DEFINED ASSET FUNDS--REGISTERED TRADEMARK--
----------------------------------------------------
CORPORATE INCOME FUND
INSURED SERIES--102
(A UNIT INVESTMENT TRUST)
- PORTFOLIO OF INSURED LONG TERM CORPORATE BONDS
- DESIGNED FOR HIGH CURRENT INCOME
- MONTHLY INCOME DISTRIBUTIONS
- U.S. TAX EXEMPT FOR MANY FOREIGN HOLDERS
SPONSORS:
MERRILL LYNCH, -----------------------------------------------------
PIERCE, FENNER & SMITH The Securities and Exchange Commission has not
INCORPORATED approved or disapproved these Securities or passed
SALOMON SMITH BARNEY INC. upon the adequacy of this prospectus. Any
PAINEWEBBER INCORPORATED representation to the contrary is a criminal offense.
DEAN WITTER REYNOLDS INC. Prospectus dated July 21, 2000.
<PAGE>
--------------------------------------------------------------------------------
Defined Asset Funds--Registered Trademark--
Defined Asset Funds-Registered Trademark- is America's oldest and largest family
of unit investment trusts, with over $160 billion sponsored over the last 28
years. Defined Asset Funds has been a leader in unit investment trust research
and product innovation. Our family of Funds helps investors work toward their
financial goals with a full range of quality investments, including municipal,
corporate and government bond portfolios, as well as domestic and international
equity portfolios.
Defined Asset Funds offer a number of advantages:
- A disciplined strategy of buying and holding with a long-term view is the
cornerstone of Defined Asset Funds.
- Fixed portfolio: Defined Funds follow a buy and hold investment strategy;
funds are not managed and portfolio changes are limited.
- Defined Portfolios: We choose the stocks and bonds in advance, so you know
what you're investing in.
- Professional research: Our dedicated research team seeks out stocks or bonds
appropriate for a particular fund's objectives.
- Ongoing supervision: We monitor each portfolio on an ongoing basis.
No matter what your investment goals, tolerance for risk or time horizon,
there's probably a Defined Asset Fund that suits your investment style. Your
financial professional can help you select a Defined Asset Fund that works best
for your investment portfolio.
THE FINANCIAL INFORMATION IN THIS PROSPECTUS IS AS OF THE EVALUATION DATE, MARCH
31, 2000.
<TABLE>
<S> <C>
CONTENTS
PAGE
---
Risk/Return Summary.................. 3
What You Can Expect From Your
Investment......................... 6
Monthly Income..................... 6
Return Figures..................... 6
Records and Reports................ 6
The Risks You Face...................
Interest Rate Risk.................
Call Risk..........................
Reduced Diversification Risk.......
Liquidity Risk.....................
Concentration Risk.................
Bond Quality Risk..................
Insurance Related Risk.............
Litigation Risk....................
Selling or Exchanging Units..........
Sponsors' Secondary Market.........
Selling Units to the Trustee.......
Exchange Option....................
How The Fund Works...................
Pricing............................
Evaluations........................
Income.............................
Expenses...........................
Portfolio Changes..................
Fund Termination...................
Certificates.......................
Trust Indenture....................
Legal Opinion......................
Auditors...........................
Sponsors...........................
Trustee............................
Underwriters' and Sponsors'
Profits..........................
Public Distribution................
Code of Ethics.....................
Year 2000 Issues...................
Taxes................................
Supplemental Information.............
Financial Statements................. D-1
</TABLE>
2
<PAGE>
--------------------------------------------------------------------------------
RISK/RETURN SUMMARY
<TABLE>
<C> <S>
1. WHAT IS THE FUND'S OBJECTIVE?
The Fund seeks high current interest
income by investing in a fixed portfolio
consisting primarily of insured
corporate bonds.
2. WHAT ARE CORPORATE BONDS?
Corporate bonds are bonds issued by
companies, governments or other
institutions to raise money to use in
their business or to fund their
activities. In return, they pay a fixed
rate of interest and principal at
maturity.
3. WHAT IS THE FUND'S INVESTMENT STRATEGY?
- The Fund plans to hold to maturity 7
insured long-term corporate bonds, and
some short-term U.S. Treasury notes
reserved to pay the deferred sales fee,
with a current aggregate face amount of
$17,117,000.
- The Fund is a unit investment trust
which means that, unlike a mutual fund,
the Fund's portfolio is not managed.
- The bonds are insured by MBIA while they
remain in the Portfolio.
- All of the bonds are rated AAA by
Standard & Poor's for as long as they
remain in the Portfolio.
- Many of the bonds can be called at a
premium declining over time to par
value. Some bonds may be called earlier
at par for extraordinary reasons.
The Portfolio consists of corporate
bonds of the following types of issuers:
</TABLE>
<TABLE>
- Corporate Utilities 96%
<C> <S>
- Natural Resources 4%
</TABLE>
<TABLE>
<C> <S>
4. WHAT ARE THE SIGNIFICANT RISKS?
YOU CAN LOSE MONEY BY INVESTING IN THE FUND.
THIS CAN HAPPEN FOR VARIOUS REASONS,
INCLUDING:
- Rising interest rates, an issuer's worsening
financial condition or a drop in bond
ratings can reduce the price of your units.
- Because the Fund is concentrated in
corporate utility bonds, adverse
developments in this industry may affect the
value of your units.
- Assuming no changes in interest rates, when
you sell your units, they will generally be
worth less than your cost because your cost
included a sales fee.
- The Fund will receive early returns of
principal if bonds are called or sold before
they mature. If this happens your income
will decline and you may not be able to
reinvest the money you receive at as high a
yield or as long a maturity.
5. IS THIS FUND APPROPRIATE FOR YOU?
Yes, if you want current monthly income. You
will benefit from a professionally selected
and supervised portfolio whose risk is
reduced by investing in insured bonds of
several different issuers.
The Fund is NOT appropriate for you if you
want a speculative investment that changes
to take advantage of market movements or if
you cannot tolerate any risk.
</TABLE>
3
<PAGE>
<TABLE>
<C> <S>
DEFINING YOUR INCOME
</TABLE>
<TABLE>
<C> <S>
WHAT YOU MAY EXPECT (Payable on the 25th day each
month):
</TABLE>
<TABLE>
<C> <S> <C>
Regular Monthly Income per unit: $ 4.97
Annual Income per unit: $59.74
RECORD DAY: 10th day of each month
THESE FIGURES ARE ESTIMATES ON THE EVALUATION DATE;
ACTUAL PAYMENTS MAY VARY.
</TABLE>
<TABLE>
<C> <S>
6. WHAT ARE THE FUND'S FEES AND EXPENSES?
This table shows the costs and expenses you may pay,
directly or indirectly, when you invest in the Fund.
</TABLE>
<TABLE>
<C> <S> <C>
INVESTOR FEES
3.50%
Maximum Sales Fee (Load) on new
purchases (as a percentage of
$1,000 invested)
</TABLE>
<TABLE>
<C> <S>
You will pay an up-front sales fee of 1.625% as
well as a total deferred sales fee of $15.00
per unit (paid in quarterly installments
November, February, May and August through May,
2001).
Employees of some of the Sponsors and their
affiliates may be charged a reduced sales fee
of no less than $5.00 per unit.
The maximum sales fee is reduced if you invest
at least $100,000, as follows:
</TABLE>
<TABLE>
<CAPTION>
YOUR MAXIMUM
SALES FEE
IF YOU INVEST: WILL BE:
-------------- ------------
<C> <S> <C>
Less than $100,000 3.50%
$100,000 to $249,999 3.25%
$250,000 to $499,999 3.00%
$500,000 to $999,999 2.75%
$1,000,000 and over 2.50%
Maximum Exchange Fee 2.50%
</TABLE>
<TABLE>
<C> <S>
ESTIMATED ANNUAL FUND OPERATING EXPENSES
</TABLE>
<TABLE>
<CAPTION>
AMOUNT
PER UNIT
--------
<C> <S> <C>
$0.59
Trustee's Fee
$0.54
Portfolio Supervision,
Bookkeeping and
Administrative Fees (including
updating
expenses)
$0.31
Evaluator's Fee
$0.20
Organization Costs
$2.01
Other Operating Expenses
-----
$3.65
TOTAL
</TABLE>
<TABLE>
<C> <S>
The Sponsors historically paid organization
costs and updating expenses.
7. HOW HAVE SIMILAR FUNDS PERFORMED IN THE PAST?
IN THE FOLLOWING CHART WE SHOW PAST PERFORMANCE
OF PRIOR INSURED SERIES OF CORPORATE INCOME
FUND, WHICH HAD THE SAME INVESTMENT OBJECTIVES,
STRATEGIES AND TYPES OF BONDS AS THIS FUND.
THESE PRIOR SERIES DIFFERED IN THAT THEY
CHARGED A HIGHER SALES FEE. These prior Insured
Series were offered after 1987 and were
outstanding on March 31, 2000. OF COURSE, PAST
PERFORMANCE OF PRIOR SERIES IS NO GUARANTEE OF
FUTURE RESULTS OF THIS FUND.
AVERAGE ANNUAL COMPOUND TOTAL RETURNS
FOR PRIOR SERIES
REFLECTING ALL EXPENSES. FOR PERIODS ENDED
3/31/00.
</TABLE>
<TABLE>
<CAPTION>
WITH SALES FEE NO SALES FEE
1 YEAR 5 YEARS 1 YEAR 5 YEARS
<S> <C> <C> <C> <C>
-----------------------------------------------------------------
High 1.82% 6.88% 5.42% 8.07%
Average -4.61 6.26 -1.21 7.43
Low -8.07 5.50 -4.79 6.67
<C> <S>
<C> <S>
managed and bonds are not sold because of market
changes. Rather, experienced Defined Asset Funds
financial analysts regularly review the bonds in
the Fund. The Fund may sell a bond if certain
adverse credit or other conditions exist.
9. HOW DO I BUY UNITS?
The minimum investment is one unit.
<C> <S>
You can buy units from any of the Sponsors and
other broker-dealers. The Sponsors are listed
later in this prospectus. Some banks may offer
units for sale through special arrangements with
the Sponsors, although certain legal
restrictions may apply.
</TABLE>
4
<PAGE>
<TABLE>
<C> <S>
UNIT PRICE PER UNIT $850.96
(as of March 31, 2000)
Unit price is based on the net asset value of
the Fund plus the up-front sales fee. An amount
equal to any principal cash, as well as net
accrued but undistributed interest on the unit,
is added to the unit price. An independent
evaluator prices the bonds at 3:30 p.m. Eastern
time every business day. Unit price changes
every day with changes in the prices of the
bonds in the Fund.
10. HOW DO I SELL UNITS?
You may sell your units at any time to any
Sponsor or the Trustee for the net asset value
determined at the close of business on the date
of sale, less any remaining deferred sales fee.
You will not pay any other fee when you sell
your units.
11. HOW ARE DISTRIBUTIONS MADE AND TAXED?
The Fund pays income monthly. Interest on the
bonds in this Fund is subject to federal income
taxes for U.S. investors, but if you are a
non-U.S. investor, your interest may be exempt
from U.S. federal income taxes, including
withholding taxes.
You will also receive principal payments if
bonds are sold or called or mature, when the
cash available is more than $5.00 per unit. You
will be subject to tax on any gain realized by
the Fund on the disposition of bonds.
12. WHAT OTHER SERVICES ARE AVAILABLE?
REINVESTMENT
You will receive your monthly income in cash
unless you choose to compound your income by
reinvesting at no sales fee in the Corporate
Fund Investment Accumulation Program, Inc. This
program is an open-end mutual fund with a
comparable investment objective, but those bonds
are not insured. Income from this program will
be subject to U.S. federal income taxes for both
U.S. and foreign investors. FOR MORE COMPLETE
INFORMATION ABOUT THE PROGRAM, INCLUDING CHARGES
AND FEES, ASK THE TRUSTEE FOR THE PROGRAM'S
PROSPECTUS. READ IT CAREFULLY BEFORE YOU INVEST.
THE TRUSTEE MUST RECEIVE YOUR WRITTEN ELECTION
TO REINVEST AT LEAST 10 DAYS BEFORE THE RECORD
DAY OF AN INCOME PAYMENT.
EXCHANGE PRIVILEGES
You may exchange units of this Fund for units of
certain other Defined Asset Funds. You may also
exchange into this Fund from certain other
funds. We charge a reduced sales fee on
exchanges.
</TABLE>
5
<PAGE>
WHAT YOU CAN EXPECT FROM YOUR INVESTMENT
MONTHLY INCOME
The Fund will pay you regular monthly income. Your monthly income may vary
because of:
- elimination of one or more bonds from the Fund's portfolio because of calls,
redemptions or sales;
- a change in the Fund's expenses; or
- the failure by a bond's issuer to pay interest.
Changes in interest rates generally will not affect your monthly income because
the portfolio is fixed.
Along with your monthly income, you will receive your share of any available
bond principal.
RETURN FIGURES
We cannot predict your actual return, which will vary with unit price, how long
you hold your investment and changes in the portfolio, interest income and
expenses.
ESTIMATED CURRENT RETURN equals the estimated annual cash to be received from
the bonds in the Fund less estimated annual Fund expenses, divided by the Unit
Price (including the maximum sales fee):
<TABLE>
<S> <C> <C>
Estimated Annual Estimated
Interest Income - Annual Expenses
-------------------------------------
Unit Price
</TABLE>
ESTIMATED LONG TERM RETURN is a measure of the estimated return over the
estimated life of the Fund. Unlike Estimated Current Return, Estimated Long Term
Return reflects maturities, discounts and premiums of the bonds in the Fund. It
is an average of the yields to maturity (or in certain cases, to an earlier call
date) of the individual bonds in the portfolio, adjusted to reflect the Fund's
maximum sales fee and estimated expenses. We calculate the average yield for the
portfolio by weighting each bond's yield by its market value and the time
remaining to the call or maturity date.
Yields on individual bonds depend on many factors including general conditions
of the bond markets, the size of a particular offering and the maturity and
quality rating of the particular issues. Yields can vary among bonds with
similar maturities, coupons and ratings.
These return quotations are designed to be comparative rather than predictive.
RECORDS AND REPORTS
You will receive:
- a monthly statement of income payments and any principal payments;
- a notice from the Trustee when new bonds are deposited in exchange or
substitution for bonds originally deposited;
- an annual report on Fund activity; and
- annual tax information. THIS WILL ALSO BE SENT TO THE IRS. YOU MUST REPORT THE
AMOUNT OF INTEREST RECEIVED DURING THE YEAR.
You may request:
- copies of bond evaluations to enable you to comply with federal and state tax
reporting requirements; and
- audited financial statements of the Fund.
You may inspect records of Fund transactions at the Trustee's office during
regular business hours.
THE RISKS YOU FACE
INTEREST RATE RISK
Investing involves risks, including the risk that your investment will decline
in value if
6
<PAGE>
interest rates rise. Generally, bonds with longer maturities will change in
value more than bonds with shorter maturities. Bonds in the Fund are more likely
to be called when interest rates decline. This would result in early returns of
principal to you and may result in early termination of the Fund. Of course, we
cannot predict how interest rates may change.
CALL RISK
Many bonds can be prepaid or "called" by the issuer before their stated
maturity. For example, some bonds may be required to be called pursuant to
mandatory sinking fund provisions.
Also, an issuer might call its bonds during periods of falling interest rates,
if the issuer's bonds have a coupon higher than current market rates.
If the bonds are called, your income will decline and you may not be able to
reinvest the money you receive at as high a yield or as long a maturity. An
early call at par of a premium bond will reduce your return.
REDUCED DIVERSIFICATION RISK
If many investors sell their units, the Fund will have to sell bonds. This could
reduce the diversification of your investment and increase your share of Fund
expenses.
LIQUIDITY RISK
The bonds will generally trade in the over-the-counter market. We cannot assure
you that a liquid trading market will exist, especially since current law may
restrict the Fund from selling bonds to any Sponsor. The value of the bonds, and
of your investment, may be reduced if trading in bonds is limited or absent.
CONCENTRATION RISK
When a certain type of bond makes up 25% or more of the portfolio, the Fund is
said to be "concentrated" in that bond type, which makes the Fund less
diversified.
Here is what you should know about the Fund's concentration in corporate utility
bonds, including telecommunications bonds:
- payment for these bonds depends on rates that the utility companies may
charge, the demand for their services and their operating costs;
- electric utilities face pressure to keep rates low, which may make it
difficult to recover investments in generating plant;
- utilities generally are sensitive to costs and availability of fuel;
- some electric utilities are subject to the risks of the nuclear industry;
- telecommunications companies are extensively regulated and the industry is
increasingly competitive; and
- the rate of technological innovation has a major impact on
telecommunications companies.
Changes to the portfolio from bond redemptions, maturities and sales may affect
the Fund's concentration over time.
BOND QUALITY RISK
A reduction in a bond's rating may decrease its value and, indirectly, the value
of your investment in the Fund.
INSURANCE RELATED RISK
The bonds are backed by MBIA Insurance Corporation as long as they remain in the
Fund. Insurance policies generally make payments only according to a bond's
original payment schedule and do not make early payments when a bond defaults or
becomes taxable. Although the federal government does not regulate the insurance
business,
7
<PAGE>
various state laws and federal initiatives and tax law changes could
significantly affect the insurance business. The claims-paying ability of MBIA
is rated AAA by Standard & Poor's. Insurance company ratings are subject to
change at any time at the discretion of the rating agencies.
LITIGATION RISK
We do not know of any pending litigation that might have a material adverse
effect upon the Fund.
SELLING OR EXCHANGING UNITS
You can sell your units at any time for a price based on net asset value. Your
net asset value is calculated each business day by:
- ADDING the value of the bonds, net accrued interest, cash and any other Fund
assets;
- SUBTRACTING accrued but unpaid Fund expenses, unreimbursed Trustee advances,
cash held to buy back units or for distribution to investors and any other
Fund liabilities; and
- DIVIDING the result by the number of outstanding units.
Your net asset value when you sell may be more or less than your cost because of
sales fees, market movements and changes in the portfolio.
If you sell your units before the final deferred sales fee installment, the
amount of any remaining installments will be deducted from your proceeds.
SPONSORS' SECONDARY MARKET
While we are not obligated to do so, we will buy back units at net asset value
without any other fee or charge other than any remaining deferred sales charge.
We may resell the units to other buyers or to the Trustee. You should consult
your financial professional for current market prices to determine if other
broker-dealers or banks are offering higher prices.
We have maintained a secondary market continuously for over 28 years, but we
could discontinue it without prior notice for any business reason.
SELLING UNITS TO THE TRUSTEE
Regardless of whether we maintain a secondary market, you can sell your units to
the Trustee at any time by sending the Trustee a letter (with any outstanding
certificates if you hold unit certificates). You must properly endorse your
certificates (or execute a written transfer instrument with signatures
guaranteed by an eligible institution). Sometimes, additional documents are
needed such as a trust document, certificate of corporate authority, certificate
of death or appointment as executor, administrator or guardian.
Within seven days after your request and the necessary documents are received,
the Trustee will mail a check to you. Contact the Trustee for additional
information.
As long as we are maintaining a secondary market, the Trustee will sell your
units to us at a price based on net asset value. If there is no secondary
market, the Trustee may sell your units in the over-the-counter market for a
higher price, but it is not obligated to do so. In that case, you will receive
the net proceeds of the sale.
If the Fund does not have cash available to pay you for units you are selling,
the agent for the Sponsors will select bonds to be sold.
8
<PAGE>
Bonds will be selected based on market and credit factors. These sales could be
made at times when the bonds would not otherwise be sold and may result in your
receiving less than the unit par value and also reduce the size and diversity of
the Fund.
If you acquire 25% or more of the outstanding units of the Fund and you sell
units with a value exceeding $250,000, the Trustee may choose to pay you "in
kind" by distributing bonds and cash with a total value equal to the price of
those units. The Trustee will try to distribute bonds in the portfolio pro rata,
but it reserves the right to distribute only one or a few bonds. The Trustee
will act as your agent in an in kind distribution and will either hold the bonds
for your account or sell them as you instruct. You must pay any transaction
costs as well as transfer and ongoing custodial fees on sales of bonds
distributed in kind.
There could be a delay in paying you for your units:
- if the New York Stock Exchange is closed (other than customary weekend and
holiday closings);
- if the SEC determines that trading on the New York Stock Exchange is
restricted or that an emergency exists making sale or evaluation of the
bonds not reasonably practicable; and
- for any other period permitted by SEC order.
EXCHANGE OPTION
You may exchange units of certain Defined Asset Funds for units of this Fund at
a maximum exchange fee of 2.50%. You may exchange units of this Fund for units
of certain other funds at a reduced sales fee if your investment goals change.
To exchange units, you should talk to your financial professional about what
funds are exchangeable, suitable and currently available.
Normally, an exchange is taxable and you must recognize any gain or loss on the
exchange. However, the IRS may try to disallow a loss if the portfolios of the
two funds are not materially different; you should consult your own tax adviser.
We may amend or terminate this exchange option at any time without notice.
HOW THE FUND WORKS
PRICING
The price of a unit includes interest accrued on the bonds, less expenses, from
the most recent Record Day up to, but not including, the settlement date, which
is usually three business days after the purchase date of the unit.
A portion of the price of a unit consists of cash so that the Trustee can
provide you with regular monthly income. When you sell your units you will
receive your share of this cash.
In addition, as with mutual funds, the Fund (and therefore the investors) pay
all or some of the costs of organizing the Fund including:
- cost of initial preparation of legal documents;
- federal and state registration fees;
- initial fees and expenses of the Trustee;
- initial audit; and
- legal expenses and other out-of-pocket expenses.
9
<PAGE>
EVALUATIONS
An independent Evaluator values the bonds on each business day (excluding
Saturdays, Sundays and the following holidays as observed by the New York Stock
Exchange: New Year's Day, Presidents' Day, Martin Luther King, Jr. Day, Good
Friday, Memorial Day, Independence Day, Labor Day, Thanksgiving and Christmas).
Bond values are based on current bid or offer prices for the bonds or comparable
bonds. In the past, the difference between bid and offer prices of publicly
offered bonds has ranged from 0.25% of face amount on actively traded issues to
1.5% on inactively traded issues; the difference has averaged between 0.5% and
1%.
INCOME
The Trustee credits interest to an Income Account and other receipts to a
Capital Account. The Trustee may establish a Reserve Account by withdrawing from
these accounts amounts it considers appropriate to pay any material liability.
These accounts do not bear interest.
EXPENSES
The Trustee is paid monthly. It also benefits when it holds cash for the Fund in
non-interest bearing accounts. The Trustee may also receive additional amounts:
- to reimburse the Trustee for the Fund's operating expenses;
- for extraordinary services and costs of indemnifying the Trustee and the
Sponsors;
- costs of actions taken to protect the Fund and other legal fees and
expenses;
- expenses for keeping the Fund's registration statement current; and
- Fund termination expenses and any governmental charges.
The Sponsors are currently reimbursed up to 55 CENTS per $1,000 face amount
annually for providing portfolio supervisory, bookkeeping and administrative
services and for any other expenses properly chargeable to the Fund. Legal,
typesetting, electronic filing and regulatory filing fees and expenses
associated with updating the Portfolio's registration statement yearly are also
now chargeable to the Portfolio. While this fee may exceed the amount of these
costs and expenses attributable to this Fund, the total of these fees for all
Series of Defined Asset Funds will not exceed the aggregate amount attributable
to all of these Series for any calendar year. The Fund also pays the Evaluator's
fees.
The Trustee's, Sponsors' and Evaluator's fees may be adjusted for inflation
without investors' approval.
The Sponsors will pay advertising and selling expenses at no charge to the Fund.
If Fund expenses exceed initial estimates, the Fund will owe the excess. The
Trustee has a lien on Fund assets to secure reimbursement of Fund expenses and
may sell bonds if cash is not available.
PORTFOLIO CHANGES
The Sponsors and Trustee are not liable for any default or defect in a bond.
Unlike a mutual fund, the portfolio is designed to remain intact and we may keep
bonds in the portfolio even if their credit quality declines or other adverse
financial circumstances occur. However, we may sell a bond in certain cases if
we believe that
10
<PAGE>
certain adverse credit or certain other conditions exist.
If we maintain a secondary market in units but are unable to sell the units that
we buy in the secondary market, we will redeem units, which may affect the
composition of the portfolio. Units offered in the secondary market may not
represent the same face amount of bonds that they did originally.
We decide whether or not to offer units for sale that we acquire in the
secondary market after reviewing:
- diversity of the portfolio;
- size of the Fund relative to its original size;
- ratio of Fund expenses to income;
- current and long-term returns;
- degree to which units may be selling at a premium over par; and
- cost of maintaining a current prospectus.
FUND TERMINATION
The Fund will terminate following the stated maturity or sale of the last bond
in the portfolio. The Fund may also terminate earlier with the consent of
investors holding 51% of the units or if total assets of the Fund have fallen
below 40% of the face amount of bonds deposited. We will decide whether to
terminate the Fund early based on the same factors used in deciding whether or
not to offer units in the secondary market.
When the Fund is about to terminate you will receive a notice, and you will be
unable to sell your units after that time. On or shortly before termination, we
will sell any remaining bonds, and you will receive your final distribution. Any
bond that cannot be sold at a reasonable price may continue to be held by the
Trustee in a liquidating trust pending its final sale.
You will pay your share of the expenses associated with termination, including
brokerage costs in selling bonds. This may reduce the amount you receive as your
final distribution.
CERTIFICATES
Certificates for units are issued on request. You may transfer certificates by
complying with the requirements for redeeming certificates, described above. You
can replace lost or mutilated certificates by delivering satisfactory indemnity
and paying the associated costs.
TRUST INDENTURE
The Fund is a "unit investment trust" governed by a Trust Indenture, a contract
among the Sponsors, the Trustee and the Evaluator, which sets forth their duties
and obligations and your rights. A copy of the Indenture is available to you on
request to the Trustee. The following summarizes certain provisions of the
Indenture.
The Sponsors and the Trustee may amend the Indenture without your consent:
- to cure ambiguities;
- to correct or supplement any defective or inconsistent provision;
- to make any amendment required by any governmental agency; or
- to make other changes determined not to be materially adverse to your best
interest (as determined by the Sponsors).
Investors holding 51% of the units may amend the Indenture. Every investor must
11
<PAGE>
consent to any amendment that changes the 51% requirement. No amendment may
reduce your interest in the Fund without your written consent.
The Trustee may resign by notifying the Sponsors. The Sponsors may remove the
Trustee without your consent if:
- it fails to perform its duties and the Sponsors determine that its
replacement is in your best interest; or
- it becomes incapable of acting or bankrupt or its affairs are taken over by
public authorities.
Investors holding 51% of the units may remove the Trustee. The Evaluator may
resign or be removed by the Sponsors and the Trustee without the consent of
investors. The resignation or removal of either becomes effective when a
successor accepts appointment. The Sponsors will try to appoint a successor
promptly; however, if no successor has accepted within 30 days after notice of
resignation, the resigning Trustee or Evaluator may petition a court to appoint
a successor.
Any Sponsor may resign as long as one Sponsor with a net worth of $2 million
remains and agrees to the resignation. The remaining Sponsors and the Trustee
may appoint a replacement. If there is only one Sponsor and it fails to perform
its duties or becomes bankrupt the Trustee may:
- remove it and appoint a replacement Sponsor;
- liquidate the Fund; or
- continue to act as Trustee without a Sponsor.
Merrill Lynch, Pierce, Fenner & Smith Incorporated acts as agent for the
Sponsors.
The Trust Indenture contains customary provisions limiting the liability of the
Trustee, the Sponsors and the Evaluator.
LEGAL OPINION
Davis Polk & Wardwell, 450 Lexington Avenue, New York, New York 10017, as
special counsel for the Sponsors, has given an opinion that the units are
validly issued.
AUDITORS
Deloitte & Touche LLP, 2 World Financial Center, New York, New York 10281,
independent accountants, audited the Statement of Condition included in this
prospectus.
SPONSORS
The Sponsors are:
MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED (a wholly-owned subsidiary of
Merrill Lynch & Co., Inc.)
P.O. Box 9051,
Princeton, NJ 08543-9051
SALOMON SMITH BARNEY INC. (an indirectly wholly-owned subsidiary of Citigroup
Inc.)
388 Greenwich Street--23rd Floor,
New York, NY 10013
DEAN WITTER REYNOLDS INC. (a principal operating subsidiary of Morgan Stanley
Dean Witter & Co.)
Two World Trade Center--59th Floor,
New York, NY 10048
PAINEWEBBER INCORPORATED (a wholly-owned subsidiary of PaineWebber Group Inc.)
1285 Avenue of the Americas,
New York, NY 10019
Each Sponsor is a Delaware corporation and it, or its predecessor, has acted as
sponsor to many unit investment trusts. As a registered broker-dealer each
Sponsor buys and sells securities (including investment company
12
<PAGE>
shares) for others (including investment companies) and participates as an
underwriter in various selling groups.
TRUSTEE
The Bank of New York,101 Barclay Street--17W, New York, New York 10268, is the
Trustee. It is supervised by the Federal Deposit Insurance Corporation, the
Board of Governors of the Federal Reserve System and New York State banking
authorities.
UNDERWRITERS' AND SPONSORS' PROFITS
Underwriters receive sales charges when they sell units. The Sponsors also
realized a profit or loss on the initial deposit of the bonds. Any cash made
available by you to the Sponsors before the settlement date for those units may
be used in the Sponsors' businesses to the extent permitted by federal law and
may benefit the Sponsors.
A Sponsor or Underwriter may realize profits or sustain losses on bonds in the
Fund which were acquired from underwriting syndicates of which it was a member.
In maintaining a secondary market, the Sponsors will also realize profits or
sustain losses in the amount of any difference between the prices at which they
buy units and the prices at which they resell or redeem them.
PUBLIC DISTRIBUTION
The Sponsors do not intend to qualify units for sale in any foreign countries.
This prospectus does not constitute an offer to sell units in any country where
units cannot lawfully be sold.
CODE OF ETHICS
The Fund and the Agent for the Sponsors have each adopted a code of ethics
requiring reporting of personal securities transactions by its employees with
access to information on Fund transactions. Subject to certain conditions, the
codes permit employees to invest in Fund securities for their own accounts. The
codes are designed to prevent fraud, deception and misconduct against the Fund
and to provide reasonable standards of conduct. These codes are on file with the
Commission and you may obtain a copy by contacting the Commission at the address
listed on the back cover of this prospectus.
YEAR 2000 ISSUES
Many computer systems were designed in such a way that they may be unable to
distinguish between the year 2000 and the year 1900 (commonly known as the "Year
2000 Problem"). To date we are not aware of any major operational difficulties
resulting from the computer system changes necessary to prepare for the Year
2000. However, there can be no assurance that the Year 2000 Problem will not
adversely affect the issuers of the bonds contained in the Portfolio. We cannot
predict whether any impact will be material to the Fund as a whole.
TAXES
The following summary describes some of the important income tax consequences of
holding units. It assumes that you are not a dealer, financial institution,
insurance company or other investor with special circumstances or subject to
special rules. You should consult your own tax adviser about your particular
circumstances.
In the opinion of our counsel, under existing law:
13
<PAGE>
GENERAL TREATMENT OF THE FUND AND YOUR INVESTMENT
The Fund will not be taxed as a corporation for federal income tax purposes, and
you will be considered to own directly your share of each bond in the Fund.
GAIN OR LOSS UPON DISPOSITION
When all or part of your share of a bond is disposed of (for example, when the
Fund sells, exchanges or redeems a bond or when you sell or exchange your
units), you will generally recognize capital gain or loss. Your gain, however,
will generally be ordinary income to the extent of any accrued "market
discount". Generally you will have market discount to the extent that your basis
in a bond when you purchase a unit is less than its stated redemption price at
maturity (or, if it is an original issue discount bond, the issue price
increased by original issue discount that has accrued on the bond before your
purchase). You should consult your tax adviser in this regard.
If your net long-term capital gains exceed your net short-term capital losses,
the excess may be subject to tax at a lower rate than ordinary income. Any
capital gain from the Fund will be long-term if you are considered to have held
your investment on each bond for more than one year and short-term otherwise.
Because the deductibility of capital losses is subject to limitations, you may
not be able to deduct all of your capital losses. You should consult your tax
adviser in this regard.
YOUR BASIS IN THE BONDS
Your aggregate basis in the bonds will be equal to the cost of your units,
including any sales charges and the organizational expenses you pay, adjusted to
reflect any accruals of "original issue discount," "acquisition premium" and
"bond premium". You should consult your tax adviser in this regard.
EXPENSES
If you are an individual who itemizes deductions, you may deduct your share of
Fund expenses, but only to the extent that such amount, together with your other
miscellaneous deductions, exceeds 2% of your adjusted gross income. Your ability
to deduct Fund expenses will be limited further if your adjusted gross income
exceeds a specified amount currently $128,950 ($64,475 for a married person
filing separately).
FOREIGN INVESTORS
If you are a foreign investor and you are not engaged in a U.S. trade or
business, you generally will not be subject to U.S. federal income tax,
including withholding tax, on the interest or gain on a bond issued after July
18, 1984 if you meet certain requirements, including the certification of
foreign status and other matters. You should consult your tax adviser about the
possible application of federal, state and local, and foreign taxes.
SUPPLEMENTAL INFORMATION
You can receive at no cost supplemental information about the Fund by calling
the Trustee. The supplemental information includes more detailed risk disclosure
about the types of bonds that may be in the Fund's portfolio, general risk
disclosure concerning any insurance securing certain bonds, and general
information about the structure and operation of the Fund. The supplemental
information is also available from the SEC.
14
<PAGE>
CORPORATE INCOME FUND,
INSURED SERIES - 102,
DEFINED ASSET FUNDS
REPORT OF INDEPENDENT ACCOUNTANTS
The Sponsors, Trustee and Holders
of Corporate Income Fund,
Insured Series - 102,
Defined Asset Funds:
We have audited the accompanying statement of condition of Corporate
Income Fund, Insured Series - 102, Defined Asset Funds, including the
portfolio, as of March 31, 2000 and the related statements of
operations and of changes in net assets for the year ended March 31,
2000 and the period April 9, 1998 to March 31, 1999. These financial
statements are the responsibility of the Trustee. Our responsibility
is to express an opinion on these financial statements based on our
audits.
We conducted our audits in accordance with auditing standards
generally accepted in the United States of America. Those standards
require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements.
Securities owned at March 31, 2000, as shown in such portfolio, were
confirmed to us by The Bank of New York, the Trustee. An audit also
includes assessing the accounting principles used and significant
estimates made by the Trustee, as well as evaluating the overall
financial statement presentation. We believe that our audits provide
a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present
fairly, in all material respects, the financial position of Corporate
Income Fund, Insured Series - 102, Defined Asset Funds at March 31,
2000 and the results of its operations and changes in its net assets
for the above-stated periods in accordance with accounting principles
generally accepted in the United States of America.
DELOITTE & TOUCHE LLP
New York, N.Y.
June 5, 2000
D - 1
<PAGE>
CORPORATE INCOME FUND,
INSURED SERIES - 102,
DEFINED ASSET FUNDS
STATEMENT OF CONDITION
AS OF MARCH 31, 2000
<TABLE>
<S> <C> <C>
TRUST PROPERTY:
Investment in marketable securities - at value
(cost $16,989,610)(Note 1)..................... $14,597,954
Receivable from security sold or redeemed........ 54,342
Accrued interest receivable...................... 273,292
Accrued interest receivable on segregated bonds.. 14,399
Deferred organization costs (Note 6)............. 13,354
-------------
Total trust property................. 14,953,341
LESS LIABILITIES:
Redemptions payable.............................. $ 52,449
Advance from Trustee............................. 6,049
Deferred sales charge............................ 218,549
Accrued expenses................................. 12,568 289,615
------------- -------------
NET ASSETS, REPRESENTED BY:
17,438 units of fractional undivided
interest outstanding (Note 3).................. 14,578,289
Undistributed net investment income.............. 85,437
-------------
$14,663,726
=============
UNIT VALUE ($14,663,726/17,438 units).............. $840.91
=============
</TABLE>
See Notes to Financial Statements.
D - 2
<PAGE>
CORPORATE INCOME FUND,
INSURED SERIES - 102,
DEFINED ASSET FUNDS
STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
April 9,
1998
Year Ended to
March 31, March 31,
2000 1999
---------------------------
<S> <C> <C>
INVESTMENT INCOME:
Interest income........................... $ 1,215,020 $1,240,424
Interest income on segregated bonds....... 45,458 54,633
Trustee's fees and expenses............... (17,098) (17,765)
Sponsors' fees............................ (7,235) (8,698)
Insurance expenses........................ (36,778) (35,096)
Organizational expenses................... (4,451) (4,451)
---------------------------
Net investment income..................... 1,194,916 1,229,047
---------------------------
REALIZED AND UNREALIZED GAIN (LOSS)
ON INVESTMENTS:
Realized gain (loss) on securities
sold or redeemed........................ (336,449) 4,881
Unrealized depreciation of investments.... (1,758,190) (633,466)
---------------------------
Net realized and unrealized loss on
investments............................. (2,094,639) (628,585)
---------------------------
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS................. $ (899,723) $ 600,462
===========================
</TABLE>
See Notes to Financial Statements.
D - 3
<PAGE>
CORPORATE INCOME FUND,
INSURED SERIES - 102,
DEFINED ASSET FUNDS
STATEMENTS OF CHANGES IN NET ASSETS
<TABLE>
<CAPTION>
April 9,
1998
Year Ended to
March 31, March 31,
2000 1999
--------------------------
<S> <C> <C>
OPERATIONS:
Net investment income........................... $ 1,194,916 $ 1,229,047
Realized gain (loss) on securities
sold or redeemed.............................. (336,449) 4,881
Unrealized depreciation of investments.......... (1,758,190) (633,466)
--------------------------
Net increase (decrease) in net assets
resulting from operations..................... (899,723) 600,462
--------------------------
DISTRIBUTIONS TO HOLDERS (Note 2):
Income.......................................... (1,198,030) (1,168,262)
Principal....................................... (834,595)
--------------------------
Total distributions............................. (2,032,625) (1,168,262)
--------------------------
CAPITAL SHARE TRANSACTIONS:
Issuance of 16,692 units........................ 17,433,235
Redemptions of 3,168 and 1,650 units,
respectively.................................. (2,708,504) (1,657,919)
--------------------------
Net capital share transactions.................. (2,708,504) 15,775,316
DEFERRED SALES CHARGE (Note 5).................... (394,248) (280,310)
--------------------------
NET INCREASE (DECREASE) IN NET ASSETS............. (6,035,100) 14,927,206
NET ASSETS AT BEGINNING OF PERIOD................. 20,698,826 5,771,620
--------------------------
NET ASSETS AT END OF PERIOD....................... $14,663,726 $20,698,826
==========================
PER UNIT:
Income distributions during period.............. $62.79 $60.27
==========================
Principal distributions during period........... $41.21
==========================
Net asset value at end of period................ $840.91 $1,004.50
==========================
TRUST UNITS OUTSTANDING AT END OF PERIOD.......... 17,438 20,606
==========================
</TABLE>
See Notes to Financial Statements.
D - 4
<PAGE>
CORPORATE INCOME FUND,
INSURED SERIES - 102,
DEFINED ASSET FUNDS
NOTES TO FINANCIAL STATEMENTS
1. SIGNIFICANT ACCOUNTING POLICIES
The Fund is registered under the Investment Company Act of 1940 as
a Unit Investment Trust. The following is a summary of significant
accounting policies consistently followed by the Fund in the
preparation of its financial statements. The policies are in
accordance with accounting principles generally accepted in the
United States of America.
(a) Securities are stated at value as determined by the Evaluator
based on bid side evaluations for the securities, except that
value on April 9, 1998 was based upon offer side evaluations at
April 7, 1998, the day prior to the Date of Deposit. Cost of
securities at April 9, 1998 was also based on such offer side
evaluations.
(b) The Fund is not subject to income taxes. Accordingly, no
provision for such taxes is required.
(c) Interest income is recorded as earned.
2. DISTRIBUTIONS
A distribution of net investment income is made to Holders each
month. Receipts other than interest, after deductions for
redemptions and applicable expenses, are also distributed
periodically.
3. NET CAPITAL
<TABLE>
<S> <C>
Cost of 17,438 units at Date of Deposit............. $18,149,661
Redemptions of units - net cost of 4,818 units
redeemed less redemption amounts.................. 661,005
Realized loss on securities sold or redeemed........ (331,568)
Principal distributions............................. (834,595)
Deferred sales charge............................... (674,558)
Unrealized depreciation of investments.............. (2,391,656)
--------------
Net capital applicable to Holders................... $14,578,289
==============
</TABLE>
4. INCOME TAXES
As of March 31, 2000, unrealized depreciation of investments, based
on cost for Federal income tax purposes, aggregated $2,391,656, all of
which related to depreciated securities. The cost of investment
securities for Federal income tax purposes was $16,989,610 at
March 31, 2000.
D - 5
<PAGE>
CORPORATE INCOME FUND,
INSURED SERIES - 102,
DEFINED ASSET FUNDS
NOTES TO FINANCIAL STATEMENTS
5. DEFERRED SALES CHARGE
The sales charges are being paid for with the principal proceeds
from periodic sales or maturity of the segregated bonds. A deferred
sales charge of $5.00 per unit is charged three times in the first
year and $3.75 per unit on a quarterly basis for the second and third
years, and paid to the sponsors annually by the Trustee on behalf of the
Holders, up to an aggregate of $45.00 per unit over the first three
years of the life of the Fund. Should a Holder redeem units prior to the
third anniversary of the Fund, the remaining balance of the deferred
sales charge will be charged.
6. DEFERRED ORGANIZATIONAL COSTS
Organizational costs have been deferred and are being amortized over
five years.
D - 6
<PAGE>
CORPORATE INCOME FUND,
INSURED SERIES - 102,
DEFINED ASSET FUNDS
<TABLE>
<CAPTION>
PORTFOLIO
AS OF MARCH 31, 2000
Rating of Issues(1) Optional
Portfolio No. and Title of Moody's Standard Face Redemption
Securities Investors & Poors Amount Coupon Maturities(3) Provisions(3) Cost(2) Value(2)
---------- --------- ---------- ------ ------ ------------- ------------- ------- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
1 Bell Atlantic Corporation, A2 A+ $ 1,420,000 6.500% 2028 None $ 1,413,909 $ 1,201,111
Debentures
2 Bellsouth Telecommunications Aa2 AAA 1,740,000 6.750 2033 10/15/03 1,723,902 1,479,398
Debentures @ 103.50
3 Potomac Electric & Power Company, A1 A 1,500,000 6.875 2023 09/01/03 1,515,707 1,312,931
First Mortgage Bonds. @ 102.66
4 SBC Communications Inc., Aa3 AA- 2,635,000 6.625 2034 10/15/13 2,595,907 2,212,994
Debentures. @ 101.12
5 Southwestern Bell Telephone. Aa2 AA- 3,855,000 6.625 2024 09/01/03 3,826,963 3,257,568
Debentures. @ 102.19
6 US West Communications Company, A2 A 3,730,000 6.875 2033 09/15/03 3,676,713 3,125,770
Debentures @ 101.95
7 Virginia Electric & Power Company, A2 A 1,565,000 6.750 2023 10/01/03 1,550,386 1,335,867
First Refunding Mortgage Bonds, @ 102.77
Ser. G
8 United States Treasury Notes(4) Aaa AAA 336,000 6.250 2000 None 341,014 336,210
9 United States Treasury Notes(4) Aaa AAA 336,000 6.500 2001 None 345,109 336,105
-------------- -------------- --------------
TOTAL $17,117,000 $16,989,610 $14,597,954
============== ============== ==============
</TABLE>
See Notes to Portfolio.
D - 7
<PAGE>
CORPORATE INCOME FUND,
INSURED SERIES - 102,
DEFINED ASSET FUNDS
NOTES TO PORTFOLIO
AS OF MARCH 31, 2000
(1) "NR", if applicable, indicates that this security is not
currently rated by the indicated rating service. These ratings
have been provided by the Evaluator, but not confirmed with the
rating agencies.
(2) See Notes to Financial Statements.
(3) Optional redemption provisions, which may be exercised in whole
or in part, are initially at prices of par plus a premium, then
subsequently at prices declining to par. Certain securities may
provide for redemption at par prior or in addition to any
optional or mandatory redemption dates or maturity, for
example, through the operation of a maintenance and replacement
fund, if proceeds are not able to be used as contemplated, the
project is condemned or sold or the project is destroyed and
insurance proceeds are used to redeem the securities. Many of
the securities are also subject to mandatory sinking fund
redemption commencing on dates which may be prior to the date
on which securities may be optionally redeemed. Sinking fund
redemptions are at par and redeem only part of the issue. Some
of the securities have mandatory sinking funds which contain
optional provisions permitting the issuer to increase the
principal amount of securities called on a mandatory redemption
date. The sinking fund redemptions with optional provisions
may, and optional refunding redemptions generally will, occur
at times when the redeemed securities have an offering side
evaluation which represents a premium over par. To the extent
that the securities were acquired at a price higher than the
redemption price, this will represent a loss of capital when
compared with the Public Offering Price of the Units when
acquired. Distributions will generally be reduced by the amount
of the income which would otherwise have been paid with respect
to redeemed securities and there will be distributed to Holders
any principal amount and premium received on such redemption
after satisfying any redemption requests for Units received by
the Fund. The estimated current return may be affected by
redemptions.
(4) It is anticipated that principal received from these bonds will
be applied to the payment of the Trust's deferred sales charges.
D - 8
<PAGE>
DEFINED ASSET FUNDS--REGISTERED TRADEMARK--
<TABLE>
<S> <C>
HAVE QUESTIONS ? CORPORATE INCOME FUND
Request the most INSURED SERIES--102
recent free Information (A Unit Investment Trust)
Supplement that gives more ---------------------------------------
details about the Fund, This Prospectus does not contain
by calling: complete information about the
The Bank of New York investment company filed with the
1-800-221-7771 Securities and Exchange Commission in
Washington, D.C. under the:
- Securities Act of 1933 (file no.
333-34293) and
- Investment Company Act of 1940 (file
no. 811-2295).
TO OBTAIN COPIES AT PRESCRIBED RATES--
WRITE: Public Reference Section of the
Commission
450 Fifth Street, N.W., Washington,
D.C. 20549-6009
CALL: 1-800-SEC-0330.
VISIT: http://www.sec.gov.
---------------------------------------
No person is authorized to give any
information or representations about
this Fund not contained in this
Prospectus or the Information
Supplement, and you should not rely on
any other information.
---------------------------------------
When units of this Fund are no longer
available, this Prospectus may be used
as a preliminary prospectus for a
future series, but some of the
information in this Prospectus will be
changed for that series.
UNITS OF ANY FUTURE SERIES MAY NOT BE
SOLD NOR MAY OFFERS TO BUY BE ACCEPTED
UNTIL THAT SERIES HAS BECOME EFFECTIVE
WITH THE SECURITIES AND EXCHANGE
COMMISSION. NO UNITS CAN BE SOLD IN ANY
STATE WHERE A SALE WOULD BE ILLEGAL.
70066--7/00
</TABLE>
