force until the payment in full of such
Bonds  and whether or not the Bonds continue  to be held by an Insured Trust. By
the terms  of each  policy the  Insurer will  unconditionally guarantee  to  the
holders  or owners of the Bonds the payment, when due, required of the issuer of
the Bonds of an amount  equal to the principal of  and interest on the Bonds  as
such  payments shall become due but not be paid (except that in the event of any
acceleration of the  due date of  principal by reason  of mandatory or  optional
redemption,  default or otherwise, the payments  guaranteed will be made in such
amounts and  at  such times  as  would  have been  due  had there  not  been  an
acceleration).  The  Insurer will  be responsible  for  such payments,  less any
amounts received by the holders or owners of the Bonds from any trustee for  the
bond  issuers or from  any other sources  other than the  Insurer. The Insurer's
policies relating to  small industrial development  bonds and pollution  control
revenue  bonds also guarantee the full and complete payments required to be made
by or on behalf  of an issuer  of Bonds pursuant  to the terms  of the Bonds  if
there  occurs an event which results in the loss of the tax-exempt status of the
interest on such Bonds,  including principal, interest  or premium payments,  if
any,  as and when thereby required. The Insurer has indicated that its insurance
policies do not insure the payment of  principal or interest on bonds which  are
not required to be paid by the issuer thereof because the bonds were not validly
issued;  as  indicated  under  "What  is the  Tax  Status  of  Unitholders?" the
respective issuing authorities have received  opinions of bond counsel  relating
to  the valid issuance of each of the Bonds in the Insured Trusts. The Insurer's
policy also does not insure against  non-payment of principal of or interest  on
the Bonds resulting from the insolvency, negligence or any other act or omission
of the trustee or other paying agent for the Bonds. The policy is not covered by
the  Property/ Casualty Insurance  Security Fund specified in  Article 76 of the
New York  Insurance Law.  The  policies are  non-cancellable and  the  insurance
premiums have been fully paid on or
 
                                      A-9
<PAGE>
prior  to the Date  of Deposit, either by  the Sponsor or, if  a policy has been
obtained by a Bond issuer, by such issuer.
 
    Upon notification from  the trustee  for any bond  issuer or  any holder  or
owner of the Bonds or coupons that such trustee or paying agent has insufficient
funds  to pay any  principal or interest in  full when due,  the Insurer will be
obligated to deposit funds  promptly with State Street  Bank and Trust  Company,
N.A.,  New York, New York, as fiscal  agent for the Insurer, sufficient to fully
cover the deficit. If notice of nonpayment is received on or after the due date,
the Insurer will provide for payment  within one business day following  receipt
of  the notice. Upon payment  by the Insurer of  any Bonds, coupons, or interest
payments, the Insurer shall succeed  to the rights of  the owner of such  Bonds,
coupons or interest payments with respect thereto.
 
    The  Insurer is the principal operating subsidiary of MBIA, Inc., a New York
Stock Exchange listed company. MBIA, Inc. is  not obligated to pay the debts  of
or  claims against the  Insurer. The Insurer is  a limited liability corporation
rather than a  several liability association.  The Insurer is  domiciled in  the
State  of New York and licensed to do business in all 50 states, the District of
Columbia and the Commonwealth of Puerto Rico.
 
    As of December  31, 1992  the Insurer had  admitted assets  of $2.6  billion
(audited),  total liabilities of  $1.7 billion (audited),  and total capital and
surplus of  $896  million  (audited) determined  in  accordance  with  statutory
accounting   practices   prescribed   or  permitted   by   insurance  regulatory
authorities. As of December  31, 1993, the Insurer  had admitted assets of  $3.1
billion  (audited),  total  liabilities  of $2.1  billion  (audited),  and total
capital and  surplus of  $978 million  (audited) determined  in accordance  with
statutory  accounting practices prescribed or  permitted by insurance regulatory
authorities. Copies of the Insurer's  year end financial statements prepared  in
accordance  with statutory accounting practices  are available from the Insurer.
The address of the Insurer is 113 King Street, Armonk, New York 10504.
 
    Effective December 31, 1989, MBIA  Inc. acquired Bond Investors Group,  Inc.
On  January 5, 1990, the  Insurer acquired all of  the outstanding stock of Bond
Investors Group, Inc., the parent of BIG,  now known as MBIA Insurance Corp.  of
Illinois.  Through a reinsurance agreement, BIG has ceded all of its net insured
risks, as well as its unearned premium and contingency reserves, to the  Insurer
and the Insurer has reinsured BIG's net outstanding exposure.
 
    Each  insurance company comprising the Association will be severally and not
jointly obligated  under  the Association  policy  in the  following  respective
percentages:  The  AEtna  Casualty  and  Surety  Company,  33%;  Fireman's  Fund
Insurance Company, 30%;  The Travelers Indemnity  Company, 15%; AEtna  Insurance
Company  (now  known  as CIGNA  Property  and  Casualty Company),  12%;  and The
Continental Insurance Company, 10%.  As a several  obligor, each such  insurance
company  will be  obligated only to  the extent  of its percentage  of any claim
under the  Association  policy and  will  not be  obligated  to pay  any  unpaid
obligation  of any  other member  of the  Association. Each  insurance company's
participation is backed by all of its assets. However, each insurance company is
a multiline insurer involved in several lines of insurance other than  municipal
bond  insurance, and the assets of each insurance company also secure all of its
other insurance policy and surety bond obligations.
 
    The following table sets forth certain unaudited financial information  with
respect  to  the  five  insurance  companies  comprising  the  Association.  The
statistics, which have been furnished by the Association, are as reported by the
insurance  companies  to  the  New  York  State  Insurance  Department  and  are
determined in accordance with statutory accounting principles. No representation
is    made    herein    as   to    the    accuracy   or    adequacy    of   such
 
                                      A-10
<PAGE>
information or as to the absence of material adverse changes in such information
subsequent to  the date  thereof.  In addition,  these  numbers are  subject  to
revision  by the  New York State  Insurance Department which,  if revised, could
either increase or decrease the amounts.
 
                      MUNICIPAL BOND INSURANCE ASSOCIATION
            FIVE MEMBER COMPANIES ASSETS AND POLICYHOLDERS' SURPLUS
                              AS OF JUNE 30, 1993.
                                (000's omitted)
 
<TABLE>
<CAPTION>
                                                             New York         New York         New York
                                                             Statutory        Statutory     Policyholders'
                                                              Assets         Liabilities        Surplus
                                                          ---------------  ---------------  ---------------
<S>                                                       <C>              <C>              <C>
The AEtna Casualty & Surety Company.....................  $     9,670,645  $     8,278,113   $   1,392,532
Fireman's Fund Insurance Company........................        6,571,313        4,880,776       1,690,537
The Travelers Indemnity Company.........................       10,194,126        8,280,211       1,913,915
CIGNA Property and Casualty Company (formerly AEtna
  Insurance Company)....................................        6,198,088        5,634,331         563,757
The Continental Insurance Company.......................        2,574,504        2,223,194         351,310
                                                          ---------------  ---------------  ---------------
        Total...........................................  $    35,208,676  $    29,296,625   $   5,912,051
                                                          ---------------  ---------------  ---------------
                                                          ---------------  ---------------  ---------------
</TABLE>
 
    Standard  &  Poor's  Corporation  rates  all  new  issues  insured  by   the
Association "AAA" Prime Grade.
 
    Moody's  Investors Service rates all bond  issues insured by the Association
"Aaa" and  short term  loans  "MIG 1",  both designated  to  be of  the  highest
quality.
 
    Each  such rating should be evaluated  independently of any other rating. No
application has  been  made  to any  other  rating  agency in  order  to  obtain
additional  ratings  on the  Bonds. The  ratings  reflect the  respective rating
agency's current assessment of the  creditworthiness of the Association and  its
ability  to pay claims on its policies  of insurance. Any further explanation as
to the  significance  of  the  above  ratings may  be  obtained  only  from  the
applicable rating agency.
 
    Moody's Investors Service rates all bond issues insured by the Insurer "Aaa"
and short-term loans "MIG 1," both designated to be of the highest quality.
 
    Standard  & Poor's  Ratings Group,  a division  of McGraw  Hill ("Standard &
Poor's") rates all new issues insured by the Insurer "AAA" Prime Grade."
 
    The Moody's  Investors Service  rating of  the Insurer  should be  evaluated
independently  of the  Standard & Poor's  Corporation rating of  the Insurer. No
application has  been  made  to any  other  rating  agency in  order  to  obtain
additional  ratings  on the  Bonds. The  ratings  reflect the  respective rating
agency's current  assessment of  the  creditworthiness of  the Insurer  and  its
ability  to  pay  claims  on  its policies  of  insurance  (See  "Description of
Ratings.") Any further explanation as to  the significance of the above  ratings
may be obtained only from the applicable rating agency.
 
    The  above ratings are not  recommendations to buy, sell  or hold the Bonds,
and such ratings may  be subject to  revision or withdrawal at  any time by  the
rating  agencies. Any downward revision or  withdrawal of either or both ratings
may have an adverse effect on the market price of the Bonds.
 
    Because the insurance on the  Bonds will be effective  so long as the  Bonds
are  outstanding, such insurance  will be taken into  account in determining the
market value of
 
                                      A-11
<PAGE>
the Bonds  and therefore  some  value attributable  to  such insurance  will  be
included  in the value  of the Units  of the Insured  Trusts. The insurance does
not, however, guarantee the market value of the Bonds or of the Units.
 
INSURANCE ON CERTAIN BONDS IN TRADITIONAL TRUSTS
 
    Insurance guaranteeing the timely  payment, when due,  of all principal  and
interest  on certain Bonds in a Traditional  Trust may have been obtained by the
Sponsor, issuer or underwriter  of the particular Bonds  involved or by  another
party.  Such insurance, which  provides coverage substantially  the same as that
obtained with  respect  to  Bonds  in Insured  Trusts  as  described  above,  is
effective  so long as the insured Bond is outstanding and the insurer remains in
business. Insurance relates  only to the  particular Bond and  not to the  Units
offered hereby or to their market value. Insured Bonds have received a rating of
"Aaa"  by  Moody's Investors  Service, Inc.  and/or "AAA"  by Standard  & Poor's
Corporation in recognition of such insurance.
 
    If a Bond  in a Traditional  Trust is insured,  the Schedule of  Investments
will identify the insurer. Such insurance will be provided by Financial Guaranty
Insurance   Company  ("FGIC"),  AMBAC   Indemnity  Corporation  ("AMBAC"),  Bond
Investors Guaranty  Insurance  Company, now  known  as MBIA  Corp.  of  Illinois
("BIG"),   Capital  Guaranty  Insurance  Company  ("CGIC"),  Financial  Security
Assurance,   Inc.   ("FSA"),   Municipal   Bond   Insurance   Association   (the
"Association"),  Municipal  Bond  Investors  Assurance  Corporation  ("MBIA") or
Connie Lee Insurance Company  ("ConnieLee"). The Sponsor  to date has  purchased
and  presently intends  to purchase  insurance for  Bonds in  Traditional Trusts
exclusively from MBIA (see the  preceding disclosure regarding MBIA). There  can
be  no assurance  that any insurer  listed therein  will be able  to satisfy its
commitments in the  event claims  are made in  the future.  However, Standard  &
Poor's  Corporation has rated  the claims-paying ability  of each insurer "AAA,"
and Moody's Investors Service has rated all bonds insured by each such  insurer,
except  ConnieLee, "Aaa." Moody's Investor's Service  gives no ratings for bonds
insured by ConnieLee.
 
    Because any such insurance  will be effective so  long as the insured  Bonds
are  outstanding, such insurance  will be taken into  account in determining the
market value  of  such Bonds  and  therefore  some value  attributable  to  such
insurance  will be included in the value of the Units of the Trust that includes
such Bonds. The insurance does not,  however, guarantee the market value of  the
Bonds or of the Units.
 
6.  HOW IS THE PUBLIC OFFERING PRICE DETERMINED?
 
The  Public Offering Price of the Units of  each Trust is equal to the Trustee's
determination of the aggregate  OFFERING prices of  the Bonds deposited  therein
(minus  any  advancement to  the  principal account  of  the Trust  made  by the
Trustee) plus a sales charge of 5.152% of such value in the case of National and
State Trusts, 4.439%  of such  value in the  case of  Long Intermediate  Trusts,
4.058% of such value in the case of Intermediate Trusts, 3.093% of such value in
the  case of Short Intermediate  Trusts and 2.564% of such  value in the case of
Short Term Trusts, in  each case adding  to the total thereof  cash held by  the
Trust,  if  any,  and  dividing the  sum  so  obtained by  the  number  of Units
outstanding in the Trust. This computation produces a gross underwriting  profit
equal  to 4.90% of the  Public Offering Price in the  case of National and State
Trusts, 4.25% of  the Public  Offering Price in  the case  of Long  Intermediate
Trusts,  3.90% of the Public Offering Price  in the case of Intermediate Trusts,
3.00% of the Public Offering Price in the case of Short Intermediate Trusts  and
2.50% of the Public Offering Price in the case of Short Term Trusts.
 
    The  sales charge applicable to quantity purchases is reduced on a graduated
scale for sales to any purchaser of at least $100,000 or 1,000 Units and will be
applied on whichever
 
                                      A-12
<PAGE>
basis is  more favorable  to the  purchaser. Sales  charges during  the  primary
offering period are as follows:
 
<TABLE>
<CAPTION>
                                                          National and State     Long Intermediate Trusts
                                                                Trusts                                       Intermediate Trusts
                                                       ------------------------  ------------------------  ------------------------
<S>                                                    <C>          <C>          <C>          <C>          <C>          <C>
                                                         Percent      Percent      Percent      Percent      Percent      Percent
                                                           of         of Net         of         of Net         of         of Net
                                                        Offering      Amount      Offering      Amount      Offering      Amount
                  Number of Units*                        Price      Invested       Price      Invested       Price      Invested
- -----------------------------------------------------  -----------  -----------  -----------  -----------  -----------  -----------
Less than 1,000......................................        4.90%       5.152%        4.25%       4.439%        3.90%       4.058%
1,000 but less than 2,500............................        4.50        4.712         3.85        4.004         3.50        3.627
2,500 but less than 5,000............................        4.25        4.439         3.60        3.734         3.25        3.359
5,000 but less than 10,000...........................        3.50        3.627         3.35        3.466         3.00        3.093
10,000 or more.......................................        3.00        3.093         3.00        3.093         2.75        2.828
</TABLE>
 
<TABLE>
<CAPTION>
                                                          Short Intermediate
                                                                Trusts              Short Term Trusts
                                                       ------------------------  ------------------------
<S>                                                    <C>          <C>          <C>          <C>          <C>          <C>
                                                         Percent      Percent      Percent      Percent
                                                           of         of Net         of         of Net
                                                        Offering      Amount      Offering      Amount
                  Number of Units*                        Price      Invested       Price      Invested
- -----------------------------------------------------  -----------  -----------  -----------  -----------
Less than 1,000......................................        3.00%       3.093%        2.50%       2.564%
1,000 but less than 2,500............................        2.60        2.670         2.10        2.145
2,500 but less than 5,000............................        2.35        2.407         1.85        1.885
5,000 but less than 10,000...........................        2.10        2.145         1.60        1.626
10,000 or more.......................................        1.85        1.885         1.35        1.368
</TABLE>
 
 *The  breakpoint sales  charge is  also applied on  a dollar  basis utilizing a
  breakpoint equivalent in the above table of $100,000 to 1,000 Units,  $250,000
  to 2,500 Units etc.
 
    For  "secondary market"  sales the  Public Offering  Price per  Unit of each
Trust is determined by adding to the Trustee's determination of the BID price of
each Bond in the Trust  a sales charge determined  in accordance with the  table
set forth below based upon the number of years remaining to the maturity of each
such  Bond, adjusting  the total to  reflect the amount  of any cash  held in or
advanced to the principal account  of the Trust and  dividing the result by  the
number  of Units then outstanding. For  purposes of this calculation, Bonds will
be deemed to mature on  their stated maturity dates  unless: (a) the Bonds  have
been  called for redemption or funds or securities have been placed in escrow to
redeem them on  an earlier  call date,  in which case  such call  date shall  be
deemed to be the date upon which they mature; or (b) such Bonds are subject to a
"mandatory put," in which case such mandatory put date shall be deemed to be the
date upon which they mature.
 
    Pursuant to the terms of the Indenture, the Trustee may terminate a Trust if
the  net asset value of  such Trust, as shown  by any semi-annual evaluation, is
less than 20% of the  original principal amount of the  Trust. In the course  of
regularly  appraising the value of Bonds in each Trust, the Sponsor will attempt
to estimate the  date on which  a Trust's value  will fall below  the 20%  level
based  on anticipated bond events over a five year period, including maturities,
escrow calls and current calls or refundings, assuming certain market rates. The
Sponsor intends from time to time to recommend that certain Trusts whose  values
have  fallen or are anticipated to fall  below the 20% level be terminated based
on certain criteria  which could adversely  affect the Trust's  diversification.
Once  the Sponsor has determined that a Trust's  value has or may fall below the
20% level within a five-year period, for purposes of computing the sales  charge
using the table set forth below, the maturity of each bond in such Trust will be
deemed  to be the earlier of the estimated termination date of the Trust, or the
actual date used  when pricing  the bond under  Municipal Securities  Rulemaking
Board rules and interpretations issued thereunder.
 
    The effect of this method of sales charge calculation will be that different
sales  charge rates will  be applied to  the various Bonds  in a Trust portfolio
based upon  the maturities  of  such Bonds,  in  accordance with  the  following
schedule. As shown, the sales charge on
 
                                      A-13
<PAGE>
Bonds  in each maturity range  (and therefore the aggregate  sales charge on the
purchase) is reduced  with respect to  purchases of at  least $100,000 or  1,000
Units:
 
<TABLE>
<CAPTION>
                                                                                      Amount of Purchase*
                                                                ---------------------------------------------------------------
<S>                                                             <C>          <C>          <C>          <C>          <C>
                                                                              $100,000     $250,000     $500,000
                                                                   Under         to           to           to       $1,000,000
Years to Maturity                                                $100,000     $249,999     $499,999     $999,999      or more
- --------------------------------------------------------------  -----------  -----------  -----------  -----------  -----------
Less than 1...................................................           0            0            0            0            0
1 but less than 2.............................................       1.523%       1.369%       1.317%       1.215%       1.061%
2 but less than 3.............................................       2.041        1.833        1.729        1.626        1.420
3 but less than 4.............................................       2.564        2.302        2.175        2.041        1.781
4 but less than 5.............................................       3.093        2.828        2.617        2.459        2.175
5 but less than 7.............................................       3.627        3.239        3.093        2.881        2.460
7 but less than 10............................................       4.167        3.734        3.520        3.239        2.828
10 but less than 13...........................................       4.712        4.221        4.004        3.788        3.253
13 but less than 16...........................................       5.263        4.712        4.439        4.167        3.627
16 or more....................................................       5.820        5.263        4.987        4.603        4.004
</TABLE>
 
 *Breakpoint  sales charges are computed both on a dollar basis and on the basis
  of the  number of  Units purchased,  using the  equivalent of  1,000 Units  to
  $100,000,  2,500 Units to  $250,000, etc., and  will be applied  on that basis
  which is more favorable to the purchaser.
 
    The secondary market sales charges above  are expressed as a percent of  the
net  amount invested; expressed as  a percent of the  Public Offering Price, the
maximum sales charge on  any Trust, including one  consisting entirely of  Bonds
with  16 years  or more to  maturity, would be  5.50% (5.820% of  the net amount
invested). For purposes of illustration, the sales charge on a Trust  consisting
entirely  of Bonds maturing  in 13 to  16 years would  be 5% (5.263%  of the net
amount invested); that on a Trust consisting entirely of Bonds maturing in  five
to  seven years would be 3.5% (3.627% of the net amount invested); and that on a
Trust consisting entirely of Bonds maturing in three to four years would be 2.5%
(2.564% of the net  amount invested). The actual  secondary market sales  charge
included in the Public Offering Price of any particular Trust will depend on the
maturities of the Bonds in the portfolio of such Trust.
 
    At  all  times while  Units are  being  offered for  sale, the  Sponsor will
appraise or cause to  be appraised daily  the value of  the underlying Bonds  in
each  Trust as of 4:00 p.m. eastern time on each day on which the New York Stock
Exchange (the "Exchange") is normally open  and will adjust the Public  Offering
Price  of the Units commensurate with such appraisal. Such Public Offering Price
will be effective for all orders received by a dealer or the Sponsor at or prior
to 4:00 p.m. eastern time on each such day. Orders received after that time,  or
on a day when the Exchange is closed for a scheduled holiday or weekend, will be
held until the next determination of price.
 
    As  more fully set forth  in Section 8, accrued  interest from the preceding
Record Date to, but not including, the settlement date of the transaction  (five
business  days after  purchase) will  be added to  the Public  Offering Price to
determine the purchase price of Units.
 
    The above graduated  sales charges  will apply  on all  purchases of  Nuveen
investment  company  securities on  any one  day  by the  same purchaser  in the
amounts stated, and for this purpose purchases of this Series will be aggregated
with concurrent  purchases of  any other  Series or  of shares  of any  open-end
management  investment company of which the Sponsor is principal underwriter and
with respect to the purchase of which a sales charge is imposed.
 
    Purchases by or for the account of  an individual and his or her spouse  and
children  under 21 years of  age will be aggregated  to determine the applicable
sales charge. The graduated  sales charges are also  applicable to a trustee  or
other  fiduciary  purchasing  securities for  a  single trust  estate  or single
fiduciary account.
 
                                      A-14
<PAGE>
    Units may be purchased at the  public offering price without a sales  charge
by officers or directors and by bona fide, full-time employees of Nuveen, Nuveen
Advisory Corp., Nuveen Institutional Advisory Corp. and The John Nuveen Company,
including  in each case these individuals and their immediate family members (as
defined above).
 
    The initial or primary Public Offering Price  of the Units in each Trust  is
based upon a pro rata share of the OFFERING prices per Unit of the Bonds in such
Trust  plus the  applicable sales charge.  The secondary  market Public Offering
Price of each Trust is based upon a pro rata share of the BID prices per Unit of
the Bonds in such Trust plus the applicable sales charge. The OFFERING prices of
Bonds in a Trust may be expected to average approximately 1% to 2% more than the
BID prices of such Bonds  in the case of  National, Long Intermediate and  State
Trusts,  3/4%  to 1  1/2% in  the  case of  Intermediate and  Short Intermediate
Trusts, and  1/2% to  3/4% in  the case  of Short  Term Trusts.  The  difference
between the bid side evaluation and the offering side evaluation of the Bonds in
each  Trust on the  business day prior  to the Date  of Deposit is  shown in the
discussion of each Trust portfolio.
 
    Whether or not Units are being offered for sale, the Sponsor will  determine
the aggregate value of each Trust as of 4:00 p.m. eastern time: (i) on each June
30 or December 31 (or, if such date is not a business day, the last business day
prior  thereto), (ii) on any day on which  a Unit is tendered for redemption (or
the next succeeding business day  if the date of  tender is a non-business  day)
and (iii) at such other times as may be necessary. For this purpose, a "business
day" shall be any day on which the Exchange is normally open. (See Section 16.)
 
7.  MARKET FOR UNITS
 
During  the  initial public  offering period,  the Sponsor  intends to  offer to
purchase Units of each  Trust at a  price equivalent to the  pro rata share  per
Unit  of the OFFERING prices of the Bonds in such Trust (plus accrued interest).
Afterward, although  it  is not  obligated  to do  so,  the Sponsor  intends  to
maintain  a secondary  market for  Units of  each Trust  at its  own expense and
continuously to offer  to purchase  Units of each  Trust at  prices, subject  to
change  at  any time,  which  are based  upon  the BID  prices  of Bonds  in the
respective portfolios of the Trusts. If the supply of Units of any of the Trusts
of this Series exceeds  demand, or for some  other business reason, the  Sponsor
may discontinue purchases of Units of such Trust at such prices. UNITHOLDERS WHO
WISH  TO DISPOSE OF THEIR UNITS SHOULD INQUIRE OF THE TRUSTEE OR THEIR BROKER AS
TO THE  CURRENT  REDEMPTION PRICE  (SEE  SECTION  19). In  connection  with  its
secondary  marketmaking activities, the Sponsor may from time to time enter into
secondary market  joint  account  agreements with  other  brokers  and  dealers.
Pursuant to such an agreement the Sponsor will purchase Units from the broker or
dealer at the bid price and will place the Units into a joint account managed by
the  Sponsor; sales from  the account will  be made in  accordance with the then
current prospectus and the Sponsor and  the broker or dealer will share  profits
and  losses in  the joint account  in accordance  with the terms  of their joint
account agreement.
 
    Certificates, if any, for Units are  delivered to the purchaser as  promptly
after  the date of settlement (five business days after purchase) as the Trustee
can complete the mechanics of registration. Normally, Certificates, if any,  are
mailed  by  the  Trustee within  48  hours after  registration  instructions are
received. Purchasers of Units to whom Certificates are issued will be unable  to
exercise  any right of redemption until they have received their Certificates as
tender of the Certificate, properly endorsed for transfer. (See Section 19.)
 
    Each Unit  of each  respective Trust  initially offered  by this  Prospectus
represents  that fractional  undivided interest  in such  Trust as  is set forth
under "Essential Information Regarding the Trusts." To the extent that any Units
of any Trust are  redeemed by the  Trustee, the aggregate  value of the  Trust's
assets will decrease by the amount paid to the
 
                                      A-15
<PAGE>
redeeming  Unitholder, but the fractional  undivided interest of each unredeemed
Unit in such Trust  will increase proportionately.  The Sponsor will  initially,
and from time to time thereafter, hold Units in connection with their offering.
 
8.  WHAT IS ACCRUED INTEREST?
 
Accrued  interest is the accumulation of unpaid interest on a bond from the last
day on which  interest thereon  was paid.  Interest on  Bonds in  each Trust  is
accounted  for daily on an accrual basis. For this reason, the purchase price of
Units of a Trust will  include not only the Public  Offering Price but also  the
proportionate  share of  accrued interest  to the  date of  settlement. Interest
accrues to the  benefit of Unitholders  commencing with the  settlement date  of
their purchase transaction.
 
    Accrued interest does not include accrual of original issue discount on zero
coupon  bonds, Stripped Obligations or other original issue discount bonds. (See
"Summary of Portfolios--General Trust Information"  and "What Is The Tax  Status
of Unitholders.")
 
    In  an effort to reduce the amount  of accrued interest that investors would
have to pay in addition to the Public Offering Price, the Trustee has agreed  to
advance  to each Trust the amount of accrued interest due on the Bonds as of the
Date of Deposit (which has been designated  the first Record Date for all  plans
of  distribution). This  accrued interest  will be  paid to  the Sponsor  as the
holder of record of  all Units on  the Date of  Deposit. Consequently, when  the
Sponsor  sells Units of a  Trust, the amount of accrued  interest to be added to
the Public Offering Price to determine the  purchase price of the Units of  such
Trust  purchased by an investor will include only accrued interest from the Date
of Deposit  to, but  not including,  the date  of settlement  of the  investor's
purchase  (five business days  after purchase), less  any distributions from the
related Interest Account.  The Trustee  will recover  its advancements  (without
interest  or  other cost  to the  Trusts)  from interest  received on  the Bonds
deposited in each Trust.
 
    The Trustee has no  cash for distribution to  Unitholders until it  receives
interest  payments on the Bonds in the  Trusts. Since municipal bond interest is
accrued daily but  paid only  semi-annually, during  the initial  months of  the
Trusts,  the Interest Accounts,  consisting of accrued  but uncollected interest
and collected interest  (cash), will  be predominantly  the uncollected  accrued
interest  that is not available for  distribution. In approximately three months
the Trustee will commence regular distributions. Thereafter, assuming each Trust
retains its  original  size  and  composition,  annual  interest  collected  and
distributed  will approximate  the estimated  Net Annual  Interest Income stated
herein. However, the amount  of accrued interest  at any point  in time will  be
greater  than  the  amount that  the  Trustee  will have  actually  received and
distributed to the Unitholders. Therefore, there  will always remain an item  of
accrued interest that is included in the purchase price and the redemption price
of the Units.
 
    Interest  is accounted  for daily and  a proportionate share  of accrued and
undistributed interest computed from the preceding  Record Date is added to  the
daily  valuation of each Unit  of each Trust. (See Sections  3 and 13.) As Bonds
mature, or are redeemed or sold,  the accrued interest applicable to such  bonds
is  collected and subsequently distributed  to Unitholders. Unitholders who sell
or redeem all or a portion of their Units will be paid their proportionate share
of the remaining accrued interest to, but not including, the fifth business  day
following the date of sale or tender.
 
9.  WHAT ARE ESTIMATED LONG TERM RETURN AND ESTIMATED CURRENT RETURN?
 
The  Estimated Long Term Return for each Trust is a measure of the return to the
investor earned over the  estimated life of the  Trust. The Estimated Long  Term
Return represents an
 
                                      A-16
<PAGE>
average  of  the  yields to  maturity  (or call)  of  the Bonds  in  the Trust's
portfolio calculated in accordance with  accepted bond practice and adjusted  to
reflect  expenses and  sales charges.  Under accepted  bond practice, tax-exempt
bonds are  customarily offered  to investors  on a  "yield price"  basis,  which
involves  computation of yield to maturity or to an earlier call date (whichever
produces the lower yield),  and which takes into  account not only the  interest
payable  on the bonds but also the amortization or accretion to a specified date
of any premium  over or discount  from the  par (maturity) value  in the  bond's
purchase price. In calculating Estimated Long Term Return, the average yield for
the  Trust's portfolio is derived  by weighting each Bond's  yield by the market
value of the Bond and by the amount  of time remaining to the date to which  the
Bond  is priced. Once  the average portfolio  yield is computed,  this figure is
then reduced to reflect estimated expenses  and the effect of the maximum  sales
charge  paid by investors.  The Estimated Long Term  Return calculation does not
take into account the delays in payments to Unitholders for the first few months
of Trust operations, and it  also does not take  into account the difference  in
the  timing of payments to Unitholders who choose quarterly or semi-annual plans
of distribution each of which will reduce the return.
 
    Estimated Current Return  is computed  by dividing the  Net Annual  Interest
Income per Unit by the Public Offering Price. In contrast to Estimated Long Term
Return, Estimated Current Return does not reflect the amortization of premium or
accretion of discount, if any, on the Bonds in the Trust's portfolio. Net Annual
Interest Income per Unit is calculated by dividing the annual interest income to
the Trust, less estimated expenses, by the number of Units outstanding.
 
    Net  Annual Interest  Income per Unit,  used to  calculate Estimated Current
Return, will vary  with changes  in fees  and expenses  of the  Trustee and  the
Evaluator  and with the redemption, maturity, exchange or sale of Bonds. A Trust
may experience expenses and  portfolio changes different  from those assumed  in
the  calculation of Estimated Long  Term Return. There thus  can be no assurance
that the Estimated Current Returns or Estimated Long Term Returns quoted  herein
will  be realized in the future. Since both the Estimated Current Return and the
Estimated Long Term Return quoted  herein are based on  the market value of  the
underlying  Bonds on the business  day prior to the  Date of Deposit, subsequent
calculations of these performance measures will reflect the then current  market
value of the underlying Bonds and may be higher or lower.
 
    A  portion of the  monies received by a  Trust may be  treated, in the first
year only, as a return of principal due to the inclusion in the Trust  portfolio
of  "when-issued"  or  other  Bonds  having delivery  dates  after  the  date of
settlement for purchases  made on  the Date of  Deposit. A  consequence of  this
treatment  is that in the computation of  Estimated Current Return for the first
year, such monies are excluded from Net Annual Interest Income and treated as an
adjustment to the Public Offering  Price. (See "Essential Information  Regarding
the Trusts" and Sections 4 and 11.)
 
    For a statement of the Net Annual Interest Income per Unit under the monthly
plan  of  distribution,  and Estimated  Long  Term Yield  and  Estimated Current
Returns based on the Public Offering Prices of the Trusts in this Series, all as
of the day prior  to the Date of  Deposit, see "Essential Information  Regarding
the Trusts."
 
10.  HOW WAS THE PRICE OF THE BONDS DETERMINED AT THE DATE OF DEPOSIT?
 
The prices at which the Bonds deposited in the Trusts would have been offered to
the  public on the business day prior to  the Date of Deposit were determined by
the Trustee on the basis  of an evaluation of such  Bonds prepared by Kenny  S&P
Evaluation  Services, a  firm regularly engaged  in the  business of evaluating,
quoting or appraising comparable bonds. With respect
 
                                      A-17
<PAGE>
to Bonds in Insured  Trusts and insured Bonds  in Traditional Trusts, Kenny  S&P
Evaluation Services evaluated the Bonds as so insured. (See Section 5).
 
    The  amount by which  the Trustee's determination of  the OFFERING PRICES of
the Bonds deposited  in the Trusts  was greater or  less than the  cost of  such
Bonds  to  the  Sponsor was  PROFIT  OR LOSS  to  the Sponsor  exclusive  of any
underwriting profit.  (See Section  3.)  The Sponsor  also may  realize  FURTHER
PROFIT  OR  SUSTAIN FURTHER  LOSS  as a  result  of fluctuations  in  the Public
Offering Price of the Units. Cash, if  any, made available to the Sponsor  prior
to  the settlement date for a purchase of  Units, or prior to the acquisition of
all Portfolio securities by a Trust, may  be available for use in the  Sponsor's
business, and may be of benefit to the Sponsor.
 
11.  WHAT IS THE TAX STATUS OF UNITHOLDERS?
 
At  the  respective times  of issuance  of  the Bonds  opinions relating  to the
validity thereof and to  the exemption of interest  thereon from Federal  income
tax  were rendered  by bond  counsel to  the respective  issuing authorities. In
addition, with respect to  State Trusts, where applicable,  bond counsel to  the
issuing  authorities rendered opinions  as to the exemption  of interest on such
Bonds, when held by residents  of the state in which  the issuers of such  Bonds
are  located, from state income taxes and certain state or local intangibles and
local income taxes.  For a  discussion of  the tax  status of  State Trusts  see
"Summary  of  Portfolios--  Tax Status"  for  the respective  State  Trust. (See
Sections 2 and 3.)  Neither the Sponsor  nor its counsel  have made any  special
review  for the Trusts of the proceedings  relating to the issuance of the Bonds
or of the basis for the opinions rendered in connection therewith.
 
    Taxpayers  must  disclose  on  their  Federal  tax  returns  the  amount  of
tax-exempt  interest  earned  during  the  year.  Federally  tax-exempt  income,
including income on  Units of the  Trusts, will be  taken into consideration  in
computing the portion, if any, of social security benefits received that will be
included in a taxpayer's gross income subject to the Federal income tax.
 
    Gain  realized on the sale or redemption of the Bonds by the Trustee or of a
Unit by  a Unitholder  is includable  in  gross income  for Federal  income  tax
purposes,  and may be includable  in gross income for  state tax purposes. (Such
gain does not  include any amounts  received in respect  of accrued interest  or
accrued  original  issue  discount,  if  any.) It  should  be  noted  that under
provisions of the Revenue Reconciliation Act  of 1993 (the "Tax Act")  described
below  that subject accretion of market discount on tax-exempt bonds to taxation
as ordinary income,  gain realized on  the sale  or redemption of  Bonds by  the
Trustee or of Units by a Unitholder that would have been treated as capital gain
under  prior law is treated as ordinary  income to the extent it is attributable
to accretion of market  discount. Market discount can  arise based on the  price
the  Trust pays  for the Bonds  or the  price a Unitholder  pays for  his or her
Units.
 
    In the opinion of Chapman and Cutler, Counsel to the Sponsor, under existing
law:
 
    (1) the Trusts  are not  associations taxable  as corporations  for  Federal
        income  tax purposes. Tax-exempt interest received by each of the Trusts
        on  Bonds  deposited  therein  will  retain  its  status  as  tax-exempt
        interest,  for Federal income tax purposes,  when received by the Trusts
        and when distributed  to the  Unitholders, except  that the  alternative
        minimum  tax and environmental  tax (the "Superfund  Tax") applicable to
        corporate Unitholders  may, in  certain  circumstances, include  in  the
        amount  on which  such taxes  are calculated  a portion  of the interest
        income received by  the Trust.  See "Certain Tax  Matters Applicable  to
        Corporate Unitholders", below;
 
    (2) each  Unitholder of a Trust is considered to  be the owner of a pro rata
        portion of such Trust under Subpart E, subchapter J of Chapter 1 of  the
        Internal Revenue Code of
 
                                      A-18
<PAGE>
        1986  (the "Code") and will have a taxable event when the Trust disposes
        of a Bond  or when the  Unitholder redeems or  sells Units.  Unitholders
        must  reduce the  tax basis  of their Units  for their  share of accrued
        interest received by  the Trust, if  any, on Bonds  delivered after  the
        date  the  Unitholders  pay  for  their  Units  and,  consequently, such
        Unitholders may have an increase in taxable gain or reduction in capital
        loss upon the disposition of such Units.  Gain or loss upon the sale  or
        redemption  of Units is measured by  comparing the proceeds of such sale
        or redemption  with the  adjusted basis  of the  Units. If  the  Trustee
        disposes  of Bonds (whether by sale,  payment at maturity, redemption or
        otherwise), gain or loss is recognized to the Unitholder. The amount  of
        any such gain or loss is measured by comparing the Unitholder's pro rata
        share  of the total proceeds from such disposition with the Unitholder's
        basis for his or  her fractional interest in  the asset disposed of.  In
        the  case  of  a  Unitholder who  purchases  Units,  such  basis (before
        adjustment  for  earned  original  issue  discount  and  amortized  bond
        premium,  if any)  is determined by  apportioning the cost  of the Units
        among each of the Trust assets ratably according to value as of the date
        of acquisition of the Units. The tax cost reduction requirements of said
        Code  relating  to  amortization  of   bond  premium  may,  under   some
        circumstances,  result in the  Unitholder realizing a  taxable gain when
        his or her  Units are  sold or  redeemed for  an amount  equal to  their
        original cost; and
 
    (3) any  amounts paid on defaulted Bonds  held by the Trustee under policies
        of insurance issued with respect to  such Bonds will be excludable  from
        Federal  gross income if, and to the same extent as, such interest would
        have been so excludable if paid by the respective issuer. Paragraph  (2)
        of   this  opinion   is  accordingly   applicable  to   policy  proceeds
        representing maturing interest.
 
In the opinion of Carter, Ledyard & Milburn, counsel to the Trustee, and, in the
absence of a New York Trust from the Series, special counsel for the Series  for
New York tax matters, under existing law:
 
        Under  the income tax laws of the State and City of New York, each Trust
    is not an association taxable as a corporation and the income of each  Trust
    will be treated as the income of the Unitholders.
 
    For  a summary of  each opinion of  special counsel to  the respective State
Trusts for state tax matters, see Section 3.
 
    ALL STATEMENTS IN THE PROSPECTUS CONCERNING EXEMPTION FROM FEDERAL, STATE OR
OTHER TAXES ARE THE OPINION OF COUNSEL AND ARE TO BE SO CONSTRUED.
 
    The redemption of Units in a Trust  by a Unitholder would result in each  of
the  remaining Unitholders of said Trust owning a greater proportionate interest
in the remaining assets  of said Trust. Although  present law does not  directly
address  this matter, it  would appear reasonable  that a remaining Unitholder's
tax basis in  his Units would  include his proportionate  share of any  proceeds
received by the Trust on the sale of bonds which were not distributed to him but
were  instead used by  the Trust to redeem  Units and that his  tax basis in the
remaining assets of the  Trust would accordingly be  increased by such share  of
proceeds, based on the relative fair market value of the remaining assets of the
Trust as of the date of such redemption.
 
    Sections  1288 and 1272 of the Code provide a complex set of rules governing
the accrual of original issue discount. These rules provide that original  issue
discount  accrues either on  the basis of  a constant compound  interest rate or
ratably over the term of the Bond, depending on the date the Bond was issued. In
addition, special  rules apply  if the  purchase  price of  a Bond  exceeds  the
original issue price plus the amount of original issue discount which would have
previously  accrued based upon its issue price (its "adjusted issue price"). The
application of these rules will also vary depending on the value of the Bond  on
the date a Unitholder
 
                                      A-19
<PAGE>
acquires his Units, and the price the Unitholder pays for his Units. The accrual
of  tax-exempt original issue  discount on zero coupon  bonds and other original
issue discount bonds  will result in  an increase in  the Unitholder's basis  in
such obligations and, accordingly, in his basis in his Units.
 
    The  Tax Act subjects tax-exempt  bonds to the market  discount rules of the
Code effective for  bonds purchased  after April  30, 1993.  In general,  market
discount is the amount (if any) by which the stated redemption price at maturity
exceeds an investor's purchase price (except to the extent that such difference,
if  any, is attributable to original issue  discount not yet accrued). Under the
Tax Act, accretion of market discount is taxable as ORDINARY INCOME; under prior
law, the  accretion had  been  treated as  capital  gain. Market  discount  that
accretes  while the Trust holds a Bond would be recognized as ordinary income by
the Unitholders when principal payments are  received on the Bond, upon sale  or
at  redemption (including early  redemption), or upon the  sale or redemption of
his or  her Units,  unless a  Unitholder elects  to include  market discount  in
taxable  income  as  it  accrues.  The market  discount  rules  are  complex and
Unitholders should consult their  tax advisors regarding  these rules and  their
application.
 
    The Internal Revenue Code provides that interest on indebtedness incurred or
continued  to purchase  or carry  obligations, the  interest on  which is wholly
exempt from Federal income taxes, is not deductible. Because each Unitholder  is
treated  for Federal income tax purposes as the owner of a pro rata share of the
Bonds owned by the applicable Trust, interest on borrowed funds used to purchase
or carry Units  of such  Trust will  not be  deductible for  Federal income  tax
purposes.  Under rules used by the Internal Revenue Service for determining when
borrowed funds are  considered used for  the purpose of  purchasing or  carrying
particular  assets, the purchase  of Units may  be considered to  have been made
with borrowed funds even though the borrowed funds are not directly traceable to
the purchase of Units (however, these  rules generally do not apply to  interest
paid  on indebtedness  incurred to  purchase or  improve a  personal residence).
Similar rules are  generally applicable  for state tax  purposes. Special  rules
apply  in  the  case  of  certain  financial  institutions  that  acquire Units.
Investors with questions regarding  these issues should  consult with their  tax
advisers.
 
    In  general,  each  issue of  bonds  in  the Trusts  is  subject  to certain
post-issuance requirements which must  be met in order  for the interest on  the
Bonds to be and remain exempt from Federal income taxation. Bond counsel to each
issuer generally has opined that, assuming continuing compliance by such issuers
with  certain covenants, interest on such Bonds  will continue to be exempt from
Federal income taxation (other than with respect to the application to corporate
Unitholders of the alternative  minimum tax or the  Superfund Tax, as  discussed
below).
 
    For  purposes of computing  the alternative minimum  tax for individuals and
corporations, interest on certain specified tax-exempt private activity bonds is
included as a preference item. The Trusts do not include any such bonds.
 
    For taxpayers  other  than corporations,  net  capital gains  are  presently
subject  to a maximum tax  rate of 28 percent. However,  it should be noted that
legislative proposals are introduced from time to time that affect tax rates and
could affect relative differences at which ordinary income and capital gains are
taxed.
 
    CERTAIN TAX  MATTERS APPLICABLE  TO CORPORATE  UNITHOLDERS. In  the case  of
certain  corporations, the alternative minimum tax  and the Superfund Tax depend
upon the corporation's alternative minimum taxable income ("AMTI"), which is the
corporation's taxable income  with certain  adjustments. One  of the  adjustment
items  used in computing AMTI and the Superfund Tax of a corporation (other than
an S corporation, Regulated Investment Company, Real Estate Investment Trust, or
REMIC)   is   an    amount   equal   to    75%   of   the    excess   of    such
 
                                      A-20
<PAGE>
corporation's  "adjusted  current earnings"  over an  amount  equal to  its AMTI
(before such  adjustment  item  and  the  alternative  tax  net  operation  loss
deduction). Although tax-exempt interest received by each of the Trusts on Bonds
deposited  therein will not be included in  the gross income of corporations for
Federal income tax purposes, "adjusted current earnings" includes all tax-exempt
interest, including interest on all Bonds  in the Trust and tax-exempt  original
issue discount.
 
    Corporate  Unitholders  are urged  to consult  their  own tax  advisers with
respect to the particular tax consequences  to them resulting under the  Federal
tax  law, including the corporate alternative minimum tax, the Superfund Tax and
the branch profits tax imposed by Section 884 of the Code.
 
    EXCEPT AS NOTED ABOVE AND IN SECTION  3, THE EXEMPTION OF INTEREST ON  STATE
AND  LOCAL  OBLIGATIONS FOR  FEDERAL INCOME  TAX  PURPOSES DOES  NOT NECESSARILY
RESULT IN EXEMPTION UNDER THE INCOME OR OTHER TAX LAWS OF ANY STATE OR CITY. THE
LAWS  OF  THE  SEVERAL  STATES  VARY  WITH  RESPECT  TO  THE  TAXATION  OF  SUCH
OBLIGATIONS.
 
12.  WHAT ARE NORMAL TRUST OPERATING EXPENSES?
 
No  annual advisory fee is charged the  Trusts by the Sponsor. The Sponsor does,
however, receive a fee  of $0.17 per  annum per $1,000  principal amount of  the
underlying  Bonds  in each  Trust  for regularly  evaluating  the Bonds  and for
maintaining surveillance over the portfolio. (See Section 16.)
 
    For Traditional Trusts, the Trustee receives for ordinary recurring services
an annual fee computed at $1.08 per $1,000 principal amount of underlying  Bonds
in the Trusts for that portion of each Trust under the monthly distribution plan
and   $0.76  and  $0.57  per  $1,000   principal  amount  of  underlying  Bonds,
respectively, for  those  portions  of each  Trust  representing  quarterly  and
semi-annual  distribution plans;  for Insured  Trusts, the  Trustee receives for
ordinary recurring services an annual fee computed at $1.12 per $1,000 principal
amount of underlying Bonds in  the Trusts for that  portion of each Trust  under
the monthly distribution plan and $0.80 and $0.61 per $1,000 principal amount of
underlying  Bonds, respectively, for  those portions of  each Trust representing
quarterly and semi-annual distribution plans. The Trustee's fee may be  adjusted
provided  that all adjustments upward will  not exceed the cumulative percentage
increase of  the  United  States  Department of  Labor's  Consumer  Price  Index
entitled  "All Services  Less Rent" since  the establishment of  the Trusts. The
Trustee has the use of funds, if  any, being held in the Interest and  Principal
Accounts  of  each  Trust  for future  distributions,  payment  of  expenses and
redemptions. These Accounts are non-interest bearing to Unitholders. Pursuant to
normal banking  procedures, the  Trustee benefits  from the  use of  funds  held
therein.  Part of  the Trustee's  compensation for its  services to  the Fund is
expected to result from such use of these funds.
 
    Premiums for the  policies of insurance  obtained by the  Sponsor or by  the
Bond issuers with respect to the Bonds in the Insured Trusts and with respect to
insured  Bonds in Traditional Trusts have been paid in full prior to the deposit
of the Bonds in the Trusts, and the value of such insurance has been included in
the evaluation of the Bonds in each Trust and accordingly in the Public Offering
Price of Units of each Trust. There  are no annual continuing premiums for  such
insurance.
 
    The Sponsor has borne all costs of creating and establishing the Trusts. The
following  are expenses  of the  Trusts and,  when paid  by or  are owed  to the
Trustee, are secured by  a lien on the  assets of the Trust  or Trusts to  which
such expenses are allocable: (1) the expenses and costs of any action undertaken
by  the  Trustee to  protect  the Trusts  and the  rights  and interests  of the
Unitholders; (2) all taxes and other governmental charges upon the Bonds or  any
part of the Trusts (no such taxes or charges are being levied or made or, to the
knowledge  of the Sponsor, contemplated); (3)  amounts payable to the Trustee as
fees for ordinary
 
                                      A-21
<PAGE>
recurring  services  and  for  extraordinary  non-recurring  services   rendered
pursuant to the Indenture, all disbursements and expenses including counsel fees
(including  fees  of bond  counsel which  the Trustee  may retain)  sustained or
incurred by  the  Trustee  in  connection  therewith;  and  (4)  any  losses  or
liabilities  accruing to  the Trustee without  negligence, bad  faith or willful
misconduct on its part. The Trustee is  empowered to sell Bonds in order to  pay
these  amounts if funds  are not otherwise available  in the applicable Interest
and Principal Accounts.
 
    The Indenture requires each Trust  to be audited on  an annual basis at  the
expense  of the Trust by independent public accountants selected by the Sponsor.
The Trustee  shall not  be  required, however,  to cause  such  an audit  to  be
performed  if its cost to a Trust shall exceed $.05 per Unit on an annual basis.
Unitholders of a  Trust covered by  an audit may  obtain a copy  of the  audited
financial statements upon request.
 
13.  WHEN ARE DISTRIBUTIONS MADE TO UNITHOLDERS?
 
Interest received by the Trustee on the Bonds in each Trust, including that part
of  the proceeds of  any disposition of Bonds  which represents accrued interest
and including  any insurance  proceeds representing  interest due  on  defaulted
Bonds,  shall be credited to the "Interest  Account" of such Trust and all other
moneys received by the Trustee shall  be credited to the "Principal Account"  of
such Trust.
 
    The  pro rata share of  cash in the Principal Account  in each Trust will be
computed as of each semi-annual Record Date and distributions to the Unitholders
as of such Record Date will be made on or shortly after the fifteenth day of the
month. Proceeds received from the disposition, including sale, call or maturity,
of any of the Bonds and all amounts  paid with respect to zero coupon bonds  and
Stripped  Obligations will be held  in the Principal Account  and either used to
pay for Units  redeemed or distributed  on the Distribution  Date following  the
next semi-annual Record Date. The Trustee is not required to make a distribution
from  the  Principal  Account  of  any Trust  unless  the  amount  available for
distribution in such account equals at least ten cents per Unit.
 
    The pro rata share of the Interest Account in each Trust will be computed by
the Trustee each month as of each Record Date and distributions will be made  on
or  shortly after the fifteenth day of the month to Unitholders of such Trust as
of the Record Date who are entitled to distributions at that time under the plan
of distribution chosen. Persons who purchase  Units between a Record Date and  a
Distribution Date will receive their first distribution on the Distribution Date
following the next Record Date under the applicable plan of distribution.
 
    Purchasers  of  Units  who desire  to  receive interest  distributions  on a
monthly or quarterly basis may elect to do so at the time of purchase during the
initial public offering  period. Those indicating  no choice will  be deemed  to
have  chosen the  semi-annual distribution  plan. All  Unitholders, however, who
purchase Units during the  initial public offering period  and who hold them  of
record on the first Record Date will receive the first distribution of interest.
Thereafter, Record Dates for monthly distributions will be the first day of each
month;  Record  Dates  for quarterly  distributions  will  be the  first  day of
February,  May,  August   and  November;  and   Record  Dates  for   semi-annual
distributions will be the first day of May and November.
 
    Details  of distributions  per Unit  of each  Trust under  the various plans
based upon estimated Net Annual Interest Income at the Date of Deposit are shown
in the tables appearing  in Section 3. The  amount of the regular  distributions
will  remain the same so long as each Trust portfolio remains the same, and will
generally change when Bonds are redeemed, mature or are sold.
 
                                      A-22
<PAGE>
    The plan of  distribution selected  by a  Unitholder will  remain in  effect
until  changed.  Unitholders  purchasing  Units  in  the  secondary  market will
initially receive distributions  in accordance  with the election  of the  prior
owner.  Unitholders desiring to change  their plan of distribution  may do so by
sending  a   written   notice  requesting   the   change,  together   with   any
Certificate(s),  to  the  Trustee. The  notice  and any  Certificate(s)  must be
received by  the  Trustee not  later  than the  semi-annual  Record Date  to  be
effective   as  of   the  semi-annual  distribution   following  the  subsequent
semi-annual Record  Date. Unitholders  are requested  to make  any such  changes
within  45 days prior to the applicable Record Date. Certificates should only be
sent by registered or certified mail to minimize the possibility of their  being
lost or stolen. (See Section 18.) If no notice is received in proper form by the
Trustee,  the Unitholder  will be  deemed to have  elected to  continue the same
plan.
 
    As of the first day of each month the Trustee will deduct from the  Interest
Account  of a Trust or, to the extent funds are not sufficient therein, from the
Principal Account of  a Trust, amounts  needed for payment  of expenses of  such
Trust.  The Trustee also may withdraw from said accounts such amount, if any, as
it deems necessary to establish a  reserve for any governmental charges  payable
out  of such Trust. Amounts  so withdrawn shall not be  considered a part of the
Trust's assets until such time  as the Trustee shall return  all or any part  of
such amounts to the appropriate account.
 
    For  the purpose  of minimizing fluctuations  in the  distributions from the
Interest Account of a Trust, the  Trustee is authorized to advance such  amounts
as may be necessary to provide for interest distributions of approximately equal
amounts.  The  Trustee  shall  be reimbursed,  without  interest,  for  any such
advances from funds in the Interest Account  of such Trust. It is expected  that
collections  of interest, except during  the first few months  after the Date of
Deposit, will be in such amounts that it will not be necessary for  advancements
to be made by the Trustee.
 
    The  Trustee  shall withdraw  from the  Interest  Account and  the Principal
Account of a  Trust such amounts  as may  be necessary to  cover redemptions  of
Units of such Trust by the Trustee. (See Section 19.)
 
    Funds  which are available for future distributions, redemptions and payment
of expenses are held in accounts  which are non-interest bearing to  Unitholders
and are available for use by the Trustee pursuant to normal banking procedures.
 
14.  ACCUMULATION PLAN
 
The  Sponsor, John Nuveen & Co.  Incorporated, is also the principal underwriter
of the  Nuveen Municipal  Bond Fund,  Inc. (the  "Bond Fund"),  Nuveen  Tax-Free
Reserves, Inc. ("Tax-Free Reserves"), Nuveen California Tax-Free Fund, Inc. (the
"California  Fund"),  Nuveen Tax-Free  Bond Fund,  Inc. ("Tax-Free  Bond Fund"),
Nuveen Insured Tax-Free  Bond Fund, Inc.  (the "Insured Bond  Fund") and  Nuveen
Tax-Free  Money  Market Fund,  Inc.  (the "Money  Market  Fund") and  the Nuveen
Multistate  Tax-Free  Trust  (the  "Multistate  Trust").  Each  of  these  funds
(together,  the  "Accumulation Funds")  is  an open-end,  diversified management
investment  company  into  which  Unitholders  may  choose  to  reinvest   Trust
distributions  automatically,  without any  sales  charge. (Reinvestment  in the
California Fund is available only  to Unitholders who are California  residents.
Reinvestment in the State Portfolios of the Tax-Free Bond Fund, the Insured Bond
Fund,  the  Money Market  Fund and  the  Multistate Trust  is available  only to
Unitholders who  are residents  of  the states  for  which such  portfolios  are
named.)  Unitholders may reinvest  both interest and  principal distributions or
principal distributions only. Each  Accumulation Fund has investment  objectives
which  differ in  certain respects from  those of  the Trusts and  may invest in
securities which would not be eligible for deposit in the Trusts. The investment
adviser to  each Accumulation  Fund  is Nuveen  Advisory Corp.,  a  wholly-owned
subsidiary of the Sponsor. The following is a
 
                                      A-23
<PAGE>
general   description  of  the  investment   objectives  and  policies  of  each
Accumulation Fund. For a more detailed description, Unitholders should read  the
prospectus of the Accumulation Fund in which they are interested.
 
THE BOND FUND
 
    The  Bond  Fund has  the  objective of  providing,  through investment  in a
professionally managed portfolio of long-term  municipal bonds, as high a  level
of  current interest income exempt from Federal income tax as is consistent with
preservation of capital. The Bond Fund  may include in its portfolio  tax-exempt
bonds  rated Baa or BBB or better by Moody's or Standard & Poor's, unrated bonds
which, in the  opinion of  the investment adviser,  have credit  characteristics
equivalent  to  bonds  rated  Baa  or  BBB  or  better,  and  certain  temporary
investments, including securities the interest income from which may be  subject
to Federal income tax.
 
TAX-FREE RESERVES
 
    Tax-Free  Reserves is a  "money market" fund that  includes in its portfolio
only obligations  maturing  within  one  year  from  the  date  of  acquisition,
maintains an average maturity of all investments of 120 days or less, values its
portfolio at amortized cost and seeks to maintain a net asset value of $1.00 per
share. It provides checkwriting and expedited wire redemption privileges for its
shareholders.   Tax-Free  Reserves  has  the  objective  of  providing,  through
investment in  a professionally  managed portfolio  of high  quality  short-term
municipal  obligations, as high  a level of current  interest income exempt from
Federal income  tax  as is  consistent  with  preservation of  capital  and  the
maintenance  of  liquidity.  Tax-Free  Reserves  may  include  in  its portfolio
municipal obligations rated Aaa, Aa, MIG-1, VMIG-1 or Prime-1 by Moody's or AAA,
AA, SP-1 or A-1 by Standard & Poor's, unrated municipal obligations that, in the
opinion of the  investment adviser,  have credit  characteristics equivalent  to
obligations   rated  as  above,  tax-exempt   obligations  backed  by  the  U.S.
Government, and temporary investments that may be subject to Federal income tax.
 
THE CALIFORNIA FUND
 
    The California Fund has  the objective of  providing, through investment  in
professionally managed portfolios of California municipal obligations, as high a
level  of current interest income exempt from both Federal and California income
taxes as is consistent with the investment policies of each of the portfolios of
the California Fund  and with  preservation of  capital. Each  portfolio of  the
California  Fund may include  temporary investments that may  be subject to tax.
California Unitholders may reinvest in one of three portfolios of the California
Fund: The Nuveen California Tax-Free  Value Fund, the Nuveen California  Insured
Tax-Free Value Fund and the Nuveen California Tax-Free Money Market Fund.
 
    The  Nuveen California  Tax-Free Value  Fund invests  primarily in long-term
investment grade  California tax-exempt  bonds (I.E.,  bonds rated  in the  four
highest  categories by Moody's  or Standard &  Poor's or, if  unrated, that have
equivalent credit characteristics). The Nuveen California Insured Tax-Free Value
Fund invests  primarily in  the same  type of  investments as  the Special  Bond
Portfolio, each of which is covered by insurance guaranteeing the timely payment
of  principal  and  interest  or  is backed  by  a  deposit  of  U.S. Government
securities.
 
    The Nuveen  California  Tax-Free  Money Market  Fund  invests  primarily  in
high-quality  short term  California tax-exempt money  market instruments (I.E.,
obligations rated in the two highest categories by Moody's or Standard &  Poor's
or,  if unrated,  that have  equivalent credit  characteristics). This portfolio
will include  only  obligations  maturing  within one  year  from  the  date  of
acquisition, will maintain an average maturity of all investments of 120 days or
less, will value its portfolio at amortized cost and will seek to maintain a net
asset
 
                                      A-24
<PAGE>
value  of  $1.00 per  share. The  Nuveen California  Tax-Free Money  Market Fund
provides for an expedited wire redemption privilege.
 
THE TAX-FREE BOND FUND
 
    The Tax-Free Bond Fund consists  of the Nuveen Massachusetts Tax-Free  Value
Fund,  the Nuveen New York  Tax-Free Value Fund, the  Nuveen Ohio Tax-Free Value
Fund, and the Nuveen  New Jersey Tax-Free Value  Fund, which are each  available
for  reinvestment to Unitholders who  are residents of the  state for which such
portfolio is  named. The  Tax-Free Bond  Fund has  the objective  of  providing,
through  investment in a professionally managed portfolio of municipal bonds, as
high a level of current interest income exempt both from Federal income tax  and
from  the  income  tax  imposed  by  each  portfolio's  designated  state  as is
consistent with preservation of capital. The  Tax-Free Bond Fund may include  in
each  of its  portfolios tax-exempt  bonds rated Baa  or BBB  or better; unrated
bonds  which,  in   the  opinion   of  the  investment   adviser,  have   credit
characteristics  equivalent to  bonds rated  Baa or  BBB or  better; and certain
temporary investments, including securities the  interest income from which  may
be subject to Federal and state income tax.
 
THE INSURED BOND FUND
 
    The  Insured Bond Fund  consists of the Nuveen  Insured Municipal Bond Fund,
the Nuveen Massachusetts  Insured Tax-Free Value  Fund and the  Nuveen New  York
Insured  Tax-Free  Value  Fund, which  are  each available  for  reinvestment to
Unitholders. (The Massachusetts and  New York Portfolios  are available only  to
those  Unitholders who  are residents  of the state  for which  the portfolio is
named.) The Insured Bond Fund has the objective of providing, through investment
in professionally managed  portfolios of  municipal bonds,  as high  a level  of
current  interest income exempt from both Federal income tax and, in the case of
designated state portfolios,  from the  income tax imposed  by each  portfolio's
designated  state, as  is consistent with  preservation of  capital. The Insured
Bond Fund may include in each of its portfolios the same type of investments  as
the  Tax-Free Bond Fund, each of which  is covered by insurance guaranteeing the
timely payment of  principal and  interest or  is backed  by a  deposit of  U.S.
Government securities.
 
THE MONEY MARKET FUND
 
    The  Money Market Fund  consists of the  Nuveen Massachusetts Tax-Free Money
Market Fund and the Nuveen New York  Tax-Free Money Market Fund, which are  each
available  for reinvestment  to Unitholders who  are residents of  the state for
which such portfolio is named. The Money Market Fund includes in its  portfolios
only  obligations  maturing  within  one  year  from  the  date  of acquisition,
maintains an average  maturity of  120 days or  less, values  its portfolios  at
amortized  cost and seeks to maintain a net  asset value of $1.00 per share. The
Money Market  Fund  has  the  objective  of  providing,  through  investment  in
professionally   managed  portfolios   of  high   quality  short-term  municipal
obligations, as high a level of current interest income exempt both from Federal
income tax and from the income tax imposed by each portfolio's designated  state
as  is consistent with stability of  principal and the maintenance of liquidity.
The  Money  Market  Fund  may  include  in  each  of  its  portfolios  municipal
obligations  rated Aaa, Aa, MIG-1, MIG-2, VMIG-1,  VMIG-2, Prime 1 or Prime 2 by
Moody's or  AAA, AA,  SP-1,  SP-2, A-1  or A-2  by  Standard &  Poor's;  unrated
municipal  obligations  that, in  the opinion  of  the investment  adviser, have
credit characteristics equivalent to obligations  rated as above; and  temporary
investments that may be subject to Federal and state income tax.
 
                                      A-25
<PAGE>
THE MULTISTATE TRUST
 
    The Multistate Trust consists of the Nuveen Arizona Tax-Free Value Fund, the
Nuveen Florida Tax-Free Value Fund, the Nuveen Maryland Tax-Free Value Fund, the
Nuveen  Michigan Tax-Free Value Fund, the Nuveen New Jersey Tax-Free Value Fund,
the Nuveen Pennsylvania  Tax-Free Value Fund  and the Nuveen  Virginia Tax  Free
Value  Fund, which  are each available  for reinvestment to  Unitholders who are
residents of the state for which  such portfolio is named. The Multistate  Trust
has  the objective of providing, through  investment in a professionally managed
portfolio of municipal bonds, as high a level of current interest income  exempt
from  both regular Federal  income tax and the  applicable state personal income
tax as is  consistent with  preservation of  capital. The  Multistate Trust  may
include  in each  of its  portfolios tax-exempt  bonds rated  "Baa" or  "BBB" or
better, unrated bonds  which, in  the opinion  of the  investment advisor,  have
credit  characteristics  equivalent to  bonds rated  "baa"  or "BBB"  or better,
limited to  no more  than 20%  of  the Multistate  Trust's assets,  and  certain
temporary investments that may be subject to Federal and state income tax.
 
    Each  person who purchases Units of a  Trust may become a participant in the
Accumulation Plan and elect  to have his  or her distributions  on Units of  the
Trust  invested directly in shares of one of the Accumulation Funds. Reinvesting
Unitholders  may  select  any  interest  distribution  plan.  Thereafter,   each
distribution  of  interest  income  or  principal  on  the  participant's  Units
(principal only in  the case of  a Unitholder  who has chosen  to reinvest  only
principal  distributions) will, on the applicable distribution date, or the next
day on which the New  York Stock Exchange is  normally open ("business day")  if
the  distribution  date is  not  a business  day,  automatically be  received by
Shareholder Services, Inc., transfer agent  for each of the Accumulation  Funds,
on  behalf of such participant  and applied on that  date to purchase shares (or
fractions thereof)  of  the Accumulation  Fund  chosen  at net  asset  value  as
computed  as of 4:00 p.m. eastern time on each such date. All distributions will
be reinvested  in the  Accumulation Fund  chosen  and no  part thereof  will  be
retained  in a separate  account. These purchases  will be made  without a sales
charge.
 
    Shareholder Services, Inc. will mail to each participant in the Accumulation
Plan a quarterly  statement containing  a record of  all transactions  involving
purchases of Accumulation Fund shares (or fractions thereof) with Trust interest
distributions or as a result of reinvestment of Accumulation Fund dividends. Any
distribution  of principal used to purchase  shares of an Accumulation Fund will
be separately  confirmed by  Shareholder Services,  Inc. Unitholders  will  also
receive   distribution  statements  from  the   Trustee  detailing  the  amounts
transferred to their Accumulation Fund accounts.
 
    Participants may at any time, by so notifying the Trustee in writing,  elect
to  change  the  Accumulation  Fund into  which  their  distributions  are being
reinvested, to change from principal  only reinvestment to reinvestment of  both
principal and interest or vice versa, or to terminate their participation in the
Accumulation  Plan altogether and receive future distributions on their Units in
cash. There will be no  charge or other penalty for  such change of election  or
termination.
 
    The  character of  Trust distributions for  income tax  purposes will remain
unchanged even if they are reinvested in an Accumulation Fund.
 
15.  HOW DETAILED ARE REPORTS TO UNITHOLDERS?
 
The Trustee  shall  furnish Unitholders  of  a  Trust in  connection  with  each
distribution,  a statement of the amount of  interest and, if any, the amount of
other receipts (received  since the preceding  distribution) being  distributed,
expressed  in each case  as a dollar  amount representing the  pro rata share of
each Unit of a Trust outstanding and a year to date summary of all distributions
paid  on  said   Units.  Within   a  reasonable   period  of   time  after   the
 
                                      A-26
<PAGE>
end  of each calendar year, the Trustee shall  furnish to each person who at any
time during the calendar year was a registered Unitholder of a Trust a statement
with respect to  such Trust (i)  as to the  Interest Account: interest  received
(including  amounts  representing  interest  received  upon  any  disposition of
Bonds), and, except  for any  State Trust, the  percentage of  such interest  by
states  in which the issuers  of the Bonds are  located, deductions for fees and
expenses of such Trust, redemption of Units and the balance remaining after such
distributions and deductions,  expressed in  each case  both as  a total  dollar
amount  and as  a dollar  amount representing  the pro  rata share  of each Unit
outstanding on the  last business  day of  such calendar  year; (ii)  as to  the
Principal  Account: the dates of  disposition of any Bonds  and the net proceeds
received therefrom (excluding  any portion representing  accrued interest),  the
amount  paid for purchase of Replacement  Bonds, the amount paid upon redemption
of Units, deductions for  payment of applicable taxes  and fees and expenses  of
the  Trustee, and the balance remaining  after such distributions and deductions
expressed both as a total dollar amount and as a dollar amount representing  the
pro  rata  share of  each  Unit outstanding  on the  last  business day  of such
calendar year;  (iii)  a  list  of  the Bonds  held  and  the  number  of  Units
outstanding  on the last business day of such calendar year; (iv) the Unit Value
based upon the last computation thereof made during such calendar year; and  (v)
amounts actually distributed during such calendar year from the Interest Account
and  from  the Principal  Account, separately  stated,  expressed both  as total
dollar amounts and  as dollar amounts  representing the pro  rata share of  each
Unit outstanding.
 
    Each  annual statement will reflect pertinent  information in respect of all
plans of distribution so that Unitholders may be informed regarding the  results
of other plans of distribution.
 
16.  UNIT VALUE AND EVALUATION
 
The  value of each  Trust is determined by  the Sponsor on the  basis of (1) the
cash on hand in the Trust or moneys  in the process of being collected, (2)  the
value  of the Bonds in  the Trust based on  the BID prices of  the Bonds and (3)
interest  accrued  thereon   not  subject  to   collection,  LESS  (1)   amounts
representing  taxes or governmental charges payable out of the Trust and (2) the
accrued expenses of the Trust. The result of such computation is divided by  the
number  of Units of such  Trust outstanding as of  the date thereof to determine
the per Unit value ("Unit Value") of  such Trust. The Sponsor may determine  the
value  of the Bonds in each Trust (1) on  the basis of current BID prices of the
Bonds obtained from dealers or brokers who customarily deal in bonds  comparable
to  those held by the Trust, (2) if bid  prices are not available for any of the
Bonds, on the basis of bid prices for comparable bonds, (3) by causing the value
of the Bonds to be determined by  others engaged in the practice of  evaluating,
quoting  or appraising comparable bonds or (4)  by any combination of the above.
Although the Unit Value of each Trust is  based on the BID prices of the  Bonds,
the Units are sold initially to the public at the Public Offering Price based on
the OFFERING prices of the Bonds.
 
    Because  the insurance obtained  by the Sponsor  or by the  issuers of Bonds
with respect to  the Bonds in  the Insured  Trusts and with  respect to  insured
Bonds  in Traditional Trusts is effective so long as such Bonds are outstanding,
such insurance will be  taken into account in  determining the bid and  offering
prices  of such  Bonds and therefore  some value attributable  to such insurance
will be included in the value of Units of Trusts that include such Bonds.
 
17.  HOW UNITS OF THE TRUSTS ARE DISTRIBUTED TO THE PUBLIC
 
John Nuveen & Co. Incorporated is the Sponsor and sole Underwriter of the Units.
It is  the  intention  of  the  Sponsor  to  qualify  Units  of  National,  Long
Intermediate,  Intermediate, Short Intermediate  and Short Term  Trusts for sale
under the laws of substantially all of the states,
 
                                      A-27
<PAGE>
and Units of State  Trusts only in the  state for which the  Trust is named  and
selected other states.
 
    Promptly following the deposit of Bonds in exchange for Units of the Trusts,
it  is the practice of the Sponsor to place all of the Units as collateral for a
letter or letters of credit from one or more commercial banks under an agreement
to release such Units from time to  time as needed for distribution. Under  such
an  arrangement  the Sponsor  pays  such banks  compensation  based on  the then
current interest  rate. This  is  a normal  warehousing arrangement  during  the
period of distribution of the Units to public investors.
 
    The  Sponsor plans to allow a discount  to brokers and dealers in connection
with  the  primary  distribution   of  Units  and   also  in  secondary   market
transactions. The primary market discounts are as follows:
 
<TABLE>
<CAPTION>
                                                         Discount per Unit
                                --------------------------------------------------------------------
<S>                             <C>         <C>            <C>            <C>            <C>
                                 National    Long Inter-                  Short Inter-
                                and State      mediate     Intermediate      mediate     Short Term
Number of Units*                  Trusts       Trusts         Trusts         Trusts        Trusts
- ------------------------------  ----------  -------------  -------------  -------------  -----------
Less than 1,000...............    $3.20         $2.90          $2.70          $2.00         $1.50
1,000 but less than 2,500.....     3.20         2.70           2.50           1.80          1.30
2,500 but less than 5,000.....     3.20         2.45           2.25           1.55          1.05
5,000 but less than 10,000....     2.50         2.45           2.25           1.55          1.05
10,000 or more................     2.00         2.00           2.00           1.30           .80
</TABLE>
 
* The  discount  is  also  applied  on a  dollar  basis  utilizing  a breakpoint
  equivalent in the above table of $100,000 to 1,000 Units, etc.
 
    The Sponsor currently intends  to maintain a secondary  market for Units  of
each  Trust. See  Section 7.  The amount of  the dealer  concession on secondary
market purchases of Trust Units through the Sponsor will be computed based  upon
the  value  of the  Bonds in  the  Trust portfolio,  including the  sales charge
computed as described in Section 6, and adjusted to reflect the cash position of
the Trust principal  account, and will  vary with  the size of  the purchase  as
shown in the following table:
 
<TABLE>
<CAPTION>
                                             Amount of Purchase*
                            ------------------------------------------------------
<S>                         <C>        <C>        <C>        <C>        <C>
                                       $100,000   $250,000   $500,000
                              Under       to         to         to      $1,000,000
Years to Maturity           $100,000   $249,999   $499,999   $999,999    or more
- --------------------------  ---------  ---------  ---------  ---------  ----------
Less than 1...............      0          0          0          0          0
1 but less than 2.........    1.00%      .85%       .80%       .70%        .55%
2 but less than 3.........    1.30%      1.10%      1.00%      .90%        .70%
3 but less than 4.........    1.60%      1.35%      1.25%      1.10%       .90%
4 but less than 5.........    2.00%      1.75%      1.55%      1.40%      1.25%
5 but less than 7.........    2.30%      1.95%      1.80%      1.65%      1.50%
7 but less than 10........    2.60%      2.25%      2.10%      1.95%      1.70%
10 but less than 13.......    3.00%      2.60%      2.45%      2.30%      2.00%
13 but less than 16.......    3.25%      3.00%      2.75%      2.50%      2.15%
16 or more................    3.50%      3.50%      3.35%      3.00%      2.50%
</TABLE>
 
 *Breakpoint sales charges and related dealer concessions are computed both on a
  dollar  basis and  on the basis  of the  number of Units  purchased, using the
  equivalent of 1,000 Units to $100,000, 2,500 Units to $250,000, etc., and will
  be applied on that basis which is more favorable to the purchaser.
 
    The Sponsor reserves the  right to change  the foregoing dealer  concessions
from time to time.
 
    Certain  commercial banks are making Units  of the Trusts available to their
customers on  an agency  basis. A  portion of  the sales  charge paid  by  these
customers  is retained by or  remitted to the banks in  the amounts shown in the
above table.  The Glass-Steagall  Act prohibits  banks from  underwriting  Trust
Units;  the Act  does, however, permit  certain agency  transactions and banking
regulators have not indicated that these particular agency
 
                                      A-28
<PAGE>
transactions are not  permitted under  the Act. In  Texas and  in certain  other
states,  any bank making  Units available must be  registered as a broker-dealer
under state law.
 
    To facilitate the handling of transactions, sales of Units shall be  limited
to  transactions involving a minimum of either  $5,000 or 50 Units, whichever is
less. The Sponsor reserves the right to  reject, in whole or in part, any  order
for the purchase of Units.
 
18.  OWNERSHIP AND TRANSFER OF UNITS
 
The  ownership  of Units  is evidenced  either by  Certificates executed  by the
Trustee or by  book entry positions  recorded on  the books and  records of  the
Trustee.  The Trustee is authorized  to treat as the  owner of Units that person
who at  the  time is  registered  as  such on  the  books of  the  Trustee.  Any
Unitholder  who  holds  a Certificate  may  change  to book  entry  ownership by
submitting to the Trustee the Certificate along with a written request that  the
Units  represented by such Certificate  be held in book  entry form. Likewise, a
Unitholder who holds Units in book entry form may obtain a Certificate for  such
Units  by written request to the Trustee.  Units may be held in denominations of
one Unit or any multiple or fraction thereof. Fractions of Units are computed to
three decimal  places. Any  Certificates issued  will be  numbered serially  for
identification,  and are issued  in fully registered  form, transferable only on
the books  of the  Trustee. Book  entry Unitholders  will receive  a Book  Entry
Position Confirmation reflecting their ownership.
 
    Certificates  for  Units will  bear an  appropriate  notation on  their face
indicating which plan of distribution has been selected. When a change is  made,
the   existing  Certificates  must  be  surrendered   to  the  Trustee  and  new
Certificates issued to  reflect the  currently effective  plan of  distribution.
There will be no charge for this service. Holders of book entry Units can change
their  plan of distribution  by making a  written request to  the Trustee, which
will issue a new Book Entry Position Confirmation to reflect such change.
 
    Units are transferable by  making a written request  to the Trustee and,  in
the  case of Units  evidenced by Certificate(s),  by presenting and surrendering
such Certificate(s) to the  Trustee, at its corporate  trust office in New  York
City, properly endorsed or accompanied by a written instrument or instruments of
transfer. The Certificate(s) should be sent registered or certified mail for the
protection  of the Unitholder.  Each Unitholder must  sign such written request,
and such Certificate(s) or transfer instrument,  exactly as his name appears  on
(a)  the face of the Certificate(s) representing the Units to be transferred, or
(b) the  Book  Entry  Position  Confirmation(s) relating  to  the  Units  to  be
transferred.  Such signature(s)  must be guaranteed  by a member  of an approved
Medallion Guarantee Program or in such other manner as may be acceptable to  the
Trustee.  In certain instances the Trustee may require additional documents such
as, but not limited to,  trust instruments, certificates of death,  appointments
as  executor or administrator or  certificates of corporate authority. Mutilated
Certificates must  be surrendered  to the  Trustee in  order for  a  replacement
Certificate to be issued.
 
    Although  at the date hereof  no charge is made  and none is contemplated, a
Unitholder may be  required to  pay $2.00 to  the Trustee  for each  Certificate
reissued or transfer of Units requested and to pay any governmental charge which
may be imposed in connection therewith.
 
REPLACEMENT OF LOST, STOLEN OR DESTROYED CERTIFICATES.
 
    To  obtain a new  Certificate replacing one  that has been  lost, stolen, or
destroyed,  the   Unitholder   must   furnish  the   Trustee   with   sufficient
indemnification and pay such expenses as the Trustee may incur.
 
    The  indemnification protects the  Trustee, Sponsor, and  Trust from risk if
the original Certificate is presented for transfer or redemption by a person who
purchased it  in good  faith,  for value  and without  notice  of any  fraud  or
irregularity.
 
                                      A-29
<PAGE>
    This  indemnification  must  be in  the  form  of an  Open  Penalty  Bond of
Indemnification. The premium for  such an indemnity bond  may vary from time  to
time,  but  currently  amounts  to 1  1/2%  of  the market  value  of  the Units
represented by the  Certificate. In the  case however,  of a Trust  as to  which
notice of termination has been given, the premium currently amounts to 1% of the
market value of the Units represented by such Certificate.
 
19.  HOW UNITS MAY BE REDEEMED WITHOUT CHARGE
 
Unitholders  may redeem all or a portion of  their Units by (1) making a written
request for such redemption (book entry Unitholders may use the redemption  form
on the reverse side of their Book Entry Position Confirmation) to the Trustee at
its  corporate trust office in New York City (redemptions of 1,000 Units or more
will require a signature  guarantee), (2) in  the case of  Units evidenced by  a
Certificate, by also tendering such Certificate to the Trustee, duly endorsed or
accompanied  by  proper instruments  of transfer  with signatures  guaranteed as
explained in  Section  18 above,  and  (3) payment  of  applicable  governmental
charges,  if any.  Certificates should be  sent only by  registered or certified
mail to minimize  the possibility of  their being  lost or stolen.  In order  to
effect  a  redemption of  Units evidenced  by a  Certificate, a  Unitholder must
tender the Certificate to the Trustee or provide satisfactory indemnity required
in connection with lost, stolen or  destroyed Certificates (See Section 18).  No
redemption  fee will be charged. A Unitholder may authorize the Trustee to honor
telephone instructions for  the redemption  of Units  held in  book entry  form.
Units represented by Certificates may not be redeemed by telephone. The proceeds
of Units redeemed by telephone will be sent by check either to the Unitholder at
the  address specified on his account or to a financial institution specified by
the Unitholder for credit to the account of the Unitholder. A Unitholder wishing
to  use  this  method  of  redemption  must  complete  a  Telephone   Redemption
Authorization  Form and  furnish the Form  to the  Trustee. Telephone Redemption
Authorization  Forms   can   be   obtained  from   a   Unitholder's   registered
representative  or by calling the  Trustee. Once the completed  Form is on file,
the Trustee  will honor  telephone redemption  requests by  any person.  If  the
telephone  redemption request is  received prior to 4:00  p.m. eastern time, the
Unitholder will be  entitled to receive  for each Unit  tendered the  Redemption
Price  as determined above.  A telephone redemption  request received after 4:00
p.m. eastern time will be treated as having been received the following business
day. The redemption proceeds will be mailed within seven calendar days following
the telephone redemption  request. Telephone  redemptions are  limited to  1,000
Units  or less. Only  Units held in the  name of individuals  may be redeemed by
telephone; accounts registered in  broker name, or  accounts of corporations  or
fiduciaries   (including  among  others,   trustees,  guardians,  executors  and
administrators) may not use the telephone redemption privilege.
 
    On the seventh calendar day following the date of tender, or if the  seventh
calendar day is not a business day, on the first business day prior thereto, the
Unitholder  will be entitled to receive in cash for each Unit tendered an amount
equal to the Unit Value of such Trust determined by the Trustee, as of 4:00 p.m.
eastern time on the date of  tender as defined hereafter, plus accrued  interest
to,  but  not  including,  the  fifth business  day  after  the  date  of tender
("Redemption Price"). The  price received upon  redemption may be  more or  less
than  the amount paid by  the Unitholder depending on the  value of the Bonds on
the date of  tender. Such  value will vary  with market  and credit  conditions,
including  changes in  interest rate levels.  Unitholders should  check with the
Trustee or  their broker  to  determine the  Redemption Price  before  tendering
Units.
 
    While the Trustee has the power to determine Redemption Price when Units are
tendered,  the authority has by  practice been delegated by  the Trustee to John
Nuveen & Co.  Incorporated, which  determines the  Redemption Price  on a  daily
basis.
 
    The  "date of  tender" is  deemed to be  the date  on which  the request for
redemption of Units is received  in proper form by  the Trustee, except that  as
regards a redemption request
 
                                      A-30
<PAGE>
received  after 4:00 p.m. eastern time or on any day on which the New York Stock
Exchange (the "Exchange") is normally closed, the date of tender is the next day
on which such Exchange  is normally open  for trading and  such request will  be
deemed  to have been made on such day and the redemption will be effected at the
Redemption Price computed on that day.
 
    Accrued interest paid  on redemption  shall be withdrawn  from the  Interest
Account  of the  appropriate Trust or,  if the balance  therein is insufficient,
from the Principal Account of such  Trust. All other amounts paid on  redemption
shall  be withdrawn from the Principal Account. The Trustee is empowered to sell
underlying Bonds of  a Trust in  order to make  funds available for  redemption.
(See Section 21.) Units so redeemed shall be cancelled.
 
    To  the extent that Bonds  are sold from a Trust,  the size and diversity of
such Trust will  be reduced. Such  sales may be  required at a  time when  Bonds
would  not  otherwise  be sold  and  might  result in  lower  prices  than might
otherwise be realized.
 
    The Redemption Price is  determined on the  basis of the  BID prices of  the
Bonds  in each Trust, while  the initial Public Offering  Price of Units will be
determined on the  basis of the  OFFERING prices of  the Bonds as  of 4:00  p.m.
eastern  time on any day on which the  Exchange is normally open for trading and
such determination is made. As of any given time, the difference between the bid
and offering  prices of  such Bonds  may  be expected  to average  1% to  2%  of
principal  amount in the case of Bonds  in National, Long Intermediate and State
Trusts, 3/4%  to  1  1/2% in  the  case  of Bonds  in  Intermediate,  and  Short
Intermediate  Trusts and 1/2% to 3/4% in the case of Bonds in Short Term Trusts.
In the case of actively traded Bonds, the difference may be as little as 1/4  to
1/2  of 1%, and in  the case of inactively  traded Bonds such difference usually
will not exceed 3%. The difference between the aggregate offering prices of  the
Bonds  in each Trust  and the aggregate  bid prices thereof  on the business day
prior to  the Date  of Deposit  is shown  in the  discussion of  specific  trust
matters.
 
    The  right  of redemption  may be  suspended and  payment postponed  for any
period during  which  the Securities  and  Exchange Commission  determines  that
trading  in the municipal bond market is restricted or an emergency exists, as a
result  of  which  disposal  or  evaluation  of  the  Bonds  is  not  reasonably
practicable, or for such other periods as the Securities and Exchange Commission
may by order permit.
 
    Under  regulations issued by the Internal  Revenue Service, the Trustee will
be required to withhold 31% of the principal amount of a Unit redemption if  the
Trustee  has not  been furnished  the redeeming  Unitholder's tax identification
number in the  manner required by  such regulations. Any  amount so withheld  is
transmitted  to  the  Internal  Revenue  Service and  may  be  recovered  by the
Unitholder only when filing  his or her tax  return. Under normal  circumstances
the  Trustee obtains the Unitholder's tax identification number from the selling
broker at the time the Certificate or Book Entry Return Confirmation is  issued,
and  this number is printed on the Certificate or Book Entry Return Confirmation
and on distribution statements. If a Unitholder's tax identification number does
not appear as  described above,  or if it  is incorrect,  the Unitholder  should
contact  the Trustee before redeeming Units to determine what action, if any, is
required to avoid this "back-up withholding."
 
20.  HOW UNITS MAY BE PURCHASED BY THE SPONSOR
 
The Trustee will notify the  Sponsor of any tender  of Units for redemption.  If
the  Sponsor's bid in  the secondary market  at that time  equals or exceeds the
Redemption Price it may purchase such Units by notifying the Trustee before  the
close  of business on the  second succeeding business day  and by making payment
therefor to  the  Unitholder not  later  than the  day  on which  payment  would
otherwise have been made by the Trustee. (See Section 19.) The Sponsor's current
practice  is to bid at the Redemption  Price in the secondary market. Units held
by the Sponsor may be tendered to the Trustee for redemption as any other Units.
 
                                      A-31
<PAGE>
    The Public Offering  Price upon  resale of any  Units thus  acquired by  the
Sponsor  will be  calculated in accordance  with the procedure  described in the
then currently effective prospectus relating to such Units. Any profit resulting
from the resale of  such Units will  belong to the  Sponsor which likewise  will
bear  any loss resulting from a lower  Public Offering Price or Redemption Price
subsequent to its acquisition of such Units.
 
21.  HOW BONDS MAY BE REMOVED FROM THE TRUSTS
 
Bonds will be removed from a Trust as they mature or are redeemed by the issuers
thereof. See  the "Schedules  of Investments"  and "General  Trust  Information"
under Section 3 for a discussion of call provisions of portfolio Bonds.
 
    The  Indenture also empowers  the Trustee to  sell Bonds for  the purpose of
redeeming Units tendered by any Unitholder, and for the payment of expenses  for
which  income may not be available. Under the Indenture the Sponsor is obligated
to provide the Trustee with a current list of Bonds in each Trust to be sold  in
such  circumstances. In deciding which Bonds  should be sold the Sponsor intends
to consider, among  other things, such  factors as: (1)  market conditions;  (2)
market  prices  of  the  Bonds;  (3)  the  effect  on  income  distributions  to
Unitholders of the sale of various Bonds; (4) the effect on principal amount  of
underlying  Bonds  per Unit  of the  sale  of various  Bonds; (5)  the financial
condition of the issuers; and (6) the effect of the sale of various Bonds on the
investment character of the Trust. Such sales, if required, could result in  the
sale  of Bonds by the Trustee at prices less than original cost to the Trust. To
the extent Bonds are sold, the size and diversity of such Trust will be reduced.
 
    In addition, the  Sponsor is empowered  to direct the  Trustee to  liquidate
Bonds upon the happening of certain other events, such as default in the payment
of principal and/or interest, an action of the issuer that will adversely affect
its  ability to continue payment of the  principal of and interest on its Bonds,
or an  adverse  change  in  market, revenue  or  credit  factors  affecting  the
investment  character of the Bonds. If a default in the payment of the principal
of and/or interest  on any  of the  Bonds occurs, and  if the  Sponsor fails  to
instruct  the Trustee whether to  sell or continue to  hold such Bonds within 30
days after  notification by  the Trustee  to the  Sponsor of  such default,  the
Indenture  provides that  the Trustee shall  liquidate said  Bonds forthwith and
shall not be liable for any loss so incurred.
 
    In connection with its  determination as to the  sale or liquidation of  any
Bonds,  the Sponsor  will consider the  Bond's then current  rating, but because
such ratings are the opinions of the rating agencies as to the quality of  Bonds
they  undertake to rate and not absolute  standards of quality, the Sponsor will
exercise its independent judgment as to Bond creditworthiness.
 
    The Sponsor may also direct the Trustee to liquidate Bonds in a Trust if the
Bonds in  the  Trust  are  the  subject  of  an  advanced  refunding,  generally
considered  to be when refunding  bonds are issued and  the proceeds thereof are
deposited in irrevocable trust to retire the refunded Bonds on their  redemption
date.
 
    Except as stated in Section 4 regarding the limited right of substitution of
Replacement Bonds for Failed Bonds, and except for refunding securities that may
be  exchanged for Bonds under certain conditions specified in the Indenture, the
Indenture does  not permit  either the  Sponsor  or the  Trustee to  acquire  or
deposit  bonds either in addition  to, or in substitution  for, any of the Bonds
initially deposited in a Trust.
 
22.  INFORMATION ABOUT THE TRUSTEE
 
The Trustee is United States Trust Company of New York, with its principal place
of business at 114 West 47th Street, New York, New York 10036 and its  corporate
trust  office at  770 Broadway,  New York, New  York 10003.  United States Trust
Company of New York, established in  1853, has, since its organization,  engaged
primarily  in the  management of trust  and agency accounts  for individuals and
corporations. The Trustee is a member of the New York
 
                                      A-32
<PAGE>
Clearing House Association and is subject to supervision and examination by  the
Superintendent  of Banks of the State of New York, the Federal Deposit Insurance
Corporation and  the  Board of  Governors  of  the Federal  Reserve  System.  In
connection  with  the storage  and handling  of certain  Bonds deposited  in the
Trusts, the Trustee may use the services of The Depository Trust Company.  These
services  would include safekeeping  of the Bonds  and coupon-clipping, computer
book-entry transfer and  institutional delivery services.  The Depository  Trust
Company  is a limited purpose  trust company organized under  the Banking Law of
the State of New  York, a member  of the Federal Reserve  System and a  clearing
agency registered under the Securities Exchange Act of 1934.
 
LIMITATIONS ON LIABILITIES OF SPONSOR AND TRUSTEE
 
    The  Sponsor and the Trustee shall be  under no liability to Unitholders for
taking any action or for  refraining from any action  in good faith pursuant  to
the Indenture, or for errors in judgment, but shall be liable only for their own
negligence,  lack of good faith or willful  misconduct. The Trustee shall not be
liable for depreciation or loss incurred by reason of the sale by the Trustee of
any of the Bonds. In the  event of the failure of  the Sponsor to act under  the
Indenture, the Trustee may act thereunder and shall not be liable for any action
taken by it in good faith under the Indenture.
 
    The  Trustee shall not be liable for any taxes or other governmental charges
imposed upon or in respect of the Bonds or upon the interest thereon or upon  it
as  Trustee under  the Indenture or  upon or in  respect of any  Trust which the
Trustee may be required  to pay under  any present or future  law of the  United
States  of  America or  of any  other taxing  authority having  jurisdiction. In
addition,  the  Indenture  contains  other  customary  provisions  limiting  the
liability of the Trustee.
 
SUCCESSOR TRUSTEES AND SPONSORS
 
    The  Trustee or any successor trustee  may resign by executing an instrument
of resignation in writing and filing same with the Sponsor and mailing a copy of
a notice of resignation to all  Unitholders then of record. Upon receiving  such
notice,  the Sponsor is required to promptly appoint a successor trustee. If the
Trustee becomes incapable of acting or is adjudged a bankrupt or insolvent, or a
receiver or other public officer shall  take charge of its property or  affairs,
the  Sponsor  may  remove  the  Trustee  and  appoint  a  successor  by  written
instrument. The resignation  or removal of  a trustee and  the appointment of  a
successor trustee shall become effective only when the successor trustee accepts
its appointment as such. Any successor trustee shall be a corporation authorized
to  exercise  corporate  trust  powers, having  capital,  surplus  and undivided
profits of not less than $5,000,000. Any corporation into which a trustee may be
merged or with which it may  be consolidated, or any corporation resulting  from
any  merger or consolidation to  which a trustee shall be  a party, shall be the
successor trustee.
 
    If upon resignation  of a trustee  no successor has  been appointed and  has
accepted the appointment within 30 days after notification, the retiring trustee
may  apply  to  a court  of  competent  jurisdiction for  the  appointment  of a
successor.
 
    If the Sponsor fails to undertake any of its duties under the Indenture, and
no express  provision is  made for  action by  the Trustee  in such  event,  the
Trustee  may, in addition to its other  powers under the Indenture (1) appoint a
successor sponsor or (2) terminate the Indenture and liquidate the Trusts.
 
23.  INFORMATION ABOUT THE SPONSOR
 
John Nuveen & Co. Incorporated, the Sponsor and Underwriter, was founded in 1898
and is  the oldest  and  largest investment  banking  firm specializing  in  the
underwriting and distribution of tax-exempt securities and maintains the largest
research  department in the investment  banking community devoted exclusively to
the analysis of municipal securities. In
 
                                      A-33
<PAGE>
1961 the Sponsor began  sponsoring the Nuveen Tax-Exempt  Unit Trust and,  since
this  time,  it has  issued more  than  $30 billion  in tax-exempt  unit trusts,
including over  $8 billion  in insured  trusts. The  Sponsor is  also  principal
underwriter of the Nuveen Municipal Bond Fund, Inc., the Nuveen Tax-Exempt Money
Market  Fund, Inc., Nuveen  Tax-Free Reserves, Inc.,  Nuveen California Tax-Free
Fund, Inc., Nuveen Tax-Free Bond Fund, Inc., Nuveen Insured Tax-Free Bond  Fund,
Inc.  and  Nuveen  Tax-Free Money  Market  Fund, Inc.,  all  registered open-end
management investment companies, and acted as co-managing underwriter of  Nuveen
Municipal Value Fund, Inc., Nuveen California Municipal Value Fund, Inc., Nuveen
New  York Municipal Value Fund, Inc., Nuveen Municipal Income Fund, Inc., Nuveen
California Municipal Income Fund, Inc.,  Nuveen New York Municipal Income  Fund,
Inc.,  Nuveen  Premium  Income  Municipal Fund,  Inc.,  Nuveen  Performance Plus
Municipal Fund, Inc., Nuveen California  Performance Plus Municipal Fund,  Inc.,
Nuveen  New  York  Performance  Plus  Municipal  Fund,  Inc.,  Nuveen  Municipal
Advantage Fund, Inc.,  Nuveen Municipal  Market Opportunity  Fund, Inc.,  Nuveen
California  Municipal Market Opportunity  Fund, Inc., Nuveen  New York Municipal
Market Opportunity Fund, Inc., Nuveen  Investment Quality Municipal Fund,  Inc.,
Nuveen  California  Investment Quality  Municipal  Fund, Inc.,  Nuveen  New York
Investment Quality Municipal Fund, Inc., Nuveen Insured Quality Municipal  Fund,
Inc.,  Nuveen  Florida Investment  Quality  Municipal Fund,  Nuveen Pennsylvania
Investment  Quality  Municipal  Fund,  Nuveen  New  Jersey  Investment   Quality
Municipal Fund, Inc., and the Nuveen Select Quality Municipal Fund, Inc., Nuveen
California  Quality  Municipal  Fund,  Inc.,  Nuveen  New  York  Select  Quality
Municipal Fund, Inc., Nuveen Quality Income Municipal Fund, Inc., Nuveen Insured
Municipal Opportunity Fund, Inc., Nuveen Florida Quality Income Municipal  Fund,
Nuveen  Michigan Quality Income Municipal Fund,  Inc., Nuveen New Jersey Quality
Income Municipal Fund, Inc.,  Nuveen Ohio Quality  Income Municipal Fund,  Inc.,
Nuveen  Pennsylvania Quality Income Municipal  Fund, Nuveen Texas Quality Income
Municipal Fund, Nuveen  California Quality Income  Municipal Fund, Inc.,  Nuveen
New  York Quality Income Municipal Fund,  Inc., Nuveen Premier Insured Municipal
Income Fund, Inc., Nuveen  Select Tax Free Income  Portfolio, Nuveen Select  Tax
Free  Income  Portfolio  2,  Nuveen Insured  California  Select  Tax-Free Income
Portfolio, Nuveen  Insured New  York Select  Tax-Free Income  Portfolio,  Nuveen
Premium  Income Municipal Fund 2, Inc.,  Nuveen Select Tax Free Income Portfolio
3, Nuveen  Select  Maturities Municipal  Fund,  Nuveen Select  Tax  Free  Income
Portfolio  4,  Nuveen  Premium Income  Municipal  Fund 3,  Inc.,  Nuveen Insured
California Premium Income  Municipal Fund, Inc.,  Nuveen Arizona Premium  Income
Municipal Fund, Inc., Nuveen Insured Premium Income Municipal Fund, Inc., Nuveen
Insured  Florida Premium Income  Municipal Fund, Nuveen  Michigan Premium Income
Municipal Fund, Inc.,  Nuveen New  Jersey Premium Income  Municipal Fund,  Inc.,
Nuveen Insured New York Premium Income Municipal Fund, Inc., Nuveen Ohio Premium
Income  Municipal Fund, Inc., Nuveen Pennsylvania Premium Income Municipal Fund,
Nuveen Texas Premium Income Municipal Fund, Nuveen Premium Income Municipal Fund
4, Inc., Nuveen  Pennsylvania Premium  Income Municipal Fund  2, Nuveen  Insured
Florida  Premium  Income  Municipal  Fund  2,  Nuveen  Maryland  Premium  Income
Municipal  Fund,  Nuveen   Virginia  Premium  Income   Municipal  Fund,   Nuveen
Massachusetts  Premium Income Municipal Fund,  Nuveen Insured California Premium
Income Municipal Fund 2, Inc., Nuveen Insured New York Premium Income  Municipal
Fund  2, Nuveen  New Jersey Premium  Income Municipal Fund  2, Nuveen Washington
Premium Income Municipal Fund, Nuveen Michigan Premium Income Municipal Fund  2,
Nuveen  Premium Income Municipal Fund 5, Nuveen Georgia Premium Income Municipal
Fund, Nuveen Missouri Premium Income Municipal Fund, Nuveen Connecticut  Premium
Income  Municipal  Fund, Nuveen  North Carolina  Premium Income  Municipal Fund,
Nuveen New Jersey Premium Income Municipal Fund 3, Nuveen Florida Premium Income
Municipal Fund, Nuveen New York Premium Income Municipal Fund, Nuveen California
Premium Income Municipal Fund, Nuveen Pennsylvania Premium Income Municipal Fund
3, Nuveen  Maryland Income  Municipal  Fund 2,  Nuveen Virginia  Premium  Income
Municipal  Fund 2, Nuveen  Ohio Premium Income Municipal  Fund 2, Nuveen Insured
Premium Income Municipal Fund 2, Nuveen California Premium Income Municipal Fund
2,
 
                                      A-34
<PAGE>
Nuveen  Premium  Income  Municipal  Fund  6,  registered  closed-end  management
investment  companies.  These  registered  open-end  and  closed-end  investment
companies currently have  approximately $32.8 billion  in tax-exempt  securities
under  management.  Nationwide, more  than  1,000,000 individual  investors have
purchased Nuveen's  tax exempt  trusts and  funds. The  present corporation  was
organized  in 1967 as a wholly-owned subsidiary of Nuveen Corporation, successor
to the original John Nuveen & Co.  founded in 1898 as a sole proprietorship  and
incorporated  in  1953.  In  1974,  John  Nuveen  &  Co.  Incorporated  became a
wholly-owned subsidiary of The  St. Paul Companies,  Inc., a financial  services
management  company  located in  St. Paul,  Minnesota. On  May 19,  1992, common
shares comprising a  minority interest  in The  John Nuveen  Company ("JNC"),  a
newly  organized corporation which holds all of  the shares of Nuveen, were sold
to the  general  public  in an  initial  public  offering. St.  Paul  retains  a
controlling  interest in  JNC with over  70% of  JNC's shares. The  Sponsor is a
member  of  the  National  Association  of  Securities  Dealers,  Inc.  and  the
Securities Industry Association and has its principal offices located in Chicago
(333  W. Wacker  Drive) and  New York (140  Broadway). It  maintains 12 regional
offices.
 
24.  OTHER INFORMATION
AMENDMENT OF INDENTURE
 
    The Indenture may  be amended  by the Trustee  and the  Sponsor without  the
consent  of any of  the Unitholders (1) to  cure any ambiguity  or to correct or
supplement any provision thereof which may be defective or inconsistent, or  (2)
to  make such  other provisions as  shall not adversely  affect the Unitholders,
provided, however, that the Indenture may not be amended to increase the  number
of Units in any Trust or to permit the deposit or acquisition of bonds either in
addition  to, or in substitution for any of the Bonds initially deposited in any
Trust except as stated in Section 4 regarding the limited right of  substitution
of  Replacement Bonds and  except for the substitution  of refunding bonds under
certain circumstances. The Trustee shall advise the Unitholders of any amendment
promptly after execution thereof.
 
TERMINATION OF INDENTURE
 
    Each Trust may be liquidated at any  time by written consent of 100% of  the
Unitholders  or by  the Trustee when  the value of  such Trust, as  shown by any
semi-annual evaluation, is  less than 20%  of the original  principal amount  of
such Trust and will be liquidated by the Trustee in the event that Units not yet
sold  aggregating more than 60% of the Units originally created are tendered for
redemption by the Sponsor thereby reducing the  net worth of such Trust to  less
than  40%  of the  principal amount  of  the Bonds  originally deposited  in the
portfolio. (See "Essential Information Regarding the Trusts.") The sale of Bonds
from the Trusts upon  termination may result in  realization of a lesser  amount
than  might otherwise be realized  if such sale were  not required at such time.
For this  reason,  among  others,  the amount  realized  by  a  Unitholder  upon
termination   may  be  less  than  the  principal  amount  of  Bonds  originally
represented by the Units held by  such Unitholder. The Indenture will  terminate
upon the redemption, sale or other disposition of the last Bond held thereunder,
but  in no event shall it continue beyond the end of the calendar year preceding
the fiftieth anniversary of its execution for National and State Trusts,  beyond
the  end  of  the  calendar  year preceding  the  twentieth  anniversary  of its
execution for Long Intermediate,  and Intermediate Trusts or  beyond the end  of
the  calendar year  preceding the tenth  anniversary of its  execution for Short
Intermediate and Short Term Trusts.
 
    Written notice of  any termination  specifying the  time or  times at  which
Unitholders  may surrender their Certificates, if any, for cancellation shall be
given by  the  Trustee  to each  Unitholder  at  the address  appearing  on  the
registration  books of the Trust maintained  by the Trustee. Within a reasonable
time thereafter the Trustee shall liquidate any Bonds in the Trust then held and
shall deduct  from  the assets  of  the Trust  any  accrued costs,  expenses  or
 
                                      A-35
<PAGE>
indemnities  provided  by  the  Indenture which  are  allocable  to  such Trust,
including estimated compensation of the Trustee and costs of liquidation and any
amounts required as a reserve to provide for payment of any applicable taxes  or
other  governmental charges. The Trustee shall then distribute to Unitholders of
such Trust their pro  rata share of  the balance of  the Interest and  Principal
Accounts.  With such  distribution the  Unitholders shall  be furnished  a final
distribution  statement,  in   substantially  the  same   form  as  the   annual
distribution statement, of the amount distributable. At such time as the Trustee
in  its sole discretion shall determine that  any amounts held in reserve are no
longer necessary, it shall make distribution thereof to Unitholders in the  same
manner.
 
LEGAL OPINION
 
    The legality of the Units offered hereby has been passed upon by Chapman and
Cutler, 111 West Monroe Street, Chicago, Illinois 60603. Special counsel for the
Trusts for respective state tax matters are named in "Tax Status" for each Trust
under  Section 3. Carter, Ledyard  & Milburn, 2 Wall  Street, New York, New York
10005, has acted as counsel for the Trustee with respect to the Series, and,  in
the absence of a New York Trust from the Series, as special New York tax counsel
for the Series.
 
AUDITORS
 
    The  Statements of Condition and Schedules of Investments at Date of Deposit
included in  this  Prospectus  have  been audited  by  Arthur  Andersen  &  Co.,
independent public accountants, as indicated in their report in this Prospectus,
and  are included herein in reliance upon  the authority of said firm as experts
in giving said report.
 
                                      A-36
<PAGE>
                            DESCRIPTION OF RATINGS*
 
    STANDARD & POOR'S CORPORATION.  A  description of the applicable Standard  &
Poor's Corporation rating symbols and their meanings follows:
 
    A  Standard & Poor's rating is  a current assessment of the creditworthiness
of an obligor with  respect to a specific  debt obligation. This assessment  may
take into consideration obligors such as guarantors, insurers or lessees.
 
    The  rating is not  a recommendation to  purchase, sell or  hold a security,
inasmuch as  it  does not  comment  as to  market  price or  suitability  for  a
particular investor.
 
    The  ratings are  based on  current information  furnished by  the issuer or
obtained by Standard & Poor's from other sources it considers reliable. Standard
& Poor's does not  perform an audit  in connection with any  rating and may,  on
occasion,  rely on unaudited financial information.  The ratings may be changed,
suspended or withdrawn  as a result  of changes in,  or unavailability of,  such
information, or for other circumstances.
 
    The ratings are based, in varying degrees, on the following considerations:
 
     I.  Likelihood  of default--capacity and  willingness of the  obligor as to
         the timely payment of interest and repayment of principal in accordance
         with the terms of the obligation;
 
     II.  Nature of and provisions of the obligation;
 
    III.  Protection afforded by,  and relative position  of, the obligation  in
          the  event of  bankruptcy, reorganization or  other arrangements under
          the laws of bankruptcy and other laws affecting creditors' rights.
 
    AAA--This is the  highest rating  assigned by Standard  & Poor's  to a  debt
obligation. Capacity to pay interest and repay principal is extremely strong.
 
    AA--Bonds  rated AA have  a very strong  capacity to pay  interest and repay
principal, and differ from the highest rated issues only in small degree.
 
    A--Bonds rated A have a strong capacity to pay interest and repay principal,
although they are somewhat more susceptible to the adverse effects of changes in
circumstances and economic conditions than bonds in higher rated categories.
 
    BBB--Bonds rated BBB  are regarded  as having  an adequate  capacity to  pay
interest  and repay principal. Whereas they normally exhibit adequate protection
parameters, adverse  economic  conditions  or changing  circumstances  are  more
likely  to lead to a  weakened capacity to pay  interest and repay principal for
bonds in this category than for bonds in the higher rated categories.
 
    Plus (+) or Minus (-): The ratings from "AA" to "BB" may be modified by  the
addition  of a  plus or minus  sign to  show relative standing  within the major
rating categories.
 
    Provisional  Ratings:  The   letter  "p"  indicates   that  the  rating   is
provisional.  A  provisional rating  assumes  the successful  completion  of the
project being financed by  the issuance of the  bonds being rated and  indicates
that  payment of debt service requirements is largely or entirely dependent upon
the successful and timely completion of the project. This rating, however, while
addressing credit  quality subsequent  to completion  of the  project, makes  no
comment  on the  likelihood of,  or the  risk of  default upon  failure of, such
completion. Accordingly,  the investor  should exercise  his own  judgment  with
respect to such likelihood and risk.
 
- ----------
*As published by the rating companies.
 
                                      A-37
<PAGE>
    Note  Ratings:  A  Standard  & Poor's  note  rating  reflects  the liquidity
concerns and market access risks unique to  notes. Notes due in 3 years or  less
will  likely receive  a note  rating. Notes  maturing beyond  3 years  will most
likely receive a long-term debt rating.
 
    Note rating symbols are as follows:
 
        SP-1  Very strong  or strong  capacity to  pay principal  and  interest.
              Those   issues   determined   to   possess   overwhelming   safety
              characteristics will be given a plus (+) designation.
 
        SP-2  Satisfactory capacity to pay principal and interest.
 
RATINGS OF INSURED TRUST UNITS.
 
    A Standard  &  Poor's  Corporation's  rating on  the  units  of  an  insured
investment  trust (hereinafter referred to collectively as "units" and "trusts")
is a current assessment of creditworthiness with respect to the investment  held
by  such trust. This assessment takes  into consideration the financial capacity
of the  issuers and  of any  guarantors, insurers,  lessees or  mortgagors  with
respect to such investments. The assessment, however, does not take into account
the  extent to which trust  expenses or portfolio asset  sales for less than the
trust purchase price will reduce payment  to the unitholder of the interest  and
principal  required to be paid on the  portfolio assets. In addition, the rating
is not a recommendation to purchase, sell or hold units, inasmuch as the  rating
does not comment as to market price of the units or suitability for a particular
investor.
 
    Units rated "AAA" are composed exclusively of assets that are rated "AAA" by
Standard  &  Poor's and/or  certain  short-term investments.  Standard  & Poor's
defines its  AAA  rating for  such  assets as  the  highest rating  assigned  by
Standard  & Poor's  to a  debt obligation.  Capacity to  pay interest  and repay
principal is very strong.  However, unit ratings may  be subject to revision  or
withdrawal  at any time by Standard & Poor's and each rating should be evaluated
independently of any other rating.
 
    MOODY'S INVESTORS  SERVICE, INC.    A brief  description of  the  applicable
Moody's Investors Service, Inc. rating symbols and their meanings follows:
 
    Aaa--Bonds which are rated Aaa are judged to be the best quality. They carry
the  smallest degree of investment  risk and are generally  referred to as "gilt
edge." Interest payments are protected by a large or by an exceptionally  stable
margin and principal is secure. While the various protective elements are likely
to  change, such changes  as can be  visualized are most  unlikely to impair the
fundamentally strong position of such issues. Their safety is so absolute  that,
with  the  occasional  exception  of oversupply  in  a  few  specific instances,
characteristically, their  market  value  is affected  solely  by  money  market
fluctuations.
 
    Aa--Bonds  which  are rated  Aa  are judged  to be  of  high quality  by all
standards. Together with the Aaa group they comprise what are generally known as
high grade bonds. They are  rated lower than the  best bonds because margins  of
protection  may  not  be  as  large as  in  Aaa  securities  or  fluctuations of
protective elements may be of greater  amplitude or there may be other  elements
present  which  make the  long-term  risks appear  somewhat  larger than  in Aaa
securities. Their  market value  is virtually  immune to  all but  money  market
influences,  with  the  occasional exception  of  oversupply in  a  few specific
instances.
 
    A--Bonds which are rated A possess many favorable investment attributes  and
are  to be considered as upper medium grade obligations. Factors giving security
to principal and interest are considered  adequate, but elements may be  present
which  suggest a susceptibility to impairment sometime in the future. The market
value of A-rated bonds may be
 
                                      A-38
<PAGE>
influenced to some degree by economic  performance during a sustained period  of
depressed  business conditions, but,  during periods of  normalcy, A-rated bonds
frequently move in  parallel with Aaa  and Aa obligations,  with the  occasional
exception of oversupply in a few specific instances.
 
    Moody's  bond rating  symbols may contain  numerical modifiers  of a generic
rating classification. The modifier 1 indicates that the bond ranks at the  high
end  of its  category; the  modifier 2  indicates a  mid-range ranking;  and the
modifier 3 indicates that the issue ranks in the lower end of its generic rating
category.
 
    Baa--Bonds which are rated Baa  are considered as medium grade  obligations,
i.e.,  they are neither  highly protected nor  poorly secured. Interest payments
and principal security appear  adequate for the  present but certain  protective
elements  may be lacking or may  be characteristically unreliable over any great
length of time. Such  bonds lack outstanding  investment characteristics and  in
fact  have speculative  characteristics as well.  The market  value of Baa-rated
bonds is more  sensitive to changes  in economic circumstances,  and aside  from
occasional  speculative factors applying to some bonds of this class, Baa market
valuations move in  parallel with Aaa,  Aa and A  obligations during periods  of
economic normalcy, except in instances of oversupply.
 
    Con.  (--)--Bonds for which the security depends upon the completion of some
act or the  fulfillment of  some condition  are rated  conditionally. These  are
bonds  secured by (a)  earnings of projects under  construction, (b) earnings of
projects unseasoned  in  operation  experience, (c)  rentals  which  begin  when
facilities are completed, or (d) payments to which some other limiting condition
attaches.  Parenthetical rating denotes probable  credit stature upon completion
of construction or elimination of basis of condition.
 
    Note Ratings:
 
    MIG 1--This designation  denotes  best  quality.  There  is  present  strong
           protection  by established cash flows,  superior liquidity support or
           demonstrated broad-based access to the market for refinancing.
 
    MIG 2--This designation  denotes high  quality.  Margins of  protection  are
           ample although not so large as in the preceding group.
 
                                      A-39
<PAGE>
                      (THIS PAGE INTENTIONALLY LEFT BLANK)
 
                                      A-40
<PAGE>
                      (THIS PAGE INTENTIONALLY LEFT BLANK)
 
                                      A-41
<PAGE>
                      (THIS PAGE INTENTIONALLY LEFT BLANK)
 
                                      A-42
<PAGE>
 
<TABLE>
<C>                <S>        <C>
           NUVEEN             Tax-Exempt Unit Trusts
                           PROSPECTUS
                           310,000 Units
                           Connecticut Traditional
                           Trust 263
                           Intermediate Insured Trust
                           73
                           California Insured Trust 222
                           Florida Insured Trust 187
                           Massachusetts Insured Trust
                           111
                           Michigan Insured Trust 53
                           New Jersey Insured Trust 173
</TABLE>
 
<PAGE>
 
<TABLE>
<C>                 <S>        <C>
            NUVEEN             Tax-Exempt Unit Trusts
           Sponsor             John Nuveen & Co. Incorporated
                               333 West Wacker Drive
                               Chicago, IL 60606-1286
                               Telephone: 312.917.7700
                               Swiss Bank Tower
                               10 East 50th Street
                               New York, NY 10022
                               212.207.2000
           Trustee             United States Trust Company
                               of New York
                               770 Broadway
                               New York, NY 10003
                               800.257.8787
     Legal Counsel             Chapman and Cutler
        to Sponsor             111 West Monroe Street
                               Chicago, IL 60603
       Independent             Arthur Andersen & Co.
            Public             33 West Monroe Street
       Accountants             Chicago, IL 60603
    for the Trusts
</TABLE>
 
   Except as to statements made herein furnished by the Trustee, the Trustee has
   assumed  no responsibility for the accuracy, adequacy and completeness of the
   information contained in this Prospectus.
                   This Prospectus does not contain  all of the information  set
   forth in the registration statement and exhibits relating thereto, filed with
   the   Securities  and  Exchange  Commission,   Washington,  D.C.,  under  the
   Securities Act of 1933, and to which reference is made.
                   No person is authorized  to give any  information or to  make
   representations  not contained in  this Prospectus or  in supplementary sales
   literature prepared by the Sponsor, and any information or representation not
   contained therein must not be relied upon as having been authorized by either
   the Trusts, the Trustee or the  Sponsor. This Prospectus does not  constitute
   an  offer to sell,  or a solicitation of  an offer to  buy, securities in any
   State to any  person to  whom it is  not lawful  to make such  offer in  such
   state.  The  Trusts  are registered  as  a  Unit Investment  Trust  under the
   Investment Company Act  of 1940. Such  registration does not  imply that  the
   Trusts  or any of their Units  has been guaranteed, sponsored, recommended or
   approved by the United States or any State or agency or officer thereof.
 
   
   720
    
 
<PAGE>

Statement of differences between electronic filing and printed document.
   Pursuant to Rule 499(c) (7) under the Securities Act of 1933 and Rule
20-11 under the Investment Company Act of 1940, Registrant hereby identifies
those differences in the foregoing document between the electronic format in
which it is filed and the printed form in which it will be circulated:
   (1) The printed and distributed prospectus may be paged differently
because the printed document may contain a different amount of information on
each page from that contained in the electronic transmission.
   (2) On the cover page, in the index and on the last page of the printed
document, solid vertical bars will appear.
   (3) In the printed document, footnote symbols may include a "dagger" or
multiple "dagger".  The "dagger" symbol is represented as # in the electronic
document.
   (4) The printed and distributed prospectus will not  contain the
preliminary prospectus legend included at the beginning of the first
prospectus page.


<PAGE>

                       CONTENTS OF REGISTRATION STATEMENT

A.  BONDING ARRANGEMENTS OF DEPOSITOR:

    The Depositor has obtained  the following Stockbrokers Blanket Bonds
for its officers, directors and employees:

    INSURER/POLICY NO.                                     AMOUNT

    United Pacific Insurance Co.                           $10,000,000
    Reliance Insurance Company
    B 74 92 20

    Aetna Casualty and Surety                              $10,000,000
    08 F10618BCA

    St. Paul Insurance Co.                                 $ 6,000,000
    400 HC 1051

B.  This amendment of Registration Statement comprises the following papers 
and documents:

              The facing sheet
              The Prospectus

              The signatures

              Consents of Independent Public
              Accountants and Counsel as indicated

              Exhibits as listed on page S-5


<PAGE>

                                   SIGNATURES

    The Registrant, Nuveen Tax-Exempt Unit Trust, Series 720 hereby
identifies Series 401, 507, 512, 515, 517 and 519 of the Nuveen Tax-Exempt
Unit Trust for purposes of the representations required by Rule 487 and
represents the following:

    (1) that the portfolio securities deposited in the series as to the
securities of which this Registration Statement is being filed do not differ
materially in type or quaility from those deposited in such previous series;

    (2) that, except to the extent necessary to identify the specific
portfolio securities deposited in, and to provide essential financial
information for, the series with respect to the securities of which this
Registration Statement is being filed, this Registration Statement does not
contain disclosures that differ in any material respect from those contained
in the registration statements for such previous series as to which the
effective date was determined by the Commission or the staff; and

    (3) that it has complied with Rule 460 under the Securities Act of 1933.

    Pursuant to the requirements of the Securities Act of 1933, the
Registrant, Nuveen Tax-Exempt Unit Trust, Series 720 has duly caused this
Amendment of Registration Statement to be signed on its behalf by the
undersigned thereunto duly authorized in the City of Chicago and State of
Illinois on 3/17/94.

 
                                NUVEEN TAX-EXEMPT UNIT TRUST, SERIES 720
                                (Registrant)

                                By JOHN NUVEEN & CO. INCORPORATED
                                (Depositor)


                       
                                By: Larry Woods Martin
                                    _________________________________
                                    Vice President


                        
                           Attest:  Gifford Zimmerman
                                    __________________________________
                                    Assistant Secretary


<PAGE>

    Pursuant to the requirements of the Securities Act of 1933, this Amendment
of Registration Statement has been signed below by the following persons in 
the capacities and on the dates indicated:


    SIGNATURE                     TITLE*                       DATE

Richard J. Franke       Chairman, Board of Directors  )
                        Chief Executive Officer and   )
                        Director                      )
                                                      )
Donald E. Sveen         President, Chief Operating    )
                        Officer and Director          )
                                                      )
                                             
Anthony T. Dean         Executive Vice President      ) Larry Woods Martin
                        and Director                  ) Attorney-In-Fact**
                                                      )
Timothy T. Schwertfeger Executive Vice President      )
                        and Director                  )

O. Walter Renfftlen     Vice President and Controller )
                        (Principal Accounting Officer))
                                                      )
                                                      )3/17/94
___________________

*The titles of the persons named herein represent their capacity in and
relationship to John Nuveen & Co. Incorporated, the Depositor.

**The powers of attorney were filed on Form SE for Messrs. Franke, 
Sveen, Renfftlen, Dean and Schwertfeger with the Amendment to the 
Registration Statement on Form S-6 of Nuveen Tax-Exempt Unit Trust, 
Series 671 (File No. 33-49175). 



<PAGE>

720

                   CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS

    As independent public accountants, we hereby consent to the use of our
report and to all references to our Firm included in or made a part of this
Registration Statement.

                                 
                                            Arthur Andersen & Company
Chicago, Illinois
3/17/94


                         CONSENT OF CHAPMAN AND CUTLER

    The consent of Chapman and Cutler to the use of its name in the Prospectus
included in the Registration Statement is contained in its opinions filed by
this amendment as Exhibits 3.1 and 3.2 to the Registration Statement.

                            CONSENT OF STATE COUNSEL

    The consents of special counsel to the Fund for state tax matters to the 
use of their names in the Prospectus included in the Registration Statement 
are contained in their opinions filed by this amendment as Exhibit 3.3 to the
Registration Statement.

                   CONSENT OF STANDARD + POOR'S CORPORATION

    The consent of Standard + Poor's Corporation to the use of its name in
the Prospectus included in the Registration Statement is filed by this
amendment as Exhibit 4.1 to the Registration Statement.

                   CONSENT OF KENNY S+P EVALUATION SERVICES

    The consent of Kenny S+P Evaluation Services to the use of its name in the
Prospectus included in the Registration Statement is filed by this amendment 
as Exhibit 4.2 to the Registration Statement.

                      CONSENT OF CARTER, LEDYARD & MILBURN

    The consent of Carter, Ledyard & Milburn to the use of its name in the
Prospectus included in the Registration Statement is filed by this amendment 
as Exhibit 4.3 to the Registration Statement.

<PAGE>

                                LIST OF EXHIBITS


1.1 (a)  Copy of Trust Indenture and Agreement between John Nuveen &
         Co. Incorporated, Depositor, and United States Trust Company of
         New York, Trustee (as Exibit 1.1 (a) to the Sponsor's Registration
         statement on Form S-6 relating to Series 582 of the Fund (file No.
         33-37215) and incorporated herein by reference).

1.1 (b)  Schedules to the Trust Indenture and Agreement.

2.1      Copy of Certificate of Ownership (Included in Exhibit 1.1(a) on
         pages 2 to 8, inclusive, and incorporated herein by reference).

3.1      Opinion of counsel as to legality of securities being registered.

3.2      Opinion of counsel as to Federal income tax status of securities
         being registered.

3.3      Opinions of special state counsel to the Fund for state tax matters
         as to income tax status to residents of the respective states of the
         units of the respective trusts and consents to the use of their names
         in the Prospectus.

4.1      Consent of Standard + Poor's Corporation.

4.2      Consent of Kenny S+P Evaluation Services.

4.3      Consent of Carter, Ledyard & Milburn.

                                                                      
<PAGE>                                                                        
                                                                              
Exhibit 1.1(b)                                                                
                                                                              
                                                                              
                                                                              
                                                                              
                                 SCHEDULE A                                   
                                                                              
                                                                              
Series 720                                           March 17, 1994           
                                                                              
Item 1.  This Indenture relates to the Nuveen Tax-Exempt Unit Trust           
         Series 720.                                                          
                                                                              
Item 2.  The date of this Indenture is March 17, 1994.                        
                                                                              
Item 3.  Series 720 shall initially contain Trusts as follows:                
                                                                              
         (a)   Connecticut Traditional Trust 263                              
         (b)   Intermediate Insured Trust 73                                  
         (c)   California Insured Trust 222                                   
         (d)   Florida Insured Trust 187                                      
         (e)   Massachusetts Insured Trust 111                                
         (f)   Michigan Insured Trust 53                                      
         (g)   New Jersey Insured Trust 173                                   
                                                                              
                                                                              
Item 4.  Each Trust shall initially consist of the following number of Units: 
                                                                              
         (a)   Connecticut Traditional Trust            35,000 Units          
         (b)   Intermediate Insured Trust              100,000 Units          
         (c)   California Insured Trust                 35,000 Units          
         (d)   Florida Insured Trust                    35,000 Units          
         (e)   Massachusetts Insured Trust              35,000 Units          
         (f)   Michigan Insured Trust                   35,000 Units          
         (g)   New Jersey Insured Trust                 35,000 Units          
                                                                              
                                                                              
Item 5.  (a) The amount of the second distribution from the Interest          
             Account of the respective Trusts will be as follows:             
                                                                              
         ( 1)  Connecticut Traditional Trust           $ .3872 per Unit       
         ( 2)  Intermediate Insured Trust              $ .2774 per Unit       
         ( 3)  California Insured Trust                $ .3231 per Unit       
         ( 4)  Florida Insured Trust                   $ .3016 per Unit       
         ( 5)  Massachusetts Insured Trust             $ .3773 per Unit       
         ( 6)  Michigan Insured Trust                  $ .4380 per Unit       
         ( 7)  New Jersey Insured Trust                $ .3247 per Unit       
                                                                              
         (b) The date of the second distribution from the Interest Account    
             of the respective Trusts will be as follows:                     
                                                                              
         ( 1)  Connecticut Traditional Trust           June 15, 1994          
         ( 2)  Intermediate Insured Trust              June 15, 1994          
         ( 3)  California Insured Trust                June 15, 1994          
         ( 4)  Florida Insured Trust                   June 15, 1994          
         ( 5)  Massachusetts Insured Trust             June 15, 1994          
         ( 6)  Michigan Insured Trust                  June 15, 1994          
         ( 7)  New Jersey Insured Trust                June 15, 1994          
                                                                              
         (c) The record date for the second distribution from the             
             Interest Account of the respective Trusts will be as             
             follows:                                                         
                                                                              
         ( 1)  Connecticut Traditional Trust           June 1, 1994           
         ( 2)  Intermediate Insured Trust              June 1, 1994           
         ( 3)  California Insured Trust                June 1, 1994           
         ( 4)  Florida Insured Trust                   June 1, 1994           
         ( 5)  Massachusetts Insured Trust             June 1, 1994           
         ( 6)  Michigan Insured Trust                  June 1, 1994           
         ( 7)  New Jersey Insured Trust                June 1, 1994           
                                                                              
                                                                              
         PAGE 2                                                               
                                                                              
                                                                              
Item 6.  Record dates for subsequent semi-annual distributions from the       
         Interest Account for each of the respective Trusts will be the 1st   
         day of May and November of each year.                                
                                                                              
                                                                              
Item 7.  (a) Record date for distibution from the Principal Account of each   
             of the respective Trusts will be the first day of May and        
             November of each year.                                           
                                                                              
         (b) The first record date for distributions from the Principal       
             Account of each of the respective Trusts will be                 
             May 1, 1994.                                                     
                                                                              
                                                                              
Item 8.  The Trust shall in no event continue beyond the end of the calendar  
         year preceding the fiftieth anniversary of the execution of this     
         Indenture for National and State Trusts, beyond the end of the       
         calendar year preceding the twentieth anniversary of its execution   
         for Long Intermediate and Intermediate Trusts and beyond the end of  
         the calendar year preceding the tenth anniversary of its execution   
         for Short Intermediate and Short Term Trusts.                        
                                                                              
                                                                              
Item 9.  Quarterly distributions from the Interest Account of the respective  
         Trusts will be computed as of the 1st day of February, May, August,  
         and November.                                                        
                                                                              
                                                                              
Item 10. Certain deductions from the Interest Account by the Trustee          
         will commence as follows:                                            
                                                                              
         (a)   Connecticut Traditional Trust           June 1, 1994           
         (b)   Intermediate Insured Trust              June 1, 1994           
         (c)   California Insured Trust                June 1, 1994           
         (d)   Florida Insured Trust                   June 1, 1994           
         (e)   Massachusetts Insured Trust             June 1, 1994           
         (f)   Michigan Insured Trust                  June 1, 1994           
         (g)   New Jersey Insured Trust                June 1, 1994           
                                                                              
                                                                              
                            ADDITIONAL SCHEDULES                              
                                                                              
                                                                              
                         BONDS INITIALLY DEPOSITED                            
                                                                              
                  NUVEEN TAX-EXEMPT UNIT TRUST SERIES 720                     
                                                                              
                                                                              
                                                                              
                                                                              
Incorporated herein and made a part hereof as indicated below are the         
corresponding portions of the 'Schedules of Investments at Date of Deposit'   
contained in the Prospectus dated the Date of Deposit and relating to the     
above-named Series:                                                           
                                                                              
         Schedule B:  Connecticut Traditional Trust 263                       
         Schedule C:  Intermediate Insured Trust 73                           
         Schedule D:  California Insured Trust 222                            
         Schedule E:  Florida Insured Trust 187                               
         Schedule F:  Massachusetts Insured Trust 111                         
         Schedule G:  Michigan Insured Trust 53                               
         Schedule H:  New Jersey Insured Trust 173                            


<PAGE>

EXHIBIT 3.1

(ON CHAPMAN AND CUTLER LETTERHEAD)

3/17/94


John Nuveen & Co. Incorporated
333 W. Wacker Drive
Chicago, Illinois  60606

RE:  Nuveen Tax-Exempt Unit Trust, Series 720

Gentlemen:

    We have served as counsel for you, as depositor of Nuveen Tax-Exempt Unit
Trust, Series 720 (hereinafter referred to as the "Fund"), in connection
with the issuance under the Trust Indenture and Agreement dated the date 
hereof between John Nuveen & Co. Incorporated, as Depositor, and United 
States Trust Company of New York, as Trustee, of Units of fractional 
undivided interest in the one or more Trusts of said Fund (hereinafter 
referred to as the "Units").
 
    In connection therewith, we have examined such pertinent records and
documents and matters of law as we have deemed necessary in order to enable us
to express the opinions hereinafter set forth.

    Based upon the foregoing, we are of the opinion that:

   1.   The execution and delivery of the Trust Indenture and Agreement and
the execution and issuance of certificates and establishment of book entry
positions evidencing the Units in the Trusts of the Fund have been duly
authorized; and

    2.   The certificates and book entry positions evidencing the Units in
the Trusts of the Fund when duly executed and delivered or duly established
by the Depositor and the Trustee in accordance with the aforementioned Trust
Indenture and Agreement, will constitute valid and binding obligations of such
Trusts and the Depositor in accordance with the terms thereof.

    We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement (File No. 33-52317) relating to the Units referred
to above and to the use of our name and to the reference to our firm in said
Registration Statement and in the related Prospectus.

Respectfully submitted,



CHAPMAN AND CUTLER

<PAGE>

EXHIBIT 3.2

(ON CHAPMAN AND CUTLER LETTERHEAD)

3/17/94

John Nuveen & Co. Incorporated
333 W. Wacker Drive
Chicago, Illinois  60606

RE:  Nuveen Tax-Exempt Unit Trust, Series 720

Gentlemen:

    We have served as counsel for you, as Depositor of Nuveen Tax-Exempt Unit
Trust, Series 720 (the "Fund") in connection with the issuance under the
Trust Indenture and Agreement, dated the date hereof between John Nuveen & Co.
Incorporated, as Depositor, and United States Trust Company of New York, as
Trustee, of Units of fractional undivided interest (the "Units"), as evidenced
by a certificate or book entry position, in the one or more Trusts of said
Fund.

    We have also served as counsel for you in connection with all previous
Series of the Nuveen Tax-Exempt Unit Trust and as such have previously 
examined such pertinent records and documents and matters of law as we have 
deemed necessary, including (but not limited to) the Trust Indenture and 
Agreements with respect to those series.  We have also examined such 
pertinent records and documents and matters of law as we have deemed 
necessary including (but not limited to) the Trust Indenture and Agreement 
relating to Nuveen Tax-Exempt Unit Trust, Series 720.

    We have concluded that the Trust Indenture and Agreement for the Fund and
its counterpart in each of the prior issues of Nuveen Tax-Exempt Unit Trust 
are in all material respects substantially identical.

    Based upon the foregoing, and upon such matters of law as we consider
to be applicable we are of the opinion that, under existing federal income
law:

    (i)  For Federal income tax purposes, each of the Trusts will not be
taxable as an association but will be governed by the provisions of 
Subchapter J (relating to Trusts) of Chapter 1, Internal Revenue Code of 
1986 (the "Code").

    (ii) Each Unitholder will be considered as owning a pro rata
share of each asset of the respective Trust of the Fund in the proportion
that the number of Units of such Trust held by him bears to the total number
of outstanding Units of such Trust. Under Subpart E, Subchapter J of Chapter
1 of the Code, income of each Trust will be treated as income of each
Unitholder thereof in the proportion described and an item of Fund income
will have the same character in the hands of a Unitholder as it would have in
the hands of the Trustee.  Accordingly, to the extent that the income of a
Trust consists of interest and original issue discount excludable from gross
income under Section 103 of the Code, such income will be excludable from
federal gross income of the Unitholder, except in the case of a Unitholder
who is a substantial user (or a person related to such user) of a facility
financed through issuance of any industrial development bonds or certain
private activity bonds held by the Trust. In the case of such Unitholder who
is a substantial user (and no other) interest received and original issue
discount with respect to his Units attributable to such industrial
development bonds or such private activity bonds is includable in his gross
income. In the case of certain corporations, interest on the Bonds is included
in computing the alternative minimum tax pursuant to Sections 56(f) and 56(g)
of the Code, the enviromental tax (the "Superfund Tax") imposed by Sections
59A of the Code, and the branch profits tax imposed by Section 884 of the Code
with repect to U.S. branches of foreign corporations.

    (iii) Gain or loss will be recognized to a Unitholder upon
redemption or sale of his Units.  Such gain or loss is measured by comparing 
the proceeds of such redemption or sale with the adjusted basis of such Units.
Before adjustment, such basis would normally be cost if the Unitholder had
acquired his Units by purchase, plus his aliquot share of advances by the
Trustee to the Trust to pay interest on Bonds delivered after the Unitholder's
settlement date to the extent that such interest accrued on the Bonds during
the period from the Unitholder's settlement date to the date such Bonds are
delivered to the Trust, but only to the extent that such advances are to be
repaid to the Trustee out of interest received by the Fund with respect to
such Bonds.  In addition, such basis will be increased by both the
Unitholder's aliquot share of the accrued original issued discount with
respect to each Bond held by the Trust with respect to which there was an
original issue discount and reduced by the annual amortization of bond
premium, if any, on Bonds held by the Trust.

<PAGE>

    (iv) If the Trustee disposes of a Trust asset (whether by sale, payment on
maturity, redemption or otherwise), gain or loss is recognized to the
Unitholder and the amount thereof is measured by comparing the
Unitholder's aliquot share of the total proceeds from the transaction
with his basis for his fractional interest in the asset disposed of.  Such 
basis is ascertained by apportioning the tax basis for his Units among each 
of the Trust assets (as of the date on which his Units were acquired) ratably 
according to their values as of the valuation date nearest the date on which 
he purchased such Units.  A Unitholder's basis in his Units and of his
fractional interest in each Trust asset must be reduced by the amount of his 
aliquot share of interest received by the Fund, if any, on Bonds delivered
after the Unitholder's settlement date to the extent that such
interest accrued on the Bonds during the period from the Unitholder's
settlement date to the date such Bonds are delivered to the Trust, must be 
reduced by the annual amortization of bond premium, if any, on Bonds held by 
the Trust and must be increased by the Unitholder's share of accrued
original issue discount with respect to each Bond which, at the time
the Bond was issued, had original issue discount.

     (v)  In the case of any Bond held by the Trust where the "stated
redemption price at maturity" exceeds the "issue price," such excess shall
be original issue discount.  With respect to each Unitholder, upon the
purchase of his Units subsequent to the original issuance of Bonds held by the
Trust Section 1272(a)(7) of the Code provides for a reduction in the accrued
"daily portion" of such original issue discount upon the purchase of a Bond
subsequent to the Bond's original issue, under certain circumstances.  In the
case of any Bond held by the Trust the interest on which is excludable from
gross income under Section 103 of the Code, any original issue discount which
accrues with respect thereto will be treated as interest which is excludable
from gross income under Section 103 of the Code.

    (vi)  In the case of any Bond which matures within one year of the date
issued, the accrual of tax-exempt original issue discount will generally be
computed daily on a ratable basis unless the Unitholder elects to accrue such
discount under a constant yield method, compounded daily.

    (vii)  In the case of any Bond which does not mature within one year
after the date issued, tax-exempt original issue discount will accrue
daily, computed generally under a constant yield method, compounded
semiannually (with straight line interpolation between compounding dates).

    (viii)  In the case of Trusts for which Municipal Bond Investors Assurance
Corporation ("MBIA") insurance with respect to each of the Bonds deposited
therein has been obtained by the Depositor or the issuer or underwriter of the
Bonds, we have examined the form of MBIA's policy or several policies of
insurance (the "Policies") which have been delivered to the Trustee.  Assuming
issuance of Policies in such form, in our opinion, any amounts paid under said
Policies representing maturing interest on defaulted obligations held by the
Trustee will be excludable from Federal gross income if, and to the same
extent as, such interest would have been so excludable if paid by the
respective issuer.  Paragraph (ii) of this opinion is accordingly applicable
to Policy proceeds representing maturing interest.
<PAGE>

    Because the Trusts do not include any "specified private activity bonds"
within the meaning of Section 57(a)(5) of the Code issued on or after August
8, 1986, none of the Trust Fund's interest income shall be treated as an item
of tax preference when computing the alternative minimum tax.  In the case of
corporations, for taxable years beginning after December 31, 1986, the alter-
native minimum tax and the Superfund Tax depend upon the corporation's
alternative minimum taxable income ("AMTI"), which is the corporation's
taxable income with certain adjustments.

    Pursuant to Section 56(f) of the Code, one of the adjustment
items used in computing AMTI and the Superfund Tax of a corporation
(other than an S Corporation, Regulated Investment Company, Real Estate
Investment Trust or REMIC) is an amount equal to 50% of the excess of such
corporation's "adjusted net book income" over an amount equal to its AMTI
(before such adjustment item and the alternative tax net operating
loss deduction).  For taxable years beginning after 1989, such adjustment item
will be 75% of the excess of such corporation's "adjusted current earnings"
over an amount equal to its AMTI (before such adjustment item and the
alternative tax net operating net operating loss deduction) pursuant to
Section 56(g) of the Code.  Both "adjusted net book income" and "adjusted
current earnings" include all tax-exempt interest, including interest on all
Bonds in the Trust, and tax-exempt original issue discount.

   Effective for tax returns filed after December 31, 1987,  all taxpayers
are required to disclose to the Internal Revenue Service the amount of
tax-exempt interest earned during the year.

    Section 265 of the Code generally provides for a reduction
in each taxable year of 100% of the otherwise deductible interest on
indebtedness incurred or continued by financial institutions, to which either 
Section 585 or Section 593 of the Code applies, to purchase or carry 
obligations acquired after August 7, 1986, the interest on which is exempt
from federal income taxes for such taxable year.  Under rules prescribed by 
Section 265, the amount of interest otherwise deductible by such financial
institutions in any taxable year which is deemed to be attributable to 
tax-exempt obligations acquired after August 7, 1986 will be the amount
that bears the same ratio to the interest deduction otherwise allowable
(determined without regard to Section 265) to the taxpayer for the taxable
year as the taxpayer's average adjusted basis (within the meaning of Section
1016) of tax-exempt obligations acquired after August 7, 1986, bears to
such average adjusted basis for all assets of the taxpayer, unless such 
financial institution can otherwise establish under regulations to be
prescribed by the Secretary of the Treasury, the amount of interest on 
indebtedness incurred or continued to purchase or carry such obligations.

<PAGE>

    We also call attention to the fact that, under Section 265 of the
Code,  interest on indebtedness incurred or continued to purchase or carry
Units by taxpayers other than certain financial institutions, as referred to
above, is not deductible for Federal income tax purposes. Under rules used by
the Internal Revenue Service for determining when borrowed funds are con-
sidered used for the purpose of purchasing or carrying particular assets, the
purchase of Units may be considered to have been made with borrowed funds even
though the borrowed funds are not directly traceable to the purchase of Units.
However, these rules generally do not apply to interest paid on indebtedness
incurred for expenditures of a personal nature such as a mortgage incurred to
purchase or improve a personal residence.

    "The Revenue Reconciliation Act of 1993" (the "Tax Act") subjects tax-exempt
bonds to the market discount rules of the Code effective for bonds purchased
after April 30, 1993.  In general, market discount is the amount (if any) by
which the stated redemption price at maturity exceeds an investor's purchase
price (except to the extent that such difference, if any, is attributable to
original issue discount not yet accrued).  Market discount can arise based on
the price a Trust pays for Bonds or the price a Unitholder pays for his or her
Units.  Under the Tax Act, accretion of market discount is taxable as ordinary
income; under prior law, the accretion had been treated as capital gain.  Market
discount that accretes while a Trust holds a Bond would be recognized as
ordinary income by the Unitholders when principal payments are received on the
Bond, upon sale or at redemption (including early redemption), or upon the sale
or redemption of his or her Units, unless a Unitholder elects to include market
discount in taxable income as it accrues.
     
    We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement (File No. 33-52317) relating to the Units referred
to above and to the use of our name and to the reference to our firm in said
Registration Statement and in the related Prospectus.

Respectfully submitted,


CHAPMAN AND CUTLER


<PAGE>
          
EXHIBIT 3.3

( ON DAY, BERRY & HOWARD LETTER)

3/17/94

John Nuveen & Co. Incorporated
333 West Wacker Drive
Chicago, Illinois  60606
RE:  Nuveen Tax-Exempt Unit Trust, Series 720
     Connecticut Traditional Trust 263

Gentlemen:

        You have requested that we act as special counsel with respect to
certain Connecticut tax aspects of Connecticut Traditional Trust 263 (the
"Connecticut Traditional Trust"), being created as part of the Nuveen
Tax-Exempt Unit Trust, Series 720 (the "Fund").
       
        The Fund is created under a Trust Indenture and Agreement dated the 
date hereof between John Nuveen & Co. Incorporated, as Depositor, and United 
States Trust Company of New York, as Trustee.  The Fund will issue units in 
several state trusts, one of which is the Connecticut Traditional Trust.
Each unit of the Connecticut Traditional Trust (a "Unit") represents a 
fractional undivided interest in the principal and net income of the 
Connecticut Traditional Trust.  The Connecticut Traditional Trust and the 
trust for any other state included in the Fund will each be administered 
as a separate and distinct entity for all purposes, each having its own 
separate assets, accounts, and certificates.

        You have informed us that, upon the sale of Units of the Connecticut
Traditional Trust to investors (the "Unitholders"), the assets of the
Connecticut Traditional Trust will consist of certain obligations 
(the "Bonds").  Each of the Bonds has been issued by or on behalf of the 
State of Connecticut, a political subdivision thereof, or public 
instrumentality, state or local authority, district, or similar public 
entity created under the laws of the State of Connecticut or by or on 
behalf of a United States territory or possession the interest on the   

<PAGE>

obligations of which Federal law would prohibit Connecticut from taxing 
if received directly by a Unitholder.  In the opinion of bond counsel to the
issuer of each of the Bonds, the interest thereon is exempt from Federal 
income taxation. Distributions to Unitholders of interest received by the 
Connecticut Traditional Trust and of amounts received thereby upon the
maturity, redemption, sale, or other disposition of the Bonds will be made 
semi-annually except in the case of Unitholders who have elected a shorter 
distribution period.

        You have informed us that, in the opinion of Messrs. Chapman and 
Cutler, for Federal income tax purposes (i) the Connecticut Traditional Trust
will not be classified as an association, but will be governed by the
provisions of subchapter J of chapter 1 of the Internal Revenue Code of 1986,
relating to trusts;  (ii) pursuant to subpart E of said subchapter J, each
Unitholder will be considered to be the owner of a portion of each asset of
the Connecticut Traditional Trust and to have a portion of each item of
income of the Connecticut Traditional Trust, in each case such portion being
equal to the part of the whole thereof that the number of Units of the
Connecticut Traditional Trust held by him bears to the total number of
outstanding Units of the Connecticut Traditional Trust; (iii) each such
item of income will have the same character in the hands of a Unitholder as
in the hands of the Trustee; (iv) gain or loss will be recognized by a
Unitholder upon the redemption or sale of his Units or upon the maturity,
redemption, sale, or other disposition of a Bond held by the Connecticut
Traditional Trust; and (v) such income will be excludable from a Unitholder's
Federal gross income to the extent it consists of interest excludable
therefrom for Federal income tax purposes.
 
        Based on the foregoing, and relying explicitly on the opinion of 
Messrs. Chapman and Cutler regarding Federal income tax matters, we are of 
the opinion that, under existing Connecticut law:

1.   The Connecticut Traditional Trust is not liable for any tax on
     or measured by net income imposed by the State of Connecticut.

<PAGE>

2.   Interest income from a Bond held by the Connecticut Traditional
     Trust is not taxable under the Connecticut tax on the Connecticut
     taxable income of individuals, trusts, and estates (the "Connecticut 
     Income Tax"), when such interest is received by the Connecticut 
     Traditional Trust or distributed by it to a Unitholder.

3.   Gains and losses recognized by a Unitholder for Federal income tax 
     purposes upon the maturity, redemption, sale, or other disposition by the 
     Connecticut Traditional Trust of a Bond held by the Connecticut 
     Traditional Trust or upon the redemption, sale, or other disposition of a 
     Unit of the Connecticut Traditional Trust held by a Unitholder are taken 
     into account as gains or losses, respectively, for purposes of the 
     Connecticut Income Tax, except that, in the case of a Unitholder holding
     a Unit of the Connecticut Traditional Trust as a capital asset, such gains
     and losses recognized upon the sale or exchange of a Bond issued by or on
     behalf of the State of Connecticut, any political subdivision thereof, or
     public instrumentality, state or local authority, district, or similar
     public entity created under the laws of the State of Connecticut
     (a "Connecticut Bond") held by the Connecticut Traditional Trust are
     excluded from gains and losses taken into account for purposes of such
     tax and no opinion is expressed as to the treatment for purposes of such
     tax of gains and losses recognized upon the maturity or redemption of a
     Connecticut Bond held by the Connecticut Traditional Trust or, to the 
     extent attributable to Connecticut Bonds, of gains and losses recognized 
     upon the redemption, sale, or other disposition by a Unitholder of a Unit
     of the Connecticut Traditional Trust held by him.

4.   The portion of any interest income or capital gain of the Connecticut
     Traditional Trust that is allocable to a Unitholder that is subject to 
     the Connecticut corporation business tax is includable in the gross 
     income of such Unitholder for purposes of such tax.

<PAGE>

5.   An interest in a Unit of the Connecticut Traditional Trust that is owned
     by or attributable to a Connecticut resident at the time of his death is 
     includable in his gross estate for purposes of the Connecticut succession
     tax and the Connecticut estate tax.

          

        We hereby consent, without admitting that we are in the category of
persons whose consent is required, to the filing of this opinion as an exhibit
to the Registration Statement relating to the Units and to the reference to 
our firm as special Connecticut tax counsel in such Registration Statement 
and the Prospectus contained therein.

        We understand that you may deliver a copy of this opinion to the 
Trustee and hereby consent to the Trustee's relying on this opinion as though 
it were addressed to the Trustee.

Very truly yours,



DAY, BERRY & HOWARD


<PAGE>


EXHIBIT 3.3

(ON ORRICK, HERRINGTON & SUTCLIFFE LETTERHEAD)




3/17/94


John Nuveen & Co. Incorporated
333 W. Wacker Drive
Chicago, Illinois 60606

United States Trust Company of New York
770 Broadway
New York, NY 10003

     Re: Nuveen Tax-Exempt Unit Trust, Series 720
            
            
         California Insured Trust 222  
            
                  

Dear Sirs:

        We have acted as special California counsel for John Nuveen & Co.
Incorporated, as Depositor of the above captioned trust(s) (each a "Trust"),
in connection with the issuance under the Trust Agreement dated 3/17/94,
among John Nuveen & Co. Incorporated, as Depositor, and United States Trust
Company of New York, as Trustee, of units of fractional undivided
interest in each Trust (the "Units") in exchange for certain bonds, as well as
"regular-way" and "when-issued" contracts for the purchase of bonds (such
bonds and contracts are hereinafter referred to collectively as the
Securities").

        In connection therewith, we have examined such corporate records,
certificates and other documents and such questions of law as we have deemed
necessary or appropriate for the purpose of this opinion, and, on the basis
of such examination, and upon existing provisions of the Revenue and Taxation
Code of the State of California, with respect to each Trust, we are of the
opinion that:

        1.  The Trust is not an association taxable as a corporation
and the income of the Trust will be treated as the income of the unitholders
under the income tax laws of California.

        2.  Interest on the underlying Securities (which may include bonds
or other obligations issued by the governments of Puerto Rico, the Virgin
Islands, Guam, or the Northern Mariana Islands) which is exempt from tax
under California personal income tax and property tax laws when received by
the Trust will, under such laws, retain its status as tax-exempt interest when
distributed to unitholders.  However, interest on the underlying securities
attributed to a unitholder which is a corporation subject to the California
franchise tax laws may be includable in such corporation's gross income for
purposes of determining its California franchise tax.

        3.  Under California income tax law, each unitholder in the Trust will
have a taxable event when the Trust disposes of a security (whether by sale,
exchange, redemption, or payment at maturity) or when the unitholder redeems
or sells Units.  Because of the requirement that tax cost basis be reduced to
reflect amortization of bond premium, under some circumstances a
unitholder may realize taxable gain when units are sold or
redeemed for an amount equal to, or less than, their original cost.
The total tax cost of each Unit to a unitholder is allocated among each of
the bond issues held in the Trust (in accordance with the proportion of the
Trust comprised by each bond issue) in order to determine his per unit tax
cost for each bond issue; and the tax cost reduction requirements relating to
amortization of bond premium will apply separately to the per unit cost of
each bond issue.  Unitholders' bases in their Units, and the bases for
their fractional interest in each Trust asset, may have to be adjusted for
their pro rata share of accrued interest received, if any, on securities
delivered after the unitholders' respective settlement dates.

        4.  Under the California personal property tax laws, bonds (including
the Securities) or any interest therein is exempt from such tax.

        5.  Proceeds paid under an insurance policy, if any, issued to the
Trustee of the Trust with respect to the Securities which represent maturing
interest on defaulted obligations held by the Trustee will be exempt from
California personal income tax if, and to the same extent as, such interest
would have been so exempt if paid by the issuer of the defaulted obligations.

<PAGE> 

        6.  Under Section 17280(b)(2) of the California Revenue and
Taxation Code, interest on indebtedness incurred or continued to purchase
or carry Units of the Trust is not deductible for the purposes of the
California personal income tax.  While there presently is no California
authority interpreting this provision, Section 17280(b)(2) directs the
California Francise Tax Board to prescribe regulations determining the
proper allocation and apportionment of interest costs for this purpose.
The Franchise Tax Board has not yet proposed or prescribed such regulations.
In interpreting the generally similar Federal provision, the Internal
Revenue Service has taken the position that such indebtedness need not be
directly traceable to the purchase or carrying of Units (although the Service
has not contended that a deduction for interest on indebtedness incurred
to purchase or improve a personal residence or to purchase goods or services
for personal consumption will be disallowed).  In the absence of conflicting
regulations or other California authority, the California Franchise Tax
Board generally has interpreted California statutory tax provisions in accord
with Internal Revenue Service interpretations of similar Federal provisions.


       Opinions relating to the validity of securities and the exemption of
interest thereon from State of California income tax are rendered by bond
counsel to the issuing authority at the time securities are issued and we
have relied solely upon such opinions, or, as to securities not yet
delivered, forms of such opinions contained in official statements
relating to such securities.  Except in certain instances in which we acted
as bond counsel to issuers of securities, and as such made a review of pro-
ceedings relating to the issuance of certain securities at the time of their
issuance, we have not made any review of proceedings relating to the issuance
of securities or the bases of bond counsels' opinions.

        We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement (File No. 33-52317) relating to the Units referred to
above and to the use of our name and to the reference to our firm in said
Registration Statement and in the related Prospectus.

Very truly yours,



ORRICK, HERRINGTON & SUTCLIFFE
(BY KENNETH G. WHYBURN)




<PAGE>

EXHIBIT 3.3

(On Carlton, Fields, Ward, Emmanuel, Smith & Cutler, P.A. LETTERHEAD)




3/17/94


Nuveen Tax-Exempt Unit Trust, Series 720
Florida Insured Trust 187
John Nuveen & Co. Incorporated
333 W. Wacker Drive
Chicago, Illinois  60606

Attn:  James J. Wesolowski, Esquire
       Vice President, General Counsel
       and Secretary

        Re:   
             Florida Insured Trust 187

Gentlemen:

    We have acted as special Florida counsel to Nuveen Tax-Exempt Unit Trust,
- - including the above-captioned trust (the "Fund") in connection with the
issuance by the Fund of units of fractional undivided interests in the Fund
(the "Units").  In that connection, you have requested our opinion as to the
application of Florida state and local taxes to the Trust (as hereinafter
defined) and to investors who purchase units in the Trust.

    We have not been furnished with a copy of the Registration Statement or 
the prospectus, which is a part of the Registration Statement relating to the
issuance by the Fund of the Units.  However, you have authorized us to assume
that the proposed offer and sale of the Units, including the units of the
Florida Trust, will be carried out in that same manner and upon the same terms
and conditions as those described in any prospectus for a previous Nuveen
Tax-Exempt Unit Trust that contained a Florida Insured Trust.
In addition, you have authorized us to assume and we have assumed that:

    (a)  The Fund has been organized under a Trust Indenture and Agreement
between John Nuveen & Co., Incorporated (the "Depositor") and United States
Trust Company of New York (the "Trustee").

    (b)  The Fund will issue the Units in several State Trusts; one of which
is the Florida Insured Trust (the "Trust").

    (c)  The Units will be purchased by various investors who may be 
individuals or corporations.

    (d)  Each Unit of the Trust represents a fractional undivided interest in
the principal and net income of the Trust in the ratio of ten Units for each
$1,000 principal amount of the obligations initially acquired by the Trust.

    (e)  Each Trust will be administered as a distinct entity with separate
certificates, investments, expenses, books, and records.

    (f)  The assets of the Trust will consist solely of interest-bearing
obligations issued by or on behalf of the State of Florida, its political
subdivisions, and authorities or by the Commonwealth of Puerto Rico, Guam
or the Virgin Islands.

    (g)  Distributions of interest received by the Trust will be made
semi-annually, unless the Unitholder elects otherwise.

    (h)  The interest on all Bonds in the Trust will be exempt from Federal
income tax.(N.1)

    (i)  The Bonds have been issued in strict compliance with all requirements
of Florida, Federal or territorial law.

    (j)  The Fund is a registered investment company under the Investment
Company Act of 1940, as amended.


    In rendering our opinion, you have advised us that Messrs. Chapman and
Cutler have rendered the following opinions and have authorized us to rely 
upon such opinions and we have relied upon such opinions that:

    (a)  The Trust will not be taxable as an association but will be governed 
by the provisions of Subchapter J (relating to trusts) of Chapter 1 of the 
Internal Revenue Code of 1986, as amended.

    (b)  Each Unitholder will be considered as owning a pro-rata share
of each asset of the Trust to which such Unit relates in the proportion
that the number of Units of the Trust held by him bears to the total number of
outstanding Units of the Trust and will be subject to Federal income tax on
the income therefrom under the provisions of Subpart E of Subchapter J of
Chapter 1 of the Internal Revenue Code of 1986, as amended.

    (c)  The Trust will not be subject to Federal income taxes.

<PAGE>

    (d)  For Federal income tax purposes, each item of Trust income will have
the same character in the hands of a Unitholder as it would have in the
hands of the Trustee.  Accordingly, to the extent that the income of the Trust
consists of interest excludable from Federal gross income under Section 103 of
the Internal Revenue Code of 1986, as amended, such income will be excludable
from Federal gross income of the Unitholders.

    (e)  For Federal income tax purposes, each Unitholder will have a
taxable event when, upon redemption or sale of his Units, he receives 
cash or other property.  Gain or loss will be measured by comparing the
proceeds of such a redemption or sale with the Unitholder's adjusted
basis for the Unit.  Before adjustment, generally this basis would be cost, if
the Unitholder had purchased his Units, plus his share of certain
advances by the Trustee to the Trust and certain accrued original issue
discount.  For Federal income tax purposes, if the Trustee disposes of a Trust
asset (whether by sale, payment on maturity, retirement, or otherwise), gain
or loss will be recognized by each Unitholder, and such gain or loss is
computed by measuring the Unitholder's aliquot share of the total
proceeds from the transaction against his basis for his fractional interest in
the asset disposed of (such basis being determined by apportioning the basis
for his Units among all of the Trust's assets ratably according to their
values as of the valuation date nearest the date on which he purchased the
Units).  A Unitholder's basis in his Units and the basis for his
fractional interest in each Trust asset must be reduced by the amount of his
aliquot share of interest received, if any, on Bonds delivered after the
Unitholder's settlement date to the extent that such interest accrued
on the Bonds during the period from the Unitholder's settlement date to
the date such Bonds are delivered to the Trust and must be reduced annually by
amortization of premiums, if any, on obligations held by the Trust.
 
    For the purposes of this letter:

    (a)  "Florida Code" shall mean the Florida Income Tax Code, Chapter 220,
Florida Statutes (Supp. 1992), as amended by Chapter 93-172, laws  of Florida. 
In the Florida Income Tax Code, Chapter 220, Florida Statutes, the Florida 
Legistature has adopted, retroactively to January 1, 1993, the Internal 
Revenue Code of 1986, as amended and in effect on January 1, 1993, as the 
Internal Revenue Code under which a Corporate Unitholder must compute its 
income for purposes of Florida corporate income taxation.

    (b)  "Code" shall mean the Internal Revenue Code of 1986, as
amended and in effect on January 1, 1993.

    (c)  "Non-Corporate Unitholder" shall mean a Unitholder
of the Florida Trust who is an individual not subject to the income
tax on corporations imposed by the Florida Code.

    (d)  "Corporate Unitholder" shall mean a Unitholder of the
Florida Trust that is a corporation subject to the income tax on
corporations imposed by the Florida Code.

    (e)  "Nonbusiness Income" is defined in the Florida Code and shall mean
rents and royalties from real or tangible personal property, capital gains,
interest, dividends, and patent and copyright royalties, to the extent that
they do not arise from transactions and activities in the regular course of a
Corporate Unitholder's trade or business.  The term Nonbusiness Income
does not include income from tangible and intangible property if the
acquisition, management, and disposition of the property constitute integral
parts of a Corporate Unitholder's regular trade or business operations,
or any amounts which could be included in apportionable income without
violating the due process clause of the United States Constitution.  For
purposes of this definition, "income" means gross receipts less all expenses
directly or indirectly attributable thereto.

    (f)  "Commercial domicile" shall mean the place that a corporation
maintains its principal place of business.  The term "commercial domicile" is
not specifically defined in Florida law for Florida corporate income tax
purposes.  However, the Florida Supreme Court has on at least two occasions
attributed meaning to this phrase, and recently enacted legislation amending
how Florida's intangible personal property tax law defines this phrase.  The 
Court has implied that a corporation's commercial domicile is its principal 
place of business, Department of Revenue v. Amrep Corp., 358 So.2d 1343, 1350
(Fla. 1978).  The Court has also stated in another case that a particular
corporation's domicile was in New York City where its head office and the
actual seat of its over-all business government was located and from where
its executive officers regularly exercised their complete authority and
controlled and directed all activities of the corporation, wherever carried
on.  Gay v. Bessemer Properties, Inc., 32 So.2d 587, 591 (Fla. 1947).  In
recently enacted legislation, a corporation is considered to acquire a
commercial domicile in Florida "when it maintains its chief or principal
office in [Florida] where executive or management functions are performed
or where the course of business operations is determined."  Section 199.175
(1)(b), Florida Statutes (1989).

    Based solely upon the assumptions you have permitted us to make and the
opinions of Messrs. Chapman and Cutler upon which you have authorized us to
rely, we are of the opinion that:

    (a)  For Florida state income tax purposes, the Trust will not be subject 
to the income tax imposed by the Florida Code so long as the Trust has no
income subject to federal income taxation.  In addition, political sub-
divisions of Florida do not impose any income taxes.

    (b)  Because Florida does not impose an income tax on individuals,
Non-Corporate Unitholders will not be subject to any Florida income tax
on income realized by the Trust.  Each Corporate Unitholder will be
subject to Florida income taxation on its share of the income realized by the
Trust notwithstanding the tax exempt status of the interest received
from any bonds under Section 103(a) of the Code or any other federal law,
unless the interest income constitutes Nonbusiness Income.  Nevertheless,
any Corporate Unitholder that has its commercial domicile in Florida will be
taxable under the Florida Code on its share of the Trust income which
constitutes Nonbusiness Income.

<PAGE>

    (c)  A Non-Corporate Unitholder will not be subject to Florida
income taxation with respect to gain realized when Bonds held in the Trust 
are sold, redeemed, or paid at maturity.  A Corporate Unitholder will
be subject to Florida income taxation with respect to gain realized on such a 
sale, redemption, or payment at maturity of a Bond held by the Trust, except
to the extent that the gain realized therefrom constitutes Nonbusiness
Income.  Nevertheless, to the extent that gains realized by a Corporate
Unitholder arising from a sale, redemption, or payment at maturity
constitute Nonbusiness Income, such gain will be taxable under the Florida
Code if the Corporate Unitholder's commercial domicile is in Florida.

    (d)  Any gain realized by a Non-Corporate Unitholder from the
redemption, sale, or other disposition of a Unit will not be subject to 
Florida income tax.  Any gain realized by a Corporate Unitholder from
the redemption, sale, or other disposition of a Unit will be subject to 
Florida income tax except to the extent that the gain realized therefrom
constitutes Nonbusiness Income. Nevertheless, to the extent that gain
realized by a Corporate Unitholder arising from a sale, redemption, or
other disposition of a Unit consitutes Nonbusiness Income, such gain will be
taxable under the Florida Code if the Corporate Unitholder's commercial
domicile is in Florida.
 
    (e)  A Non-Corporate Unitholder will not be subject to Florida
income taxation with respect to amounts paid under the Municipal Bond
Investors Assurance Corporation insurance policies representing interest on
defaulted obligations held by the Trustee.  A Corporate Unitholder
will be subject to Florida income taxation on its share of amounts paid under 
the Municipal Bond Investors Assurance Corporation insurance policies
representing maturing interest on defaulted obligations held by the Trustee
except to the extent that such payments constitute Nonbusiness Income as de-
fined in the Florida Code.  Nevertheless, any Corporate Unitholder that
has its commercial domicile in Florida will be taxable under the Florida Code
on its share of amounts paid under the Municipal Bond Investors Assurance
Corporation insurance policies representing maturing interest on defaulted
obligations held by the Trustee even if such payments constitute Nonbusiness
Income.

    (f)  A Non-Corporate Unitholder will not be subject to Florida
income taxation with respect to gain realized with respect to amounts paid 
under the Municipal Bond Investors Assurance Corporation
insurance policies representing principal on defaulted
obligations held by the Trustee.  A Corporate Unitholder will be
subject to Florida income taxation with respect to gain realized on its share 
of amounts paid under the Municipal Bond Investors Assurance Corporation
insurance policies representing principal on defaulted obligations held by
the Trustee except to the extent that the gain realized constitutes
Nonbusiness Income.  Nevertheless, gain realized, by
any Corporate Unitholder that has its commercial domicile in Florida,
on such payments representing principal on defaulted obligations held by the
Trustee, will be taxable under the Florida Code even if such payments
constitute Nonbusiness Income.
 
    (g)  Even if interest on indebtedness incurred or continued by a
Unitholder to purchase Units in the Trust is not deductible for Federal
income tax purposes, under Code section 265(a)(2) or any other law,  it will
be deductible, in effect, by Corporate Unitholders for Florida income tax
purposes if interest earned on the Units is other than Nonbusiness Income.
Nevertheless, if interest earned on the Units is Nonbusiness Income, any
Corporate Unitholder that has its commercial domicile in Florida may reduce
the amount of interest included as Nonbusiness Income by the amount of
expenses directly or indirectly attributable thereto.

    (h)  Trust Units will be subject to Florida estate tax only if owned by
Florida residents and may be subjected to Florida estate tax if owned by other
decendents.  However, the Florida estate tax is limited to the amount of the
credit allowable under the applicable Federal Revenue Act (currently Section
2011 (and in some cases Section 2102) of the Internal Revenue Code of 1986,
as amended) for death taxes actually paid to the several states.

    (i)  Neither the Bonds nor the Units will be subject to the Florida ad
valorem tax or Florida sales or use tax.

    (j)  Because Bonds issued by the State of Florida, its political
subdivisions or by the Commonwealth of Puerto Rico, Guam, or the Virgin
Islands, are exempt from Florida intangible personal property taxation under
Chapter 199, Florida Statutes, the Trust will not be subject to Florida
intangible personal property tax.  In addition, the Unitholders will not be
subject to Florida intangible personal property tax on the Units.

    (k)  The sale, redemption, or other disposition by the Trust of Bonds
issued by the State of Florida, the Commonwealth of Puerto Rico, Guam, or the
Virgin Islands, will not subject either the Trust or the Unitholders to
Florida documentary stamp tax.

    (l)  The issuance and sale of the Units by the Trust will not
subject either the Trust or the Unitholders to Florida documentary
stamp tax.
 
    (m)  The transfer of Units by a Unitholder will not be
subject to Florida documentary stamp tax.

<PAGE>

    This opinion is limited to the law in effect as of the date hereof and
we assume no responsibility for changes in the law that may become effective
subsequent to the date of this opinion.  Furthermore, this letter is not to be
construed as a prediction of a favorable outcome with respect to any issue for
which no favorable prediction is made herein, or as a guaranty of any tax
result, or as offering an assurance or guaranty that a Florida state or local
taxing authority might not differ with our conclusions, or raise other
questions or issues upon audit, or that such action may not be judicially
sustained.

    We have not examined any of the Bonds to be deposited in the Fund and held
by the Trust, and we express no opinion as to whether the interest on any such
Bonds would, in fact, be tax-exempt if directly received by a 
Unitholder; nor have we made any review of the proceedings relating to
the issuance of the Bonds or the basis for the bond counsel opinions or the 
opinions of Messrs. Chapman and Cutler referred to herein.

    We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement (File No. 33-52317) and to the reference to our
firm in such Registration Statement and the Prospectus included
therein. In giving such consent, we do not thereby admit that we are within 
the category of persons whose consent is required by Section 7 of the 
Securities Act of 1933, as amended, and the rules and regulations thereunder.

_______________________
(N.1) Section 2.01 of the Indenture provides that if the Depositor fails to
deposit Bonds, through no fault of its own, the Depositor may, as provided in
Section 3.14 of said Indenture, purchase replacement bonds (referred to as
"New Bonds") that will also be tax exempt bonds issued by the same states or 
their respective political subdivisions.


Very truly yours,



CARLTON FIELDS WARD EMMANUEL SMITH & CUTLER, P.A.
By: David P. Burke


<PAGE>

EXHIBIT 3.3

(ON EDWARDS & ANGELL LETTERHEAD)

3/17/94

Nuveen Tax-Exempt Unit Trust,
  Series 720
In care of John Nuveen & Co.
  Incorporated
333 West Wacker Drive
Chicago, IL  60606

Attention of James J. Wesolowski, Esq.
             Vice President, General Counsel
             and Secretary

United States Trust Company of New York,
as Trustee of Nuveen Tax-Exempt Unit Trust, Series 720
770 Broadway
New York, NY  10003

                 Re:   
                      Massachusetts Insured Trust 111

Dear Sirs:

    We have acted as special counsel, with respect to Massachusetts State and
local tax matters, to the above mentioned Trust(s) ("Trust(s)") of Nuveen Tax-
Exempt Unit Trust, Series 720 (the "Fund") concerning a Registration
Statement (No. 33-52317) on Form S-6 under the Securities Act of 1933, as
amended (the "Registration Statement"), covering the issuance by the Fund
of Units of fractional undivided interest in the Fund.

    We have not been furnished with a copy of the Registration Statement or
the prospectus, which is a part of the Registration Statement, relating to the
issuance by the Fund of the Units.  However, John Nuveen & Co. Incorporated
has authorized us to assume that the proposed offer and sale of the Units will
be carried out in that same manner and upon the same terms and conditions as
that described in the prospectus for the Nuveen Tax-Exempt Unit Trust, Series
351 - Massachusetts Trust 182, dated November 6, 1985.

    We have been furnished with a copy of the opinion of Chapman and Cutler
on the federal tax status of the Fund, its constituent Trusts and their
Unitholders.

    In addition, we have also examined applicable Massachusetts law and a
ruling of the Massachusetts Department of Revenue dated February 7, 1985,
relating to Multi-State Series 162.

     Based on the foregoing it is our opinion that under existing law and
administration of the affairs of the Trust(s):

     A.  For Massachusetts income tax purposes, each Trust will be treated
         as a corporate trust under Section 8 of Chapter 62 of the
         Massachusetts General Laws ("M.G.L.") and not as a grantor trust
         under Section 10(e) of M.G.L. Chapter 62.

     B.  The Trust(s) will not be held to be engaging in business in
         Massachusetts within the meaning of said Section 8 and will,
         therefore, not be subject to Massachusetts income tax.
     C.  Unitholders who are subject to Massachusetts income taxation
         under M.G.L. Chapter 62 will not be required to include their
         respective shares of the earnings of or distributions from the
         Trust(s) in their Massachusetts gross income to the extent that such
         earnings or distributions represent tax-exempt interest excludable
         from gross income for federal income tax purposes received by the
         Trust(s) on obligations issued by Massachusetts, its counties,
         municipalities, authorities, political subdivisions or
         instrumentalities or by Puerto Rico, the Virgin Islands, Guam,
         the Northern Mariana Islands or other possessions of the United
         States within the meaning of Section 103(c) of the Internal Revenue
         Code of 1986, as amended ("Obligations").

     D.  In the case of a Massachusetts Insured Trust, Unitholders who are
         subject to Massachusetts income taxation under M.G.L. Chapter 62
         will not be required to include their respective shares of the
         earnings of or distributions from such Trust in their Massachsetts
         gross income to the extent that such earnings or distributions are
         derived from the proceeds of insurance obtained by the Sponsor of
         such Trust or by the issuer or underwriter of an obligation held
         by such Trust that represent maturing interest on defaulted
         obligations held by the Trustee, if and to the same extent that
         such earnings or distributions would have been excludable from the
         gross income of such Unitholders if derived from interest paid by
         the issuer of the defaulted obligation.

     E.  Unitholders which are corporations subject to taxation
         under M.G.L. Chapter 63 will be required to include their
         respective shares of the earnings of or distributions from the
         Trust(s) in their Massachusetts gross income to the extent that such
         earnings or distributions represent interest from bonds, notes or
         indebtedness of any state, including Massachusetts, except for
         interest which is specifically exempted from such tax by the acts
         authorizing issuance of said Obligations.

     F.  Each Trust's capital gains and/or capital losses which are includable
         in the federal gross income of Unitholders who are
         subject to Massachusetts income taxation under M.G.L. Chapter 62,
         or Unitholders which are corporations subject to
         Massachusetts taxation under M.G.L. Chapter 63 will be included as
         capital gains and/or losses in the Unitholders' Massachusetts
         gross income, except for capital gain which is specifically exempted
         from taxation under such Chapters by the acts authorizing issuance of
         said Obligations.

     G.  Unitholders which are corporations subject to tax under
         M.G.L. Chapter 63 and which are tangible property corporations will
         not be required to include the Units when determining the value
         of their tangible property; such Unitholders which are
         intangible property corporations will be required to include the
         Units when determining their net worth.

     H.  Gains or losses realized on sales or redemptions of Units by
         Unitholders who are subject to Massachusetts income taxation
         under M.G.L. Chapter 62 or Unitholders which are corporations
         subject to Massachusetts taxation under M.G.L. Chapter 63 will be
         includable in their Massachusetts gross income.  In determining such
         gain or loss Unitholders will, to the same extent required for
         Federal tax purposes, have to adjust their tax bases for their Units
         for accrued interest received, if any, on Obligations delivered to
         the Trustee after the Unitholders pay for their Units, for
         amortization of premiums, if any, on Obligations held by the
         Trust(s), and for accrued original issue discount with respect to
         each Obligation which, at the time the Obligation was issued, had
         original issue discount.

     I.  The Units of the Trust(s) are not subject to any property tax levied
         by Massachusetts or any political subdivision thereof, nor to any
         income tax levied by any such political subdivision.  They are
         includable in the gross estate of a deceased Unitholder who is a
         resident of Massachusetts for purposes of the Massachusetts Estate
         Tax.

     The foregoing opinions are based upon present provisions of federal and
Massachusetts law, administrative interpretations thereof and court decisions.
With respect to Unitholders which are corporations subject to
Massachusetts taxation under M.G.L. Chapter 63, no opinion is rendered on the
includability of their respective shares of the earnings of or distributions
from the Trust(s) in their Massachusetts gross income to the extent that such
earnings or distributions represent interest from bonds, notes, or indebted-
ness of Puerto Rico, the Virgin Islands, Guam, the Northern Mariana Islands or
other possessions of the United States within the meaning of Section 103(c)
of the Internal Revenue Code of 1986, as amended.

     We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement and to the reference to our firm in such Registration
Statement and the Prospectus included therein.

Very truly yours,



EDWARDS & ANGELL


<PAGE>

EXHIBIT 3.3


(ON DICKINSON, WRIGHT, MOON, VAN DUSEN & FREEMAN LETTERHEAD)

3/17/94




John Nuveen & Co. Incorporated
333 W. Wacker Drive
Chicago, Illinois  60606

United States Trust Company of New York,
as Trustee
770 Broadway
New York, New York  10003

Re:  Nuveen Tax-Exempt Unit Trust, Series 720
 
Michigan Insured Trust 53

Gentlemen:

    We have acted as special Michigan counsel to the captioned Trust(s)(the
"Michigan Trust(s)") of Nuveen Tax-Exempt Unit Trust - Series 720
(the "Fund") concerning a Registration Statement (No. 33-52317) on Form S-6
under the Securities Act of 1933, as amended, covering the issuance by the
Michigan Trust(s) of Units of fractional undivided interest in the Michigan
Trust(s) (the "Units").

    The Michigan Trust(s) has (have) been organized under a Trust Indenture
and Agreement dated as of 3/17/94 between John Nuveen & Co. Incorporated, as
Depositor ("Nuveen"), and United States Trust Company of New York, as Trustee
("Trustee").  The Fund will contain several trusts, including the Michigan
Trust(s), which will issue the Units.  The Units of the Michigan Trust(s)
will be purchased by various investors (the "Unitholders").  Each Unit of
a Michigan Trust represents a fractional undivided interest in a Michigan
Trust.  The Michigan Trust(s) and the other trusts each will be administered
as a distinct entity with separate certificates, investments, expenses, books
and records.  Further, Nuveen, the Trustee and Municipal Bond Investors
Assurance Corporation will enter into an agreement for any Michigan Insured
Trust providing for the provision of insurance (the "Insurance") against the
nonpayment of principal and interest when due.

    The assets of a Michigan Trust will consist of interest-bearing
obligations issued by or on  behalf of the State of Michigan, and counties,
municipalities, authorities and political subdivisions thereof, and, in
limited instances, bonds issued by Puerto Rico, the Virgin Islands, Guam, the
Northern Mariana Islands or possessions of the United States (the "Bonds").
Distributions of the interest received by a Michigan Trust will generally
be made semi-annually unless the Unitholder elects otherwise.
We have been advised by Nuveen that in the opinion of bond counsel to each
issuer, the interest on all Bonds in a Michigan Trust is exempt from
Federal income tax under existing law.
 
    Chapman and Cutler, counsel for Nuveen, has advised us that for federal
income tax purposes a Michigan Trust will not be taxable as an association
but will be governed by the provisions of Subchapter J (relating to Trusts)
of Chapter 1 of the Internal Revenue Code of 1986, as amended.  Each
Unitholder will be considered the owner of a pro rata portion of the
Unitholder's repective Michigan Trust and will be subject to tax on the income
therefrom under the provisions of Subpart E of Subchapter J of Chapter 1 of
the Internal Revenue Code of 1986, as amended.  A Michigan Trust itself will
not be subject to federal income taxes.  For federal income tax purposes, each
item of income from a Michigan Trust will have the same character in the hands
of a Unitholder as it would have in the hands of the Trustee.  Accordingly, to
the extent that the income of a Michigan Trust consists of interest excludable
from gross income under Section 103 of the Internal Revenue Code of 1986, as
amended, such income will be excludable from federal gross income of the
Unitholder.  In addition, if Insurance has been obtained, Chapman and Cutler
has examined the form of the policy of Insurance being issued with respect to
the Bonds and based thereon has advised us that any amounts paid under the
Insurance representing maturing interest on defaulted obligations held by the
Trustee will be excludable from federal gross income if, and to the same
extent as, such interest would have been so excludable if paid by the
respective issuer.

    Based upon the above information which, with Nuveen's consent, we have
relied upon, it is our opinion that for Michigan state and local tax pur-
poses, a Michigan Trust will be recognized as a trust not taxable as a
corporation.

    We are further of the opinion that under existing law:

    Under the Michigan income tax act, the Michigan single business tax act, 
the Michigan intangibles tax act, the Michigan city income tax act (which
authorizes the only income tax ordinance which may be adopted by cities in 
Michigan), and under the law which authorizes a "first class" school district
to levy an excise tax upon income, the Michigan Trust(s) will not be subject
to tax.  The income of a Michigan Trust will be treated as the income of the
Unitholders and be deemed to have been received by them when received
by their respective Michigan Trust.

    Interest on the Bonds in a Michigan Trust which is exempt from Federal
income tax is exempt from Michigan state and local income taxes and from the
Michigan single business tax.  Further, any amounts paid under any Insurance
representing maturing interest on defaulted obligations held by the Trustee
will be excludable from Michigan state and local income taxes and from the
Michigan single business tax if, and to the same extent as, such interest
would have been so excludable if paid by the respective issuer.
 
    For purposes of the foregoing Michigan tax laws (corporations and
financial institutions are not subject to the Michigan income tax), each 
Unitholder will be considered to have received his pro rata share of
Bond interest when it is received by the Unitholder's respective Michigan
Trust, and each Unitholder will have a taxable event when the Unitholder's
respective Michigan Trust disposes of a Bond (whether by sale, exchange,
redemption or payment at maturity) or when the Unitholder redeems or sells
Units.  Due to the requirement that tax cost be reduced to reflect
amortization of bond premium, under some circumstances a Unitholder may
realize taxable gain when Units are sold or redeemed for an amount equal to,
or less than, their original cost.  The tax cost of each Unit to a Unitholder
will be allocated for purposes of these Michigan tax laws in the same manner
as the cost is allocated for Federal income tax purposes.

<PAGE>

    Pursuant to the position of the Michigan Department of Treasury in a
bulletin dated December 19, 1986, the portion of the tax exempt bond fund
represented by the Bonds will be exempt from the Michigan Intangibles
Tax.  The Department of Treasury has not indicated a position with respect
to treatment of amounts paid under a policy of insurance with respect to
maturing interest on defaulted obligations (which amounts would have been
exludable if paid by the respective issuer)  for purposes of determining
the income base for the Michigan Intangibles Tax.

    If a Unitholder is subject to the Michigan single business tax (i.e.
is engaged in a "business activity" as defined in the Michigan single
business tax act) and has a taxable event for Federal income tax purposes
when a Michigan Trust sells or exchanges Bonds or the Unitholder
sells or exchanges Units, such event may impact on the adjusted tax base upon
which the single business tax is computed.  Any capital gain or loss realized
from such taxable event which was included in the computation of the
Unitholder's Federal taxable income, plus the portion, if any, of such
capital gain excluded in such computation and minus the portion, if any, of
such capital loss not deducted in such computation for the year the loss
occurred, will be included in the adjusted tax base.  The adjusted tax base
of any person other than a corporation is affected by any gain or loss
realized from the taxable event only to the extent that the resulting Federal
taxable income is derived from "business activity".
 
    We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement (File No. 33-52317) relating to the Units and to
the reference to our Firm as special Michigan counsel in the Registration 
Statement and in the related Prospectus.

Very truly yours,


DICKINSON, WRIGHT, MOON, VAN DUSEN & FREEMAN 

<PAGE>

EXHIBIT 3.3

(ON PITNEY, HARDIN, KIPP & SZUCH LETTERHEAD)

3/17/94

John Nuveen & Co. Incorporated
333 West Wacker Drive
Chicago, Illinois  60606

RE:  Nuveen Tax-Exempt Unit Trust, Series 720
      
     New Jersey Insured Trust 173

Gentlemen:

    We have acted as special counsel, with respect to New Jersey state tax
matters, to Nuveen Tax-Exempt Unit Trust, Series 720 (the "Fund")
concerning a Registration Statement (No. 33-52317) on Form S-6 under the
Securities Act of 1933, as amended, covering the issuance by the Fund of units
of fractional undivided interest (the "Units") in several state trusts (the
"State Trusts"), one of which is the above-captioned trust ("New
Jersey Trust").  Such Units will be purchased by various investors
("Unitholders").

     The Fund is organized under a Trust Indenture and Agreement (the
"Indenture") of even date herewith between John Nuveen & Co. Incorporated (the
"Depositor") and United States Trust Company of New York (the "Trustee").
Each Unit of the New Jersey Trust represents a fractional undivided interest
in the principal and net income of the New Jersey Trust in the ratio of ten
Units for each one thousand dollars ($1,000) of principal amount of the
obligations initially acquired by the New Jersey Trust.  The New Jersey Trust
will be administered as a distinct entity with separate certificates,
investments, expenses, books and records.

    In acting as special counsel, we have examined such documents and records
with respect to the immediately preceding series of Nuveen Tax-Exempt Unit
Trust - Series which included a State Trust consisting primarily of Bonds
(herein defined) (the "Prior Series") as we deem necessary, including, but not
limited to, the Trust Indenture and Agreement (the "Prior Series Indenture")
and the Prospectus.  You have advised that the Indenture is identical in all
material respects to the Prior Series Indenture.  You have also advised that
the opinion of Messrs. Chapman and Cutler with respect to the Federal income
tax status of the Fund, its constituent State Trusts and its Unitholders is
in all material respects identical to the opinion issued by Messrs. Chapman
and Cutler for the Prior Series.

    We note that the assets of the New Jersey Trust will consist of
interest-bearing obligations issued by or on behalf of the State of New
Jersey, and counties, municipalities, authorities and other political
subdivisions thereof, and certain territories of the United States including
Puerto Rico, Guam, the Virgin Islands and the Northern Mariana Islands (the
"Bonds").  Distributions of the interest received by the New Jersey Trust will
be made to each Unitholder semi-annually unless the Unitholder elects to
receive such distributions on a monthly or quarterly basis.  In the
opinion of bond counsel to each issuer, the interest on all Bonds in the New
Jersey Trust is exempt from Federal income tax under existing law.

    We understand that on this date (the "Date of Deposit") the Depositor has
deposited with the Trustee the total principal amount of interest-bearing
obligations and/or contracts for the purchase thereof together with an
irrevocable letter of credit in the amount required for the purchase price and
accrued interest, if any, and an insurance policy or policies purchased by the
Depositor and issued by the Municipal Bond Investors Assurance Corporation
(the "Insurer") evidencing the insurance guaranteeing the timely payment of
principal and interest of some of the obligations comprising the corpus of the
Fund, as more fully set forth in the Preliminary Prospectus.  All other
obligations included in the deposit described above will be covered by
insurance obtained by the issuer of such obligations from the Insurer
guaranteeing timely payment of principal and interest.  Such insurance will
provide that the amount paid by the Insurer in respect of any Bond may
not exceed the amount of principal and interest due on the Bond and such
payment will in no event relieve the issuer from its continuing obligation
to pay such defaulted principal and interest in accordance with the terms of
the obligation.

    Section 2.04 of the Indenture provides that each State Trust is a separate
and distinct trust for all purposes, the assets of one State Trust may not be
commingled with the assets of any other State Trust, and that the expenses of
one State Trust shall not be charged against any other State Trust.  Section
2.04 further provides that the certificates representing the ownership of an
undivided fractional interest in one State Trust shall not be exchangeable for
certificates representing the ownership of an undivided fractional interest in
any other State Trust.

<PAGE>

     The Indenture provides further, among other things, that the Trustee
shall:

    A.  Collect all interest and monies payable to the New Jersey Trust, and
hold the funds collected in trust on behalf of the Unitholders of the
New Jersey Trust;

    B.  Set aside from such funds any amounts necessary for the reimbursement
of advances and for the payment of expenses, taxes and governmental charges in
respect of the New Jersey Trust;

    C.  Distribute all remaining amounts semi-annually, or monthly or
quarterly if so elected by a Unitholder, to the Unitholders in proportion
to their interest in the New Jersey Trust;

    D.  Redeem any certificates tendered for redemption by a Unitholder
provided that the Trustee has notified the Depositor of the tender and the
Depositor has failed to indicate within a time specified in the Indenture that
it will purchase the tendered certificates from the tendering Unitholder;

    E.  Sell or liquidate any or all Bonds at the sole direction of the
Depositor and at such price and time and in such manner as shall be determined
by the Depositor, provided that the Depositor has determined that any one or
more of certain conditions specified in the Indenture exists;

    F.  In connection with an offer made by an obligor of any of the Bonds to
issue new obligations, in exchange and substitution for any issue of Bonds
pursuant to a plan for the refunding or refinancing of such Bonds, pursuant to
the sole instruction of the Depositor in writing, reject such offer and either
hold or sell such Bonds, or accept or reject such offer or to take any other
action with respect thereto as the Depositor may deem proper; and

    G.  At the direction of the Depositor, acquire Replacement Bonds, as
defined in the Prospectus, to make up the original corpus of the New Jersey
Trust in the event of a failure to deliver any Bond that has been purchased
for the New Jersey Trust under a contract, including those Bonds purchased on
a "when, as and if issued" basis.

    The Trustee has no power of sale except (a) on order of the Depositor as
stated herein, (b) to provide funds, not otherwise available, to pay taxes,
charges, expenses, fees or indemnities, (c) in case of default on any of the
Bonds, but only after notification of the Depositor, and provided that the
Depositor has not, within 30 days of such notification, given any instructions
to sell or to hold, or has not taken any other action in connection with, such
Bonds, or (d) for the purpose of redeeming certificates tendered by any
Unitholder.  The Trustee has no  power to reinvest, except as stated in
Section 3.08 of the Indenture.  Such limited power of reinvestment is in
furtherance of the Trustee's obligation to protect the trust assets, and does
not constitute power to vary investments.

    The Indenture provides further, among other things, that the Unitholders:

    A.  May tender their certificate or certificates to the Trustee for
redemption except in limited circumstances;

    B.  Will not have any right to vote or in any manner otherwise control the
operation and management of the Fund, the New Jersey Trust, or the obligations
of the Depositor or Trustee;

    C.  May elect to receive distributions from the New Jersey Trust on a
monthly or quarterly basis;

    D.  May terminate the New Jersey Trust at any time by written consent of
100% of the Unitholders of the New Jersey Trust; and

    E.  Shall be under no liability to any third persons by reason of any
action taken by the Depositor or Trustee or any other Unitholder, or any
other cause whatsoever.

<PAGE>

    You have advised that, in the opinion of Messrs. Chapman and Cutler, for
Federal income tax purposes the Fund and New Jersey Trust will not be taxable
as a corporation or association but will be governed by the provisions of
Subchapter J (relating to trusts) of Chapter 1 of the Internal Revenue Code of
1986, as amended.  Each Unitholder will be considered the owner of a
pro rata portion of the New Jersey Trust and will be subject to tax on the
income therefrom under the provisions of Subpart E of Subchapter J of
Chapter 1 of the Internal Revenue Code of 1986, as amended.  The New Jersey
Trust itself will not be subject to Federal income taxes.  For Federal income
tax purposes, each item of trust income will have the same character in the
hands of the Unitholder as it would have in the hands of the Trustee.
Accordingly, to the extent that the income of the New Jersey Trust consists
of interest excludable from gross income under Section 103 of the Internal
Revenue Code of 1986, as amended, such income will be excludable from Federal
gross income of the Unitholder.  Furthermore, any proceeds paid under
the insurance policy or policies issued to the Trustee of the Fund with re-
spect to each Bond which represent maturing interest on defaulted obligations
held by the Trustee will be excludable from Federal gross income if, and to
the same extent as, such interest would have been so excludable if paid by the
issuer of the defaulted obligations and the excludability from Federal
gross income of interest on Bonds which may be insured by  policies issued
directly to the respective Bond issuers will not be affected if the source
of any interest payment is from policy proceeds.

    Based on our examination of the Prior Series Indenture, your advice that
the  Indenture is identical in all material respects to the Prior Series
Indenture, your advice that the opinion of Messrs. Chapman and Cutler with
respect to the Federal income tax status of the Fund, its constituent State
Trusts and its Unitholders dated as of the date hereof is identical in all
material respects to its counterpart in the Prior Series, and, with respect
to Federal income tax matters, with your approval, relying solely upon the
opinion of Messrs. Chapman and Cutler, and our examination of such other
documents, records and matters of law as we deem necessary, we are of the
opinion that for New Jersey state and local tax purposes:

    1.  The New Jersey Trust will be recognized as a trust and not an
association taxable as a corporation.  The New Jersey Trust will not be
subject to the New Jersey Corporation Business Tax or the New Jersey
Corporation Income Tax.

    2.  With respect to the non-corporate Unitholders who are residents
of New Jersey, the income of the New Jersey Trust which is allocable to each
such Unitholder will be treated as the income of such Unitholder
under the New Jersey Gross Income Tax.  Interest on the underlying Bonds which
would be exempt from New Jersey Gross Income Tax if directly received by such
Unitholder will retain its status as tax-exempt interest when received
by the New Jersey Trust and distributed to such Unitholder.  Any
proceeds paid under the insurance policy or policies issued to the Trustee of
the Fund with respect to each Bond or under individual policies obtained by
issuers of Bonds which represent maturing interest on defaulted obligations
held by the Trustee will be exempt from New Jersey Gross Income Tax if, and to
the same extent as, such interest would have been so exempt if paid by the
issuer of the defaulted obligations.

    3.  A non-corporate Unitholder will not be subject to the New
Jersey Gross Income Tax on any gain realized either when the New Jersey Trust
disposes of a Bond (whether by sale, exchange, redemption, or payment at
maturity), when the Unitholder redeems or sells his Units, or upon
payment of any proceeds under the insurance policy or policies issued to
the Trustee of the Fund with respect to each Bond or under individual policies
obtained by issuers of Bonds which represent maturing principal on defaulted
obligations held by the Trustee.  Any loss realized on such disposition may
not be utilized to offset gains realized by such Unitholder on the
disposition of assets the gain on which is subject to the New Jersey Gross
Income Tax.

    4.  Units of the New Jersey Trust may be taxable on the death of a
Unitholder under the New Jersey Transfer Inheritance Tax Law or the New
Jersey Estate Tax Law.

    5.  If a Unitholder is a corporation subject to the New Jersey
Corporation Business Tax or New Jersey Corporation Income Tax, interest from
the Bonds in the New Jersey Trust which is allocable to such corporation will
be includable in its entire net income for purposes of the New Jersey
Corporation Business Tax or New Jersey Corporation Income Tax, less any
interest expense incurred to carry such investment to the extent such interest
expense has not been deducted in computing Federal taxable income.  Net gains
derived by such corporation on the disposition of the Bonds by the New Jersey
Trust or on the disposition of its Units will be included in its entire net
income for purposes of the New Jersey Corporation Business Tax or New Jersey
Corporation Income Tax.  Any proceeds paid under the insurance policy or
policies issued to the Trustee of the Fund with respect to each Bond or
under individual policies obtained by issuers of Bonds which represent
maturing interest or maturing principal on defaulted obligations held by the
Trustee will be included in its entire net income for purposes of the New
Jersey Corporation Business Tax or New Jersey Corporation Income Tax if, and
to the same extent as, such interest or proceeds would have been so included
if paid by the issuer of the defaulted obligations.

<PAGE>

    We have not examined any of the obligations to be deposited in the Fund,
and express no opinion as to whether the interest on any such obligations
would in fact be tax-exempt if directly received by a Unitholder; nor
have we made any review of the proceedings relating to the issuance of Bonds
or the basis for bond counsel opinions.

    We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement and to the reference to our firm and a summary of
this opinion included in such Registration Statement and the Prospectus
included therein.  In giving such consent we do not thereby admit that we
are in the category of persons whose consent is required by Section 7 of
the Securities Act of 1933, as amended, and the rules and regulations
thereunder.

     Except as indicated in the immediately preceding paragraph hereof and
except with our prior written consent, this opinion may not be quoted in
whole or in part or otherwise referred to in any document or instrument
or be furnished to or relied upon by any person other than the addressee
and United States Trust Company of New York, as Trustee (including any
successor trustee).

Very truly yours,



Pitney, Hardin, Kipp & Szuch


<PAGE>

EXHIBIT 4.1

(ON STANDARD & POOR'S CORPORATION LETTERHEAD)

3/17/94

John Nuveen & Company
333 West Wacker Drive
Chicago, Illinois  60606

Re:     NUVEEN TAX EXEMPT UNIT TRUST, SERIES 720

        This is in response to your requests regarding the above-captioned
fund which consists of separate underlying insured and traditional unit
investment trusts, SEC file # 33-52317.

        INSURED TRUSTS.

        With respect to the insured trusts we have reviewed the information
presented to us and have assigned a 'AAA' rating to the units of each insured
trust and a 'AAA' rating to the securities contained in each insured trust.
The ratings are direct reflections of the portfolio of each insured trust,
which will be composed soley of securities covered by bond insurance policies
that insure against default in the payment of principal and interest on the
securities contained in each insured trust for as long as they remain
outstanding.  We understand that the bonds described in the prospectus are the
same as those in the attatched list.  Since such policies have been issued by
MBIA which has been assigned a 'AAA' claims paying ability rating by S&P, S&P
has assigned a 'AAA' to the units of each insured trust and a 'AAA' rating to
the securities contained in each trust.

        You have permission to use the name of Standard & Poor's Corporation
and the above-assigned rating in connection with your dissemination of
information relating to the insured trusts provided that it is understood
that the ratings are not 'market' ratings nor recommendations to buy, hold or
sell the units of the insured trusts or the securities contained in the
insured trusts.  Further, it should be understood the rating on the units of
each insured trust does not take into account the extent to which the trust's
expenses or portfolio asset sales for less than the principal required to be
paid on the portfolio assets.  S&P reserves the right to advise its own
clients, subscribers, and the public of the ratings.  S&P relies on the
sponsor and its counsel, accountants, and other experts for the accuracy and
completeness of the information submitted in connection with the ratings.  S&P
does not independently verify the truth or accuracy of any such information.

        This letter evidences our consent to the use of the name of Standard &
Poor's Corporation in connection with the rating assigned to the units of each
insured trust in the registration statement or prospectus relating to the
units and the trusts.  However, this letter should not be construed as a
consent by us, within the meaning of section 7 of the Securities Act of 1933,
to the use of Standard and Poor's Corporation in connection with the ratings
assigned to the securities contained in the insured trusts.  You are hereby
authorized to file a copy of this letter with the Securities and Exchange
Commission.

        Please be certain to send us three copies of your final prospectus as
soon as it becomes available.  Should we not receive them within a reasonable
time after the closing or should they not conform to certification received by
us, we reserve the right to nullify the ratings.


<PAGE>



        TRADITIONAL TRUSTS.

        With respect to the traditional unit investment trusts within the
above-captioned fund, we have reviewed the information presented to us and we
hereby confirm that the ratings indicated in the prospectus as being assigned
by Standard & Poor's Corporation to the securities contained in each
traditional trust of such fund are, according to our records, the ratings
currently assigned by Standard & Poor's Corporation to such securities.  You
understand that Standard & Poor's Corporation has not consented to, and will
not consent to, being named as "expert" under the federal securities laws,
including and without limitation, Section 7 of the Securities Act of 1933,
with respect to the ratings on any securities contained in any of the
traditional trusts.

        Please note that the 'AAA' rating assigned to the units of each
insured trust does not apply to the units of any of the traditional trusts.


                                          STANDARD & POOR'S CORPORATION

                                          
                                          Vincent S. Orgo



 
<PAGE>

EXHIBIT 4.2

(On Kenny Information Systems, Inc. Letterhead)

3/17/94

John Nuveen & Company
333 West Wacker Drive
Chicago, IL 60606

Re:  Nuveen Tax Exempt Unit Trust, Series 720

Gentlemen:

     We have examined the registration statement File No. 33-52317,
for the above captioned trust.  We hereby acknowledge that
Kenny S&P Services, a division of Kenny Information Systems, Inc.
is currently acting as the evaluator for the trust. We hereby
consent to the use in the Registration Statement of the reference
to Kenny S&P Evaluation Services, a division of Kenny Information
Systems, Inc. as evaluator.
     In addition, we hereby confirm that the ratings indicated in the
Registration Statement for the respective bonds comprising the trust
portfolio are the ratings currently indicated in our KENNYBASE database.

     You are hereby authorized to file a copy of this letter with the
Securities and Exchange Commission.

Sincerely,


F.A. Shinal



<PAGE>


EXHIBIT 4.3

(ON CARTER LEDYARD & MILBURN LETTERHEAD)

3/17/94


Nuveen Tax-Exempt Unit Trust, Series 720
c/o John Nuveen & Co. Incorporated,
as Depositor of Nuveen Tax-Exempt Unit
Trust, Series 720
333 W. Wacker Drive
Chicago, Illinois  60606

RE:  Nuveen Tax-Exempt Unit Trust, Series 720

Dear Sirs:

    We hereby consent to the reference to our firm under the caption "What is
the Tax Status of Unitholders?" in the Registration Statement and
related Prospectus of Nuveen Tax-Exempt Unit Trust, Series 720 for the
registration of units of fractional undivided interest in the Fund in the 
aggregate principal amount as set forth in the Closing Memorandum dated 
today's date.
 
Very truly yours,


CARTER, LEDYARD & MILBURN
 


<PAGE>

                                   MEMORANDUM

                 Nuveen Tax-Exempt Unit Trust, Series 720
                               File No. 33-52317


    The Prospectus and the Indenture filed with Amendment No. 1 of the
Registration Statement on Form S-6 have been revised to reflect information
regarding the execution of the Indenture and the deposit of bonds on 3/17/94,
and to set forth certain statistical data based thereon.  In addition, there 
are a number of other changes from the Prospectus as originally filed to which
reference is made, including the increase in the size of the Fund, a
corresponding increase in the number of Units and a change in the individual
trusts constituting the Fund.  All references to the Units, prices and related
statistical data will apply to each trust of the Fund and the Units thereof
individually.

    Except for such updating, an effort has been made to set forth below each 
of the changes and also to reflect the same by marking the Prospectus 
transmitted with the Amendment.  Also, differences between the Final 
Prospectus relating to the previous series of the Nuveen Tax-Exempt Unit 
Trust and the subject Prospectus have been indicated.

                                    FORM S-6

    FACING SHEET.  The file number is now shown.

                                 THE PROSPECTUS

     PAGE 3.       The "Estimated Long-Term Return" and "Estimated Current
Return" to Unitholders under each Trust under each of the distribution
plans are stated.

     PAGES 4 - 6.  Essential information for each of the Trusts, including
applicable footnotes, has been completed for this Series.

     PAGES 6 - 7.  The date of the Indenture has been inserted in Section 1
along with the size and number of Units of each of the Trusts.

     PAGE 9 et seq. The following information for each Trust appears on the
pages relating to such trust:

         The estimated daily accrual of interest under the plans of
         distribution for each of the Trusts

         Data regarding the composition of the portfolio of each
         Trust

         Disclosure regarding the states' economic and legislative
         matters relevant to investors of state trusts

         Concentrations of issues by purpose in each Trust

         The approximate percentage of the bonds in the
         portfolio of each Trust acquired in distributions where
         the Sponsor was either the sole underwriter or manager
         or member of the underwriting syndicate

         The percentage of "when issued" bonds in the portfolio
         of each Trust

         The schedule of investments for each Trust, including
         the notes thereto

         Descriptions of the opinions of the special tax
         counsel for state trusts

         The Record Dates and Distribution Dates for
         interest distributions for each Trust

         The distribution table for each Trust

         Taxable Equivalent Estimated Current Return Tables for residents
         of the respective jurisdictions

         The statements of condition for each Trust
         and the accountant's report with regard thereto.

                             THE INDENTURE

The Schedules to the Indenture have been completed.


CHAPMAN AND CUTLER


Chicago, Illinois

3/17/94
                                                                      
<PAGE>                                                                        
                                                                              
                                                                              
  STATEMENT OF UNITHOLDER ESTIMATED CASH FLOW                                 
                                                                              
Series:0720   Day of Deposit:March 17, 1994                                   
                                                                              
                                                                              
<TABLE>                                                                       
                                                                              
Connecticut Traditional Trust 263                                             
                                                                              
<CAPTION>   MONTHLY   QUARTERLY  SEMI-ANNUALLY                                
          ------------------------------------                                
<S>         <C>         <C>         <C>                                       
IRR:         5.209       5.217       5.201                                    
CUR RET:     5.262       5.294       5.313                                    
L/T RET:     5.335       5.373       5.392                                    
                                                                              
</TABLE>                                                                      
                                                                              
<TABLE>                                                                       
           ESTIMATED PRINCIPAL AND INTEREST                                   
                DISTRIBUTIONS PER UNIT                                        
          ------------------------------------                                
<CAPTION> MON/YR      MONTHLY   QUARTERLY  SEMI-ANNUALLY                      
- ----------------------------------------------                                
          <S>       <C>         <C>         <C>                               
          MAR 94    -100.510    -100.510    -100.510                          
                                                                              
          APR 94       0.0000      0.0000      0.0000                         
          MAY 94       0.0000      0.0000      0.0000                         
          JUN 94       0.0000      0.0000      0.0000                         
          JUL 94       0.3872      0.3872      0.3872                         
          AUG 94       0.4403      0.0000      0.0000                         
          SEP 94       0.4403      0.8859      0.0000                         
          OCT 94       0.4403      0.0000      0.0000                         
          NOV 94       0.4403      0.0000      0.0000                         
          DEC 94       0.4403      1.3289      2.2228                         
          JAN 95       0.4403      0.0000      0.0000                         
          FEB 95       0.4403      0.0000      0.0000                         
                                                                              
          MAR 95       0.4403      1.3289      0.0000                         
          APR 95       0.4403      0.0000      0.0000                         
          MAY 95       0.4403      0.0000      0.0000                         
          JUN 95       0.4403      1.3289      2.6674                         
          JUL 95       0.4403      0.0000      0.0000                         
          AUG 95       0.4403      0.0000      0.0000                         
          SEP 95       0.4403      1.3289      0.0000                         
          OCT 95       0.4403      0.0000      0.0000                         
          NOV 95       0.4403      0.0000      0.0000                         
          DEC 95       0.4403      1.3289      2.6674                         
          JAN 96       0.4403      0.0000      0.0000                         
          FEB 96       0.4403      0.0000      0.0000                         
                                                                              
          MAR 96       0.4403      1.3289      0.0000                         
          APR 96       0.4403      0.0000      0.0000                         
          MAY 96       0.4403      0.0000      0.0000                         
          JUN 96       0.4403      1.3289      2.6674                         
          JUL 96       0.4403      0.0000      0.0000                         
          AUG 96       0.4403      0.0000      0.0000                         
          SEP 96       0.4403      1.3289      0.0000                         
          OCT 96       0.4403      0.0000      0.0000                         
          NOV 96       0.4403      0.0000      0.0000                         
          DEC 96       0.4403      1.3289      2.6674                         
          JAN 97       0.4403      0.0000      0.0000                         
          FEB 97       0.4403      0.0000      0.0000                         
                                                                              
          MAR 97       0.4403      1.3289      0.0000                         
          APR 97       0.4403      0.0000      0.0000                         
          MAY 97       0.4403      0.0000      0.0000                         
          JUN 97       0.4403      1.3289      2.6674                         
          JUL 97       0.4403      0.0000      0.0000                         
          AUG 97       0.4403      0.0000      0.0000                         
          SEP 97       0.4403      1.3289      0.0000                         
          OCT 97       0.4403      0.0000      0.0000                         
          NOV 97       0.4403      0.0000      0.0000                         
          DEC 97       0.4403      1.3289      2.6674                         
          JAN 98       0.4403      0.0000      0.0000                         
          FEB 98       0.4403      0.0000      0.0000                         
                                                                              
          MAR 98       0.4403      1.3289      0.0000                         
          APR 98       0.4403      0.0000      0.0000                         
          MAY 98       0.4403      0.0000      0.0000                         
          JUN 98       0.4403      1.3289      2.6674                         
          JUL 98       0.4403      0.0000      0.0000                         
          AUG 98       0.4403      0.0000      0.0000                         
          SEP 98       0.4403      1.3289      0.0000                         
          OCT 98       0.4403      0.0000      0.0000                         
          NOV 98       0.4403      0.0000      0.0000                         
          DEC 98       0.4403      1.3289      2.6674                         
          JAN 99       0.4403      0.0000      0.0000                         
          FEB 99       0.4403      0.0000      0.0000                         
                                                                              
                                                                              
<PAGE>
                                                                              
                                                                              
          MAR 99       0.4403      1.3289      0.0000                         
          APR 99       0.4403      0.0000      0.0000                         
          MAY 99       0.4403      0.0000      0.0000                         
          JUN 99       0.4403      1.3289      2.6674                         
          JUL 99       0.4403      0.0000      0.0000                         
          AUG 99       0.4403      0.0000      0.0000                         
          SEP 99       0.4403      1.3289      0.0000                         
          OCT 99       0.4403      0.0000      0.0000                         
          NOV 99       0.4403      0.0000      0.0000                         
          DEC 99       0.4403      1.3289      2.6674                         
          JAN 00       0.4403      0.0000      0.0000                         
          FEB 00       0.4403      0.0000      0.0000                         
                                                                              
          MAR 00       0.4403      1.3289      0.0000                         
          APR 00       0.4403      0.0000      0.0000                         
          MAY 00       0.4403      0.0000      0.0000                         
          JUN 00       0.4403      1.3289      2.6674                         
          JUL 00       0.4403      0.0000      0.0000                         
          AUG 00       0.4403      0.0000      0.0000                         
          SEP 00       0.4403      1.3289      0.0000                         
          OCT 00       0.4403      0.0000      0.0000                         
          NOV 00       0.4403      0.0000      0.0000                         
          DEC 00       0.4403      1.3289      2.6674                         
          JAN 01       0.4403      0.0000      0.0000                         
          FEB 01       0.4403      0.0000      0.0000                         
                                                                              
          MAR 01       0.4403      1.3289      0.0000                         
          APR 01       0.4403      0.0000      0.0000                         
          MAY 01       0.4403      0.0000      0.0000                         
          JUN 01       0.4403      1.3289      2.6674                         
          JUL 01       0.4403      0.0000      0.0000                         
          AUG 01       0.4403      0.0000      0.0000                         
          SEP 01       0.4403      1.3289      0.0000                         
          OCT 01       0.4403      0.0000      0.0000                         
          NOV 01       0.4403      0.0000      0.0000                         
          DEC 01       0.4403      1.3289      2.6674                         
          JAN 02       0.4403      0.0000      0.0000                         
          FEB 02       0.4403      0.0000      0.0000                         
                                                                              
          MAR 02       0.4403      1.3289      0.0000                         
          APR 02       0.4403      0.0000      0.0000                         
          MAY 02       0.4403      0.0000      0.0000                         
          JUN 02       0.4403      1.3289      2.6674                         
          JUL 02       0.4403      0.0000      0.0000                         
          AUG 02       0.4403      0.0000      0.0000                         
          SEP 02       0.4403      1.3289      0.0000                         
          OCT 02       0.4403      0.0000      0.0000                         
          NOV 02       0.4403      0.0000      0.0000                         
          DEC 02       0.4403      1.3289      2.6674                         
          JAN 03       0.4403      0.0000      0.0000                         
          FEB 03       0.4403      0.0000      0.0000                         
                                                                              
          MAR 03       0.4403      1.3289      0.0000                         
          APR 03       0.4403      0.0000      0.0000                         
          MAY 03       0.4403      0.0000      0.0000                         
          JUN 03       0.4403      1.3289      2.6674                         
          JUL 03       0.4403      0.0000      0.0000                         
          AUG 03       0.4403      0.0000      0.0000                         
          SEP 03       0.4403      1.3289      0.0000                         
          OCT 03       0.4403      0.0000      0.0000                         
          NOV 03       0.4403      0.0000      0.0000                         
          DEC 03       0.4403      1.3289      2.6674                         
          JAN 04       0.4403      0.0000      0.0000                         
          FEB 04       0.4403      0.0000      0.0000                         
                                                                              
          MAR 04       0.4403      1.3289      0.0000                         
          APR 04       0.4403      0.0000      0.0000                         
          MAY 04       0.4403      0.0000      0.0000                         
          JUN 04       0.4403      1.3289      2.6674                         
          JUL 04       0.4403      0.0000      0.0000                         
          AUG 04      13.2974     12.8571     12.8571                         
          SEP 04       0.3792      1.2675      0.0000                         
          OCT 04       0.3792      0.0000      0.0000                         
          NOV 04       0.3792      0.0000      0.0000                         
          DEC 04       0.3792      1.1446      2.4208                         
          JAN 05       0.3792      0.0000      0.0000                         
          FEB 05       0.3792      0.0000      0.0000                         
                                                                              
          MAR 05       0.3792      1.1446      0.0000                         
          APR 05       0.3792      0.0000      0.0000                         
          MAY 05       0.3792      0.0000      0.0000                         
          JUN 05       0.3792      1.1446      2.2974                         
          JUL 05       0.3792      0.0000      0.0000                         
          AUG 05       0.3792      0.0000      0.0000                         
          SEP 05       0.3792      1.1446      0.0000                         
          OCT 05       0.3792      0.0000      0.0000                         
          NOV 05       0.3792      0.0000      0.0000                         
          DEC 05       0.3792      1.1446      2.2974                         
          JAN 06       0.3792      0.0000      0.0000                         
          FEB 06       0.3792      0.0000      0.0000                         
                                                                              
                                                                              
<PAGE>
                                                                              
                                                                              
          MAR 06       0.3792      1.1446      0.0000                         
          APR 06      14.6649     14.2857     14.2857                         
          MAY 06       0.3139      0.0000      0.0000                         
          JUN 06       0.3139      1.0133      2.1658                         
          JUL 06       0.3139      0.0000      0.0000                         
          AUG 06       0.3139      0.0000      0.0000                         
          SEP 06       0.3139      0.9477      0.0000                         
          OCT 06       0.3139      0.0000      0.0000                         
          NOV 06       0.3139      0.0000      0.0000                         
          DEC 06       0.3139      0.9477      1.9024                         
          JAN 07       0.3139      0.0000      0.0000                         
          FEB 07       0.3139      0.0000      0.0000                         
                                                                              
          MAR 07       0.3139      0.9477      0.0000                         
          APR 07       0.3139      0.0000      0.0000                         
          MAY 07       0.3139      0.0000      0.0000                         
          JUN 07       0.3139      0.9477      1.9024                         
          JUL 07       0.3139      0.0000      0.0000                         
          AUG 07       0.3139      0.0000      0.0000                         
          SEP 07       0.3139      0.9477      0.0000                         
          OCT 07       0.3139      0.0000      0.0000                         
          NOV 07       0.3139      0.0000      0.0000                         
          DEC 07       0.3139      0.9477      1.9024                         
          JAN 08       0.3139      0.0000      0.0000                         
          FEB 08       0.3139      0.0000      0.0000                         
                                                                              
          MAR 08       0.3139      0.9477      0.0000                         
          APR 08       0.3139      0.0000      0.0000                         
          MAY 08       0.3139      0.0000      0.0000                         
          JUN 08       0.3139      0.9477      1.9024                         
          JUL 08       0.3139      0.0000      0.0000                         
          AUG 08       0.3139      0.0000      0.0000                         
          SEP 08       0.3139      0.9477      0.0000                         
          OCT 08       0.3139      0.0000      0.0000                         
          NOV 08       0.3139      0.0000      0.0000                         
          DEC 08       0.3139      0.9477      1.9024                         
          JAN 09       0.3139      0.0000      0.0000                         
          FEB 09       0.3139      0.0000      0.0000                         
                                                                              
          MAR 09       0.3139      0.9477      0.0000                         
          APR 09       0.3139      0.0000      0.0000                         
          MAY 09       0.3139      0.0000      0.0000                         
          JUN 09       0.3139      0.9477      1.9024                         
          JUL 09       0.3139      0.0000      0.0000                         
          AUG 09       0.3139      0.0000      0.0000                         
          SEP 09       0.3139      0.9477      0.0000                         
          OCT 09       0.3139      0.0000      0.0000                         
          NOV 09       0.3139      0.0000      0.0000                         
          DEC 09       0.3139      0.9477      1.9024                         
          JAN 10       0.3139      0.0000      0.0000                         
          FEB 10       0.3139      0.0000      0.0000                         
                                                                              
          MAR 10       0.3139      0.9477      0.0000                         
          APR 10       0.3139      0.0000      0.0000                         
          MAY 10       0.3139      0.0000      0.0000                         
          JUN 10       0.3139      0.9477      1.9024                         
          JUL 10       0.3139      0.0000      0.0000                         
          AUG 10       0.3139      0.0000      0.0000                         
          SEP 10       0.3139      0.9477      0.0000                         
          OCT 10       0.3139      0.0000      0.0000                         
          NOV 10       0.3139      0.0000      0.0000                         
          DEC 10       0.3139      0.9477      1.9024                         
          JAN 11       0.3139      0.0000      0.0000                         
          FEB 11       0.3139      0.0000      0.0000                         
                                                                              
          MAR 11       0.3139      0.9477      0.0000                         
          APR 11       0.3139      0.0000      0.0000                         
          MAY 11       0.3139      0.0000      0.0000                         
          JUN 11       0.3139      0.9477      1.9024                         
          JUL 11       0.3139      0.0000      0.0000                         
          AUG 11       0.3139      0.0000      0.0000                         
          SEP 11       0.3139      0.9477      0.0000                         
          OCT 11       0.3139      0.0000      0.0000                         
          NOV 11       0.3139      0.0000      0.0000                         
          DEC 11       0.3139      0.9477      1.9024                         
          JAN 12       0.3139      0.0000      0.0000                         
          FEB 12       0.3139      0.0000      0.0000                         
                                                                              
          MAR 12       0.3139      0.9477      0.0000                         
          APR 12       0.3139      0.0000      0.0000                         
          MAY 12       0.3139      0.0000      0.0000                         
          JUN 12       0.3139      0.9477      1.9024                         
          JUL 12       0.3139      0.0000      0.0000                         
          AUG 12       0.3139      0.0000      0.0000                         
          SEP 12       0.3139      0.9477      0.0000                         
          OCT 12       0.3139      0.0000      0.0000                         
          NOV 12       0.3139      0.0000      0.0000                         
          DEC 12       0.3139      0.9477      1.9024                         
          JAN 13       0.3139      0.0000      0.0000                         
          FEB 13       0.3139      0.0000      0.0000                         
                                                                              
                                                                              
<PAGE>
                                                                              
                                                                              
          MAR 13       0.3139      0.9477      0.0000                         
          APR 13       0.3139      0.0000      0.0000                         
          MAY 13      15.3139     15.0000     15.0000                         
          JUN 13       0.2455      0.8789      1.8333                         
          JUL 13       0.2455      0.0000      0.0000                         
          AUG 13       0.2455      0.0000      0.0000                         
          SEP 13       0.2455      0.7411      0.0000                         
          OCT 13       0.2455      0.0000      0.0000                         
          NOV 13       0.2455      0.0000      0.0000                         
          DEC 13       0.2455      0.7411      1.4877                         
          JAN 14       0.2455      0.0000      0.0000                         
          FEB 14       0.2455      0.0000      0.0000                         
                                                                              
          MAR 14       0.2455      0.7411      0.0000                         
          APR 14       0.2455      0.0000      0.0000                         
          MAY 14       0.2455      0.0000      0.0000                         
          JUN 14       0.2455      0.7411      1.4877                         
          JUL 14       0.2455      0.0000      0.0000                         
          AUG 14       0.2455      0.0000      0.0000                         
          SEP 14       0.2455      0.7411      0.0000                         
          OCT 14       0.2455      0.0000      0.0000                         
          NOV 14       0.2455      0.0000      0.0000                         
          DEC 14       0.2455      0.7411      1.4877                         
          JAN 15       0.2455      0.0000      0.0000                         
          FEB 15       0.2455      0.0000      0.0000                         
                                                                              
          MAR 15       0.2455      0.7411      0.0000                         
          APR 15       0.2455      0.0000      0.0000                         
          MAY 15       0.2455      0.0000      0.0000                         
          JUN 15       0.2455      0.7411      1.4877                         
          JUL 15       0.2455      0.0000      0.0000                         
          AUG 15       0.2455      0.0000      0.0000                         
          SEP 15       0.2455      0.7411      0.0000                         
          OCT 15       0.2455      0.0000      0.0000                         
          NOV 15       0.2455      0.0000      0.0000                         
          DEC 15       0.2455      0.7411      1.4877                         
          JAN 16       0.2455      0.0000      0.0000                         
          FEB 16       0.2455      0.0000      0.0000                         
                                                                              
          MAR 16       0.2455      0.7411      0.0000                         
          APR 16       0.2455      0.0000      0.0000                         
          MAY 16       0.2455      0.0000      0.0000                         
          JUN 16       0.2455      0.7411      1.4877                         
          JUL 16       0.2455      0.0000      0.0000                         
          AUG 16       0.2455      0.0000      0.0000                         
          SEP 16       0.2455      0.7411      0.0000                         
          OCT 16       0.2455      0.0000      0.0000                         
          NOV 16       0.2455      0.0000      0.0000                         
          DEC 16       0.2455      0.7411      1.4877                         
          JAN 17       0.2455      0.0000      0.0000                         
          FEB 17       0.2455      0.0000      0.0000                         
                                                                              
          MAR 17       0.2455      0.7411      0.0000                         
          APR 17       0.2455      0.0000      0.0000                         
          MAY 17       0.2455      0.0000      0.0000                         
          JUN 17       0.2455      0.7411      1.4877                         
          JUL 17       0.2455      0.0000      0.0000                         
          AUG 17       0.2455      0.0000      0.0000                         
          SEP 17       0.2455      0.7411      0.0000                         
          OCT 17       0.2455      0.0000      0.0000                         
          NOV 17       0.2455      0.0000      0.0000                         
          DEC 17       0.2455      0.7411      1.4877                         
          JAN 18       0.2455      0.0000      0.0000                         
          FEB 18       0.2455      0.0000      0.0000                         
                                                                              
          MAR 18       0.2455      0.7411      0.0000                         
          APR 18       0.2455      0.0000      0.0000                         
          MAY 18       0.2455      0.0000      0.0000                         
          JUN 18       0.2455      0.7411      1.4877                         
          JUL 18       0.2455      0.0000      0.0000                         
          AUG 18       0.2455      0.0000      0.0000                         
          SEP 18       0.2455      0.7411      0.0000                         
          OCT 18       0.2455      0.0000      0.0000                         
          NOV 18       0.2455      0.0000      0.0000                         
          DEC 18       0.2455      0.7411      1.4877                         
          JAN 19       0.2455      0.0000      0.0000                         
          FEB 19       0.2455      0.0000      0.0000                         
                                                                              
          MAR 19       0.2455      0.7411      0.0000                         
          APR 19       0.2455      0.0000      0.0000                         
          MAY 19       0.2455      0.0000      0.0000                         
          JUN 19       0.2455      0.7411      1.4877                         
          JUL 19       0.2455      0.0000      0.0000                         
          AUG 19       0.2455      0.0000      0.0000                         
          SEP 19       0.2455      0.7411      0.0000                         
          OCT 19       0.2455      0.0000      0.0000                         
          NOV 19       0.2455      0.0000      0.0000                         
          DEC 19       0.2455      0.7411      1.4877                         
          JAN 20       0.2455      0.0000      0.0000                         
          FEB 20       0.2455      0.0000      0.0000                         
                                                                              
                                                                              
<PAGE>
                                                                              
                                                                              
          MAR 20       0.2455      0.7411      0.0000                         
          APR 20       0.2455      0.0000      0.0000                         
          MAY 20       0.2455      0.0000      0.0000                         
          JUN 20       0.2455      0.7411      1.4877                         
          JUL 20       0.2455      0.0000      0.0000                         
          AUG 20       0.2455      0.0000      0.0000                         
          SEP 20       0.2455      0.7411      0.0000                         
          OCT 20       0.2455      0.0000      0.0000                         
          NOV 20       0.2455      0.0000      0.0000                         
          DEC 20       0.2455      0.7411      1.4877                         
          JAN 21       0.2455      0.0000      0.0000                         
          FEB 21       0.2455      0.0000      0.0000                         
                                                                              
          MAR 21       0.2455      0.7411      0.0000                         
          APR 21       0.2455      0.0000      0.0000                         
          MAY 21       0.2455      0.0000      0.0000                         
          JUN 21       0.2455      0.7411      1.4877                         
          JUL 21       0.2455      0.0000      0.0000                         
          AUG 21       0.2455      0.0000      0.0000                         
          SEP 21       0.2455      0.7411      0.0000                         
          OCT 21       0.2455      0.0000      0.0000                         
          NOV 21       0.2455      0.0000      0.0000                         
          DEC 21       0.2455      0.7411      1.4877                         
          JAN 22       0.2455      0.0000      0.0000                         
          FEB 22       0.2455      0.0000      0.0000                         
                                                                              
          MAR 22       0.2455      0.7411      0.0000                         
          APR 22       0.2455      0.0000      0.0000                         
          MAY 22       0.2455      0.0000      0.0000                         
          JUN 22       0.2455      0.7411      1.4877                         
          JUL 22       0.2455      0.0000      0.0000                         
          AUG 22      28.8169     28.5714     28.5714                         
          SEP 22       0.1215      0.6164      0.0000                         
          OCT 22       0.1215      0.0000      0.0000                         
          NOV 22       0.1215      0.0000      0.0000                         
          DEC 22       0.1215      0.3671      0.9872                         
          JAN 23       0.1215      0.0000      0.0000                         
          FEB 23       0.1215      0.0000      0.0000                         
                                                                              
          MAR 23       0.1215      0.3671      0.0000                         
          APR 23       0.1215      0.0000      0.0000                         
          MAY 23       0.1215      0.0000      0.0000                         
          JUN 23       0.1215      0.3671      0.7370                         
          JUL 23       0.1215      0.0000      0.0000                         
          AUG 23      14.4073     14.2857     14.2857                         
          SEP 23       0.0641      0.3092      0.0000                         
          OCT 23       0.0641      0.0000      0.0000                         
          NOV 23       0.0641      0.0000      0.0000                         
          DEC 23       0.0641      0.1935      0.5046                         
          JAN 24       0.0641      0.0000      0.0000                         
          FEB 24       0.0641      0.0000      0.0000                         
                                                                              
          MAR 24       0.0641      0.1935      0.0000                         
          APR 24       0.0641      0.0000      0.0000                         
          MAY 24       0.0641      0.0000      0.0000                         
          JUN 24       0.0641      0.1935      0.3884                         
          JUL 24       0.0641      0.0000      0.0000                         
          AUG 24       0.0641      0.0000      0.0000                         
          SEP 24       0.0641      0.1935      0.0000                         
          OCT 24       0.0641      0.0000      0.0000                         
          NOV 24       0.0641      0.0000      0.0000                         
          DEC 24       0.0641      0.1935      0.3884                         
          JAN 25       0.0641      0.0000      0.0000                         
          FEB 25       0.0641      0.0000      0.0000                         
                                                                              
          MAR 25       0.0641      0.1935      0.0000                         
          APR 25       0.0641      0.0000      0.0000                         
          MAY 25       0.0641      0.0000      0.0000                         
          JUN 25       0.0641      0.1935      0.3884                         
          JUL 25       0.0641      0.0000      0.0000                         
          AUG 25       0.0641      0.0000      0.0000                         
          SEP 25       0.0641      0.1935      0.0000                         
          OCT 25       0.0641      0.0000      0.0000                         
          NOV 25       0.0641      0.0000      0.0000                         
          DEC 25       0.0641      0.1935      0.3884                         
          JAN 26       0.0641      0.0000      0.0000                         
          FEB 26       0.0641      0.0000      0.0000                         
                                                                              
          MAR 26       0.0641      0.1935      0.0000                         
          APR 26       0.0641      0.0000      0.0000                         
          MAY 26       0.0641      0.0000      0.0000                         
          JUN 26       0.0641      0.1935      0.3884                         
          JUL 26       0.0641      0.0000      0.0000                         
          AUG 26       0.0641      0.0000      0.0000                         
          SEP 26       0.0641      0.1935      0.0000                         
          OCT 26       0.0641      0.0000      0.0000                         
          NOV 26       0.0641      0.0000      0.0000                         
          DEC 26       0.0641      0.1935      0.3884                         
          JAN 27       0.0641      0.0000      0.0000                         
          FEB 27       0.0641      0.0000      0.0000                         
                                                                              
                                                                              
<PAGE>
                                                                              
                                                                              
          MAR 27       0.0641      0.1935      0.0000                         
          APR 27       0.0641      0.0000      0.0000                         
          MAY 27       0.0641      0.0000      0.0000                         
          JUN 27       0.0641      0.1935      0.3884                         
          JUL 27       0.0641      0.0000      0.0000                         
          AUG 27       0.0641      0.0000      0.0000                         
          SEP 27       0.0641      0.1935      0.0000                         
          OCT 27       0.0641      0.0000      0.0000                         
          NOV 27       0.0641      0.0000      0.0000                         
          DEC 27       0.0641      0.1935      0.3884                         
          JAN 28       0.0641      0.0000      0.0000                         
          FEB 28       0.0641      0.0000      0.0000                         
                                                                              
          MAR 28       0.0641      0.1935      0.0000                         
          APR 28       0.0641      0.0000      0.0000                         
          MAY 28       0.0641      0.0000      0.0000                         
          JUN 28       0.0641      0.1935      0.3884                         
          JUL 28       0.0641      0.0000      0.0000                         
          AUG 28       0.0641      0.0000      0.0000                         
          SEP 28       0.0641      0.1935      0.0000                         
          OCT 28      15.0641     15.0645     15.2589                         
                                                                              
</TABLE>                                                                      
                                                                              
                                                                              
                                                                              
<PAGE>                                                                        
                                                                              
                                                                              
<TABLE>                                                                       
                                                                              
Intermediate Insured Trust 73                                                 
                                                                              
<CAPTION>   MONTHLY   QUARTERLY  SEMI-ANNUALLY                                
          ------------------------------------                                
<S>         <C>         <C>         <C>                                       
IRR:         4.523       4.538       4.532                                    
CUR RET:     4.770       4.802       4.820                                    
L/T RET:     4.911       4.940       4.959                                    
                                                                              
</TABLE>                                                                      
                                                                              
<TABLE>                                                                       
           ESTIMATED PRINCIPAL AND INTEREST                                   
                DISTRIBUTIONS PER UNIT                                        
          ------------------------------------                                
<CAPTION> MON/YR      MONTHLY   QUARTERLY  SEMI-ANNUALLY                      
- ----------------------------------------------                                
          <S>       <C>         <C>         <C>                               
          MAR 94    -102.260    -102.260    -102.260                          
                                                                              
          APR 94       0.0000      0.0000      0.0000                         
          MAY 94       0.0000      0.0000      0.0000                         
          JUN 94       0.0000      0.0000      0.0000                         
          JUL 94       0.2774      0.2774      0.2774                         
          AUG 94       0.4061      0.0000      0.0000                         
          SEP 94       0.4061      0.8176      0.0000                         
          OCT 94       0.4061      0.0000      0.0000                         
          NOV 94       0.4061      0.0000      0.0000                         
          DEC 94       0.4061      1.2264      2.0520                         
          JAN 95       0.4061      0.0000      0.0000                         
          FEB 95       0.4061      0.0000      0.0000                         
                                                                              
          MAR 95       0.4061      1.2264      0.0000                         
          APR 95       0.4061      0.0000      0.0000                         
          MAY 95       0.4061      0.0000      0.0000                         
          JUN 95       0.4061      1.2264      2.4624                         
          JUL 95       0.4061      0.0000      0.0000                         
          AUG 95       0.4061      0.0000      0.0000                         
          SEP 95       0.4061      1.2264      0.0000                         
          OCT 95       0.4061      0.0000      0.0000                         
          NOV 95       0.4061      0.0000      0.0000                         
          DEC 95       0.4061      1.2264      2.4624                         
          JAN 96       0.4061      0.0000      0.0000                         
          FEB 96       0.4061      0.0000      0.0000                         
                                                                              
          MAR 96       0.4061      1.2264      0.0000                         
          APR 96       0.4061      0.0000      0.0000                         
          MAY 96       0.4061      0.0000      0.0000                         
          JUN 96       0.4061      1.2264      2.4624                         
          JUL 96       0.4061      0.0000      0.0000                         
          AUG 96       0.4061      0.0000      0.0000                         
          SEP 96       0.4061      1.2264      0.0000                         
          OCT 96       0.4061      0.0000      0.0000                         
          NOV 96       0.4061      0.0000      0.0000                         
          DEC 96       0.4061      1.2264      2.4624                         
          JAN 97       0.4061      0.0000      0.0000                         
          FEB 97       0.4061      0.0000      0.0000                         
                                                                              
          MAR 97       0.4061      1.2264      0.0000                         
          APR 97       0.4061      0.0000      0.0000                         
          MAY 97       0.4061      0.0000      0.0000                         
          JUN 97       0.4061      1.2264      2.4624                         
          JUL 97       0.4061      0.0000      0.0000                         
          AUG 97       0.4061      0.0000      0.0000                         
          SEP 97       0.4061      1.2264      0.0000                         
          OCT 97       0.4061      0.0000      0.0000                         
          NOV 97       0.4061      0.0000      0.0000                         
          DEC 97       0.4061      1.2264      2.4624                         
          JAN 98       0.4061      0.0000      0.0000                         
          FEB 98       0.4061      0.0000      0.0000                         
                                                                              
          MAR 98       0.4061      1.2264      0.0000                         
          APR 98       0.4061      0.0000      0.0000                         
          MAY 98       0.4061      0.0000      0.0000                         
          JUN 98       0.4061      1.2264      2.4624                         
          JUL 98       0.4061      0.0000      0.0000                         
          AUG 98       0.4061      0.0000      0.0000                         
          SEP 98       0.4061      1.2264      0.0000                         
          OCT 98       0.4061      0.0000      0.0000                         
          NOV 98       0.4061      0.0000      0.0000                         
          DEC 98       0.4061      1.2264      2.4624                         
          JAN 99       0.4061      0.0000      0.0000                         
          FEB 99       0.4061      0.0000      0.0000                         
                                                                              
                                                                              
<PAGE>
                                                                              
                                                                              
          MAR 99       0.4061      1.2264      0.0000                         
          APR 99       0.4061      0.0000      0.0000                         
          MAY 99       0.4061      0.0000      0.0000                         
          JUN 99       0.4061      1.2264      2.4624                         
          JUL 99       0.4061      0.0000      0.0000                         
          AUG 99       0.4061      0.0000      0.0000                         
          SEP 99       0.4061      1.2264      0.0000                         
          OCT 99       0.4061      0.0000      0.0000                         
          NOV 99       0.4061      0.0000      0.0000                         
          DEC 99       0.4061      1.2264      2.4624                         
          JAN 00       0.4061      0.0000      0.0000                         
          FEB 00       0.4061      0.0000      0.0000                         
                                                                              
          MAR 00       0.4061      1.2264      0.0000                         
          APR 00       0.4061      0.0000      0.0000                         
          MAY 00       0.4061      0.0000      0.0000                         
          JUN 00       0.4061      1.2264      2.4624                         
          JUL 00       0.4061      0.0000      0.0000                         
          AUG 00       0.4061      0.0000      0.0000                         
          SEP 00       0.4061      1.2264      0.0000                         
          OCT 00       0.4061      0.0000      0.0000                         
          NOV 00       0.4061      0.0000      0.0000                         
          DEC 00       0.4061      1.2264      2.4624                         
          JAN 01       0.4061      0.0000      0.0000                         
          FEB 01       0.4061      0.0000      0.0000                         
                                                                              
          MAR 01       0.4061      1.2264      0.0000                         
          APR 01       0.4061      0.0000      0.0000                         
          MAY 01       0.4061      0.0000      0.0000                         
          JUN 01       0.4061      1.2264      2.4624                         
          JUL 01       0.4061      0.0000      0.0000                         
          AUG 01       0.4061      0.0000      0.0000                         
          SEP 01       0.4061      1.2264      0.0000                         
          OCT 01       0.4061      0.0000      0.0000                         
          NOV 01       0.4061      0.0000      0.0000                         
          DEC 01       0.4061      1.2264      2.4624                         
          JAN 02       0.4061      0.0000      0.0000                         
          FEB 02       0.4061      0.0000      0.0000                         
                                                                              
          MAR 02       0.4061      1.2264      0.0000                         
          APR 02       0.4061      0.0000      0.0000                         
          MAY 02       0.4061      0.0000      0.0000                         
          JUN 02       0.4061      1.2264      2.4624                         
          JUL 02       0.4061      0.0000      0.0000                         
          AUG 02       0.4061      0.0000      0.0000                         
          SEP 02       0.4061      1.2264      0.0000                         
          OCT 02       0.4061      0.0000      0.0000                         
          NOV 02       0.4061      0.0000      0.0000                         
          DEC 02       0.4061      1.2264      2.4624                         
          JAN 03       0.4061      0.0000      0.0000                         
          FEB 03       0.4061      0.0000      0.0000                         
                                                                              
          MAR 03       0.4061      1.2264      0.0000                         
          APR 03       1.4061      1.0000      1.0000                         
          MAY 03       0.4021      0.0000      0.0000                         
          JUN 03       8.9021      9.7183     10.9542                         
          JUL 03      10.3729     10.0000     10.0000                         
          AUG 03       5.3317      5.0000      5.0000                         
          SEP 03       0.3118      1.0231      0.0000                         
          OCT 03       0.3118      0.0000      0.0000                         
          NOV 03       0.3118      0.0000      0.0000                         
          DEC 03       0.3118      0.9415      1.9721                         
          JAN 04       0.3118      0.0000      0.0000                         
          FEB 04       0.3118      0.0000      0.0000                         
                                                                              
          MAR 04      20.3118     20.9415     20.0000                         
          APR 04      10.2260     10.0000     10.0000                         
          MAY 04       0.1846      0.0000      0.0000                         
          JUN 04      11.9346     12.3493     13.2967                         
          JUL 04       0.1355      0.0000      0.0000                         
          AUG 04      10.1355     10.0000     10.0000                         
          SEP 04      10.0960     10.3696     10.0000                         
          OCT 04       0.0523      0.0000      0.0000                         
          NOV 04       0.0523      0.0000      0.0000                         
          DEC 04       2.5523      2.6582      3.0300                         
          JAN 05      11.2922     11.2993     11.3226                         
                                                                              
</TABLE>                                                                      
                                                                              
                                                                              
                                                                              
<PAGE>                                                                        
                                                                              
                                                                              
<TABLE>                                                                       
                                                                              
California Insured Trust 222                                                  
                                                                              
<CAPTION>   MONTHLY   QUARTERLY  SEMI-ANNUALLY                                
          ------------------------------------                                
<S>         <C>         <C>         <C>                                       
IRR:         5.376       5.381       5.363                                    
CUR RET:     5.500       5.531       5.549                                    
L/T RET:     5.497       5.535       5.544                                    
                                                                              
</TABLE>                                                                      
                                                                              
<TABLE>                                                                       
           ESTIMATED PRINCIPAL AND INTEREST                                   
                DISTRIBUTIONS PER UNIT                                        
          ------------------------------------                                
<CAPTION> MON/YR      MONTHLY   QUARTERLY  SEMI-ANNUALLY                      
- ----------------------------------------------                                
          <S>       <C>         <C>         <C>                               
          MAR 94    -102.900    -102.900    -102.900                          
                                                                              
          APR 94       0.0000      0.0000      0.0000                         
          MAY 94       0.0000      0.0000      0.0000                         
          JUN 94       0.0000      0.0000      0.0000                         
          JUL 94       0.3231      0.3231      0.3231                         
          AUG 94       0.4711      0.0000      0.0000                         
          SEP 94       0.4711      0.9475      0.0000                         
          OCT 94       0.4711      0.0000      0.0000                         
          NOV 94       0.4711      0.0000      0.0000                         
          DEC 94       0.4711      1.4213      2.3767                         
          JAN 95       0.4711      0.0000      0.0000                         
          FEB 95       0.4711      0.0000      0.0000                         
                                                                              
          MAR 95       0.4711      1.4213      0.0000                         
          APR 95       0.4711      0.0000      0.0000                         
          MAY 95       0.4711      0.0000      0.0000                         
          JUN 95       0.4711      1.4213      2.8521                         
          JUL 95       0.4711      0.0000      0.0000                         
          AUG 95       0.4711      0.0000      0.0000                         
          SEP 95       0.4711      1.4213      0.0000                         
          OCT 95       0.4711      0.0000      0.0000                         
          NOV 95       0.4711      0.0000      0.0000                         
          DEC 95       0.4711      1.4213      2.8521                         
          JAN 96       0.4711      0.0000      0.0000                         
          FEB 96       0.4711      0.0000      0.0000                         
                                                                              
          MAR 96       0.4711      1.4213      0.0000                         
          APR 96       0.4711      0.0000      0.0000                         
          MAY 96       0.4711      0.0000      0.0000                         
          JUN 96       0.4711      1.4213      2.8521                         
          JUL 96       0.4711      0.0000      0.0000                         
          AUG 96       0.4711      0.0000      0.0000                         
          SEP 96       0.4711      1.4213      0.0000                         
          OCT 96       0.4711      0.0000      0.0000                         
          NOV 96       0.4711      0.0000      0.0000                         
          DEC 96       0.4711      1.4213      2.8521                         
          JAN 97       0.4711      0.0000      0.0000                         
          FEB 97       0.4711      0.0000      0.0000                         
                                                                              
          MAR 97       0.4711      1.4213      0.0000                         
          APR 97       0.4711      0.0000      0.0000                         
          MAY 97       0.4711      0.0000      0.0000                         
          JUN 97       0.4711      1.4213      2.8521                         
          JUL 97       0.4711      0.0000      0.0000                         
          AUG 97       0.4711      0.0000      0.0000                         
          SEP 97       0.4711      1.4213      0.0000                         
          OCT 97       0.4711      0.0000      0.0000                         
          NOV 97       0.4711      0.0000      0.0000                         
          DEC 97       0.4711      1.4213      2.8521                         
          JAN 98       0.4711      0.0000      0.0000                         
          FEB 98       0.4711      0.0000      0.0000                         
                                                                              
          MAR 98       0.4711      1.4213      0.0000                         
          APR 98       0.4711      0.0000      0.0000                         
          MAY 98       0.4711      0.0000      0.0000                         
          JUN 98       0.4711      1.4213      2.8521                         
          JUL 98       0.4711      0.0000      0.0000                         
          AUG 98       0.4711      0.0000      0.0000                         
          SEP 98       0.4711      1.4213      0.0000                         
          OCT 98       0.4711      0.0000      0.0000                         
          NOV 98       0.4711      0.0000      0.0000                         
          DEC 98       0.4711      1.4213      2.8521                         
          JAN 99       0.4711      0.0000      0.0000                         
          FEB 99       0.4711      0.0000      0.0000                         
                                                                              
                                                                              
<PAGE>
                                                                              
                                                                              
          MAR 99       0.4711      1.4213      0.0000                         
          APR 99       0.4711      0.0000      0.0000                         
          MAY 99       0.4711      0.0000      0.0000                         
          JUN 99       0.4711      1.4213      2.8521                         
          JUL 99       0.4711      0.0000      0.0000                         
          AUG 99       0.4711      0.0000      0.0000                         
          SEP 99       0.4711      1.4213      0.0000                         
          OCT 99       0.4711      0.0000      0.0000                         
          NOV 99       0.4711      0.0000      0.0000                         
          DEC 99       0.4711      1.4213      2.8521                         
          JAN 00       0.4711      0.0000      0.0000                         
          FEB 00       0.4711      0.0000      0.0000                         
                                                                              
          MAR 00       0.4711      1.4213      0.0000                         
          APR 00       0.4711      0.0000      0.0000                         
          MAY 00       0.4711      0.0000      0.0000                         
          JUN 00       0.4711      1.4213      2.8521                         
          JUL 00       0.4711      0.0000      0.0000                         
          AUG 00       0.4711      0.0000      0.0000                         
          SEP 00       0.4711      1.4213      0.0000                         
          OCT 00       0.4711      0.0000      0.0000                         
          NOV 00       0.4711      0.0000      0.0000                         
          DEC 00       0.4711      1.4213      2.8521                         
          JAN 01       0.4711      0.0000      0.0000                         
          FEB 01       0.4711      0.0000      0.0000                         
                                                                              
          MAR 01       0.4711      1.4213      0.0000                         
          APR 01       0.4711      0.0000      0.0000                         
          MAY 01       0.4711      0.0000      0.0000                         
          JUN 01       0.4711      1.4213      2.8521                         
          JUL 01       0.4711      0.0000      0.0000                         
          AUG 01       0.4711      0.0000      0.0000                         
          SEP 01       0.4711      1.4213      0.0000                         
          OCT 01       0.4711      0.0000      0.0000                         
          NOV 01       0.4711      0.0000      0.0000                         
          DEC 01       0.4711      1.4213      2.8521                         
          JAN 02       0.4711      0.0000      0.0000                         
          FEB 02       0.4711      0.0000      0.0000                         
                                                                              
          MAR 02       0.4711      1.4213      0.0000                         
          APR 02       0.4711      0.0000      0.0000                         
          MAY 02       0.4711      0.0000      0.0000                         
          JUN 02       0.4711      1.4213      2.8521                         
          JUL 02       0.4711      0.0000      0.0000                         
          AUG 02       0.4711      0.0000      0.0000                         
          SEP 02       0.4711      1.4213      0.0000                         
          OCT 02       0.4711      0.0000      0.0000                         
          NOV 02       0.4711      0.0000      0.0000                         
          DEC 02       0.4711      1.4213      2.8521                         
          JAN 03       0.4711      0.0000      0.0000                         
          FEB 03       0.4711      0.0000      0.0000                         
                                                                              
          MAR 03       0.4711      1.4213      0.0000                         
          APR 03       0.4711      0.0000      0.0000                         
          MAY 03       0.4711      0.0000      0.0000                         
          JUN 03       0.4711      1.4213      2.8521                         
          JUL 03       0.4711      0.0000      0.0000                         
          AUG 03       0.4711      0.0000      0.0000                         
          SEP 03       0.4711      1.4213      0.0000                         
          OCT 03       0.4711      0.0000      0.0000                         
          NOV 03       0.4711      0.0000      0.0000                         
          DEC 03       0.4711      1.4213      2.8521                         
          JAN 04       0.4711      0.0000      0.0000                         
          FEB 04       0.4711      0.0000      0.0000                         
                                                                              
          MAR 04       0.4711      1.4213      0.0000                         
          APR 04       0.4711      0.0000      0.0000                         
          MAY 04       0.4711      0.0000      0.0000                         
          JUN 04       0.4711      1.4213      2.8521                         
          JUL 04       0.4711      0.0000      0.0000                         
          AUG 04       0.4711      0.0000      0.0000                         
          SEP 04       0.4711      1.4213      0.0000                         
          OCT 04      14.7568     14.2857     14.2857                         
          NOV 04       0.3958      0.0000      0.0000                         
          DEC 04      15.5386     16.4128     17.8431                         
          JAN 05       0.3223      0.0000      0.0000                         
          FEB 05       0.3223      0.0000      0.0000                         
                                                                              
          MAR 05       0.3223      0.9725      0.0000                         
          APR 05       0.3223      0.0000      0.0000                         
          MAY 05       0.3223      0.0000      0.0000                         
          JUN 05       0.3223      0.9725      1.9518                         
          JUL 05       0.3223      0.0000      0.0000                         
          AUG 05       0.3223      0.0000      0.0000                         
          SEP 05       0.3223      0.9725      0.0000                         
          OCT 05       0.3223      0.0000      0.0000                         
          NOV 05       0.3223      0.0000      0.0000                         
          DEC 05       0.3223      0.9725      1.9518                         
          JAN 06       0.3223      0.0000      0.0000                         
          FEB 06       0.3223      0.0000      0.0000                         
                                                                              
                                                                              
<PAGE>
                                                                              
                                                                              
          MAR 06       0.3223      0.9725      0.0000                         
          APR 06       0.3223      0.0000      0.0000                         
          MAY 06       0.3223      0.0000      0.0000                         
          JUN 06       0.3223      0.9725      1.9518                         
          JUL 06       0.3223      0.0000      0.0000                         
          AUG 06       0.3223      0.0000      0.0000                         
          SEP 06       0.3223      0.9725      0.0000                         
          OCT 06       0.3223      0.0000      0.0000                         
          NOV 06       0.3223      0.0000      0.0000                         
          DEC 06       0.3223      0.9725      1.9518                         
          JAN 07       0.3223      0.0000      0.0000                         
          FEB 07       0.3223      0.0000      0.0000                         
                                                                              
          MAR 07       0.3223      0.9725      0.0000                         
          APR 07       0.3223      0.0000      0.0000                         
          MAY 07       0.3223      0.0000      0.0000                         
          JUN 07       0.3223      0.9725      1.9518                         
          JUL 07       0.3223      0.0000      0.0000                         
          AUG 07       0.3223      0.0000      0.0000                         
          SEP 07       0.3223      0.9725      0.0000                         
          OCT 07       0.3223      0.0000      0.0000                         
          NOV 07       0.3223      0.0000      0.0000                         
          DEC 07       0.3223      0.9725      1.9518                         
          JAN 08       0.3223      0.0000      0.0000                         
          FEB 08       0.3223      0.0000      0.0000                         
                                                                              
          MAR 08       0.3223      0.9725      0.0000                         
          APR 08       0.3223      0.0000      0.0000                         
          MAY 08       0.3223      0.0000      0.0000                         
          JUN 08       0.3223      0.9725      1.9518                         
          JUL 08       0.3223      0.0000      0.0000                         
          AUG 08       0.3223      0.0000      0.0000                         
          SEP 08       0.3223      0.9725      0.0000                         
          OCT 08       0.3223      0.0000      0.0000                         
          NOV 08       0.3223      0.0000      0.0000                         
          DEC 08       0.3223      0.9725      1.9518                         
          JAN 09       0.3223      0.0000      0.0000                         
          FEB 09       0.3223      0.0000      0.0000                         
                                                                              
          MAR 09       0.3223      0.9725      0.0000                         
          APR 09       0.3223      0.0000      0.0000                         
          MAY 09       0.3223      0.0000      0.0000                         
          JUN 09       0.3223      0.9725      1.9518                         
          JUL 09       0.3223      0.0000      0.0000                         
          AUG 09       0.3223      0.0000      0.0000                         
          SEP 09       0.3223      0.9725      0.0000                         
          OCT 09       0.3223      0.0000      0.0000                         
          NOV 09       0.3223      0.0000      0.0000                         
          DEC 09       0.3223      0.9725      1.9518                         
          JAN 10       0.3223      0.0000      0.0000                         
          FEB 10       0.3223      0.0000      0.0000                         
                                                                              
          MAR 10       0.3223      0.9725      0.0000                         
          APR 10       0.3223      0.0000      0.0000                         
          MAY 10       0.3223      0.0000      0.0000                         
          JUN 10       0.3223      0.9725      1.9518                         
          JUL 10       0.3223      0.0000      0.0000                         
          AUG 10       0.3223      0.0000      0.0000                         
          SEP 10       0.3223      0.9725      0.0000                         
          OCT 10       0.3223      0.0000      0.0000                         
          NOV 10       0.3223      0.0000      0.0000                         
          DEC 10       0.3223      0.9725      1.9518                         
          JAN 11       0.3223      0.0000      0.0000                         
          FEB 11       0.3223      0.0000      0.0000                         
                                                                              
          MAR 11       0.3223      0.9725      0.0000                         
          APR 11       0.3223      0.0000      0.0000                         
          MAY 11       0.3223      0.0000      0.0000                         
          JUN 11       0.3223      0.9725      1.9518                         
          JUL 11       0.3223      0.0000      0.0000                         
          AUG 11       0.3223      0.0000      0.0000                         
          SEP 11       0.3223      0.9725      0.0000                         
          OCT 11       0.3223      0.0000      0.0000                         
          NOV 11       0.3223      0.0000      0.0000                         
          DEC 11       0.3223      0.9725      1.9518                         
          JAN 12       0.3223      0.0000      0.0000                         
          FEB 12       0.3223      0.0000      0.0000                         
                                                                              
          MAR 12       0.3223      0.9725      0.0000                         
          APR 12       0.3223      0.0000      0.0000                         
          MAY 12       0.3223      0.0000      0.0000                         
          JUN 12       0.3223      0.9725      1.9518                         
          JUL 12       0.3223      0.0000      0.0000                         
          AUG 12       0.3223      0.0000      0.0000                         
          SEP 12       0.3223      0.9725      0.0000                         
          OCT 12       0.3223      0.0000      0.0000                         
          NOV 12       0.3223      0.0000      0.0000                         
          DEC 12       0.3223      0.9725      1.9518                         
          JAN 13       0.3223      0.0000      0.0000                         
          FEB 13       0.3223      0.0000      0.0000                         
                                                                              
                                                                              
<PAGE>
                                                                              
                                                                              
          MAR 13       0.3223      0.9725      0.0000                         
          APR 13       0.3223      0.0000      0.0000                         
          MAY 13       0.3223      0.0000      0.0000                         
          JUN 13       0.3223      0.9725      1.9518                         
          JUL 13       0.3223      0.0000      0.0000                         
          AUG 13       0.3223      0.0000      0.0000                         
          SEP 13       0.3223      0.9725      0.0000                         
          OCT 13       0.3223      0.0000      0.0000                         
          NOV 13       0.3223      0.0000      0.0000                         
          DEC 13       0.3223      0.9725      1.9518                         
          JAN 14       0.3223      0.0000      0.0000                         
          FEB 14       0.3223      0.0000      0.0000                         
                                                                              
          MAR 14       0.3223      0.9725      0.0000                         
          APR 14       0.3223      0.0000      0.0000                         
          MAY 14       0.3223      0.0000      0.0000                         
          JUN 14       0.3223      0.9725      1.9518                         
          JUL 14       0.3223      0.0000      0.0000                         
          AUG 14       0.3223      0.0000      0.0000                         
          SEP 14       0.3223      0.9725      0.0000                         
          OCT 14       0.3223      0.0000      0.0000                         
          NOV 14       0.3223      0.0000      0.0000                         
          DEC 14       0.3223      0.9725      1.9518                         
          JAN 15       0.3223      0.0000      0.0000                         
          FEB 15       0.3223      0.0000      0.0000                         
                                                                              
          MAR 15       0.3223      0.9725      0.0000                         
          APR 15       0.3223      0.0000      0.0000                         
          MAY 15       0.3223      0.0000      0.0000                         
          JUN 15       0.3223      0.9725      1.9518                         
          JUL 15       0.3223      0.0000      0.0000                         
          AUG 15       0.3223      0.0000      0.0000                         
          SEP 15       0.3223      0.9725      0.0000                         
          OCT 15       0.3223      0.0000      0.0000                         
          NOV 15       0.3223      0.0000      0.0000                         
          DEC 15       0.3223      0.9725      1.9518                         
          JAN 16       0.3223      0.0000      0.0000                         
          FEB 16       0.3223      0.0000      0.0000                         
                                                                              
          MAR 16       0.3223      0.9725      0.0000                         
          APR 16       0.3223      0.0000      0.0000                         
          MAY 16       0.3223      0.0000      0.0000                         
          JUN 16       0.3223      0.9725      1.9518                         
          JUL 16       0.3223      0.0000      0.0000                         
          AUG 16       0.3223      0.0000      0.0000                         
          SEP 16       0.3223      0.9725      0.0000                         
          OCT 16       0.3223      0.0000      0.0000                         
          NOV 16       0.3223      0.0000      0.0000                         
          DEC 16       0.3223      0.9725      1.9518                         
          JAN 17       0.3223      0.0000      0.0000                         
          FEB 17       0.3223      0.0000      0.0000                         
                                                                              
          MAR 17       0.3223      0.9725      0.0000                         
          APR 17       0.3223      0.0000      0.0000                         
          MAY 17       0.3223      0.0000      0.0000                         
          JUN 17       0.3223      0.9725      1.9518                         
          JUL 17       0.3223      0.0000      0.0000                         
          AUG 17       0.3223      0.0000      0.0000                         
          SEP 17       0.3223      0.9725      0.0000                         
          OCT 17       0.3223      0.0000      0.0000                         
          NOV 17       0.3223      0.0000      0.0000                         
          DEC 17       0.3223      0.9725      1.9518                         
          JAN 18       0.3223      0.0000      0.0000                         
          FEB 18       0.3223      0.0000      0.0000                         
                                                                              
          MAR 18       0.3223      0.9725      0.0000                         
          APR 18       0.3223      0.0000      0.0000                         
          MAY 18       0.3223      0.0000      0.0000                         
          JUN 18       0.3223      0.9725      1.9518                         
          JUL 18       0.3223      0.0000      0.0000                         
          AUG 18       0.3223      0.0000      0.0000                         
          SEP 18       0.3223      0.9725      0.0000                         
          OCT 18       0.3223      0.0000      0.0000                         
          NOV 18       0.3223      0.0000      0.0000                         
          DEC 18      15.3223     15.9725     16.9518                         
          JAN 19       0.2557      0.0000      0.0000                         
          FEB 19       0.2557      0.0000      0.0000                         
                                                                              
          MAR 19       0.2557      0.7716      0.0000                         
          APR 19       0.2557      0.0000      0.0000                         
          MAY 19       0.2557      0.0000      0.0000                         
          JUN 19       0.2557      0.7716      1.5486                         
          JUL 19       0.2557      0.0000      0.0000                         
          AUG 19       0.2557      0.0000      0.0000                         
          SEP 19       0.2557      0.7716      0.0000                         
          OCT 19       0.2557      0.0000      0.0000                         
          NOV 19       0.2557      0.0000      0.0000                         
          DEC 19       0.2557      0.7716      1.5486                         
          JAN 20       0.2557      0.0000      0.0000                         
          FEB 20      10.5414     10.2857     10.2857                         
                                                                              
                                                                              
<PAGE>
                                                                              
                                                                              
          MAR 20       0.2088      0.7244      0.0000                         
          APR 20       0.2088      0.0000      0.0000                         
          MAY 20       0.2088      0.0000      0.0000                         
          JUN 20       0.2088      0.6300      1.3591                         
          JUL 20      15.2088     15.0000     15.0000                         
          AUG 20       0.1397      0.0000      0.0000                         
          SEP 20       0.1397      0.4911      0.0000                         
          OCT 20       0.1397      0.0000      0.0000                         
          NOV 20       0.1397      0.0000      0.0000                         
          DEC 20       0.1397      0.4216      0.9159                         
          JAN 21       0.1397      0.0000      0.0000                         
          FEB 21       0.1397      0.0000      0.0000                         
                                                                              
          MAR 21       0.1397      0.4216      0.0000                         
          APR 21       0.1397      0.0000      0.0000                         
          MAY 21       0.1397      0.0000      0.0000                         
          JUN 21       0.1397      0.4216      0.8462                         
          JUL 21       0.1397      0.0000      0.0000                         
          AUG 21       0.1397      0.0000      0.0000                         
          SEP 21       0.1397      0.4216      0.0000                         
          OCT 21       0.1397      0.0000      0.0000                         
          NOV 21       0.1397      0.0000      0.0000                         
          DEC 21       0.1397      0.4216      0.8462                         
          JAN 22       0.1397      0.0000      0.0000                         
          FEB 22       0.1397      0.0000      0.0000                         
                                                                              
          MAR 22       0.1397      0.4216      0.0000                         
          APR 22       0.1397      0.0000      0.0000                         
          MAY 22       0.1397      0.0000      0.0000                         
          JUN 22       0.1397      0.4216      0.8462                         
          JUL 22       0.1397      0.0000      0.0000                         
          AUG 22       0.1397      0.0000      0.0000                         
          SEP 22       0.1397      0.4216      0.0000                         
          OCT 22       0.1397      0.0000      0.0000                         
          NOV 22       0.1397      0.0000      0.0000                         
          DEC 22       0.1397      0.4216      0.8462                         
          JAN 23       0.1397      0.0000      0.0000                         
          FEB 23       0.1397      0.0000      0.0000                         
                                                                              
          MAR 23       0.1397      0.4216      0.0000                         
          APR 23       0.1397      0.0000      0.0000                         
          MAY 23       0.1397      0.0000      0.0000                         
          JUN 23       0.1397      0.4216      0.8462                         
          JUL 23       0.1397      0.0000      0.0000                         
          AUG 23       0.1397      0.0000      0.0000                         
          SEP 23       0.1397      0.4216      0.0000                         
          OCT 23       0.1397      0.0000      0.0000                         
          NOV 23       0.1397      0.0000      0.0000                         
          DEC 23       0.1397      0.4216      0.8462                         
          JAN 24       0.1397      0.0000      0.0000                         
          FEB 24       0.1397      0.0000      0.0000                         
                                                                              
          MAR 24       0.1397      0.4216      0.0000                         
          APR 24       0.1397      0.0000      0.0000                         
          MAY 24       0.1397      0.0000      0.0000                         
          JUN 24       0.1397      0.4216      0.8462                         
          JUL 24       0.1397      0.0000      0.0000                         
          AUG 24       0.1397      0.0000      0.0000                         
          SEP 24       0.1397      0.4216      0.0000                         
          OCT 24       0.1397      0.0000      0.0000                         
          NOV 24       0.1397      0.0000      0.0000                         
          DEC 24       0.1397      0.4216      0.8462                         
          JAN 25       0.1397      0.0000      0.0000                         
          FEB 25       0.1397      0.0000      0.0000                         
                                                                              
          MAR 25       0.1397      0.4216      0.0000                         
          APR 25       0.1397      0.0000      0.0000                         
          MAY 25       0.1397      0.0000      0.0000                         
          JUN 25       0.1397      0.4216      0.8462                         
          JUL 25       0.1397      0.0000      0.0000                         
          AUG 25       0.1397      0.0000      0.0000                         
          SEP 25      15.2826     15.5645     15.1428                         
          OCT 25       0.0719      0.0000      0.0000                         
          NOV 25       0.0719      0.0000      0.0000                         
          DEC 25       0.0719      0.2169      0.6408                         
          JAN 26       0.0719      0.0000      0.0000                         
          FEB 26       0.0719      0.0000      0.0000                         
                                                                              
          MAR 26       0.0719      0.2169      0.0000                         
          APR 26       0.0719      0.0000      0.0000                         
          MAY 26       0.0719      0.0000      0.0000                         
          JUN 26       0.0719      0.2169      0.4354                         
          JUL 26       0.0719      0.0000      0.0000                         
          AUG 26       0.0719      0.0000      0.0000                         
          SEP 26       0.0719      0.2169      0.0000                         
          OCT 26       0.0719      0.0000      0.0000                         
          NOV 26       0.0719      0.0000      0.0000                         
          DEC 26       0.0719      0.2169      0.4354                         
          JAN 27       0.0719      0.0000      0.0000                         
          FEB 27       0.0719      0.0000      0.0000                         
                                                                              
                                                                              
<PAGE>
                                                                              
                                                                              
          MAR 27       0.0719      0.2169      0.0000                         
          APR 27       0.0719      0.0000      0.0000                         
          MAY 27       0.0719      0.0000      0.0000                         
          JUN 27       0.0719      0.2169      0.4354                         
          JUL 27       0.0719      0.0000      0.0000                         
          AUG 27       0.0719      0.0000      0.0000                         
          SEP 27       0.0719      0.2169      0.0000                         
          OCT 27       0.0719      0.0000      0.0000                         
          NOV 27       0.0719      0.0000      0.0000                         
          DEC 27       0.0719      0.2169      0.4354                         
          JAN 28       0.0719      0.0000      0.0000                         
          FEB 28       0.0719      0.0000      0.0000                         
                                                                              
          MAR 28       0.0719      0.2169      0.0000                         
          APR 28       0.0719      0.0000      0.0000                         
          MAY 28       0.0719      0.0000      0.0000                         
          JUN 28       0.0719      0.2169      0.4354                         
          JUL 28       0.0719      0.0000      0.0000                         
          AUG 28       0.0719      0.0000      0.0000                         
          SEP 28       0.0719      0.2169      0.0000                         
          OCT 28       0.0719      0.0000      0.0000                         
          NOV 28       0.0719      0.0000      0.0000                         
          DEC 28       0.0719      0.2169      0.4354                         
          JAN 29       0.0719      0.0000      0.0000                         
          FEB 29       0.0719      0.0000      0.0000                         
                                                                              
          MAR 29       0.0719      0.2169      0.0000                         
          APR 29       0.0719      0.0000      0.0000                         
          MAY 29       0.0719      0.0000      0.0000                         
          JUN 29       0.0719      0.2169      0.4354                         
          JUL 29       0.0719      0.0000      0.0000                         
          AUG 29       0.0719      0.0000      0.0000                         
          SEP 29       0.0719      0.2169      0.0000                         
          OCT 29       0.0719      0.0000      0.0000                         
          NOV 29       0.0719      0.0000      0.0000                         
          DEC 29       0.0719      0.2169      0.4354                         
          JAN 30       0.0719      0.0000      0.0000                         
          FEB 30       0.0719      0.0000      0.0000                         
                                                                              
          MAR 30       0.0719      0.2169      0.0000                         
          APR 30       0.0719      0.0000      0.0000                         
          MAY 30       0.0719      0.0000      0.0000                         
          JUN 30       0.0719      0.2169      0.4354                         
          JUL 30       0.0719      0.0000      0.0000                         
          AUG 30       0.0719      0.0000      0.0000                         
          SEP 30       0.0719      0.2169      0.0000                         
          OCT 30      15.2147     15.2151     15.4331                         
                                                                              
</TABLE>                                                                      
                                                                              
                                                                              
                                                                              
<PAGE>                                                                        
                                                                              
                                                                              
<TABLE>                                                                       
                                                                              
Florida Insured Trust 187                                                     
                                                                              
<CAPTION>   MONTHLY   QUARTERLY  SEMI-ANNUALLY                                
          ------------------------------------                                
<S>         <C>         <C>         <C>                                       
IRR:         5.286       5.296       5.279                                    
CUR RET:     5.330       5.362       5.380                                    
L/T RET:     5.392       5.421       5.440                                    
                                                                              
</TABLE>                                                                      
                                                                              
<TABLE>                                                                       
           ESTIMATED PRINCIPAL AND INTEREST                                   
                DISTRIBUTIONS PER UNIT                                        
          ------------------------------------                                
<CAPTION> MON/YR      MONTHLY   QUARTERLY  SEMI-ANNUALLY                      
- ----------------------------------------------                                
          <S>       <C>         <C>         <C>                               
          MAR 94    -100.740    -100.740    -100.740                          
                                                                              
          APR 94       0.0000      0.0000      0.0000                         
          MAY 94       0.0000      0.0000      0.0000                         
          JUN 94       0.0000      0.0000      0.0000                         
          JUL 94       0.3016      0.3016      0.3016                         
          AUG 94       0.4469      0.0000      0.0000                         
          SEP 94       0.4469      0.8993      0.0000                         
          OCT 94       0.4469      0.0000      0.0000                         
          NOV 94       0.4469      0.0000      0.0000                         
          DEC 94       0.4469      1.3489      2.2561                         
          JAN 95       0.4469      0.0000      0.0000                         
          FEB 95       0.4469      0.0000      0.0000                         
                                                                              
          MAR 95       0.4469      1.3489      0.0000                         
          APR 95       0.4469      0.0000      0.0000                         
          MAY 95       0.4469      0.0000      0.0000                         
          JUN 95       0.4469      1.3489      2.7074                         
          JUL 95       0.4469      0.0000      0.0000                         
          AUG 95       0.4469      0.0000      0.0000                         
          SEP 95       0.4469      1.3489      0.0000                         
          OCT 95       0.4469      0.0000      0.0000                         
          NOV 95       0.4469      0.0000      0.0000                         
          DEC 95       0.4469      1.3489      2.7074                         
          JAN 96       0.4469      0.0000      0.0000                         
          FEB 96       0.4469      0.0000      0.0000                         
                                                                              
          MAR 96       0.4469      1.3489      0.0000                         
          APR 96       0.4469      0.0000      0.0000                         
          MAY 96       0.4469      0.0000      0.0000                         
          JUN 96       0.4469      1.3489      2.7074                         
          JUL 96       0.4469      0.0000      0.0000                         
          AUG 96       0.4469      0.0000      0.0000                         
          SEP 96       0.4469      1.3489      0.0000                         
          OCT 96       0.4469      0.0000      0.0000                         
          NOV 96       0.4469      0.0000      0.0000                         
          DEC 96       0.4469      1.3489      2.7074                         
          JAN 97       0.4469      0.0000      0.0000                         
          FEB 97       0.4469      0.0000      0.0000                         
                                                                              
          MAR 97       0.4469      1.3489      0.0000                         
          APR 97       0.4469      0.0000      0.0000                         
          MAY 97       0.4469      0.0000      0.0000                         
          JUN 97       0.4469      1.3489      2.7074                         
          JUL 97       0.4469      0.0000      0.0000                         
          AUG 97       0.4469      0.0000      0.0000                         
          SEP 97       0.4469      1.3489      0.0000                         
          OCT 97       0.4469      0.0000      0.0000                         
          NOV 97       0.4469      0.0000      0.0000                         
          DEC 97       0.4469      1.3489      2.7074                         
          JAN 98       0.4469      0.0000      0.0000                         
          FEB 98       0.4469      0.0000      0.0000                         
                                                                              
          MAR 98       0.4469      1.3489      0.0000                         
          APR 98       0.4469      0.0000      0.0000                         
          MAY 98       0.4469      0.0000      0.0000                         
          JUN 98       0.4469      1.3489      2.7074                         
          JUL 98       0.4469      0.0000      0.0000                         
          AUG 98       0.4469      0.0000      0.0000                         
          SEP 98       0.4469      1.3489      0.0000                         
          OCT 98       0.4469      0.0000      0.0000                         
          NOV 98       0.4469      0.0000      0.0000                         
          DEC 98       0.4469      1.3489      2.7074                         
          JAN 99       0.4469      0.0000      0.0000                         
          FEB 99       0.4469      0.0000      0.0000                         
                                                                              
                                                                              
<PAGE>
                                                                              
                                                                              
          MAR 99       0.4469      1.3489      0.0000                         
          APR 99       0.4469      0.0000      0.0000                         
          MAY 99       0.4469      0.0000      0.0000                         
          JUN 99       0.4469      1.3489      2.7074                         
          JUL 99       0.4469      0.0000      0.0000                         
          AUG 99       0.4469      0.0000      0.0000                         
          SEP 99       0.4469      1.3489      0.0000                         
          OCT 99       0.4469      0.0000      0.0000                         
          NOV 99       0.4469      0.0000      0.0000                         
          DEC 99       0.4469      1.3489      2.7074                         
          JAN 00       0.4469      0.0000      0.0000                         
          FEB 00       0.4469      0.0000      0.0000                         
                                                                              
          MAR 00       0.4469      1.3489      0.0000                         
          APR 00       0.4469      0.0000      0.0000                         
          MAY 00       0.4469      0.0000      0.0000                         
          JUN 00       0.4469      1.3489      2.7074                         
          JUL 00       0.4469      0.0000      0.0000                         
          AUG 00       0.4469      0.0000      0.0000                         
          SEP 00       0.4469      1.3489      0.0000                         
          OCT 00       0.4469      0.0000      0.0000                         
          NOV 00       0.4469      0.0000      0.0000                         
          DEC 00       0.4469      1.3489      2.7074                         
          JAN 01       0.4469      0.0000      0.0000                         
          FEB 01       0.4469      0.0000      0.0000                         
                                                                              
          MAR 01       0.4469      1.3489      0.0000                         
          APR 01       0.4469      0.0000      0.0000                         
          MAY 01       0.4469      0.0000      0.0000                         
          JUN 01       0.4469      1.3489      2.7074                         
          JUL 01       0.4469      0.0000      0.0000                         
          AUG 01       0.4469      0.0000      0.0000                         
          SEP 01       0.4469      1.3489      0.0000                         
          OCT 01       0.4469      0.0000      0.0000                         
          NOV 01       0.4469      0.0000      0.0000                         
          DEC 01       0.4469      1.3489      2.7074                         
          JAN 02       0.4469      0.0000      0.0000                         
          FEB 02       0.4469      0.0000      0.0000                         
                                                                              
          MAR 02       0.4469      1.3489      0.0000                         
          APR 02       0.4469      0.0000      0.0000                         
          MAY 02       0.4469      0.0000      0.0000                         
          JUN 02       0.4469      1.3489      2.7074                         
          JUL 02       0.4469      0.0000      0.0000                         
          AUG 02       0.4469      0.0000      0.0000                         
          SEP 02       0.4469      1.3489      0.0000                         
          OCT 02       0.4469      0.0000      0.0000                         
          NOV 02       0.4469      0.0000      0.0000                         
          DEC 02       0.4469      1.3489      2.7074                         
          JAN 03       0.4469      0.0000      0.0000                         
          FEB 03       0.4469      0.0000      0.0000                         
                                                                              
          MAR 03       0.4469      1.3489      0.0000                         
          APR 03       0.4469      0.0000      0.0000                         
          MAY 03       0.4469      0.0000      0.0000                         
          JUN 03       0.4469      1.3489      2.7074                         
          JUL 03       0.4469      0.0000      0.0000                         
          AUG 03       0.4469      0.0000      0.0000                         
          SEP 03       0.4469      1.3489      0.0000                         
          OCT 03       0.4469      0.0000      0.0000                         
          NOV 03       0.4469      0.0000      0.0000                         
          DEC 03       0.4469      1.3489      2.7074                         
          JAN 04       0.4469      0.0000      0.0000                         
          FEB 04       0.4469      0.0000      0.0000                         
                                                                              
          MAR 04       0.4469      1.3489      0.0000                         
          APR 04       0.4469      0.0000      0.0000                         
          MAY 04       0.4469      0.0000      0.0000                         
          JUN 04       0.4469      1.3489      2.7074                         
          JUL 04       0.4469      0.0000      0.0000                         
          AUG 04      15.4469     15.0000     15.0000                         
          SEP 04       0.3741      1.2757      0.0000                         
          OCT 04       0.3741      0.0000      0.0000                         
          NOV 04       0.3741      0.0000      0.0000                         
          DEC 04       0.3741      1.1293      2.4136                         
          JAN 05       0.3741      0.0000      0.0000                         
          FEB 05       0.3741      0.0000      0.0000                         
                                                                              
          MAR 05       0.3741      1.1293      0.0000                         
          APR 05       0.3741      0.0000      0.0000                         
          MAY 05       0.3741      0.0000      0.0000                         
          JUN 05       0.3741      1.1293      2.2667                         
          JUL 05       0.3741      0.0000      0.0000                         
          AUG 05       0.3741      0.0000      0.0000                         
          SEP 05       0.3741      1.1293      0.0000                         
          OCT 05       0.3741      0.0000      0.0000                         
          NOV 05       0.3741      0.0000      0.0000                         
          DEC 05       0.3741      1.1293      2.2667                         
          JAN 06       0.3741      0.0000      0.0000                         
          FEB 06       0.3741      0.0000      0.0000                         
                                                                              
                                                                              
<PAGE>
                                                                              
                                                                              
          MAR 06       0.3741      1.1293      0.0000                         
          APR 06       0.3741      0.0000      0.0000                         
          MAY 06       0.3741      0.0000      0.0000                         
          JUN 06       0.3741      1.1293      2.2667                         
          JUL 06       0.3741      0.0000      0.0000                         
          AUG 06       0.3741      0.0000      0.0000                         
          SEP 06       0.3741      1.1293      0.0000                         
          OCT 06       0.3741      0.0000      0.0000                         
          NOV 06       0.3741      0.0000      0.0000                         
          DEC 06       0.3741      1.1293      2.2667                         
          JAN 07       0.3741      0.0000      0.0000                         
          FEB 07       0.3741      0.0000      0.0000                         
                                                                              
          MAR 07       0.3741      1.1293      0.0000                         
          APR 07       0.3741      0.0000      0.0000                         
          MAY 07       0.3741      0.0000      0.0000                         
          JUN 07       0.3741      1.1293      2.2667                         
          JUL 07       0.3741      0.0000      0.0000                         
          AUG 07       0.3741      0.0000      0.0000                         
          SEP 07       0.3741      1.1293      0.0000                         
          OCT 07       0.3741      0.0000      0.0000                         
          NOV 07       0.3741      0.0000      0.0000                         
          DEC 07       0.3741      1.1293      2.2667                         
          JAN 08       0.3741      0.0000      0.0000                         
          FEB 08       0.3741      0.0000      0.0000                         
                                                                              
          MAR 08       0.3741      1.1293      0.0000                         
          APR 08       0.3741      0.0000      0.0000                         
          MAY 08       0.3741      0.0000      0.0000                         
          JUN 08       0.3741      1.1293      2.2667                         
          JUL 08       0.3741      0.0000      0.0000                         
          AUG 08       0.3741      0.0000      0.0000                         
          SEP 08       0.3741      1.1293      0.0000                         
          OCT 08       0.3741      0.0000      0.0000                         
          NOV 08       0.3741      0.0000      0.0000                         
          DEC 08       0.3741      1.1293      2.2667                         
          JAN 09       0.3741      0.0000      0.0000                         
          FEB 09       0.3741      0.0000      0.0000                         
                                                                              
          MAR 09       0.3741      1.1293      0.0000                         
          APR 09       0.3741      0.0000      0.0000                         
          MAY 09       0.3741      0.0000      0.0000                         
          JUN 09       0.3741      1.1293      2.2667                         
          JUL 09       0.3741      0.0000      0.0000                         
          AUG 09       0.3741      0.0000      0.0000                         
          SEP 09       0.3741      1.1293      0.0000                         
          OCT 09       0.3741      0.0000      0.0000                         
          NOV 09       0.3741      0.0000      0.0000                         
          DEC 09       0.3741      1.1293      2.2667                         
          JAN 10       0.3741      0.0000      0.0000                         
          FEB 10       0.3741      0.0000      0.0000                         
                                                                              
          MAR 10       0.3741      1.1293      0.0000                         
          APR 10       0.3741      0.0000      0.0000                         
          MAY 10       0.3741      0.0000      0.0000                         
          JUN 10       0.3741      1.1293      2.2667                         
          JUL 10       0.3741      0.0000      0.0000                         
          AUG 10       0.3741      0.0000      0.0000                         
          SEP 10       0.3741      1.1293      0.0000                         
          OCT 10       0.3741      0.0000      0.0000                         
          NOV 10       0.3741      0.0000      0.0000                         
          DEC 10       0.3741      1.1293      2.2667                         
          JAN 11       0.3741      0.0000      0.0000                         
          FEB 11       0.3741      0.0000      0.0000                         
                                                                              
          MAR 11       0.3741      1.1293      0.0000                         
          APR 11       0.3741      0.0000      0.0000                         
          MAY 11       0.3741      0.0000      0.0000                         
          JUN 11       0.3741      1.1293      2.2667                         
          JUL 11       0.3741      0.0000      0.0000                         
          AUG 11       0.3741      0.0000      0.0000                         
          SEP 11       0.3741      1.1293      0.0000                         
          OCT 11       0.3741      0.0000      0.0000                         
          NOV 11       0.3741      0.0000      0.0000                         
          DEC 11       0.3741      1.1293      2.2667                         
          JAN 12       0.3741      0.0000      0.0000                         
          FEB 12       0.3741      0.0000      0.0000                         
                                                                              
          MAR 12       0.3741      1.1293      0.0000                         
          APR 12       0.3741      0.0000      0.0000                         
          MAY 12       0.3741      0.0000      0.0000                         
          JUN 12       0.3741      1.1293      2.2667                         
          JUL 12       0.3741      0.0000      0.0000                         
          AUG 12       0.3741      0.0000      0.0000                         
          SEP 12       0.3741      1.1293      0.0000                         
          OCT 12       0.3741      0.0000      0.0000                         
          NOV 12       0.3741      0.0000      0.0000                         
          DEC 12       0.3741      1.1293      2.2667                         
          JAN 13       0.3741      0.0000      0.0000                         
          FEB 13       0.3741      0.0000      0.0000                         
                                                                              
                                                                              
<PAGE>
                                                                              
                                                                              
          MAR 13       0.3741      1.1293      0.0000                         
          APR 13       0.3741      0.0000      0.0000                         
          MAY 13       0.3741      0.0000      0.0000                         
          JUN 13       0.3741      1.1293      2.2667                         
          JUL 13       0.3741      0.0000      0.0000                         
          AUG 13       0.3741      0.0000      0.0000                         
          SEP 13       0.3741      1.1293      0.0000                         
          OCT 13       0.3741      0.0000      0.0000                         
          NOV 13       0.3741      0.0000      0.0000                         
          DEC 13       0.3741      1.1293      2.2667                         
          JAN 14       0.3741      0.0000      0.0000                         
          FEB 14       0.3741      0.0000      0.0000                         
                                                                              
          MAR 14       0.3741      1.1293      0.0000                         
          APR 14       0.3741      0.0000      0.0000                         
          MAY 14       0.3741      0.0000      0.0000                         
          JUN 14       0.3741      1.1293      2.2667                         
          JUL 14       0.3741      0.0000      0.0000                         
          AUG 14       0.3741      0.0000      0.0000                         
          SEP 14       9.6598     10.4150      9.2857                         
          OCT 14       0.3310      0.0000      0.0000                         
          NOV 14       0.3310      0.0000      0.0000                         
          DEC 14       0.3310      0.9991      2.1361                         
          JAN 15       0.3310      0.0000      0.0000                         
          FEB 15       0.3310      0.0000      0.0000                         
                                                                              
          MAR 15       0.3310      0.9991      0.0000                         
          APR 15       0.3310      0.0000      0.0000                         
          MAY 15       0.3310      0.0000      0.0000                         
          JUN 15       0.3310      0.9991      2.0055                         
          JUL 15       0.3310      0.0000      0.0000                         
          AUG 15       0.3310      0.0000      0.0000                         
          SEP 15       0.3310      0.9991      0.0000                         
          OCT 15       0.3310      0.0000      0.0000                         
          NOV 15       0.3310      0.0000      0.0000                         
          DEC 15       0.3310      0.9991      2.0055                         
          JAN 16       0.3310      0.0000      0.0000                         
          FEB 16       0.3310      0.0000      0.0000                         
                                                                              
          MAR 16       0.3310      0.9991      0.0000                         
          APR 16       0.3310      0.0000      0.0000                         
          MAY 16       0.3310      0.0000      0.0000                         
          JUN 16       0.3310      0.9991      2.0055                         
          JUL 16       0.3310      0.0000      0.0000                         
          AUG 16       0.3310      0.0000      0.0000                         
          SEP 16       0.3310      0.9991      0.0000                         
          OCT 16       0.3310      0.0000      0.0000                         
          NOV 16       0.3310      0.0000      0.0000                         
          DEC 16       0.3310      0.9991      2.0055                         
          JAN 17       0.3310      0.0000      0.0000                         
          FEB 17       0.3310      0.0000      0.0000                         
                                                                              
          MAR 17       0.3310      0.9991      0.0000                         
          APR 17       0.3310      0.0000      0.0000                         
          MAY 17       0.3310      0.0000      0.0000                         
          JUN 17       0.3310      0.9991      2.0055                         
          JUL 17       0.3310      0.0000      0.0000                         
          AUG 17       0.3310      0.0000      0.0000                         
          SEP 17       0.3310      0.9991      0.0000                         
          OCT 17       0.3310      0.0000      0.0000                         
          NOV 17       0.3310      0.0000      0.0000                         
          DEC 17       0.3310      0.9991      2.0055                         
          JAN 18       0.3310      0.0000      0.0000                         
          FEB 18       0.3310      0.0000      0.0000                         
                                                                              
          MAR 18       0.3310      0.9991      0.0000                         
          APR 18       0.3310      0.0000      0.0000                         
          MAY 18       0.3310      0.0000      0.0000                         
          JUN 18       0.3310      0.9991      2.0055                         
          JUL 18       0.3310      0.0000      0.0000                         
          AUG 18       0.3310      0.0000      0.0000                         
          SEP 18       0.3310      0.9991      0.0000                         
          OCT 18       0.3310      0.0000      0.0000                         
          NOV 18       0.3310      0.0000      0.0000                         
          DEC 18       0.3310      0.9991      2.0055                         
          JAN 19       0.3310      0.0000      0.0000                         
          FEB 19       0.3310      0.0000      0.0000                         
                                                                              
          MAR 19       0.3310      0.9991      0.0000                         
          APR 19       0.3310      0.0000      0.0000                         
          MAY 19       0.3310      0.0000      0.0000                         
          JUN 19       0.3310      0.9991      2.0055                         
          JUL 19       0.3310      0.0000      0.0000                         
          AUG 19       0.3310      0.0000      0.0000                         
          SEP 19       0.3310      0.9991      0.0000                         
          OCT 19       0.3310      0.0000      0.0000                         
          NOV 19      19.9024     19.5714     19.5714                         
          DEC 19       0.2443      0.9119      1.9180                         
          JAN 20       0.2443      0.0000      0.0000                         
          FEB 20       0.2443      0.0000      0.0000                         
                                                                              
                                                                              
<PAGE>
                                                                              
                                                                              
          MAR 20       0.2443      0.7375      0.0000                         
          APR 20       0.2443      0.0000      0.0000                         
          MAY 20       0.2443      0.0000      0.0000                         
          JUN 20       0.2443      0.7375      1.4805                         
          JUL 20       0.2443      0.0000      0.0000                         
          AUG 20       0.2443      0.0000      0.0000                         
          SEP 20       0.2443      0.7375      0.0000                         
          OCT 20       0.2443      0.0000      0.0000                         
          NOV 20       0.2443      0.0000      0.0000                         
          DEC 20       0.2443      0.7375      1.4805                         
          JAN 21       0.2443      0.0000      0.0000                         
          FEB 21       0.2443      0.0000      0.0000                         
                                                                              
          MAR 21       0.2443      0.7375      0.0000                         
          APR 21       0.2443      0.0000      0.0000                         
          MAY 21       0.2443      0.0000      0.0000                         
          JUN 21      15.2443     15.7375     16.4805                         
          JUL 21       0.1809      0.0000      0.0000                         
          AUG 21       0.1809      0.0000      0.0000                         
          SEP 21       0.1809      0.5460      0.0000                         
          OCT 21       0.1809      0.0000      0.0000                         
          NOV 21      15.1809     15.0000     15.0000                         
          DEC 21       0.1174      0.4822      1.0320                         
          JAN 22       0.1174      0.0000      0.0000                         
          FEB 22       0.1174      0.0000      0.0000                         
                                                                              
          MAR 22       0.1174      0.3545      0.0000                         
          APR 22       0.1174      0.0000      0.0000                         
          MAY 22       0.1174      0.0000      0.0000                         
          JUN 22       0.1174      0.3545      0.7116                         
          JUL 22       0.1174      0.0000      0.0000                         
          AUG 22       0.1174      0.0000      0.0000                         
          SEP 22       0.1174      0.3545      0.0000                         
          OCT 22       0.1174      0.0000      0.0000                         
          NOV 22       0.1174      0.0000      0.0000                         
          DEC 22       0.1174      0.3545      0.7116                         
          JAN 23       0.1174      0.0000      0.0000                         
          FEB 23       0.1174      0.0000      0.0000                         
                                                                              
          MAR 23       0.1174      0.3545      0.0000                         
          APR 23       0.1174      0.0000      0.0000                         
          MAY 23       0.1174      0.0000      0.0000                         
          JUN 23       0.1174      0.3545      0.7116                         
          JUL 23      11.9746     11.8571     11.8571                         
          AUG 23       0.0648      0.0000      0.0000                         
          SEP 23       0.0648      0.2487      0.0000                         
          OCT 23       0.0648      0.0000      0.0000                         
          NOV 23       0.0648      0.0000      0.0000                         
          DEC 23      14.3181     14.5119     14.7664                         
                                                                              
</TABLE>                                                                      
                                                                              
                                                                              
                                                                              
<PAGE>                                                                        
                                                                              
                                                                              
<TABLE>                                                                       
                                                                              
Massachusetts Insured Trust 111                                               
                                                                              
<CAPTION>   MONTHLY   QUARTERLY  SEMI-ANNUALLY                                
          ------------------------------------                                
<S>         <C>         <C>         <C>                                       
IRR:         5.254       5.262       5.250                                    
CUR RET:     5.381       5.413       5.432                                    
L/T RET:     5.411       5.440       5.459                                    
                                                                              
</TABLE>                                                                      
                                                                              
<TABLE>                                                                       
           ESTIMATED PRINCIPAL AND INTEREST                                   
                DISTRIBUTIONS PER UNIT                                        
          ------------------------------------                                
<CAPTION> MON/YR      MONTHLY   QUARTERLY  SEMI-ANNUALLY                      
- ----------------------------------------------                                
          <S>       <C>         <C>         <C>                               
          MAR 94    -100.780    -100.780    -100.780                          
                                                                              
          APR 94       0.0000      0.0000      0.0000                         
          MAY 94       0.0000      0.0000      0.0000                         
          JUN 94       0.0000      0.0000      0.0000                         
          JUL 94       0.3773      0.3773      0.3773                         
          AUG 94       0.4514      0.0000      0.0000                         
          SEP 94       0.4514      0.9081      0.0000                         
          OCT 94       0.4514      0.0000      0.0000                         
          NOV 94       0.4514      0.0000      0.0000                         
          DEC 94       0.4514      1.3622      2.2782                         
          JAN 95       0.4514      0.0000      0.0000                         
          FEB 95       0.4514      0.0000      0.0000                         
                                                                              
          MAR 95       0.4514      1.3622      0.0000                         
          APR 95       0.4514      0.0000      0.0000                         
          MAY 95       0.4514      0.0000      0.0000                         
          JUN 95       0.4514      1.3622      2.7339                         
          JUL 95       0.4514      0.0000      0.0000                         
          AUG 95       0.4514      0.0000      0.0000                         
          SEP 95       0.4514      1.3622      0.0000                         
          OCT 95       0.4514      0.0000      0.0000                         
          NOV 95       0.4514      0.0000      0.0000                         
          DEC 95       0.4514      1.3622      2.7339                         
          JAN 96       0.4514      0.0000      0.0000                         
          FEB 96       0.4514      0.0000      0.0000                         
                                                                              
          MAR 96       0.4514      1.3622      0.0000                         
          APR 96       0.4514      0.0000      0.0000                         
          MAY 96       0.4514      0.0000      0.0000                         
          JUN 96       0.4514      1.3622      2.7339                         
          JUL 96       0.4514      0.0000      0.0000                         
          AUG 96       0.4514      0.0000      0.0000                         
          SEP 96       0.4514      1.3622      0.0000                         
          OCT 96       0.4514      0.0000      0.0000                         
          NOV 96       0.4514      0.0000      0.0000                         
          DEC 96       0.4514      1.3622      2.7339                         
          JAN 97       0.4514      0.0000      0.0000                         
          FEB 97       0.4514      0.0000      0.0000                         
                                                                              
          MAR 97       0.4514      1.3622      0.0000                         
          APR 97       0.4514      0.0000      0.0000                         
          MAY 97       0.4514      0.0000      0.0000                         
          JUN 97       0.4514      1.3622      2.7339                         
          JUL 97       0.4514      0.0000      0.0000                         
          AUG 97       0.4514      0.0000      0.0000                         
          SEP 97       0.4514      1.3622      0.0000                         
          OCT 97       0.4514      0.0000      0.0000                         
          NOV 97       0.4514      0.0000      0.0000                         
          DEC 97       0.4514      1.3622      2.7339                         
          JAN 98       0.4514      0.0000      0.0000                         
          FEB 98       0.4514      0.0000      0.0000                         
                                                                              
          MAR 98       0.4514      1.3622      0.0000                         
          APR 98       0.4514      0.0000      0.0000                         
          MAY 98       0.4514      0.0000      0.0000                         
          JUN 98       0.4514      1.3622      2.7339                         
          JUL 98       0.4514      0.0000      0.0000                         
          AUG 98       0.4514      0.0000      0.0000                         
          SEP 98       0.4514      1.3622      0.0000                         
          OCT 98       0.4514      0.0000      0.0000                         
          NOV 98       0.4514      0.0000      0.0000                         
          DEC 98       0.4514      1.3622      2.7339                         
          JAN 99       0.4514      0.0000      0.0000                         
          FEB 99       0.4514      0.0000      0.0000                         
                                                                              
                                                                              
<PAGE>
                                                                              
                                                                              
          MAR 99       0.4514      1.3622      0.0000                         
          APR 99       0.4514      0.0000      0.0000                         
          MAY 99       0.4514      0.0000      0.0000                         
          JUN 99       0.4514      1.3622      2.7339                         
          JUL 99       0.4514      0.0000      0.0000                         
          AUG 99       0.4514      0.0000      0.0000                         
          SEP 99       0.4514      1.3622      0.0000                         
          OCT 99       0.4514      0.0000      0.0000                         
          NOV 99       0.4514      0.0000      0.0000                         
          DEC 99       0.4514      1.3622      2.7339                         
          JAN 00       0.4514      0.0000      0.0000                         
          FEB 00       0.4514      0.0000      0.0000                         
                                                                              
          MAR 00       0.4514      1.3622      0.0000                         
          APR 00       0.4514      0.0000      0.0000                         
          MAY 00       0.4514      0.0000      0.0000                         
          JUN 00       0.4514      1.3622      2.7339                         
          JUL 00       0.4514      0.0000      0.0000                         
          AUG 00       0.4514      0.0000      0.0000                         
          SEP 00       0.4514      1.3622      0.0000                         
          OCT 00       0.4514      0.0000      0.0000                         
          NOV 00       0.4514      0.0000      0.0000                         
          DEC 00       0.4514      1.3622      2.7339                         
          JAN 01       0.4514      0.0000      0.0000                         
          FEB 01       0.4514      0.0000      0.0000                         
                                                                              
          MAR 01       0.4514      1.3622      0.0000                         
          APR 01       0.4514      0.0000      0.0000                         
          MAY 01       0.4514      0.0000      0.0000                         
          JUN 01       0.4514      1.3622      2.7339                         
          JUL 01       0.4514      0.0000      0.0000                         
          AUG 01       0.4514      0.0000      0.0000                         
          SEP 01       0.4514      1.3622      0.0000                         
          OCT 01       0.4514      0.0000      0.0000                         
          NOV 01       0.4514      0.0000      0.0000                         
          DEC 01       0.4514      1.3622      2.7339                         
          JAN 02       0.4514      0.0000      0.0000                         
          FEB 02       0.4514      0.0000      0.0000                         
                                                                              
          MAR 02       0.4514      1.3622      0.0000                         
          APR 02       0.4514      0.0000      0.0000                         
          MAY 02       0.4514      0.0000      0.0000                         
          JUN 02       0.4514      1.3622      2.7339                         
          JUL 02       0.4514      0.0000      0.0000                         
          AUG 02       0.4514      0.0000      0.0000                         
          SEP 02       0.4514      1.3622      0.0000                         
          OCT 02       0.4514      0.0000      0.0000                         
          NOV 02       0.4514      0.0000      0.0000                         
          DEC 02       0.4514      1.3622      2.7339                         
          JAN 03       0.4514      0.0000      0.0000                         
          FEB 03       0.4514      0.0000      0.0000                         
                                                                              
          MAR 03       0.4514      1.3622      0.0000                         
          APR 03       0.4514      0.0000      0.0000                         
          MAY 03       0.4514      0.0000      0.0000                         
          JUN 03       0.4514      1.3622      2.7339                         
          JUL 03       0.4514      0.0000      0.0000                         
          AUG 03       0.4514      0.0000      0.0000                         
          SEP 03       0.4514      1.3622      0.0000                         
          OCT 03       0.4514      0.0000      0.0000                         
          NOV 03       0.4514      0.0000      0.0000                         
          DEC 03       0.4514      1.3622      2.7339                         
          JAN 04       0.4514      0.0000      0.0000                         
          FEB 04       0.4514      0.0000      0.0000                         
                                                                              
          MAR 04       0.4514      1.3622      0.0000                         
          APR 04      14.7371     14.2857     14.2857                         
          MAY 04       0.3808      0.0000      0.0000                         
          JUN 04       0.3808      1.2203      2.5916                         
          JUL 04       0.3808      0.0000      0.0000                         
          AUG 04      13.2380     12.8571     12.8571                         
          SEP 04       0.3184      1.0867      0.0000                         
          OCT 04       0.3184      0.0000      0.0000                         
          NOV 04       0.3184      0.0000      0.0000                         
          DEC 04       0.3184      0.9612      2.0552                         
          JAN 05       0.3184      0.0000      0.0000                         
          FEB 05       0.3184      0.0000      0.0000                         
                                                                              
          MAR 05       0.3184      0.9612      0.0000                         
          APR 05       0.3184      0.0000      0.0000                         
          MAY 05       0.3184      0.0000      0.0000                         
          JUN 05       0.3184      0.9612      1.9293                         
          JUL 05       0.3184      0.0000      0.0000                         
          AUG 05      14.6041     14.2857     14.2857                         
          SEP 05       0.2491      0.8914      0.0000                         
          OCT 05       0.2491      0.0000      0.0000                         
          NOV 05       0.2491      0.0000      0.0000                         
          DEC 05       0.2491      0.7520      1.6495                         
          JAN 06       0.2491      0.0000      0.0000                         
          FEB 06       0.2491      0.0000      0.0000                         
                                                                              
                                                                              
<PAGE>
                                                                              
                                                                              
          MAR 06       0.2491      0.7520      0.0000                         
          APR 06       0.2491      0.0000      0.0000                         
          MAY 06       0.2491      0.0000      0.0000                         
          JUN 06       0.2491      0.7520      1.5096                         
          JUL 06       0.2491      0.0000      0.0000                         
          AUG 06       0.2491      0.0000      0.0000                         
          SEP 06       0.2491      0.7520      0.0000                         
          OCT 06       0.2491      0.0000      0.0000                         
          NOV 06       0.2491      0.0000      0.0000                         
          DEC 06       0.2491      0.7520      1.5096                         
          JAN 07       0.2491      0.0000      0.0000                         
          FEB 07       0.2491      0.0000      0.0000                         
                                                                              
          MAR 07       0.2491      0.7520      0.0000                         
          APR 07       0.2491      0.0000      0.0000                         
          MAY 07       0.2491      0.0000      0.0000                         
          JUN 07       0.2491      0.7520      1.5096                         
          JUL 07       0.2491      0.0000      0.0000                         
          AUG 07       0.2491      0.0000      0.0000                         
          SEP 07       0.2491      0.7520      0.0000                         
          OCT 07       0.2491      0.0000      0.0000                         
          NOV 07       0.2491      0.0000      0.0000                         
          DEC 07       0.2491      0.7520      1.5096                         
          JAN 08       0.2491      0.0000      0.0000                         
          FEB 08       0.2491      0.0000      0.0000                         
                                                                              
          MAR 08       0.2491      0.7520      0.0000                         
          APR 08       0.2491      0.0000      0.0000                         
          MAY 08       0.2491      0.0000      0.0000                         
          JUN 08       0.2491      0.7520      1.5096                         
          JUL 08       0.2491      0.0000      0.0000                         
          AUG 08       0.2491      0.0000      0.0000                         
          SEP 08       0.2491      0.7520      0.0000                         
          OCT 08       0.2491      0.0000      0.0000                         
          NOV 08       0.2491      0.0000      0.0000                         
          DEC 08       0.2491      0.7520      1.5096                         
          JAN 09       0.2491      0.0000      0.0000                         
          FEB 09       0.2491      0.0000      0.0000                         
                                                                              
          MAR 09       0.2491      0.7520      0.0000                         
          APR 09       0.2491      0.0000      0.0000                         
          MAY 09       0.2491      0.0000      0.0000                         
          JUN 09       0.2491      0.7520      1.5096                         
          JUL 09       0.2491      0.0000      0.0000                         
          AUG 09       0.2491      0.0000      0.0000                         
          SEP 09       0.2491      0.7520      0.0000                         
          OCT 09       0.2491      0.0000      0.0000                         
          NOV 09       0.2491      0.0000      0.0000                         
          DEC 09       0.2491      0.7520      1.5096                         
          JAN 10       0.2491      0.0000      0.0000                         
          FEB 10       0.2491      0.0000      0.0000                         
                                                                              
          MAR 10       0.2491      0.7520      0.0000                         
          APR 10       0.2491      0.0000      0.0000                         
          MAY 10       0.2491      0.0000      0.0000                         
          JUN 10       0.2491      0.7520      1.5096                         
          JUL 10       0.2491      0.0000      0.0000                         
          AUG 10       0.2491      0.0000      0.0000                         
          SEP 10       0.2491      0.7520      0.0000                         
          OCT 10       0.2491      0.0000      0.0000                         
          NOV 10       0.2491      0.0000      0.0000                         
          DEC 10       0.2491      0.7520      1.5096                         
          JAN 11       0.2491      0.0000      0.0000                         
          FEB 11       0.2491      0.0000      0.0000                         
                                                                              
          MAR 11       0.2491      0.7520      0.0000                         
          APR 11       0.2491      0.0000      0.0000                         
          MAY 11       0.2491      0.0000      0.0000                         
          JUN 11       0.2491      0.7520      1.5096                         
          JUL 11       0.2491      0.0000      0.0000                         
          AUG 11       0.2491      0.0000      0.0000                         
          SEP 11       0.2491      0.7520      0.0000                         
          OCT 11       0.2491      0.0000      0.0000                         
          NOV 11       0.2491      0.0000      0.0000                         
          DEC 11       0.2491      0.7520      1.5096                         
          JAN 12       0.2491      0.0000      0.0000                         
          FEB 12       0.2491      0.0000      0.0000                         
                                                                              
          MAR 12       0.2491      0.7520      0.0000                         
          APR 12       0.2491      0.0000      0.0000                         
          MAY 12       0.2491      0.0000      0.0000                         
          JUN 12       0.2491      0.7520      1.5096                         
          JUL 12       0.2491      0.0000      0.0000                         
          AUG 12       0.2491      0.0000      0.0000                         
          SEP 12       0.2491      0.7520      0.0000                         
          OCT 12       0.2491      0.0000      0.0000                         
          NOV 12       0.2491      0.0000      0.0000                         
          DEC 12       0.2491      0.7520      1.5096                         
          JAN 13       0.2491      0.0000      0.0000                         
          FEB 13       0.2491      0.0000      0.0000                         
                                                                              
                                                                              
<PAGE>
                                                                              
                                                                              
          MAR 13       0.2491      0.7520      0.0000                         
          APR 13       0.2491      0.0000      0.0000                         
          MAY 13       0.2491      0.0000      0.0000                         
          JUN 13       0.2491      0.7520      1.5096                         
          JUL 13       0.2491      0.0000      0.0000                         
          AUG 13       0.2491      0.0000      0.0000                         
          SEP 13       0.2491      0.7520      0.0000                         
          OCT 13       0.2491      0.0000      0.0000                         
          NOV 13       0.2491      0.0000      0.0000                         
          DEC 13       0.2491      0.7520      1.5096                         
          JAN 14       0.2491      0.0000      0.0000                         
          FEB 14       0.2491      0.0000      0.0000                         
                                                                              
          MAR 14       0.2491      0.7520      0.0000                         
          APR 14       0.2491      0.0000      0.0000                         
          MAY 14       0.2491      0.0000      0.0000                         
          JUN 14       0.2491      0.7520      1.5096                         
          JUL 14       0.2491      0.0000      0.0000                         
          AUG 14       0.2491      0.0000      0.0000                         
          SEP 14       0.2491      0.7520      0.0000                         
          OCT 14       0.2491      0.0000      0.0000                         
          NOV 14       0.2491      0.0000      0.0000                         
          DEC 14       0.2491      0.7520      1.5096                         
          JAN 15       0.2491      0.0000      0.0000                         
          FEB 15       0.2491      0.0000      0.0000                         
                                                                              
          MAR 15       0.2491      0.7520      0.0000                         
          APR 15       0.2491      0.0000      0.0000                         
          MAY 15       0.2491      0.0000      0.0000                         
          JUN 15       0.2491      0.7520      1.5096                         
          JUL 15       0.2491      0.0000      0.0000                         
          AUG 15       0.2491      0.0000      0.0000                         
          SEP 15       0.2491      0.7520      0.0000                         
          OCT 15       0.2491      0.0000      0.0000                         
          NOV 15       0.2491      0.0000      0.0000                         
          DEC 15       0.2491      0.7520      1.5096                         
          JAN 16       0.2491      0.0000      0.0000                         
          FEB 16       0.2491      0.0000      0.0000                         
                                                                              
          MAR 16       0.2491      0.7520      0.0000                         
          APR 16       0.2491      0.0000      0.0000                         
          MAY 16       0.2491      0.0000      0.0000                         
          JUN 16       0.2491      0.7520      1.5096                         
          JUL 16       0.2491      0.0000      0.0000                         
          AUG 16       0.2491      0.0000      0.0000                         
          SEP 16       0.2491      0.7520      0.0000                         
          OCT 16       0.2491      0.0000      0.0000                         
          NOV 16       0.2491      0.0000      0.0000                         
          DEC 16       0.2491      0.7520      1.5096                         
          JAN 17       0.2491      0.0000      0.0000                         
          FEB 17       0.2491      0.0000      0.0000                         
                                                                              
          MAR 17       0.2491      0.7520      0.0000                         
          APR 17       0.2491      0.0000      0.0000                         
          MAY 17       0.2491      0.0000      0.0000                         
          JUN 17       0.2491      0.7520      1.5096                         
          JUL 17       0.2491      0.0000      0.0000                         
          AUG 17       0.2491      0.0000      0.0000                         
          SEP 17       0.2491      0.7520      0.0000                         
          OCT 17       0.2491      0.0000      0.0000                         
          NOV 17       0.2491      0.0000      0.0000                         
          DEC 17       0.2491      0.7520      1.5096                         
          JAN 18       0.2491      0.0000      0.0000                         
          FEB 18       0.2491      0.0000      0.0000                         
                                                                              
          MAR 18       0.2491      0.7520      0.0000                         
          APR 18       0.2491      0.0000      0.0000                         
          MAY 18       0.2491      0.0000      0.0000                         
          JUN 18       0.2491      0.7520      1.5096                         
          JUL 18       0.2491      0.0000      0.0000                         
          AUG 18       0.2491      0.0000      0.0000                         
          SEP 18       0.2491      0.7520      0.0000                         
          OCT 18       0.2491      0.0000      0.0000                         
          NOV 18       0.2491      0.0000      0.0000                         
          DEC 18       0.2491      0.7520      1.5096                         
          JAN 19       0.2491      0.0000      0.0000                         
          FEB 19       0.2491      0.0000      0.0000                         
                                                                              
          MAR 19       0.2491      0.7520      0.0000                         
          APR 19       0.2491      0.0000      0.0000                         
          MAY 19       0.2491      0.0000      0.0000                         
          JUN 19       0.2491      0.7520      1.5096                         
          JUL 19       0.2491      0.0000      0.0000                         
          AUG 19       0.2491      0.0000      0.0000                         
          SEP 19       0.2491      0.7520      0.0000                         
          OCT 19       0.2491      0.0000      0.0000                         
          NOV 19       0.2491      0.0000      0.0000                         
          DEC 19       0.2491      0.7520      1.5096                         
          JAN 20       0.2491      0.0000      0.0000                         
          FEB 20       0.2491      0.0000      0.0000                         
                                                                              
                                                                              
<PAGE>
                                                                              
                                                                              
          MAR 20       0.2491      0.7520      0.0000                         
          APR 20       0.2491      0.0000      0.0000                         
          MAY 20       0.2491      0.0000      0.0000                         
          JUN 20       0.2491      0.7520      1.5096                         
          JUL 20       0.2491      0.0000      0.0000                         
          AUG 20       0.2491      0.0000      0.0000                         
          SEP 20       0.2491      0.7520      0.0000                         
          OCT 20       0.2491      0.0000      0.0000                         
          NOV 20       0.2491      0.0000      0.0000                         
          DEC 20       0.2491      0.7520      1.5096                         
          JAN 21       0.2491      0.0000      0.0000                         
          FEB 21       0.2491      0.0000      0.0000                         
                                                                              
          MAR 21       0.2491      0.7520      0.0000                         
          APR 21       0.2491      0.0000      0.0000                         
          MAY 21       0.2491      0.0000      0.0000                         
          JUN 21       0.2491      0.7520      1.5096                         
          JUL 21       0.2491      0.0000      0.0000                         
          AUG 21       0.2491      0.0000      0.0000                         
          SEP 21       0.2491      0.7520      0.0000                         
          OCT 21       0.2491      0.0000      0.0000                         
          NOV 21       0.2491      0.0000      0.0000                         
          DEC 21       0.2491      0.7520      1.5096                         
          JAN 22       0.2491      0.0000      0.0000                         
          FEB 22       0.2491      0.0000      0.0000                         
                                                                              
          MAR 22       0.2491      0.7520      0.0000                         
          APR 22       0.2491      0.0000      0.0000                         
          MAY 22       0.2491      0.0000      0.0000                         
          JUN 22       0.2491      0.7520      1.5096                         
          JUL 22       0.2491      0.0000      0.0000                         
          AUG 22       0.2491      0.0000      0.0000                         
          SEP 22       0.2491      0.7520      0.0000                         
          OCT 22       0.2491      0.0000      0.0000                         
          NOV 22       0.2491      0.0000      0.0000                         
          DEC 22       0.2491      0.7520      1.5096                         
          JAN 23       0.2491      0.0000      0.0000                         
          FEB 23      15.2491     15.0000     15.0000                         
                                                                              
          MAR 23       0.1872      0.6897      0.0000                         
          APR 23       0.1872      0.0000      0.0000                         
          MAY 23       0.1872      0.0000      0.0000                         
          JUN 23       0.1872      0.5652      1.2595                         
          JUL 23       0.1872      0.0000      0.0000                         
          AUG 23      29.4729     29.2857     29.2857                         
          SEP 23       0.0619      0.4390      0.0000                         
          OCT 23       0.0619      0.0000      0.0000                         
          NOV 23       0.0619      0.0000      0.0000                         
          DEC 23       0.0619      0.1868      0.6282                         
          JAN 24       0.0619      0.0000      0.0000                         
          FEB 24       0.0619      0.0000      0.0000                         
                                                                              
          MAR 24       0.0619      0.1868      0.0000                         
          APR 24       0.0619      0.0000      0.0000                         
          MAY 24       0.0619      0.0000      0.0000                         
          JUN 24       0.0619      0.1868      0.3750                         
          JUL 24       0.0619      0.0000      0.0000                         
          AUG 24      14.3476     14.4102     14.4107                         
                                                                              
</TABLE>                                                                      
                                                                              
                                                                              
                                                                              
<PAGE>                                                                        
                                                                              
                                                                              
<TABLE>                                                                       
                                                                              
Michigan Insured Trust 53                                                     
                                                                              
<CAPTION>   MONTHLY   QUARTERLY  SEMI-ANNUALLY                                
          ------------------------------------                                
<S>         <C>         <C>         <C>                                       
IRR:         5.316       5.325       5.311                                    
CUR RET:     5.310       5.342       5.361                                    
L/T RET:     5.421       5.449       5.468                                    
                                                                              
</TABLE>                                                                      
                                                                              
<TABLE>                                                                       
           ESTIMATED PRINCIPAL AND INTEREST                                   
                DISTRIBUTIONS PER UNIT                                        
          ------------------------------------                                
<CAPTION> MON/YR      MONTHLY   QUARTERLY  SEMI-ANNUALLY                      
- ----------------------------------------------                                
          <S>       <C>         <C>         <C>                               
          MAR 94     -99.110     -99.110     -99.110                          
                                                                              
          APR 94       0.0000      0.0000      0.0000                         
          MAY 94       0.0000      0.0000      0.0000                         
          JUN 94       0.0000      0.0000      0.0000                         
          JUL 94       0.4380      0.4380      0.4380                         
          AUG 94       0.4380      0.0000      0.0000                         
          SEP 94       0.4380      0.8815      0.0000                         
          OCT 94       0.4380      0.0000      0.0000                         
          NOV 94       0.4380      0.0000      0.0000                         
          DEC 94       0.4380      1.3222      2.2116                         
          JAN 95       0.4380      0.0000      0.0000                         
          FEB 95       0.4380      0.0000      0.0000                         
                                                                              
          MAR 95       0.4380      1.3222      0.0000                         
          APR 95       0.4380      0.0000      0.0000                         
          MAY 95       0.4380      0.0000      0.0000                         
          JUN 95       0.4380      1.3222      2.6540                         
          JUL 95       0.4380      0.0000      0.0000                         
          AUG 95       0.4380      0.0000      0.0000                         
          SEP 95       0.4380      1.3222      0.0000                         
          OCT 95       0.4380      0.0000      0.0000                         
          NOV 95       0.4380      0.0000      0.0000                         
          DEC 95       0.4380      1.3222      2.6540                         
          JAN 96       0.4380      0.0000      0.0000                         
          FEB 96       0.4380      0.0000      0.0000                         
                                                                              
          MAR 96       0.4380      1.3222      0.0000                         
          APR 96       0.4380      0.0000      0.0000                         
          MAY 96       0.4380      0.0000      0.0000                         
          JUN 96       0.4380      1.3222      2.6540                         
          JUL 96       0.4380      0.0000      0.0000                         
          AUG 96       0.4380      0.0000      0.0000                         
          SEP 96       0.4380      1.3222      0.0000                         
          OCT 96       0.4380      0.0000      0.0000                         
          NOV 96       0.4380      0.0000      0.0000                         
          DEC 96       0.4380      1.3222      2.6540                         
          JAN 97       0.4380      0.0000      0.0000                         
          FEB 97       0.4380      0.0000      0.0000                         
                                                                              
          MAR 97       0.4380      1.3222      0.0000                         
          APR 97       0.4380      0.0000      0.0000                         
          MAY 97       0.4380      0.0000      0.0000                         
          JUN 97       0.4380      1.3222      2.6540                         
          JUL 97       0.4380      0.0000      0.0000                         
          AUG 97       0.4380      0.0000      0.0000                         
          SEP 97       0.4380      1.3222      0.0000                         
          OCT 97       0.4380      0.0000      0.0000                         
          NOV 97       0.4380      0.0000      0.0000                         
          DEC 97       0.4380      1.3222      2.6540                         
          JAN 98       0.4380      0.0000      0.0000                         
          FEB 98       0.4380      0.0000      0.0000                         
                                                                              
          MAR 98       0.4380      1.3222      0.0000                         
          APR 98       0.4380      0.0000      0.0000                         
          MAY 98       0.4380      0.0000      0.0000                         
          JUN 98       0.4380      1.3222      2.6540                         
          JUL 98       0.4380      0.0000      0.0000                         
          AUG 98       0.4380      0.0000      0.0000                         
          SEP 98       0.4380      1.3222      0.0000                         
          OCT 98       0.4380      0.0000      0.0000                         
          NOV 98       0.4380      0.0000      0.0000                         
          DEC 98       0.4380      1.3222      2.6540                         
          JAN 99       0.4380      0.0000      0.0000                         
          FEB 99       0.4380      0.0000      0.0000                         
                                                                              
                                                                              
<PAGE>
                                                                              
                                                                              
          MAR 99       0.4380      1.3222      0.0000                         
          APR 99       0.4380      0.0000      0.0000                         
          MAY 99       0.4380      0.0000      0.0000                         
          JUN 99       0.4380      1.3222      2.6540                         
          JUL 99       0.4380      0.0000      0.0000                         
          AUG 99       0.4380      0.0000      0.0000                         
          SEP 99       0.4380      1.3222      0.0000                         
          OCT 99       0.4380      0.0000      0.0000                         
          NOV 99       0.4380      0.0000      0.0000                         
          DEC 99       0.4380      1.3222      2.6540                         
          JAN 00       0.4380      0.0000      0.0000                         
          FEB 00       0.4380      0.0000      0.0000                         
                                                                              
          MAR 00       0.4380      1.3222      0.0000                         
          APR 00       0.4380      0.0000      0.0000                         
          MAY 00       0.4380      0.0000      0.0000                         
          JUN 00       0.4380      1.3222      2.6540                         
          JUL 00       0.4380      0.0000      0.0000                         
          AUG 00       0.4380      0.0000      0.0000                         
          SEP 00       0.4380      1.3222      0.0000                         
          OCT 00       0.4380      0.0000      0.0000                         
          NOV 00       0.4380      0.0000      0.0000                         
          DEC 00       0.4380      1.3222      2.6540                         
          JAN 01       0.4380      0.0000      0.0000                         
          FEB 01       0.4380      0.0000      0.0000                         
                                                                              
          MAR 01       0.4380      1.3222      0.0000                         
          APR 01       0.4380      0.0000      0.0000                         
          MAY 01       0.4380      0.0000      0.0000                         
          JUN 01       0.4380      1.3222      2.6540                         
          JUL 01       0.4380      0.0000      0.0000                         
          AUG 01       0.4380      0.0000      0.0000                         
          SEP 01       0.4380      1.3222      0.0000                         
          OCT 01       0.4380      0.0000      0.0000                         
          NOV 01       0.4380      0.0000      0.0000                         
          DEC 01       0.4380      1.3222      2.6540                         
          JAN 02       0.4380      0.0000      0.0000                         
          FEB 02       0.4380      0.0000      0.0000                         
                                                                              
          MAR 02       0.4380      1.3222      0.0000                         
          APR 02       0.4380      0.0000      0.0000                         
          MAY 02       0.4380      0.0000      0.0000                         
          JUN 02       0.4380      1.3222      2.6540                         
          JUL 02       0.4380      0.0000      0.0000                         
          AUG 02       0.4380      0.0000      0.0000                         
          SEP 02       0.4380      1.3222      0.0000                         
          OCT 02       0.4380      0.0000      0.0000                         
          NOV 02       0.4380      0.0000      0.0000                         
          DEC 02       0.4380      1.3222      2.6540                         
          JAN 03       0.4380      0.0000      0.0000                         
          FEB 03       0.4380      0.0000      0.0000                         
                                                                              
          MAR 03       0.4380      1.3222      0.0000                         
          APR 03       0.4380      0.0000      0.0000                         
          MAY 03       0.4380      0.0000      0.0000                         
          JUN 03       0.4380      1.3222      2.6540                         
          JUL 03       0.4380      0.0000      0.0000                         
          AUG 03       0.4380      0.0000      0.0000                         
          SEP 03       0.4380      1.3222      0.0000                         
          OCT 03       0.4380      0.0000      0.0000                         
          NOV 03       0.4380      0.0000      0.0000                         
          DEC 03       0.4380      1.3222      2.6540                         
          JAN 04       0.4380      0.0000      0.0000                         
          FEB 04       0.4380      0.0000      0.0000                         
                                                                              
          MAR 04       0.4380      1.3222      0.0000                         
          APR 04       0.4380      0.0000      0.0000                         
          MAY 04       0.4380      0.0000      0.0000                         
          JUN 04       0.4380      1.3222      2.6540                         
          JUL 04       0.4380      0.0000      0.0000                         
          AUG 04      14.7238     14.2857     14.2857                         
          SEP 04       0.3687      1.2525      0.0000                         
          OCT 04       0.3687      0.0000      0.0000                         
          NOV 04       0.3687      0.0000      0.0000                         
          DEC 04       0.3687      1.1130      2.3742                         
          JAN 05       0.3687      0.0000      0.0000                         
          FEB 05       0.3687      0.0000      0.0000                         
                                                                              
          MAR 05       0.3687      1.1130      0.0000                         
          APR 05       0.3687      0.0000      0.0000                         
          MAY 05       0.3687      0.0000      0.0000                         
          JUN 05       0.3687      1.1130      2.2343                         
          JUL 05       0.3687      0.0000      0.0000                         
          AUG 05       0.3687      0.0000      0.0000                         
          SEP 05       0.3687      1.1130      0.0000                         
          OCT 05       0.3687      0.0000      0.0000                         
          NOV 05       0.3687      0.0000      0.0000                         
          DEC 05       0.3687      1.1130      2.2343                         
          JAN 06       0.3687      0.0000      0.0000                         
          FEB 06       0.3687      0.0000      0.0000                         
                                                                              
                                                                              
<PAGE>
                                                                              
                                                                              
          MAR 06       0.3687      1.1130      0.0000                         
          APR 06       0.3687      0.0000      0.0000                         
          MAY 06       0.3687      0.0000      0.0000                         
          JUN 06       0.3687      1.1130      2.2343                         
          JUL 06       0.3687      0.0000      0.0000                         
          AUG 06       0.3687      0.0000      0.0000                         
          SEP 06       0.3687      1.1130      0.0000                         
          OCT 06       0.3687      0.0000      0.0000                         
          NOV 06       0.3687      0.0000      0.0000                         
          DEC 06       0.3687      1.1130      2.2343                         
          JAN 07       0.3687      0.0000      0.0000                         
          FEB 07       0.3687      0.0000      0.0000                         
                                                                              
          MAR 07       0.3687      1.1130      0.0000                         
          APR 07       0.3687      0.0000      0.0000                         
          MAY 07       0.3687      0.0000      0.0000                         
          JUN 07       0.3687      1.1130      2.2343                         
          JUL 07       0.3687      0.0000      0.0000                         
          AUG 07       0.3687      0.0000      0.0000                         
          SEP 07       0.3687      1.1130      0.0000                         
          OCT 07       0.3687      0.0000      0.0000                         
          NOV 07       0.3687      0.0000      0.0000                         
          DEC 07       0.3687      1.1130      2.2343                         
          JAN 08       0.3687      0.0000      0.0000                         
          FEB 08       0.3687      0.0000      0.0000                         
                                                                              
          MAR 08       0.3687      1.1130      0.0000                         
          APR 08       0.3687      0.0000      0.0000                         
          MAY 08       0.3687      0.0000      0.0000                         
          JUN 08       0.3687      1.1130      2.2343                         
          JUL 08       0.3687      0.0000      0.0000                         
          AUG 08       0.3687      0.0000      0.0000                         
          SEP 08       0.3687      1.1130      0.0000                         
          OCT 08       0.3687      0.0000      0.0000                         
          NOV 08       0.3687      0.0000      0.0000                         
          DEC 08       0.3687      1.1130      2.2343                         
          JAN 09       0.3687      0.0000      0.0000                         
          FEB 09       0.3687      0.0000      0.0000                         
                                                                              
          MAR 09       0.3687      1.1130      0.0000                         
          APR 09       0.3687      0.0000      0.0000                         
          MAY 09       0.3687      0.0000      0.0000                         
          JUN 09       0.3687      1.1130      2.2343                         
          JUL 09       0.3687      0.0000      0.0000                         
          AUG 09       0.3687      0.0000      0.0000                         
          SEP 09       0.3687      1.1130      0.0000                         
          OCT 09       0.3687      0.0000      0.0000                         
          NOV 09       0.3687      0.0000      0.0000                         
          DEC 09       0.3687      1.1130      2.2343                         
          JAN 10       0.3687      0.0000      0.0000                         
          FEB 10       0.3687      0.0000      0.0000                         
                                                                              
          MAR 10       0.3687      1.1130      0.0000                         
          APR 10       0.3687      0.0000      0.0000                         
          MAY 10       0.3687      0.0000      0.0000                         
          JUN 10       0.3687      1.1130      2.2343                         
          JUL 10       0.3687      0.0000      0.0000                         
          AUG 10       0.3687      0.0000      0.0000                         
          SEP 10       0.3687      1.1130      0.0000                         
          OCT 10       0.3687      0.0000      0.0000                         
          NOV 10       0.3687      0.0000      0.0000                         
          DEC 10       0.3687      1.1130      2.2343                         
          JAN 11       0.3687      0.0000      0.0000                         
          FEB 11       0.3687      0.0000      0.0000                         
                                                                              
          MAR 11       0.3687      1.1130      0.0000                         
          APR 11       0.3687      0.0000      0.0000                         
          MAY 11       0.3687      0.0000      0.0000                         
          JUN 11       0.3687      1.1130      2.2343                         
          JUL 11       0.3687      0.0000      0.0000                         
          AUG 11       0.3687      0.0000      0.0000                         
          SEP 11       0.3687      1.1130      0.0000                         
          OCT 11       0.3687      0.0000      0.0000                         
          NOV 11       0.3687      0.0000      0.0000                         
          DEC 11       0.3687      1.1130      2.2343                         
          JAN 12       0.3687      0.0000      0.0000                         
          FEB 12       0.3687      0.0000      0.0000                         
                                                                              
          MAR 12       0.3687      1.1130      0.0000                         
          APR 12       0.3687      0.0000      0.0000                         
          MAY 12       0.3687      0.0000      0.0000                         
          JUN 12       0.3687      1.1130      2.2343                         
          JUL 12       0.3687      0.0000      0.0000                         
          AUG 12       0.3687      0.0000      0.0000                         
          SEP 12       0.3687      1.1130      0.0000                         
          OCT 12       0.3687      0.0000      0.0000                         
          NOV 12       0.3687      0.0000      0.0000                         
          DEC 12       0.3687      1.1130      2.2343                         
          JAN 13       0.3687      0.0000      0.0000                         
          FEB 13       0.3687      0.0000      0.0000                         
                                                                              
                                                                              
<PAGE>
                                                                              
                                                                              
          MAR 13       0.3687      1.1130      0.0000                         
          APR 13       0.3687      0.0000      0.0000                         
          MAY 13       0.3687      0.0000      0.0000                         
          JUN 13       0.3687      1.1130      2.2343                         
          JUL 13       0.3687      0.0000      0.0000                         
          AUG 13      11.0830     10.7142     10.7142                         
          SEP 13       0.3234      1.0674      0.0000                         
          OCT 13       0.3234      0.0000      0.0000                         
          NOV 13       0.3234      0.0000      0.0000                         
          DEC 13       0.3234      0.9762      2.0512                         
          JAN 14       0.3234      0.0000      0.0000                         
          FEB 14       0.3234      0.0000      0.0000                         
                                                                              
          MAR 14       0.3234      0.9762      0.0000                         
          APR 14       0.3234      0.0000      0.0000                         
          MAY 14       0.3234      0.0000      0.0000                         
          JUN 14       0.3234      0.9762      1.9597                         
          JUL 14       0.3234      0.0000      0.0000                         
          AUG 14       0.3234      0.0000      0.0000                         
          SEP 14       0.3234      0.9762      0.0000                         
          OCT 14       0.3234      0.0000      0.0000                         
          NOV 14       0.3234      0.0000      0.0000                         
          DEC 14       0.3234      0.9762      1.9597                         
          JAN 15       0.3234      0.0000      0.0000                         
          FEB 15       0.3234      0.0000      0.0000                         
                                                                              
          MAR 15       0.3234      0.9762      0.0000                         
          APR 15       0.3234      0.0000      0.0000                         
          MAY 15       0.3234      0.0000      0.0000                         
          JUN 15       0.3234      0.9762      1.9597                         
          JUL 15       0.3234      0.0000      0.0000                         
          AUG 15       0.3234      0.0000      0.0000                         
          SEP 15       0.3234      0.9762      0.0000                         
          OCT 15       0.3234      0.0000      0.0000                         
          NOV 15       0.3234      0.0000      0.0000                         
          DEC 15       0.3234      0.9762      1.9597                         
          JAN 16       0.3234      0.0000      0.0000                         
          FEB 16       0.3234      0.0000      0.0000                         
                                                                              
          MAR 16       0.3234      0.9762      0.0000                         
          APR 16       0.3234      0.0000      0.0000                         
          MAY 16       0.3234      0.0000      0.0000                         
          JUN 16       0.3234      0.9762      1.9597                         
          JUL 16       0.3234      0.0000      0.0000                         
          AUG 16       0.3234      0.0000      0.0000                         
          SEP 16       0.3234      0.9762      0.0000                         
          OCT 16       0.3234      0.0000      0.0000                         
          NOV 16       0.3234      0.0000      0.0000                         
          DEC 16       0.3234      0.9762      1.9597                         
          JAN 17       0.3234      0.0000      0.0000                         
          FEB 17       0.3234      0.0000      0.0000                         
                                                                              
          MAR 17       0.3234      0.9762      0.0000                         
          APR 17       0.3234      0.0000      0.0000                         
          MAY 17       0.3234      0.0000      0.0000                         
          JUN 17       0.3234      0.9762      1.9597                         
          JUL 17      15.3234     15.0000     15.0000                         
          AUG 17       0.2599      0.0000      0.0000                         
          SEP 17       0.2599      0.8486      0.0000                         
          OCT 17       0.2599      0.0000      0.0000                         
          NOV 17       0.2599      0.0000      0.0000                         
          DEC 17       0.2599      0.7847      1.6393                         
          JAN 18       0.2599      0.0000      0.0000                         
          FEB 18       0.2599      0.0000      0.0000                         
                                                                              
          MAR 18       0.2599      0.7847      0.0000                         
          APR 18       0.2599      0.0000      0.0000                         
          MAY 18       0.2599      0.0000      0.0000                         
          JUN 18       0.2599      0.7847      1.5752                         
          JUL 18       0.2599      0.0000      0.0000                         
          AUG 18       0.2599      0.0000      0.0000                         
          SEP 18       0.2599      0.7847      0.0000                         
          OCT 18       0.2599      0.0000      0.0000                         
          NOV 18       0.2599      0.0000      0.0000                         
          DEC 18       0.2599      0.7847      1.5752                         
          JAN 19       0.2599      0.0000      0.0000                         
          FEB 19       0.2599      0.0000      0.0000                         
                                                                              
          MAR 19       0.2599      0.7847      0.0000                         
          APR 19       0.2599      0.0000      0.0000                         
          MAY 19       0.2599      0.0000      0.0000                         
          JUN 19       0.2599      0.7847      1.5752                         
          JUL 19       0.2599      0.0000      0.0000                         
          AUG 19       0.2599      0.0000      0.0000                         
          SEP 19       0.2599      0.7847      0.0000                         
          OCT 19       0.2599      0.0000      0.0000                         
          NOV 19       0.2599      0.0000      0.0000                         
          DEC 19       0.2599      0.7847      1.5752                         
          JAN 20       0.2599      0.0000      0.0000                         
          FEB 20       0.2599      0.0000      0.0000                         
                                                                              
                                                                              
<PAGE>
                                                                              
                                                                              
          MAR 20       0.2599      0.7847      0.0000                         
          APR 20       0.2599      0.0000      0.0000                         
          MAY 20       0.2599      0.0000      0.0000                         
          JUN 20       0.2599      0.7847      1.5752                         
          JUL 20       0.2599      0.0000      0.0000                         
          AUG 20       0.2599      0.0000      0.0000                         
          SEP 20       0.2599      0.7847      0.0000                         
          OCT 20       0.2599      0.0000      0.0000                         
          NOV 20       0.2599      0.0000      0.0000                         
          DEC 20       0.2599      0.7847      1.5752                         
          JAN 21       0.2599      0.0000      0.0000                         
          FEB 21      15.2599     15.0000     15.0000                         
                                                                              
          MAR 21       0.1934      0.7178      0.0000                         
          APR 21       0.1934      0.0000      0.0000                         
          MAY 21       0.1934      0.0000      0.0000                         
          JUN 21      30.1934     30.5839     31.3064                         
          JUL 21       0.0665      0.0000      0.0000                         
          AUG 21       0.0665      0.0000      0.0000                         
          SEP 21       0.0665      0.2008      0.0000                         
          OCT 21       0.0665      0.0000      0.0000                         
          NOV 21      15.0665     15.1339     15.4427                         
                                                                              
</TABLE>                                                                      
                                                                              
                                                                              
                                                                              
<PAGE>                                                                        
                                                                              
                                                                              
<TABLE>                                                                       
                                                                              
New Jersey Insured Trust 173                                                  
                                                                              
<CAPTION>   MONTHLY   QUARTERLY  SEMI-ANNUALLY                                
          ------------------------------------                                
<S>         <C>         <C>         <C>                                       
IRR:         5.194       5.204       5.188                                    
CUR RET:     5.241       5.272       5.291                                    
L/T RET:     5.307       5.335       5.354                                    
                                                                              
</TABLE>                                                                      
                                                                              
<TABLE>                                                                       
           ESTIMATED PRINCIPAL AND INTEREST                                   
                DISTRIBUTIONS PER UNIT                                        
          ------------------------------------                                
<CAPTION> MON/YR      MONTHLY   QUARTERLY  SEMI-ANNUALLY                      
- ----------------------------------------------                                
          <S>       <C>         <C>         <C>                               
          MAR 94    -101.100    -101.100    -101.100                          
                                                                              
          APR 94       0.0000      0.0000      0.0000                         
          MAY 94       0.0000      0.0000      0.0000                         
          JUN 94       0.0000      0.0000      0.0000                         
          JUL 94       0.3247      0.3247      0.3247                         
          AUG 94       0.4410      0.0000      0.0000                         
          SEP 94       0.4410      0.8875      0.0000                         
          OCT 94       0.4410      0.0000      0.0000                         
          NOV 94       0.4410      0.0000      0.0000                         
          DEC 94       0.4410      1.3312      2.2267                         
          JAN 95       0.4410      0.0000      0.0000                         
          FEB 95       0.4410      0.0000      0.0000                         
                                                                              
          MAR 95       0.4410      1.3312      0.0000                         
          APR 95       0.4410      0.0000      0.0000                         
          MAY 95       0.4410      0.0000      0.0000                         
          JUN 95       0.4410      1.3312      2.6720                         
          JUL 95       0.4410      0.0000      0.0000                         
          AUG 95       0.4410      0.0000      0.0000                         
          SEP 95       0.4410      1.3312      0.0000                         
          OCT 95       0.4410      0.0000      0.0000                         
          NOV 95       0.4410      0.0000      0.0000                         
          DEC 95       0.4410      1.3312      2.6720                         
          JAN 96       0.4410      0.0000      0.0000                         
          FEB 96       0.4410      0.0000      0.0000                         
                                                                              
          MAR 96       0.4410      1.3312      0.0000                         
          APR 96       0.4410      0.0000      0.0000                         
          MAY 96       0.4410      0.0000      0.0000                         
          JUN 96       0.4410      1.3312      2.6720                         
          JUL 96       0.4410      0.0000      0.0000                         
          AUG 96       0.4410      0.0000      0.0000                         
          SEP 96       0.4410      1.3312      0.0000                         
          OCT 96       0.4410      0.0000      0.0000                         
          NOV 96       0.4410      0.0000      0.0000                         
          DEC 96       0.4410      1.3312      2.6720                         
          JAN 97       0.4410      0.0000      0.0000                         
          FEB 97       0.4410      0.0000      0.0000                         
                                                                              
          MAR 97       0.4410      1.3312      0.0000                         
          APR 97       0.4410      0.0000      0.0000                         
          MAY 97       0.4410      0.0000      0.0000                         
          JUN 97       0.4410      1.3312      2.6720                         
          JUL 97       0.4410      0.0000      0.0000                         
          AUG 97       0.4410      0.0000      0.0000                         
          SEP 97       0.4410      1.3312      0.0000                         
          OCT 97       0.4410      0.0000      0.0000                         
          NOV 97       0.4410      0.0000      0.0000                         
          DEC 97       0.4410      1.3312      2.6720                         
          JAN 98       0.4410      0.0000      0.0000                         
          FEB 98       0.4410      0.0000      0.0000                         
                                                                              
          MAR 98       0.4410      1.3312      0.0000                         
          APR 98       0.4410      0.0000      0.0000                         
          MAY 98       0.4410      0.0000      0.0000                         
          JUN 98       0.4410      1.3312      2.6720                         
          JUL 98       0.4410      0.0000      0.0000                         
          AUG 98       0.4410      0.0000      0.0000                         
          SEP 98       0.4410      1.3312      0.0000                         
          OCT 98       0.4410      0.0000      0.0000                         
          NOV 98       0.4410      0.0000      0.0000                         
          DEC 98       0.4410      1.3312      2.6720                         
          JAN 99       0.4410      0.0000      0.0000                         
          FEB 99       0.4410      0.0000      0.0000                         
                                                                              
                                                                              
<PAGE>
                                                                              
                                                                              
          MAR 99       0.4410      1.3312      0.0000                         
          APR 99       0.4410      0.0000      0.0000                         
          MAY 99       0.4410      0.0000      0.0000                         
          JUN 99       0.4410      1.3312      2.6720                         
          JUL 99       0.4410      0.0000      0.0000                         
          AUG 99       0.4410      0.0000      0.0000                         
          SEP 99       0.4410      1.3312      0.0000                         
          OCT 99       0.4410      0.0000      0.0000                         
          NOV 99       0.4410      0.0000      0.0000                         
          DEC 99       0.4410      1.3312      2.6720                         
          JAN 00       0.4410      0.0000      0.0000                         
          FEB 00       0.4410      0.0000      0.0000                         
                                                                              
          MAR 00       0.4410      1.3312      0.0000                         
          APR 00       0.4410      0.0000      0.0000                         
          MAY 00       0.4410      0.0000      0.0000                         
          JUN 00       0.4410      1.3312      2.6720                         
          JUL 00       0.4410      0.0000      0.0000                         
          AUG 00       0.4410      0.0000      0.0000                         
          SEP 00       0.4410      1.3312      0.0000                         
          OCT 00       0.4410      0.0000      0.0000                         
          NOV 00       0.4410      0.0000      0.0000                         
          DEC 00       0.4410      1.3312      2.6720                         
          JAN 01       0.4410      0.0000      0.0000                         
          FEB 01       0.4410      0.0000      0.0000                         
                                                                              
          MAR 01       0.4410      1.3312      0.0000                         
          APR 01       0.4410      0.0000      0.0000                         
          MAY 01       0.4410      0.0000      0.0000                         
          JUN 01       0.4410      1.3312      2.6720                         
          JUL 01       0.4410      0.0000      0.0000                         
          AUG 01       0.4410      0.0000      0.0000                         
          SEP 01       0.4410      1.3312      0.0000                         
          OCT 01       0.4410      0.0000      0.0000                         
          NOV 01       0.4410      0.0000      0.0000                         
          DEC 01       0.4410      1.3312      2.6720                         
          JAN 02       0.4410      0.0000      0.0000                         
          FEB 02       0.4410      0.0000      0.0000                         
                                                                              
          MAR 02       0.4410      1.3312      0.0000                         
          APR 02       0.4410      0.0000      0.0000                         
          MAY 02       0.4410      0.0000      0.0000                         
          JUN 02       0.4410      1.3312      2.6720                         
          JUL 02       0.4410      0.0000      0.0000                         
          AUG 02       0.4410      0.0000      0.0000                         
          SEP 02       0.4410      1.3312      0.0000                         
          OCT 02       0.4410      0.0000      0.0000                         
          NOV 02       0.4410      0.0000      0.0000                         
          DEC 02       0.4410      1.3312      2.6720                         
          JAN 03       0.4410      0.0000      0.0000                         
          FEB 03       0.4410      0.0000      0.0000                         
                                                                              
          MAR 03       0.4410      1.3312      0.0000                         
          APR 03       0.4410      0.0000      0.0000                         
          MAY 03       0.4410      0.0000      0.0000                         
          JUN 03       0.4410      1.3312      2.6720                         
          JUL 03       0.4410      0.0000      0.0000                         
          AUG 03       0.4410      0.0000      0.0000                         
          SEP 03       0.4410      1.3312      0.0000                         
          OCT 03       0.4410      0.0000      0.0000                         
          NOV 03       0.4410      0.0000      0.0000                         
          DEC 03       0.4410      1.3312      2.6720                         
          JAN 04       0.4410      0.0000      0.0000                         
          FEB 04       0.4410      0.0000      0.0000                         
                                                                              
          MAR 04       0.4410      1.3312      0.0000                         
          APR 04       0.4410      0.0000      0.0000                         
          MAY 04       0.4410      0.0000      0.0000                         
          JUN 04       0.4410      1.3312      2.6720                         
          JUL 04       0.4410      0.0000      0.0000                         
          AUG 04      15.4410     15.0000     15.0000                         
          SEP 04       0.3682      1.2580      0.0000                         
          OCT 04       0.3682      0.0000      0.0000                         
          NOV 04       0.3682      0.0000      0.0000                         
          DEC 04       0.3682      1.1116      2.3782                         
          JAN 05       0.3682      0.0000      0.0000                         
          FEB 05       0.3682      0.0000      0.0000                         
                                                                              
          MAR 05       0.3682      1.1116      0.0000                         
          APR 05       0.3682      0.0000      0.0000                         
          MAY 05       0.3682      0.0000      0.0000                         
          JUN 05       0.3682      1.1116      2.2313                         
          JUL 05       0.3682      0.0000      0.0000                         
          AUG 05       0.3682      0.0000      0.0000                         
          SEP 05       0.3682      1.1116      0.0000                         
          OCT 05       0.3682      0.0000      0.0000                         
          NOV 05       0.3682      0.0000      0.0000                         
          DEC 05       0.3682      1.1116      2.2313                         
          JAN 06       0.3682      0.0000      0.0000                         
          FEB 06       0.3682      0.0000      0.0000                         
                                                                              
                                                                              
<PAGE>
                                                                              
                                                                              
          MAR 06       0.3682      1.1116      0.0000                         
          APR 06       0.3682      0.0000      0.0000                         
          MAY 06       0.3682      0.0000      0.0000                         
          JUN 06       0.3682      1.1116      2.2313                         
          JUL 06       0.3682      0.0000      0.0000                         
          AUG 06       0.3682      0.0000      0.0000                         
          SEP 06       0.3682      1.1116      0.0000                         
          OCT 06       0.3682      0.0000      0.0000                         
          NOV 06       0.3682      0.0000      0.0000                         
          DEC 06       0.3682      1.1116      2.2313                         
          JAN 07       0.3682      0.0000      0.0000                         
          FEB 07       0.3682      0.0000      0.0000                         
                                                                              
          MAR 07       0.3682      1.1116      0.0000                         
          APR 07       0.3682      0.0000      0.0000                         
          MAY 07       0.3682      0.0000      0.0000                         
          JUN 07       0.3682      1.1116      2.2313                         
          JUL 07       0.3682      0.0000      0.0000                         
          AUG 07       0.3682      0.0000      0.0000                         
          SEP 07       0.3682      1.1116      0.0000                         
          OCT 07       0.3682      0.0000      0.0000                         
          NOV 07       0.3682      0.0000      0.0000                         
          DEC 07       0.3682      1.1116      2.2313                         
          JAN 08       0.3682      0.0000      0.0000                         
          FEB 08       0.3682      0.0000      0.0000                         
                                                                              
          MAR 08       0.3682      1.1116      0.0000                         
          APR 08       0.3682      0.0000      0.0000                         
          MAY 08       0.3682      0.0000      0.0000                         
          JUN 08       0.3682      1.1116      2.2313                         
          JUL 08       0.3682      0.0000      0.0000                         
          AUG 08       0.3682      0.0000      0.0000                         
          SEP 08       0.3682      1.1116      0.0000                         
          OCT 08       0.3682      0.0000      0.0000                         
          NOV 08       0.3682      0.0000      0.0000                         
          DEC 08       0.3682      1.1116      2.2313                         
          JAN 09       0.3682      0.0000      0.0000                         
          FEB 09       0.3682      0.0000      0.0000                         
                                                                              
          MAR 09       0.3682      1.1116      0.0000                         
          APR 09       0.3682      0.0000      0.0000                         
          MAY 09       0.3682      0.0000      0.0000                         
          JUN 09       0.3682      1.1116      2.2313                         
          JUL 09       0.3682      0.0000      0.0000                         
          AUG 09       0.3682      0.0000      0.0000                         
          SEP 09       0.3682      1.1116      0.0000                         
          OCT 09       0.3682      0.0000      0.0000                         
          NOV 09       0.3682      0.0000      0.0000                         
          DEC 09       0.3682      1.1116      2.2313                         
          JAN 10       0.3682      0.0000      0.0000                         
          FEB 10       0.3682      0.0000      0.0000                         
                                                                              
          MAR 10       0.3682      1.1116      0.0000                         
          APR 10       0.3682      0.0000      0.0000                         
          MAY 10       0.3682      0.0000      0.0000                         
          JUN 10       0.3682      1.1116      2.2313                         
          JUL 10       0.3682      0.0000      0.0000                         
          AUG 10       0.3682      0.0000      0.0000                         
          SEP 10       0.3682      1.1116      0.0000                         
          OCT 10       0.3682      0.0000      0.0000                         
          NOV 10       0.3682      0.0000      0.0000                         
          DEC 10       0.3682      1.1116      2.2313                         
          JAN 11       0.3682      0.0000      0.0000                         
          FEB 11       0.3682      0.0000      0.0000                         
                                                                              
          MAR 11       0.3682      1.1116      0.0000                         
          APR 11       0.3682      0.0000      0.0000                         
          MAY 11       0.3682      0.0000      0.0000                         
          JUN 11       0.3682      1.1116      2.2313                         
          JUL 11       0.3682      0.0000      0.0000                         
          AUG 11       0.3682      0.0000      0.0000                         
          SEP 11       0.3682      1.1116      0.0000                         
          OCT 11       0.3682      0.0000      0.0000                         
          NOV 11       0.3682      0.0000      0.0000                         
          DEC 11       0.3682      1.1116      2.2313                         
          JAN 12       0.3682      0.0000      0.0000                         
          FEB 12       0.3682      0.0000      0.0000                         
                                                                              
          MAR 12       0.3682      1.1116      0.0000                         
          APR 12       0.3682      0.0000      0.0000                         
          MAY 12       0.3682      0.0000      0.0000                         
          JUN 12       0.3682      1.1116      2.2313                         
          JUL 12       0.3682      0.0000      0.0000                         
          AUG 12       0.3682      0.0000      0.0000                         
          SEP 12       0.3682      1.1116      0.0000                         
          OCT 12       0.3682      0.0000      0.0000                         
          NOV 12       0.3682      0.0000      0.0000                         
          DEC 12       0.3682      1.1116      2.2313                         
          JAN 13       0.3682      0.0000      0.0000                         
          FEB 13       0.3682      0.0000      0.0000                         
                                                                              
                                                                              
<PAGE>
                                                                              
                                                                              
          MAR 13       0.3682      1.1116      0.0000                         
          APR 13       0.3682      0.0000      0.0000                         
          MAY 13       0.3682      0.0000      0.0000                         
          JUN 13       0.3682      1.1116      2.2313                         
          JUL 13       0.3682      0.0000      0.0000                         
          AUG 13       0.3682      0.0000      0.0000                         
          SEP 13       0.3682      1.1116      0.0000                         
          OCT 13       0.3682      0.0000      0.0000                         
          NOV 13       0.3682      0.0000      0.0000                         
          DEC 13       0.3682      1.1116      2.2313                         
          JAN 14       0.3682      0.0000      0.0000                         
          FEB 14       0.3682      0.0000      0.0000                         
                                                                              
          MAR 14       0.3682      1.1116      0.0000                         
          APR 14       0.3682      0.0000      0.0000                         
          MAY 14       0.3682      0.0000      0.0000                         
          JUN 14       0.3682      1.1116      2.2313                         
          JUL 14       0.3682      0.0000      0.0000                         
          AUG 14      14.6539     14.2857     14.2857                         
          SEP 14       0.3048      1.0478      0.0000                         
          OCT 14       0.3048      0.0000      0.0000                         
          NOV 14       0.3048      0.0000      0.0000                         
          DEC 14       0.3048      0.9203      1.9753                         
          JAN 15       0.3048      0.0000      0.0000                         
          FEB 15       0.3048      0.0000      0.0000                         
                                                                              
          MAR 15       0.3048      0.9203      0.0000                         
          APR 15       0.3048      0.0000      0.0000                         
          MAY 15       0.3048      0.0000      0.0000                         
          JUN 15       0.3048      0.9203      1.8473                         
          JUL 15       0.3048      0.0000      0.0000                         
          AUG 15       0.3048      0.0000      0.0000                         
          SEP 15       0.3048      0.9203      0.0000                         
          OCT 15       0.3048      0.0000      0.0000                         
          NOV 15       0.3048      0.0000      0.0000                         
          DEC 15       0.3048      0.9203      1.8473                         
          JAN 16       0.3048      0.0000      0.0000                         
          FEB 16       0.3048      0.0000      0.0000                         
                                                                              
          MAR 16       0.3048      0.9203      0.0000                         
          APR 16       0.3048      0.0000      0.0000                         
          MAY 16       0.3048      0.0000      0.0000                         
          JUN 16       0.3048      0.9203      1.8473                         
          JUL 16       0.3048      0.0000      0.0000                         
          AUG 16       0.3048      0.0000      0.0000                         
          SEP 16       0.3048      0.9203      0.0000                         
          OCT 16       0.3048      0.0000      0.0000                         
          NOV 16       0.3048      0.0000      0.0000                         
          DEC 16       0.3048      0.9203      1.8473                         
          JAN 17       0.3048      0.0000      0.0000                         
          FEB 17       0.3048      0.0000      0.0000                         
                                                                              
          MAR 17       0.3048      0.9203      0.0000                         
          APR 17       0.3048      0.0000      0.0000                         
          MAY 17       0.3048      0.0000      0.0000                         
          JUN 17       0.3048      0.9203      1.8473                         
          JUL 17      14.5906     14.2857     14.2857                         
          AUG 17       0.2474      0.0000      0.0000                         
          SEP 17       0.2474      0.8046      0.0000                         
          OCT 17       0.2474      0.0000      0.0000                         
          NOV 17       0.2474      0.0000      0.0000                         
          DEC 17       0.2474      0.7468      1.5571                         
          JAN 18       0.2474      0.0000      0.0000                         
          FEB 18       0.2474      0.0000      0.0000                         
                                                                              
          MAR 18       0.2474      0.7468      0.0000                         
          APR 18       0.2474      0.0000      0.0000                         
          MAY 18       0.2474      0.0000      0.0000                         
          JUN 18       0.2474      0.7468      1.4990                         
          JUL 18       0.2474      0.0000      0.0000                         
          AUG 18      26.6760     26.4285     26.4285                         
          SEP 18       0.1337      0.6324      0.0000                         
          OCT 18       0.1337      0.0000      0.0000                         
          NOV 18       0.1337      0.0000      0.0000                         
          DEC 18       0.1337      0.4036      1.0397                         
          JAN 19       0.1337      0.0000      0.0000                         
          FEB 19       0.1337      0.0000      0.0000                         
                                                                              
          MAR 19       0.1337      0.4036      0.0000                         
          APR 19       0.1337      0.0000      0.0000                         
          MAY 19       0.1337      0.0000      0.0000                         
          JUN 19       0.1337      0.4036      0.8101                         
          JUL 19       0.1337      0.0000      0.0000                         
          AUG 19       0.1337      0.0000      0.0000                         
          SEP 19       0.1337      0.4036      0.0000                         
          OCT 19       0.1337      0.0000      0.0000                         
          NOV 19       0.1337      0.0000      0.0000                         
          DEC 19       0.1337      0.4036      0.8101                         
          JAN 20       0.1337      0.0000      0.0000                         
          FEB 20       0.1337      0.0000      0.0000                         
                                                                              
                                                                              
<PAGE>
                                                                              
                                                                              
          MAR 20       0.1337      0.4036      0.0000                         
          APR 20       0.1337      0.0000      0.0000                         
          MAY 20       0.1337      0.0000      0.0000                         
          JUN 20       0.1337      0.4036      0.8101                         
          JUL 20       0.1337      0.0000      0.0000                         
          AUG 20       0.1337      0.0000      0.0000                         
          SEP 20       0.1337      0.4036      0.0000                         
          OCT 20       0.1337      0.0000      0.0000                         
          NOV 20       0.1337      0.0000      0.0000                         
          DEC 20       0.1337      0.4036      0.8101                         
          JAN 21       0.1337      0.0000      0.0000                         
          FEB 21       0.1337      0.0000      0.0000                         
                                                                              
          MAR 21       0.1337      0.4036      0.0000                         
          APR 21       0.1337      0.0000      0.0000                         
          MAY 21       0.1337      0.0000      0.0000                         
          JUN 21       0.1337      0.4036      0.8101                         
          JUL 21       0.1337      0.0000      0.0000                         
          AUG 21       0.1337      0.0000      0.0000                         
          SEP 21       0.1337      0.4036      0.0000                         
          OCT 21       0.1337      0.0000      0.0000                         
          NOV 21       0.1337      0.0000      0.0000                         
          DEC 21       0.1337      0.4036      0.8101                         
          JAN 22       0.1337      0.0000      0.0000                         
          FEB 22       0.1337      0.0000      0.0000                         
                                                                              
          MAR 22       0.1337      0.4036      0.0000                         
          APR 22       0.1337      0.0000      0.0000                         
          MAY 22       0.1337      0.0000      0.0000                         
          JUN 22       0.1337      0.4036      0.8101                         
          JUL 22       0.1337      0.0000      0.0000                         
          AUG 22       0.1337      0.0000      0.0000                         
          SEP 22       0.1337      0.4036      0.0000                         
          OCT 22       0.1337      0.0000      0.0000                         
          NOV 22       0.1337      0.0000      0.0000                         
          DEC 22       0.1337      0.4036      0.8101                         
          JAN 23       0.1337      0.0000      0.0000                         
          FEB 23       0.1337      0.0000      0.0000                         
                                                                              
          MAR 23       0.1337      0.4036      0.0000                         
          APR 23       0.1337      0.0000      0.0000                         
          MAY 23       0.1337      0.0000      0.0000                         
          JUN 23       0.1337      0.4036      0.8101                         
          JUL 23       0.1337      0.0000      0.0000                         
          AUG 23       0.1337      0.0000      0.0000                         
          SEP 23       0.1337      0.4036      0.0000                         
          OCT 23      15.1337     15.0000     15.0000                         
          NOV 23       0.0671      0.0000      0.0000                         
          DEC 23       0.0671      0.2697      0.6757                         
          JAN 24       0.0671      0.0000      0.0000                         
          FEB 24       0.0671      0.0000      0.0000                         
                                                                              
          MAR 24       0.0671      0.2027      0.0000                         
          APR 24       0.0671      0.0000      0.0000                         
          MAY 24       0.0671      0.0000      0.0000                         
          JUN 24       0.0671      0.2027      0.4069                         
          JUL 24       0.0671      0.0000      0.0000                         
          AUG 24       0.0671      0.0000      0.0000                         
          SEP 24       0.0671      0.2027      0.0000                         
          OCT 24       0.0671      0.0000      0.0000                         
          NOV 24       0.0671      0.0000      0.0000                         
          DEC 24       0.0671      0.2027      0.4069                         
          JAN 25       0.0671      0.0000      0.0000                         
          FEB 25       0.0671      0.0000      0.0000                         
                                                                              
          MAR 25       0.0671      0.2027      0.0000                         
          APR 25       0.0671      0.0000      0.0000                         
          MAY 25       0.0671      0.0000      0.0000                         
          JUN 25       0.0671      0.2027      0.4069                         
          JUL 25       0.0671      0.0000      0.0000                         
          AUG 25       0.0671      0.0000      0.0000                         
          SEP 25       0.0671      0.2027      0.0000                         
          OCT 25       0.0671      0.0000      0.0000                         
          NOV 25       0.0671      0.0000      0.0000                         
          DEC 25       0.0671      0.2027      0.4069                         
          JAN 26       0.0671      0.0000      0.0000                         
          FEB 26       0.0671      0.0000      0.0000                         
                                                                              
          MAR 26       0.0671      0.2027      0.0000                         
          APR 26       0.0671      0.0000      0.0000                         
          MAY 26       0.0671      0.0000      0.0000                         
          JUN 26       0.0671      0.2027      0.4069                         
          JUL 26       0.0671      0.0000      0.0000                         
          AUG 26       0.0671      0.0000      0.0000                         
          SEP 26       0.0671      0.2027      0.0000                         
          OCT 26       0.0671      0.0000      0.0000                         
          NOV 26       0.0671      0.0000      0.0000                         
          DEC 26       0.0671      0.2027      0.4069                         
          JAN 27       0.0671      0.0000      0.0000                         
          FEB 27       0.0671      0.0000      0.0000                         
                                                                              
                                                                              
<PAGE>
                                                                              
                                                                              
          MAR 27       0.0671      0.2027      0.0000                         
          APR 27       0.0671      0.0000      0.0000                         
          MAY 27       0.0671      0.0000      0.0000                         
          JUN 27       0.0671      0.2027      0.4069                         
          JUL 27       0.0671      0.0000      0.0000                         
          AUG 27       0.0671      0.0000      0.0000                         
          SEP 27       0.0671      0.2027      0.0000                         
          OCT 27       0.0671      0.0000      0.0000                         
          NOV 27       0.0671      0.0000      0.0000                         
          DEC 27       0.0671      0.2027      0.4069                         
          JAN 28       0.0671      0.0000      0.0000                         
          FEB 28       0.0671      0.0000      0.0000                         
                                                                              
          MAR 28       0.0671      0.2027      0.0000                         
          APR 28       0.0671      0.0000      0.0000                         
          MAY 28       0.0671      0.0000      0.0000                         
          JUN 28       0.0671      0.2027      0.4069                         
          JUL 28       0.0671      0.0000      0.0000                         
          AUG 28       0.0671      0.0000      0.0000                         
          SEP 28       0.0671      0.2027      0.0000                         
          OCT 28       0.0671      0.0000      0.0000                         
          NOV 28       0.0671      0.0000      0.0000                         
          DEC 28       0.0671      0.2027      0.4069                         
          JAN 29       0.0671      0.0000      0.0000                         
          FEB 29       0.0671      0.0000      0.0000                         
                                                                              
          MAR 29       0.0671      0.2027      0.0000                         
          APR 29       0.0671      0.0000      0.0000                         
          MAY 29       0.0671      0.0000      0.0000                         
          JUN 29       0.0671      0.2027      0.4069                         
          JUL 29       0.0671      0.0000      0.0000                         
          AUG 29       0.0671      0.0000      0.0000                         
          SEP 29       0.0671      0.2027      0.0000                         
          OCT 29       0.0671      0.0000      0.0000                         
          NOV 29       0.0671      0.0000      0.0000                         
          DEC 29       0.0671      0.2027      0.4069                         
          JAN 30       0.0671      0.0000      0.0000                         
          FEB 30       0.0671      0.0000      0.0000                         
                                                                              
          MAR 30       0.0671      0.2027      0.0000                         
          APR 30       0.0671      0.0000      0.0000                         
          MAY 30       0.0671      0.0000      0.0000                         
          JUN 30       0.0671      0.2027      0.4069                         
          JUL 30       0.0671      0.0000      0.0000                         
          AUG 30       0.0671      0.0000      0.0000                         
          SEP 30       0.0671      0.2027      0.0000                         
          OCT 30       0.0671      0.0000      0.0000                         
          NOV 30       0.0671      0.0000      0.0000                         
          DEC 30       0.0671      0.2027      0.4069                         
          JAN 31       0.0671      0.0000      0.0000                         
          FEB 31       0.0671      0.0000      0.0000                         
                                                                              
          MAR 31       0.0671      0.2027      0.0000                         
          APR 31       0.0671      0.0000      0.0000                         
          MAY 31       0.0671      0.0000      0.0000                         
          JUN 31       0.0671      0.2027      0.4069                         
          JUL 31       0.0671      0.0000      0.0000                         
          AUG 31       0.0671      0.0000      0.0000                         
          SEP 31       0.0671      0.2027      0.0000                         
          OCT 31       0.0671      0.0000      0.0000                         
          NOV 31       0.0671      0.0000      0.0000                         
          DEC 31       0.0671      0.2027      0.4069                         
          JAN 32       0.0671      0.0000      0.0000                         
          FEB 32       0.0671      0.0000      0.0000                         
                                                                              
          MAR 32       0.0671      0.2027      0.0000                         
          APR 32       0.0671      0.0000      0.0000                         
          MAY 32       0.0671      0.0000      0.0000                         
          JUN 32       0.0671      0.2027      0.4069                         
          JUL 32       0.0671      0.0000      0.0000                         
          AUG 32       0.0671      0.0000      0.0000                         
          SEP 32       0.0671      0.2027      0.0000                         
          OCT 32       0.0671      0.0000      0.0000                         
          NOV 32       0.0671      0.0000      0.0000                         
          DEC 32       0.0671      0.2027      0.4069                         
          JAN 33       0.0671      0.0000      0.0000                         
          FEB 33       0.0671      0.0000      0.0000                         
                                                                              
          MAR 33       0.0671      0.2027      0.0000                         
          APR 33       0.0671      0.0000      0.0000                         
          MAY 33       0.0671      0.0000      0.0000                         
          JUN 33       0.0671      0.2027      0.4069                         
          JUL 33       0.0671      0.0000      0.0000                         
          AUG 33       0.0671      0.0000      0.0000                         
          SEP 33       0.0671      0.2027      0.0000                         
          OCT 33       0.0671      0.0000      0.0000                         
          NOV 33       0.0671      0.0000      0.0000                         
          DEC 33      15.0671     15.2027     15.4069                         
                                                                              
</TABLE>                                                                      
                                                                              


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission