DEFINED ASSET FUNDS-REGISTERED TRADEMARK-
----------------------------------------------------
MUNICIPAL INVESTMENT TRUST FUND
MULTISTATE SERIES--35
(A UNIT INVESTMENT TRUST)
- FLORIDA, MASSACHUSETTS AND OHIO PORTFOLIOS
- PORTFOLIOS OF INSURED LONG-TERM MUNICIPAL BONDS
- DESIGNED TO BE FREE OF REGULAR FEDERAL INCOME TAX
- EXEMPT FROM SOME STATE TAXES
- MONTHLY DISTRIBUTIONS
SPONSORS:
MERRILL LYNCH,
PIERCE, FENNER & SMITH
INCORPORATED -----------------------------------------------------
SALOMON SMITH BARNEY INC. The Securities and Exchange Commission has not
PRUDENTIAL SECURITIES approved or disapproved these Securities or passed
INCORPORATED upon the adequacy of this prospectus. Any
PAINEWEBBER INCORPORATED representation to the contrary is a criminal offense.
DEAN WITTER REYNOLDS INC. Prospectus dated July 28, 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 APRIL 30, 2000, THE
EVALUATION DATE.
CONTENTS
<TABLE>
<CAPTION>
PAGE
----
<S> <C>
Florida Insured Portfolio--
Risk/Return Summary............................. 3
Massachusetts Insured Portfolio--
Risk/Return Summary............................. 6
Ohio Insured Portfolio--
Risk/Return Summary............................. 9
What You Can Expect From Your Investment.......... 13
Monthly Income.................................. 13
Return Figures.................................. 13
Records and Reports............................. 13
The Risks You Face................................ 14
Interest Rate Risk.............................. 14
Call Risk....................................... 14
Reduced Diversification Risk.................... 14
Liquidity Risk.................................. 14
Concentration Risk.............................. 14
State Concentration Risk........................ 16
Bond Quality Risk............................... 18
Insurance Related Risk.......................... 18
Litigation and Legislation Risks................ 19
Selling or Exchanging Units....................... 19
Sponsors' Secondary Market...................... 19
Selling Units to the Trustee.................... 19
Exchange Option................................. 20
How The Fund Works................................ 20
Pricing......................................... 20
Evaluations..................................... 20
Income.......................................... 20
Expenses........................................ 21
Portfolio Changes............................... 21
Fund Termination................................ 21
Certificates.................................... 22
Trust Indenture................................. 22
Legal Opinion................................... 23
Auditors........................................ 23
Sponsors........................................ 23
Trustee......................................... 23
Underwriters' and Sponsors' Profits............. 24
Public Distribution............................. 24
Code of Ethics.................................. 24
Year 2000 Issues................................ 24
Taxes............................................. 24
Supplemental Information.......................... 27
Financial Statements.............................. D-1
</TABLE>
2
<PAGE>
--------------------------------------------------------------------------------
FLORIDA INSURED PORTFOLIO--RISK/RETURN SUMMARY
1. WHAT IS THE FUND'S OBJECTIVE?
The Fund seeks interest income that is exempt from regular federal income
taxes and some state and local taxes by investing in a fixed portfolio
consisting primarily of insured, long term municipal revenue bonds.
2. WHAT ARE MUNICIPAL REVENUE BONDS?
Municipal revenue bonds are bonds issued by states, municipalities and public
authorities to finance the cost of buying, building or improving various
projects intended to generate revenue, such as airports, health care
facilities, housing and municipal electric, water and sewer utilities.
Generally, payments on these bonds depend solely on the revenues generated by
the projects, excise taxes or state appropriations, and are not backed by the
government's taxing power.
3. WHAT IS THE FUND'S INVESTMENT STRATEGY?
- The Fund plans to hold to maturity 7 long-term tax-exempt municipal bonds
with an aggregate face amount of $2,620,000.
- The Fund is a unit investment trust which means that, unlike a mutual fund,
the Portfolio is not managed.
- The bonds are rated AAA or Aaa by Standard & Poor's, Moody's or Fitch.
- 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.
- 100% of the bonds are insured by insurance companies that guarantee timely
payments of principal and interest on the bonds (but not Fund units or the
market value of the bonds before they mature).
The Portfolio consists of municipal bonds of the following types:
<TABLE>
<CAPTION>
APPROXIMATE
PORTFOLIO
PERCENTAGE
<S> <C>
/ /Airports/Ports/Highways 14%
/ /Hospitals/Health Care 36%
/ /Municipal Water/Sewer Utilities 33%
/ /Refunded Bonds 6%
/ /Municipal Electric Utilities 11%
</TABLE>
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 hospital/health care and municipal water/
sewer utility bonds, adverse developments in these sectors 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.
ALSO, THE PORTFOLIO IS CONCENTRATED IN BONDS OF FLORIDA SO IT IS LESS
DIVERSIFIED THAN A NATIONAL FUND AND IS SUBJECT TO RISKS PARTICULAR TO
FLORIDA WHICH ARE BRIEFLY DESCRIBED UNDER STATE CONCENTRATION RISKS LATER IN
THIS PROSPECTUS.
3
<PAGE>
5. IS THIS FUND APPROPRIATE FOR YOU?
Yes, if you want federally tax-free income. You will benefit from a
professionally selected and supervised portfolio whose risk is reduced by
investing in 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, if you do not want a
tax-advantaged investment or if you cannot tolerate any risk.
DEFINING YOUR INCOME
<TABLE>
<S> <C>
WHAT YOU MAY EXPECT (Payable on the 25th day of
the month to holders of record on the 10th day of
the month):
Regular Monthly Income per unit $4.41
Annual Income per unit: $52.99
THESE FIGURES ARE ESTIMATES DETERMINED ON THE EVALUATION
DAY; ACTUAL PAYMENTS MAY VARY.
</TABLE>
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>
<S> <C>
INVESTOR FEES
Maximum Sales Fee (Load) on new
purchases (as a percentage of
$1,000 invested) 2.90%
</TABLE>
Employees of some of the Sponsors and their affiliates may pay a reduced
sales fee of no less than $5.00 per unit.
The maximum sales fee is reduced if you invest at least $100,000, as follows:
<TABLE>
<CAPTION>
YOUR MAXIMUM
SALES FEE
IF YOU INVEST: WILL BE:
-------------- ------------
<S> <C>
Less than $100,000 2.90%
$100,000 to $249,999 2.65%
$250,000 to $499,999 2.40%
$500,000 to $999,999 2.15%
$1,000,000 and over 1.90%
Maximum Exchange Fee 1.90%
</TABLE>
ESTIMATED ANNUAL FUND OPERATING EXPENSES
<TABLE>
<CAPTION>
AMOUNT
PER UNIT
--------
<S> <C>
Trustee's Fee $0.70
Portfolio Supervision,
Bookkeeping and
Administrative Fees
(including updating
expenses) $0.49
Evaluator's Fee $0.44
Other Operating Expenses $0.56
-----
TOTAL $2.19
</TABLE>
The Sponsors historically paid updating expenses.
7. HOW HAVE SIMILAR FUNDS PERFORMED IN THE PAST?
In the following chart we show past performance of prior Florida Portfolios,
which had investment objectives, strategies and types of bonds substantially
similar to this Fund. These prior Series differed in that they charged a
higher sales fee. These prior Florida Series were offered between after 1987
and were outstanding on June 30, 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 6/30/00.
<TABLE>
<CAPTION>
WITH SALES FEE NO SALES FEE
1 YEAR 5 YEARS 1 YEAR 5 YEARS
<S> <C> <C> <C> <C>
-------------------------------------------------------------
High 5.40% 5.02% 5.56% 6.20%
Average 0.83 4.32 2.91 5.39
Low -4.46 2.97 -1.58 3.67
-------------------------------------------------------------
Average
Sales fee 2.10% 5.37%
-------------------------------------------------------------
</TABLE>
NOTE: ALL RETURNS REPRESENT CHANGES IN UNIT PRICE WITH DISTRIBUTIONS REINVESTED
INTO THE MUNICIPAL FUND INVESTMENT ACCUMULATION PROGRAM.
8. IS THE FUND MANAGED?
Unlike a mutual fund, the Fund is not managed and bonds are not sold because
of market changes. Rather, experienced Defined Asset Funds financial analysts
regularly review the bonds in the Fund. The Fund may sell a bond if certain
adverse credit or other conditions exist.
4
<PAGE>
9. HOW DO I BUY UNITS?
The minimum investment is one unit.
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>
<S> <C>
UNIT PRICE PER UNIT $989.61
(as of April 30, 2000)
</TABLE>
Unit price is based on the net asset value of the Fund plus the sales fee. An
amount equal to any principal cash, as well as net accrued but undistributed
interest on the unit, is added to the unit price. An independent evaluator
prices the bonds at 3:30 p.m. Eastern time every business day. Unit price
changes every day with changes in the prices of the bonds in the Fund.
10. HOW DO I SELL UNITS?
You may sell your units at any time to any Sponsor or the Trustee for the net
asset value determined at the close of business on the date of sale. You will
not pay any other fee when you sell your units.
11. HOW ARE DISTRIBUTIONS MADE AND TAXED?
The Fund pays income monthly.
In the opinion of bond counsel when each bond was issued, interest on the
bonds in this Fund is generally 100% exempt from regular federal income tax.
Your income may also be exempt from some Florida state and local taxes if you
live in Florida.
You will also receive principal payments if bonds are sold or called or
mature, when the cash available is more than $5.00 per unit. You will be
subject to tax on any gain realized by the Fund on the disposition of bonds.
12. WHAT OTHER SERVICES ARE AVAILABLE?
REINVESTMENT
You will receive your income in cash unless you choose to compound your
income by reinvesting at no sales fee in the Municipal Fund Investment
Accumulation Program, Inc. This program is an open-end mutual fund with a
comparable investment objective, but the bonds will generally not be insured.
Income from this program will generally be subject to state and local income
taxes. FOR MORE COMPLETE INFORMATION ABOUT THE PROGRAM, INCLUDING CHARGES AND
FEES, ASK THE TRUSTEE FOR THE PROGRAM'S PROSPECTUS. READ IT CAREFULLY BEFORE
YOU INVEST. THE TRUSTEE MUST RECEIVE YOUR WRITTEN ELECTION TO REINVEST AT
LEAST 10 DAYS BEFORE THE RECORD DAY OF AN INCOME PAYMENT.
EXCHANGE PRIVILEGES
You may exchange units of this Fund for units of certain other Defined Asset
Funds. You may also exchange into this Fund from certain other funds. We
charge a reduced sales fee on exchanges.
5
<PAGE>
--------------------------------------------------------------------------------
MASSACHUSETTS INSURED PORTFOLIO--RISK/RETURN SUMMARY
1. WHAT IS THE FUND'S OBJECTIVE?
The Fund seeks interest income that is exempt from regular federal income
taxes and some state and local taxes by investing in a fixed portfolio
consisting primarily of insured, long term municipal revenue bonds.
2. WHAT ARE MUNICIPAL REVENUE BONDS?
Municipal revenue bonds are bonds issued by states, municipalities and public
authorities to finance the cost of buying, building or improving various
projects intended to generate revenue, such as airports, health care
facilities, housing and municipal electric, water and sewer utilities.
Generally, payments on these bonds depend solely on the revenues generated by
the projects, excise taxes or state appropriations, and are not backed by the
government's taxing power.
3. WHAT IS THE FUND'S INVESTMENT STRATEGY?
- The Fund plans to hold to maturity 7 long-term tax-exempt municipal bonds
with an aggregate face amount of $3,115,000.
- The Fund is a unit investment trust which means that, unlike a mutual fund,
the Portfolio is not managed.
- The bonds are rated AAA or Aaa by Standard & Poor's, Moody's or Fitch.
- 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 Fund is concentrated in refunded bonds.
- 100% of the bonds are insured by insurance companies that guarantee timely
payments of principal and interest on the bonds (but not Fund units or the
market value of the bonds before they mature).
The Portfolio consists of municipal bonds of the following types:
<TABLE>
<CAPTION>
APPROXIMATE
PORTFOLIO
PERCENTAGE
<S> <C>
/ /General Obligation 3%
/ /Hospitals/Health Care 32%
/ /Refunded Bonds 34%
/ /Universities/Colleges 31%
</TABLE>
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 hospital/health care and
university/college bonds, adverse developments in these sectors 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.
ALSO, THE PORTFOLIO IS CONCENTRATED IN BONDS OF MASSACHUSETTS SO IT IS LESS
DIVERSIFIED THAN A NATIONAL FUND AND IS SUBJECT TO RISKS PARTICULAR TO
MASSACHUSETTS WHICH ARE BRIEFLY DESCRIBED UNDER STATE CONCENTRATION RISKS
LATER IN THIS PROSPECTUS.
6
<PAGE>
5. IS THIS FUND APPROPRIATE FOR YOU?
Yes, if you want federally tax-free income. You will benefit from a
professionally selected and supervised portfolio whose risk is reduced by
investing in 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, if you do not want a
tax-advantaged investment or if you cannot tolerate any risk.
DEFINING YOUR INCOME
<TABLE>
<S> <C>
What You May Expect (Payable on the 25th day of
the month to holders of record on the 10th day of
the month):
Regular Monthly Income per unit $4.50
Annual Income per unit: $54.11
THESE FIGURES ARE ESTIMATES DETERMINED ON THE EVALUATION
DAY; ACTUAL PAYMENTS MAY VARY.
</TABLE>
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>
<S> <C>
INVESTOR FEES
Maximum Sales Fee (Load) on new
purchases (as a percentage of
$1,000 invested) 2.90%
</TABLE>
Employees of some of the Sponsors and their affiliates may pay a reduced
sales fee of no less than $5.00 per unit.
The maximum sales fee is reduced if you invest at least $100,000, as follows:
<TABLE>
<CAPTION>
YOUR MAXIMUM
SALES FEE
IF YOU INVEST: WILL BE:
-------------- ------------
<S> <C>
Less than $100,000 2.90%
$100,000 to $249,999 2.65%
$250,000 to $499,999 2.40%
$500,000 to $999,999 2.15%
$1,000,000 and over 1.90%
Maximum Exchange Fee 1.90%
</TABLE>
ESTIMATED ANNUAL FUND OPERATING EXPENSES
<TABLE>
<CAPTION>
AMOUNT
PER UNIT
--------
<S> <C>
Trustee's Fee $0.70
Portfolio Supervision,
Bookkeeping and
Administrative Fees
(including updating
expenses) $0.49
Evaluator's Fee $0.39
Other Operating Expenses $0.48
-----
TOTAL $2.06
</TABLE>
The Sponsors historically paid updating expenses.
7. HOW HAVE SIMILAR FUNDS PERFORMED IN THE PAST?
IN THE FOLLOWING CHART WE SHOW PAST PERFORMANCE OF PRIOR MASSACHUSETTS
PORTFOLIOS, WHICH HAD INVESTMENT OBJECTIVES, STRATEGIES AND TYPES OF BONDS
SUBSTANTIALLY SIMILAR TO THIS FUND. THESE PRIOR SERIES DIFFERED IN THAT THEY
CHARGED A HIGHER SALES FEE. These prior Massachusetts Series were offered
between after 1987 and were outstanding on June 30, 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 6/30/00.
<TABLE>
<CAPTION>
WITH SALES FEE NO SALES FEE
1 YEAR 5 YEARS 1 YEAR 5 YEARS
<S> <C> <C> <C> <C>
--------------------------------------------------------
High 4.37% 5.18% 5.20% 6.36%
Average 1.83 3.65 3.27 4.66
Low -1.81 2.18 0.98 3.10
--------------------------------------------------------
Average
Sales fee 1.45% 5.05%
--------------------------------------------------------
</TABLE>
NOTE: ALL RETURNS REPRESENT CHANGES IN UNIT PRICE WITH DISTRIBUTIONS REINVESTED
INTO THE MUNICIPAL FUND INVESTMENT ACCUMULATION PROGRAM.
8. IS THE FUND MANAGED?
Unlike a mutual fund, the Fund is not managed and bonds are not sold because
of market changes. Rather, experienced Defined Asset Funds financial analysts
regularly review the bonds in the Fund. The Fund may sell a bond if certain
adverse credit or other conditions exist.
7
<PAGE>
9. HOW DO I BUY UNITS?
The minimum investment is one unit.
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>
<S> <C>
UNIT PRICE PER UNIT $994.56
(as of April 30, 2000)
</TABLE>
Unit price is based on the net asset value of the Fund plus the sales fee. An
amount equal to any principal cash, as well as net accrued but undistributed
interest on the unit, is added to the unit price. An independent evaluator
prices the bonds at 3:30 p.m. Eastern time every business day. Unit price
changes every day with changes in the prices of the bonds in the Fund.
10. HOW DO I SELL UNITS?
You may sell your units at any time to any Sponsor or the Trustee for the net
asset value determined at the close of business on the date of sale. You will
not pay any other fee when you sell your units.
11. HOW ARE DISTRIBUTIONS MADE AND TAXED?
The Fund pays income monthly.
In the opinion of bond counsel when each bond was issued, interest on the
bonds in this Fund is generally 100% exempt from regular federal income tax.
Your income may also be exempt from some Massachusetts state and local
personal income taxes if you live in Massachusetts.
You will also receive principal payments if bonds are sold or called or
mature, when the cash available is more than $5.00 per unit. You will be
subject to tax on any gain realized by the Fund on the disposition of bonds.
12. WHAT OTHER SERVICES ARE AVAILABLE?
REINVESTMENT
You will receive your income in cash unless you choose to compound your
income by reinvesting at no sales fee in the Municipal Fund Investment
Accumulation Program, Inc. This program is an open-end mutual fund with a
comparable investment objective, but the bonds generally will not be insured.
Income from this program will generally be subject to state and local income
taxes. FOR MORE COMPLETE INFORMATION ABOUT THE PROGRAM, INCLUDING CHARGES AND
FEES, ASK THE TRUSTEE FOR THE PROGRAM'S PROSPECTUS. READ IT CAREFULLY BEFORE
YOU INVEST. THE TRUSTEE MUST RECEIVE YOUR WRITTEN ELECTION TO REINVEST AT
LEAST 10 DAYS BEFORE THE RECORD DAY OF AN INCOME PAYMENT.
EXCHANGE PRIVILEGES
You may exchange units of this Fund for units of certain other Defined Asset
Funds. You may also exchange into this Fund from certain other funds. We
charge a reduced sales fee on exchanges.
8
<PAGE>
--------------------------------------------------------------------------------
OHIO INSURED PORTFOLIO--RISK/RETURN SUMMARY
1. WHAT IS THE FUND'S OBJECTIVE?
The Fund seeks interest income that is exempt from regular federal income
taxes and some state and local taxes by investing in a fixed portfolio
consisting primarily of insured, long term municipal revenue bonds.
2. WHAT ARE MUNICIPAL REVENUE BONDS?
Municipal revenue bonds are bonds issued by states, municipalities and public
authorities to finance the cost of buying, building or improving various
projects intended to generate revenue, such as airports, health care
facilities, housing and municipal electric, water and sewer utilities.
Generally, payments on these bonds depend solely on the revenues generated by
the projects, excise taxes or state appropriations, and are not backed by the
government's taxing power.
3. WHAT IS THE FUND'S INVESTMENT STRATEGY?
- The Fund plans to hold to maturity 7 long-term tax-exempt municipal bonds
with an aggregate face amount of $2,625,000.
- The Fund is a unit investment trust which means that, unlike a mutual fund,
the Portfolio is not managed.
- The bonds are rated AAA or Aaa by Standard & Poor's, Moody's or Fitch.
- 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.
- 100% of the bonds are insured by insurance companies that guarantee timely
payments of principal and interest on the bonds (but not Fund units or the
market value of the bonds before they mature).
The Portfolio consists of municipal bonds of the following types:
<TABLE>
<CAPTION>
APPROXIMATE
PORTFOLIO
PERCENTAGE
<S> <C>
/ /Hospitals/Health Care 28%
/ /Lease Rental 19%
/ /Municipal Water/Sewer Utilities 33%
/ /Municipal Electric Utilities 8%
/ /Universities/Colleges 12%
</TABLE>
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 hospital/health care and municipal water/
sewer utility bonds, adverse developments in these sectors 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.
ALSO, THE PORTFOLIO IS CONCENTRATED IN BONDS OF OHIO SO IT IS LESS
DIVERSIFIED THAN A NATIONAL FUND AND IS SUBJECT TO RISKS PARTICULAR TO OHIO
WHICH ARE BRIEFLY DESCRIBED UNDER STATE CONCENTRATION RISKS LATER IN THIS
PROSPECTUS.
9
<PAGE>
5. IS THIS FUND APPROPRIATE FOR YOU?
Yes, if you want federally tax-free income. You will benefit from a
professionally selected and supervised portfolio whose risk is reduced by
investing in 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, if you do not want a
tax-advantaged investment or if you cannot tolerate any risk.
DEFINING YOUR INCOME
<TABLE>
<S> <C>
What You May Expect (Payable on the 25th day of
the month to holders of record on the 10th day of
the month):
Regular Monthly Income per unit $4.49
Annual Income per unit: $53.90
THESE FIGURES ARE ESTIMATES DETERMINED ON THE EVALUATION
DAY; ACTUAL PAYMENTS MAY VARY.
</TABLE>
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>
<S> <C>
INVESTOR FEES
Maximum Sales Fee (Load) on new
purchases (as a percentage of
$1,000 invested) 2.90%
</TABLE>
Employees of some of the Sponsors and their affiliates may pay a reduced
sales fee of no less than $5.00 per unit.
The maximum sales fee is reduced if you invest at least $100,000, as follows:
<TABLE>
<CAPTION>
YOUR MAXIMUM
SALES FEE
IF YOU INVEST: WILL BE:
-------------- ------------
<S> <C>
Less than $100,000 2.90%
$100,000 to $249,999 2.65%
$250,000 to $499,999 2.40%
$500,000 to $999,999 2.15%
$1,000,000 and over 1.90%
Maximum Exchange Fee 1.90%
</TABLE>
ESTIMATED ANNUAL FUND OPERATING EXPENSES
<TABLE>
<CAPTION>
AMOUNT
PER UNIT
--------
<S> <C>
Trustee's Fee $0.70
Portfolio Supervision,
Bookkeeping and
Administrative Fees
(including updating
expenses) $0.49
Evaluator's Fee $0.43
Other Operating Expenses $0.59
-----
TOTAL $2.21
</TABLE>
The Sponsors historically paid updating expenses.
7. HOW HAVE SIMILAR FUNDS PERFORMED IN THE PAST?
IN THE FOLLOWING CHART WE SHOW PAST PERFORMANCE OF PRIOR OHIO PORTFOLIOS,
WHICH HAD INVESTMENT OBJECTIVES, STRATEGIES AND TYPES OF BONDS SUBSTANTIALLY
SIMILAR TO THIS FUND. THESE PRIOR SERIES DIFFERED IN THAT THEY CHARGED A
HIGHER SALES FEE. These prior Ohio Series were offered after 1987 and were
outstanding on June 30, 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 6/30/00.
<TABLE>
<CAPTION>
WITH SALES FEE NO SALES FEE
1 YEAR 5 YEARS 10 YEARS 1 YEAR 5 YEARS 10 YEARS
<S> <C> <C> <C> <C> <C> <C>
-----------------------------------------------------------------------------
High 4.14% 4.77% 5.83% 4.32% 5.94% 6.42%
Average 0.96 3.85 5.66 2.72 4.93 6.23
Low -6.21 2.57 5.51 -3.36 3.58 6.10
-----------------------------------------------------------------------------
Average
Sales fee 1.77% 5.38% 5.64%
-----------------------------------------------------------------------------
</TABLE>
NOTE: ALL RETURNS REPRESENT CHANGES IN UNIT PRICE WITH DISTRIBUTIONS REINVESTED
INTO THE MUNICIPAL FUND INVESTMENT ACCUMULATION PROGRAM.
8. IS THE FUND MANAGED?
Unlike a mutual fund, the Fund is not managed and bonds are not sold because
of market changes. Rather, experienced Defined Asset Funds financial analysts
regularly review the bonds in the Fund. The Fund may sell a bond if certain
adverse credit or other conditions exist.
10
<PAGE>
9. HOW DO I BUY UNITS?
The minimum investment is one unit.
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>
<S> <C>
UNIT PRICE PER UNIT $1,003.83
(as of April 30, 2000)
</TABLE>
Unit price is based on the net asset value of the Fund plus the sales fee. An
amount equal to any principal cash, as well as net accrued but undistributed
interest on the unit, is added to the unit price. An independent evaluator
prices the bonds at 3:30 p.m. Eastern time every business day. Unit price
changes every day with changes in the prices of the bonds in the Fund.
10. HOW DO I SELL UNITS?
You may sell your units at any time to any Sponsor or the Trustee for the net
asset value determined at the close of business on the date of sale. You will
not pay any other fee when you sell your units.
11. HOW ARE DISTRIBUTIONS MADE AND TAXED?
The Fund pays income monthly.
In the opinion of bond counsel when each bond was issued, interest on the
bonds in this Fund is generally 100% exempt from regular federal income tax.
Your income may also be exempt from some Ohio state and local personal income
taxes if you live in Ohio.
You will also receive principal payments if bonds are sold or called or
mature, when the cash available is more than $5.00 per unit. You will be
subject to tax on any gain realized by the Fund on the disposition of bonds.
12. WHAT OTHER SERVICES ARE AVAILABLE?
REINVESTMENT
You will receive your income in cash unless you choose to compound your
income by reinvesting at no sales fee in the Municipal Fund Investment
Accumulation Program, Inc. This program is an open-end mutual fund with a
comparable investment objective, but the bonds generally will not be insured.
Income from this program will generally be subject to state and local income
taxes. FOR MORE COMPLETE INFORMATION ABOUT THE PROGRAM, INCLUDING CHARGES AND
FEES, ASK THE TRUSTEE FOR THE PROGRAM'S PROSPECTUS. READ IT CAREFULLY BEFORE
YOU INVEST. THE TRUSTEE MUST RECEIVE YOUR WRITTEN ELECTION TO REINVEST AT
LEAST 10 DAYS BEFORE THE RECORD DAY OF AN INCOME PAYMENT.
EXCHANGE PRIVILEGES
You may exchange units of this Fund for units of certain other Defined Asset
Funds. You may also exchange into this Fund from certain other funds. We
charge a reduced sales fee on exchanges.
11
<PAGE>
--------------------------------------------------------------------------------
TAX-FREE VS. TAXABLE INCOME: A COMPARISON OF TAXABLE AND TAX-FREE YIELDS
FOR FLORIDA RESIDENTS
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
EFFECTIVE
TAXABLE INCOME 2000* TAX RATE TAX-FREE YIELD OF
SINGLE RETURN JOINT RETURN % 3% 3.5% 4% 4.5% 5%
IS EQUIVALENT TO A TAXABLE YIELD OF
<S> <C> <C> <C> <C> <C> <C> <C>
------------------------------------------------------------------------------------------------------
$ 0- 26,250 $ 0- 43,850 15.00 3.53 4.12 4.71 5.29 5.88
$ 26,251- 63,550 $ 43,851-105,950 28.00 4.17 4.86 5.56 6.25 6.94
$ 63,551-132,600 $105,951-161,450 31.00 4.35 5.07 5.80 6.52 7.25
$132,601-288,350 $161,451-288,350 36.00 4.69 5.47 6.25 7.03 7.81
OVER $288,350 OVER $288,350 39.60 4.97 5.79 6.62 7.45 8.28
<CAPTION>
TAXABLE INCOME 2 TAX-FREE YIELD OF
SINGLE RETURN 5.5% 6% 6.5% 7%
IS EQUIVALENT TO A TAXABLE YIELD OF
<S> <C> <C> <C> <C>
----------------
$ 0- 26,250 6.47 7.06 7.65 8.24
$ 26,251- 63,550 7.64 8.33 9.03 9.72
$ 63,551-132,600 7.97 8.70 9.42 10.14
$132,601-288,350 8.59 9.38 10.16 10.94
OVER $288,350 9.11 9.93 10.76 11.59
</TABLE>
FOR MASSACHUSETTS RESIDENTS
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
COMBINED
EFFECTIVE
TAXABLE INCOME 2000* TAX RATE TAX-FREE YIELD OF
SINGLE RETURN JOINT RETURN % 4% 4.5% 5% 5.5% 6% 6.5% 7% 7.5% 8%
IS EQUIVALENT TO A TAXABLE YIELD OF
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
------------------------------------------------------------------------------------------------------------------
$ 0- 26,250 $ 0- 43,850 19.97 5.00 5.62 6.25 6.87 7.50 8.12 8.75 9.37 10.00
$ 26,251- 63,550 $ 43,851-105,950 32.21 5.90 6.64 7.38 8.11 8.85 9.59 10.33 11.06 11.80
$ 63,551-132,600 $105,951-161,450 35.04 6.16 6.93 7.70 8.47 9.24 10.01 10.78 11.54 12.31
$132,601-288,350 $161,451-288,350 39.74 6.64 7.47 8.30 9.13 9.96 10.79 11.62 12.45 13.28
OVER $288,350 OVER $288,350 43.13 7.03 7.91 8.79 9.67 10.55 11.43 12.31 13.19 14.07
</TABLE>
FOR OHIO RESIDENTS
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
COMBINED
EFFECTIVE
TAXABLE INCOME 2000* TAX RATE TAX-FREE YIELD OF
SINGLE RETURN JOINT RETURN % 4% 4.5% 5% 5.5% 6% 6.5% 7% 7.5% 8%
IS EQUIVALENT TO A TAXABLE YIELD OF
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
------------------------------------------------------------------------------------------------------------------
$ 0- 43,850 19.26 4.95 5.57 6.19 6.81 7.43 8.05 8.67 9.29 9.91
$ 0- 26,250 18.65 4.92 5.53 6.15 6.76 7.38 7.99 8.60 9.22 9.83
$ 43,851-105,950 32.79 5.95 6.70 7.44 8.18 8.93 9.67 10.41 11.16 11.90
$ 26,251- 63,550 31.61 5.85 6.58 7.31 8.04 8.77 9.50 10.24 10.97 11.70
$ 63,551-132,600 $105,951-161,450 35.59 6.21 6.99 7.76 8.54 9.32 10.09 10.87 11.64 12.42
$132,601-288,350 $161,451-288,350 40.63 6.74 7.58 8.42 9.26 10.11 10.95 11.79 12.63 13.47
OVER $288,350 OVER $288,350 43.97 7.14 8.03 8.92 9.82 10.71 11.60 12.49 13.38 14.28
</TABLE>
To compare the yield of a taxable security with the yield of a tax-free
security, find your taxable income and read across. The table incorporates 2000
federal and applicable State income tax rates and assumes that all income would
otherwise be taxed at the investor's highest tax rate. Yield figures are for
example only.
*Based upon net amount subject to federal income tax after deductions and
exemptions. This table does not reflect the possible effect of other tax
factors, such as alternative minimum tax, personal exemptions, the phase out of
exemptions, itemized deductions or the possible partial disallowance of
deductions. Consequently, you should consult your own tax advisers in this
regard.
12
<PAGE>
WHAT YOU CAN EXPECT FROM YOUR INVESTMENT
MONTHLY INCOME
The Fund will pay you regular monthly income. Your monthly income may vary
because of:
- 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 income because the
portfolio is fixed.
Along with your income, you will receive your share of any available bond
principal.
RETURN FIGURES
We cannot predict your actual return, which will vary with unit price, how long
you hold your investment and changes in the portfolio, interest income and
expenses.
ESTIMATED CURRENT RETURN equals the estimated annual cash to be received from
the bonds in the Fund less estimated annual Fund expenses, divided by the Unit
Price (including the maximum sales fee):
<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 TAX-EXEMPT 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.
13
<PAGE>
THE RISKS YOU FACE
INTEREST RATE RISK
Investing involves risks, including the risk that your investment will decline
in value if interest rates rise. Generally, bonds with longer maturities will
change in value more than bonds with shorter maturities. Bonds in the Fund are
more likely to be called when interest rates decline. This would result in early
returns of principal to you and may result in early termination of the Fund. Of
course, we cannot predict how interest rates may change.
CALL RISK
Many bonds can be prepaid or "called" by the issuer before their stated
maturity.
For example, some bonds may be required to be called pursuant to mandatory
sinking fund provisions.
Also, an issuer might call its bonds during periods of falling interest rates,
if the issuer's bonds have a coupon higher than current market rates.
An issuer might call its bonds in extraordinary cases, including if:
- it no longer needs the money for the original purpose;
- the project is condemned or sold;
- the project is destroyed and insurance proceeds are used to redeem the
bonds;
- any related credit support expires and is not replaced; or
- interest on the bonds become taxable.
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
You can always sell back your units, but we cannot assure you that a liquid
trading market will always exist for the bonds in the portfolio, especially
since current law may restrict the Fund from selling bonds to any Sponsor. The
bonds will generally trade in the over-the-counter market. The value of the
bonds, and of your investment, may be reduced if trading in bonds is limited or
absent.
CONCENTRATION RISK
When a certain type of bond makes up 25% or more of the portfolio, it is said to
be "concentrated" in that bond type, which makes the Portfolio less diversified.
Here is what you should know about the Florida, Massachusetts and Ohio
Portfolios' concentrations in hospital and health care bonds.
- payment for these bonds depends on revenues from private third-party payors
and government programs, including Medicare and Medicaid, which have
generally undertaken cost containment measures to limit payments to health
care providers;
- hospitals face increasing competition resulting from hospital mergers and
affiliations;
14
<PAGE>
- hospitals need to reduce costs as HMOs increase market penetration and
hospital supply and drug companies raise prices;
- hospitals and health care providers are subject to various legal claims by
patients and others and are adversely affected by increasing costs of
insurance; and
- many hospitals are aggressively buying physician practices and assuming risk
contracts to gain market share. If revenues do not increase accordingly,
this practice could reduce profits;
- Medicare is changing its reimbursement system for nursing homes. Many
nursing home providers are not sure how they will be treated. In many cases,
the providers may receive lower reimbursements and these would have to cut
expenses to maintain profitability; and
- most retirement/nursing home providers rely on entrance fees for operating
revenues. If people live longer than expected and turnover is lower than
budgeted, operating revenues would be adversely affected by less than
expected entrance fees.
Here is what you should know about the Massachusetts Portfolio's concentration
in university/college bonds. Payment for these bonds depends on:
- level or amount and diversity of sources of revenue;
- availability of endowments and other funds;
- enrollment;
- financial management;
- reputation; and
- for public institutions, the financial condition of the government and its
educational policies.
Here is what you should know about the Massachusetts Portfolio's concentration
in refunded bonds. Refunded bonds are typically:
- backed by direct obligations of the U.S. government; or
- in some cases, backed by obligations guaranteed by the U.S. government and
placed in escrow with an independent trustee;
- noncallable prior to maturity; but
- sometimes called for redemption prior to maturity.
Here is what you should know about the Florida and Ohio Portfolios'
concentrations in municipal water and sewer revenue bonds. The payment of
interest and principal of these bonds depends on the rates the utilities may
charge, the demand for their services and the cost of operating their business
which includes the expense of complying with environmental and other energy and
licensing laws and regulations. The operating results of utilities are
particularly influenced by:
- increases in operating and construction costs; and
- unpredicability of future usage requirements.
Changes to the portfolio from bond redemptions, maturities and sales may affect
the Fund's concentrations over time.
15
<PAGE>
STATE CONCENTRATION RISK
FLORIDA RISKS
GENERALLY
Florida's financial condition is affected by numerous national, economic, social
and environmental policies and conditions. For example:
- south Florida is heavily involved with foreign tourism, trade and investment
capital. As a result, the region is susceptible to international trade and
currency imbalances and economic problems in Central and South America;
- central and northern Florida are more vulnerable to agricultural problems,
such as crop failures or severe weather conditions, especially in the citrus
and sugar industries; and
- the state as a whole is also very dependent on tourism and construction.
STATE AND LOCAL GOVERNMENT
The state of Florida and its local governments are restricted in their ability
to raise taxes and incur debts. These restrictions limit their ability to
generate revenue, and so could hurt their ability to pay debts.
General obligations of the state are rated Aa2 by Moody's, AA+ by Standard &
Poor's and AA by Fitch.
MASSACHUSETTS RISKS
STATE BUDGET (JUNE 30 FISCAL)
By statute, the Legislature and the Governor must approve a balanced budget for
each fiscal year, and no supplementary appropriation bill may be approved by the
Governor if it will result in an unbalanced budget. However, this is a statutory
requirement that may be superseded by an appropriation act.
- Fiscal 1999 spending was approximately $21.151 billion and fiscal 2000
spending is estimated to be $20.382 billion.
- Tax revenues collected for fiscal year 1999 totaled approximately $14.291
billion and are estimated as of April 18, 2000, to be $15.458 billion for
fiscal years 2000.
- The Commonwealth of Massachusetts experienced budget surpluses for each of
fiscal years 1997, 1998 and 1999.
Certain legislation passed in recent years affects the taxing, spending and
borrowing power of Massachusetts and its local governments.
State law limits the rate at which tax revenue can grow, based on the average
growth of wages and salaries in the state:
- This limit could affect the State's ability to pay principal and interest on
its obligations, although the limit has not been reached from fiscal years
1994 to 1999, and it is not expected to be reached for fiscal 2000.
CAPITAL SPENDING
The State has maintained a five-year capital spending plan since 1992. The goal
is to limit the State's debt burden by controlling the relationship between
current capital spending and the issuance of debt.
- The plan is based on numerous assumptions including the level of third party
funding and federal funding for the Central Artery/Ted Williams Tunnel
project.
16
<PAGE>
There is a limit on debt service in the Commonwealth requiring 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 of the Commonwealth:
- This limit has not been reached from fiscal years 1994 to 1999 and is not
expected to be reached for fiscal 2000.
There is also a limit on the amount of outstanding direct bonds of the
Commonwealth. The law provides that the limit for each subsequent fiscal year
shall be 105% of the previous fiscal year's limit. Since this law's inception in
1989, the limit has never been reached.
General obligations bonds of Massachusetts are currently rated Aa2 by Moody's,
AA-by Standard & Poor's and AA- by Fitch. There can be no assurance that such
ratings will continue.
OTHER CONSIDERATIONS
The Central Artery/Ted Williams Tunnel project has become the largest part of
the Commonwealth's capital spending, substantial funding for which is currently
being provided federally.
- The magnitude of the Central Artery/ Ted Williams Tunnel project has
resulted in the realignment of certain transportation assets in the
Commonwealth and the development of additional financing mechanisms to
support its completion.
- On February 1, 2000, the Massachusetts agency managing the Central Artery/
Ted Williams Tunnel project revised upward by approximately $1.4 billion its
estimate of the total expenditures to complete the project scheduled for
fiscal year 2005.
- A federal audit resulted which reported a current anticipated total cost of
the project of $13.4 to $13.6 billion versus the Commonwealth's revised
total of $13.1 billion. The Federal Highway Administration imposed limits on
the amount of federal funding in excess of a total project cost of $11.667
billion. The Commonwealth adopted legislation providing sources in the
amount of $2.5 billion for funding the total estimated cost overrun and must
provide a revised finance plan for the project to the Administration by June
16, 2000.
- On May 8, 2000, the Commonwealth received notice that the Securities and
Exchange Commission is conducting a formal investigation of certain project
disclosures made in a 1999 bond prospectus.
- There can be no determination at this time as to the effect such increased
federal requirements may have on future federal funding of the project, or
the total expenditures which may be required ultimately to complete the
project.
OHIO RISKS
GENERALLY
Overall, Ohio's economy is more cyclical than non-industrial states and the
nation as a whole:
- manufacturing is an important part of Ohio's economy.
- agriculture and related industries are also very important.
17
<PAGE>
- recent employment growth has been in non-manufacturing areas.
STATE GOVERNMENT
The Ohio general revenue fund for the current two-year period calls for
expenditures of over $39.8 billion:
- because general fund receipts and payments do not match exactly, temporary
cash-flow deficiencies occur throughout the year. Ohio law permits the state
government to manage this problem by permitting the adjustment of payment
schedules and the use of the total operating fund.
- Ohio's general obligation bonds are currently rated Aa1 by Moody's; AA+ by
Standard & Poor's (except for the State's highway bonds which Standard &
Poor's rates AAA). Fitch rates Ohio's general obligation bonds and its
highway bonds AA+. Other bonds issued by other State agencies may have lower
ratings. Any of these ratings may be changed.
- Ohio voters have authorized the State to incur debt to which taxes or
excises are pledged for payment.
EDUCATION FINANCING
In May, 2000, the Ohio Supreme Court concluded, as it had in 1997, that major
aspects of the State's system of school funding are unconstitutional. The Court
set as general base threshold requirements that every school district have
enough funds to operate, an ample number of teachers, sound and safe buildings,
and equipment sufficient for all students to be afforded an educational
opportunity. The Court maintained continuing jurisdiction and has scheduled a
June, 2001 further review of the State's responses to its ruling. With respect
to funding sources, the Court repeated its 1997 conclusion that property taxes
no longer may be the primary means of school funding in Ohio, noting that recent
efforts to reduce the historic reliance have been laudable but in the Court's
view insufficient. It is not possible at this time to state what further actions
may be taken by the State to effect compliance, or what effect those actions may
have on the State's overall financial condition. In response to the ongoing
litigation, the General Assembly has significantly increased State funding for
public schools.
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 insurance companies (as shown under Portfolios).
Insurance policies generally make payments only according to a bond's original
payment schedule and do not make early payments when a bond defaults or becomes
taxable. Although the federal government does not regulate the insurance
business, various state laws and federal initiatives and tax law changes could
significantly affect the insurance business. The claims-paying ability of the
insurance companies is generally rated A or better by Standard & Poor's or
another nationally recognized rating organization. The insurance company ratings
are subject to change at any time at the discretion of the rating agencies.
18
<PAGE>
LITIGATION AND LEGISLATION RISKS
We do not know of any pending litigation that might have a material adverse
effect upon the Fund.
Future tax legislation could affect the value of the portfolio by:
- limiting real property taxes,
- reducing tax rates,
- imposing a flat or other form of tax, or
- exempting investment income from tax.
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.
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. We may resell the units to other buyers or to
the Trustee. You should consult your financial professional for current market
prices to determine if other broker-dealers or banks are offering higher prices.
We have maintained the secondary market continuously for over 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. Bonds will be selected
based on market and credit factors. These sales could be made at times when the
bonds would not otherwise
19
<PAGE>
be sold and may result in your receiving less than the unit par value and also
reduce the size and diversity of the Fund.
There could be a delay in paying you for your units:
- 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 1.90%. You may exchange units of this Fund for units
of certain other Defined Asset Funds at a reduced sales fee if your investment
goals change. In addition, you may exchange into this Fund from certain other
Defined Asset Funds and unit trusts. To exchange units, you should talk to your
financial professional about what funds are exchangeable, suitable and currently
available.
Normally, an exchange is taxable and you must recognize any gain or loss on the
exchange. However, the IRS may try to disallow a loss if the portfolios of the
two funds are not materially different; you should consult your own tax adviser.
We may amend or terminate this exchange option at any time without notice.
HOW THE FUND WORKS
PRICING
The price of a unit includes interest accrued on the bonds, less expenses, from
the initial most recent Record Day up to, but not including, the settlement
date, which is usually three business days after the purchase date of the unit.
A portion of the price of a unit consists of cash so that the Trustee can
provide you with regular monthly income. When you sell your units you will
receive your share of this cash.
EVALUATIONS
An independent Evaluator values the bonds on each business day (excluding
Saturdays, Sundays and the following holidays as observed by the New York Stock
Exchange: New Year's Day, Presidents' Day, Martin Luther King, Jr. Day, Good
Friday, Memorial Day, Independence Day, Labor Day, Thanksgiving and Christmas).
Bond values are based on current bid or offer prices for the bonds or comparable
bonds. In the past, the difference between bid and offer prices of publicly
offered tax-exempt bonds has ranged from 0.5% of face amount on actively traded
issues to 3.5% on inactively traded issues; the difference has averaged between
1 and 2%.
INCOME
The Trustee credits interest to an Income Account and other receipts to a
Capital Account. The Trustee may establish a Reserve Account by withdrawing from
these accounts amounts it considers appropriate to pay any material liability.
These accounts do not bear interest.
20
<PAGE>
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; if
a contract to buy any bond.
Unlike a mutual fund, the portfolio is designed to remain intact and we may keep
bonds in the portfolio even if their credit quality declines or other adverse
financial circumstances occur. However, we may sell a bond in certain cases if
we believe that certain adverse credit conditions exist or if a bond becomes
taxable.
If we maintain a secondary market in units but are unable to sell the units that
we buy in the secondary market, we will redeem units, which 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
21
<PAGE>
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
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
22
<PAGE>
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
counsel for the Sponsors, has given an opinion that the units are validly
issued. Special counsel located in the relevant states have given state and
local tax opinions.
AUDITORS
Deloitte & Touche LLP, 2 World Financial Center, New York, New York 10281,
independent accountants, audited the Statements of Condition included in this
prospectus.
SPONSORS
The Sponsors are:
MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED (a wholly-owned subsidiary of
Merrill Lynch & Co., Inc.)
P.O. Box 9051,
Princeton, NJ 08543-9051
SALOMON SMITH BARNEY INC. (an indirectly wholly-owned subsidiary of 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
PRUDENTIAL SECURITIES INCORPORATED (an
indirect wholly-owned subsidiary of the
Prudential Insurance Company of America)
One New York Plaza
New York, NY 10292
PAINEWEBBER INCORPORATED (a wholly-owned subsidiary of PaineWebber Group Inc.)
1285 Avenue of the Americas,
New York, NY 10019
Each Sponsor is a Delaware corporation and it, or its predecessor, has acted as
sponsor to many unit investment trusts. As a registered broker-dealer each
Sponsor buys and sells securities (including investment company shares) for
others (including investment companies) and participates as an underwriter in
various selling groups.
TRUSTEE
The Bank of New York, 101 Barclay Street, 17 W, New York, New York 10268, is the
Trustee. It is supervised by the Federal Deposit Insurance Corporation, the
Board
23
<PAGE>
of Governors of the Federal Reserve System and New York State banking
authorities.
UNDERWRITERS' AND SPONSORS' PROFITS
Underwriters receive sales charges when they sell units. The Sponsors also
realized a profit or loss on the initial date of deposit of the bonds. Any cash
made available by you to the Sponsors before the settlement date for those units
may be used in the Sponsors' businesses to the extent permitted by federal law
and may benefit the Sponsors.
A Sponsor or Underwriter may realize profits or sustain losses on bonds in the
Fund which were acquired from underwriting syndicates of which it was a member.
In maintaining a secondary market, the Sponsors will also realize profits or
sustain losses in the amount of any difference between the prices at which they
buy units and the prices at which they resell or redeem them.
PUBLIC DISTRIBUTION
The Sponsors do not intend to qualify units for sale in any foreign countries.
This prospectus does not constitute an offer to sell units in any country where
units cannot lawfully be sold.
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.
At the date of issue of each bond, counsel for the issuer delivered an opinion
to the effect that interest on the bond is exempt from regular federal income
tax. However, interest may be subject to state and local taxes and may be taken
into account in determining your preference items for
24
<PAGE>
alternative minimum tax purposes. Neither we nor our counsel have reviewed the
issuance of the bonds, related proceedings or the basis for the opinions of
counsel for the issuers. We cannot assure you that the issuers (or other users
of bond proceeds) have complied or will comply with any requirements necessary
for a bond to be tax-exempt. If any of the bonds were determined not to be
tax-exempt, you could be required to pay income tax for current and prior years,
and if the Fund were to sell the bond, it might have to sell it at a substantial
discount.
In the opinion of our counsel, under existing law:
GENERAL TREATMENT OF THE FUND AND YOUR INVESTMENT
The Fund will not be taxed as a corporation for federal income tax purposes, and
you will be considered to own directly your share of each bond in the Fund.
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.
YOUR BASIS IN THE BONDS
Your aggregate basis in the bonds will be equal to the cost of your units,
including any sales charges you pay, adjusted to reflect any accruals of
"original issue discount," "acquisition premium" and "bond premium". You should
consult your tax adviser in this regard.
EXPENSES
If you are not a corporate investor, you will not be entitled to a deduction for
your share of fees and expenses of the Fund. Also, if you borrowed money in
order to purchase or carry your units, you will not be able to deduct the
interest on this borrowing for federal income tax purposes. The IRS may treat
your purchase of units as made with borrowed money even if the money is not
directly traceable to the purchase of units.
NEW YORK TAXES
Under the income tax laws of the State and City of New York, the Fund will not
be taxed as a corporation. If you are a New York taxpayer, your income from the
Fund will not be tax-exempt in New York except to the extent that the income is
earned on bonds that are tax-exempt for New York
25
<PAGE>
purposes. Depending on where you live, your income from the Fund may be subject
to state and local taxation. You should consult your tax adviser in this regard.
FLORIDA TAXES
In the opinion of Greenberg, Traurig, P.A., Miami, Florida, special counsel on
Florida tax matters:
Under the income tax laws of the State of Florida, the Florida Trust will not be
taxed as a corporation. Florida imposes an income tax on corporations but does
not impose a personal income tax. Accordingly, if you are an individual taxpayer
your income from the Trust will not be subject to tax in Florida. However, if
you are an entity that is normally taxed as a corporation, your income from the
fund will not be exempt from tax in Florida and special rules for taxation apply
depending on the type of entity. You should consult your tax adviser in this
regard.
MASSACHUSETTS TAXES
In the opinion of Masterman, Culbert & Tully LLP, Boston, Massachusetts, special
counsel on Massachusetts tax matters:
This advice only applies to individual investors in the units who are subject to
Massachusetts income taxation and assumes the Fund is a Trust of the type
commonly known as a "fixed investment trust" for federal tax purposes.
1. The Massachusetts taxing authorities will not tax the Fund as an entity. They
will treat you as the owner of your share of each bond in the Fund.
2. If you are subject to Massachusetts income taxation, you need not include
your share of the Fund's earnings in your Massachusetts gross income to the
extent such earnings are derived by the Fund on tax-exempt bonds issued by
Massachusetts or its agencies or municipalities or by the governments of Puerto
Rico and Guam.
3. You must include gains and losses of the Fund as well as those resulting from
the sale or redemption of your Units in your Massachusetts gross income if you
are required to include such gains or losses in your federal gross income unless
these gains and losses are statutorily exempt from Massachusetts income
taxation. If gains from such bonds in the Fund are exempt from Massachusetts
income taxation, you will not be allowed to include losses in your Massachusetts
gross income to the extent such losses arise from the bonds for which the gains
are statutorily exempt. In each case, the taxability of the gains or losses
depends upon the particular bonds in the Fund.
4. Any distribution made to you by the Fund may be subject to Massachusetts
income tax to the same degree and in the same manner as income, gains and losses
of the Fund as are described in paragraphs 2 and 3 above.
OHIO TAXES
In the opinion of Vorys, Sater, Seymour and Pease LLP, Columbus, Ohio, special
counsel on Ohio tax matters:
Under the laws of the State of Ohio, the Ohio Trust will not be subject to the
Ohio corporation franchise tax or the Ohio tax on dealers in intangibles. If you
are an Ohio taxpayer, your interest income from the Ohio Trust will be exempt
from Ohio personal income taxes and Ohio corporation
26
<PAGE>
franchise taxes to the extent it relates to bonds held by the Ohio Trust that
are exempt from taxation under Ohio law. However, any gains and losses which
must be recognized for federal income tax purposes (whether upon the sale of
your units in the Ohio Trust or upon the sale of bonds by the Ohio Trust) also
must be recognized for Ohio personal income and corporation franchise tax
purposes, except to the extent the gains and losses are attributable to the sale
of bonds by the Ohio Trust that are exempt from such taxation under Ohio law.
Your interest income and your gains and losses generally are not subject to
municipal income taxation in Ohio. You should consult your tax adviser
concerning the application of Ohio taxes to you in connection with your
investment in the Ohio Trust.
SUPPLEMENTAL INFORMATION
You can receive at no cost supplemental information about the Fund by calling
the Trustee. The supplemental information includes more detailed risk disclosure
about the types of bonds that may be in the Fund's portfolios, general risk
disclosure concerning any insurance securing certain bonds, and general
information about the structure and operation of the Fund. The supplemental
information is also available from the SEC.
27
<PAGE>
DEFINED ASSET FUNDS - MUNICIPAL INVESTMENT TRUST FUND,
MULTISTATE SERIES - 35 (FLORIDA, MASSACHUSETTS AND OHIO TRUSTS)
REPORT OF INDEPENDENT ACCOUNTANTS
The Sponsors, Trustee and Holders
of Defined Asset Funds - Municipal Investment Trust Fund,
Multistate Series - 35 (Florida, Massachusetts and Ohio Trusts):
We have audited the accompanying statements of condition of Defined
Asset Funds - Municipal Investment Trust Fund, Multistate Series - 35
(Florida, Massachusetts and Ohio Trusts), including the portfolios,
as of April 30, 2000 and the related statements of operations and of
changes in net assets for the years ended April 30, 2000, 1999 and
1998. 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 April 30, 2000, as shown in such portfolios, 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 Defined
Asset Funds - Municipal Investment Trust Fund, Multistate Series - 35
(Florida, Massachusetts and Ohio Trusts) at April 30, 2000 and the
results of their operations and changes in their net assets for the
above-stated years in accordance with accounting principles generally
accepted in the United States of America.
DELOITTE & TOUCHE LLP
New York, N.Y.
June 28, 2000
D - 1
<PAGE>
DEFINED ASSET FUNDS - MUNICIPAL INVESTMENT TRUST FUND,
MULTISTATE SERIES - 35 (FLORIDA TRUST)
STATEMENT OF CONDITION
AS OF APRIL 30, 2000
<TABLE>
<S> <C> <C>
TRUST PROPERTY:
Investment in marketable securities - at value
(cost $2,572,850)(Note 1)...................... $2,536,724
Accrued interest receivable...................... 46,157
_____________
Total trust property................. 2,582,881
LESS LIABILITIES:
Advance from Trustee............................. $ 5,247
Accrued expenses................................. 2,589 7,836
_____________ _____________
NET ASSETS, REPRESENTED BY:
2,637 units of fractional undivided
interest outstanding (Note 3).................. 2,542,228
Undistributed net investment income.............. 32,817
_____________
$2,575,045
=============
UNIT VALUE ($2,575,045/2,637 units)................ $976.51
=============
</TABLE>
See Notes to Financial Statements.
D - 2
<PAGE>
DEFINED ASSET FUNDS - MUNICIPAL INVESTMENT TRUST FUND,
MULTISTATE SERIES - 35 (FLORIDA TRUST)
STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
........Years Ended April 30,...........
2000 1999 1998
_________________________________________
<S> <C> <C> <C>
INVESTMENT INCOME:
Interest income........................... $158,709 $169,703 $179,932
Trustee's fees and expenses............... (4,857) (4,259) (4,974)
Sponsors' fees............................ (944) (1,186) (1,195)
_________________________________________
Net investment income..................... 152,908 164,258 173,763
_________________________________________
REALIZED AND UNREALIZED GAIN (LOSS)
ON INVESTMENTS:
Realized gain on securities sold
or redeemed............................. 871 5,434 6,640
Unrealized appreciation (depreciation)
of investments.......................... (208,292) 74,038 164,962
_________________________________________
Net realized and unrealized gain (loss)
on investments.......................... (207,421) 79,472 171,602
_________________________________________
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS................. $(54,513) $243,730 $345,365
=========================================
</TABLE>
See Notes to Financial Statements.
D - 3
<PAGE>
DEFINED ASSET FUNDS - MUNICIPAL INVESTMENT TRUST FUND,
MULTISTATE SERIES - 35 (FLORIDA TRUST)
STATEMENTS OF CHANGES IN NET ASSETS
<TABLE>
<CAPTION>
........Years Ended April 30,...........
2000 1999 1998
_________________________________________
<S> <C> <C> <C>
OPERATIONS:
Net investment income....................... $ 152,908 $ 164,258 $ 173,763
Realized gain on securities sold
or redeemed............................... 871 5,434 6,640
Unrealized appreciation (depreciation)
of investments............................ (208,292) 74,038 164,962
_________________________________________
Net increase (decrease) in net assets
resulting from operations................. (54,513) 243,730 345,365
_________________________________________
DISTRIBUTIONS TO HOLDERS (Note 2):
Income...................................... (153,044) (164,211) (173,638)
Principal................................... (7,616) (12,059)
_________________________________________
Total distributions......................... (160,660) (176,270) (173,638)
_________________________________________
CAPITAL SHARE TRANSACTIONS - Redemptions of
379, 79 and 170 units, respectively......... (369,459) (83,306) (176,830)
_________________________________________
NET DECREASE IN NET ASSETS.................... (584,632) (15,846) (5,103)
NET ASSETS AT BEGINNING OF YEAR............... 3,159,677 3,175,523 3,180,626
_________________________________________
NET ASSETS AT END OF YEAR..................... $2,575,045 $3,159,677 $3,175,523
=========================================
PER UNIT:
Income distributions during year............ $53.26 $53.58 $53.61
=========================================
Principal distributions during year......... $2.63 $3.95
=========================================
Net asset value at end of year.............. $976.51 $1,047.64 $1,026.02
=========================================
TRUST UNITS OUTSTANDING AT END OF YEAR........ 2,637 3,016 3,095
=========================================
</TABLE>
See Notes to Financial Statements.
D - 4
<PAGE>
DEFINED ASSET FUNDS - MUNICIPAL INVESTMENT TRUST FUND,
MULTISTATE SERIES - 35 (FLORIDA TRUST)
NOTES TO FINANCIAL STATEMENTS
1. SIGNIFICANT ACCOUNTING POLICIES
The Fund is registered under the Investment Company Act of 1940 as
a Unit Investment Trust. The following is a summary of significant
accounting policies consistently followed by the Fund in the
preparation of its financial statements. The policies are in
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.
(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 2,637 units at Date of Deposit.............. $2,722,326
Less sales charge................................... 122,516
______________
Net amount applicable to Holders.................... 2,599,810
Redemptions of units - net cost of 863 units
redeemed less redemption amounts.................. (1,364)
Realized gain on securities sold or redeemed........ 8,270
Principal distributions............................. (28,362)
Net unrealized depreciation of investments.......... (36,126)
______________
Net capital applicable to Holders................... $2,542,228
==============
</TABLE>
4. INCOME TAXES
As of April 30, 2000, net unrealized depreciation of investments,
based on cost for Federal income tax purposes, aggregated $36,126
of which $2,623 related to appreciated securities and $38,749
related to depreciated securities. The cost of investment securities for
Federal income tax purposes was $2,572,850 at April 30, 2000.
D - 5
<PAGE>
DEFINED ASSET FUNDS - MUNICIPAL INVESTMENT TRUST FUND,
MULTISTATE SERIES - 35
PORTFOLIO OF THE FLORIDA TRUST (INSURED)
AS OF APRIL 30, 2000
<TABLE>
<CAPTION>
Rating Optional
Portfolio No. and Title of of Face Redemption
Securities(4) Issues(1) Amount Coupon Maturities(3) Provisions(3) Cost Value(2)
_____________ _________ ______ ______ _____________ _____________ ____ ________
<S> <C> <C> <C> <C> <C> <C> <C>
1 Alachua County Florida Health AAA $ 360,000 5.750% 2015 12/01/02 $ 362,617 $ 361,008
Facility Authority, Hlth. Fac. Rev. @ 100.000
Bonds, Ser. 1992 R (Shands Hospital
at the Univ. of Florida Project)
(MBIA Ins.)
2 Dade Cnty., FL, Hlth. Facs. Auth., AAA 460,000 5.250 2021 05/15/03 431,213 421,622
Hosp. Rev. Rfdg. Bonds, Ser. 1993 A @ 101.000
(Baptist Hosp. of Miami Proj.)
(MBIA Ins.)
3 Florida Municipal Power Agency Tri- AAA 280,000 5.750 2014 10/01/03 283,682 283,755
City Project Refunding Revenue @ 102.000
Bonds, Ser. 1992 (AMBAC Ins.)
4 State of Florida, Department of AAA 370,000 5.250 2022 07/01/03 348,958 342,587
Transportation, Turnpike Revenue @ 101.000
Refunding Bonds, Ser. 1993 A
(Financial Guaranty Ins.)
5 City of Hollywood, Florida, Water AAA 435,000 5.600 2023 10/01/03 431,820 422,824
and Sewer Revenue Refunding Bonds, @ 102.000
Ser. 1993 (Financial Guaranty Ins.)
6 Orange County, FL, Health Facilities AAA 160,000 6.000 2024(5) 11/01/02 164,661 167,211
Authority, Hospital Revenue Bonds @ 102.000
(Orlando Regional Healthcare System 135,000 6.000 2024 11/01/02 138,933 135,579
Project) Ser. 1993 (MBIA Ins.) @ 102.000
7 City of Sebring, Florida, Water and AAA 420,000 5.500 2023 01/01/03 410,966 402,138
Wastewater Revenue Bonds, Ser. @ 102.000
1993 (AMBAC Ins.)
______________ ______________ ______________
TOTAL $2,620,000 $2,572,850 $2,536,724
============== ============== ==============
</TABLE>
See Notes to Portfolios Page D - 18.
D - 6
<PAGE>
DEFINED ASSET FUNDS - MUNICIPAL INVESTMENT TRUST FUND,
MULTISTATE SERIES - 35 (MASSACHUSETTS TRUST)
STATEMENT OF CONDITION
AS OF APRIL 30, 2000
<TABLE>
<S> <C> <C>
TRUST PROPERTY:
Investment in marketable securities - at value
(cost $3,072,916)(Note 1)...................... $3,027,684
Accrued interest receivable...................... 55,697
_____________
Total trust property................. 3,083,381
LESS LIABILITIES:
Advance from Trustee............................. $ 10,072
Accrued expenses................................. 2,816 12,888
_____________ _____________
NET ASSETS, REPRESENTED BY:
3,125 units of fractional undivided
interest outstanding (Note 3).................. 3,032,462
Undistributed net investment income.............. 38,031
_____________
$3,070,493
=============
UNIT VALUE ($3,070,493/3,125 units)................ $982.56
=============
</TABLE>
See Notes to Financial Statements.
D - 7
<PAGE>
DEFINED ASSET FUNDS - MUNICIPAL INVESTMENT TRUST FUND,
MULTISTATE SERIES - 35 (MASSACHUSETTS TRUST)
STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
........Years Ended April 30,...........
2000 1999 1998
_________________________________________
<S> <C> <C> <C>
INVESTMENT INCOME:
Interest income........................... $181,642 $190,567 $193,356
Trustee's fees and expenses............... (5,216) (4,537) (5,145)
Sponsors' fees............................ (1,111) (1,296) (1,271)
_________________________________________
Net investment income..................... 175,315 184,734 186,940
_________________________________________
REALIZED AND UNREALIZED GAIN (LOSS)
ON INVESTMENTS:
Realized gain on securities sold
or redeemed............................. 9,160 7,939 2,634
Unrealized appreciation (depreciation)
of investments.......................... (253,263) 63,310 205,123
_________________________________________
Net realized and unrealized gain (loss)
on investments.......................... (244,103) 71,249 207,757
_________________________________________
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS................. $(68,788) $255,983 $394,697
=========================================
</TABLE>
See Notes to Financial Statements.
D - 8
<PAGE>
DEFINED ASSET FUNDS - MUNICIPAL INVESTMENT TRUST FUND,
MULTISTATE SERIES - 35 (MASSACHUSETTS TRUST)
STATEMENTS OF CHANGES IN NET ASSETS
<TABLE>
<CAPTION>
........Years Ended April 30,...........
2000 1999 1998
_________________________________________
<S> <C> <C> <C>
OPERATIONS:
Net investment income....................... $ 175,315 $ 184,734 $ 186,940
Realized gain on securities sold
or redeemed............................... 9,160 7,939 2,634
Unrealized appreciation (depreciation)
of investments............................ (253,263) 63,310 205,123
_________________________________________
Net increase (decrease) in net assets
resulting from operations................. (68,788) 255,983 394,697
_________________________________________
DISTRIBUTIONS TO HOLDERS (Note 2):
Income...................................... (175,367) (184,417) (186,793)
Principal................................... (11,007) (546)
_________________________________________
Total distributions......................... (186,374) (184,963) (186,793)
_________________________________________
CAPITAL SHARE TRANSACTIONS - Redemptions of
193, 96 and 44 units, respectively.......... (190,630) (102,477) (46,999)
_________________________________________
NET INCREASE (DECREASE) IN NET ASSETS......... (445,792) (31,457) 160,905
NET ASSETS AT BEGINNING OF YEAR............... 3,516,285 3,547,742 3,386,837
_________________________________________
NET ASSETS AT END OF YEAR..................... $3,070,493 $3,516,285 $3,547,742
=========================================
PER UNIT:
Income distributions during year............ $54.17 $54.34 $54.19
=========================================
Principal distributions during year......... $3.48 $0.16
=========================================
Net asset value at end of year.............. $982.56 $1,059.76 $1,039.17
=========================================
TRUST UNITS OUTSTANDING AT END OF YEAR........ 3,125 3,318 3,414
=========================================
</TABLE>
See Notes to Financial Statements.
D - 9
<PAGE>
DEFINED ASSET FUNDS - MUNICIPAL INVESTMENT TRUST FUND,
MULTISTATE SERIES - 35 (MASSACHUSETTS TRUST)
NOTES TO FINANCIAL STATEMENTS
1. SIGNIFICANT ACCOUNTING POLICIES
The Fund is registered under the Investment Company Act of 1940 as
a Unit Investment Trust. The following is a summary of significant
accounting policies consistently followed by the Fund in the
preparation of its financial statements. The policies are in
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.
(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 3,125 units at Date of Deposit.............. $3,226,934
Less sales charge................................... 145,218
______________
Net amount applicable to Holders.................... 3,081,716
Redemptions of units - net cost of 375 units
redeemed less redemption amounts.................. (6,074)
Realized gain on securities sold or redeemed........ 17,270
Principal distributions............................. (15,218)
Net unrealized depreciation of investments.......... (45,232)
______________
Net capital applicable to Holders................... $3,032,462
==============
</TABLE>
4. INCOME TAXES
As of April 30, 2000, net unrealized depreciation of investments,
based on cost for Federal income tax purposes, aggregated $45,232
of which $15,624 related to appreciated securities and $60,856
related to depreciated securities. The cost of investment securities
for Federal income tax purposes was $3,072,916 at April 30, 2000.
D - 10
<PAGE>
DEFINED ASSET FUNDS - MUNICIPAL INVESTMENT TRUST FUND,
MULTISTATE SERIES - 35
PORTFOLIO OF THE MASSACHUSETTS TRUST (INSURED)
AS OF APRIL 30, 2000
<TABLE>
<CAPTION>
Rating Optional
Portfolio No. and Title of of Face Redemption
Securities(4) Issues(1) Amount Coupon Maturities(3) Provisions(3) Cost Value(2)
_____________ _________ ______ ______ _____________ _____________ ____ ________
<S> <C> <C> <C> <C> <C> <C> <C>
1 Massachusetts Bay Transportation AAA $ 500,000 5.750% 2022(5) 03/01/02 $ 500,000 $ 508,505
Authority, General Transportation @ 100.000
System Bonds, Ser. 1992 A
(Financial Guaranty Ins.)
2 The Cmmnwlth. of Massachusetts, AAA 115,000 5.500 2012(5) 11/01/03 113,643 119,064
Gen. Oblig. Bonds, Cons. Loan of @ 102.000
1993, Ser. A (MBIA Ins.) 100,000 5.500 2012 11/01/03 98,820 100,518
@ 102.000
3 Massachusetts Hlth. & Educl. Fac. AAA 455,000 6.000 2023 07/01/02 462,339 455,119
Auth. Rev. Bonds, The Univ. of @ 102.000
Massachusetts Foundation,Inc.Iss.
(Univ. of Massachusett Med. Schl.
Research Proj.), Ser. A (Connie
Lee Ins.)
4 Massachusetts Health and AAA 500,000 6.350 2022 07/01/02 524,325 509,645
Educational Facility Authority @ 102.000
Revenue Bonds, Sufflok University
Issued, Ser. B (Connie Lee Ins.)
5 Massachusetts Hlth. & Educl. Fac. AAA 500,000 5.250 2013 07/01/03 479,020 476,635
Auth. Rev. Bonds, Falmouth Hosp. @ 102.000
Iss., Ser. C (MBIA Ins.)
6 Massachusetts Health and AAA 500,000 5.375 2023 07/01/03 480,180 452,425
Educational Facilities Authority @ 102.00
Revenue Bonds, Lahey Clinic Medical
Center Issue, Ser. (MBIA Ins.)
7 Massachusetts Turnpike Authority, AAA 445,000 5.125 2023 None 414,589 405,773
Turnpike Revenue Bonds, Ser. 1993
A (Financial Guaranty Ins.)
______________ ______________ ______________
TOTAL $3,115,000 $3,072,916 $3,027,684
============== ============== ==============
</TABLE>
See Notes to Portfolios on Page D - 18.
D - 11
<PAGE>
DEFINED ASSET FUNDS - MUNICIPAL INVESTMENT TRUST FUND,
MULTISTATE SERIES - 35 (OHIO TRUST)
STATEMENT OF CONDITION
AS OF APRIL 30, 2000
<TABLE>
<S> <C> <C>
TRUST PROPERTY:
Investment in marketable securities - at value
(cost $2,599,535)(Note 1)...................... $2,571,307
Accrued interest receivable...................... 49,820
_____________
Total trust property................. 2,621,127
LESS LIABILITIES:
Advance from Trustee............................. $ 13,574
Accrued expenses................................. 2,579 16,153
_____________ _____________
NET ASSETS, REPRESENTED BY:
2,638 units of fractional undivided
interest outstanding (Note 3).................. 2,571,985
Undistributed net investment income.............. 32,989
_____________
$2,604,974
=============
UNIT VALUE ($2,604,974/2,638 units)................ $987.48
=============
</TABLE>
See Notes to Financial Statements.
D - 12
<PAGE>
DEFINED ASSET FUNDS - MUNICIPAL INVESTMENT TRUST FUND,
MULTISTATE SERIES - 35 (OHIO TRUST)
STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
........Years Ended April 30,...........
2000 1999 1998
_________________________________________
<S> <C> <C> <C>
INVESTMENT INCOME:
Interest income........................... $158,498 $166,863 $170,801
Trustee's fees and expenses............... (4,883) (4,183) (4,848)
Sponsors' fees............................ (930) (1,129) (1,216)
_________________________________________
Net investment income..................... 152,685 161,551 164,737
_________________________________________
REALIZED AND UNREALIZED GAIN (LOSS)
ON INVESTMENTS:
Realized gain (loss) on securities
sold or redeemed........................ (8,465) 2,252
Unrealized appreciation (depreciation)
of investments.......................... (211,603) 73,927 138,654
_________________________________________
Net realized and unrealized gain (loss)
on investments.......................... (220,068) 73,927 140,906
_________________________________________
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS................. $(67,383) $235,478 $305,643
=========================================
</TABLE>
See Notes to Financial Statements.
D - 13
<PAGE>
DEFINED ASSET FUNDS - MUNICIPAL INVESTMENT TRUST FUND,
MULTISTATE SERIES - 35 (OHIO TRUST)
STATEMENTS OF CHANGES IN NET ASSETS
<TABLE>
<CAPTION>
........Years Ended April 30,...........
2000 1999 1998
_________________________________________
<S> <C> <C> <C>
OPERATIONS:
Net investment income....................... $ 152,685 $ 161,551 $ 164,737
Realized gain (loss) on securities
sold or redeemed.......................... (8,465) 2,252
Unrealized appreciation (depreciation)
of investments............................ (211,603) 73,927 138,654
_________________________________________
Net increase (decrease) in net assets
resulting from operations................. (67,383) 235,478 305,643
_________________________________________
DISTRIBUTIONS TO HOLDERS (Note 2):
Income...................................... (153,148) (161,349) (164,655)
Principal................................... (4,757) (6,009)
_________________________________________
Total distributions......................... (157,905) (167,358) (164,655)
_________________________________________
CAPITAL SHARE TRANSACTIONS - Redemptions of
322 and 74 units, respectively............ (315,397) (78,239)
_________________________________________
NET INCREASE (DECREASE) IN NET ASSETS......... (540,685) 68,120 62,749
NET ASSETS AT BEGINNING OF YEAR............... 3,145,659 3,077,539 3,014,790
_________________________________________
NET ASSETS AT END OF YEAR..................... $2,604,974 $3,145,659 $3,077,539
=========================================
PER UNIT:
Income distributions during year............ $54.16 $54.51 $54.49
=========================================
Principal distributions during year......... $1.71 $2.03
=========================================
Net asset value at end of year.............. $987.48 $1,062.72 $1,039.71
=========================================
TRUST UNITS OUTSTANDING AT END OF YEAR........ 2,638 2,960 2,960
=========================================
</TABLE>
See Notes to Financial Statements.
D - 14
<PAGE>
DEFINED ASSET FUNDS - MUNICIPAL INVESTMENT TRUST FUND,
MULTISTATE SERIES - 35 (OHIO TRUST)
NOTES TO FINANCIAL STATEMENTS
1. SIGNIFICANT ACCOUNTING POLICIES
The Fund is registered under the Investment Company Act of 1940 as
a Unit Investment Trust. The following is a summary of significant
accounting policies consistently followed by the Fund in the
preparation of its financial statements. The policies are in
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.
(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 2,638 units at Date of Deposit.............. $2,747,088
Less sales charge................................... 123,616
______________
Net amount applicable to Holders.................... 2,623,472
Redemptions of units - net cost of 612 units
redeemed less redemption amounts.................. 4,619
Realized loss on securities sold or redeemed........ (9,193)
Principal distributions............................. (18,685)
Unrealized depreciation of investments.............. (28,228)
______________
Net capital applicable to Holders................... $2,571,985
==============
</TABLE>
4. INCOME TAXES
As of April 30, 2000, unrealized depreciation of investments, based
on cost for Federal income tax purposes, aggregated $28,228, all of
which related to depreciated securities. The cost of investment
securities for Federal income tax purposes was $2,599,535 at
April 30, 2000.
D - 15
<PAGE>
DEFINED ASSET FUNDS - MUNICIPAL INVESTMENT TRUST FUND,
MULTISTATE SERIES - 35
PORTFOLIO OF THE OHIO TRUST (INSURED)
AS OF APRIL 30, 2000
<TABLE>
<CAPTION>
Rating Optional
Portfolio No. and Title of of Face Redemption
Securities(4) Issues(1) Amount Coupon Maturities(3) Provisions(3) Cost Value(2)
_____________ _________ ______ ______ _____________ _____________ ____ ________
<S> <C> <C> <C> <C> <C> <C> <C>
1 Akron, Bath and Copley Joint AAA $ 500,000 5.500% 2021 01/01/03 $ 475,000 $ 472,255
Township Hospital District, Ohio @ 102.000
Hospital Facility Revenue Bonds,
Ser. 1993 (Akron General Medical
Center Project)(AMBAC Ins.)
2 Clermont County, Ohio, Hospital AAA 230,000 5.875 2015 09/01/03 233,491 232,549
Facilities Revenue Refunding Bonds, @ 102.000
Ser. 1993 B (Mercy Health System)
(AMBAC Ins.)
3 City of Cleveland, Ohio, Waterworks AAA 375,000 5.500 2021 None 369,739 365,036
Improvement First Mortgage Revenue
Refunding Bonds, Ser. 1993 G
(MBIA Ins.)
4 The Franklin County, OH, Convention AAA 500,000 5.850 2019 12/01/02 508,375 502,120
Facilities Authority, Tax and Lease @ 102.000
Revenue Anticipation Refunding Bonds
Ser. 1992 (City of Columbus and
County of Franklin, Ohio, Lessees)
(MBIA Ins.)
5 City of Hamilton, Ohio, Electric AAA 200,000 6.000 2023 10/15/02 205,804 201,002
System Mortgage Revenue Refunding @ 102.000
Bonds, Ser. 1992 A (Financial
Guaranty Ins.)
6 Hamilton County, Ohio, Sewer System AAA 500,000 5.250 2016 12/01/03 480,425 477,065
Improvement and Refunding Revenue @ 100.000
Bonds, Ser. 1993 A (The Metropolitan
Sewer District of Greater Cincinnati)
(Financial Guaranty Ins.)
</TABLE>
D - 16
<PAGE>
DEFINED ASSET FUNDS - MUNICIPAL INVESTMENT TRUST FUND,
MULTISTATE SERIES - 35
PORTFOLIO OF THE OHIO TRUST (INSURED)
AS OF APRIL 30, 2000
<TABLE>
<CAPTION>
Rating Optional
Portfolio No. and Title of of Face Redemption
Securities(4) Issues(1) Amount Coupon Maturities(3) Provisions(3) Cost Value(2)
_____________ _________ ______ ______ _____________ _____________ ____ ________
<S> <C> <C> <C> <C> <C> <C> <C>
7 Toledo (Ohio) University of Toledo, AAA $ 320,000 5.900% 2020 12/01/02 $ 326,701 $ 321,280
General Receipt Bonds, Ser. 1992 A @ 102.000
(Financial Guaranty Ins.)
______________ ______________ ______________
TOTAL $2,625,000 $2,599,535 $2,571,307
============== ============== ==============
</TABLE>
See Notes to Portfolios on Page D - 18.
D - 17
<PAGE>
DEFINED ASSET FUNDS - MUNICIPAL INVESTMENT TRUST FUND,
MULTISTATE SERIES - 35 (FLORIDA, MASSACHUSETTS AND OHIO TRUSTS)
NOTES TO PORTFOLIOS
AS OF APRIL 30, 2000
(1) The ratings of the bonds are by Standard & Poor's Ratings
Group, or by Moody's Investors Service, Inc. if followed by
"(m)", or by Fitch Investors Service, Inc. if followed by
"(f)"; "NR" indicates that this bond is not currently rated by
any of the above-mentioned rating services. These ratings have
been furnished by the Evaluator but not confirmed with
the rating agencies.
(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) Insured by AAA-rated insurance companies that guarantee timely
payments of principal and interest on the bonds (but not Fund
units or the market value of the bonds before they mature).
(5) Bonds with aggregate face amounts of $160,000 and $615,000 for
the Florida and Massachussetts Trusts, respectively, have been
pre-refunded and are expected to be called for redemption on the
optional redemption provision dates shown.
D - 18
<PAGE>
Defined
Asset Funds-Registered Trademark-
<TABLE>
<S> <C>
HAVE QUESTIONS ? MUNICIPAL INVESTMENT TRUST FUND
Request the most MULTISTATE SERIES--35
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.
33-49471) and
- Investment Company Act of 1940 (file
no. 811-1777).
TO OBTAIN COPIES AT PRESCRIBED RATES--
WRITE: Public Reference Section of the
Commission
450 Fifth Street, N.W., Washington,
D.C. 20549-6009
CALL: 1-800-SEC-0330.
VISIT: http://www.sec.gov.
---------------------------------------
No person is authorized to give any
information or representations about
this Fund not contained in this
Prospectus or the Information
Supplement, and you should not rely on
any other information.
---------------------------------------
When units of this Fund are no longer
available, this Prospectus may be used
as a preliminary prospectus for a
future series, but some of the
information in this Prospectus will be
changed for that series.
UNITS OF ANY FUTURE SERIES MAY NOT BE
SOLD NOR MAY OFFERS TO BUY BE ACCEPTED
UNTIL THAT SERIES HAS BECOME EFFECTIVE
WITH THE SECURITIES AND EXCHANGE
COMMISSION. NO UNITS CAN BE SOLD IN ANY
STATE WHERE A SALE WOULD BE ILLEGAL.
14496--7/00
</TABLE>
