File No. 33-56730
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-1004
POST-EFFECTIVE
AMENDMENT NO. 4
TO
FORM S-6
For Registration Under the Securities Act of 1933 of Securities
of Unit Investment Trusts Registered on Form N-8B-2
THE FIRST TRUST SPECIAL SITUATIONS TRUST, SERIES 54
(Exact Name of Trust)
NIKE SECURITIES L.P.
(Exact Name of Depositor)
1001 Warrenville Road
Lisle, Illinois 60532
(Complete address of Depositor's principal executive offices)
NIKE SECURITIES L.P. CHAPMAN AND CUTLER
Attn: James A. Bowen Attn: Eric F. Fess
1001 Warrenville Road 111 West Monroe Street
Lisle, Illinois 60532 Chicago, Illinois 60603
(Name and complete address of agents for service)
It is proposed that this filing will become effective (check
appropriate box)
:____: immediately upon filing pursuant to paragraph (b)
:__X_: November 28, 1997
:____: 60 days after filing pursuant to paragraph (a)
:____: on (date) pursuant to paragraph (a) of rule (485 or
486)
Pursuant to Rule 24f-2 under the Investment Company Act of 1940,
the issuer has registered an indefinite amount of securities. A
24f-2 Notice for the offering was last filed on September 15,
1997.
CONTENTS OF POST-EFFECTIVE AMENDMENT
OF REGISTRATION STATEMENT
This Post-Effective Amendment of Registration Statement comprises
the following papers and documents:
The facing sheet
The purpose of the Amendment
The signatures
THE PURPOSE OF THE AMENDMENT
The purpose of this amendment is to terminate the declaration
made pursuant to Rule 24f-2 promulgated under the Investment
Company Act of 1940, as amended, because Units of The First Trust
Special Situations Trust, Series 54 are no longer being offered
for sale in the secondary market. A final Rule 24f-2 Notice with
respect to such series has been filed concurrently with this
filing.
S-1
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the
Registrant, The First Trust Special Situations Trust, Series 54,
certifies that it meets all of the requirements for effectiveness
of this Registration Statement pursuant to Rule 485(b) under the
Securities Act of 1933 and has duly caused this Post-Effective
Amendment of its Registration Statement to be signed on its
behalf by the undersigned thereunto duly authorized in the
Village of Lisle and State of Illinois on November 28, 1997.
THE FIRST TRUST SPECIAL SITUATIONS
TRUST, SERIES 54
(Registrant)
By NIKE SECURITIES L.P.
(Depositor)
By Robert M. Porcellino
Vice President
Pursuant to the requirements of the Securities Act of 1933, this
Post-Effective Amendment of Registration Statement has been
signed below by the following person in the capacity and on the
date indicated:
Signature Title* Date
Robert D. Van Kampen Director of )
Nike Securities )
Corporation, the )
General Partner ) November 28, 1997
of Nike Securities L.P. )
)
)
David J. Allen Director of )Robert M. Porcellino
Nike Securities )Attorney-in-Fact**
Corporation, the
General Partner
of Nike Securities L.P.
*The title of the person named herein represents his capacity in
and relationship to Nike Securities L.P., the Depositor.
**An executed copy of the related power of attorney was filed wi
th the Securities and Exchange Commission in connection with
Amendment No. 1 to Form S-6 of The First Trust Special
Situations Trust, Series 18 (File No. 33-42683) and the same
is hereby incorporated herein by this reference.
S-2
CONSENT OF INDEPENDENT AUDITORS
We consent to the reference to our firm under the caption
"Experts" and to the use of our report dated October 24, 1997 in
this Post-Effective Amendment to the Registration Statement and
related Prospectus of The First Trust Special Situations Trust
dated November 25, 1997.
ERNST & YOUNG LLP
Chicago, Illinois
November 24, 1997
