INSURED MUNICIPALS INC TR & INV QUAL TAX EX TR MULTI SER 255
497, 1995-06-30
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                           Chapman and Cutler
                         111 West Monroe Street
                        Chicago, Illinois  60603
                                    
                                    
                              June 30, 1995
                                    
                                    
                                    
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C.  20549-1004
Attn:  Filing Desk, Stop 1-4

     
     
     Re:Insured Municipals Income Trust and Investors' Quality Tax-
     Exempt Trust, Multi-Series 255 (File No. 33-58959) CIK #896913
     

Gentlemen:
     
     In  accordance with the requirements of Rule 497(b) of  the  General
Rules  and Regulations under the Securities Act of 1933, there is  hereby
filed a copy of the form of Prospectus to be used in connection with  the
public  offering  of  the securities covered by the subject  Registration
Statement in the exact form in which such Prospectus will be used.
                                    
                                    Very truly yours,
                                    
                                    CHAPMAN AND CUTLER
                                    
                                    
                                    By:  Mark J. Kneedy

MJK/cjw
Attachment
                                    
                                    
                                    
                                    
                                    
                                    

Information contained herein is subject to completion or amendment. A
registration statement relating to these securities has been filed with the
Securities and Exchange Commission. These securities may not be sold nor may
offers to buy be accepted prior to the time the registration statement becomes
effective. This Prospectus shall not constitute an offer to sell or the
solicitation of an offer to buy nor shall there be any sale of these
securities in any State in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the securities laws of
any State. 


Preliminary Prospectus Dated June 29, 1995
Subject To Completion 
June 29, 1995


Van Kampen American Capital
Insured Municipals Income Trust 
and Investors' Quality Tax-Exempt Trust, Multi-Series 255


IM-IT 352        California IM-IT 142      Michigan IM-IT 130
IM-IT 100th Short Intermediate  Georgia IM-IT 76   Maryland Quality 72


In the opinion of counsel, interest to the Fund and to Unitholders, with
certain exceptions, is excludable under existing law from gross income for
Federal income taxes. In addition, the interest income of each State Trust is,
in the opinion of counsel, exempt to the extent indicated from state and local
taxes, when held by residents of the state where the issuers of Bonds in such
Trust are located. Capital gains, if any, are subject to Federal tax.


The Fund. The objectives of the Fund are Federal and, in the case of a State
Trust, state tax-exempt income and conservation of capital through an
investment in a diversified portfolio of tax-exempt bonds. The Fund consists
of six underlying separate unit investment trusts designated as Insured
Municipals Income Trust, Series 352 (the "IM-IT"), Insured Municipals Income
Trust, 100th Short Intermediate Series (the "IM-IT Short Intermediate Trust"),
California Insured Municipals Income Trust, Series 142 (the "California IM-IT
Trust"), Georgia Insured Municipals Income Trust, Series 76 (the "Georgia
IM-IT Trust"), Michigan Insured Municipals Income Trust, Series 130 (the
"Michigan IM-IT Trust") and Maryland Investors' Quality Tax-Exempt Trust,
Series 72 (the "Maryland Quality Trust"). The various trusts are collectively
referred to herein as the "Trusts". The California IM-IT, Georgia IM-IT,
Michigan IM-IT and Maryland Quality Trusts are sometimes collectively referred
to herein as the "State Trusts", while the IM-IT, IM-IT Short Intermediate,
California IM-IT, Georgia IM-IT and Michigan IM-IT Trusts are sometimes
collectively referred to herein as the "Insured Trusts"and the Maryland
Quality Trust is sometimes referred to herein as the "Quality Trust". Each
Trust initially consists of delivery statements relating to contracts to
purchase securities and, thereafter, will consist of such securities as may
continue to be held (the "Bonds"or "Securities"). Such Securities are
interest-bearing obligations issued by or on behalf of municipalities and
other governmental authorities, the interest on which is, in the opinion of
recognized bond counsel to the issuing governmental authority, exempt from all
Federal income taxes under the existing law. In addition, the interest income
of each State Trust is, in the opinion of counsel, exempt to the extent
indicated from state and local taxes, when held by residents of the state
where the issuers of Bonds in such Trust are located.



"AAA"Rating for the Insured Trusts Only. Insurance guaranteeing the payments
of principal and interest, when due, on the Securities in the portfolio of
each Insured Trust has been obtained from a municipal bond insurance company
either by such Trust or by the issuer of the Bonds involved, by a prior owner
of the Bonds or by the Sponsor prior to the deposit of such Bonds in an
Insured Trust. See "Unitholder Explanations--Insurance on the Bonds in the
Insured Trusts"on page 23. Insurance obtained by an Insured Trust applies only
while Bonds are retained in such Trust while insurance obtained on Preinsured
Bonds is effective so long as such Bonds are outstanding. The Trustee, upon
the sale of a Bond insured under an insurance policy obtained by an Insured
Trust, has a right to obtain from the insurer involved permanent insurance for
such Bond upon the payment of a single predetermined insurance premium and any
expenses related thereto from the proceeds of the sale of such Bond. Insurance
relates only to the Bonds in a Trust and not to the Units offered hereby or to
the market value thereof. As a result of such insurance, the Units of each
Insured Trust have received a rating of "AAA"by Standard & Poor's, a Division
of The McGraw-Hill Companies. Standard & Poor's has indicated that this rating
is not a recommendation to buy, hold or sell Units nor does it take into
account the extent to which expenses of each Insured Trust or sales by each
Insured Trust of Bonds for less than the purchase price paid by such Trust
will reduce payments to Unitholders of the interest and principal required to
be paid on such Bonds. See "Unitholder Explanations--Insurance on the Bonds in
the Insured Trusts". No representation is made as to any insurer's ability to
meet its commitments.



Public Offering Price. The Public Offering Price of the Units of each Trust
during the initial offering period is equal to the aggregate offering price of
the Securities in such Trust's portfolio and cash, if any, in the Principal
Account held or owned by such Trust Fund plus the applicable sales charge plus
accrued interest, if any. After the initial public offering period, the
secondary market Public Offering Price of each Trust will be equal to the
aggregate bid price of the Securities in such Trust and cash, if any, in the
Principal Account held or owned by such Trust Fund plus the applicable sales
charge plus accrued interest, if any. Sales charges for the Trusts in the
initial market, expressed both as a percentage of the Public Offering Price
and as a percentage of the aggregate offering price of the Securities, are set
forth in footnote (2) under "Summary of Essential Financial Information". For
sales charges in the secondary market, see "Unitholder Explanations--Public
Offering". If the Securities in each Trust were available for direct purchase
by investors, the purchase price of the Securities would not include the sales
charge included in the Public Offering Price of the Units. During the initial
offering period, the sales charge is reduced on a graduated scale for sales
involving at least 100 Units. If Units were available for purchase at the
close of business on the day before the Date of Deposit (except for the IM-IT
as of 8:00 A.M. Central Time on the Date of Deposit), the Public Offering
Price per Unit would have been that amount set forth in the "Summary of
Essential Financial Information"for each Trust. See "Unitholder
Explanations--Public Offering".


THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS
A CRIMINAL OFFENSE.


Estimated Current Return and Estimated Long-Term Return. The annual Estimated
Current Returns and Estimated Long-Term Returns to Unitholders as of the close
of business on the day before the Date of Deposit (except for the IM-IT as of
8:00 A.M. Central Time on the Date of Deposit) under the monthly and
semi-annual distribution plans were as set forth under "Per Unit
Information"for each Trust. The methods of calculating Estimated Current
Return and Estimated Long-Term Return are set forth in the footnotes to the
"Per Unit Information"for each Trust.


Objectives of The Fund. The objectives of the Fund are income exempt from
Federal income tax and, in the case of a State Trust, Federal and state income
tax (if any) and conservation of capital through an investment in diversified
portfolios of Federal and state tax-exempt obligations. There is, of course,
no guarantee that the Fund will achieve its objectives. The Fund may be an
appropriate investment vehicle for investors who desire to participate in a
portfolio of tax-exempt fixed income securities with greater diversification
than they might be able to acquire individually. In addition, securities of
the type deposited in the Fund are often not available in small amounts. Units
of the Trust are not deposits or obligations of, or guaranteed or endorsed by,
any bank and are not federally insured or otherwise protected by the Federal
Deposit Insurance Corporation, the Federal Reserve Board or any other agency
and involve investment risk, including the possible loss of principal.

Distribution Options. Purchasers of Units who desire to receive distributions
on a monthly or semi-annual basis may elect to do so at the time of settlement
during the initial public offering period. See "Unitholder
Explanations--Settlement of Bonds in the Trusts--Change of Distribution
Option". The plan of distribution selected by such purchasers will remain in
effect until changed. Those indicating no choice will be deemed to have chosen
the monthly distribution plan. Record dates for monthly distributions will be
the first day of each month and record dates for semi-annual distributions
will be the first day of the months indicated under "Per Unit Information"for
the applicable Trust. Distributions will be made on the fifteenth day of the
month subsequent to the respective record dates.

Market for Units. Although not obligated to do so, the Sponsor, Van Kampen
American Capital Distributors, Inc., intends to, and certain of the other
Underwriters may, maintain a secondary market for the Units at prices based
upon the aggregate bid prices of the Securities in the respective Trusts plus
interest accrued to the date of settlement; however, during the initial
offering period such prices will be based upon the aggregate offering prices
of the Securities plus interest accrued to the date of settlement. If such a
market is not maintained and no other over-the-counter market is available, a
Unitholder will be able to dispose of his Units only through redemption at
prices based upon the bid prices of the underlying Securities plus interest
accrued to the date of settlement (see "Unitholder Explanations--Public
Offering--Redemption of Units"and "Unitholder Explanations--Public
Offering--Market for Units").

Reinvestment Option. Unitholders have the opportunity to have their
distributions reinvested into an open-end, management investment company as
described herein. See "Unitholder Explanations--Public Offering--Reinvestment
Option".

Risk Factors. An investment in the Trusts should be made with an understanding
of the risks associated therewith, including, among other factors, the
inability of the issuer or an insurer to pay the principal of or interest on a
bond when due, volatile interest rates, early call provisions, and changes to
the tax status of the Bonds. See "Unitholder Explanations--Settlement of Bonds
in the Trusts--Risk Factors".



<TABLE>
INSURED MUNICIPALS INCOME TRUST
AND INVESTORS' QUALITY TAX-EXEMPT TRUST,
Multi-Series 255
Summary of Essential Financial Information
     At the Close of Business on the day before the Date of Deposit: 
              June 28, 1995
(except for the IM-IT as of 8:00 A.M. Central Time
on the Date of Deposit: June 29, 1995)
Sponsor:  Van Kampen American Capital Distributors, Inc.
Evaluator:American Portfolio Evaluation Services
          (A division of a subsidiary of the Sponsor)
Trustee:  The Bank of New York

<CAPTION>
                                                                                         IM-IT                      
                                                                                         Short                      
                                                                                         Intermediate  California   
GENERAL INFORMATION                                                        IM-IT         Trust         IM-IT Trust  
<S>                                                                        <C>           <C>           <C>          
Principal Amount (Par Value) of Securities in Trust <F1>.................. $   9,065,000 $   5,000,000 $   3,000,000
Number of Units...........................................................         9,027         5,000         3,066
Fractional Undivided Interest in the Trust per Unit.......................       1/9,027       1/5,000       1/3,066
Principal Amount (Par Value) of Securities per Unit <F2>.................. $    1,004.21 $    1,000.00 $      978.47
Public Offering Price: ...................................................                                          
 Aggregate Offering Price of Securities in Portfolio...................... $   8,584,709 $   4,968,308 $   2,915,778
 Aggregate Offering Price of Securities per Unit.......................... $      951.00 $      993.66 $      951.00
 Sales Charge <F3>........................................................ $       49.00 $       30.73 $       49.00
 Public Offering Price per Unit <F4>...................................... $    1,000.00 $    1,024.39 $    1,000.00
Redemption Price per Unit <F4>............................................ $      943.39 $      986.12 $      943.45
Secondary Market Repurchase Price per Unit <F4>........................... $      951.00 $      993.66 $      951.00
Excess of Public Offering Price per Unit Over Redemption Price per Unit... $       56.61 $       38.27 $       56.55
Excess of Sponsor's Initial Repurchase Price per Unit Over Redemption                                               
 Price per Unit........................................................... $        7.61 $        7.54 $        7.55
Minimum Value of the Trust under which Trust Agreement may be                                                       
 terminated............................................................... $   1,813,000 $   1,000,000 $     600,000
</TABLE>


<TABLE>
<CAPTION>
<S>                                       <C>                                         
Minimum Principal Distribution...........$1.00 per Unit                               
First Settlement Date.................... July 5, 1995                                 
Evaluator's Annual Supervisory Fee....... Maximum of $0.25 per Unit                 
Evaluator's Annual Evaluation Fee <F5>...$0.30 per $1,000 principal amount of Bonds   


Evaluations for purpose of sale, purchase or redemption of Units are made as
of 4:00 P.M. Eastern time on days of trading on the New York Stock Exchange
next following receipt of an order for a sale or purchase of Units or receipt
by The Bank of New York of Units tendered for redemption.

<FN>
<F1>Because certain of the Securities in certain Trusts may from time to time
under certain circumstances be sold or redeemed or will be called or mature in
accordance with their terms (including the call or sale of zero coupon bonds
at prices less than par value), there is no guarantee that the value of each
Unit at the respective Trusts' termination will be equal to the Principal
Amount (Par Value) of Securities per Unit stated above.

<F2>Many unit investment trusts comprised of municipal securities issue a number
of units such that each unit represents approximately $1,000 principal amount
of underlying securities. The Sponsor, on the other hand, in determining the
number of Units for each Trust, other than IM-IT Limited Maturity, IM-IT
Intermediate and IM-IT Short Intermediate Trusts, has elected not to follow
this format but rather to provide that number of Units which will establish as
close as possible as of the Date of Deposit a Public Offering Price per Unit
of $1,000. For IM-IT Limited Maturity, IM-IT Intermediate and IM-IT Short
Intermediate Trusts, on the other hand, each unit represents $1,000 principal
amount of underlying securities in such Trust on the Date of Deposit.

<F3>Sales charges for the Trusts, expressed as a percentage of the Public Offering
Price per Unit and in parenthesis as a percentage of the aggregate offering
price of the Securities, are as follows: an IM-IT or a State Trust- 4.9%
(5.152%); an IM-IT Limited Maturity Trust - 4.3% (4.493%); an IM-IT
Intermediate Trust - 3.9% (4.058%); an IM-IT Short Intermediate Trust- 3.0%
(3.093%).

<F4>Anyone ordering Units for settlement after the First Settlement Date will pay
accrued interest from such date to the date of settlement (normally three
business days after order) less distributions from the Interest Account
subsequent to the First Settlement Date. For purchases settling on the First
Settlement Date, no accrued interest will be added to the Public Offering
Price. After the initial offering period, the Sponsor's Repurchase Price per
Unit will be determined as described under the caption "Public
Offering--Market for Units."

<F5>Such fee is based on the outstanding principal amount of Securities in each
Trust on the Date of Deposit for the first year and as of the close of
business on January 1 for each year thereafter.
</TABLE>



<TABLE>
INSURED MUNICIPALS INCOME TRUST
AND INVESTORS' QUALITY TAX-EXEMPT TRUST,
Multi-Series 255
Summary of Essential Financial Information 
     At the Close of Business on the day before the Date of Deposit: 
            June 28, 1995
(except for the IM-IT as of 8:00 A.M. Central Time
on the Date of Deposit: June 29, 1995)
Sponsor:  Van Kampen American Capital Distributors, Inc.
Evaluator:American Portfolio Evaluation Services
          (A division of a subsidiary of the Sponsor)
Trustee:  The Bank of New York

<CAPTION>
                                                                           Georgia       Michigan      Maryland     
GENERAL INFORMATION                                                        IM-IT Trust   IM-IT Trust   Quality Trust
<S>                                                                        <C>           <C>           <C>          
Principal Amount (Par Value) of Securities in Trust <F1>.................. $   2,955,000 $   2,945,000 $   2,970,000
Number of Units...........................................................         3,008         3,006         3,034
Fractional Undivided Interest in the Trust per Unit.......................       1/3,008       1/3,006       1/3,034
Principal Amount (Par Value) of Securities per Unit <F2>.................. $      982.38 $      979.71 $      978.91
Public Offering Price: ...................................................                                          
 Aggregate Offering Price of Securities in Portfolio...................... $   2,860,622 $   2,858,723 $   2,885,347
 Aggregate Offering Price of Securities per Unit.......................... $      951.00 $      951.01 $      951.00
 Sales Charge <F3>........................................................ $       49.00 $       48.99 $       49.00
 Public Offering Price per Unit <F4>...................................... $    1,000.00 $    1,000.00 $    1,000.00
Redemption Price per Unit <F4>............................................ $      943.62 $      943.60 $      943.84
Secondary Market Repurchase Price per Unit <F4>........................... $      951.00 $      951.01 $      951.00
Excess of Public Offering Price per Unit Over Redemption Price per Unit... $       56.38 $       56.40 $       56.16
Excess of Sponsor's Initial Repurchase Price per Unit Over Redemption                                               
 Price per Unit........................................................... $        7.38 $        7.41 $        7.16
Minimum Value of the Trust under which Trust Agreement may be                                                       
 terminated............................................................... $     591,000 $     589,000 $     594,000
</TABLE>


<TABLE>
<CAPTION>
<S>                                       <C>                                         
Minimum Principal Distribution...........$1.00 per Unit                               
First Settlement Date.................... July 5, 1995                                 
Evaluator's Annual Supervisory Fee....... Maximum of $0.25 per Unit                 
Evaluator's Annual Evaluation Fee <F5>...$0.30 per $1,000 principal amount of Bonds   

<FN>
<F1>Evaluations for purpose of sale, purchase or redemption of Units are made as
of 4:00 P.M. Eastern time on days of trading on the New York Stock Exchange
next following receipt of an order for a sale or purchase of Units or receipt
by The Bank of New York of Units tendered for redemption.

<F2>Because certain of the Securities in certain Trusts may from time to time
under certain circumstances be sold or redeemed or will be called or mature in
accordance with their terms (including the call or sale of zero coupon bonds
at prices less than par value), there is no guarantee that the value of each
Unit at the respective Trusts' termination will be equal to the Principal
Amount (Par Value) of Securities per Unit stated above.

<F2>Many unit investment trusts comprised of municipal securities issue a number
of units such that each unit represents approximately $1,000 principal amount
of underlying securities. The Sponsor, on the other hand, in determining the
number of Units for each Trust, other than IM-IT Limited Maturity, IM-IT
Intermediate and IM-IT Short Intermediate Trusts, has elected not to follow
this format but rather to provide that number of Units which will establish as
close as possible as of the Date of Deposit a Public Offering Price per Unit
of $1,000. For IM-IT Limited Maturity, IM-IT Intermediate and IM-IT Short
Intermediate Trusts, on the other hand, each unit represents $1,000 principal
amount of underlying securities in such Trust on the Date of Deposit.

<F3>Sales charges for the Trusts, expressed as a percentage of the Public Offering
Price per Unit and in parenthesis as a percentage of the aggregate offering
price of the Securities, are as follows: an IM-IT or a State Trust- 4.9%
(5.152%); an IM-IT Limited Maturity Trust - 4.3% (4.493%); an IM-IT
Intermediate Trust - 3.9% (4.058%); an IM-IT Short Intermediate Trust- 3.0%
(3.093%).

<F4>Anyone ordering Units for settlement after the First Settlement Date will pay
accrued interest from such date to the date of settlement (normally three
business days after order) less distributions from the Interest Account
subsequent to the First Settlement Date. For purchases settling on the First
Settlement Date, no accrued interest will be added to the Public Offering
Price. After the initial offering period, the Sponsor's Repurchase Price per
Unit will be determined as described under the caption "Public
Offering--Market for Units."

<F5>Such fee is based on the outstanding principal amount of Securities in each
Trust on the Date of Deposit for the first year and as of the close of
business on January 1 for each year thereafter.
</TABLE>


SETTLEMENT OF BONDS IN THE TRUSTS

The Fund. Insured Municipals Income Trust and Investors' Quality Tax-Exempt
Trust, Multi-Series 255 (the "Fund"), was created under the laws of the State
of New York pursuant to a Trust Indenture and Agreement (the "Trust
Agreement"), dated the Date of Deposit, among Van Kampen American Capital
Distributors, Inc., as Sponsor, American Portfolio Evaluation Services, a
division of Van Kampen American Capital Investment Advisory Corp., as
Evaluator, and The Bank of New York, as Trustee.



The Fund consists of six separate portfolios of delivery statements relating
to contracts to purchase interest-bearing obligations issued by or on behalf
of states and territories of the United States, and political subdivisions and
authorities thereof, the interest on which is, in the opinion of recognized
bond counsel to the issuing authorities, excludable from gross income for
Federal income tax under existing law. All issuers of Securities in a State
Trust are located in the State for which such Trust is named or in United
States territories or possessions and their public authorities; consequently,
in the opinion of recognized bond counsel to such State issuers, the related
interest earned on such Securities is exempt to the extent indicated from
state and local taxes of such State. With the exception of the New York and
Pennsylvania Trusts, Units of such Trusts may be purchased only by residents
of the State for which such Trust is named. Units of a New York Trust may be
purchased by residents of New York, Connecticut, Florida and Massachusetts.
Units of a Pennsylvania Trust may be purchased by residents of Pennsylvania,
Connecticut, Florida, Maryland, New York, Ohio and West Virginia. Offerees in
the States of Illinois, Indiana, Virginia and Washington may purchase Units of
the IM-IT and IM-IT Short Intermediate Trusts only. On the Date of Deposit,
the Sponsor deposited with the Trustee the aggregate principal amount of
Securities in each Trust as indicated under "General Information--Principal
Amount (Par Value) of Securities in Trust"in the "Summary of Essential
Financial Information". Such Securities consist of delivery statements
relating to contracts for the purchase of certain interest-bearing obligations
and cash, cash equivalents and/or irrevocable letters of credit issued by a
financial institution in the amount required for such purchases. Thereafter,
the Trustee, in exchange for the Securities so deposited, delivered to the
Sponsor the certificates evidencing the ownership of the number of Units in
each Trust as indicated under "Summary of Essential Financial
Information."Unless otherwise terminated as provided herein, the Trust
Agreement for any IM-IT or State Trust will terminate at the end of the
calendar year prior to the fiftieth anniversary of its execution, and the
Trust Agreement for any IM-IT Limited Maturity Trust, IM-IT Intermediate Trust
or IM-IT Short Intermediate Trust will terminate at the end of the calendar
year prior to the twentieth anniversary of its execution.

The portfolio of any IM-IT or State Trust consists of Bonds maturing
approximately 15 to 40 years from the Date of Deposit. The approximate range
of maturities from the Date of Deposit for Bonds in any IM-IT Limited Maturity
Trust, IM-IT Intermediate Trust and IM-IT Short Intermediate Trust is 12 to 15
years, 5 to 15 years and 3 to 7 years, respectively. The dollar-weighted
average maturity of the Bonds in any IM-IT Intermediate Trust and IM-IT Short
Intermediate Trust is less than or equal to 10 years and 5 years, respectively.


The portfolios of the Trusts may consist of bonds that were acquired at a
market discount from par value at maturity. The coupon interest rates on the
discount bonds at the time they were purchased and deposited in such Trust
were lower than the current market interest rates for newly issued bonds of
comparable rating and type. If such interest rates for newly issued comparable
bonds increase, the market discount of previously issued bonds will become
greater, and if such interest rates for newly issued comparable bonds decline,
the market discount of previously issued bonds will be reduced, other things
being equal. Investors should also note that the value of bonds purchased at a
market discount will increase in value faster than bonds purchased at a market
premium if interest rates decrease. Conversely, if interest rates increase,
the value of bonds purchased at a market discount will decrease faster than
bonds purchased at a market premium. In addition, if interest rates rise, the
prepayment risk of higher yielding, premium bonds and the prepayment benefit
for lower yielding, discount bonds will be reduced. A bond purchased at a
market discount and held to maturity will have a larger portion of its total
return in the form of taxable income and capital gain and less in the form of
tax-exempt interest income than a comparable bond newly issued at current
market rates. See "Other Matters--Federal Tax Status."Market discount
attributable to interest changes does not indicate a lack of market confidence
in the issue. Neither the Sponsor nor the Trustee shall be liable in any way
for any default, failure or defect in any of the Bonds.

Certain of the Bonds in certain of the Trusts may be "zero coupon"bonds. See
footnote (6) in "Notes to Portfolios". Zero coupon bonds are purchased at a
deep discount because the buyer receives only the right to receive a final
payment at the maturity of the bond and does not receive any periodic interest
payments. The effect of owning deep discount bonds which do not make current
interest payments (such as the zero coupon bonds) is that a fixed yield is
earned not only on the original investment but also, in effect, on all
discount earned during the life of such obligation. This implicit reinvestment
of earnings at the same rate eliminates the risk of being unable to reinvest
the income on such obligation at a rate as high as the implicit yield on the
discount obligation, but at the same time eliminates the holder's ability to
reinvest at higher rates in the future. For this reason, zero coupon bonds are
subject to substantially greater price fluctuations during periods of changing
market interest rates than are securities of comparable quality which pay
interest.

Certain of the Bonds in certain of the Trusts may have been purchased on a
"when, as and if issued"or "delayed delivery"basis. See footnote (5) in "Notes
to Portfolios". The delivery of any such Securities may be delayed or may not
occur. Interest on these Securities begins accruing to the benefit of
Unitholders on their respective dates of delivery. To the extent any
Securities are actually delivered to the Fund after their respective expected
dates of delivery, Unitholders who purchase their Units prior to the date such
Securities are actually delivered to the Trustee would be required to adjust
their tax basis in their Units for a portion of the interest accruing on such
Securities during the interval between their purchase of Units and the actual
delivery of such Securities. As a result of any such adjustment, the Estimated
Current Returns during the first year would be slightly lower than those
stated herein which would be the returns after the first year, assuming the
portfolio of a Trust and estimated annual expenses other than that of the
Trustee (which may be reduced in the first year only) do not vary from that
set forth under "Per Unit Information"for the applicable Trust. Holders of the
Units will be "at risk"with respect to all Securities in the portfolios
including "when, as and if issued"and "delayed delivery"Securities (i.e., may
derive either gain or loss from fluctuations in the evaluation of such
Securities) from the date they commit for Units. For a discussion of the
Sponsor's obligations in the event of the failure of any contract for the
purchase of any of the Securities and limited right to substitute other
tax-exempt bonds to replace any failed contract, see "Replacement Bonds"below.

Each Unit initially offered represents the fractional undivided interest in
the principal and net income of a Trust indicated under "Summary of Essential
Financial Information". To the extent that any Units are redeemed by the
Trustee, the fractional undivided interest in a Trust represented by each
unredeemed Unit will increase, although the actual interest in such Trust
represented by such fraction will remain unchanged. Units will remain
outstanding until redeemed upon tender to the Trustee by Unitholders, which
may include the Sponsor or the Underwriters, or until the termination of the
Trust Agreement.

Objectives and Securities Selection. The objectives of the Fund are income
exempt from Federal income taxation and, in the case of a State Trust, Federal
and state income taxation and conservation of capital through an investment in
diversified portfolios of Federal and state tax-exempt obligations. There is,
of course, no guarantee that the Trusts will achieve their respective
objectives. The Fund may be an appropriate investment vehicle for investors
who desire to participate in a portfolio of tax-exempt fixed income securities
with greater diversification than they might be able to acquire individually.
In addition, securities of the type deposited in the Fund are often not
available in small amounts.

Insurance guaranteeing the timely payment, when due, of all principal and
interest on the Bonds in each Insured Trust has been obtained by such Trust
from either AMBAC Indemnity Corporation ("AMBAC Indemnity"), Financial
Guaranty Insurance Company ("Financial Guaranty"or "FGIC") or a combination
thereof (collectively, the "Portfolio Insurers"), or by the issuer of such
Bonds, by a prior owner of such Bonds, or by the Sponsor prior to the deposit
of such Bonds in such Trust from (1) AMBAC Indemnity or one of its
subsidiaries, American Municipal Bond Assurance Corporation ("AMBAC") or MGIC
Indemnity Corporation ("MGIC Indemnity"), (2) Financial Guaranty, (3) MBIA
Insurance Corporation ("MBIA"), (4) Bond Investors Guaranty Insurance Company
("BIG"), (5) National Union Fire Insurance Company of Pittsburgh, PA.
("National Union"), (6) Capital Guaranty Insurance Company ("Capital
Guaranty"), (7) Capital Markets Assurance Corporation ("CapMAC") and/or (8)
Financial Security Assurance Inc. ("Financial Security"or "FSA")
(collectively, the "Preinsured Bond Insurers") (see "Unitholder
Explanations--Insurance on the Bonds in the Insured Trusts"). Insurance
obtained by an Insured Trust is effective only while the Bonds thus insured
are held in such Trust. The Trustee has the right to acquire permanent
insurance from a Portfolio Insurer with respect to each Bond insured by the
respective Portfolio Insurer under a Trust portfolio insurance policy.
Insurance relating to Bonds insured by the issuer, by a prior owner of such
Bonds or by the Sponsor is effective so long as such Bonds are outstanding.
Bonds insured under a policy of insurance obtained by the issuer, by a prior
owner of such Bonds or by the Sponsor from one of the Preinsured Bond Insurers
(the "Preinsured Bonds") are not additionally insured by an Insured Trust. No
representation is made as to any insurer's ability to meet its commitments.

Neither the Public Offering Price nor any evaluation of Units for purposes of
repurchases or redemptions reflects any element of value for the insurance
obtained by an Insured Trust, if any, unless Bonds are in default in payment
of principal or interest or in significant risk of such default. See
"Unitholder Explanations--Public Offering--Offering Price". On the other hand,
the value, if any, of Preinsured Bond insurance is reflected and included in
the market value of such Bonds.

In order for bonds to be eligible for insurance, they must have credit
characteristics which would qualify them for at least the Standard & Poor's, a
Division of The McGraw-Hill Companies ("Standard & Poor's"), rating of
"BBB-"or at least the Moody's Investors Service, Inc. rating of "Baa", which
in brief represent the lowest ratings for securities of investment grade (see
"Other Matters--Description of Securities Ratings"). Insurance is not a
substitute for the basic credit of an issuer, but supplements the existing
credit and provides additional security therefor. If an issue is accepted for
insurance, a non-cancellable policy for the prompt payment of interest and
principal on the bonds, when due, is issued by the insurer. Any premium or
premiums relating to Preinsured Bond insurance is paid by the issuer, by a
prior owner of such Bonds or by the Sponsor and a monthly premium is paid by
an Insured Trust for the portfolio insurance, if any, obtained by such Trust.
The Trustee has the right to obtain permanent insurance from a Portfolio
Insurer in connection with the sale of a Bond insured under the insurance
policy obtained from the respective Portfolio Insurer by an Insured Trust upon
the payment of a single predetermined insurance premium from the proceeds of
the sale of such Bond. Accordingly, any Bond in an Insured Trust is eligible
to be sold on an insured basis. All Bonds insured by the Portfolio Insurers
and the Preinsured Bond Insurers receive a "AAA"rating by Standard & Poor's.
See "Unitholder Explanations--Insurance on the Bonds in the Insured Trusts".

In selecting Securities for the Trusts the following facts, among others, were
considered by the Sponsor: (a) either the Standard & Poor's rating of the
Securities was in no case less than "BBB-"in the case of the Insured Trusts
and "A-"in the case of the Quality Trusts, or the Moody's Investors Service,
Inc. rating of the Securities was in no case less than "Baa"in the case of the
Insured Trusts and "A"in the case of the Quality Trusts, including provisional
or conditional ratings, respectively, or, if not rated, the Securities had, in
the opinion of the Sponsor, credit characteristics sufficiently similar to the
credit characteristics of interest-bearing tax-exempt obligations that were so
rated as to be acceptable for acquisition by the Fund (see "Other
Matters--Description of Securities Ratings"), (b) the prices of the Securities
relative to other bonds of comparable quality and maturity, (c) the
diversification of Securities as to purpose of issue and location of issuer
and (d) with respect to the Insured Trusts, the availability and cost of
insurance for the prompt payment of principal and interest, when due, on the
Securities. Subsequent to the Date of Deposit, a Security may cease to be
rated or its rating may be reduced below the minimum required as of the Date
of Deposit. Neither event requires elimination of such Security from the
portfolio of a Trust but may be considered in the Sponsor's determination as
to whether or not to direct the Trustee to dispose of the Security (see "Trust
Administration--Fund Administration and Expenses--Portfolio Administration").

To the best knowledge of the Sponsor, there is no litigation pending as of the
Date of Deposit in respect of any Securities which might reasonably be
expected to have a material adverse effect upon the Fund or any of the Trusts.
At any time after the Date of Deposit, litigation may be initiated on a
variety of grounds with respect to Securities in the Fund. Such litigation,
as, for example, suits challenging the issuance of pollution control revenue
bonds under environmental protection statutes, may affect the validity of such
Securities or the tax-free nature of the interest thereon. While the outcome
of litigation of such nature can never be entirely predicted, the Fund has
received or will receive opinions of bond counsel to the issuing authorities
of each Security on the date of issuance to the effect that such Securities
have been validly issued and that the interest thereon is exempt from Federal
income tax. In addition, other factors may arise from time to time which
potentially may impair the ability of issuers to meet obligations undertaken
with respect to the Securities.

Risk Factors. Certain of the Bonds in certain of the Trusts may be general
obligations of a governmental entity that are backed by the taxing power of
such entity. In view of this an investment in such a Trust should be made with
an understanding of the characteristics of such issuers and the risks which
such an investment may entail. All other Bonds in the Trusts are revenue bonds
payable from the income of a specific project or authority and are not
supported by the issuer's power to levy taxes. General obligation bonds are
secured by the issuer's pledge of its faith, credit and taxing power for the
payment of principal and interest. Revenue bonds, on the other hand, are
payable only from the revenues derived from a particular facility or class of
facilities or, in some cases, from the proceeds of a special excise tax or
other specific revenue source. There are, of course, variations in the
security of the different Bonds in the Fund, both within a particular
classification and between classifications, depending on numerous factors. See
"General"for each Trust.

Certain of the Bonds in certain of the Trusts may be obligations which derive
their payments from mortgage loans. Certain of such housing bonds may be FHA
insured or may be single family mortgage revenue bonds issued for the purpose
of acquiring from originating financial institutions notes secured by
mortgages on residences located within the issuer's boundaries and owned by
persons of low or moderate income. In view of this an investment in such a
Trust should be made with an understanding of the characteristics of such
issuers and the risks which such an investment may entail. Mortgage loans are
generally partially or completely prepaid prior to their final maturities as a
result of events such as sale of the mortgaged premises, default, condemnation
or casualty loss. Because these bonds are subject to extraordinary mandatory
redemption in whole or in part from such prepayments of mortgage loans, a
substantial portion of such bonds will probably be redeemed prior to their
scheduled maturities or even prior to their ordinary call dates. Extraordinary
mandatory redemption without premium could also result from the failure of the
originating financial institutions to make mortgage loans in sufficient
amounts within a specified time period. Additionally, unusually high rates of
default on the underlying mortgage loans may reduce revenues available for the
payment of principal of or interest on such mortgage revenue bonds. These
bonds were issued under Section 103A of the Internal Revenue Code, which
Section contains certain requirements relating to the use of the proceeds of
such bonds in order for the interest on such bonds to retain its tax-exempt
status. In each case the issuer of the bonds has covenanted to comply with
applicable requirements and bond counsel to such issuer has issued an opinion
that the interest on the bonds is exempt from Federal income tax under
existing laws and regulations. Certain issuers of housing bonds have
considered various ways to redeem bonds they have issued prior to the stated
first redemption dates for such bonds. In connection with the housing bonds
held by the Fund, the Sponsor at the Date of Deposit is not aware that any of
the respective issuers of such Bonds are actively considering the redemption
of such Bonds prior to their respective stated initial call dates. See
"General"for each Trust.

Certain of the Bonds in certain of the Trusts may be health care revenue
bonds. In view of this an investment in such a Trust should be made with an
understanding of the characteristics of such issuers and the risks which such
an investment may entail. Ratings of bonds issued for health care facilities
are often based on feasibility studies that contain projections of occupancy
levels, revenues and expenses. A facility's gross receipts and net income
available for debt service may be affected by future events and conditions
including, among other things, demand for services and the ability of the
facility to provide the services required, physicians' confidence in the
facility, management capabilities, competition with other health care
facilities, efforts by insurers and governmental agencies to limit rates,
legislation establishing state rate-setting agencies, expenses, the cost and
possible unavailability of malpractice insurance, the funding of Medicare,
Medicaid and other similar third party payor programs, government regulation
and the termination or restriction of governmental financial assistance,
including that associated with Medicare, Medicaid and other similar third
party payor programs. Pursuant to recent Federal legislation, Medicare
reimbursements are currently calculated on a prospective basis utilizing a
single nationwide schedule of rates. Prior to such legislation Medicare
reimbursements were based on the actual costs incurred by the health facility.
The current legislation may adversely affect reimbursements to hospitals and
other facilities for services provided under the Medicare program. Such
adverse changes also may adversely affect the ratings of Securities held in
the portfolios of the Fund; however, because of the insurance obtained by each
of the Insured Trusts, the "AAA"rating of the Units of each of the Insured
Trusts would not be affected. See "General"for each Trust.

Certain of the Bonds in certain of the Trusts may be obligations of public
utility issuers, including those selling wholesale and retail electric power
and gas. In view of this an investment in such a Trust should be made with an
understanding of the characteristics of such issuers and the risks which such
an investment may entail. General problems of such issuers would include the
difficulty in financing large construction programs in an inflationary period,
the limitations on operations and increased costs and delays attributable to
environmental considerations, the difficulty of the capital market in
absorbing utility debt, the difficulty in obtaining fuel at reasonable prices
and the effect of energy conservation. All of such issuers have been
experiencing certain of these problems in varying degrees. In addition,
Federal, state and municipal governmental authorities may from time to time
review existing, and impose additional, regulations governing the licensing,
construction and operation of nuclear power plants, which may adversely affect
the ability of the issuers of certain of the Bonds in the portfolio to make
payments of principal and/or interest on such Bonds. See "General"for each
Trust.

Certain of the Bonds in certain of the Trusts may be obligations of issuers
whose revenues are derived from the sale of water and/or sewerage services. In
view of this an investment in such a Trust should be made with an
understanding of the characteristics of such issuers and the risks which such
an investment may entail. Such Bonds are generally payable from user fees. The
problems of such issuers include the ability to obtain timely and adequate
rate increases, population decline resulting in decreased user fees, the
difficulty of financing large construction programs, the limitations on
operations and increased costs and delays attributable to environmental
considerations, the increasing difficulty of obtaining or discovering new
supplies of fresh water, the effect of conservation programs and the impact of
"no-growth"zoning ordinances. All of such issuers have been experiencing
certain of these problems in varying degrees. See "General"for each Trust.

Certain of the Bonds in certain of the Trusts may be industrial revenue bonds
("IRBs"). In view of this an investment in such a Trust should be made with an
understanding of the characteristics of such issuers and the risks which such
an investment may entail. IRBs have generally been issued under bond
resolutions pursuant to which the revenues and receipts payable under the
arrangements with the operator of a particular project have been assigned and
pledged to purchasers. In some cases, a mortgage on the underlying project may
have been granted as security for the IRBs. Regardless of the structure,
payment of IRBs is solely dependent upon the creditworthiness of the corporate
operator of the project or corporate guarantor. Corporate operators or
guarantors may be affected by many factors which may have an adverse impact on
the credit quality of the particular company or industry. These include
cyclicality of revenues and earnings, regulatory and environmental
restrictions, litigation resulting from accidents or environmentally-caused
illnesses, extensive competition and financial deterioration resulting from a
corporate restructuring pursuant to a leveraged buy-out, takeover or
otherwise. Such a restructuring may result in the operator of a project
becoming highly leveraged which may impact on such operator's creditworthiness
which in turn would have an adverse impact on the rating and/or market value
of such Bonds. Further, the possibility of such a restructuring may have an
adverse impact on the market for and consequently the value of such Bonds,
even though no actual takeover or other action is ever contemplated or
effected. See "General"for each Trust.

Certain of the Bonds in certain of the Trusts may be obligations that are
secured by lease payments of a governmental entity (hereinafter called "lease
obligations"). Lease obligations are often in the form of certificates of
participation. In view of this an investment in such a Trust should be made
with an understanding of the characteristics of such issuers and the risks
which such an investment may entail. Although the lease obligations do not
constitute general obligations of the municipality for which the
municipality's taxing power is pledged, a lease obligation is ordinarily
backed by the municipality's covenant to appropriate for and make the payments
due under the lease obligation. However, certain lease obligations contain
"non-appropriation"clauses which provide that the municipality has no
obligation to make lease payments in future years unless money is appropriated
for such purpose on a yearly basis. A governmental entity that enters into
such a lease agreement cannot obligate future governments to appropriate for
and make lease payments but covenants to take such action as is necessary to
include any lease payments due in its budgets and to make the appropriations
therefor. A governmental entity's failure to appropriate for and to make
payments under its lease obligation could result in insufficient funds
available for payment of the obligations secured thereby. Although
"non-appropriation"lease obligations are secured by the leased property,
disposition of the property in the event of foreclosure might prove difficult.
See "General"for each Trust.

Certain of the Bonds in certain of the Trusts may be obligations of issuers
which are, or which govern the operation of, schools, colleges and
universities and whose revenues are derived mainly from ad valorem taxes or
for higher education systems, from tuition, dormitory revenues, grants and
endowments. In view of this an investment in such a Trust should be made with
an understanding of the characteristics of such issuers and the risks which
such an investment may entail. General problems relating to school bonds
include litigation contesting the State constitutionality of financing public
education in part from ad valorem taxes, thereby creating a disparity in
educational funds available to schools in wealthy areas and schools in poor
areas. Litigation or legislation on this issue may affect the sources of funds
available for the payment of school bonds in the Trusts. General problems
relating to college and university obligations include the prospect of a
declining percentage of the population consisting of "college"age individuals,
possible inability to raise tuitions and fees sufficiently to cover increased
operating costs, the uncertainty of continued receipt of Federal grants and
state funding, and government legislation or regulations which may adversely
affect the revenues or costs of such issuers. All of such issuers have been
experiencing certain of these problems in varying degrees. See "General"for
each Trust.

Certain of the Bonds in certain of the Trusts may be obligations which are
payable from and secured by revenues derived from the ownership and operation
of facilities such as airports, bridges, turnpikes, port authorities,
convention centers and arenas. In view of this an investment in such a Trust
should be made with an understanding of the characteristics of such issuers
and the risks which such an investment may entail. The major portion of an
airport's gross operating income is generally derived from fees received from
signatory airlines pursuant to use agreements which consist of annual payments
for leases, occupancy of certain terminal space and service fees. Airport
operating income may therefore be affected by the ability of the airlines to
meet their obligations under the use agreements. The air transport industry is
experiencing significant variations in earnings and traffic, due to increased
competition, excess capacity, increased costs, deregulation, traffic
constraints and other factors, and several airlines are experiencing severe
financial difficulties. The Sponsor cannot predict what effect these industry
conditions may have on airport revenues which are dependent for payment on the
financial condition of the airlines and their usage of the particular airport
facility. Similarly, payment on Bonds related to other facilities is dependent
on revenues from the projects, such as user fees from ports, tolls on
turnpikes and bridges and rents from buildings. Therefore, payment may be
adversely affected by reduction in revenues due to such factors as increased
cost of maintenance, decreased use of a facility, lower cost of alternative
modes of transportation, scarcity of fuel and reduction or loss of rents. See
"General"for each Trust.

Certain of the Bonds in certain of the Trusts may be obligations which are
payable from and secured by revenues derived from the operation of resource
recovery facilities. In view of this an investment in such a Trust should be
made with an understanding of the characteristics of such issuers and the
risks which such an investment may entail. Resource recovery facilities are
designed to process solid waste, generate steam and convert steam to
electricity. Resource recovery bonds may be subject to extraordinary optional
redemption at par upon the occurrence of certain circumstances, including but
not limited to: destruction or condemnation of a project; contracts relating
to a project becoming void, unenforceable or impossible to perform; changes in
the economic availability of raw materials, operating supplies or facilities
necessary for the operation of a project or technological or other unavoidable
changes adversely affecting the operation of a project; administrative or
judicial actions which render contracts relating to the projects void,
unenforceable or impossible to perform; or impose unreasonable burdens or
excessive liabilities. The Sponsor cannot predict the causes or likelihood of
the redemption of resource recovery bonds in such a Trust prior to the stated
maturity of the Bonds. See "General"for each Trust.

Replacement Bonds. Because certain of the Securities in the Fund may from time
to time under certain circumstances be sold or redeemed or will mature in
accordance with their terms and because the proceeds from such events will be
distributed to Unitholders and will not be reinvested, no assurance can be
given that any Trust will retain for any length of time its present size and
composition. Neither the Sponsor nor the Trustee shall be liable in any way
for any default, failure or defect in any Security. In the event of a failure
to deliver any Security that has been purchased for the Fund under a contract,
including those Securities purchased on a "when, as and if issued"basis
("Failed Bonds"), the Sponsor is authorized under the Trust Agreement to
direct the Trustee to acquire other bonds ("Replacement Bonds") to make up the
original corpus of the Fund.


The Replacement Bonds must be purchased within 20 days after delivery of the
notice of the failed contract and the purchase price (exclusive of accrued
interest) may not exceed the amount of funds reserved for the purchase of the
Failed Bonds. The Replacement Bonds (i) must be tax-exempt bonds issued by
states or territories of the United States or political subdivisions thereof
and, in the case of replacement of bonds in a State Trust, shall have the
benefit of an exemption from state taxation of interest to an extent equal to
or greater than that of the bonds they replace, (ii) must have a fixed
maturity date of at least 10 years in the case of an IM-IT or a State Trust
or, in the case of an IM-IT Limited Maturity, IM-IT Intermediate or IM-IT
Short Intermediate Trust, must have a fixed maturity date within the range set
forth under "Unitholder Explanations--Settlement of Bonds in the Trusts--The
Fund", (iii) must be purchased at a price that results in a yield to maturity
and in a current return, in each case as of the Date of Deposit, at least
equal to that of the Failed Bonds, (iv) shall not be "when, as and if
issued"bonds, (v) must be rated "BBB-"or better in the case of the Insured
Trusts and "A-"or better in the case of the Quality Trusts by Standard &
Poor's or "Baa"or better in the case of the Insured Trusts and "A"or better in
the case of the Quality Trusts by Moody's Investors Service, Inc. and (vi)
with respect to each Insured Trust, must be insured by one of the Preinsured
Bond Insurers or be eligible for (and when acquired be insured under) the
insurance obtained by such Insured Trust. Whenever a Replacement Bond has been
acquired for the Fund, the Trustee shall, within five days thereafter, notify
all Unitholders of the affected Trust of the acquisition of the Replacement
Bond and shall, on the next monthly distribution date which is more than 30
days thereafter, make a pro rata distribution of the amount, if any, by which
the cost to the affected Trust of the Failed Bond exceeded the cost of the
Replacement Bond plus accrued interest. Once the original corpus of a Trust is
acquired, the Trustee will have no power to vary the investment of the Trust;
i.e., the Trust will have no managerial power to take advantage of market
variation to improve a Unitholder's investment.


If the right of limited substitution described in the preceding paragraph
shall not be utilized to acquire Replacement Bonds in the event of a failed
contract, the Sponsor will refund the sales charge attributable to such Failed
Bonds to all Unitholders of the affected Trust and distribute the principal
and accrued interest (at the coupon rate of such Failed Bonds to the date the
Failed Bonds are removed from the Fund) attributable to such Failed Bonds not
more than 30 days after such removal or such earlier time as the Trustee in
its sole discretion deems to be in the interest of the Unitholders. All such
interest paid to a Unitholder which accrued after the expected date of
settlement for purchase of his Units will be paid by the Sponsor and
accordingly will not be treated as tax-exempt income. In the event a
Replacement Bond should not be acquired by the Fund, the Estimated Net Annual
Interest Income per Unit for the affected Trust would be reduced and the
Estimated Current Return and Estimated Long-Term Return thereon might be
lowered. In addition, Unitholders should be aware that they may not be able at
the time of receipt of such principal to reinvest such proceeds in other
securities at a yield equal to or in excess of the yield which such proceeds
were earning to Unitholders in the affected Trust.

Bond Redemptions. Certain of the Bonds in certain of the Trusts may be subject
to redemption prior to their stated maturity date pursuant to sinking fund
provisions, call provisions or extraordinary optional or mandatory redemption
provisions or otherwise. A sinking fund is a reserve fund accumulated over a
period of time for retirement of debt. A callable debt obligation is one which
is subject to redemption or refunding prior to maturity at the option of the
issuer. A refunding is a method by which a debt obligation is redeemed, at or
before maturity, by the proceeds of a new debt obligation. In general, call
provisions are more likely to be exercised when the offering side valuation is
at a premium over par than when it is at a discount from par. The exercise of
redemption or call provisions will (except to the extent the proceeds of the
called Bonds are used to pay for Unit redemptions) result in the distribution
of principal and may result in a reduction in the amount of subsequent
interest distributions; it may also affect the current return on Units of the
Trust involved. Each Trust portfolio contains a listing of the sinking fund
and call provisions, if any, with respect to each of the debt obligations.
Extraordinary optional redemptions and mandatory redemptions result from the
happening of certain events. Generally, events that may permit the
extraordinary optional redemption of Bonds or may require the mandatory
redemption of Bonds include, among others: a final determination that the
interest on the Bonds is taxable; the substantial damage or destruction by
fire or other casualty of the project for which the proceeds of the Bonds were
used; an exercise by a local, state or Federal governmental unit of its power
of eminent domain to take all or substantially all of the project for which
the proceeds of the Bonds were used; changes in the economic availability of
raw materials, operating supplies or facilities or technological or other
changes which render the operation of the project for which the proceeds of
the Bonds were used uneconomic; changes in law or an administrative or
judicial decree which renders the performance of the agreement under which the
proceeds of the Bonds were made available to finance the project impossible or
which creates unreasonable burdens or which imposes excessive liabilities,
such as taxes, not imposed on the date the Bonds are issued on the issuer of
the Bonds or the user of the proceeds of the Bonds; an administrative or
judicial decree which requires the cessation of a substantial part of the
operations of the project financed with the proceeds of the Bonds; an
overestimate of the costs of the project to be financed with the proceeds of
the Bonds resulting in excess proceeds of the Bonds which may be applied to
redeem Bonds; or an underestimate of a source of funds securing the Bonds
resulting in excess funds which may be applied to redeem Bonds. The issuer of
certain Bonds in a Trust may have sold or reserved the right to sell, upon the
satisfaction of certain conditions, to third parties all or any portion of its
rights to call Bonds in accordance with the stated redemption provisions of
such Bonds. In such a case the issuer no longer has the right to call the
Bonds for redemption unless it reacquires the rights from such third party. A
third party pursuant to these rights may exercise the redemption provisions
with respect to a Bond at a time when the issuer of the Bond might not have
called a Bond for redemption had it not sold such rights. The Sponsor is
unable to predict all of the circumstances which may result in such redemption
of an issue of Bonds. See "Portfolio"for each Trust and footnote (3) in the
"Notes to Portfolios". See also the discussion of single family mortgage and
multi-family revenue bonds above for more information on the call provisions
of such bonds.

Distributions. Distributions of interest received by the Fund, pro rated on an
annual basis, will be made on a monthly basis, unless the Unitholder elects to
receive them semi-annually. The first such distribution will be in the amount
indicated under "Per Unit Information"for the applicable Trust and will be
made on the fifteenth day of the month indicated under "Initial
Distribution"therein to Unitholders of record on the first day of such month.
The first distribution of funds from the Principal Account, if any, will be
made on the first semi-annual distribution date to Unitholders of record on
the first semi-annual record date, and thereafter such distributions will be
made on a semi-annual basis, except under certain special circumstances (see
"Unitholder Explanations--Public Offering -Distributions of Interest and
Principal").

Change of Distribution Option. The plan of distribution selected by a
Unitholder will remain in effect until changed. Unitholders purchasing Units
in the secondary market will initially receive distributions in accordance
with the election of the prior owner. Unitholders may change the plan of
distribution in which they are participating. For convenience of Unitholders,
the Trustee will furnish a card for this purpose; cards may also be obtained
upon request from the Trustee. Unitholders desiring to change their plan of
distribution may so indicate on the card and return it together with their
certificate and such other documentation that the Trustee may then require, to
the Trustee. Certificates should only be sent by registered or certified mail
to minimize the possibility of their being lost or stolen. If the card and
certificate are properly presented to the Trustee, the change will become
effective as of the opening of business on the first day after the next
succeeding semi-annual record date and will be effective, unless further
changed, for all subsequent distributions.

Certificates. The Trustee is authorized to treat as the record owner of Units
that person who is registered as such owner on the books of the Trustee.
Ownership of Units of each Trust is evidenced by separate registered
certificates executed by the Trustee and the Sponsor. Certificates are
transferable by presentation and surrender to the Trustee properly endorsed or
accompanied by a written instrument or instruments of transfer. A Unitholder
must sign exactly as his name appears on the face of the certificate with the
signature guaranteed by a participant in the Securities Transfer Agents
Medallion Program ("STAMP") or such other signature guaranty program in
addition to, or in substitution for, STAMP, as may be accepted by the Trustee.
In certain instances the Trustee may require additional documents such as, but
not limited to, trust instruments, certificates of death, appointments as
executor or administrator or certificates of corporate authority. Certificates
will be issued in denominations of one Unit or any multiple thereof.
Certificates for Units will bear appropriate notations on their face
indicating which plan of distribution has been selected in respect thereof. If
a change in the plan of distribution is made, the existing certificate must be
surrendered to the Trustee and a new certificate will be issued, at no charge
to the Unitholder, to reflect the currently effective plan of distribution.

Although no such charge is now made or contemplated, the Trustee may require a
Unitholder to pay a reasonable fee for each certificate re-issued (other than
as a result of a change in plan of distribution) or transferred and to pay any
governmental charge that may be imposed in connection with each such transfer
or interchange. Destroyed, stolen, mutilated or lost certificates will be
replaced upon delivery to the Trustee of satisfactory indemnity, evidence of
ownership and payment of expenses incurred. Mutilated certificates must be
surrendered to the Trustee for replacement.

ESTIMATED CURRENT RETURNS AND ESTIMATED LONG-TERM RETURNS

As of the close of business on the day before the Date of Deposit (except for
the IM-IT as of 8:00 A.M. Central Time on the Date of Deposit) the Estimated
Current Returns and the Estimated Long-Term Returns, under the monthly and
semi-annual distribution plans, were as set forth in the "Per Unit
Information"for each Trust. Estimated Current Return is calculated by dividing
the estimated net annual interest income per Unit by the Public Offering
Price. The estimated net annual interest income per Unit will vary with
changes in fees and expenses of the Trustee and the Evaluator and with the
principal prepayment, redemption, maturity, exchange or sale of Securities
while the Public Offering Price will vary with changes in the offering price
of the underlying Securities; therefore, there is no assurance that the
present Estimated Current Return will be realized in the future. Estimated
Long-Term Return is calculated using a formula which (1) takes into
consideration, and determines and factors in the relative weightings of, the
market values, yields (which takes into account the amortization of premiums
and the accretion of discounts) and estimated retirements of all of the
Securities in a Trust and (2) takes into account the expenses and sales charge
associated with each Trust Unit. Since the market values and estimated
retirements of the Securities and the expenses of a Trust will change, there
is no assurance that the present Estimated Long-Term Return will be realized
in the future. The Estimated Current Return and Estimated Long-Term Return are
expected to differ because the calculation of Estimated Long-Term Return
reflects the estimated date and amount of principal returned while the
Estimated Current Return calculation includes only net annual interest income
and Public Offering Price.


In order to acquire certain of the Securities contracted for by the Sponsor
for deposit in the Fund, it may be necessary for the Sponsor or Trustee to pay
on the settlement dates for delivery of such Securities amounts covering
accrued interest on such Securities which exceed the amounts which will be
made available through cash furnished by the Sponsor on the Date of Deposit,
which amount of cash may exceed the interest which would accrue to the First
Settlement Date. The Trustee has agreed to pay for any amounts necessary to
cover any such excess and will be reimbursed therefor, when funds become
available from interest payments on the particular Securities with respect to
which such payments may have been made. Also, since interest on any "when, as
and if issued"Securities does not begin accruing as tax-exempt interest income
to the benefit of Unitholders until their respective dates of delivery, the
Trustee may, in order to maintain (or in some cases approach) for the
Unitholders the same estimated net annual interest incomes during the first
year of the Trusts' operations as is indicated under "Per Unit Information"for
the applicable Trust, reduce its fee (and to the extent necessary pay Trust
expenses) in an amount equal to that indicated under "Per Unit Information"for
the applicable Trust.

INTEREST EARNING SCHEDULE

Calculation of Estimated Net Annual Interest Income. The estimated net annual
interest income is based on 360 days. To account for the estimated net annual
interest income per Unit in a Trust, it is necessary to use the following
information.

The beginning interest date for each Trust is July 5, 1995. The first monthly
record date for each Trust (August 1, 1995) is 26 days from such date. The
daily rates of estimated net annual interest income per Unit accrued on a
monthly basis are $.15061, $.11858, $.15036, $.14729, $.14815 and $.15082 for
the IM-IT, IM-IT Short Intermediate, California IM-IT, Georgia IM-IT, Michigan
IM-IT and Maryland Quality Trusts, respectively. This amounts to $3.92, $3.08,
$3.91, $3.83, $3.85 and $3.92 for the IM-IT, IM-IT Short Intermediate,
California IM-IT, Georgia IM-IT, Michigan IM-IT and Maryland Quality Trusts,
respectively.

Utilizing the preceding information assuming the monthly payment option, the
following procedure illustrates the calculation of first year estimated net
annual interest income per Unit for the California IM-IT Trust:

The California IM-IT Trust accrues
$3.91 to the first record date plus
$45.10 which is 10 normal distributions at $4.51, and finally adding 
$5.12 which has accrued from June 1, 1996 until July 5, 1996 which completes
the 360 day cycle (34 days times the daily factor)

Total $54.13 interest earned / $1,000.00 (Date of Deposit Public Offering
Price) = 5.41% Estimated Current Return as of the Date of Deposit.


ACCRUED INTEREST

Accrued Interest. Accrued interest is an accumulation of unpaid interest on
securities which generally is paid semi-annually, although the Trust accrues
such interest daily. Because of this, the Trust always has an amount of
interest earned but not yet collected by the Trustee. For this reason, with
respect to sales settling subsequent to the First Settlement Date, the Public
Offering Price of Units will have added to it the proportionate share of
accrued interest to the date of settlement. Unitholders will receive on the
next distribution date of the Trust the amount, if any, of accrued interest
paid on their Units.

In an effort to reduce the amount of accrued interest which would otherwise
have to be paid by Unitholders, the Trustee will advance the amount of accrued
interest to the Sponsor as the Unitholder of record as of the First Settlement
Date. Consequently, the amount of accrued interest to be added to the Public
Offering Price of Units will include only accrued interest from the First
Settlement Date to the date of settlement, less any distributions from the
Interest Account subsequent to the First Settlement Date. See "Public
Offering--Distributions of Interest and Principal."

Because of the varying interest payment dates of the Securities, accrued
interest at any point in time will be greater than the amount of interest
actually received by a Trust and distributed to Unitholders. If a Unitholder
sells or redeems all or a portion of his Units, he will be entitled to receive
his proportionate share of the accrued interest from the purchaser of his
Units. Since the Trustee has the use of the funds held in the Interest Account
for distributions to Unitholders and since such Account is
non-interest-bearing to Unitholders, the Trustee benefits thereby.

PUBLIC OFFERING

General. Units are offered at the Public Offering Price. During the initial
offering period the Public Offering Price is based on the offering prices of
the Securities in each Trust and includes a sales charge of 4.9% of the Public
Offering Price (5.152% of the aggregate offering price of the Securities) for
an IM-IT or a State Trust, 4.3% of the Public Offering Price (4.493% of the
aggregate offering price of the Securities) for an IM-IT Limited Maturity
Trust, 3.9% of the Public Offering Price (4.058% of the aggregate offering
price of the Securities) for an IM-IT Intermediate Trust and 3.0% of the
Public Offering Price (3.093% of the aggregate offering price of the
Securities) for an IM-IT Short Intermediate Trust. After the initial public
offering period, the secondary market Public Offering Price is based on the
bid prices of the Securities in each Trust and includes a sales charge
determined in accordance with the table set forth below, which is based upon
the dollar weighted average maturity of each Trust plus in each case accrued
interest, if any. For purposes of computation, Bonds will be deemed to mature
on their expressed maturity dates unless: (a) the Bonds have been called for
redemption or funds or securities have been placed in escrow to redeem them on
an earlier call date, in which case such call date will be deemed to be the
date upon which they mature; or (b) such Bonds are subject to a "mandatory
tender", in which case such mandatory tender will be deemed to be the date
upon which they mature. 

The effect of this method of sales charge computation will be that different
sales charge rates will be applied to each Trust based upon the dollar
weighted average maturity of such Trust's Portfolio, in accordance with the
following schedule: 

<TABLE>
<CAPTION>
                     Sales Charge Years To Maturity    Sales Charge
Years To Maturity                                              
<S>                  <C>        <C>                  <C>       
1                       1.523 % 9                        4.712%
2                       2.041   10                      4.932  
3                       2.564   11                      4.932  
4                       3.199   12                      4.932  
5                       3.842   13                      5.374  
6                       4.058   14                      5.374  
7                       4.275   15                      5.374  
8                       4.493   16 to 30                6.045  
</TABLE>


The sales charges in the above table are expressed as a percentage of the
aggregate bid prices of the Securities in a Trust. Expressed as a percent of
the Public Offering Price, the sales charge on a Trust consisting entirely of
a portfolio of Bonds with 15 years to maturity would be 5.10%. The sales
charge applicable to quantity purchases during the initial offering period is,
however, reduced on a graduated basis to any person acquiring 100 or more
Units as follows: 


<TABLE>
<CAPTION>
                       Dollar   Amount of Sales 
                       Charge   Reduction Per Unit 
<S>                    <C>          <C>       
                       IM-IT,State                
Aggregate Number of    and National           
Units Purchased         Quality             
                       Trusts        Other Trusts 
100-249 Units......... $    4.00    $    4.00  
250-499 Units......... $    6.00    $    6.00  
500-999 Units......... $   14.00    $    9.00  
1,000 or more Units... $   19.00    $   11.00  
</TABLE>


Any such reduced sales charge shall be the responsibility of the selling
Underwriter, broker, dealer or agent. The Sponsor will, however, increase the
concession or agency commission for such quantity purchases. See "Public
Offering--Unit Distribution". This reduced sales charge structure will apply
on all purchases by the same person from any one Underwriter or dealer of
units of Van Kampen American Capital-sponsored unit investment trusts which
are being offered in the initial offering period (a) on any one day (the
"Initial Purchase Date") or (b) on any day subsequent to the Initial Purchase
Date, if (1) the units purchased are of a unit investment trust purchased on
the Initial Purchase Date, and (2) the person purchasing the units purchased a
sufficient amount of units on the Initial Purchase Date to qualify for a
reduced sales charge on such date. In the event units of more than one trust
are purchased on the Initial Purchase Date, the aggregate dollar amount of
such purchases will be used to determine whether purchasers are eligible for a
reduced sales charge. Such aggregate dollar amount will be divided by the
public offering price per unit (on the day preceding the date of purchase) of
each respective trust purchased to determine the total number of units which
such amount could have purchased of each individual trust. Purchasers must
then consult the applicable trust's prospectus to determine whether the total
number of units which could have been purchased of a specific trust would have
qualified for a reduced sales charge and, if so qualified, the amount of such
reduction. Assuming a purchaser qualifies for a sales charge reduction or
reductions, to determine the applicable sales charge reduction or reductions
it is necessary to accumulate all purchases made on the Initial Purchase Date
and all purchases made in accordance with (b) above. Units purchased in the
name of the spouse of a purchaser or in the name of a child of such purchaser
under 21 years of age will be deemed for the purposes of calculating the
applicable sales charge to be additional purchases by the purchaser. The
reduced sales charges will also be applicable to a trustee or other fiduciary
purchasing securities for one or more trust estate or fiduciary accounts.
Employees of Van Kampen American Capital Distributors, Inc. and its
subsidiaries may purchase Units of the Trust at the current Public Offering
Price less the underwriting commission during the initial offering period, and
less the dealer's concession for secondary market transactions. Registered
representatives of selling Underwriters may purchase Units of the Fund at the
current Public Offering Price less the underwriting commission during the
initial offering period, and less the dealer's concession for secondary market
transactions. Registered representatives of selling brokers, dealers, or
agents may purchase Units of the Fund at the current Public Offering Price
less the dealer's concession during the initial offering period and for
secondary market transactions.

Units may be purchased in the primary or secondary market at the Public
Offering Price (for purchases which do not qualify for a sales charge
reduction for quantity purchases) less the concession the Sponsor typically
allows to brokers and dealers for purchases (see "Trust
Administration--General--Unit Distribution") by (1) investors who purchase
Units through registered investment advisers, certified financial planners and
registered broker-dealers who in each case either charge periodic fees for
financial planning, investment advisory or asset management services, or
provide such services in connection with the establishment of an investment
account for which a comprehensive "wrap fee"charge is imposed, (2) bank trust
departments investing funds over which they exercise exclusive discretionary
investment authority and that are held in a fiduciary, agency, custodial or
similar capacity, (3) any person who for at least 90 days, has been an
officer, director or bona fide employee of any firm offering Units for sale to
investors or their immediate family members (as described above) and (4)
officers and directors of bank holding companies that make Units available
directly or through subsidiaries or bank affiliates. Notwithstanding anything
to the contrary in this Prospectus, such investors, bank trust departments,
firm employees and bank holding company officers and directors who purchase
Units through this program will not receive sales charge reductions for
quantity purchases.

Offering Price. Public Offering Price of the Units will vary from the amounts
stated under "Summary of Essential Financial Information"in accordance with
fluctuations in the prices of the underlying Securities in each Trust.


As indicated above, the price of the Units as of the date the Securities were
deposited in each Trust was determined by adding to the aggregate offering
price of the Securities of a Trust an amount equal to the applicable sales
charge expressed as a percentage of the aggregate offering price of the
Securities and dividing the sum so obtained by the number of Units
outstanding. This computation produced a gross underwriting commission equal
to such sales charge expressed as a percentage of the Public Offering Price.
Such price determination as of the close of business on the day before the
Date of Deposit (except for the IM-IT as of 8:00 A.M. Central Time on the Date
of Deposit) was made on the basis of an evaluation of the Securities in each
Trust prepared by Interactive Data Services, Inc., a firm regularly engaged in
the business of evaluating, quoting or appraising comparable securities. After
the close of business on the day before the Date of Deposit (except for the
IM-IT as of 8:00 A.M. Central Time on the Date of Deposit) and during the
period of initial offering, the Evaluator will appraise or cause to be
appraised daily the value of the underlying Securities of each Trust as of
4:00 P.M. Eastern time on days the New York Stock Exchange is open for
business and will adjust the Public Offering Price of the Units commensurate
with such appraisal. Such Public Offering Price will be effective for all
orders received at or prior to 4:00 P.M. Eastern time on each such day. Orders
received by the Trustee, Sponsor or any Underwriter for purchases, sales or
redemptions after that time, or on a day when the New York Stock Exchange is
closed, will be held until the next determination of price. For secondary
market sales the Public Offering Price per Unit will be equal to the aggregate
bid price of the Securities in the Trust plus an amount equal to the
applicable secondary market sales charge expressed as a percentage of the
aggregate bid price of the Securities and dividing the sum so attained by the
number of Units then outstanding. This computation produces a gross commission
equal to such sales charge expressed as a percentage of the Public Offering
Price. For secondary market purposes such appraisal and adjustment with
respect to a Trust will be made by the Evaluator as of 4:00 P.M. Eastern time
on days in which the New York Stock Exchange is open for each day on which any
Unit of such Trust is tendered for redemption, and it shall determine the
aggregate value of any Trust as of 4:00 P.M. Eastern time on such other days
as may be necessary.


The aggregate price of the Securities in each Trust has been and will be
determined on the basis of bid prices or offering prices, as is appropriate,
(a) on the basis of current market prices for the Securities obtained from
dealers or brokers who customarily deal in bonds comparable to those held by
the Fund; (b) if such prices are not available for any particular Securities,
on the basis of current market prices for comparable bonds; (c) by causing the
value of the Securities to be determined by others engaged in the practice of
evaluation, quoting or appraising comparable bonds; or (d) by any combination
of the above. Market prices of the Securities will generally fluctuate with
changes in market interest rates. Unless Bonds are in default in payment of
principal or interest or in significant risk of such default, the Evaluator
will not attribute any value to the insurance obtained by an Insured Trust, if
any.

The Evaluator will consider in its evaluation of Bonds which are in default in
payment of principal or interest or, in the Sponsor's opinion, in significant
risk of such default (the "Defaulted Bonds") the value of the insurance
guaranteeing interest and principal payments. The value of the insurance will
be equal to the difference between (i) the market value of Defaulted Bonds
assuming the exercise of the right to obtain Permanent Insurance (less the
insurance premiums and related expenses attributable to the purchase of
Permanent Insurance) and (ii) the market value of such Defaulted Bonds not
covered by Permanent Insurance. In addition, the Evaluator will consider the
ability of the affected Portfolio Insurer to meet its commitments under any
Trust insurance policy, including the commitments to issue Permanent
Insurance. It is the position of the Sponsor that this is a fair method of
valuing the Bonds and the insurance obtained by an Insured Trust and reflects
a proper valuation method in accordance with the provisions of the Investment
Company Act of 1940.

No value has been ascribed to insurance obtained by an Insured Trust, if any,
as of the date of this Prospectus.

The initial or primary Public Offering Price of the Units is equal to the
offering price per Unit of the underlying Securities in each Trust plus the
applicable sales charge plus interest accrued but unpaid from the First
Settlement Date to the date of settlement. The secondary market Public
Offering Price is equal to the bid price per Unit of the Securities in each
Trust plus the applicable sales charge plus accrued interest. The offering
price of Securities in each Trust may be expected to average approximately
0.5%-1% more than the bid price of such Securities. On the Date of Deposit,
the offering side evaluations of the Securities in the Trusts were higher than
the bid side evaluations of such Securities by the respective amounts
indicated under footnote (5) in "Notes to Portfolios".

Although payment is normally made three business days following the order for
purchase, payment may be made prior thereto. A person will become the owner of
Units on the date of settlement provided payment has been received. Cash, if
any, made available to the Sponsor prior to the date of settlement for the
purchase of Units may be used in the Sponsor's business and may be deemed to
be a benefit to the Sponsor, subject to the limitations of the Securities
Exchange Act of 1934. Delivery of certificates representing Units so ordered
will be made three business days following such order or shortly thereafter.
See "Redemption of Units"below for information regarding the ability to redeem
Units ordered for purchase.

Market for Units. During the initial public offering period, the Sponsor
and/or certain of the Underwriters intend to offer to purchase Units at a
price equivalent to the Public Offering Price which is based upon the
aggregate offering price per Unit of the underlying Securities in each Trust
plus accrued interest to the date of settlement less the related sales
commission. Afterward, although they are not obligated to do so, the Sponsor
intends to, and certain of the other Underwriters may, maintain a market for
the Units offered hereby and to offer continuously to purchase such Units at
prices, subject to change at any time, based upon the aggregate bid prices of
the Securities in the portfolio of each Trust plus interest accrued to the
date of settlement and plus any principal cash on hand, less any amounts
representing taxes or other governmental charges payable out of the Trust and
less any accrued Trust expenses. If the supply of Units exceeds demand or if
some other business reason warrants it, the Sponsor and/or the Underwriters
may either discontinue all purchases of Units or discontinue purchases of
Units at such prices. In the event that a market is not maintained for the
Units and the Unitholder cannot find another purchaser, a Unitholder of any
Trust desiring to dispose of his Units may be able to dispose of such Units
only by tendering them to the Trustee for redemption at the Redemption Price,
which is based upon the aggregate bid price of the Securities in the portfolio
of such Trust plus any accrued interest. The aggregate bid prices of the
underlying Securities in a Trust are expected to be less than the related
aggregate offering prices. See "Redemption of Units"below. A Unitholder who
wishes to dispose of his Units should inquire of his broker as to current
market prices in order to determine whether there is in existence any price in
excess of the Redemption Price and, if so, the amount thereof.

Distributions of Interest and Principal. Interest received by the Fund,
including that part of the proceeds of any disposition of Securities which
represents accrued interest, is credited by the Trustee to the Interest
Account for the appropriate Trust. Other receipts are credited to the
Principal Account for the appropriate Trust. Interest received by the Fund
after deduction of amounts sufficient to reimburse the Trustee, without
interest, for any amounts advanced and paid to the Sponsor as the Unitholder
of record as of the First Settlement Date (see "Public Offering--Offering
Price"above) will be distributed on or shortly after the fifteenth day of each
month on a pro rata basis to Unitholders of record of a Trust as of the
preceding record date who are entitled to distributions at that time under the
plan of distributions chosen. All distributions will be net of applicable
expenses. The pro rata share of cash in the Principal Account of a Trust will
be computed as of the date set forth under "Per Unit Information"for the
applicable Trust, and thereafter as of the semi-annual record date, and
distributions to the Unitholders as of such record date will be made on or
shortly after the fifteenth day of such month. Proceeds received from the
disposition of any of the Securities after such record date and prior to the
following distribution date will be held in the Principal Account and not
distributed until the next distribution date. The Trustee is not required to
pay interest on funds held in any Principal or Interest Account (but may
itself earn interest thereon and therefore benefits from the use of such
funds) nor to make a distribution from the Principal Account unless the amount
available for distribution therein shall equal at least $1.00 per Unit.
However, should the amount available for distribution in the Principal Account
equal or exceed $10.00 per Unit, the Trustee will make a special distribution
from the Principal Account on the next succeeding monthly distribution date to
holders of record on the related monthly record date.

The distribution to the Unitholders of a Trust as of each record date after
the First Settlement Date will be made on the following distribution date or
shortly thereafter and shall consist of an amount substantially equal to such
portion of the Unitholder's pro rata share of the estimated net annual
interest income in the Interest Account of such Trust after deducting
estimated expenses attributable as is consistent with the distribution plan
chosen. Because interest payments are not received by the Fund at a constant
rate throughout the year, such interest distribution may be more or less than
the amount credited to such Interest Account as of the record date. For the
purpose of minimizing fluctuations in the distributions from an Interest
Account, the Trustee is authorized to advance such amounts as may be necessary
to provide interest distributions of approximately equal amounts. The Trustee
shall be reimbursed for any such advances from funds in the applicable
Interest Account on the ensuing record date. Persons who purchase Units
between a record date and a distribution date will receive their first
distribution on the second distribution date after the purchase, under the
applicable plan of distribution.

As of the first day of each month, the Trustee will deduct from the Interest
Account and, to the extent funds are not sufficient therein, from the
Principal Account, amounts necessary to pay the expenses of the Fund (as
determined on the basis set forth under "Trust Administration--Fund
Administration and Expenses"). The Trustee also may withdraw from said
Accounts such amounts, if any, as it deems necessary to establish a reserve
for any governmental charges payable out of the Fund. Amounts so withdrawn
shall not be considered a part of the Fund's assets until such time as the
Trustee shall return all or any part of such amounts to the appropriate
Accounts. In addition, the Trustee may withdraw from the Interest and
Principal Accounts such amounts as may be necessary to cover purchases of
Replacement Bonds and redemptions of Units by the Trustee.

Reinvestment Option. Unitholders of all unit investment trusts sponsored by
Van Kampen American Capital Distributors, Inc. (except Unitholders of a New
York IM-IT Trust or a New York IM-IT Intermediate Laddered Maturity Trust),
may elect to have each distribution of interest income, capital gains and/or
principal on their Units automatically reinvested in shares of any of the open
ended mutual funds (except for B shares) listed under "Trust
Administration--Sponsor"which are registered in the Unitholder's state of
residence. New York IM-IT Trust and New York IM-IT Intermediate Laddered
Maturity Trust Unitholders, other than those residing in the Commonwealth of
Massachusetts, may elect to have each distribution of interest income, capital
gains and/or principal on their Units automatically reinvested in shares of
First Investors New York Insured Tax Free Fund, Inc., a fund which invests
primarily in securities exempt from federal and New York state and city income
tax. Such mutual funds are hereinafter collectively referred to as the
"Reinvestment Funds".

Each Reinvestment Fund has investment objectives which differ in certain
respects from those of the Trusts. The prospectus relating to each
Reinvestment Fund describes the investment policies of such fund and sets
forth the procedures to follow to commence reinvestment. A Unitholder may
obtain a prospectus for the respective Reinvestment Funds from Van Kampen
American Capital Distributors, Inc. at One Parkview Plaza, Oakbrook Terrace,
Illinois 60181. Texas residents who desire to reinvest may request that a
broker-dealer registered in Texas send the prospectus relating to the
respective fund.

After becoming a participant in a reinvestment plan, each distribution of
interest income, capital gains and/or principal on the participant's Units
will, on the applicable distribution date, automatically be applied, as
directed by such person, as of such distribution date by the Trustee to
purchase shares (or fractions thereof) of the applicable Reinvestment Fund at
a net asset value as computed as of the close of trading on the New York Stock
Exchange on such date, plus a sales charge of $1.00 per $100 of reinvestment
except if the participant selects the First Investors New York Insured Tax
Free Fund, Inc., in which case the sales charge will be $1.50 per $100 of
reinvestment, or except if the participant selects the Van Kampen Merritt
Money Market Fund, the Van Kampen Merritt Tax Free Money Fund, the Van Kampen
Merritt Florida Insured Tax Free Income Fund, the Van Kampen Merritt New
Jersey Tax Free Income Fund, or the Van Kampen Merritt New York Tax Free
Income Fund, in which case no sales charge applies. A minimum of one-half of
such sales charge would be paid to Van Kampen American Capital Distributors,
Inc. for all Reinvestment Funds except First Investors New York Insured Tax
Free Fund, Inc., in which case such sales charge would be paid to First
Investors Management Company, Inc.

Confirmations of all reinvestments by a Unitholder into a Reinvestment Fund
will be mailed to the Unitholder by such Reinvestment Fund.

A participant may at any time prior to five days preceding the next succeeding
distribution date, by so notifying the Trustee in writing, elect to terminate
his or her reinvestment plan and receive future distributions of his or her
Units in cash. There will be no charge or other penalty for such termination.
Each Reinvestment Fund, its sponsor and investment adviser shall have the
right to terminate at any time the reinvestment plan relating to such fund.

Redemption of Units. A Unitholder may redeem all or a portion of his Units by
tender to the Trustee, at its Unit Investment Trust Division, 101 Barclay
Street, 20th Floor, New York, New York 10286, of the certificates representing
the Units to be redeemed, duly endorsed or accompanied by proper instruments
of transfer with signature guaranteed (or by providing satisfactory indemnity,
as in connection with lost, stolen or destroyed certificates) and by payment
of applicable governmental charges, if any. Thus, redemption of Units cannot
be effected until certificates representing such Units have been delivered to
the person seeking redemption or satisfactory indemnity provided. No
redemption fee will be charged. On the third business day following such
tender the Unitholder will be entitled to receive in cash an amount for each
Unit equal to the Redemption Price per Unit next computed after receipt by the
Trustee of such tender of Units. The "date of tender"is deemed to be the date
on which Units are received by the Trustee, except that as regards Units
received after 4:00 P.M. Eastern time on days of trading on the New York Stock
Exchange, the date of tender is the next day on which such Exchange is open
for trading and such Units will be deemed to have been tendered to the Trustee
on such day for redemption at the Redemption Price computed on that day.

Under regulations issued by the Internal Revenue Service, the Trustee will be
required to withhold a specified percentage of the principal amount of a Unit
redemption if the Trustee has not been furnished the redeeming Unitholder's
tax identification number in the manner required by such regulations. Any
amount so withheld is transmitted to the Internal Revenue Service and may be
recovered by the Unitholder only when filing a return. Under normal
circumstances the Trustee obtains the Unitholder's tax identification number
from the selling broker. However, at any time a Unitholder elects to tender
Units for redemption, such Unitholder should provide a tax identification
number to the Trustee in order to avoid this possible "back-up withholding"in
the event the Trustee has not been previously provided such number.

Accrued interest paid on redemption shall be withdrawn from the Interest
Account of such Trust or, if the balance therein is insufficient, from the
Principal Account of such Trust. All other amounts will be withdrawn from the
Principal Account of such Trust. The Trustee is empowered to sell underlying
Securities of a Trust in order to make funds available for redemption. Units
so redeemed shall be cancelled.

The Redemption Price per Unit (as well as the secondary market Public Offering
Price) will be determined on the basis of the bid price of the Securities in
each Trust, while the initial and primary Public Offering Price of Units will
be determined on the basis of the offering price of the Securities in each
Trust, as of 4:00 P.M. Eastern time on days of trading on the New York Stock
Exchange on the date any such determination is made. On the Date of Deposit
the Public Offering Price per Unit (which is based on the offering prices of
the Bonds in each Trust and includes the sales charge) exceeded the value at
which Units could have been redeemed (based upon the current bid prices of the
Securities in such Trust) by the amount shown under "Summary of Essential
Financial Information". While the Trustee has the power to determine the
Redemption Price per Unit when Units are tendered for redemption, such
authority has been delegated to the Evaluator which determines the price per
Unit on a daily basis. The Redemption Price per Unit is the pro rata share of
each Unit in each Trust on the basis of (i) the cash on hand in such Trust or
moneys in the process of being collected, (ii) the value of the Securities in
such Trust based on the bid prices of the Securities therein, except for cases
in which the value of insurance has been included, (iii) interest accrued
thereon, less (a) amounts representing taxes or other governmental charges
payable out of such Trust and (b) the accrued expenses of such Trust. The
Evaluator may determine the value of the Securities in each Trust by employing
any of the methods set forth in "Public Offering--Offering Price". In
determining the Redemption Price per Unit no value will be assigned to the
portfolio insurance maintained on the Bonds in an Insured Trust unless such
Bonds are in default in payment of principal or interest or in significant
risk of such default. For a description of the situations in which the
Evaluator may value the insurance obtained by the Insured Trusts, see "Public
Offering--Offering Price"above.

The price at which Units may be redeemed could be less than the price paid by
the Unitholder and may be less than the par value of the Securities
represented by the Units so redeemed. As stated above, the Trustee may sell
Securities to cover redemptions. When Securities are sold, the size and
diversity of the affected Trust will be reduced. Such sales may be required at
a time when Securities would not otherwise be sold and might result in lower
prices than might otherwise be realized.

The right of redemption may be suspended and payment postponed for any period
during which the New York Stock Exchange is closed, other than for customary
weekend and holiday closings, or during which the Securities and Exchange
Commission determines that trading on that Exchange is restricted or an
emergency exists, as a result of which disposal or evaluation of the
Securities in the Trusts is not reasonably practicable, or for such other
periods as the Securities and Exchange Commission may by order permit. Under
certain extreme circumstances the Sponsor may apply to the Securities and
Exchange Commission for an order permitting a full or partial suspension of
the right of Unitholders to redeem their Units.

Reports Provided. The Trustee shall furnish Unitholders of a Trust in
connection with each distribution a statement of the amount of interest and
the amount of other receipts (received since the preceding distribution), if
any, being distributed expressed in each case as a dollar amount representing
the pro rata share of each Unit of a Trust outstanding. For as long as the
Trustee deems it to be in the best interests of the Unitholders, the accounts
of each Trust shall be audited, not less frequently than annually, by
independent certified public accountants and the report of such accountants
shall be furnished by the Trustee to Unitholders of such Trusts upon request.
Within a reasonable period of time after the end of each calendar year, the
Trustee shall furnish to each person who at any time during the calendar year
was a registered Unitholder of a Trust a statement (i) as to the Interest
Account: interest received (including amounts representing interest received
upon any disposition of Securities) and the percentage of such interest by
states in which the issuers of the Securities are located, deductions for
applicable taxes and for fees and expenses of such Trust, for purchases of
Replacement Bonds and for redemptions of Units, if any, and the balance
remaining after such distributions and deductions, expressed in each case both
as a total dollar amount and as a dollar amount representing the pro rata
share of each Unit outstanding on the last business day of such calendar year;
(ii) as to the Principal Account: the dates of disposition of any Securities
and the net proceeds received therefrom (excluding any portion representing
accrued interest), the amount paid for purchases of Replacement Bonds and for
redemptions of Units, if any, deductions for payment of applicable taxes and
fees and expenses of the Trustee, the amount of "when issued"interest treated
as a return of capital, if any, and the balance remaining after such
distributions and deductions expressed both as a total dollar amount and as a
dollar amount representing the pro rata share of each Unit outstanding on the
last business day of such calendar year; (iii) a list of the Securities held
and the number of Units outstanding on the last business day of such calendar
year; (iv) the Redemption Price per Unit based upon the last computation
thereof made during such calendar year; and (v) amounts actually distributed
during such calendar year from the Interest and Principal Accounts, separately
stated, expressed both as total dollar amounts and as dollar amounts
representing the pro rata share of each Unit outstanding.

In order to comply with Federal and state tax reporting requirements,
Unitholders will be furnished, upon request to the Trustee, evaluations of the
Securities in a Trust furnished to it by the Evaluator.

Each distribution statement of a Trust will reflect pertinent information in
respect of the other plan of distribution so that Unitholders may be informed
regarding the results of such other plan of distribution.

INSURANCE ON THE BONDS IN THE INSURED TRUSTS

Insurance has been obtained by each Insured Trust or by the issuer of such
Bonds, or by a prior owner of such Bonds, or by the Sponsor prior to the
deposit of such Bonds in a Trust guaranteeing prompt payment of interest and
principal, when due, in respect of the Bonds in such Trust. See "Unitholder
Explanations--Settlement of Bonds in the Trusts--Objectives and Securities
Selection". An insurance policy obtained by an Insured Trust, if any, is
non-cancellable and will continue in force so long as such Trust is in
existence, the respective Portfolio Insurer referred to below is still in
business and the Bonds described in such policy continue to be held by such
Trust (see "Portfolio"for the respective Insured Trust). Any portfolio
insurance premium for an Insured Trust, which is an obligation of such Trust,
is paid by each Trust on a monthly basis. Non-payment of premiums on a policy
obtained by an Insured Trust will not result in the cancellation of insurance
but will force the insurer to take action against the Trustee to recover
premium payments due it. The Trustee in turn will be entitled to recover such
payments from such Trust. Premium rates for each issue of Bonds protected by a
policy obtained by an Insured Trust, if any, are fixed for the life of the
Trust. The premium for any Preinsured Bond insurance has been paid by such
issuer, by a prior owner of such Bonds or the Sponsor and any such policy or
policies are non-cancellable and will continue in force so long as the Bonds
so insured are outstanding and the respective Preinsured Bond Insurer remains
in business. If the provider of an original issuance insurance policy is
unable to meet its obligations under such policy or if the rating assigned to
the claims-paying ability of any such insurer deteriorates, the Portfolio
Insurers have no obligation to insure any issue adversely affected by either
of the above described events.

The aforementioned portfolio insurance obtained by an Insured Trust, if any,
guarantees the timely payment of principal and interest on the Bonds as they
fall due. For the purposes of insurance obtained by an Insured Trust, "when
due"generally means the stated maturity date for the payment of principal and
interest. However, in the event (a) an issuer of a Bond defaults in the
payment of principal or interest on such Bond, (b) such issuer enters into a
bankruptcy proceeding or (c) the maturity of such Bond is accelerated, the
affected Portfolio Insurer has the option, in its sole discretion, after
receiving notice of the earliest to occur of such a default, bankruptcy
proceeding or acceleration to pay the outstanding principal amount of such
Bond plus accrued interest to the date of such payment and thereby retire the
Bond from the affected Trust prior to such Bond's stated maturity date. The
insurance does not guarantee the market value of the Bonds or the value of the
Units. Insurance obtained by an Insured Trust, if any, is only effective as to
Bonds owned by and held in such Trust. In the event of a sale of any such Bond
by the Trustee, such insurance terminates as to such Bond on the date of sale.

Pursuant to an irrevocable commitment of the Portfolio Insurers, the Trustee,
upon the sale of a Bond covered under a portfolio insurance policy obtained by
an Insured Trust, has the right to obtain permanent insurance with respect to
such Bond (i.e., insurance to maturity of the Bonds regardless of the identity
of the holder thereof) (the "Permanent Insurance") upon the payment of a
single predetermined insurance premium and any expenses related thereto from
the proceeds of the sale of such Bond. Accordingly, any Bond in an Insured
Trust is eligible to be sold on an insured basis. It is expected that the
Trustee would exercise the right to obtain Permanent Insurance only if upon
such exercise the affected Trust would receive net proceeds (sale of Bond
proceeds less the insurance premium and related expenses attributable to the
Permanent Insurance) from such sale in excess of the sale proceeds if such
Bonds were sold on an uninsured basis. The insurance premium with respect to
each Bond eligible for Permanent Insurance would be determined based upon the
insurability of each Bond as of the Date of Deposit and would not be increased
or decreased for any change in the creditworthiness of each Bond.

The Sponsor believes that the Permanent Insurance option provides an advantage
to an Insured Trust in that each Bond insured by a Trust insurance policy may
be sold out of the affected Trust with the benefits of the insurance attaching
thereto. Thus, the value of the insurance, if any, at the time of sale, can be
realized in the market value of the Bond so sold (which is not the case in
connection with any value attributable to an Insured Trust's portfolio
insurance). See "Public Offering--Offering Price". Because any such insurance
value may be realized in the market value of the Bond upon the sale thereof
upon exercise of the Permanent Insurance option, the Sponsor anticipates that
(a) in the event an Insured Trust were to be comprised of a substantial
percentage of Bonds in default or significant risk of default, it is much less
likely that such Trust would need at some point in time to seek a suspension
of redemptions of Units than if such Trust were to have no such option (see
"Public Offering--Redemption of Units") and (b) at the time of termination of
an Insured Trust, if such Trust were holding defaulted Bonds or Bonds in
significant risk of default such Trust would not need to hold such Bonds until
their respective maturities in order to realize the benefits of such Trust's
portfolio insurance (see "Trust Administration--Amendment or Termination").

Except as indicated below, insurance obtained by an Insured Trust has no
effect on the price or redemption value of Units. It is the present intention
of the Evaluator to attribute a value for such insurance (including the right
to obtain Permanent Insurance) for the purpose of computing the price or
redemption value of Units if the Bonds covered by such insurance are in
default in payment of principal or interest or in significant risk of such
default. The value of the insurance will be the difference between (i) the
market value of a Bond which is in default in payment of principal or interest
or in significant risk of such default assuming the exercise of the right to
obtain Permanent Insurance (less the insurance premium and related expenses
attributable to the purchase of Permanent Insurance) and (ii) the market value
of such Bonds not covered by Permanent Insurance. See "Public
Offering--Offering Price". It is also the present intention of the Trustee not
to sell such Bonds to effect redemptions or for any other reason but rather to
retain them in the portfolio because value attributable to the insurance
cannot be realized upon sale. See "Public Offering--Offering Price"herein for
a more complete description of an Insured Trust's method of valuing defaulted
Bonds and Bonds which have a significant risk of default. Insurance obtained
by the issuer of a Bond is effective so long as such Bond is outstanding.
Therefore, any such insurance may be considered to represent an element of
market value in regard to the Bonds thus insured, but the exact effect, if
any, of this insurance on such market value cannot be predicted.

The portfolio insurance policy or policies obtained by an Insured Trust, if
any, with respect to the Bonds in such Trust were issued by one or more of the
Portfolio Insurers. Any other Preinsured Bond insurance policy (or commitment
therefor) was issued by one of the Preinsured Bond Insurers. See "Unitholder
Explanations--Settlement of Bonds in the Trusts--Objectives and Securities
Selection".

AMBAC Indemnity Corporation ("AMBAC Indemnity") is a Wisconsin-domiciled stock
insurance corporation regulated by the Office of the Commissioner of Insurance
of the State of Wisconsin and licensed to do business in 50 states, the
District of Columbia and the Commonwealth of Puerto Rico, with admitted assets
of approximately $1,988,000,000 (unaudited) and statutory capital of
approximately $1,148,000,000 (unaudited) as of March 31, 1994. Statutory
capital consists of AMBAC Indemnity's policyholders' surplus and statutory
contingency reserve. AMBAC Indemnity is a wholly owned subsidiary of AMBAC
Inc., a 100% publicly-held company. Moody's Investors Service, Inc. and
Standard & Poor's have both assigned a triple-A claims-paying ability rating
to AMBAC Indemnity.

Copies of its financial statements prepared in accordance with statutory
accounting standards are available from AMBAC Indemnity. The address of AMBAC
Indemnity's administrative offices and its telephone number are One State
Street Plaza, 17th Floor, New York, New York, 10004 and (212) 668-0340.

AMBAC Indemnity has entered into quota share reinsurance agreements under
which a percentage of the insurance underwritten pursuant to certain municipal
bond insurance programs of AMBAC Indemnity has been and will be assumed by a
number of foreign and domestic unaffiliated reinsurers.

MBIA Insurance Corporation ("MBIA") is the principal operating subsidiary of
MBIA Inc., a New York Stock Exchange listed company. MBIA Inc. is not
obligated to pay the debts of or claims against MBIA. MBIA is a limited
liability corporation rather than a several liability association. MBIA is
domiciled in the State of New York and licensed to do business in all fifty
states, the District of Columbia, the Commonwealth of the Northern Mariana
Islands, the Commonwealth of Puerto Rico, the Virgin Islands of the United
States and the Territory of Guam. As of March 31, 1995 MBIA had admitted
assets of $3.5 billion (unaudited), total liabilities of $2.4 billion
(unaudited), and total capital and surplus of $1.1 billion (unaudited)
determined in accordance with statutory accounting practices prescribed or
permitted by insurance regulatory authorities. As of December 31, 1994, the
Insurer had admitted assets of $3.4 billion (audited), total liabilities of
$2.3 billion (audited), and total capital and surplus of $1.1 billion
(audited) determined in accordance with statutory accounting practices
prescribed or permitted by insurance regulatory authorities. Copies of MBIA's
year end financial statements prepared in accordance with statutory accounting
practices are available from MBIA. The address of MBIA is 113 King Street,
Armonk, New York 10504.

Effective December 31, 1989, MBIA Inc. acquired Bond Investors Group, Inc. On
January 5, 1990, MBIA acquired all of the outstanding stock of Bond Investors
Group, Inc., the parent of Bond Investors Guaranty Insurance Company (BIG),
now known as MBIA Insurance Corp. of Illinois. Through a reinsurance
agreement, BIG has ceded all of its net insured risks, as well as its unearned
premium and contingency reserves, to MBIA and MBIA has reinsured BIG's net
outstanding exposure.

Moody's Investors Service, Inc. rates all bond issues insured by MBIA "Aaa"and
short term loans "MIG 1,"both designated to be of the highest quality.

Standard & Poor's rates all new issues insured by MBIA "AAA"Prime Grade.

The Moody's Investors Service, Inc. rating of MBIA should be evaluated
independently of the Standard & Poor's rating of MBIA. No application has been
made to any other rating agency in order to obtain additional ratings on the
Bonds. The ratings reflect the respective rating agency's current assessment
of the creditworthiness of MBIA and its ability to pay claims on its policies
of insurance. Any further explanation as to the significance of the above
ratings may be obtained only from the applicable rating agency.

The above ratings are not recommendations to buy, sell or hold the Bonds, and
such ratings may be subject to revision or withdrawal at any time by the
rating agencies. Any downward revision or withdrawal of either or both ratings
may have an adverse effect on the market price of the Bonds.

Financial Guaranty Insurance Company ("Financial Guaranty"or "FGIC") is a
wholly-owned subsidiary of FGIC Corporation (the "Corporation"), a Delaware
holding company. The Corporation is a wholly-owned subsidiary of General
Electric Capital Corporation ("GECC"). Neither the Corporation nor GECC is
obligated to pay the debts of or the claims against Financial Guaranty.
Financial Guaranty is domiciled in the State of New York and is subject to
regulation by the State of New York Insurance Department. As of March 31,
1995, the total capital and surplus of Financial Guaranty was approximately
$962,700,000. Copies of Financial Guaranty's financial statements, prepared on
the basis of statutory accounting principles, and the Corporation's financial
statements, prepared on the basis of generally accepted accounting principles,
may be obtained by writing to Financial Guaranty at 115 Broadway, New York,
New York 10006, Attention: Communications Department, telephone number: (212)
312-3000 or to the New York State Insurance Department at 160 West Broadway,
18th Floor, New York, New York 10013, Attention: Property Companies Bureau,
telephone number: (212) 621-0389.

In addition, Financial Guaranty Insurance Company is currently licensed to
write insurance in all 50 states and the District of Columbia.

Financial Security Assurance, Inc. ("Financial Security"or "FSA") is a
monoline insurance company incorporated on March 16, 1984 under the laws of
the State of New York. The operations of Financial Security commenced on July
25, 1985, and Financial Security received its New York State insurance license
on September 23, 1985. Financial Security and its two wholly owned
subsidiaries are licensed to engage in the financial guaranty insurance
business in 49 states, the District of Columbia and Puerto Rico.

Financial Security and its subsidiaries are engaged exclusively in the
business of writing financial guaranty insurance, principally in respect of
asset-backed and other collateralized securities offered in domestic and
foreign markets. Financial Security and its subsidiaries also write financial
guaranty insurance in respect of municipal and other obligations and reinsure
financial guaranty insurance policies written by other leading insurance
companies. In general, financial guaranty insurance consists of the issuance
of a guaranty of scheduled payments of an issuer's securities, thereby
enhancing the credit rating of those securities, in consideration for payment
of a premium to the insurer.

Financial Security is approximately 91.6% owned by U S WEST, Inc. and 8.4%
owned by The Tokio Marine and Fire Insurance Co., Ltd. ("Tokio Marine").
Neither U S WEST, Inc. nor Tokio Marine is obligated to pay the debts of or
the claims against Financial Security. Financial Security is domiciled in the
State of New York and is subject to regulation by the State of New York
Insurance Department. As of March 31, 1993, the total policyholders' surplus
and contingency reserves and the total unearned premium reserve, respectively,
of Financial Security and its consolidated subsidiaries were, in accordance
with generally accepted accounting principles, approximately $479,110,000
(unaudited) and $220,078,000 (unaudited), and the total shareholders' equity
and the total unearned premium reserve, respectively, of Financial Security
and its consolidated subsidiaries were, in accordance with generally accepted
accounting principles, approximately $628,119,000 (unaudited) and $202,493,000
(unaudited). Copies of Financial Security's financial statements may be
obtained by writing to Financial Security at 350 Park Avenue, New York, New
York, 10022, Attention: Communications Department. Its telephone number is
(212) 826-0100.

Pursuant to an intercompany agreement, liabilities on financial guaranty
insurance written by Financial Security or either of its subsidiaries are
reinsured among such companies on an agreed-upon percentage substantially
proportional to their respective capital, surplus and reserves, subject to
applicable statutory risk limitations. In addition, Financial Security
reinsures a portion of its liabilities under certain of its financial guaranty
insurance policies with unaffiliated reinsurers under various quota share
treaties and on a transaction-by-transaction basis. Such reinsurance is
utilized by Financial Security as a risk management device and to comply with
certain statutory and rating agency requirements; it does not alter or limit
Financial Security's obligations under any financial guaranty insurance policy.

Financial Security's claims-paying ability is rated "Aaa"by Moody's Investors
Service, Inc., and "AAA"by Standard & Poor's, Nippon Investors Service Inc.,
Duff & Phelps Inc. and Australian Ratings Pty. Ltd. Such ratings reflect only
the views of the respective rating agencies, are not recommendations to buy,
sell or hold securities and are subject to revision or withdrawal at any time
by such rating agencies.

Capital Guaranty Insurance Company ("Capital Guaranty") is a "Aaa/AAA"rated
monoline stock insurance company incorporated in the State of Maryland, and is
a wholly owned subsidiary of Capital Guaranty Corporation, a Maryland
insurance holding company. Capital Guaranty Corporation is a publicly owned
company whose shares are traded on the New York Stock Exchange.

Capital Guaranty is authorized to provide insurance in all 50 states, the
District of Columbia, the Commonwealth of Puerto Rico, Guam and the U.S.
Virgin Islands. Capital Guaranty focuses on insuring municipal securities and
our policies guaranty the timely payment of principal and interest when due
for payment on new issue and secondary market issue municipal bond
transactions. Capital Guaranty's claims-paying ability is rated "Triple-A"by
both Moody's and Standard & Poor's. Therefore, if Capital Guaranty insures an
issue with a stand alone rating of less than "Triple-A,"such issue would be
"upgraded"to "Aaa/AAA"by virtue of Capital Guaranty's Insurance.

 As of December 31, 1994, Capital Guaranty had more than $15.7 billion in net
exposure outstanding (excluding defeased issues). The total statutory
policyholders' surplus and contingency reserve of Capital Guaranty was
$196,529,000, and the total admitted assets were $303,723,316 as reported to
the Insurance Department of the State of Maryland as of December 31, 1994.
Financial statements for Capital Guaranty Insurance Company, that have been
prepared in accordance with statutory insurance accounting standards, are
available upon request. The address of Capital Guaranty's headquarters and its
telephone number are Steuart Tower, 22nd Floor, One Market Plaza, San
Francisco, CA 94105-1413 and (415) 995-8000.

CapMAC is a New York-domiciled monoline stock insurance company which engages
only in the business of financial guarantee and surety insurance. CapMAC is
licensed in 50 states in addition to the District of Columbia, the
Commonwealth of Puerto Rico and the territory of Guam. CapMAC insures
structured asset-backed, corporate, municipal and other financial obligations
in the U.S. and international capital markets. CapMAC also provides financial
guarantee reinsurance for structured asset-backed, corporate, municipal and
other financial obligations written by other major insurance companies. 

CapMAC's claims-paying ability is rated "Aaa"by Moody's Investors Service,
Inc., "AAA"by Standard & Poor's, "AAA"by Duff & Phelps Credit Rating Co. and
"AAA"by Nippon Investors Service Inc. Such ratings reflect only the views of
the respective rating agencies, are not recommendations to buy, sell or hold
securities and are subject to revision or withdrawal at any time by such
rating agencies. 

CapMAC is wholly owned by CapMAC Holdings Inc. ("Holdings"), a company that is
owned by a group of institutional and other investors, including CapMAC's
management and employees. Neither Holdings nor any of its stockholders is
obligated to pay any claims under any policy issued by CapMAC or any debts of
CapMAC or to make additional capital contributions. 

CapMAC is regulated by the Superintendent of Insurance of the State of New
York. In addition, CapMAC is subject to regulation by the insurance
departments of the other jurisdictions in which it is licensed. Such insurance
laws regulate, among other things, the amount of net exposure per risk that
CapMAC may retain, capital transfers, dividends, investment of assets, changes
in control, transactions with affiliates and consolidations and acquisitions.
CapMAC is subject to periodic regulatory examinations by the same regulatory
authorities. 

CapMAC's obligations under the Policy(s) may be reinsured. Such reinsurance
does not relieve CapMAC of any of its obligations under the Policy(s). 

THE POLICY IS NOT COVERED BY THE PROPERTY/CASUALTY INSURANCE SECURITY FUND
SPECIFIED IN ARTICLE 76 OF THE NEW YORK INSURANCE LAW. 

As at December 31, 1994 and 1993, CapMAC had qualified statutory capital
(which consists of policyholders' surplus and contingency reserve) of
approximately $170 million and $168 million, respectively, and had not
incurred any debt obligations. Article 69 of the New York State Insurance Law
requires CapMAC to establish and maintain the contingency reserve, which is
available to cover claims under policies issued by CapMAC. 

Copies of CapMAC's financial statements prepared in accordance with statutory
accounting standards, which differ from generally accepted accounting
principles, and filed with the Insurance Department of the State of New York
are available upon request. CapMAC is located at 885 Third Avenue, New York,
New York 10022, and its telephone number is (212) 755-1155. 

In order to be in an Insured Trust, Bonds must be insured by one of the
Preinsured Bond Insurers or be eligible for the insurance being obtained by
such Trust. In determining eligibility for insurance, the Preinsured Bond
Insurers, AMBAC Indemnity and Financial Guaranty have applied their own
standards which correspond generally to the standards they normally use in
establishing the insurability of new issues of municipal bonds and which are
not necessarily the criteria used in the selection of Bonds by the Sponsor. To
the extent the standards of the Preinsured Bond Insurers, AMBAC Indemnity and
Financial Guaranty are more restrictive than those of the Sponsor, the
previously stated Trust investment criteria have been limited with respect to
the Bonds. This decision is made prior to the Date of Deposit, as debt
obligations not eligible for insurance are not deposited in an Insured Trust.
Thus, all of the Bonds in the portfolios of the Insured Trusts in the Fund are
insured either by the respective Trust or by the issuer of the Bonds, by a
prior owner of such Bonds or by the Sponsor prior to the deposit of such Bonds
in a Trust.

Because the Bonds are insured by one of the Portfolio Insurers or one of the
Preinsured Bond Insurers as to the timely payment of principal and interest,
when due, and on the basis of the various reinsurance agreements in effect,
Standard & Poor's has assigned to the Units of each Insured Trust its
"AAA"investment rating. See "Description of Securities Ratings". The obtaining
of this rating by an Insured Trust should not be construed as an approval of
the offering of the Units by Standard & Poor's or as a guarantee of the market
value of such Trust or of the Units.


On the date of this Prospectus, the Estimated Current Return on the Securities
in the Georgia IM-IT Trust was 5.30% based on the monthly plan of distribution
after payment of the insurance premium or premiums payable by such Trust,
while the Estimated Long-Term Return on such Trust was 5.33%. The Estimated
Current Return on an identical portfolio without the insurance obtained by the
above mentioned Trust would have been 5.31% based on the monthly plan of
distribution on such date, while the Estimated Long-Term Return on an
identical portfolio without the insurance obtained by the above mentioned
Trust would have been 5.33%.


An objective of portfolio insurance obtained by an Insured Trust is to obtain
a higher yield on the portfolio of such Trust than would be available if all
the Securities in such portfolio had Standard & Poor's "AAA"rating and yet at
the same time to have the protection of insurance of prompt payment of
interest and principal, when due, on the Bonds. There is, of course, no
certainty that this result will be achieved. Preinsured Bonds in an Insured
Trust (all of which are rated "AAA"by Standard & Poor's) may or may not have a
higher yield than uninsured bonds rated "AAA"by Standard & Poor's. In
selecting such Bonds for an Insured Trust, the Sponsor has applied the
criteria hereinbefore described.

In the event of nonpayment of interest or principal, when due, in respect of a
Bond, AMBAC Indemnity shall make such payment not later than 30 days and
Financial Guaranty shall make such payment within one business day after the
respective insurer has been notified that such nonpayment has occurred or is
threatened (but not earlier than the date such payment is due). The insurer,
as regards any payment it may make, will succeed to the rights of the Trustee
in respect thereof. All policies issued by the Portfolio Insurers and the
Preinsured Bond Insurers are substantially identical insofar as obligations to
an Insured Trust are concerned.

The Internal Revenue Service has issued a letter ruling which holds in effect
that insurance proceeds representing maturing interest on defaulted municipal
obligations paid to holders of insured bonds, under policy provisions
substantially identical to the policies described herein, will be excludable
from Federal gross income under Section 103(a)(1) of the Internal Revenue Code
to the same extent as if such payments were made by the issuer of the
municipal obligations. Holders of Units in an Insured Trust should discuss
with their tax advisers the degree of reliance which they may place on this
letter ruling. However, Chapman and Cutler, counsel for the Sponsor, has given
an opinion to the effect such payment of proceeds would be excludable from
Federal gross income if, and to the same extent as, such interest would have
been so excludable if paid by the issuer of the defaulted obligations. See
"Other Matters--Federal Tax Status".

Each Portfolio Insurer is subject to regulation by the department of insurance
in the state in which it is qualified to do business. Such regulation,
however, is no guarantee that each Portfolio Insurer will be able to perform
on its contract of insurance in the event a claim should be made thereunder at
some time in the future. At the date hereof, it is reported that no claims
have been submitted or are expected to be submitted to any of the Portfolio
Insurers which would materially impair the ability of any such company to meet
its commitment pursuant to any contract of bond or portfolio insurance.

The information relating to each Portfolio Insurer has been furnished by such
companies. The financial information with respect to each Portfolio Insurer
appears in reports filed with state insurance regulatory authorities and is
subject to audit and review by such authorities. No representation is made
herein as to the accuracy or adequacy of such information or as to the absence
of material adverse changes in such information subsequent to the dates
thereof.

The Bonds in the Insured Trusts are insured as follows: 



<TABLE>
<CAPTION>
                                 Bonds insured           Bonds insured                       
                                  under AMBAC            under Financial                       
Trust                              Indemnity                Guaranty          Preinsured   Total   
                               portfolio insurance     portfolio insurance         Bonds          
<S>                         <C>                     <C>                     <C>           <C>     
IM-IT......................                      --                      --           100%    100% 
IM-IT Short Intermediate...                      --                      --           100%    100% 
California IM-IT...........                      --                      --           100%    100% 
Georgia IM-IT..............                      3%                      --            97%    100% 
Michigan IM-IT.............                      --                      --           100%    100% 
</TABLE>


The breakdown of the Preinsured Bonds is as follows: IM-IT-- AMBAC Indemnity
11%, Capital Guaranty 17%, Financial Guaranty 20%, MBIA 42% and FSA 10%; IM-IT
Short Intermediate Trust-- AMBAC Indemnity 3%, Capital Guaranty 2%, Financial
Guaranty 38%, MBIA 42% and FSA 15%; California IM-IT Trust-- AMBAC Indemnity
22%, Capital Guaranty 17%, Financial Guaranty 8%, MBIA 50% and FSA 3%; Georgia
IM-IT Trust-- AMBAC Indemnity 7%, Financial Guaranty 9% and MBIA 81%; Michigan
IM-IT Trust-- AMBAC Indemnity 31%, Financial Guaranty 40% and MBIA 29%.


IM-IT   

General. The IM-IT consists of 15 issues of Securities. Two of the Bonds in
the IM-IT Trust are general obligations of the governmental entity issuing
them and are backed by the taxing power thereof. The remaining issues are
payable from the income of a specific project or authority and are not
supported by the issuing power to levy taxes. These issues are located in 8
states or territories, divided by purpose of issues (and percentage of
principal amount to total IM-IT) as follows: Health Care, 4 (22%); Tax
District, 3 (18%); Public Building, 2 (15%); General Obligations, 2 (11%);
General Purpose, 1 (11%); Water and Sewer, 1 (11%); Certificates of
Participation, 1 (6%) and Retail Electric/Gas, 1 (6%). No Bond issue has
received a provisional rating. The dollar weighted average maturity of the
Bonds in the Trust is 29 years.

Tax Status. For a discussion of the Federal tax status of income earned on
IM-IT Trust Units, see "Other Matters--Federal Tax Status".


   
<TABLE>
<CAPTION>
                                                                                                                    
<S>                                                                                              <C>          <C>        
Per Unit Information:                                                                                          Semi-         
                                                                                                  Monthly      Annual    
Calculation of Estimated Net Annual Unit Income During the First Year<F1>:                                               
 Estimated Annual Interest Income per Unit...................................................... $     55.58  $    55.58 
 Less: Estimated Annual Expense per Unit <F2>................................................... $      1.50  $     1.04 
 Less: Annual Premium on Portfolio Insurance per Unit...........................................          --          -- 
 Estimated Net Annual Interest Income per Unit.................................................. $     54.08  $    54.54 
Calculation of Estimated Interest Earnings per Unit During the First Year:                                               
                                                                                                                         
 Estimated Net Annual Interest Income per Unit.................................................. $     54.08  $    54.54 
 Divided by 12 and 2, respectively.............................................................. $      4.51  $    27.27 
Estimated Daily Rate of Net Interest Accrual per Unit During the First Year..................... $    .15020  $   .15148 
Estimated Current Return Based on Public Offering Price During the First Year<F1><F3><F4><F5>...        5.41%       5.45%
Calculation of Estimated Net Annual Unit Income After the First Year<F1>:                                                
 Estimated Annual Interest Income per Unit...................................................... $     56.56  $    56.56 
 Less: Estimated Annual Expense per Unit <F2>................................................... $      2.33  $     1.87 
 Less: Annual Premium on Portfolio Insurance per Unit...........................................          --          -- 
Calculation of Estimated Interest Earnings per Unit After the First Year:                                                
                                                                                                                         
 Estimated Net Annual Interest Income per Unit.................................................. $     54.23  $    54.69 
 Divided by 12 and 2, respectively.............................................................. $      4.52  $    27.35 
Estimated Daily Rate of Net Interest Accrual per Unit After the First Year...................... $    .15061  $   .15190 
Estimated Current Return Based on Public Offering Price After the First Year<F1><F3><F4><F5>....        5.42%       5.47%
Estimated Long-Term Return <F1><F3><F4><F5>.....................................................        5.50%       5.55%
Estimated Initial Monthly Distribution (August 1995)............................................ $      3.92             
Estimated Initial Semi-annual Distribution (December 1995)......................................              $    22.17 
Estimated Normal Distribution per Unit <F5>..................................................... $      4.52  $    27.35 
</TABLE>


<TABLE>
<CAPTION>
<S>                             <C>                                                                                                
Trustee's Annual Fee <F1>...... $.91 and $.51 per $1,000 principal amount of Bonds, respectively, for those portions of the IM-IT  
                                Trust under the monthly and semi-annual distribution plans                                         
Record and Computation Dates... FIRST day of the month as follows: monthly--each month; semi-annual--June and December             
Distribution Dates............. FIFTEENTH day of the month as follows: monthly--each month; semi-annual--June                      
                                and December commencing August 15, 1995                                                            

<FN>
<F1>The differences between the Estimated Current Returns during the first year
and after the first year are shown in the table above. Due to inclusion in the
portfolio of "when, as and if issued"Bonds a portion of the monies received by
the Trust (the net interest accruing on such bonds prior to their respective
deliveries to the Trust--the last of which is expected to be on August 1,
1995) will be treated, in the first year only, as a distribution which is not
deemed to be income to Unitholders. During the first year $.98 per Unit (for
those purchasing units on the Date of Deposit) will be "when issued"interest.
However, because the Trustee will reduce its expenses during the first year to
the extent of its annual fee which is expected to be approximately $.83 per
Unit, only $.15 or .01% per Unit will be considered such a distribution and is
the difference between the first and second year Semi-annual Estimated Current
Returns indicated above. It should be noted that the actual cash generated in
connection with each Unit during the first year will equal the amount
indicated under Estimated Net Annual Interest Income per Unit after the first
year. This cash amount during the first year includes $.15 per Unit, which
is a distribution not deemed to be income. See "The Fund"and "Estimated Current
Returns and Estimated Long-Term Returns". The fact that there is a distribution
not deemed to be income during the first year would not effect the Estimated
Long-Term Returns by more than 0.1% per Unit.

<F2>Excluding insurance costs. The Estimated Annual Expenses are expected to
fluctuate periodically (see "Trust Administration--Fund Administration and
Expenses--Miscellaneous Expenses").

<F3>The Estimated Current Returns and Estimated Long-Term Returns are increased
for transactions entitled to a reduced sales charge. See "Unitholder
Explanations--Public Offering--General".

<F4>The Estimated Current Returns are calculated by dividing the Estimated Net
Annual Interest Income per Unit by the Public Offering Price. The Estimated
Net Annual Interest Income per Unit will vary with changes in fees and
expenses of the Trustee and the Evaluator and with the principal prepayment,
redemption, maturity, exchange or sale of Securities while the Public Offering
Price will vary with changes in the offering price of the underlying
Securities; therefore, there is no assurance that the present Estimated
Current Returns indicated above will be realized in the future. The Estimated
Long-Term Returns are calculated using a formula which (1) takes into
consideration, and determines and factors in the relative weightings of, the
market values, yields (which takes into account the amortization of premiums
and the accretion of discounts) and estimated retirements of all of the
Securities in the Trust and (2) takes into account the expenses and sales
charge associated with each Trust Unit. Since the market values and estimated
retirements of the Securities and the expenses of the Trust will change, there
is no assurance that the present Estimated Long-Term Returns as indicated
above will be realized in the future. The Estimated Current Returns and
Estimated Long-Term Returns are expected to differ because the calculation of
the Estimated Long-Term Return reflects the estimated date and amount of
principal returned while the Estimated Current Return calculation includes
only net annual interest income and Public Offering Price.

<F5>These figures are based on estimated per Unit cash flows. Estimated cash flows
will vary with changes in fees and expenses, with changes in current interest
rates and with the principal prepayment, redemption, maturity, call, exchange
or sale of the underlying Securities. The estimated cash flows for this Series
are set forth under "Estimated Cash Flows to Unitholders".
</TABLE>
    

<TABLE>
INSURED MUNICIPALS INCOME TRUST
SERIES 352 (IM-IT AND QUALITY MULTI-SERIES 255)
PORTFOLIO As of June 29, 1995

<CAPTION>
                                                                                                               Offering            
Aggregate      Name of Issuer, Title, Interest Rate andMaturity Date of                    Redemption          Price To            
Principal<F1>  either Bonds Deposited orBonds Contracted for<F1><F5>           Rating<F2>  Feature<F3>         IM-IT<F4>           
<S>            <C>                                                          <C>            <C>                 <C>          <C>    
$     500,000  Wisconsin Health and Educational Facilities Authority,                                                              
               Health  Facilities Revenue Bonds (SSM Health Care Projects)                 2005 @ 102                              
               Series  1995A (MBIA Insured)**  #5.875% Due 6/1/2020........ AAA            2013 @ 100 S.F.     $     488,150       
      395,000  Metropolitan Pier and Exposition Authority (Illinois)                                                               
               Dedicated State  Tax Revenue Bonds (McCormick Place                                                                 
               Expansion Project)  Series 1992A (FGIC Insured)  #0.00% Due                                                         
               6/15/2020................................................... AAA                                       84,028   <F6>
      500,000  Oklahoma City Industrial and Cultural Facilities Trust                                                              
               (Oklahoma)  Health Facilities Revenue Bonds (St. Anthony                                                            
               and Sisters of St.  Mary Hospital Project) Series 1995A                     2005 @ 102                              
               (MBIA Insured)**  #5.875% Due 6/1/2021...................... AAA            2013 @ 100 S.F.           487,910       
      535,000  Illinois Health Facilities Authority, Revenue Refunding                                                             
               Bonds,  Series 1994 (Servantcor Health System) Capital                      2004 @ 102                              
               Guaranty Insured  #6.375% Due 8/15/2021..................... AAA            2017 @ 100 S.F.           547,220       
    1,000,000  California Statewide Communities Development Authority,                                                   
               Certificates of Participation, Sutter Health Obligated                                            
               Group  (MBIA Insured)**                                                     2005 @ 102 
               #500M- 5.50% Due 8/15/2022..................................  AAA           2016 @ 100 S. F.         464,790
                                                                                           2005 @ 102                       
               #500M-6.00% Due 8/15/2025...................................  AAA           2023 @ 100 S.F.          494,925
      500,000  City of Farmington, New Mexico, Pollution Control Refunding                                                         
                Revenue Bonds (Southern California Edison Company, Four                                                            
               Corners Project) Series 1993A (MBIA Insured)  5.875% Due                                                            
               6/1/2023.................................................... AAA            2003 @ 102                492,800       
    1,000,000  New Mexico Finance Authority, Public Project Revolving Fund                                                         
                Revenue Bonds, Series 1995A (AMBAC Indemnity Insured)**                    2005 @ 100                              
               #6.00% Due 6/1/2023......................................... AAA            2016 @ 100 S.F.         1,002,500       
      250,000  Redevelopment Agency of the City of Suisun City (County of                                                          
               Solano, California) Suisun City Redevelopment Project, 1993                                                         
                Tax Allocation Refunding Bonds (MBIA Insured)  #5.50% Due                  2003 @ 102                              
               10/1/2023................................................... AAA            2019 @ 100 S.F.           232,717       
      100,000  Byron Center Public Schools, County of Kent, Michigan, 1995                                                         
                School Building and Site and Refunding Bonds (General                      2005 @ 101                              
               Obligation-Unlimited Tax) MBIA Insured  #5.875% Due 5/1/2024 AAA            2016 @ 100 S.F.            98,517       
      485,000  City of Burleson, Texas (Johnson and Tarrant Counties)                                                              
               Combination Tax and Revenue Certificates of Obligation,                                                             
               Series 1995 (FGIC Insured)**  #5.625% Due 3/1/2025.......... AAA            2005 @ 100                461,104       
      900,000  Reeths-Puffer Schools, County of Muskegon, Michigan, 1995                                                          
               School Building and Site and Refunding Bonds (General                       2005 @ 101                              
               Obligation-Unlimited Tax) FGIC Insured  #6.00% Due 5/1/2025. AAA            2016 @ 100 S.F.           901,926 
      
                                                                                                               Offering            
Aggregate      Name of Issuer, Title, Interest Rate andMaturity Date of                    Redemption          Price To            
Principal<F1>  either Bonds Deposited orBonds Contracted for<F1><F5>           Rating<F2>  Feature<F3>         IM-IT<F4>           
$   1,000,000  Riverside Regional Jail Authority, Virginia, Jail Facility                                                          
               Revenue  Bonds, Series 1995 (MBIA Insured)  #6.00% Due                      2005 @ 102                              
               7/1/2025.................................................... AAA            2015 @ 100 S.F.     $   1,005,000       
    1,000,000  Coastal Water Authority, Texas, Contract Revenue Bonds                                                              
               (City of  Houston Project) Series 1995 (Capital Guaranty                    2005 @ 100                              
               Insured)**  #5.95% Due 12/15/2025........................... AAA            2021 @ 100 S.F.           984,790       
      900,000  Community Redevelopment Agency of the City of Los Angeles,                                                          
               California (Bunker Hill Project) Tax Allocation Revenue                                                             
               Refunding Bonds, Series H (FSA Insured)  #5.60% Due                         2003 @ 102                              
               12/1/2028................................................... AAA            2024 @ 100 S.F.           838,332       
$   9,065,000                                                                                                  $   8,584,709       
</TABLE>

All of the Bonds in the portfolio are insured by one of the Preinsured Bond
Insurers as indicated in the Bond name. See "Unitholder
Explanations--Insurance on the Bonds in the Insured Trusts".

For an explanation of the footnotes used on this page, see "Notes to
Portfolios".

IM-IT SHORT INTERMEDIATE TRUST 

General. The IM-IT Short Intermediate Trust consists of 18 issues of
Securities. Five of the Bonds in the IM-IT Short Intermediate Trust are
general obligations of the governmental entities issuing them and are backed
by the taxing power thereof. The remaining issues are payable from the income
of a specific project or authority and are not supported by the issuer's power
to levy taxes. These issues are located in 9 states or territories, divided by
purpose of issues (percentage of principal amount to total IM-IT Short
Intermediate Trust) as follows: Health Care, 4 (31%); Water and Sewer, 3
(20%); General Obligations, 5 (16%); Transportation, 1 (15%); Public Building,
3 (13%); Higher Education, 1 (3%) and Certificates of Participation, 1 (2%).
Five bond issues aggregating approximately 27% of the aggregate principal
amount of the Securities in the Trust are obligations of issuers located in
the State of Texas. No Bond issue has received a provisional rating. All of
the obligations in the IM-IT Short Intermediate Trust mature within 3-7 years
of the Date of Deposit. The dollar weighted average maturity of the Bonds in
the Trust is 4.8 years. 

Tax Status. For a discussion of the Federal tax status of income earned on
IM-IT Short Intermediate Trust Units, see "Other Matters--Federal Tax Status".

 
<TABLE>
<CAPTION>
                                                                                          
<S>                                                                         <C>          <C>        
Per Unit Information:                                                                     Semi-              
                                                                             Monthly      Annual    
Calculation of Estimated Net Annual Unit Income <F1>:                                               
 Estimated Annual Interest Income per Unit................................. $     44.23  $    44.23 
 Less: Estimated Annual Expense per Unit <F2>.............................. $      1.54  $     1.08 
 Less: Annual Premium on Portfolio Insurance per Unit......................          --          -- 
 Estimated Net Annual Interest Income per Unit............................. $     42.69  $    43.15 
Calculation of Estimated Interest Earnings per Unit:                                                
                                                                                                    
 Estimated Net Annual Interest Income per Unit............................. $     42.69  $    43.15 
 Divided by 12 and 2, respectively......................................... $      3.56  $    21.58 
Estimated Daily Rate of Net Interest Accrual per Unit...................... $    .11858  $   .11986 
Estimated Current Return Based on Public Offering Price <F1><F3><F4><F5>...        4.17%       4.21%
Estimated Long-Term Return <F3><F4><F5>....................................        4.26%       4.30%
Estimated Initial Monthly Distribution (August 1995)....................... $      3.08             
Estimated Initial Semi-annual Distribution (December  1995)................              $    17.49 
Estimated Normal Distribution per Unit <F5>................................ $      3.56  $    21.58 
</TABLE>

<TABLE>
<CAPTION>
<S>                             <C>                                                                                                
Trustee's Annual Fee <F1>...... $.91 and $.51 per $1,000 principal amount of Bonds, respectively, for those portions of the IM-IT  
                                Short Intermediate Trust under the monthly and semi-annual distribution plans                      
Record and Computation Dates... FIRST day of the month as follows: monthly--each month; semi-annual--June and December             
Distribution Dates............. FIFTEENTH day of the month as follows: monthly--each month; semi-annual--June                      
                                and December commencing August 15, 1995                                                            

<FN>
<F1>During the first year the Trustee will reduce its fee by approximately $.66
per Unit (which amount is the estimated interest to be earned per Unit prior
to the expected delivery dates for the "when, as and if issued"Bonds included
in this Trust). Should such estimated interest exceed such amount, the Trustee
will reduce its fee up to its annual fee. After the first year, the Trustee's
fee will be that amount indicated above. Estimated Annual Interest Income per
Unit will be increased to $44.89. Estimated Annual Expense per Unit (excluding
insurance) will be increased to $2.20 and $1.74 under the monthly and
semi-annual distribution plans, respectively; and Estimated Net Annual
Interest Income per Unit will remain the same as shown. See "Estimated Current
Returns and Estimated Long-Term Returns."

<F2>Excluding insurance costs. The Estimated Annual Expenses are expected to
fluctuate periodically (see "Trust Administration--Fund Administration and
Expenses--Miscellaneous Expenses").

<F3>The Estimated Current Returns and Estimated Long-Term Returns are increased
for transactions entitled to a reduced sales charge. See "Unitholder
Explanations--Public Offering--General".

<F4>The Estimated Current Returns are calculated by dividing the Estimated Net
Annual Interest Income per Unit by the Public Offering Price. The Estimated
Net Annual Interest Income per Unit will vary with changes in fees and
expenses of the Trustee and the Evaluator and with the principal prepayment,
redemption, maturity, exchange or sale of Securities while the Public Offering
Price will vary with changes in the offering price of the underlying
Securities; therefore, there is no assurance that the present Estimated
Current Returns indicated above will be realized in the future. The Estimated
Long-Term Returns are calculated using a formula which (1) takes into
consideration, and determines and factors in the relative weightings of, the
market values, yields (which takes into account the amortization of premiums
and the accretion of discounts) and estimated retirements of all of the
Securities in the Trust and (2) takes into account the expenses and sales
charge associated with each Trust Unit. Since the market values and estimated
retirements of the Securities and the expenses of the Trust will change, there
is no assurance that the present Estimated Long-Term Returns as indicated
above will be realized in the future. The Estimated Current Returns and
Estimated Long-Term Returns are expected to differ because the calculation of
the Estimated Long-Term Return reflects the estimated date and amount of
principal returned while the Estimated Current Return calculation includes
only net annual interest income and Public Offering Price.

<F5>These figures are based on estimated per Unit cash flows. Estimated cash flows
will vary with changes in fees and expenses, with changes in current interest
rates and with the principal prepayment, redemption, maturity, call, exchange
or sale of the underlying Securities. The estimated cash flows for this Series
are set forth under "Estimated Cash Flows to Unitholders".
</TABLE>

<TABLE>
INSURED MUNICIPALS INCOME TRUST
100th SHORT INTERMEDIATE SERIES (IM-IT AND QUALITY MULTI-SERIES 255)
PORTFOLIO As of June 29, 1995

<CAPTION>
                                                                                                              Offering             
                                                                                                              Price To             
                                                                                                              IM-IT Short          
Aggregate      Name of Issuer, Title, Interest Rate andMaturity Date of                       Redemption      Intermediate         
Principal<F1>  either Bonds Deposited orBonds Contracted for<F1><F5>              Rating<F2>  Feature<F3>     Trust<F4>            
<S>            <C>                                                             <C>            <C>             <C>           <C>    
$     255,000  Oklahoma City Industrial and Cultural Facilities Trust                                                              
               (Oklahoma)  Health Facilities Revenue Bonds (St. Anthony and                                                        
               Sisters of  St. Mary Hospital Project) Series 1995A (MBIA                                                           
               Insured)**  4.70% Due 6/1/1999.................................           AAA                  $     256,400        
      105,000  California Statewide Communities Development Authority,                                                             
               Certificates of Participation (Sutter Health Obligated Group)                                                       
               MBIA Insured**  4.75% Due 8/15/1999............................           AAA                        105,777        
      500,000  City of Gaithersburg, Maryland, Hospital Facilities Refunding                                                       
               and  Improvement Revenue Bonds (Shady Grove Adventist                                                               
               Hospital) Series 1995 (FSA Insured)  4.80% Due 9/1/1999........           AAA                        505,590        
      250,000  City of Takoma Park, Maryland, Hospital Facilities Refunding                                                        
               and  Improvement Revenue Bonds (Washington Adventist Hospital)                                                      
                Series 1995 (FSA Insured)  4.80% Due 9/1/1999.................           AAA                        252,795        
      750,000  Illinois State Toll Highway Authority, Toll Highway Priority                                                        
               Revenue  Refunding Bonds, Series 1993A (FGIC Insured)  #4.50%                                                       
               Due 1/1/2000...................................................           AAA                        746,790        
      155,000  County of Monroe, Industrial Development Agency (New York)                                                          
               Civic Facility Revenue Bonds (Nazareth College of Rochester                                                         
               Project) Series 1995 (MBIA Insured)  4.65% Due 6/1/2000........           AAA                        155,581        
      535,000  Wisconsin Health and Educational Facilities Authority, Health                                                       
               Facilities Revenue Bonds (SSM Health Care Projects) Series                                                          
               1995A (MBIA Insured)**  #4.70% Due 6/1/2000....................           AAA                        535,824        
      260,000  County of Erie, New York, General Obligation Bonds, Series                                                          
               1995B (FGIC Insured)  4.60% Due 6/15/2000......................           AAA                        260,398        
      750,000  City of Mansfield, Texas (Tarrant, Johnson and Ellis Counties)                                                      
                Waterworks and Sewer System Revenue Refunding and                                                                  
               Improvement Bonds, Series 1995 (FGIC Insured)**  4.60% Due                                                          
               8/1/2000.......................................................           AAA                        749,430        
      535,000  New York City Industrial Development Agency (New York) Civic                                                        
               Facility Revenue Bonds (New School for Social Research                                                              
               Project) Series 1995A (MBIA Insured)  #4.60% Due 9/1/2000......           AAA                        535,760  
      
                                                                                                              Offering             
                                                                                                              Price To             
                                                                                                              IM-IT Short          
Aggregate      Name of Issuer, Title, Interest Rate andMaturity Date of                       Redemption      Intermediate         
Principal<F1>  either Bonds Deposited orBonds Contracted for<F1><F5>              Rating<F2>  Feature<F3>     Trust<F4>            
$     125,000  City of Marysville, Washington, Water and Sewer Refunding                                                           
               Revenue Bonds, Series 1993 (MBIA Insured)  5.25% Due 12/1/2000.           AAA                  $     128,713        
      115,000  Coastal Water Authority (Texas) Contract Revenue Bonds (City                                                        
               of  Houston Project) Series 1995 (Capital Guaranty Insured)**                                                       
               4.70% Due 12/15/2000...........................................           AAA                         115,432       
      100,000  New York Urban Development Corporation, Correctional                                                                
               Facilities  Revenue Bonds, Series 1988D (AMBAC Indemnity                                                            
               Insured)  #0.00% Due 1/1/2001..................................           AAA                         76,745    <F6>
       40,000  New York Urban Development Corporation, Correctional                                                                
               Facilities  Revenue Bonds, Series F (MBIA Insured)  #0.00% Due                                                      
               1/1/2001.......................................................           AAA                         30,698    <F6>
      100,000  City of Baytown, Texas (Located in Harris County and Chambers                                                       
               County) General Obligation and Refunding Bonds, Series  1995                                                        
               (MBIA Insured)**  4.75% Due 2/1/2001...........................           AAA                        100,129        
      130,000  City of Mansfield, Texas (Tarrant, Johnson and Ellis Counties)                                                      
                General Obligation Bonds, Series 1995 (FGIC Insured)** 4.75%                                                       
               Due 2/15/2001..................................................            AAA                        130,163       
       55,000  Ridgway Area School District, Elk County, Pennsylvania,                                                             
               General  Obligation Bonds, Series 1990 (AMBAC Indemnity                                                             
               Insured)  #0.00% Due 3/15/2001.................................           AAA                         41,793    <F6>
      240,000  City of Sugarland, Texas (Fort Bend County) Public Improvement                                                      
                and Refunding General Obligation Bonds, Series 1995 (MBIA                                                          
               Insured)**  4.75% Due 3/15/2001................................           AAA                        240,290        
$   5,000,000                                                                                                 $   4,968,308        
</TABLE>

All of the Bonds in the portfolio are insured by one of the Preinsured Bond
Insurers as indicated in the Bond name. See "Unitholder
Explanations--Insurance on the Bonds in the Insured Trusts". 

For an explanation of the footnotes used on this page, see "Notes to
Portfolios".

CALIFORNIA IM-IT TRUST 

General. The California IM-IT Trust consists of 9 issues of Securities. One of
the Bonds in the California IM-IT Trust is a general obligation of the
governmental entity issuing it and is back by the taxing power thereof. The
remaining issues are payable from the income of a specific project or
authority and are not supported by the issuer's power to levy taxes.  These
issues are divided by purpose of issues (and percentage of principal amount to
total California IM-IT Trust) as follows: Tax District, 3 (37%); General
Purpose, 2 (25%); Certificates of Participation, 2 (17%); Industrial Revenue,
1 (13%) and General Obligations, 1 (8%). No Bond issue has received a
provisional rating.

Risk Factors. The Trust will invest substantially all of its assets in
California Municipal Obligations. The Trust is therefore susceptible to
political, economic or regulatory factors affecting issuers of California
Municipal Obligations. These include the possible adverse effects of certain
California constitutional amendments, legislative measures, voter initiatives
and other matters that are described below. The following information provides
only a brief summary of the complex factors affecting the financial situation
in California (the "State") and is derived from sources that are generally
available to investors and are believed to be accurate. No independent
verification has been made of the accuracy or completeness of any of the
following information. It is based in part on information obtained from
various State and local agencies in California or contained in official
statements for various California Municipal Obligations. 

There can be no assurance that future statewide or regional economic
difficulties, and the resulting impact on State or local governmental finances
generally, will not adversely affect the market value of California Municipal
Obligations held in the portfolio of the Trust or the ability of particular
obligors to make timely payments of debt service on (or relating to) those
obligations. 

California's economy is the largest among the 50 states and one of the largest
in the world. The State's population of almost 32 million represents 12.3% of
the total United States population and grew by 27% in the 1980s. While the
State's substantial population growth during the 1980s stimulated local
economic growth and diversification and sustained a real estate boom between
1984 and 1990, it has increased strains on the State's limited water resources
and its infrastructure. Resultant traffic congestion, school over-crowding and
high housing costs have increased demands for government services and may
impede future economic growth. Population growth has slowed between 1991 and
1993 even while substantial immigration has continued, due to a significant
increase in outmigration by California residents. Generally, the household
incomes of new residents have been departing households, which may have a
major long-term socioeconomic and fiscal impact. However, with the California
economy improving, the recent net outmigration within the Continental U.S. is
expected to decrease or be reversed.

From mid-1990 to late 1993, the State's economy suffered its worst recession
since the 1930s, with recovery starting later than for the nation as a whole.
The State has experienced the worst job losses of any post-war recession.
Prerecession job levels may not be realized until near the end of the decade.
The largest job losses have been in Southern California, led by declines in
the aerospace and construction industries. Weakness statewide occurred in
manufacturing, construction, services and trade. Additional military base
closures will have further adverse effects on the State's economy later in the
decade.

Since the start of 1994, the California economy has shown signs of steady
recovery and growth. The State Department of Finance reports net job growth,
particularly in construction and related manufacturing, wholesale and retail
trade, transportation, recreation and services. This growth has offset the
continuing ut slowing job losses in the aerospace industry and restructuring
of the finance and utility sectors, Unemployment in the State was down
substantially in 1994 from its 10% peak in January, 1994, but still remains
higher than the national average rate. Retail sales were up strongly in 1994
from year-earlier figures. Delay or slowdown in recovery will adversely affect
State revenues.

Certain California Municipal Obligations may be obligations of issuers which
rely in whole or in part, directly or indirectly, on ad valorem property taxes
as a source of revenue. The taxing powers of California local governments and
districts are limited by Article XIIIA of the California Constitution, enacted
by the voters in 1978 and commonly known as "Proposition 13."Briefly, Article
XIIIA limits to 1% of full cash value the rate of ad valorem property taxes on
real property and generally restricts the reassessment of property to 2% per
year, except upon new construction or change of ownership (subject to a number
of exemptions). Taxing entities may, however, raise ad valorem taxes above the
1% limit to pay debt service on voter-approved bonded indebtedness. 

Under Article XIIIA, the basic 1% ad valorem tax levy is applied against the
assessed value of property as of the owner's date of acquisition (or as of
March 1, 1975, if acquired earlier), subject to certain adjustments. This
system has resulted in widely varying amounts of tax on similarly situated
properties. Several lawsuits have been filed challenging the acquisition-based
assessment system of Proposition 13, and on June 18, 1992 the U.S. Supreme
Court announced a decision upholding Proposition 13. 

Article XIIIA prohibits local governments from raising revenues through ad
valorem property taxes above the 1% limit; it also requires voters of any
governmental unit to give two-thirds approval to levy any "special tax."Court
decisions, however, allowed non-voter approved levy of "general taxes"which
were not dedicated to a specific use. In response to these decisions, the
voters of the State in 1986 adopted an initiative statute which imposed
significant new limits on the ability of local entities to raise or levy
general taxes, except by receiving majority local voter approval. Significant
elements of this initiative, "Proposition 62,"have been overturned in recent
court cases. An initiative proposed to re-enact the provisions of Proposition
62 as a constitutional amendment was defeated by the voters in November 1990,
but such a proposal may be renewed in the future. 

California and its local governments are subject to an annual "appropriations
limit"imposed by Article XIIIB of the California Constitution, enacted by the
voters in 1979 and significantly amended by Propositions 98 and 111 in 1988
and 1990, respectively. Article XIIIB prohibits the State or any covered local
government from spending "appropriations subject to limitation"in excess of
the appropriations limit imposed. "Appropriations subject to limitation"are
authorizations to spend "proceeds of taxes,"which consists of tax revenues and
certain other funds, including proceeds from regulatory licenses, user charges
or other fees, to the extent that such proceeds exceed the cost of providing
the product or service, but "proceeds of taxes"excludes most State subventions
to local governments. No limit is imposed on appropriations of funds which are
not "proceeds of taxes,"such as reasonable user charges or fees and certain
other non-tax funds, including bond proceeds. 

Among the expenditures not included in the Article XIIIB appropriations limit
are (1) the debt service cost of bonds issued or authorized prior to January
1, 1979, or subsequently authorized by the voters, (2) appropriations arising
from certain emergencies declared by the Governor, (3) appropriations for
certain capital outlay projects, (4) appropriations by the State of post-1989
increases in gasoline taxes and vehicle weight fees, and (5) appropriations
made in certain cases of emergency. 

The appropriations limit for each year is adjusted annually to reflect changes
in cost of living and population, and any transfers of service
responsibilities between government units. The definitions for such
adjustments were liberalized in 1990 by Proposition 111 to follow more closely
growth in California's economy. 

"Excess"revenues are measured over a two-year cycle. With respect to local
governments, excess revenues must be returned by a revision of tax rates or
fee schedules within the two subsequent fiscal years. The appropriations limit
for a local government may be overridden by referendum under certain
conditions for up to four years at a time. With respect to the State, 50% of
any excess revenues is to be distributed to K-12 school districts and
community college districts (collectively, "K-14 districts") and the other 50%
is to be refunded to taxpayers. With more liberal annual adjustment factors
since 1988, and depressed revenues since 1990 because of the recession, few
governments, including the State, are currently operating near their spending
limits, but this condition may change over time. Local governments may by
voter approval exceed their spending limits for up to four years.

Because of the complex nature of Articles XIIIA and XIIIB of the California
Constitution, the ambiguities and possible inconsistencies in their terms, and
the impossibility of predicting future appropriations or changes in population
and cost of living, and the probability of continuing legal challenges, it is
not currently possible to determine fully the impact of Article XIIIA or
Article XIIIB on California Municipal Obligations or on the ability of
California or local governments to pay debt service on such California
Municipal Obligations. It is not presently possible to predict the outcome of
any pending litigation with respect to the ultimate scope, impact or
constitutionality of either Article XIIIA or Article XIIIB, or the impact of
any such determinations upon State agencies or local governments, or upon
their ability to pay debt service on their obligations. Future initiative or
legislative changes in laws or the California Constitution may also affect the
ability of the State or local issuers to repay their obligations. 

Under the California Constitution, debt service on outstanding general
obligation bonds is the second charge to the General Fund after support of the
public school system and public institutions of higher education. Total
outstanding general obligation bond and lease purchase debt of the State
increased from $9.4 billion at June 30, 1987 to $23.5 billion at June 30,
1994. In FY 1993-94, debt service on general obligation bonds and lease
purchase debt was approximately 5.2% of General Fund revenues.

The principal sources of General Fund revenues in 1992-93 were the California
personal income tax (44% of total revenues), the sales tax (38%), bank and
corporation taxes (12%), and the gross premium tax on insurance (3%).
California maintains a Special Fund for Economic Uncertainties (the "Economic
Uncertainties Fund"), derived from General Fund revenues, as a reserve to meet
cash needs of the General Fund. 

Throughout the 1980s, State spending increased rapidly as the State population
and economy also grew rapidly, including increased spending for many
assistance programs to local governments, which were constrained by
Proposition 13 and other laws. The largest State program is assistance to
local public school districts. In 1988, an initiative (Proposition 98) was
enacted which (subject to suspension by a two-thirds vote of the Legislature
and the Governor) guarantees local school districts and community college
districts a minimum share of State General Fund revenues (currently about
33%). 

Since the start of 1990-91 Fiscal Year, the State has faced adverse economic,
fiscal and budget conditions. The economic recession seriously affected State
tax revenues. It also caused increased expenditures for health and welfare
programs. The State is also facing a structural imbalance in its budget with
the largest programs supported by the General Fund (education, health, welfare
and corrections) growing at rates significantly higher than the growth rates
for the principal revenue sources of the General Fund. These structured
concerns will be exacerbated in coming years by the expected need to
substantially increase capital and operating funds for corrections as a result
of a "Three Strikes"law enacted in 1994. As a result, the State entered a
period of budget imbalance, with expenditures exceeding revenues for four of
the five fiscal years ending in 1991-92; revenues and expenditures were about
equal in 1992-93. By June 30, 1993, the State's General Fund had an
accumulated deficit, on a budget basis, of approximately $2.8 billion.

The State failed to enact its 1992-93 budget by July 1, 1992. Although the
State had no legal authority to pay many of its vendors, certain obligations
(such as debt service, school apportionments, welfare payments, and employee
salaries) were payable because of continuing or special appropriations, or
court orders. However, the State Controller did not have enough cash to pay as
they came due all of these ongoing obligations, as well as valid obligations
incurred in the prior fiscal year. 

Starting on July 1, 1992, the Controller was required to issue "registered
warrants"in lieu of normal warrants backed by cash to pay many State
obligations. Available cash was used to pay constitutionally mandated and
priority obligations. Between July 1 and September 3, 1992, the Controller
issued an aggregate of approximately $3.8 billion of registered warrants, all
of which were called for redemption by September 4, 1992 following enactment
of the 1992-93 Budget Act and issuance by the State of Interim Notes. 

The 1992-93 Budget Act, when finally adopted, was projected to eliminate the
State's accumulated deficit, with additional expenditure cuts and a $1.3
billion transfer of State education funding costs to local governments by
shifting local property taxes to school districts. However, as the recession
continued longer and deeper than expected, revenues once again were far below
projections, and only reached a level just equal to the amount of
expenditures. Thus, the State continued to carry its $2.8 billion budget
deficit at June 30, 1993. 

The 1993-94 Budget Act represented a third consecutive year of difficult
budget choices. As in the prior year, the budget contained no general state
tax increases, and relied principally on expenditure cuts, particularly for
health and welfare and higher education, a two-year suspension of the renters'
tax credit, some one-time and accounting adjustments, and--the largest
component--an additional $2.6 billion transfer of property taxes from local
government, particularly counties, to school districts to reduce State
education funding requirements. A temporary state sales tax scheduled to
expire on June 30, 1993 was extended for six months, and dedicated to support
local government public safety costs.

A major feature of the budget was a two-year plan to eliminate the accumulated
deficit by borrowing into the 1994-95 fiscal year. With the recession still
continuing longer than expected, the General Fund had $800 million less
revenue and $800 million higher expenditures than budgeted. As a result
revenues only exceed expenditures by about $500 million. However, this was the
fist operating surplus in four years and reduced the accumulated deficit to
$2.0 billion at June 30, 1994 (after taking account of certain other
accounting reserves).

The 1994-95 Budget Act was passed on July 8, 1994, and provides for an
estimated $41.9 billion of General Fund revenues, and $40.9 billion of
expenditures. The budget assumed receipt of about $750 million of new federal
assistance for the costs of incarceration, education, health and welfare
related to undocumented immigrants. Other major components of the budget
include further reductions in health and welfare costs and miscellaneous
government costs, some additional transfers of funds from local government,
and a plan to defer retirement of $1 billion of the accumulated budget deficit
to the 1995-96 fiscal year. The federal government has apparently budgeted
only $33 million of the expected immigration aid. However, this shortfall is
expected to be almost fully offset by higher than projected revenues, and
lower than projected caseload growth, as the economy improves.

As noted above, the State issued $7.0 billion of short-term debt in July, 1994
to meet its cash flow needs and to finance the deferral of part of the
accumulated budget deficit to the 1995-96 fiscal year. In order to assure
repayment of the $4 billion, 22-month part of this borrowing, the State
enacted legislation (the "Trigger Law") which can lead to automatic,
across-the-board cuts in General Fund expenditures in either the 1994-95 or
1995-96 fiscal years if cash flow projections made at certain times during
those years show deterioration from the projections made in July 1994 when the
borrowings were made. On November 15, 1994, the State Controller as part of
the Trigger Law reported that the cash position of the General Fund on June
30, 1995 would be about $580 million better than earlier projected, so no
automatic budget adjustments were required in 1994-95. The Controller's report
showed that loss of federal funds was offset by higher revenues, lower
expenditures, and certain other increases in cash resources.

On January 10, 1995, the Governor presented his proposed FY 1995-96 Budget.
This budget projects total General Fund revenues and transfers of $42.5
billion, and expenditures of $41.7 billion, to complete the elimination of the
accumulated deficits from earlier years. However, this proposal leaves no
cushion, as the projected budget reserve at June 30, 1996 would be only about
$92 million. While proposing increases in funding for schools, universities
and corrections, the Governor proposes further cuts in welfare programs, and a
continuation of the "realignment"of functions with counties which would save
the State about $240 million. The Governor also expects about $800 million in
new federal aid for the State's costs of incarcerating and educating illegal
immigrants. The Budget proposal also does not account for possible additional
costs if the State loses its appeals on lawsuits which are currently pending
concerning such matters as school funding and pension payments, but these
appeals could take several years to resolve. Part of the Governor's proposal
also is a 15% cut in personal income and corporate taxes, to be phased in over
three years, starting with calendar year 1996 (which would have only a small
impact on 1995-96 income).

The State's difficult financial condition for the current and upcoming budget
years will result in continued pressure upon almost all local governments,
particularly school districts and counties which depend on State aid. Despite
efforts in recent years to increase taxes and reduce governmental
expenditures, there can be no assurance that the State will not face budget
gaps in the future.

State general obligation bonds ratings were reduced in July, 1994 to "A1"by
Moody's and "A"by S&P. Both of these ratings were reduced from "AAA"levels
which the State held until late 1991. There can be no assurance that such
ratings will be maintained in the future. It should be noted that the
creditworthiness of obligations issued by local California issuers may be
unrelated to the creditworthiness of obligations issued by the State of
California, and that there is no obligation on the part of the State to make
payment on such local obligations in the event of default.

The State is involved in certain legal proceedings (described in the State's
recent financial statements) that, if decided against the State, may require
the State to make significant future expenditures or may substantially impair
revenues. Trial courts have recently entered tentative decisions or
injunctions which would overturn several parts of the State's recent budget
compromises. The matters covered by these lawsuits include a deferral of
payments by the State to the Public Employees Retirement System, reductions in
welfare payments, and the use of certain cigarette tax funds for health costs.
All of these cases are subject to further proceedings and appeals, and if the
State eventually loses, the final remedies may not have to be implemented in
one year.

There are a number of State agencies, instrumentalities and political
subdivisions of the State that issue Municipal Obligations, some of which may
be conduit revenue obligations payable from payments from private borrowers.
These entities are subject to various economic risks and uncertainties, and
the credit quality of the securities issued by them may vary considerably from
the credit quality of the obligations backed by the full faith and credit of
the State.

Property tax revenues received by local governments declined more than 50%
following passage of Proposition 13. Subsequently, the California Legislature
enacted measures to provide for the redistribution of the State's General Fund
surplus to local agencies, the reallocation of certain State revenues to local
agencies and the assumption of certain governmental functions by the State to
assist municipal issuers to raise revenues. Total local assistance from the
State's General Fund was budgeted at approximately 75% of General Fund
expenditures in recent years, including the effect of implementing reductions
in certain aid programs. To reduce State General Fund support for school
districts, the 1992-93 and 1993-94 Budget Acts caused local governments to
transfer $3.9 billion of property tax revenues to school districts,
representing loss of the post-Proposition 13 "bailout"aid. The largest share
of these transfers came from counties, and the balance from cities, special
districts and redevelopment agencies. In order to make up this shortfall, the
Legislature proposed and voters approved in 1993 dedicating 0.5% of the sales
tax to counties and cities for public safety purposes. In addition, the
Legislature has changed laws to relieve local governments of certain mandates,
allowing them to reduce costs.

To the extent the State should be constrained by its Article XIII
appropriations limit, or its obligation to conform to Proposition 98, or other
fiscal considerations, the absolute level, or the rate of growth, of State
assistance to local governments may be reduced. Any such reductions in State
aid could compound the serious fiscal constraints already experienced by many
local governments, particularly counties. At lease one rural county (Butte)
publicly announced that it might enter bankruptcy proceedings in August 1990,
although such plans were put off after the Governor approved legislation to
provide additional funds for the county. Other counties have also indicated
that their budgetary condition is extremely grave. The Richmond Unified School
District (Contra Costa County) entered bankruptcy proceedings in May 1991 but
the proceedings have been dismissed.

California Municipal Obligations which are assessment bonds may be adversely
affected by a general decline in real estate values or a slowdown in real
estate sales activity. In many cases, such bonds are secured by land which is
undeveloped at the time of issuance but anticipated to be developed within a
few years after issuance. In the event of such reduction or slowdown, such
development may not occur or may be delayed, thereby increasing the risk of a
default on the bonds. Because the special assessments or taxes securing these
bonds are not the personal liability of the owners of the property assessed,
the lien on the property is the only security for the bonds. Moreover, in most
cases the issuer of these bonds is not required to make payments on the bonds
in the event of delinquency in the payment of assessments or taxes, except
from amounts, if any, in a reserve fund established for the bonds. 

Certain California long-term lease obligations, though typically payable from
the general fund of the municipality, are subject to "abatement"in the event
the facility being leased is unavailable for beneficial use and occupancy by
the municipality during the term of the lease. Abatement is not a default, and
there may be no remedies available to the holders of the certificates
evidencing the lease obligation in the event abatement occurs. The most common
cases of abatement are failure to complete construction of the facility before
the end of the period during which lease payments have been capitalized and
uninsured casualty losses to the facility (e.g., due to earthquake). In the
event abatement occurs with respect to a lease obligation, lease payments may
be interrupted (if all available insurance proceeds and reserves are
exhausted) and the certificates may not be paid when due. 

Several years ago the Richmond Unified School District (the "District")
entered into a lease transaction in which certain existing properties of the
District were sold and leased back in order to obtain funds to cover operating
deficits. Following a fiscal crisis in which the District's finances were
taken over by a State receiver (including a brief period under bankruptcy
court protection), the District failed to make rental payments on this lease,
resulting in a lawsuit by the Trustee for the Certificate of Participation
holders, in which the State was a named defendant (on the grounds that it
controlled the District's finances). One of the defenses raised in answer to
this lawsuit was the invalidity of the original lease transaction. The trial
court has upheld the validity of the District's lease, and the case has been
settled. Any judgment in any future case against the position asserted by the
Trustee in the Richmond case may have adverse implications for lease
transactions of a similar nature by other California entities. 

The repayment of industrial development securities secured by real property
may be affected by California laws limiting foreclosure rights of creditors.
Securities backed by health care and hospital revenues may be affected by
changes in State regulations governing cost reimbursements to health care
providers under Medi-Cal (the State's Medicaid program), including risks
related to the policy of awarding exclusive contracts to certain hospitals. 

Limitations on ad valorem property taxes may particularly affect "tax
allocation"bonds issued by California redevelopment agencies. Such bonds are
secured solely by the increase in assessed valuation of a redevelopment
project area after the start of redevelopment activity. In the event that
assessed values in the redevelopment project decline (e.g., because of a major
natural disaster such as an earthquake), the tax increment revenue may be
insufficient to make principal and interest payments on these bonds. Both
Moody's and S&P suspended ratings on California tax allocation bonds after the
enactment of Articles XIIIA and XIIIB, and only resumed such ratings on a
selective basis. 

Proposition 87, approved by California voters in 1988, requires that all
revenues produced by a tax rate increase go directly to the taxing entity
which increased such tax rate to repay that entity's general obligation
indebtedness. As a result, redevelopment agencies (which, typically, are the
Issuers of tax allocation securities) no longer receive an increase in tax
increment when taxes on property in the project area are increased to repay
voter-approved bonded indebtedness. 

The effect of these various constitutional and statutory changes upon the
ability of California municipal securities issuers to pay interest and
principal on their obligations remains unclear. Furthermore, other measures
affecting the taxing or spending authority of California or its political
subdivisions may be approved or enacted in the future. Legislation has been or
may be introduced which would modify existing taxes or other revenue-raising
measures or which either would further limit or, alternatively, would increase
the abilities of state and local governments to impose new taxes or increase
existing taxes. It is not presently possible to determine the impact of any
such legislation on California Municipal Obligations in which the Fund may
invest, future allocations of state revenues to local governments or the
abilities of state or local governments to pay the interest on, or repay the
principal of, such California Municipal Obligations. 

Substantially all of California is within an active geologic region subject to
major seismic activity. Northern California in 1989 and Southern California in
1994 experienced major earthquakes causing billions of dollars in damages. The
federal government provided more than $1.8 billion in aid for both
earthquakes, and neither event is expected to have any long-term negative
economic impact. Any California Municipal Obligation in the Portfolio could be
affected by an interruption of revenues because of damaged facilities, or,
consequently, income tax deductions for casualty losses or property tax
assessment reductions. Compensatory financial assistance could be constrained
by the inability of (i) an issuer to have obtained earthquake insurance
coverage at reasonable rates; (ii) an insurer to perform on its contracts of
insurance in the event of widespread losses; or (iii) the Federal or State
government to appropriate sufficient funds within their respective budget
limitations. 

On January 17, 1994, a major earthquake with an estimated magnitude 6.8 on the
Richter scale struck the Los Angeles area, causing significant property damage
to public and private facilities, presently estimated at $15-20 billion. While
over $9.5 billion of federal aid, and a projected $1.9 billion of State aid,
plus insurance proceeds, will reimburse much of that loss, there were bill be
come ultimate loss of health and income in the region, in addition to costs of
the disruption caused by the event. Short-term economic projections are
generally neutral, as the infusion of aid will restore billions of dollars to
the local economy within a few months; already the local construction industry
has picked up. Although the earthquake will hinder recovery from the recession
in Southern California, already hard-hit, its long-term impact is not expected
to be material in the context of the overall wealth of the region. Almost five
years after the event, there are few remaining effects of the 1989 Loma Prieta
earthquake in northern California (which, however, caused less severe damage
than Northridge).

On December 7, 1994, Orange County, California (the "County"), together with
its pooled investment fund (the "Fund") filed for protection under Chapter 9
of the federal Bankruptcy Code, after reports that the Fund had suffered
significant market losses in its investments caused a liquidity crisis for the
Fund and the County. Approximately 180 other public entities, most but not all
located in the County, were also depositors in the Fund. As of December 13,
1993, the County indicated that the Fund had lost about 27% of its initial
deposits of around $7.4 billion. The County may suffer further losses as it
sells investments to restructure the Fund. Many of the entities which kept
moneys in the Fund, including the County, are facing cash flow difficulties
because of the bankruptcy filing and may be required to reduce programs or
capital projects. The County and some of these entities have, and others may
in the future, default in payment of their obligations. Moody's and Standard &
Poor's have suspended, reduced to below investment grade levels, or placed on
"Credit Watch"various securities of the County and the entities participating
in the Fund.

The State of California has no obligation with respect to any obligations or
securities of the County or any of the other participating entities, although
under existing legal precedents, the State may be obligated to ensure that
school districts have sufficient funds to operate.

Tax Status. For a discussion of the Federal tax status of income earned on
California IM-IT Trust Units, see "Other Matters--Federal Tax Status". 

In the opinion of Orrick, Herrington & Sutcliffe, special counsel to the Fund
for California tax matters, under existing California income and property tax
law applicable to individuals who are California residents: 

(1)the California IM-IT Trust is not an association taxable as a corporation
and the income of the California IM-IT Trust will be treated as the income of
the Unitholders under the income tax laws of California; 

(2)amounts treated as interest on the underlying Securities in the California
IM-IT Trust which are exempt from tax under California personal income tax and
property tax laws when received by the California IM-IT Trust will, under such
laws, retain their status as tax-exempt interest when distributed to
Unitholders. However, interest on the underlying Securities attributed to a
Unitholder which is a corporation subject to the California franchise tax laws
may be includable in its gross income for purposes of determining its
California franchise tax. Further, certain interest which is attributable to a
Unitholder subject to the California personal income tax and which is treated
as an item of tax preference for purposes of the federal alternative minimum
tax pursuant to Section 57(a)(5) of the Internal Revenue Code of 1986 may also
be treated as an item of tax preference that must be taken into account in
computing such Unitholder's alternative minimum taxable income for purposes of
the California alternative minimum tax enacted by 1987 California Statutes,
chapter 1138. However, because of the provisions of the California
Constitution exempting the interest on bonds issued by the State of
California, or by local governments within the state, from taxes levied on
income, the application of the new California alternative minimum tax to
interest otherwise exempt from the California personal income tax in some
cases may be unclear; 

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

(4)under the California personal property tax laws, bonds (including the
Securities in the California IM-IT Trust) or any interest therein is exempt
from such tax; 

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

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

At the respective times of issuance of the Securities, opinions relating to
the validity thereof and to the exemption of interest thereon from Federal
income tax and California personal income tax are rendered by bond counsel to
the respective issuing authorities. Except in certain instances in which
Orrick, Herrington & Sutcliffe acted as bond counsel to issuers of Securities,
and as such made a review of proceedings relating to the issuance of certain
Securities at the time of their issuance, Orrick, Herrington & Sutcliffe has
not made any special review for the California IM-IT Trust of the proceedings
relating to the issuance of the Securities or of the basis for such opinions.


<TABLE>
<CAPTION>
                                                                                          Semi-     
<S>                                                                         <C>          <C>        
Per Unit Information:                                                                               
                                                                             Monthly      Annual    
Calculation of Estimated Net Annual Unit Income <F1>:                                               
 Estimated Annual Interest Income per Unit................................. $     55.91  $    55.91 
 Less: Estimated Annual Expense per Unit <F2>.............................. $      1.78  $     1.32 
 Less: Annual Premium on Portfolio Insurance per Unit......................          --          -- 
 Estimated Net Annual Interest Income per Unit............................. $     54.13  $    54.59 
Calculation of Estimated Interest Earnings per Unit:                                                
                                                                                                    
 Estimated Net Annual Interest Income per Unit............................. $     54.13  $    54.59 
 Divided by 12 and 2, respectively......................................... $      4.51  $    27.30 
Estimated Daily Rate of Net Interest Accrual per Unit...................... $    .15036  $   .15165 
Estimated Current Return Based on Public Offering Price <F1><F3><F4><F5>...        5.41%       5.46%
Estimated Long-Term Return <F3><F4><F5>....................................        5.46%       5.51%
Estimated Initial Monthly Distribution (August 1995)....................... $      3.91             
Estimated Initial Semi-annual Distribution (January 1996).................              $    26.68 
Estimated Normal Distribution per Unit <F5>................................ $      4.51  $    27.30 
</TABLE>

<TABLE>
<CAPTION>
<S>                             <C>                                                                                            
Trustee's Annual Fee <F1>...... $.91 and $.51 per $1,000 principal amount of Bonds, respectively, for those portions of the    
                                California IM-IT Trust under the monthly and semi-annual distribution plans                    
Record and Computation Dates... FIRST day of the month as follows: monthly--each month; semi-annual--January and July          
Distribution Dates............. FIFTEENTH day of the month as follows: monthly--each month; semi-annual--                      
                                January and July commencing August 15, 1995
<FN>
<F1>During the first year the Trustee will reduce its fee by approximately $.62
per Unit (which amount is the estimated interest to be earned per Unit prior
to the expected delivery dates for the "when, as and if issued"Bonds included
in this Trust). Should such estimated interest exceed such amount, the Trustee
will reduce its fee up to its annual fee. After the first year, the Trustee's
fee will be that amount indicated above. Estimated Annual Interest Income per
Unit will be increased to $56.53. Estimated Annual Expense per Unit (excluding
insurance) will be increased to $2.40 and $1.94 under the monthly and
semi-annual distribution plans, respectively; and Estimated Net Annual
Interest Income per Unit will remain the same as shown. See "Estimated Current
Returns and Estimated Long-Term Returns."

<F2>Excluding insurance costs. The Estimated Annual Expenses are expected to
fluctuate periodically (see "Trust Administration--Fund Administration and
Expenses--Miscellaneous Expenses").

<F3>The Estimated Current Returns and Estimated Long-Term Returns are increased
for transactions entitled to a reduced sales charge. See "Unitholder
Explanations--Public Offering--General".

<F4>The Estimated Current Returns are calculated by dividing the Estimated Net
Annual Interest Income per Unit by the Public Offering Price. The Estimated
Net Annual Interest Income per Unit will vary with changes in fees and
expenses of the Trustee and the Evaluator and with the principal prepayment,
redemption, maturity, exchange or sale of Securities while the Public Offering
Price will vary with changes in the offering price of the underlying
Securities; therefore, there is no assurance that the present Estimated
Current Returns indicated above will be realized in the future. The Estimated
Long-Term Returns are calculated using a formula which (1) takes into
consideration, and determines and factors in the relative weightings of, the
market values, yields (which takes into account the amortization of premiums
and the accretion of discounts) and estimated retirements of all of the
Securities in the Trust and (2) takes into account the expenses and sales
charge associated with each Trust Unit. Since the market values and estimated
retirements of the Securities and the expenses of the Trust will change, there
is no assurance that the present Estimated Long-Term Returns as indicated
above will be realized in the future. The Estimated Current Returns and
Estimated Long-Term Returns are expected to differ because the calculation of
the Estimated Long-Term Return reflects the estimated date and amount of
principal returned while the Estimated Current Return calculation includes
only net annual interest income and Public Offering Price.

<F5>These figures are based on estimated per Unit cash flows. Estimated cash flows
will vary with changes in fees and expenses, with changes in current interest
rates and with the principal prepayment, redemption, maturity, call, exchange
or sale of the underlying Securities. The estimated cash flows for this Series
are set forth under "Estimated Cash Flows to Unitholders".
</TABLE>


<TABLE>
CALIFORNIA INSURED MUNICIPALS INCOME TRUST
SERIES 142 (IM-IT AND QUALITY MULTI-SERIES 255)
PORTFOLIO As of June 29, 1995

<CAPTION>
                                                                                                                    Offering       
                                                                                                                    Price To       
Aggregate      Name of Issuer, Title, Interest Rate andMaturity Date of either                  Redemption          California     
Principal<F1>  Bonds Deposited orBonds Contracted for<F1><F5>                       Rating<F2>  Feature<F3>         IM-IT Trust<F4>
<S>            <C>                                                               <C>            <C>                 <C>            
$     500,000  City of San Buenaventura, Public Facilities Financing Authority,                                                    
                1995 Refunding Lease Revenue Bonds (Capital Guaranty Insured)**                 2005 @ 102                         
                5.75% Due 6/1/2014..............................................           AAA  2009 @ 100 S.F.     $     485,715  
      250,000  Financing Authority for Resource Efficiency of California,                                                          
               Revenue  Bonds (First Resource Efficiency Program) Series 1994                   2004 @ 102                         
               (AMBAC Indemnity Insured)  #6.00% Due 7/1/2017...................           AAA  2011 @ 100 S.F.           251,250  
      250,000  Walnut Valley Unified School District (Los Angeles County,                                                          
               California) General Obligation Bonds, Election of 1991, Series C                 2003 @ 102                         
               (FGIC Insured)  #5.75% Due 8/1/2017..............................           AAA  2016 @ 100 S.F.           243,643  
      400,000  City of San Diego, California, Industrial Development Revenue                                                       
               Refunding Bonds (San Diego Gas & Electric Company) Series  1993A                                                    
               (AMBAC Indemnity Insured)  5.90% Due 6/1/2018....................           AAA  2003 @ 102                396,004  
      500,000  Lancaster Redevelopment Agency, California, Combined                                                                
               Redevelopment Project Areas (Housing Programs) Tax  Allocation                   2003 @ 102                         
               Bonds, Issue of 1993 (MBIA Insured)  #5.80% Due 8/1/2023.........           AAA  2009 @ 100 S.F.           487,720  
      500,000  California Statewide Communities Development Authority,                                                   
               Certificates of Participation, Sutter Health Obligated Group                      
               (MBIA Insured)                                                                   2003 @ 102
               #100M- 5.50% Due 8/15/2023.......................................           AAA  2014 @ 100 S.F.            93,103
                                                                                                2005 @ 102
               #400M- 6.00% Due 8/15/2025.......................................           AAA  2023 @ 100 S.F.           397,000  
      500,000  Redevelopment Agency of the City of Suisun City (County of                                                          
               Solano, California) Suisun City Redevelopment Project, 1993  Tax                 2003 @ 102                         
               Allocation Refunding Bonds (MBIA Insured)  #5.50% Due 10/1/2023..           AAA  2019 @ 100 S.F.           467,945  
      100,000  Community Redevelopment Agency of the City of Los Angeles,                                                          
               California (Bunker Hill Project) Tax Allocation Revenue                          2003 @ 102                         
               Refunding Bonds, Series H (FSA Insured)  #5.60% Due 12/1/2028....           AAA  2024 @ 100 S.F.            93,398  
$   3,000,000                                                                                                       $   2,915,778  
</TABLE>

All of the Bonds in the portfolio are insured by one of the Preinsured Bond
Insurers as indicated in the Bond name. See "Unitholder
Explanations--Insurance on the Bonds in the Insured Trusts". 

For an explanation of the footnotes used on this page, see "Notes to
Portfolios". 

GEORGIA IM-IT TRUST 

General. The Georgia IM-IT Trust consists of 10 issues of Securities. One of
the Bonds in the Georgia IM-IT Trust is a general obligation of the
governmental entity issuing it and is back by the taxing power thereof. The
remaining issues are payable from the income of a specific project or
authority and are not supported by the issuer's power to levy taxes. These
issues are divided by purpose of issues (and percentage of principal amount to
total Georgia IM-IT Trust) as follows: Health Care, 3 (34%); Retail
Electric/Gas, 3 (33%); Public Building, 1 (19%); Water and Sewer, 1 (10%);
General Obligations, 1 (3%) and Higher Education, 1 (1%). No Bond issue has
received a provisional rating. 

Risk Factors. The following brief summary regarding the economy of Georgia is
based upon information drawn from publicly available sources and is included
for purposes of providing information about general economic conditions that
may or may not affect issuers of the Georgia obligations. The Sponsor has not
independently verified any of the information contained in such publicly
available documents.

 Constitutional Considerations. The Georgia Constitution permits the issuance
by the State of general obligation debt and of certain guaranteed revenue
debt. The State may in our guaranteed revenue debt by guaranteeing the payment
of certain revenue obligations issued by an instrumentality of the State. The
Georgia Constitution prohibits the incurring of any general obligation debt or
guaranteed revenue debt if the highest aggregate annual debt service
requirement for the then current year or any subsequent fiscal year for
outstanding general obligation debt and guaranteed revenue debt, including the
proposed debt, exceed 10 percent of the total revenue receipts, less refunds,
of the State treasury in the fiscal year immediately preceding the year in
which any such debt is to be incurred.

The Georgia Constitution also permits the State to incur public debt to supply
a temporary deficit in the State treasury in any fiscal year created by a
delay in collecting the taxes of that year. Such debt must not exceed, in the
aggregate, 5% of the total revenue receipts, less refunds, of the State
treasury in the fiscal year immediately preceding the year in which such debt
is incurred. The debt incurred must be repaid on or before the last day of the
fiscal year in which it is to be incurred to supply a temporary deficit in the
State treasury. No such short-term debt has been incurred under this provision
since the inception of the constitutional authority referred to in this
paragraph.

Virtually all of the issues of long-term debt obligations issued by or on
behalf of the State of Georgia and counties, municipalities and other
political subdivisions and public authorities thereof are required by law to
be validated and confirmed in a judicial proceeding prior to issuance. The
legal effect of an approved validation in Georgia is to render incontestable
the validity of the pertinent bond issue and the security therefor.

The State and Its Economy. The State operates on a fiscal year beginning July
1 and ending June 30. Thus, the 1994 fiscal year ended June 30, 1994. Based on
data from the Georgia Department of Revenue, estimated receipts of the State
from income tax and sales tax for the 1992 fiscal year comprised approximately
48.8% and 37.5%, respectively, of the total State tax revenues. Such data
shows that total estimated State treasury receipts for the 1992 fiscal year
increased by approximately 2.16% over such collections in the 1991 fiscal
year. The estimated 1993 fiscal year figures indicate that receipts of the
State from income tax and sales tax for the 1993 fiscal year comprised
approximately 48.1% and 38%, respectively, of the total State tax revenues.
Total estimated State tax revenue collections for the 1993 fiscal year
indicated an increase of approximately 9.89% over such collections in the 1992
fiscal year. The estimated 1994 fiscal year figures indicate that receipts of
the State from income tax and sales tax for the 1994 fiscal year will comprise
approximately 48.8% and 37.9%, respectively, of the total State tax revenues.
Total estimated State tax revenue collections for the 1994 fiscal year
indicate an increase of approximately 9.56% over such collections in the 1993
fiscal year.

Georgia experienced an economic slowdown in the late 1980s that continued into
1992. The 1991 fiscal year ended with a balanced budget, but only because the
State had borrowed approximately $90 million from surpluses maintained for
special uses. In light of weaker. than expected monthly revenue collections in
May and June of 1991, Georgia lawmakers, in a special legislative session, cut
budgeted expenditures for the 1992 fiscal year by $415 million. Georgia ended
its 1992 fiscal year, however, with strong monthly revenue collections. For
the last four months of fiscal year 1992, Georgia's revenues were more than 6%
higher than revenues reported one year earlier for the same time period. By
year-end, revenue collections fell only.1% short of that expected to cover
1992 expenditures. This shortfall was made up from funds allocated to but not
used by state agencies. The authorized 1993 fiscal year budget consists of an
$8.3 billion spending plan and approximately $750 million in new general
obligation debt. On March 23, 1993. The Georgia General Assembly approved an
$8.9 billion budget for the 1994 fiscal year which includes authorization for
$792 million of general obligation borrowing. 

The Georgia economy has performed relatively well during recent years and
generally has expanded at a rate greater than the national average during that
period. However, growth in 1988 through 1992 slowed somewhat and was modest
compared to the pace of the early 1980's. Georgia's economy, however, has made
a robust recovery through the 1993 and 1994 fiscal years. Total estimated
State tax revenue collections for the 1994 fiscal year indicate an increase of
approximately 9.56% over such collections in the 1993 fiscal year. The 1992
annual average unemployment rate for Georgia was 6.9% as compared to the 1992
national annual average unemployment rate of 7.4%. The 1993 annual average
unemployment rate for Georgia was 5.7% as compared to the 1993 national annual
average unemployment rate of 6.7%. Throughout 1994, the monthly unemployment
rate for Georgia (not seasonally adjusted) has remained below the national
average monthly unemployment rate (not seasonally adjusted). In April and May
1994, the two most current months for which information is available,
Georgia's unemployment rate of 6.2% and 5.9%. In July, 1994, widespread
flooding in central and southern Georgia caused extensive damage and
destruction of farmland, private residences, businesses and local and state
government facilities. As of July 12, 1994, Governor Zell Miller refused to
estimate the dollar value of the damage but other sources estimate that damage
could exceed $300 million. Thirty-one counties have been declared federal
disaster areas. Moody's Investors Service, Inc. and Standard and Poor's
Corporation are observing the situation in Georgia, but neither rating agency
has expressed any immediate credit concerns.

Bond Ratings. Currently, Moody's Investors Service, Inc. rates Georgia general
obligation bonds Aaa and Standard & Poor's rates such bonds AA+.

Legal Proceedings. Georgia is involved in certain legal proceedings that, if
decided against the State, may require the State to make significant future
expenditures or may substantially impair revenues. Several lawsuits have been
filed against Georgia asserting that the decision in Davis v. Michigan
Department of Treasury, 489 U.S. 803 (1989), invalidating Michigan's practice
of taxing retirement benefits paid by the federal government while exempting
state retirement benefits, also invalidates Georgia's tax treatment of Federal
Retirement Benefits for years prior to 1989. Under Georgia's applicable 3 year
statute of limitation the maximum potential liability under these suits
calculated to August 15, 1993 would appear to be no greater than 100 million
dollars. The plaintiffs in these suits, however, have requested refunds for a
period from 1980 to 1988 which could result in a maximum potential liability
in the range of 591 million dollars. Any such liability would be predicated on
a holding by the State of Georgia Supreme Court or the United States Supreme
Court that the Davis decision is applicable to Georgia's prior method of
taxing Federal Retirement Benefits and that the Davis decision is to be given
a retroactive effect, i.e., that the decision affects prior tax years and that
a refund remedy is appropriate. In Georgia's "test case", the Georgia Supreme
Court held that no refunds are due. The plaintiff's petition to the U.S.
Supreme Court for a writ of certiorari was granted on February 22, 1994.

Three suits have been filed against the State of Georgia seeking refunds of
liquor taxes under O.C.G.A. Section 48-2-35, in light of Bacchus Imports, Ltd.
v. Dias, 468 U.S. 263 (1984) under Georgia's pre-Bacchus statute. In the Beam
case, 501 U.S. 529 (decided June 20, 1991) the Supreme Court indicated that
Bacchus was retroactive, but only within the bounds of State statutes of
limitations and procedural bars, and left State courts to determine any remedy
in light of reliance interests, equitable considerations, and other defenses.
Georgia's statute of limitations in O.C.G.A. Section 48-2-35 has run on all
pre-Bacchus claims for refund except five pending claims seeking 31.7 million
dollars in tax plus interest. On remand, the Fulton County Superior Court has
ruled that procedural bars and other defenses bar any recovery by taxpayers on
Beam's claims for refund. The Georgia Supreme Court has affirmed, and Beam has
petitioned the United States Supreme Court for a writ of certiorari.

Two additional suits have been filed with the State of Georgia by foreign
producers of alcoholic beverages seeking $96 million in refunds of alcohol
import taxes imposed under O.C.G.A. Section 3-4-60. These claims constitute
99% of all such taxes paid during the preceding three years.

In Board of Public Education for Savannah/Chatham County v. State of Georgia,
the local school board claimed that the State should finance the major portion
of the costs of its desegregation program. The Savannah Board originally
requested restitution in the amount of $30 million, but the Federal District
Court set forth a formula which would require a State payment in the amount of
approximately $6 million. Both sides have moved for reconsideration. In a
similar complaint, DeKalb County has requested restitution in the amount of
$90 million, and there are approximately five other school districts which
could file similar claims. It is not possible to quantify such potential
claims at this time.

The foregoing information does not purport to be a complete or exhaustive
description of all conditions to which the issuers of Bonds in the Georgia
Insured Trust are subject. Many factors including national economic, social
and environmental policies and conditions, which are not within the control of
the issuers of Bonds could affect or could have an adverse impact on the
financial condition of the State and various agencies and political
subdivisions located in the State. Since Georgia Bonds in the Georgia Insured
Trust (other than general obligation bonds issued by the State) are payable
from revenue derived from a specific source or authority, the impact of a
pronounced decline in the national economy or difficulties in significant
industries within the State could result in a decrease in the amount of
revenues realized from such source or by such authority and thus adversely
affect the ability of the respective issuers of the Georgia Bonds in the
Georgia Insured Trust to pay the debt service requirements on the Georgia
Bonds. Similarly, such adverse economic developments could result in a
decrease in tax revenues realized by the State and thus could adversely affect
the ability of the State to pay the debt service requirements of any Georgia
general obligation bonds in the Georgia Insured Trust.

Tax Status. For a discussion of the Federal tax status of income earned on
Georgia IM-IT Trust Units, see "Federal Tax Status". 

In the opinion of Chapman and Cutler, counsel to the Sponsor, under existing
Georgia law: 

(1)For Georgia income tax purposes, the Georgia IM-IT Trust is not an
association taxable as a corporation, and the income of the Georgia IM-IT
Trust will be treated as the income of the Unitholders. Interest on the
Georgia Bonds which is exempt from Georgia income tax when received by the
Georgia IM-IT Trust, and which would be exempt from Georgia income tax if
received directly by a Unitholder, will retain its status as tax-exempt
interest when distributed by the Georgia IM-IT Trust and received by the
Unitholders. 

(2)If the Trustee disposes of a Georgia Bond (whether by sale, exchange,
payment on maturity, retirement or otherwise) or if a Unitholder redeems or
sells his Unit, the Unitholder will recognize gain or loss for Georgia income
tax purposes to the same extent that gain or loss would be recognized for
federal income tax purposes (except in the case of Georgia Bonds issued before
March 11, 1987 issued with original issue discount owned by the Georgia IM-IT
Trust in which case gain or loss for Georgia income tax purposes would be
determined by accruing said original issue discount on a ratable basis). Due
to the amortization of bond premium and other basis adjustments required by
the Internal Revenue Code, a Unitholder, under some circumstances, may realize
taxable gain when his or her Units are sold or redeemed for an amount equal to
their original cost. 

(3)Because obligations or evidences of debt of Georgia, its political
subdivisions and public institutions and bonds issued by the Government of
Puerto Rico are exempt from the Georgia intangible personal property tax, the
Georgia IM-IT Trust will not be subject to such tax as the result of holding
such obligations, evidences of debt or bonds. Although there currently is no
published administrative interpretation or opinion of the Attorney General of
Georgia dealing with the status of bonds issued by a political subdivision of
Puerto Rico, we have in the past been advised orally by representatives of the
Georgia Department of Revenue that such bonds would also be considered exempt
from such tax. Based on that advice, and in the absence of a published
administrative interpretation to the contrary, we are of the opinion that the
Georgia IM-IT Trust would not be subject to such tax as the result of holding
bonds issued by a political subdivision of Puerto Rico. 

(4)Amounts paid under an insurance policy or policies issued to the Georgia
IM-IT Trust, if any, with respect to the Georgia Bonds in the Georgia IM-IT
Trust which represent maturing interest on defaulted obligations held by the
Trustee will be exempt from State income taxes if, and to the extent as, such
interest would have been so exempt if paid by the issuer of the defaulted
obligations provided that, at the time such policies are purchased the amounts
paid for such policies are reasonable and customary and consistent with the
reasonable expectation that the issuer of the obligations, rather than the
insurer, will pay debt service on the obligations.

(5)We express no opinion regarding whether a Unitholder's ownership of an
interest in the Georgia IM-IT Trust is subject to the Georgia intangible
personal property tax. Although the application of the Georgia intangible
property tax to the ownership of the Units by the Unitholders is not clear,
representatives of the Georgia Department of Revenue have in the past advised
us orally that, for purposes of the intangible property tax, the Department
considers a Unitholder's ownership of an interest in the Georgia IM-IT Trust
as a whole to be taxable intangible property separate from any ownership
interest in the underlying tax-exempt Georgia Bonds. 

(6)Neither the Georgia Bonds nor the Units will be subject to Georgia sales or
use tax. 



<TABLE>
<CAPTION>
                                                                                           
<S>                                                                     <C>          <C>        
Per Unit Information:                                                                 Semi-         
                                                                         Monthly      Annual    
Calculation of Estimated Net Annual Unit Income:                                                
 Estimated Annual Interest Income per Unit............................. $     55.42  $    55.42 
 Less: Estimated Annual Expense per Unit <F1>.......................... $      2.36  $     1.90 
 Less: Annual Premium on Portfolio Insurance per Unit.................. $       .03  $      .03 
 Estimated Net Annual Interest Income per Unit......................... $     53.03  $    53.49 
Calculation of Estimated Interest Earnings per Unit:                                            
                                                                                                
 Estimated Net Annual Interest Income per Unit......................... $     53.03  $    53.49 
 Divided by 12 and 2, respectively..................................... $      4.42  $    26.75 
Estimated Daily Rate of Net Interest Accrual per Unit.................. $    .14729  $   .14858 
Estimated Current Return Based on Public Offering Price <F2><F3><F4>...        5.30%       5.35%
Estimated Long-Term Return <F2><F3><F4>................................        5.33%       5.38%
Estimated Initial Monthly Distribution (August 1995)................... $      3.83             
Estimated Initial Semi-annual Distribution (January 1996)..............              $    26.15 
Estimated Normal Distribution per Unit <F4>............................ $      4.42  $    26.75 
</TABLE>

<TABLE>
<CAPTION>
<S>                             <C>                                                                                            
Trustee's Annual Fee........... $.91 and $.51 per $1,000 principal amount of Bonds, respectively, for those portions of the    
                                Georgia IM-IT Trust under the monthly and semi-annual distribution plans                       
Record and Computation Dates... FIRST day of the month as follows: monthly--each month; semi-annual--January and July          
Distribution Dates............. FIFTEENTH day of the month as follows: monthly--each month; semi-annual--                      
                                January and July commencing August 15, 1995

<FN>
<F1>Excluding insurance costs. The Estimated Annual Expenses are expected to
fluctuate periodically (see "Trust Administration--Fund Administration and
Expenses--Miscellaneous Expenses").

<F2>The Estimated Current Returns and Estimated Long-Term Returns are increased
for transactions entitled to a reduced sales charge. See "Unitholder
Explanations--Public Offering--General".

<F3>The Estimated Current Returns are calculated by dividing the Estimated Net
Annual Interest Income per Unit by the Public Offering Price. The Estimated
Net Annual Interest Income per Unit will vary with changes in fees and
expenses of the Trustee and the Evaluator and with the principal prepayment,
redemption, maturity, exchange or sale of Securities while the Public Offering
Price will vary with changes in the offering price of the underlying
Securities; therefore, there is no assurance that the present Estimated
Current Returns indicated above will be realized in the future. The Estimated
Long-Term Returns are calculated using a formula which (1) takes into
consideration, and determines and factors in the relative weightings of, the
market values, yields (which takes into account the amortization of premiums
and the accretion of discounts) and estimated retirements of all of the
Securities in the Trust and (2) takes into account the expenses and sales
charge associated with each Trust Unit. Since the market values and estimated
retirements of the Securities and the expenses of the Trust will change, there
is no assurance that the present Estimated Long-Term Returns as indicated
above will be realized in the future. The Estimated Current Returns and
Estimated Long-Term Returns are expected to differ because the calculation of
the Estimated Long-Term Return reflects the estimated date and amount of
principal returned while the Estimated Current Return calculation includes
only net annual interest income and Public Offering Price.

<F4>These figures are based on estimated per Unit cash flows. Estimated cash flows
will vary with changes in fees and expenses, with changes in current interest
rates and with the principal prepayment, redemption, maturity, call, exchange
or sale of the underlying Securities. The estimated cash flows for this Series
are set forth under "Estimated Cash Flows to Unitholders".
</TABLE>


<TABLE>
GEORGIA INSURED MUNICIPALS INCOME TRUST
SERIES 76 (IM-IT AND QUALITY MULTI-SERIES 255)
PORTFOLIO As of June 29, 1995

<CAPTION>
                                                                                                              Offering             
                                                                                                              Price To             
Aggregate      Name of Issuer, Title, Interest Rate andMaturity Date of                   Redemption          Georgia              
Principal<F1>  either Bonds Deposited orBonds Contracted for<F1><F5>          Rating<F2>  Feature<F3>         IM-IT Trust<F4>      
<S>            <C>                                                         <C>            <C>                 <C>           <C>    
$     250,000  Fulton De Kalb, Georgia, Hospital Authority, Hospital                                                               
               Revenue  Refunding Certificates, Series 1993 (MBIA                         2003 @ 102                               
               Insured)  #5.50% Due 1/1/2012..............................           AAA  2009 @ 100 S.F.     $     243,350        
       25,000  University of Puerto Rico, Revenue Refunding Bonds, Series                                                          
                1995N (MBIA Insured)  #0.00% Due 6/1/2013.................           AAA                              9,161    <F6>
      100,000  City of Atlanta, Georgia, Unlimited Tax-General Obligation                                                          
               Public  Improvement Bonds, Series 1994A  #6.125% Due                       2004 @ 102                               
               12/1/2023..................................................            AA  2020 @ 100 S.F.           102,344        
      490,000  Monroe County, Georgia, Development Authority, Pollution                                                            
               Control  Revenue Refunding Bonds (Georgia Power                                                                     
               Company-Scherer  Project) Series 1994-I (MBIA Insured)                                                              
               5.40% Due 1/1/2024.........................................           AAA  1999 @ 102                452,534        
      300,000  City of Cumming, Georgia, Water and Sewerage Revenue                                                                
               Refunding and Improvement Bonds, Series 1994 (Bank                         2003 @ 102                               
               Qualified) MBIA Insured  #6.25% Due 12/1/2024..............           AAA  2015 @ 100 S.F.           309,561        
      270,000  Georgia Municipal Electric Authority, General Power                                                                 
               Revenue  Bonds, Series C (FGIC Insured)  #5.25% Due                                                                 
               1/1/2025...................................................           AAA  2020 @ 100 S.F.           246,956        
      500,000  Gainesville and Hall County, Georgia, Hospital Authority,                                                           
               Hospital  Improvement and Refunding Revenue Anticipation                                                            
               Certificates  (Northeast Georgia Healthcare Project)                       2005 @ 102                               
               Series 1995 (MBIA Insured)  #6.00% Due 10/1/2025...........           AAA  2021 @ 100 S.F.           503,880        
      250,000  Gordon County, Georgia, Hospital Authority, Hospital                                                                
               Revenue  Anticipation Certificates (Adventist Health                       2005 @ 102                               
               System) Series 1995  (MBIA Insured)  #5.75% Due 11/15/2025.           AAA  2016 @ 100 S.F.           245,960        
      200,000  Georgia Municipal Electric Authority, Power Revenue Bonds,                                                          
                Series 1994EE (AMBAC Indemnity Insured)  #5.50% Due                                                                
               1/1/2026...................................................           AAA  2004 @ 100                188,402        
      570,000  Cobb-Marietta Coliseum and Exhibit Hall Authority                                                                   
               (Georgia)  Revenue Refunding Bonds, Series 1993 (MBIA                                                               
               Insured)  #5.625% Due 10/1/2026............................           AAA  2019 @ 100 S.F.           558,474        
$   2,955,000                                                                                                 $   2,860,622        
</TABLE>

All of the Bonds in the portfolio are insured either by one of the Preinsured
Bond Insurers (as indicated in the Bond name) or under the portfolio insurance
policy obtained by the Trust from AMBAC Indemnity. See "Unitholder
Explanations--Insurance on the Bonds in the Insured Trusts". 

For an explanation of the footnotes used on this page, see "Notes to
Portfolios". 

MICHIGAN IM-IT TRUST 

General. The Michigan IM-IT Trust consists of 9 issues of Securities. Four of
the Bonds in the Michigan IM-IT Trust are general obligations of the
governmental entity issuing them and are backed by the taxing power thereof.
The remaining issues are payable from the income of a specific project or
authority and are not supported by the issuer's power to levy taxes. These
issues are divided by purpose of issues (and percentage of principal amount to
total Michigan IM-IT Trust) as follows: General Obligations, 4 (23%); Health
Care, 1 (17%); Higher Education, 1 (17%); Transportation, 1 (17%); Water and
Sewer, 1 (16%) and General Purpose, 1 (10%). No Bond issue has received a
provisional rating.

Risk Factors. Investors should be aware that the economy of the State of
Michigan has, in the past, proven to be cyclical, due primarily to the fact
that the leading sector of the State's economy is the manufacturing of durable
goods. While the State's efforts to diversify its economy have proven
successful, as reflected by the fact that the share of employment in the State
in the durable goods sector has fallen from 33.1 percent in 1960 to 17.9
percent in 1990, durable goods manufacturing still represents a sizable
portion of the State's economy. As a result, any substantial national economic
downturn is likely to have an adverse effect on the economy of the State and
on the revenues of the State and some of its local governmental units. 

In May 1986, Moody's Investors Service raised the State's general obligation
bond rating to "A1". In October 1989, Standard & Poor's Corporation raised its
rating on the State's general obligation bonds to "AA". 

The State's economy could continue to be affected by changes in the auto
industry, notably consolidation and plant closings resulting from competitive
pressures and over-capacity. Such actions could adversely affect State
revenues and the financial impact on the local units of government in the
areas in which plants are closed could be more severe. In addition, the State
is a party to various legal proceedings, some of which could, if unfavorably
resolved from the point of view of the State, substantially affect State
programs or finances.

In recent years, the State has reported its financial results in accordance
with generally accepted accounting principles. For the fiscal years ended
September 30, 1990 and 1991, the State reported negative year-end balances in
the General Fund/School Aid Fund of $310.4 million and $169.4 million,
respectively. The State ended each of the 1992, 1993 and 1994 fiscal years
with its General Fund/School Aid Fund in balance, after having made
substantial transfers to the Budget Stabilization Fund in 1993 and 1994. A
positive cash balance in the combined General Fund/School Aid Fund was
recorded at September 30, 1990. In the 1991 through 1993 fiscal years, the
State experienced deteriorating cash balances which necessitated short-term
borrowing and the deferral of certain scheduled cash payments. The State did
not borrow for cash flow purposes in 1994, but borrowed $500 million on March
9, 1995, which is due for repayment on September 29, 1995. The State's Budget
Stabilization Fund received year-end transfers from the General Fund of $283
million in 1993 and $464 million in 1994, bringing the balance in the Budget
Stabilization Fund to $779 million at September 30, 1994.

The Michigan Constitution of 1963 limits the amount of total revenues of the
State raised from taxes and certain other sources to a level for each fiscal
year equal to a percentage of the State's personal income for the prior
calendar year. In the event that the State's total revenues exceeds the limit
by 1 percent or more, the Michigan Constitution of 1963 requires that the
excess be refunded to taxpayers. 

On March 15, 1994, Michigan voters approved a school finance reform amendment
to the State's Constitution which, among other things, increased the State
sales tax rate from 4% to 6% and placed a cap on property assessment increases
for all property taxes. Concurrent legislation cut the State's income tax rate
from 4.6% to 4.4%, reduced some property taxes and altered local school
funding sources to a combination of property taxes and state revenues, some of
which is provided from other new or increased State taxes. The legislation
also contained other provisions that alter (and, in some cases, may reduce)
the revenues of local units of government, and tax increment bonds could be
particularly affected. While the ultimate impact of the constitutional
amendment and related legislation cannot yet be accurately predicted,
investors should be alert to the potential effect of such measures upon the
operations and revenues of Michigan local units of government. 

In addition, the State Legislature recently adopted a package of state tax
cuts, including a phase out of the intangibles tax, an increase in exemption
amounts for personal income tax, and reductions in single business tax.

Although all or most of the Bonds in the Michigan IM-IT Trust are revenue
obligations or general obligations of local governments or authorities rather
than general obligations of the State of Michigan itself, there can be no
assurance that any financial difficulties the State may experience will not
adversely affect the market value or marketability of the Bonds or the ability
of the respective obligors to pay interest on or principal of the Bonds,
particularly in view of the dependency of local governments and other
authorities upon State aid and reimbursement programs and, in the case of
bonds issued by the State Building Authority, the dependency of the State
Building Authority on the receipt of rental payments from the State to meet
debt service requirements upon such bonds. In the 1991 fiscal year, the State
deferred certain scheduled cash payments to municipalities, school districts,
universities and community colleges. While such deferrals were made up at
specified later dates, similar future deferrals could have an adverse impact
on the cash position of some local governmental units. Additionally, the State
reduced revenue sharing payments to municipalities below that level provided
under formulas by $10.9 million in the 1991 fiscal year, up $34.4 million in
the 1992 fiscal year, $45.5 million in the 1993 fiscal year, $54.5 million in
the 1994 fiscal year, and $67.0 million (budgeted) in the 1995 fiscal year.

The Michigan IM-IT Trust may contain general obligation bonds of local units
of government pledging the full faith and credit of the local unit which are
payable from the levy of ad valorem taxes on taxable property within the
jurisdiction of the local unit. Such bonds issued prior to December 22, 1978,
or issued after December 22, 1978 with the approval of the electors of the
local unit, are payable from property taxes levied without limitation as to
rate or amount. With respect to bonds issued after December 22, 1978, and
which were not approved by the electors of the local unit, the tax levy of the
local unit for debt service purposes is subject to constitutional, statutory
and charter tax rate limitations. In addition, several major industrial
corporations have instituted challenges of their ad valorem property tax
assessments in a number of local municipal units in the State. If successful,
such challenges could have an adverse impact on the ad valorem tax bases of
such units which could adversely affect their ability to raise funds for
operation and debt service requirements. 

Tax Status. For a discussion of the Federal tax status of income earned on
Michigan IM-IT Trust Units, see "Other Matters--Federal Tax Status". 

In the opinion of Miller, Canfield, Paddock and Stone, special counsel to the
Fund for Michigan tax matters, under existing Michigan law: 

The Michigan IM-IT Trust and the owners of Units will be treated for purposes
of the Michigan income tax laws and the Single Business Tax in substantially
the same manner as they are for purposes of the Federal income tax laws, as
currently enacted. Accordingly, we have relied upon the opinion of Messrs.
Chapman and Cutler as to the applicability of Federal income tax under the
Internal Revenue Code of 1986 to the Michigan IM-IT Trust and the Holders of
Units. 

Under the income tax laws of the State of Michigan, the Michigan IM-IT Trust
is not an association taxable as a corporation; the income of the Michigan
IM-IT Trust will be treated as the income of the Unitholders and be deemed to
have been received by them when received by the Michigan IM-IT Trust. Interest
on the underlying Bonds which is exempt from tax under these laws when
received by Michigan IM-IT Trust will retain its status as tax exempt interest
to the Unitholders. 

For purposes of the foregoing Michigan tax laws, each Unitholder will be
considered to have received his pro rata share of Bond interest when it is
received by the Michigan IM-IT Trust, and each Unitholder will have a taxable
event when the Michigan IM-IT Trust disposes of a Bond (whether by sale,
exchange, redemption or payment at maturity) or when the Unitholder redeems or
sells his Certificate to the extent the transaction constitutes a taxable
event for Federal income tax purposes. The tax cost of each unit to a
Unitholder will be established and allocated for purposes of these Michigan
tax laws in the same manner as such cost is established and allocated for
Federal income tax purposes. 

Under the Michigan Intangibles Tax, the Michigan IM-IT Trust is not taxable
and the pro rata ownership of the underlying Bonds, as well as the interest
thereon, will be exempt to the Unitholders to the extent the Michigan IM-IT
Trust consists of obligations of the State of Michigan or its political
subdivisions or municipalities, or of obligations of possessions of the United
States. The Intangibles Tax is being phased out, with reductions of
twenty-five percent (25%) in 1994 and 1995, fifty percent (50%) in 1996, and
seventy-five percent (75%) in 1997, with total repeal effective January 1,
1998. 

The Michigan Single Business Tax replaced the tax on corporate and financial
institution income under the Michigan Income Tax, and the Intangible Tax with
respect to those intangibles of persons subject to the Single Business Tax the
income from which would be considered in computing the Single Business Tax.
Persons are subject to the Single Business Tax only if they are engaged in
"business activity", as defined in the Act. Under the Single Business Tax,
both interest received by the Michigan IM-IT Trust on the underlying Bonds and
any amount distributed from the Michigan IM-IT Trust to a Unitholder, if not
included in determining taxable income for Federal income tax purposes, is
also not included in the adjusted tax base upon which the Single Business Tax
is computed, of either the Michigan IM-IT Trust or the Unitholders. If the
Michigan IM-IT Trust or the Unitholders have a taxable event for Federal
income tax purposes when the Michigan IM-IT Trust disposes of a Bond (whether
by sale, exchange, redemption or payment at maturity) or the Unitholder
redeems or sells his Certificate, an amount equal to any gain realized from
such taxable event which was included in the computation of taxable income for
Federal income tax purposes (plus an amount equal to any capital gain of an
individual realized in connection with such event but excluded in computing
that individual's Federal taxable income) will be included in the tax base
against which, after allocation, apportionment and other adjustments, the
Single Business Tax is computed. The tax base will be reduced by an amount
equal to any capital loss realized from such a taxable event, whether or not
the capital loss was deducted in computing Federal taxable income in the year
the loss occurred. Unitholders should consult their tax advisor as to their
status under Michigan law. 

Any proceeds paid under an insurance policy issued to the Trustee of the
Trust, or paid under individual policies obtained by issuers of Bonds, which,
when received by the Unitholders, represent maturing interest on defaulted
obligations held by the Trustee, will be excludable from the Michigan income
tax laws and the Single Business Tax if, and to the same extent as, such
interest would have been so excludable if paid by the issuer of the defaulted
obligations. While treatment under the Michigan Intangibles Tax is not
premised upon the characterization of such proceeds under the Internal Revenue
Code, the Michigan Department of Treasury should adopt the same approach as
under the Michigan income tax laws and the Single Business Tax. 

As the Tax Reform Act of 1986 eliminates the capital gain deduction for tax
years beginning after December 31, 1986, the federal adjusted gross income,
the computation base for the Michigan Income Tax, of a Unitholder will be
increased accordingly to the extent such capital gains are realized when the
Michigan IM-IT Trust disposes of a Bond or when the Unitholder redeems or
sells a Unit, to the extent such transaction constitutes a taxable event for
Federal income tax purposes.

<TABLE>
<CAPTION>
                                                                                           
<S>                                                                     <C>          <C>        
Per Unit Information:                                                                 Semi-          
                                                                         Monthly      Annual    
Calculation of Estimated Net Annual Unit Income :                                               
 Estimated Annual Interest Income per Unit............................. $     55.74  $    55.74 
 Less: Estimated Annual Expense per Unit <F1>.......................... $      2.40  $     1.95 
 Less: Annual Premium on Portfolio Insurance per Unit..................          --          -- 
 Estimated Net Annual Interest Income per Unit......................... $     53.34  $    53.79 
Calculation of Estimated Interest Earnings per Unit:                                            
                                                                                                
 Estimated Net Annual Interest Income per Unit......................... $     53.34  $    53.79 
 Divided by 12 and 2, respectively..................................... $      4.45  $    26.90 
Estimated Daily Rate of Net Interest Accrual per Unit.................. $    .14815  $   .14941 
Estimated Current Return Based on Public Offering Price <F2><F3><F4>...        5.33%       5.38%
Estimated Long-Term Return <F2><F3><F4>................................        5.38%       5.43%
Estimated Initial Monthly Distribution (August 1995)................... $      3.85             
Estimated Initial Semi-annual Distribution (January 1996)..............              $    26.29 
Estimated Normal Distribution per Unit <F4>............................ $      4.45  $    26.90 
</TABLE>


<TABLE>
<CAPTION>
<S>                             <C>                                                                                            
Trustee's Annual Fee........... $.91 and $.51 per $1,000 principal amount of Bonds, respectively, for those portions of the    
                                Michigan IM-IT Trust under the monthly and semi-annual distribution plans                      
Record and Computation Dates... FIRST day of the month as follows: monthly--each month; semi-annual--January and July          
Distribution Dates............. FIFTEENTH day of the month as follows: monthly--each month; semi-annual--                      
                                January and July commencing August 15, 1995
<FN>
<F1>Excluding insurance costs. The Estimated Annual Expenses are expected to
fluctuate periodically (see "Trust Administration--Fund Administration and
Expenses--Miscellaneous Expenses").

<F2>The Estimated Current Returns and Estimated Long-Term Returns are increased
for transactions entitled to a reduced sales charge. See "Unitholder
Explanations--Public Offering--General".

<F3>The Estimated Current Returns are calculated by dividing the Estimated Net
Annual Interest Income per Unit by the Public Offering Price. The Estimated
Net Annual Interest Income per Unit will vary with changes in fees and
expenses of the Trustee and the Evaluator and with the principal prepayment,
redemption, maturity, exchange or sale of Securities while the Public Offering
Price will vary with changes in the offering price of the underlying
Securities; therefore, there is no assurance that the present Estimated
Current Returns indicated above will be realized in the future. The Estimated
Long-Term Returns are calculated using a formula which (1) takes into
consideration, and determines and factors in the relative weightings of, the
market values, yields (which takes into account the amortization of premiums
and the accretion of discounts) and estimated retirements of all of the
Securities in the Trust and (2) takes into account the expenses and sales
charge associated with each Trust Unit. Since the market values and estimated
retirements of the Securities and the expenses of the Trust will change, there
is no assurance that the present Estimated Long-Term Returns as indicated
above will be realized in the future. The Estimated Current Returns and
Estimated Long-Term Returns are expected to differ because the calculation of
the Estimated Long-Term Return reflects the estimated date and amount of
principal returned while the Estimated Current Return calculation includes
only net annual interest income and Public Offering Price.

<F4>These figures are based on estimated per Unit cash flows. Estimated cash flows
will vary with changes in fees and expenses, with changes in current interest
rates and with the principal prepayment, redemption, maturity, call, exchange
or sale of the underlying Securities. The estimated cash flows for this Series
are set forth under "Estimated Cash Flows to Unitholders".
</TABLE>



<TABLE>
MICHIGAN INSURED MUNICIPALS INCOME TRUST
SERIES 130 (IM-IT AND QUALITY MULTI-SERIES 255)
PORTFOLIO As of June 29, 1995

<CAPTION>
                                                                                                              Offering             
                                                                                                              Price To             
Aggregate      Name of Issuer, Title, Interest Rate andMaturity Date of                   Redemption          Michigan             
Principal<F1>  either Bonds Deposited orBonds Contracted for<F1><F5>          Rating<F2>  Feature<F3>         IM-IT Trust<F4>      
<S>            <C>                                                         <C>            <C>                 <C>           <C>    
$     295,000  Michigan Municipal Bond Authority, Local Government Loan                                                            
               Program, Revenue Bonds, Series 1995A (AMBAC Indemnity                      2005 @ 102                               
               Insured)  #5.80% Due 11/1/2015.............................           AAA  2011 @ 100 S.F.     $     293,968        
      510,000  Board of Governors of Wayne State University (Michigan)                                                             
               General  Revenue Bonds, Series 1993 (AMBAC Indemnity                       2003 @ 101                               
               Insured)  #5.65% Due 11/15/2015............................           AAA  2011 @ 100 S.F.           499,182        
       75,000  Lowell Area Schools, Counties of Kent and Ionia, Michigan,                                                          
               1992  Refunding Bonds (General Obligation-Unlimited Tax)                                                            
               FGIC Insured  #0.00% Due 5/1/2020..........................           AAA                             16,545    <F6>
      500,000  Michigan, State Trunk Line Fund Bonds, Series 1994A (FGIC                  2004 @ 102                               
               Insured)  #5.75% Due 11/15/2020............................           AAA  2017 @ 100 S.F.           489,450        
      100,000  Goodrich Area Schools, Counties of Genesee, Oakland and                                                             
               Lapeer, Michigan, 1995 School Building and Site and                                                                 
               Refunding Bonds (General Obligation-Unlimited Tax) AMBAC                   2005 @ 102                               
               Indemnity Insured  #5.875% Due 5/1/2024....................           AAA  2016 @ 100 S.F.            98,785        
      400,000  Byron Center Public Schools, County of Kent, Michigan,                                                              
               1995  School Building and Site and Refunding Bonds                                                                  
               (General  Obligation-Unlimited Tax) MBIA Insured  #5.875%                  2005 @ 101                               
               Due 5/1/2024...............................................           AAA  2016 @ 100 S.F.           395,140        
      465,000  Gogebic-Iron Wastewater Authority, County of Gogebic,                                                               
               Michigan,  Wastewater Treatment System Revenue Refunding                   2005 @ 100                               
               Bonds,  Series 1995 (MBIA Insured)  #6.05% Due 1/1/2025....           AAA  2016 @ 100 S.F.           471,483        
      100,000  Reeths-Puffer Schools, County of Muskegon, Michigan, 1995                                                          
                School Building and Site and Refunding Bonds (General                     2005 @ 101                               
               Obligation-Unlimited Tax) FGIC Insured  #6.00% Due 5/1/2025           AAA  2016 @ 100 S.F.           100,400        
      500,000  Economic Development Corporation of the City of Dearborn,                                                           
               Michigan, Hospital Revenue Bonds (Oakwood Obligated                        2005 @ 102                               
               Group) Series 1995A (FGIC Insured)  #5.875% Due 11/15/2025.           AAA  2016 @ 100 S.F.           493,770        
$   2,945,000                                                                                                 $   2,858,723        
</TABLE>


All of the Bonds in the portfolio are insured by one of the Preinsured Bond
Insurers as indicated in the Bond name. See "Unitholder
Explanations--Insurance on the Bonds in the Insured Trusts". 

For an explanation of the footnotes used on this page, see "Notes to
Portfolios". 

MARYLAND QUALITY TRUST 

General. The Maryland Quality Trust consists of 9 issues of Securities. One of
the Bonds in the Maryland Quality Trust is a general obligation of the
governmental entity issuing it and is backed by the taxing power thereof. The
remaining issues are payable from the income of a specific project or
authority and are not supported by the issuer's power to levy taxes. These
issues are divided by purpose of issues (and percentage of principal amount to
total Maryland Quality Trust) as follows: Multi-Family Mortgage Revenue, 2
(34%); Retail Electric/Gas, 2 (21%); Other Care, 1 (17%); Health Care, 1
(15%); Certificates of Participation, 1 (7%); General Obligations, 1 (3%) and
Higher Education, 1 (3%). No Bond issue has received a provisional rating. 

Risk Factors. The public indebtedness of the State of Maryland, its
instrumentalities and its local governments is divided into three basic types.
The State, and the counties and municipalities of the State, issue general
obligation bonds for capital improvements and for various projects to the
payment of which an ad valorem property tax is exclusively pledged. 

Certain authorities of the State and certain local governments issue
obligations payable solely from specific non-tax, enterprise fund revenues and
for which the issuer has no liability and has given no moral obligation
assurance. The principal of and interest on bonds issued by these bodies are
payable solely from various sources, principally fees generated from use of
the facilities or enterprises financed by the bonds. 

The special authorities of the State and local government entities have
outstanding bonds backed exclusively by revenues derived from projects and
facilities financed by the bond issue. The holders of these bonds have no
claim against the general credit of the State or any governmental unit for the
payment of those bonds. 

There is no general debt limit imposed on the State of Maryland by the State
Constitution or public general laws, but a special committee created by
statute annually makes an estimate of the maximum amount of new general
obligation debt that the State may prudently authorize. 

There can be no assurance that particular bond issues may not be adversely
affected by changes in State or local economic or political conditions.
Investors are, therefore, advised to study with care the Portfolio for the
Maryland Quality Trust appearing elsewhere in this Prospectus and consult
their own investment advisers as to the merits of particular issues in that
Portfolio. 

Tax Status. For a discussion of the Federal tax status of income earned on
Maryland Quality Trust Units, see "Other Matters-Federal Tax Status". 

In the opinion of Weinberg and Green, special counsel to the Fund for Maryland
tax matters, under existing Maryland income tax law applicable to taxpayers
whose income is subject to Maryland income taxation: 

(1)For Maryland State and local income tax purposes, the Maryland Quality
Trust will not be recognized as an association taxable as a corporation, but
rather as a fiduciary whose income will not be subject to Maryland State and
local income taxation. 

(2)To the extent that interest derived from the Maryland Quality Trust by a
Unitholder with respect to the obligations of the State of Maryland and its
political subdivisions is excludable from Federal gross income, such interest
will not be subject to Maryland State or local income taxes. Interest paid to
a "financial institution"will be subject to the Maryland State franchise tax
on financial institutions. 

(3)In the case of taxpayers who are individuals, Maryland presently imposes an
income tax on items of tax preference with reference to such items as defined
in the Internal Revenue Code, as amended from time to time, for purposes of
calculating the federal alternative minimum tax. Interest paid on certain
private activity bonds constitutes a tax preference item for the purpose of
calculating the federal alternative minimum tax. Accordingly, if the Maryland
Quality Trust holds such bonds, 50% of the interest on such bonds in excess of
a threshold amount is taxable in Maryland. 

(4)Capital gain, including gain realized by a Unitholder from the redemption,
sale or other disposition of a Unit, will be included in the Maryland taxable
base of Unitholders for Maryland State and local income taxation purposes.
However, Maryland defines the taxable net income of individuals as Federal
adjusted gross income with certain modifications. Likewise, the Maryland
taxable net income of corporations is Federal taxable income with certain
modifications. There is available to Maryland income taxpayers a modification
which allows those taxpayers to subtract from the Maryland taxable base the
gain included in Federal adjusted gross income or Federal taxable income, as
the case may be, which is realized from the disposition of Securities by the
Maryland Quality Trust. Consequently, by making that modification, a
Unitholder who is entitled to make the subtraction modification will not be
subject to Maryland State or local income tax with respect to gain realized
upon the disposition of Securities by the Maryland Quality Trust. Profit
realized by a "financial institution"from the sale or exchange of Bonds will
be subject to the Maryland Franchise Tax. 

These opinions relate only to the treatment of the Maryland Quality Trust and
the Units under the Maryland State and local income tax laws and Maryland
franchise tax laws. Unitholders should consult tax counsel as to other
Maryland tax consequences not specifically considered in these opinions. For
example, no opinion is expressed as to the treatment of the Units under the
Maryland inheritance and estate tax laws. 

<TABLE>
<CAPTION>
<S>                                                                     <C>          <C>        
                                                                                      Semi-     
Per Unit Information:                                                    Monthly      Annual    
Calculation of Estimated Net Annual Unit Income :                                               
 Estimated Annual Interest Income per Unit............................. $     56.63  $    56.63 
 Less: Estimated Annual Expense per Unit <F1>.......................... $      2.33  $     1.93 
 Estimated Net Annual Interest Income per Unit......................... $     54.30  $    54.70 
Calculation of Estimated Interest Earnings per Unit:                                            
                                                                                                
 Estimated Net Annual Interest Income per Unit......................... $     54.30  $    54.70 
 Divided by 12 and 2, respectively..................................... $      4.53  $    27.35 
Estimated Daily Rate of Net Interest Accrual per Unit.................. $    .15082  $   .15193 
Estimated Current Return Based on Public Offering Price <F2><F3><F4>...        5.43%       5.47%
Estimated Long-Term Return <F2><F3><F4>................................        5.45%       5.49%
Estimated Initial Monthly Distribution (August 1995)................... $      3.92             
Estimated Initial Semi-annual Distribution (November 1995).............              $    17.62 
Estimated Normal Distribution per Unit <F4>............................ $      4.53  $    27.35 
</TABLE>

<TABLE>
<CAPTION>
<S>                             <C>                                                                                            
Trustee's Annual Fee........... $.91 and $.51 per $1,000 principal amount of Bonds, respectively, for those portions of the    
                                Maryland Quality Trust under the monthly and semi-annual distribution plans                    
Record and Computation Dates... FIRST day of the month as follows: monthly--each month; semi-annual--May and November          
Distribution Dates............. FIFTEENTH day of the month as follows: monthly--each month; semi-annual--May                   
                                and November commencing August 15, 1995
<FN>
<F1>The estimated annual expenses are expected to fluctuate periodically (see
"Trust Administration--Fund Administration and Expenses--Miscellaneous
Expenses").

<F2>The Estimated Current Returns and Estimated Long-Term Returns are increased
for transactions entitled to a reduced sales charge. See "Unitholder
Explanations--Public Offering--General".

<F3>The Estimated Current Returns are calculated by dividing the Estimated Net
Annual Interest Income per Unit by the Public Offering Price. The Estimated
Net Annual Interest Income per Unit will vary with changes in fees and
expenses of the Trustee and the Evaluator and with the principal prepayment,
redemption, maturity, exchange or sale of Securities while the Public Offering
Price will vary with changes in the offering price of the underlying
Securities; therefore, there is no assurance that the present Estimated
Current Returns indicated above will be realized in the future. The Estimated
Long-Term Returns are calculated using a formula which (1) takes into
consideration, and determines and factors in the relative weightings of, the
market values, yields (which takes into account the amortization of premiums
and the accretion of discounts) and estimated retirements of all of the
Securities in the Trust and (2) takes into account the expenses and sales
charge associated with each Trust Unit. Since the market values and estimated
retirements of the Securities and the expenses of the Trust will change, there
is no assurance that the present Estimated Long-Term Returns as indicated
above will be realized in the future. The Estimated Current Returns and
Estimated Long-Term Returns are expected to differ because the calculation of
the Estimated Long-Term Return reflects the estimated date and amount of
principal returned while the Estimated Current Return calculation includes
only net annual interest income and Public Offering Price.

<F4>These figures are based on estimated per Unit cash flows. Estimated cash flows
will vary with changes in fees and expenses, with changes in current interest
rates and with the principal prepayment, redemption, maturity, call, exchange
or sale of the underlying Securities. The estimated cash flows for this Series
are set forth under "Estimated Cash Flows to Unitholders".
</TABLE>

<TABLE>
MARYLAND INVESTORS' QUALITY TAX-EXEMPT TRUST
SERIES 72 (IM-IT AND QUALITY MULTI-SERIES 255)
PORTFOLIO As of June 29, 1995

<CAPTION>
                                                                                                              Offering
                                                                                                              Price To
              Name of Issuer, Title, Interest Rate and Maturity          Rating<F2>                           Maryland
Aggregate     Date of either Bonds Deposited or Bonds Contracted  Standard                Redemption          Quality
Principal<F1> for<F1><F5>                                         & Poor's     Moody's    Feature<F3>         Trust<F4>
<S>           <C>                                                <C>          <C>        <C>                 <C>           <C>    
$     105,000  University of Puerto Rico, Revenue Refunding                                                                        
               Bonds, Series 1995N (MBIA Insured)  #0.00% Due                                                                      
               06/1/2013.........................................         AAA        Aaa                      $      38,475    <F6>
      100,000  Washington Suburban Sanitary District, Maryland,                                                                    
               Sewage Disposal General Obligation Bonds  #5.25%                                                                    
               Due 6/1/2014......................................          AA        Aa1  2005 @ 100                 95,326        
      200,000  Prince George's County, Maryland, Certificates of                                                                   
                Participation, Real Estate Acquisition Program                                                                     
               II,  Series 1994 (MBIA Insured)  #6.00% Due                                2004 @ 102                               
               9/15/2014.........................................         AAA        Aaa  2010 @ 100 S.F.           203,258        
      450,000  Maryland Health and Higher Educational Facilities                                                                   
                Authority, Revenue Refunding Bonds (Suburban                              2003 @ 102                               
               Hospital Issue) Series 1993  #5.125% Due 7/1/2021.           A         A1  2014 @ 100 S.F.           395,406        
      500,000  City of Gaithersburg, Maryland, Nursing Home                                                                        
               Facilities Refunding Revenue Bonds (Shady  Grove                                                                    
               Adventist Nursing and Rehabilitation  Center)                              2005 @ 102                               
               Series 1995 (FSA Insured)  #6.00% Due 9/1/2022....         AAA        Aaa  2016 @ 100 S.F.           499,135        
      500,000  Baltimore City Housing Corporation, Maryland,                                                                       
               Mortgage Revenue Refunding Bonds, Series  1995A                                                                     
               (FHA Insured Mortgage Loan-Franklin  Square                                                                         
               Section 8 Assisted Project) MBIA Insured  6.40%                            2003 @ 102                               
               Due 12/1/2023.....................................         AAA        Aaa  2010 @ 100 S.F.           517,245        
       65,000  Montgomery County, Maryland, Pollution Control                                                                      
               Revenue Refunding Bonds (Potomac Electric  Power                                                                    
               Company Project) Series 1994  #5.375% Due                                                                           
               2/15/2024.........................................           A         A1  2004 @ 102                 60,212        
      550,000  Anne Arundel County, Maryland, Pollution Control                                                                    
               Revenue Refunding Bonds (Baltimore Gas and                                                                          
               Electric Company Project) Series 1994  #6.00% Due                                                                   
               4/1/2024..........................................           A         A2  2004 @ 102                552,750        
      500,000  Salisbury, Maryland, Mortgage Revenue Refunding                                                                     
               Bonds (College Lane Apartments Project-FHA                                                                          
               Insured Mortgage Loans) Series 1995A  6.60% Due                            2004 @ 102                               
               12/1/2026.........................................         AAA        N/R  2013 @ 100 S.F.           523,540        
$   2,970,000                                                                                                 $   2,885,347        
</TABLE>

For an explanation of the footnotes used on this page, see "Notes to
Portfolios".



As of the Date of Deposit: June 29, 1995

(1)All Securities are represented by "regular way"or "when issued"contracts
for the performance of which an irrevocable letter of credit, obtained from an
affiliate of the Trustee, has been deposited with the Trustee. At the Date of
Deposit, Securities may have been delivered to the Sponsor pursuant to certain
of these contracts; the Sponsor has assigned to the Trustee all of its right,
title and interest in and to such Securities. Contracts to acquire Securities
were entered into during the period from June 20,1995 to June 28,1995. These
Securities have expected settlement dates ranging from June 29,1995 to August
1,1995 (see "Unitholder Explanations").


(2)All ratings are by Standard & Poor's unless otherwise indicated.
"*"indicates that the rating of the Bond is by Moody's Investors Service, Inc.
The ratings represent the latest published ratings by the respective ratings
agency or, if not published, represent private letter ratings or those ratings
expected to be published by the respective ratings agency. "Y"indicates that
such rating is contingent upon physical receipt by the respective ratings
agency of a policy of insurance obtained by the issuer of the bonds involved
and issued by the Preinsured Bond Insurer named in the bond's title. A
commitment for insurance in connection with these bonds has been issued by the
Preinsured Bond Insurer named in the bond's title. "N/R"indicates that the
applicable rating service did not provide a rating for that particular
Security. For a brief description of the rating symbols and their related
meanings, see "Other Matters--Description of Securities Ratings".

(3)There is shown under this heading the year in which each issue of Bonds is
initially or currently callable and the call price for that year. Each issue
of Bonds continues to be callable at declining prices thereafter (but not
below par value) except for original issue discount bonds which are redeemable
at prices based on the issue price plus the amount of original issue discount
accreted to redemption date plus, if applicable, some premium, the amount of
which will decline in subsequent years. "S.F."indicates a sinking fund is
established with respect to an issue of Bonds. Redemption pursuant to call
provisions generally will, and redemption pursuant to sinking fund provisions
may, occur at times when the redeemed bonds have an offering side valuation
which represents a premium over par. Certain Bonds may be subject to
redemption without premium prior to the date shown pursuant to extraordinary
optional or mandatory redemptions if certain events occur. Single family
mortgage revenue bonds and housing authority bonds are most likely to be
called subject to such provisions, but other bonds may have similar call
features. Notwithstanding any provisions to the contrary, certain bond issuers
have in the past and others may in the future attempt to redeem Bonds prior to
their initially scheduled call dates and at prices which do not include any
premiums. For a general discussion of certain of these events, see "Unitholder
Explanations--Bond Redemptions". To the extent that the Securities were
deposited in a Trust at a price higher than the price at which they are
redeemed, this will represent a loss of capital when compared with the
original Public Offering Price of the Units. Conversely, to the extent that
the Bonds were acquired at a price lower than the redemption price, this will
represent an increase in capital when compared with the original Public
Offering Price of the Units. 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 Unitholders the principal
amount and any premium received on such redemption. The Estimated Current
Return and Estimated Long-Term Return in this event may be affected by such
redemptions. For the Federal tax effect on Unitholders of such redemptions and
resultant distributions, see paragraph (2) under "Other Matters--Federal Tax
Status".

(4)Evaluation of Securities is made on the basis of current offering prices
for the Securities. The offering prices are greater than the current bid
prices of the Securities which is the basis on which Unit value is determined
for purposes of redemption of Units (see "Unitholder Explanations--Public
Offering--Offering Price").

(5)Other information regarding the Bonds in each Trust, as of the Date of
Deposit, is as follows: 


<TABLE>
<CAPTION>
                                                             Annual                   
                            Annual                Profit     Interest    Bid Side     
Trust                       Insurance Cost to     (Loss) to  Income to   Evaluation of 
                            Cost      Sponsor     Sponsor    Trust       Bonds        
<S>                         <C>     <C>           <C>        <C>         <C>          
IM-IT...................... $    -- $   8,539,644 $   45,065 $   510,538 $   8,515,969
IM-IT Short Intermediate... $    -- $   4,947,359 $   20,949 $   224,438 $   4,930,603
California IM-IT........... $    -- $   2,902,614 $   13,164 $   173,325 $   2,892,625
Georgia IM-IT.............. $   100 $   2,842,750 $   17,872 $   166,698 $   2,838,417
Michigan IM-IT............. $    -- $   2,843,285 $   15,438 $   167,558 $   2,836,464
Maryland Quality........... $    -- $   2,861,531 $   23,816 $   171,806 $   2,863,613
</TABLE>


The Sponsor may have entered into contracts which hedge interest rate
fluctuations on certain Bonds in certain Portfolios. The cost of any such
contracts and the corresponding gain or loss is included in the Cost to
Sponsor. Certain Securities in the Fund, if any, marked by a double asterisk
(**), have been purchased on a "when, as and if issued"or "delayed
delivery"basis. Interest on these Securities begins accruing to the benefit of
Unitholders on their respective dates of delivery. Delivery is expected to
take place at various dates after the First Settlement Date as follows: 



<TABLE>
<CAPTION>
                            Percent of                                         
Trust                       Aggregate Principal    Range of Days Subsequent    
                            Amount                 to First Settlement Date    
<S>                         <C>                    <C>                         
IM-IT......................                    49%                 7 to 26 days
IM-IT Short Intermediate...                    45%                 7 to 20 days
California IM-IT...........                    30%                      13 days
Georgia IM-IT..............                     --                           --
Michigan IM-IT.............                     --                           --
Maryland Quality...........                     --                           --
</TABLE>


On the Date of Deposit, the offering side evaluations of the Securities in the
IM-IT, IM-IT Short Intermediate, California IM-IT, Georgia IM-IT, Michigan
IM-IT and Maryland Quality Trusts were higher than the bid side evaluations of
such Securities by 0.76%, 0.75%, 0.77%, 0.75%, 0.76% and 0.73%, respectively,
of the aggregate principal amounts of such Securities.

"#"indicates that such Bond was issued at an original issue discount. The tax
effect of Bonds issued at an original issue discount is described in "Other
Matters--Federal Tax Status".

(6)This Bond has been purchased at a deep discount from the par value because
there is little or no stated interest income thereon. Bonds which pay no
interest are normally described as "zero coupon"bonds. Over the life of bonds
purchased at a deep discount the value of such bonds will increase such that
upon maturity the holders of such bonds will receive 100% of the principal
amount thereof. To the extent that zero coupon bonds are sold or called prior
to maturity, there is no guarantee that the value of the proceeds received
therefrom by the Trust will equal or exceed the par value that would have been
obtained at maturity of such zero coupon bonds. Approximately 4%, 4%, 1%, 3%
and 4% of the aggregate principal amount of the Securities in the IM-IT, IM-IT
Short Intermediate Trust, Georgia IM-IT Trust, Michigan IM-IT Trust and
Maryland Quality Trust, respectively, are "zero coupon"bonds.



Underwriting. The Underwriters named below have severally purchased Units in
the following respective amounts from the Sponsor. 


<TABLE>
<CAPTION>
Name                                                                                                                 IM-IT
                                            Address                                                                  Units
<S>                                         <C>                                                                  <C>      
Van Kampen American Capital Dist., Inc.     One Parkview Plaza, Oakbrook Terrace, Illinois 60181                    7,027 
Advest, Inc.                                280 Trumbull Street, Hartford, Connecticut 06103                          100 
Robert W. Baird & Co. Inc.                  777 East Wisconsin Avenue, Milwaukee, Wisconsin 53202                     100 
J.C. Bradford & Co.                         330 Commerce Street, Nashville, Tennessee 37201                           100 
Dean Witter Reynolds, Incorporated          2 World Trade Center, 59th Floor, New York, New York 10048                100 
A.G. Edwards & Sons, Inc.                   One North Jefferson Avenue, St. Louis, Missouri 63103                     100 
Fidelity Capital Markets                    164 Northern Avenue, Boston, Massachusetts 02210                          100 
Gruntal & Co., Incorporated                 14 Wall Street, New York, New York 10005                                  100 
J.J.B. Hilliard, W.L. Lyons, Inc.           501 South Fourth Street, Louisville, Kentucky 40202                       100 
Janney Montgomery Scott Inc.                1801 Market Street, 11th Floor, Philadelphia, Pennsylvania 19103          100 
Edward D. Jones & Co.                       201 Progress Parkway, Maryland Heights, Missouri  63043                   100 
Kemper Securities, Inc.                     77 West Wacker Drive, 28th Floor, Chicago, Illinois 60601                 100 
                                            McDonald Investment Center, 800 Superior Avenue, Suite 2100,                  
McDonald & Company Securities, Inc.         Cleveland, Ohio 44114                                                     100 
Pershing DIV of DLJ Secs Corp.              One Pershing Plaza, 7th Floor, Jersey City, New Jersey 07399              100 
Principal Financial Securities, Inc.        Fountain Place, 1445 Ross Avenue, Suite 2300, Dallas, Texas 75201         100 
Prudential Securities Inc.                  1 New York Plaza, 14th Floor, New York, New York 10292-2014               100 
Raymond James & Associates, Inc.            880 Carillon Parkway, St. Petersburg, Florida 33733                       100 
Roosevelt & Cross Inc.                      20 Exchange Place, New York, New York 10005                               100 
Southwest Securities Inc.                   1201 Elm Street, Suite 4300, Dallas, Texas 75270                          100 
Stifel, Nicolaus & Company, Incorporated    500 North Broadway, St. Louis, Missouri 63102                             100 
B.C. Ziegler and Company                    215 North Main Street, West Bend, Wisconsin 53095                         100 
                                                                                                                    9,027 
</TABLE>


<TABLE>
<CAPTION>
                                                                                                               IM-IT
                                                                                                              Short 
                                                                                                           Intermediate 
Name                                                                                                           Trust
                                           Address                                                             Units
<S>                                        <C>                                                             <C>      
Van Kampen American Capital Dist., Inc.    One Parkview Plaza, Oakbrook Terrace, Illinois 60181               4,025 
Prudential Securities Inc.                 1 New York Plaza, 14th Floor, New York, New York 10292-2014          350 
J.J.B. Hilliard, W.L. Lyons, Inc.          501 South Fourth Street, Louisville, Kentucky 40202                  125 
Dean Witter Reynolds, Incorporated         2 World Trade Center, 59th Floor, New York, New York 10048           100 
A.G. Edwards & Sons, Inc.                  One North Jefferson Avenue, St. Louis, Missouri 63103                100 
Gruntal & Co., Incorporated                14 Wall Street, New York, New York 10005                             100 
Edward D. Jones & Co.                      201 Progress Parkway, Maryland Heights, Missouri  63043              100 
Pershing DIV of DLJ Secs Corp.             One Pershing Plaza, 7th Floor, Jersey City, New Jersey 07399         100 
                                                                                                              5,000 
</TABLE>



<TABLE>
<CAPTION>
                                                                                                           California
Name                                                                                                       IM-IT Trust
                                           Address                                                             Units
<S>                                        <C>                                                             <C>      
Van Kampen American Capital Dist., Inc.    One Parkview Plaza, Oakbrook Terrace, Illinois 60181               1,466 
Stephens Inc.                              111 Center Street, Little Rock, Arkansas 72201                     1,000 
Dean Witter Reynolds, Incorporated         2 World Trade Center, 59th Floor, New York, New York 10048           100 
A.G. Edwards & Sons, Inc.                  One North Jefferson Avenue, St. Louis, Missouri 63103                100 
Gruntal & Co., Incorporated                14 Wall Street, New York, New York 10005                             100 
Edward D. Jones & Co.                      201 Progress Parkway, Maryland Heights, Missouri  63043              100 
Pershing DIV of DLJ Secs Corp.             One Pershing Plaza, 7th Floor, Jersey City, New Jersey 07399         100 
Prudential Securities Inc.                 1 New York Plaza, 14th Floor, New York, New York 10292-2014          100 
                                                                                                              3,066 
</TABLE>



<TABLE>
<CAPTION>
                                                                                                            Georgia
Name                                                                                                      IM-IT Trust
                                           Address                                                            Units
<S>                                        <C>                                                            <C>      
Van Kampen American Capital Dist., Inc.    One Parkview Plaza, Oakbrook Terrace, Illinois 60181              2,508 
Dean Witter Reynolds, Incorporated         2 World Trade Center, 59th Floor, New York, New York 10048          100 
Gruntal & Co., Incorporated                14 Wall Street, New York, New York 10005                            100 
Edward D. Jones & Co.                      201 Progress Parkway, Maryland Heights, Missouri  63043             100 
Prudential Securities Inc.                 1 New York Plaza, 14th Floor, New York, New York 10292-2014         100 
Smith Barney Inc.                          388 Greenwich Street, 23rd Floor, New York, New York 10013          100 
                                                                                                             3,008 
</TABLE>



<TABLE>
<CAPTION>
                                                                                                           Michigan
Name                                                                                                      IM-IT Trust
                                           Address                                                            Units
<S>                                        <C>                                                            <C>      
Van Kampen American Capital Dist., Inc.    One Parkview Plaza, Oakbrook Terrace, Illinois 60181              2,156 
First of Michigan Corporation              100 Renaissance Center, 26th Floor, Detroit, Michigan 48243         250 
Dean Witter Reynolds, Incorporated         2 World Trade Center, 59th Floor, New York, New York 10048          100 
A.G. Edwards & Sons, Inc.                  One North Jefferson Avenue, St. Louis, Missouri 63103               100 
Edward D. Jones & Co.                      201 Progress Parkway, Maryland Heights, Missouri  63043             100 
Prudential Securities Inc.                 1 New York Plaza, 14th Floor, New York, New York 10292-2014         100 
Roney & Co.                                One Griswold, Detroit, Michigan 48226                               100 
Smith Barney Inc.                          388 Greenwich Street, 23rd Floor, New York, New York 10013          100 
                                                                                                             3,006 
</TABLE>



<TABLE>
<CAPTION>
                                                                                                                Maryland 
Name                                                                                                            Quality Trust
                                           Address                                                                  Units
<S>                                        <C>                                                                  <C>      
Van Kampen American Capital Dist., Inc.    One Parkview Plaza, Oakbrook Terrace, Illinois 60181                    2,434 
Dean Witter Reynolds, Incorporated         2 World Trade Center, 59th Floor, New York, New York 10048                100
Gruntal & Co., Incorporated                14 Wall Street, New York, New York 10005                                  100 
Janney Montgomery Scott Inc.               1801 Market Street, 11th Floor, Philadelphia, Pennsylvania 19103          100 
Legg Mason Wood Walker, Inc.               111 South Calvert Street, Baltimore, Maryland 21202                       100 
Prudential Securities Inc.                 1 New York Plaza, 14th Floor, New York, New York 10292-2014               100 
Wheat First Butcher Singer                 River Front Plaza, 901 East Byrd Street, Richmond, Virginia 23219         100 
                                                                                                                   3,034 
</TABLE>


Units may also be sold to broker-dealers and others at prices representing the
per Unit concession or agency commission stated under "Trust
Administration--General--Unit Distribution". However, resales of Units by such
broker-dealers and others to the public will be made at the Public Offering
Price described in the Prospectus. The Sponsor reserves the right to reject,
in whole or in part, any order for the purchase of Units and the right to
change the amount of the concession or agency commission from time to time.

In addition to any other benefits the Underwriters may realize from the sale
of the Units of the Fund, the Agreement Among Underwriters provides that the
Sponsor will share on a pro rata basis among those Underwriters who underwrite
at least 250 Units 50% of the aggregate gain, if any, represented by the
difference between the Sponsor's cost of the Securities in connection with
their acquisition and the evaluation thereof on the Date of Deposit less
deductions for certain accrued interest and certain other costs. See "Trust
Administration--General--Sponsor and Underwriter Compensation"and
"Portfolio"for the applicable Trust.

Underwriters and broker-dealers of the Trusts, banks and/or others are
eligible to participate in a program in which such firms receive from the
Sponsor a nominal award for each of their representatives who have sold a
minimum number of units of unit investment trusts created by the Sponsor
during a specified time period. In addition, at various times the Sponsor may
implement other programs under which the sales forces of Underwriters,
brokers, dealers, banks and/or others may be eligible to win other nominal
awards for certain sales efforts, or under which the Sponsor will reallow to
any such Underwriters, brokers, dealers, banks and/or others that sponsor
sales contests or recognition programs conforming to criteria established by
the Sponsor, or participate in sales programs sponsored by the Sponsor, an
amount not exceeding the total applicable sales charges on the sales generated
by such persons at the public offering price during such programs. Also, the
Sponsor in its discretion may from time to time pursuant to objective criteria
established by the Sponsor pay fees to qualifying underwriters, brokers,
dealers, banks or others for certain services or activities which are
primarily intended to result in sales of Units of the Trusts. Such payments
are made by the Sponsor out of its own assets, and not out of the assets of
the Trusts. These programs will not change the price Unitholders pay for their
Units or the amount that the Trusts will receive from the Units sold.
Approximately every eighteen months the Sponsor holds a business seminar which
is open to Underwriters that sell units of trusts it sponsors. The Sponsor
pays substantially all costs associated with the seminar, excluding
Underwriter travel costs. Each Underwriter is invited to send a certain number
of representatives based on the gross number of units such firm underwrites
during a designated time period.

FUND ADMINISTRATION AND EXPENSES

Sponsor. Van Kampen American Capital Distributors, Inc., a Delaware
corporation, is the Sponsor of the Trust. Van Kampen American Capital
Distributors, Inc. is primarily owned by Clayton, Dubilier & Rice, Inc., a New
York-based private investment firm. Van Kampen American Capital Distributors,
Inc. management owns a significant minority equity position. Effective
December 20, 1994, the parent of Van Kampen Merritt Inc. acquired American
Capital Management & Research, Inc. As a result, Van Kampen Merritt Inc., has
changed its name to Van Kampen American Capital Distributors, Inc. Van Kampen
American Capital Distributors, Inc. specializes in the underwriting and
distribution of unit investment trusts and mutual funds. The Sponsor is a
member of the National Association of Securities Dealers, Inc. and has offices
at One Parkview Plaza, Oakbrook Terrace, Illinois 60181, (708) 684-6000 and
2800 Post Oak Boulevard, Houston, Texas, 77056, (713) 993-0500. It maintains a
branch office in Philadelphia and has regional representatives in Atlanta,
Dallas, Los Angeles, New York, San Francisco, Seattle and Tampa. As of
December 31, 1994 the total stockholders' equity of Van Kampen Merritt Inc.
was $117,357,000 (audited). (This paragraph relates only to the Sponsor and
not to the Insured Municipals Income Trust and Investors' Quality Tax-Exempt
Trust or to any Multi-Series thereof or to any other Underwriter. The
information is included herein only for the purpose of informing investors as
to the financial responsibility of the Sponsor and its ability to carry out
its contractual obligations. More detailed financial information will be made
available by the Sponsor upon request.)

As of March 31, 1995, the Sponsor and its affiliates managed or supervised
approximately $51.7 billion of investment products, of which over $24.7
billion is invested in municipal securities. The Sponsor and its affiliates
managed $38.9 billion of assets, consisting of $20.3 billion for 42 open end
mutual funds, $9.4 billion for 38 closed-end funds and $5.6 billion for 82
institutional accounts. The Sponsor has also deposited approximately $26
billion of unit investment trusts. Based on cumulative assets deposited, the
Sponsor believes that it is the largest sponsor of insured municipal unit
investment trusts, primarily through the success of its Insured Municipals
Income Trust(R)or the IM-IT(R) trust. The Sponsor also provides surveillance
and evaluation services at cost for approximately $13 billion of unit
investment trust assets outstanding. Since 1976, the Sponsor has serviced over
one million retail investor accounts, opened through retail distribution
firms. Van Kampen American Capital Distributors, Inc. is the sponsor of the
various series of the trusts listed below. Some of the mutual funds and
closed-end funds for which Van Kampen American Capital Distributors, Inc. acts
as distributor are also listed below. Only those mutual funds available for
reinvestment under the Reinvestment Option to Unitholders of unit investment
trusts are listed below. Unitholders may only invest in the trusts, mutual
funds and closed-end funds which are registered for sale in the state of
residence of such Unitholder. In order for a Unitholder to invest in the
trusts, mutual funds and closed-end funds listed below, such Unitholder must
obtain a prospectus relating to the trust or fund involved. A prospectus is
the only means by which an offer can be delivered to investors. 

<TABLE>
<CAPTION>

 
Name of Trust                                                        Trust Investment Objective
<S>                                                                  <C>                                                           
Insured Municipals Income Trust..................................... Tax-exempt income by investing in insured municipal securities
                                                                     Double tax-exemption for California residents by investing in 
California Insured Municipals Income Trust.......................... insured California municipal securities                       
                                                                     Double and in certain cases triple tax-exemption for New York 
                                                                     residents by investing in insured New York municipal          
New York Insured Municipals Income Trust............................ securities                                                    
                                                                     Double and in certain cases triple tax-exemption for          
                                                                     Pennsylvania residents by investing in insured Pennsylvania   
Pennsylvania Insured Municipals Income Trust........................ municipal securities                                          
Insured Municipals Income Trust, Insured Multi-Series                                                                              
 (Premium Bond Series, National, Limited Maturity, Intermediate,                                                                   
 Short Intermediate, Discount, Alabama, Arizona, Arkansas,                                                                         
 California, California Intermediate, California Intermediate                                                                      
 Laddered Maturity, California Premium, Colorado, Connecticut,                                                                     
 Florida, Florida Intermediate, Florida Intermediate Laddered                                                                      
 Maturity, Georgia, Louisiana, Massachusetts, Massachusetts                                                                        
 Premium, Michigan, Michigan Intermediate, Michigan                                                                                
 Intermediate Laddered Maturity, Michigan Premium, Minnesota,                                                                      
 Missouri, Missouri Intermediate Laddered Maturity, Missouri                                                                       
 Premium, New Jersey, New Jersey Intermediate Laddered                                                                             
 Maturity, New Mexico, New York, New York Intermediate, New          Tax-exempt income by investing in insured municipal           
 York Intermediate Laddered Maturity, New York Limited               securities; all issuers of bonds in a state trust are located 
 Maturity, Ohio, Ohio Intermediate, Ohio Intermediate Laddered       in such state or in territories or possessions of the United  
 Maturity, Ohio Premium, Oklahoma, Pennsylvania, Pennsylvania        States-- providing exemptions from all state income tax for   
 Intermediate, Pennsylvania Intermediate Laddered Maturity,          residents of such state (except for the Oklahoma IM-IT Trust  
 Pennsylvania Premium, Tennessee, Texas, Texas Intermediate          where a portion of the income of the Trust may be subject to  
 Laddered Maturity, Washington, West Virginia)...................... the Oklahoma state income tax)                                
Insured Tax Free Bond Trust......................................... Tax-exempt income by investing in insured municipal securities
                                                                     Tax-exempt income by investing in insured municipal           
                                                                     securities; all issuers of bonds in a state trust are located 
Insured Tax Free Bond Trust, Insured Multi-Series                    in such state--providing exemptions from state income tax for 
 (National Limited Maturity, New York).............................. residents of such state                                       
Investors' Quality Tax-Exempt Trust................................. Tax-exempt income by investing in municipal securities        
Investors' Quality Tax-Exempt Trust, Multi-Series                                                                                  
 (National, National AMT, Intermediate, Alabama, Arizona,                                                                          
 Arkansas, California, Colorado, Connecticut, Delaware,              Tax-exempt income by investing in municipal securities; all   
 Florida, Georgia, Hawaii, Kansas, Kentucky, Maine, Maryland,        issuers of bonds in a state trust are located in such state   
 Massachusetts, Michigan, Minnesota, Missouri, Nebraska,             or in territories or possessions of the United                
 New Jersey, New York, North Carolina, Ohio, Oregon,                 States--providing exemptions from state income tax for        
 Pennsylvania, South Carolina, Virginia)............................ residents of such state                                       
                                                                     Tax-exempt income for investors not subject to the            
                                                                     alternative minimum tax by investing in municipal securities, 
                                                                     some or all of which are subject to the Federal alternative   
Investors' Quality Municipals Trust, AMT Series......................minimum tax                                                   
Investors' Corporate Income Trust....................................Taxable income by investing in corporate bonds                
                                                                     Taxable income by investing in government-backed GNMA         
Investors' Governmental Securities--Income Trust.................... securities                                                    
                                                                     High current income through an investment in a diversified    
                                                                     portfolio of foreign currency denominated corporate debt      
Van Kampen Merritt International Bond Income Trust...................obligations                                                   
                                                                     High current income consistent with preservation of capital   
                                                                     through a diversified investment in a fixed portfolio of      
                                                                     insured, long-term or intermediate-term corporate debt        
Van Kampen Merritt Insured Income Trust..............................securities                                                    
                                                                     High current income consistent with preservation of capital   
                                                                     through a diversified investment in a fixed portfolio of      
                                                                     insured, long-term or intermediate-term corporate debt        
Van Kampen American Capital Insured Income Trust.....................securities                                                    
                                                                     High dividend income and capital appreciation by investing in 
Van Kampen Merritt Utility Income Trust..............................common stock of electric utilities                            
                                                                      Provide the potential for capital appreciation and income by 
                                                                     investing in a portfolio of actively traded, New York Stock   
                                                                     Exchange listed equity securities which are components of the 
Van Kampen Merritt Select Equity Trust...............................Dow Jones Industrial Average*                                 
                                                                     Protect Unitholders' capital and provide the potential for    
                                                                     capital appreciation and income by investing a portion of its 
                                                                     portfolio in "zero coupon"U.S. Treasury obligations and the   
                                                                     remainder of the trust's portfolio in the identical equity    
Van Kampen Merritt Select Equity and Treasury Trust..................securities which comprise the Select Equity Trust             
                                                                     Provide the potential for capital appreciation and income by  
                                                                     investing in a portfolio of actively traded, New York Stock   
                                                                     Exchange listed equity securities which are components of the 
Van Kampen Merritt Blue Chip Opportunity Trust.......................Dow Jones Industrial Average*                                 
                                                                     Protect Unitholders' capital and provide the potential for    
                                                                     capital appreciation and income by investing a portion of its 
                                                                     portfolio in "zero coupon"U.S. Treasury obligations and the   
                                                                     remainder of the trust's portfolio in actively traded, New    
                                                                     York Stock Exchange listed equity securities which at the     
Van Kampen Merritt Blue Chip Opportunity and                         time of the creation of the trust were components of the Dow  
 Treasury Trust......................................................Jones Industrial Average*                                     
                                                                     High current income consistent with preservation of capital   
                                                                     through a diversified investment in a fixed portfolio         
                                                                     primarily consisting of Brady Bonds of emerging market        
                                                                     countries that have restructured sovereign debt pursuant to   
Van Kampen Merritt Emerging Markets Income Trust.....................the framework of the Brady Plan                               
                                                                     Provide the potential for capital appreciation and income     
                                                                     consistent with the preservation of invested capital, by      
                                                                     investing in a portfolio of equity securities which provide   
Van Kampen Merritt Global Telecommunications Trust...................equipment for or services to the telecommunications industry  
                                                                     Provide the potential for capital appreciation and income     
                                                                     consistent with the preservation of invested capital, by      
                                                                     investing in a portfolio of equity securities diversified     
Van Kampen Merritt Global Energy Trust...............................within the energy industry                                    
                                                                     Provide an above average total return through a combination   
                                                                     of potential capital appreciation and dividend income,        
                                                                     consistent with preservation of invested capital, by          
                                                                     investing in a portfolio of common stocks of the ten          
Strategic Ten Trust                                                  companies in a recognized stock exchange index having the     
 (United States, United Kingdom, and Hong Kong Portfolios)...........highest dividend yields                                       
                                                                     Provide the potential for capital appreciation and income     
                                                                     consistent with the preservation of invested capital, by      
                                                                     investing in a portfolio of equity securities diversified     
Van Kampen Merritt Brand Name Equity Trust...........................within the non-durable consumer products industry             
                                                                     Provide the potential for long-term capital appreciation by   
                                                                     investing in shares of Govett Smaller Companies Fund and to   
                                                                     protect Unitholders' capital by investing a portion of its    
Govett Smaller Companies Fund and Treasury Trust.....................portfolio in "zero coupon"U.S. Treasury obligations           
</TABLE>


*The Dow Jones Industrial Average is the property of Dow Jones & Company, Inc.
Dow Jones & Company, Inc. has not granted to the Trust or the Sponsor a
license to use the Dow Jones Industrial Average. 

<TABLE>
<CAPTION>
Name of Mutual Fund                                        Fund Investment Objective
<S>                                                        <C>                                                                     
Van Kampen Merritt U.S. Government Fund....................High current income by investing in U.S. Government securities          
                                                           High current income exempt from Federal income taxes by investing in    
Van Kampen Merritt Insured Tax Free Income Fund............insured municipal securities                                            
                                                           High level of current income exempt from Federal income tax, consistent 
Van Kampen Merritt Municipal Income Fund...................with preservation of capital                                            
                                                           High current income exempt from Federal income taxes by investing in    
Van Kampen Merritt Tax Free High Income Fund...............medium and lower grade municipal securities                             
                                                           High current income exempt from Federal and California income taxes by  
Van Kampen Merritt California Insured Tax Free Fund........investing in insured California municipal securities                    
                                                           Provide a high level of current income by investing in medium and lower 
                                                           grade domestic and foreign government and corporate debt securities.    
Van Kampen Merritt High Yield Fund.........................The Fund will seek capital appreciation as a secondary objective        
                                                           Long-term growth of both capital and dividend income by investing in    
Van Kampen Merritt Growth and Income Fund..................dividend paying common stocks                                           
                                                           High current income exempt from Federal and Pennsylvania state and      
                                                           local income taxes by investing in medium and lower grade Pennsylvania  
Van Kampen Merritt Pennsylvania Tax Free Income Fund.......municipal securities                                                    
                                                           High current income by investing in a broad range of money market       
Van Kampen Merritt Money Market Fund.......................instruments that will mature within twelve months                       
                                                           High current income exempt from Federal income taxes by investing in a  
                                                           broad range of municipal securities that will mature within twelve      
Van Kampen Merritt Tax Free Money Fund.....................months                                                                  
                                                           High current income by investing in a global portfolio of high quality  
                                                           debt securities denominated in various currencies having remaining      
Van Kampen Merritt Short-Term Global Income Fund...........maturities of not more than three years                                 
                                                           High level of current income with a relatively stable net asset value   
Van Kampen Merritt Adjustable Rate U.S. Government Fund....investing in U.S. Government securities                                 
                                                           High level of current income exempt from Federal income tax, consistent 
Van Kampen Merritt Limited Term Municipal Income Fund......with preservation of capital                                            
                                                           Provide capital appreciation and current income by investing in a       
                                                           diversified portfolio of common stocks and income securities issued by  
Van Kampen Merritt Utility Fund............................companies engaged in the utilities industry                             
                                                           Provide shareholders with high current income. The Fund will seek       
Van Kampen Merritt Strategic Income Fund...................capital appreciation as a secondary objective                           
                                                           High level of current income exempt from Federal income tax and Florida 
                                                           intangible personal property taxes consistent with preservation of      
Van Kampen Merritt Florida Insured Tax Free Income Fund....capital                                                                 
                                                           High level of current income exempt from Federal income tax and New     
Van Kampen Merritt New Jersey Tax Free Income Fund.........Jersey gross income tax consistent with preservation of capital         
                                                           High level of current income exempt from Federal as well as New York    
                                                           State and New York City income taxes, consistent with preservation of   
Van Kampen Merritt New York Tax Free Income Fund...........capital                                                                 
                                                           To provide shareholders current income while also seeking to provide    
Van Kampen Merritt Balanced Fund...........................capital growth                                                          
</TABLE>

<TABLE>
<CAPTION>
Name of Closed-end Fund                                     Fund Investment Objective
<S>                                                         <C>                                                                    
                                                            High current income exempt from Federal income taxes with safety of    
                                                            principal by investing in a diversified portfolio of investment grade  
Van Kampen Merritt Municipal Income Trust...................municipal securities                                                   
                                                            High current income exempt from Federal and California income taxes    
                                                            with safety of principal by investing in a diversified portfolio of    
Van Kampen Merritt California Municipal Trust...............investment grade California municipal securities                       
                                                            High current income while seeking to preserve shareholders' capital by 
                                                            investing in a diversified portfolio of high yield fixed income        
Van Kampen Merritt Intermediate Term High Income Trust......securities                                                             
                                                            High current income while seeking to preserve shareholders' capital by 
                                                            investing in a diversified portfolio of high yield fixed income        
Van Kampen Merritt Limited Term High Income Trust...........securities                                                             
                                                            High current income, consistent with preservation of capital by        
Van Kampen Merritt Prime Rate Income Trust..................investing in interests in floating or variable rate senior loans       
                                                            High current income exempt from Federal income tax, consistent with    
Van Kampen Merritt Investment Grade Municipal Trust.........preservation of capital                                                
                                                            High level of current income exempt from Federal income tax,           
Van Kampen Merritt Municipal Trust..........................consistent with preservation of capital                                
                                                            High current income exempt from Federal and California income taxes    
                                                            with safety of principal by investing in a diversified portfolio of    
Van Kampen Merritt California Quality Municipal Trust.......investment grade California municipal securities                       
                                                            High current income exempt from Federal income taxes and Florida       
                                                            intangible personal property taxes with safety of principal by         
                                                            investing in a diversified portfolio of investment grade Florida       
Van Kampen Merritt Florida Quality Municipal Trust..........municipal securities                                                   
                                                            High current income exempt from Federal as well as New York State and  
                                                            New York City income taxes with safety of principal by investing in a  
Van Kampen Merritt New York Quality Municipal Trust.........diversified portfolio of investment grade New York municipal securities
                                                            High current income exempt from Federal and Ohio income taxes with     
                                                            safety of principal by investing in a diversified portfolio of         
Van Kampen Merritt Ohio Quality Municipal Trust.............investment grade Ohio municipal securities                             
                                                            High current income exempt from Federal and Pennsylvania income taxes  
                                                            with safety of principal by investing in a diversified portfolio of    
Van Kampen Merritt Pennsylvania Quality Municipal Trust.....investment grade Pennsylvania municipal securities                     
                                                            High level of current income exempt from Federal income tax,           
Van Kampen Merritt Trust for Investment Grade Municipals....consistent with preservation of capital                                
                                                            High level of current income exempt from Federal income tax,           
                                                            consistent with preservation of capital by investing in a diversified  
                                                            portfolio of municipal securities which are covered by insurance with  
Van Kampen Merritt Trust for Insured Municipals.............respect to timely payment of principal and interest                    
                                                            High level of current income exempt from Federal and California income 
Van Kampen Merritt Trust for Investment Grade CA            taxes, consistent with preservation of capital by investing in a       
 Municipals.................................................diversified portfolio of California municipal securities               
                                                            High level of current income exempt from Federal income taxes,         
                                                            consistent with preservation of capital. The Fund also seeks to offer  
Van Kampen Merritt Trust for Investment Grade FL            its Shareholders the opportunity to own securities exempt from Florida 
 Municipals.................................................intangible personal property taxes                                     
Van Kampen Merritt Trust for Investment Grade NJ                                                                                   
 Municipals                                                 High level of current income exempt from Federal income taxes and New  
  ..........................................................Jersey gross income taxes, consistent with preservation of capital     
                                                            High level of current income exempt from Federal as well as from New   
Van Kampen Merritt Trust for Investment Grade NY            York State and New York City income taxes, consistent with             
 Municipals.................................................preservation of capital                                                
                                                            High level of current income exempt from Federal and Pennsylvania      
Van Kampen Merritt Trust for Investment Grade PA            income taxes and, where possible under local law, local income and     
 Municipals.................................................property taxes, consistent with preservation of capital                
                                                            High level of current income exempt from Federal income tax,           
                                                            consistent with preservation of capital by investing in a diversified  
Van Kampen Merritt Municipal Opportunity Trust..............portfolio of municipal securities                                      
                                                            High level of current income exempt from Federal income tax,           
                                                            consistent with preservation of capital by investing in a diversified  
Van Kampen Merritt Advantage Municipal Income Trust.........portfolio of municipal securities                                      
                                                            High level of current income exempt from Federal and Pennsylvania      
Van Kampen Merritt Advantage Pennsylvania Municipal         income taxes and, where possible under local law, local income and     
 Income Trust...............................................property taxes, consistent with preservation of capital                
                                                            Provide common shareholders with a high level of current income exempt 
Van Kampen Merritt Strategic Sector Municipal Trust.........from Federal income taxes, consistent with preservation of capital     
                                                            High level of current income exempt from Federal income taxes,         
Van Kampen Merritt Value Municipal Income Trust.............consistent with preservation of capital                                
Van Kampen Merritt California Value Municipal               High level of current income exempt from Federal and California income 
 Income Trust...............................................taxes, consistent with preservation of capital                         
                                                            High level of current income exempt from Federal income taxes and      
Van Kampen Merritt Massachusetts Value Municipal            Massachusetts personal income taxes, consistent with preservation of   
  Income Trust..............................................capital                                                                
Van Kampen Merritt New Jersey Value Municipal               High level of current income exempt from Federal income taxes and New  
 Income Trust...............................................Jersey gross income tax, consistent with preservation of capital       
                                                            High level of current income exempt from Federal as well as New York   
Van Kampen Merritt New York Value Municipal                 State and New York City income taxes, consistent with preservation of  
 Income Trust...............................................capital                                                                
Van Kampen Merritt Ohio Value Municipal Income              High level of current income exempt from Federal and Ohio income       
 Trust......................................................taxes, consistent with preservation of capital                         
Van Kampen Merritt Pennsylvania Value Municipal             High level of current income exempt from Federal and Pennsylvania      
  Income Trust..............................................income taxes, consistent with preservation of capital                  
                                                            High level of current income exempt from Federal income tax,           
Van Kampen Merritt Municipal Opportunity Trust II...........consistent with preservation of capital                                
                                                            High level of current income exempt from Federal income tax,           
                                                            consistent with preservation of capital. The Fund seeks to offer its   
                                                            common shareholders the opportunity to own securities exempt from      
Van Kampen Merritt Florida Municipal Opportunity Trust .....Florida intangible personal property taxes                             
                                                            Provide common shareholders with a high level of current income exempt 
Van Kampen Merritt Advantage Municipal Income Trust II......from Federal income tax, consistent with preservation of capital       
                                                            To provide common shareholders with a high level of current income     
Van Kampen Merritt Select Sector Municipal Trust............exempt from Federal income tax, consistent with preservation of capital
</TABLE>


If the Sponsor shall fail to perform any of its duties under the Trust
Agreement or become incapable of acting or become bankrupt or its affairs are
taken over by public authorities, then the Trustee may (i) appoint a successor
Sponsor at rates of compensation deemed by the Trustee to be reasonable and
not exceeding amounts prescribed by the Securities and Exchange Commission,
(ii) terminate the Trust Agreement and liquidate the Fund as provided therein
or (iii) continue to act as Trustee without terminating the Trust Agreement.

All costs and expenses incurred in creating and establishing the Fund,
including the cost of the initial preparation, printing and execution of the
Trust Agreement and the certificates, legal and accounting expenses,
advertising and selling expenses, expenses of the Trustee, initial evaluation
fees and other out-of-pocket expenses have been borne by the Sponsor at no
cost to the Fund.

Compensation of Sponsor and Evaluator. The Sponsor will not receive any fees
in connection with its activities relating to the Fund. However, American
Portfolio Evaluation Services, a division of Van Kampen American Capital
Investment Advisory Corp., which is a wholly-owned subsidiary corporation of
the Sponsor, will receive an annual supervisory fee as indicated under
"Summary of Essential Financial Information"for providing portfolio
supervisory services for the Fund. Such fee (which is based on the number of
Units outstanding in each Trust on January 1 of each year) may exceed the
actual costs of providing such supervisory services for this Fund, but at no
time will the total amount received for portfolio supervisory services
rendered to Insured Municipals Income Trust and Investors' Quality Tax-Exempt
Trust, Multi-Series 1 and subsequent series and to any other unit investment
trusts sponsored by the Sponsor for which the Evaluator provides portfolio
supervisory services in any calendar year exceed the aggregate cost to the
Evaluator of supplying such services in such year. In addition, the Evaluator
shall receive an annual evaluation fee as indicated under "Summary of
Essential Financial Information"for regularly evaluating each Trust's
portfolio. Both of the foregoing fees may be increased without approval of the
Unitholders by amounts not exceeding proportionate increases under the
category "All Services Less Rent of Shelter"in the Consumer Price Index
published by the United States Department of Labor or, if such category is no
longer published, in a comparable category. The Sponsor and the Underwriters
will receive sales commissions and may realize other profits (or losses) in
connection with the sale of Units and the deposit of the Securities as
described under "General--Sponsor and Underwriter Compensation"below.

Trustee. The Trustee is The Bank of New York, a trust company organized under
the laws of New York. The Bank of New York has its offices at 101 Barclay
Street, New York, New York 10286 (800) 221-7668. The Bank of New York is
subject to supervision and examination by the Superintendent of Banks of the
State of New York and the Board of Governors of the Federal Reserve System,
and its deposits are insured by the Federal Deposit Insurance Corporation to
the extent permitted by law.

The duties of the Trustee are primarily ministerial in nature. It did not
participate in the selection of Bonds for the portfolios of any of the Trusts.

In accordance with the Trust Agreement, the Trustee shall keep proper books of
record and account of all transactions at its office for the Fund. Such
records shall include the name and address of, and the certificates issued by
the Fund to, every Unitholder of the Fund. Such books and records shall be
open to inspection by any Unitholder at all reasonable times during the usual
business hours. The Trustee shall make such annual or other reports as may
from time to time be required under any applicable state or Federal statute,
rule or regulation (see "Unitholder Explanations--Public Offering--Reports
Provided"). The Trustee is required to keep a certified copy or duplicate
original of the Trust Agreement on file in its office available for inspection
at all reasonable times during the usual business hours by any Unitholder,
together with a current list of the Securities held in the Fund.

Under the Trust Agreement, the Trustee or any successor trustee may resign and
be discharged of the trusts created by the Trust Agreement by executing an
instrument in writing and filing the same with the Sponsor. The Trustee or
successor trustee must mail a copy of the notice of resignation to all Fund
Unitholders then of record, not less than 60 days before the date specified in
such notice when such resignation is to take effect. The Sponsor upon
receiving notice of such resignation is obligated to appoint a successor
trustee promptly. If, upon such resignation, no successor trustee has been
appointed and has accepted the appointment within 30 days after notification,
the retiring Trustee may apply to a court of competent jurisdiction for the
appointment of a successor. The Sponsor may remove the Trustee and appoint a
successor trustee as provided in the Trust Agreement at any time with or
without cause. Notice of such removal and appointment shall be mailed to each
Unitholder by the Sponsor. Upon execution of a written acceptance of such
appointment by such successor trustee, all the rights, powers, duties and
obligations of the original trustee shall vest in the successor. The
resignation or removal of a Trustee becomes effective only when the successor
trustee accepts its appointment as such or when a court of competent
jurisdiction appoints a successor trustee.

Any corporation into which a Trustee may be merged or with which it may be
consolidated, or any corporation resulting from any merger or consolidation to
which a Trustee shall be a party, shall be the successor trustee. The Trustee
must be a banking corporation organized under the laws of the United States or
any state and having at all times an aggregate capital, surplus and undivided
profits of not less than $5,000,000.


Trustee's Fee. For its services the Trustee will receive a fee based on the
aggregate outstanding principal amount of Securities in each Trust as of the
opening of business on January 2 and July 2 of each year as set forth under
"Per Unit Information"for the applicable Trust. During the first year the
Trustee may agree to reduce its fee (and to the extent necessary pay
miscellaneous expenses of a Trust) as stated under "Per Unit Information"for
the applicable Trust. After the first year such fee will be computed at $.51
per $1,000 principal amount of Securities for that portion of each Trust under
the semi-annual distribution plan and $.91 per $1,000 principal amount of
Securities for that portion of each Trust under the monthly distribution plan.
Based on the size of the Trust on the Date of Deposit and assuming all
Unitholders had chosen the semi-annual distribution plan, the Trustee's
estimated annual fees for ordinary recurring services would initially amount
to $4,623, $2,550, $1,530, $1,507, $1,502 and $1,515 for the IM-IT, IM-IT
Short Intermediate, California IM-IT, Georgia IM-IT, Michigan IM-IT and
Maryland Quality Trusts, respectively. Assuming in the alternative that all
Unitholders had elected the monthly distribution plan such fees would have
initially amount to $8,249, $4,550, $2,730, $2,689, $2,680 and $2,703 for the
above mentioned Trusts, respectively. The Trustee's fees are payable monthly
on or before the fifteenth day of each month from the Interest Account of each
Trust to the extent funds are available and then from the Principal Account of
each Trust, with such payments being based on each Trust's portion of such
expenses. Since the Trustee has the use of the funds being held in the
Principal and Interest Accounts for future distributions, payment of expenses
and redemptions and since such Accounts are non-interest bearing to
Unitholders, the Trustee benefits thereby. Part of the Trustee's compensation
for its services to each Trust is expected to result from the use of these
funds. Such fees may be increased without approval of the Unitholders by
amounts not exceeding proportionate increases under the category "All Services
Less Rent of Shelter"in the Consumer Price Index published by the United
States Department of Labor or, if such category is no longer published, in a
comparable category. The Trustee's fees will not be increased in future years
in order to make up any reduction in the Trustee's fees described under "Per
Unit Information"for the applicable Trust. For a discussion of the services
rendered by the Trustee pursuant to its obligations under the Trust Agreement,
see "Unitholder Explanations--Public Offering--Reports Provided"and
"Trustee"above.


 Portfolio Administration. The Trustee is empowered to sell, for the purpose
of redeeming Units tendered by any Unitholder, and for the payment of expenses
for which funds may not be available, such of the Bonds designated by the
Evaluator as the Trustee in its sole discretion may deem necessary. The
Evaluator, in designating such Securities, will consider a variety of factors,
including (a) interest rates, (b) market value and (c) marketability. The
Sponsor, in connection with the Quality Trusts, may direct the Trustee to
dispose of Securities upon default in payment of principal or interest,
institution of certain legal proceedings, default under other documents
adversely affecting debt service, default in payment of principal or interest
on other obligations of the same issuer, decline in projected income pledged
for debt service on revenue bonds or decline in price or the occurrence of
other market or credit factors, including advance refunding (i.e., the
issuance of refunding securities and the deposit of the proceeds thereof in
trust or escrow to retire the refunded securities on their respective
redemption dates), so that in the opinion of the Sponsor the retention of such
Securities would be detrimental to the interest of the Unitholders. In
connection with the Insured Trusts to the extent that Bonds are sold which are
current in payment of principal and interest in order to meet redemption
requests and defaulted Bonds are retained in the portfolio in order to
preserve the related insurance protection applicable to said Bonds, the
overall quality of the Bonds remaining in such Trust's portfolio will tend to
diminish. Except as described in this section and in certain other unusual
circumstances for which it is determined by the Trustee to be in the best
interests of the Unitholders or if there is no alternative, the Trustee is not
empowered to sell Bonds from an Insured Trust which are in default in payment
of principal or interest or in significant risk of such default and for which
value has been attributed for the insurance obtained by such Insured Trust.
Because of such restrictions on the Trustee under certain circumstances, the
Sponsor may seek a full or partial suspension of the right of Unitholders to
redeem their Units in an Insured Trust. See "Unitholder Explanations--Public
Offering-- Redemption of Units". The Sponsor is empowered, but not obligated,
to direct the Trustee to dispose of Bonds in the event of an advanced
refunding. 

The Sponsor is required to instruct the Trustee to reject any offer made by an
issuer of any of the Securities to issue new obligations in exchange or
substitution for any Security pursuant to a refunding or refinancing plan,
except that the Sponsor may instruct the Trustee to accept or reject such an
offer or to take any other action with respect thereto as the Sponsor may deem
proper if (1) the issuer is in default with respect to such Security or (2) in
the written opinion of the Sponsor the issuer will probably default with
respect to such Security in the reasonably foreseeable future. Any obligation
so received in exchange or substitution will be held by the Trustee subject to
the terms and conditions of the Trust Agreement to the same extent as
Securities originally deposited thereunder. Within five days after the deposit
of obligations in exchange or substitution for underlying Securities, the
Trustee is required to give notice thereof to each Unitholder of the Trust
thereby affected, identifying the Securities eliminated and the Securities
substituted therefor. Except as stated herein and under "Unitholder
Explanations--Settlement of Bonds in the Trusts"regarding the substitution of
Replacement Bonds for Failed Bonds, the acquisition by the Fund of any
securities other than the Securities initially deposited is not permitted.

If any default in the payment of principal or interest on any Security occurs
and no provision for payment is made therefor within 30 days, the Trustee is
required to notify the Sponsor thereof. If the Sponsor fails to instruct the
Trustee to sell or to hold such Security within 30 days after notification by
the Trustee to the Sponsor of such default, the Trustee may in its discretion
sell the defaulted Security and not be liable for any depreciation or loss
thereby incurred.

Sponsor Purchases of Units. The Trustee shall notify the Sponsor of any tender
of Units for redemption. If the Sponsor's bid in the secondary market at that
time equals or exceeds the Redemption Price per Unit, it may purchase such
Units by notifying the Trustee before the close of business on the second
succeeding business day and by making payment therefor to the Unitholder not
later than the day on which the Units would otherwise have been redeemed by
the Trustee. Units held by the Sponsor may be tendered to the Trustee for
redemption as any other Units.

The offering price of any Units acquired by the Sponsor will be in accord with
the Public Offering Price described in the then currently effective prospectus
describing such Units. Any profit resulting from the resale of such Units will
belong to the Sponsor which likewise will bear any loss resulting from a lower
offering or Redemption Price subsequent to its acquisition of such Units.

Insurance Premiums. The cost of the portfolio insurance obtained by the
respective Trusts, if any, is that amount shown in footnote (5) in "Notes to
Portfolios", so long as such Trust retains the Bonds. Premiums, which are
obligations of each Insured Trust, are payable monthly by the Trustee on
behalf of the respective Trust. As Bonds in the portfolio of an Insured Trust
are redeemed by their respective issuers or are sold by the Trustee, the
amount of the premium will be reduced in respect of those Bonds no longer
owned by and held in such Trust. If the Trustee exercises the right to obtain
permanent insurance, the premiums payable for such permanent insurance will be
paid solely from the proceeds of the sale of the related Bonds. The premiums
for such permanent insurance with respect to each Bond will decline over the
life of the Bond. A Trust does not incur any expense for Preinsured Bond
insurance, since the premium or premiums for such insurance have been paid by
the issuer or the Sponsor prior to the deposit of such Preinsured Bonds in a
Trust. Preinsured Bonds are not additionally insured by an Insured Trust.

Miscellaneous Expenses. The following additional charges are or may be
incurred by the Trusts: (a) fees of the Trustee for extraordinary services,
(b) expenses of the Trustee (including legal and auditing expenses) and of
counsel designated by the Sponsor, (c) various governmental charges, (d)
expenses and costs of any action taken by the Trustee to protect the Trusts
and the rights and interests of Unitholders, (e) indemnification of the
Trustee for any loss, liability or expenses incurred by it in the
administration of the Fund without negligence, bad faith or willful misconduct
on its part, (f) any special custodial fees payable in connection with the
sale of any of the Bonds in a Trust, (g) expenditures incurred in contacting
Unitholders upon termination of the Trusts and (h) costs incurred to reimburse
the Trustee for advancing funds to the Trusts to meet scheduled distributions
(which costs may be adjusted periodically in response to fluctuations in
short-term interest rates).

The fees and expenses set forth herein are payable out of the Trusts. When
such fees and expenses are paid by or owing to the Trustee, they are secured
by a lien on the portfolio or portfolios of the applicable Trust or Trusts. If
the balances in the Interest and Principal Accounts are insufficient to
provide for amounts payable by the Fund, the Trustee has the power to sell
Securities to pay such amounts.

GENERAL

Amendment or Termination. The Sponsor and the Trustee have the power to amend
the Trust Agreement without the consent of any of the Unitholders when such an
amendment is (a) to cure an ambiguity or to correct or supplement any
provision of the Trust Agreement which may be defective or inconsistent with
any other provision contained therein or (b) to make such other provisions as
shall not adversely affect the interest of the Unitholders (as determined in
good faith by the Sponsor and the Trustee), provided that the Trust Agreement
may not be amended to increase the number of Units issuable thereunder or to
permit the deposit or acquisition of securities either in addition to or in
substitution for any of the Securities initially deposited in the Fund, except
for the substitution of certain refunding securities for such Securities. In
the event of any amendment, the Trustee is obligated to notify promptly all
Unitholders of the substance of such amendment.


A Trust may be terminated at any time by consent of Unitholders of 51% of the
Units of such Trust then outstanding or by the Trustee when the value of such
Trust, as shown by any semi-annual evaluation, is less than that indicated
under "Summary of Essential Financial Information". A Trust will be liquidated
by the Trustee in the event that a sufficient number of Units not yet sold are
tendered for redemption by the Underwriters, including the Sponsor, so that
the net worth of such Trust would be reduced to less than 40% of the initial
principal amount of such Trust. If a Trust is liquidated because of the
redemption of unsold Units by the Underwriters, the Sponsor will refund to
each purchaser of Units the entire sales charge paid by such purchaser. The
Trust Agreement provides that each Trust shall terminate upon the redemption,
sale or other disposition of the last Security held in such Trust, but in no
event shall it continue beyond the end of the year preceding the fiftieth
anniversary of the Trust Agreement in the case of an IM-IT or a State Trust,
or beyond the end of the year preceding the twentieth anniversary of the Trust
Agreement in the case of IM-IT Limited Maturity, IM-IT Intermediate and IM-IT
Short Intermediate Trusts. In the event of termination of the Fund or any
Trust, written notice thereof will be sent by the Trustee to each Unitholder
of such Trust at his address appearing on the registration books of the Fund
maintained by the Trustee. Within a reasonable time thereafter the Trustee
shall liquidate any Securities then held in such Trust and shall deduct from
the funds of such Trust any accrued costs, expenses or indemnities provided by
the Trust Agreement, including estimated compensation of the Trustee and costs
of liquidation and any amounts required as a reserve to provide for payment of
any applicable taxes or other governmental charges. The sale of Securities in
the Trust upon termination may result in a lower amount than might otherwise
be realized if such sale were not required at such time. For this reason,
among others, the amount realized by a Unitholder upon termination may be less
than the principal amount or par amount of Securities represented by the Units
held by such Unitholder. The Trustee shall then distribute to each Unitholder
his share of the balance of the Interest and Principal Accounts. With such
distribution the Unitholder shall be furnished a final distribution statement
of the amount distributable. At such time as the Trustee in its sole
discretion shall determine that any amounts held in reserve are no longer
necessary, it shall make distribution thereof to Unitholders in the same
manner.


Notwithstanding the foregoing, in connection with final distributions to
Unitholders of an Insured Trust, it should be noted that because the portfolio
insurance obtained by an Insured Trust is applicable only while Bonds so
insured are held by such Trust, the price to be received by such Trust upon
the disposition of any such Bond which is in default, by reason of nonpayment
of principal or interest, will not reflect any value based on such insurance.
Therefore, in connection with any liquidation, it shall not be necessary for
the Trustee to, and the Trustee does not currently intend to, dispose of any
Bond or Bonds if retention of such Bond or Bonds, until due, shall be deemed
to be in the best interest of Unitholders, including, but not limited to,
situations in which a Bond or Bonds so insured are in default and situations
in which a Bond or Bonds so insured have deteriorated market prices resulting
from a significant risk of default. Since the Preinsured Bonds will reflect
the value of the related insurance, it is the present intention of the Sponsor
not to direct the Trustee to hold any of such Preinsured Bonds after the date
of termination. All proceeds received, less applicable expenses, from
insurance on defaulted Bonds not disposed of at the date of termination will
ultimately be distributed to Unitholders of record as of such date of
termination as soon as practicable after the date such defaulted Bond or Bonds
become due and applicable insurance proceeds have been received by the Trustee.

Limitation on Liabilities. The Sponsor, the Evaluator and the Trustee shall be
under no liability to Unitholders for taking any action or for refraining from
taking any action in good faith pursuant to the Trust Agreement, or for errors
in judgment, but shall be liable only for their own willful misfeasance, bad
faith or gross negligence in the performance of their duties or by reason of
their reckless disregard of their obligations and duties hereunder. The
Trustee shall not be liable for depreciation or loss incurred by reason of the
sale by the Trustee of any of the Securities. In the event of the failure of
the Sponsor to act under the Trust Agreement, the Trustee may act thereunder
and shall not be liable for any action taken by it in good faith under the
Trust Agreement.

The Trustee shall not be liable for any taxes or other governmental charges
imposed upon or in respect of the Securities or upon the interest thereon or
upon it as Trustee under the Trust Agreement or upon or in respect of the Fund
which the Trustee may be required to pay under any present or future law of
the United States of America or of any other taxing authority having
jurisdiction. In addition, the Trust Agreement contains other customary
provisions limiting the liability of the Trustee.

The Trustee, Sponsor and Unitholders may rely on any evaluation furnished by
the Evaluator and shall have no responsibility for the accuracy thereof.
Determinations by the Evaluator under the Trust Agreement shall be made in
good faith upon the basis of the best information available to it; provided,
however, that the Evaluator shall be under no liability to the Trustee,
Sponsor or Unitholders for errors in judgment. This provision shall not
protect the Evaluator in any case of willful misfeasance, bad faith, gross
negligence or reckless disregard of its obligations and duties.

Unit Distribution. During the initial offering period, Units will be
distributed to the public by Underwriters, broker-dealers and others (see
"Underwriting") at the Public Offering Price, plus interest accrued but unpaid
from the First Settlement Date to the date of settlement as described above
under "Unitholder Explanations--Accrued Interest--Accrued Interest". Upon the
completion of the initial offering, Units repurchased in the secondary market,
if any, may be offered by this Prospectus at the secondary Public Offering
Price plus interest accrued to the date of settlement in the manner described.


The Sponsor intends to qualify the Units for sale in a number of states.
Broker-dealers or others will be allowed a concession or agency commission in
connection with the distribution of Units during the initial offering period
of $20.00 per Unit for less than 100 Units, $22.00 per Unit for any single
transaction of 100 to 249 Units, $21.50 per Unit for any single transaction of
250 to 499 Units, $24.50 per Unit for any single transaction of 500 to 999
Units and $24.00 per Unit for any single transaction of 1,000 or more Units of
an IM-IT Short Intermediate Trust, in the case of an IM-IT or a State Trust
$30.00 per Unit for less than 100 Units, $36.00 per Unit for any single
transaction of 100 to 249 Units, $38.00 per Unit for any single transaction of
250 to 499 Units, $39.00 per Unit for any single transaction of 500 to 999
Units and $39.00 per Unit for any single transaction of 1,000 or more Units,
provided that such Units are acquired either from the Sponsor (in the case of
dealer transactions) or through the Sponsor (in the case of transactions
involving brokers or others). The increased concession or agency commission is
a result of the discount given to purchasers for quantity purchases. See
"Unitholder Explanations--Public Offering--General". Certain commercial banks
are making Units of the Fund available to their customers on an agency basis.
A portion of the sales charge paid by these customers (equal to the agency
commission referred to above) is retained by or remitted to the banks. Under
the Glass-Steagall Act, banks are prohibited from underwriting Units of the
Fund; however, the Glass-Steagall Act does permit certain agency transactions
and the banking regulators have not indicated that these particular agency
transactions are not permitted under such Act. In addition, state securities
laws on this issue may differ from the interpretations of federal law
expressed herein and banks and financial institutions may be required to
register as dealers pursuant to state law. Any quantity discount (see
"Unitholder Explanations--Public Offering--General") provided to investors
will be borne by the selling dealer or agent. For secondary market
transactions, such concession or agency commission will amount to 70% of the
applicable sales charge as determined using the table found in "Unitholder
Explanations--Public Offering".


To facilitate the handling of transactions during the initial offering period,
sales of Units shall normally be limited to transactions involving a minimum
of five Units. Further purchases may be made in multiples of one Unit. The
minimum purchase in the secondary market will be one Unit.

The Sponsor reserves the right to reject, in whole or in part, any order for
the purchase of Units and to change the amount of the concession or agency
commission to dealers and others from time to time. See "Underwriting".

Sponsor and Underwriter Compensation. The Underwriters will receive a gross
sales commission equal to that percentage of the Public Offering Price of the
Units as indicated under "Unitholder Explanations--Public Offering--Offering
Price"less any reduced sales charges for quantity purchases as described under
"Unitholder Explanations--Public Offering--General".


The Sponsor will receive from the Underwriters the excess of such gross sales
commission over $35.00, $29.00, $27.00, $22.00 and $35.00 per Unit of any
Quality, IM-IT Limited Maturity, IM-IT Intermediate, IM-IT Short Intermediate
and other Insured Trusts, respectively, as of the Date of Deposit. In
connection with quantity sales to purchasers of any IM-IT or State Trust the
Underwriters will receive from the Sponsor commissions totalling $37.00 per
Unit for any single transaction of 100 to 249 Units, $39.00 per Unit for any
single transaction of 250 to 499 Units, $40.00 per Unit for any single
transaction of 500 to 999 Units and $39.00 per Unit for any single transaction
of 1,000 or more Units. In connection with quantity sales to purchasers of any
IM-IT Short Intermediate Trust the Underwriters will receive from the Sponsor
commissions totalling $23.00 per Unit for any single transaction of 100 to 249
Units, $23.00 per Unit for any single transaction to 250 to 499 Units, $24.75
per Unit for any single transaction of 500 to 999 Units and $24.00 per Unit
for any single transaction of 1,000 or more Units. A. G. Edwards & Sons, Inc.
("Edwards"), which acts as a Managing Underwriter of Units of the various
series of the IM-IT, will receive from the Sponsor reimbursement for certain
costs and further compensation in the amount of $5.00 for each Unit of the
IM-IT it underwrites. Also, if The Principal Financial Securities, Inc.
commits (on the Date of Deposit) to underwrite a total of 4,000 or more Units
of this series of the IM-IT, any other series of the IM-IT and/or any series
of Texas Insured Municipals Income Trust during any calendar month, then The
Principal Financial Securities, Inc. will receive an additional $1.00 per Unit
for each of the Units of such Trust it commits to underwrite in said month.
Also, the Sponsor will receive from the Managing Underwriters of the
California IM-IT Trust (who underwrite 15% of the respective Trusts or 1,000
Units, whichever is greater) the excess of such gross sales commission over
$38.00 per Unit of the respective trusts, as of the Date of Deposit. Also, any
such Managing Underwriter that sells a total of 25% or 1500 Units, whichever
is greater, of any California IM-IT Trust will receive an additional $2.00 per
each such Unit. In addition, the Sponsor will receive from the Managing
Underwriters of the Michigan IM-IT Trust (who underwrite 15% of the Trust
involved or 1,000 Units of such Trust, whichever is greater) the excess of
such gross sales commission over $38.00 per Unit of any such Trust, as of the
Date of Deposit. Also, any such Managing Underwriter that sells a total of 25%
or 1,500 Units, whichever is greater, of any individual Michigan IM-IT Trust
will receive an additional $2.00 per each such Unit. Also, the Sponsor will
receive from the Managing Underwriters of the Maryland Quality Trust (who
underwrite 15% of the respective Trusts or 1,000 Units, whichever is greater)
the excess of such gross sales commission over $38.00 per Unit of the
respective trusts, as of the Date of Deposit. Also, any such Managing
Underwriter that sells a total of 25% or 1500 Units, whichever is greater, of
any Maryland Quality Trust will receive an additional $2.00 per each such
Unit. See "Unitholder Explanations--Public Offering--General."Further, each
Underwriter who underwrites 1,000 or more Units in any Trust will receive
additional compensation from the Sponsor of $1.00 for each Unit it
underwrites. In addition, the Sponsor and certain of the Underwriters will
realize a profit or the Sponsor will sustain a loss, as the case may be, as a
result of the difference between the price paid for the Securities by the
Sponsor and the cost of such Securities to a Trust (which is based on the
determination by Interactive Data Services, Inc. of the aggregate offering
price of the underlying Securities in such Trust on the Date of Deposit). See
"Underwriting"and "Portfolio"for the applicable Trust and "Notes to
Portfolios". The Sponsor and the Underwriters may also realize profits or
sustain losses with respect to Securities deposited in each Trust which were
acquired by the Sponsor from underwriting syndicates of which they were
members. The Sponsor has participated as sole underwriter or as manager or as
a member of the underwriting syndicates from which none of the aggregate
principal amount of the Securities in the portfolios of the Fund were
acquired. The Underwriters may further realize additional profit or loss
during the initial offering period as a result of the possible fluctuations in
the market value of the Securities in each Trust after the Date of Deposit,
since all proceeds received from purchasers of Units (excluding dealer
concessions or agency commissions allowed, if any) will be retained by the
Underwriters. Affiliates of an Underwriter are entitled to the same dealer
concessions or agency commissions that are available to the Underwriter.


As stated under "Unitholder Explanations--Public Offering--Market for Units",
the Sponsor intends to, and certain of the other Underwriters may, maintain a
secondary market for the Units of the Fund. In so maintaining a market, such
person or persons will also realize profits or sustain losses in the amount of
any difference between the price at which Units are purchased and the price at
which Units are resold (which price is based on the bid prices of the
Securities in such Trust and includes a sales charge). In addition, such
person or persons will also realize profits or sustain losses resulting from a
redemption of such repurchased Units at a price above or below the purchase
price for such Units, respectively.

OTHER MATTERS 

Legal Opinions. The legality of the Units offered hereby and certain matters
relating to Federal and Georgia tax law have been passed upon by Chapman and
Cutler, 111 West Monroe Street, Chicago, Illinois 60603, as counsel for the
Sponsor. Orrick, Herrington & Sutcliffe has acted as special counsel to the
Fund for California tax matters. Weinberg and Green has acted as special
counsel to the Fund for Maryland tax matters. Miller, Canfield, Paddock and
Stone has acted as special counsel to the Fund for Michigan tax matters.
Tanner Propp & Farber has acted as counsel for the Trustee and as special
counsel to the Fund for New York tax matters. None of the special counsel for
the Fund has expressed any opinion regarding the completeness or materiality
of any matters contained in this Prospectus other than the tax opinion set
forth under "Tax Status"relating to the Trust for which it has provided an
opinion.


Independent Certified Public Accountants. The statements of condition and the
related securities portfolios at the Date of Deposit included in this
Prospectus have been audited by Grant Thornton LLP, independent certified
public accountants, as set forth in their report in this prospectus, and are
included herein in reliance upon the authority of said firm as experts in
accounting and auditing.

FEDERAL TAX STATUS

In the opinion of Chapman and Cutler, counsel for the Sponsor, under existing
law:

(1)Each Trust is not an association taxable as a corporation for Federal
income tax purposes and interest and accrued original issue discount on Bonds
which is excludable from gross income under the Internal Revenue Code of 1986
(the "Code") will retain its status when distributed to Unitholders, except to
the extent such interest is subject to the alternative minimum tax, an
additional tax on branches of foreign corporations and the environmental tax
(the "Superfund Tax"), as noted below;

(2)Each Unitholder is considered to be the owner of a pro rata portion of the
respective Trust under subpart E, subchapter J of chapter 1 of the Code and
will have a taxable event when such Trust disposes of a Bond, or when the
Unitholder redeems or sells his Units. Unitholders must reduce the tax basis
of their Units for their share of accrued interest received by the respective
Trust, if any, on Bonds delivered after the Unitholders pay for their Units to
the extent that such interest accrued on such Bonds during the period from the
Unitholder's settlement date to the date such Bonds are delivered to the
respective Trust and, consequently, such Unitholders may have an increase in
taxable gain or reduction in capital loss upon the disposition of such Units.
Gain or loss upon the sale or redemption of Units is measured by comparing the
proceeds of such sale or redemption with the adjusted basis of the Units. If
the Trustee disposes of Bonds (whether by sale, payment on maturity,
redemption or otherwise), gain or loss is recognized to the Unitholder. The
amount of any such gain or loss is measured by comparing the Unitholder's pro
rata share of the total proceeds from such disposition with the Unitholder's
basis for his or her fractional interest in the asset disposed of. In the case
of a Unitholder who purchases Units, such basis (before adjustment for earned
original issue discount and amortized bond premium, if any) is determined by
apportioning the cost of the Units among each of the Trust assets ratably
according to value as of the date of acquisition of the Units. The tax cost
reduction requirements of the Code relating to amortization of bond premium
may, under some circumstances, result in the Unitholder realizing a taxable
gain when his Units are sold or redeemed for an amount equal to his original
cost;

(3)Any proceeds paid under an insurance policy or policies dated the Date of
Deposit, issued to an Insured Trust by AMBAC Indemnity, Financial Guaranty or
a combination thereof with respect to the Bonds which represent maturing
interest on defaulted obligations held by the Trustee will be excludable from
Federal gross income if, and to the same extent as, such interest would have
been so excludable if paid by the issuer of the defaulted obligations provided
that, at the time such policies are purchased, the amounts paid for such
policies are reasonable, customary and consistent with the reasonable
expectation that the issuer of the obligations, rather than the insurer, will
pay debt service on the obligations; and

(4)Any proceeds paid under individual policies obtained by issuers of Bonds
which represent maturing interest on defaulted obligations held by the Trustee
will be excludable from Federal gross income if, and to the same extent as,
such interest would have been excludable if paid in the normal course by the
issuer of the defaulted obligations provided that, at the time such policies
are purchased, the amounts paid for such policies are reasonable, customary
and consistent with the reasonable expectation that the issuer of the
obligations, rather than the insurer, will pay debt service on the obligations.

Sections 1288 and 1272 of the Code provide a complex set of rules governing
the accrual of original issue discount. These rules provide that original
issue discount accrues either on the basis of a constant compound interest
rate or ratably over the term of the Bond, depending on the date the Bond was
issued. In addition, special rules apply if the purchase price of a Bond
exceeds the original issue price plus the amount of original issue discount
which would have previously accrued based upon its issue price (its "adjusted
issue price") to prior owners. The application of these rules will also vary
depending on the value of the Bond on the date a Unitholder acquires his Units
and the price the Unitholder pays for his Units. Investors with questions
regarding these Code sections should consult with their tax advisers. 

"The Revenue Reconciliation Act of 1993"(the "Tax Act") subjects tax-exempt
bonds to the market discount rules of the Code effective for bonds purchased
after April 30, 1993. In general, market discount is the amount (if any) by
which the stated redemption price at maturity exceeds an investor's purchase
price (except to the extent that such difference, if any, is attributable to
original issue discount not yet accrued), subject to a statutory de minimis
rule. Market discount can arise based on the price a Trust pays for Bonds or
the price a Unitholder pays for his or her Units. Under the Tax Act, accretion
of market discount is taxable as ordinary income; under prior law the
accretion had been treated as capital gain. Market discount that accretes
while a Trust holds a Bond would be recognized as ordinary income by the
Unitholders when principal payments are received on the Bond, upon sale or at
redemption (including early redemption), or upon the sale or redemption of his
or her Units, unless a Unitholder elects to include market discount in taxable
income as it accrues. The market discount rules are complex and Unitholders
should consult their tax advisers regarding these rules and their application.

In the case of certain corporations, the alternative minimum tax and the
Superfund Tax for taxable years beginning after December 31, 1986 depends upon
the corporation's alternative minimum taxable income, which is the
corporation's taxable income with certain adjustments. One of the adjustment
items used in computing the alternative minimum taxable income and the
Superfund Tax of a corporation (other than an S Corporation, Regulated
Investment Company, Real Estate Investment Trust, or REMIC) is an amount equal
to 75% of the excess of such corporation's "adjusted current earnings"over an
amount equal to its alternative minimum taxable income (before such adjustment
item and the alternative tax net operating loss deduction). "Adjusted current
earnings"includes all tax exempt interest, including interest on all of the
Bonds in the Fund. Unitholders are urged to consult their tax advisers with
respect to the particular tax consequences to them including the corporate
alternative minimum tax, the Superfund Tax and the branch profits tax imposed
by Section 884 of the Code.

Counsel for the Sponsor has also advised that under Section 265 of the Code,
interest on indebtedness incurred or continued to purchase or carry Units of a
Trust is not deductible for Federal income tax purposes. The Internal Revenue
Service has taken the position that such indebtedness need not be directly
traceable to the purchase or carrying of Units (however, these rules generally
do not apply to interest paid on indebtedness incurred to purchase or improve
a personal residence). Also, under Section 265 of the Code, certain financial
institutions that acquire Units would generally not be able to deduct any of
the interest expense attributable to ownership of such Units. Investors with
questions regarding this issue should consult with their tax advisers.

In the case of certain of the Bonds in the Fund, the opinions of bond counsel
indicate that interest on such Bonds received by a "substantial user"of the
facilities being financed with the proceeds of these Bonds, or persons related
thereto, for periods while such Bonds are held by such a user or related
person, will not be excludible from Federal gross income, although interest on
such Bonds received by others would be excludible from Federal gross income.
"Substantial user"and "related person"are defined under U.S. Treasury
Regulations. Any person who believes that he or she may be a "substantial
user"or a "related person"as so defined should contact his or her tax adviser.

In the opinion of Tanner Propp & Farber, special counsel to the Fund for New
York tax matters, under existing law, the Fund and each Trust are not
associations taxable as corporations and the income of each Trust will be
treated as the income of the Unitholders under the income tax laws of the
State and City of New York.

All statements of law in the Prospectus concerning exclusion from gross income
for Federal, state or other tax purposes are the opinions of counsel and are
to be so construed.

At the respective times of issuance of the Bonds, opinions relating to the
validity thereof and to the exclusion of interest thereon from Federal gross
income are rendered by bond counsel to the respective issuing authorities.
Neither the Sponsor nor Chapman and Cutler has made any special review for the
Fund of the proceedings relating to the issuance of the Bonds or of the basis
for such opinions.

In the case of corporations, the alternative tax rate applicable to long-term
capital gains is 35%, effective for long-term capital gains realized in
taxable years beginning on or after January 1, 1993. For taxpayers other than
corporations, net capital gains are subject to a maximum marginal stated tax
rate of 28%. However, it should be noted that legislative proposals are
introduced from time to time that affect tax rates and could affect relative
differences at which ordinary income and capital gains are taxed. Under the
Code, taxpayers must disclose to the Internal Revenue Service the amount of
tax-exempt interest earned during the year.

Section 86 of the Code, in general, provides that 50% of Social Security
benefits are includible in gross income to the extent that the sum of
"modified adjusted gross income"plus 50% of the Social Security benefits
received exceeds a "base amount". The base amount is $25,000 for unmarried
taxpayers, $32,000 for married taxpayers filing a joint return and zero for
married taxpayers who do not live apart at all times during the taxable year
and who file separate returns. Modified adjusted gross income is adjusted
gross income determined without regard to certain otherwise allowable
deductions and exclusions from gross income and by including tax-exempt
interest. To the extent that Social Security benefits are includible in gross
income, they will be treated as any other item of gross income.

In addition, under the Tax Act, for taxable years beginning after December 31,
1993, up to 85% of Social Security benefits are includible in gross income to
the extent that the sum of "modified adjusted gross income"plus 50% of Social
Security benefits received exceeds an "adjusted base amount."The adjusted base
amount is $34,000 for unmarried taxpayers, $44,000 for married taxpayers
filing a joint return, and zero for married taxpayers who do not live apart at
all times during the taxable year and who file separate returns.

Although tax-exempt interest is included in modified adjusted gross income
solely for the purpose of determining what portion, if any, of Social Security
benefits will be included in gross income, no tax-exempt interest, including
that received from a Trust, will be subject to tax. A taxpayer whose adjusted
gross income already exceeds the base amount or the adjusted base amount must
include 50% or 85%, respectively, of his Social Security benefits in gross
income whether or not he receives any tax-exempt interest. A taxpayer whose
modified adjusted gross income (after inclusion of tax-exempt interest) does
not exceed the base amount need not include any Social Security benefits in
gross income.

For a discussion of the state tax status of income earned on Units of a Trust,
see "Tax Status"for the applicable Trust. Except as noted therein, the
exemption of interest on state and local obligations for Federal income tax
purposes discussed above does not necessarily result in exemption under the
income or other tax laws of any State or City. The laws of the several States
vary with respect to the taxation of such obligations.

DESCRIPTION OF SECURITIES RATINGS

Standard & Poor's, a Division of The McGraw-Hill Companies. A Standard &
Poor's corporate or municipal bond rating is a current assessment of the
creditworthiness of an obligor with respect to a specific debt obligation.
This assessment of creditworthiness may take into consideration obligors such
as guarantors, insurers or lessees.

The bond rating is not a recommendation to purchase or sell a security,
inasmuch as it does not comment as to market price.

The ratings are based on current information furnished to Standard & Poor's by
the issuer and obtained by Standard & Poor's from other sources it considers
reliable. The ratings may be changed, suspended or withdrawn as a result of
changes in, or unavailability of, such information.

The ratings are based, in varying degrees, on the following considerations:

I. Likelihood of default--capacity and willingness of the obligor as to the
timely payment of interest and repayment of principal in accordance with the
terms of the obligation.

II. Nature of and provisions of the obligation.

III. Protection afforded by, and relative position of, the obligation in the
event of bankruptcy, reorganization or other arrangements under the laws of
bankruptcy and other laws affecting creditors' rights.

AAA--This is the highest rating assigned by Standard & Poor's to a debt
obligation and indicates an extremely strong capacity to pay principal and
interest.

AA--Bonds rated AA also qualify as high-quality debt obligations. Capacity to
pay principal and interest is very strong, and in the majority of instances
they differ from AAA issues only in small degree.

A--Bonds rated A have a strong capacity to pay principal and interest,
although they are somewhat more susceptible to the adverse effects of changes
in circumstances and economic conditions.

BBB--Bonds rated BBB are regarded as having an adequate capacity to pay
interest and repay principal. Whereas they normally exhibit adequate
protection parameters, adverse economic conditions or changing circumstances
are more likely to lead to a weakened capacity to pay interest and repay
principal for debt in this category than in higher rated categories.

Plus (+) or Minus (-): To provide more detailed indications of credit quality,
the ratings from "AA"to "BBB"may be modified by the addition of a plus or
minus sign to show relative standing within the major rating categories.

Provisional Ratings: A provisional rating ("p") assumes the successful
completion of the project being financed by the issuance of the bonds being
rated and indicates that payment of debt service requirements is largely or
entirely dependent upon the successful and timely completion of the project.
This rating, however, while addressing credit quality subsequent to
completion, makes no comment on the likelihood of, or the risk of default upon
failure of, such completion. Accordingly, the investor should exercise his own
judgment with respect to such likelihood and risk.

Moody's Investors Service, Inc. A brief description of the applicable Moody's
Investors Service, Inc. ("Moody's") rating symbols and their meanings follows:

Aaa--Bonds which are rated Aaa are judged to be the best quality. They carry
the smallest degree of investment risk and are generally referred to as "gilt
edge". Interest payments are protected by a large, or by an exceptionally
stable, margin and principal is secure. While the various protective elements
are likely to change, such changes as can be visualized are most unlikely to
impair the fundamentally strong position of such issues. With the occasional
exception of oversupply in a few specific instances, the safety of obligations
of this class is so absolute that their market value is affected solely by
money market fluctuations.

Aa--Bonds which are rated Aa are judged to be of high quality by all
standards. Together with the Aaa group they comprise what are generally known
as high grade bonds. They are rated lower than the best bonds because margins
of protection may not be as large as in Aaa securities or fluctuations of
protective elements may be of greater amplitude or there may be other elements
present which make the long-term risks appear somewhat larger than in Aaa
securities. These Aa bonds are high grade, their market value virtually immune
to all but money market influences, with the occasional exception of
oversupply in a few specific instances.

As published by the rating companies.

A--Bonds which are rated A possess many favorable investment attributes and
are to be considered as higher medium grade obligations. Factors giving
security to principal and interest are considered adequate, but elements may
be present which suggest a susceptibility to impairment sometime in the
future. The market value of A-rated bonds may be influenced to some degree by
credit circumstances during a sustained period of depressed business
conditions. During periods of normalcy, bonds of this quality frequently move
in parallel with Aaa and Aa obligations, with the occasional exception of
oversupply in a few specific instances.

Baa--Bonds which are rated Baa are considered as medium grade obligations;
i.e., they are neither highly protected nor poorly secured. Interest payments
and principal security appear adequate for the present but certain protective
elements may be lacking or may be characteristically unreliable over any great
length of time. Such bonds lack outstanding investment characteristics and in
fact have speculative characteristics as well.

Moody's bond rating symbols may contain numerical modifiers of a generic
rating classification. The modifier 1 indicates that the bond ranks at the
high end of its category; the modifier 2 indicates a mid-range ranking; and
the modifier 3 indicates that the issue ranks in the lower end of its generic
rating category.

Con--Bonds for which the security depends upon the completion of some act or
the fulfillment of some condition are rated conditionally. These are bonds
secured by (a) earnings of projects under construction, (b) earnings of
projects unseasoned in operating experience, (c) rentals which begin when
facilities are completed, or (d) payments to which some other limiting
condition attaches. Parenthetical rating denotes probable credit stature upon
completion of construction or elimination of basis of condition.

 

REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS

To the Board of Directors of Van Kampen American Capital Distributors, Inc.
and the Unitholders of Insured Municipals Income Trust and Investors' Quality
Tax-Exempt Trust, Multi-Series 255 (IM-IT, IM-IT Short Intermediate,
California IM-IT, Georgia IM-IT, Michigan IM-IT and Maryland Quality Trusts):

We have audited the accompanying statements of condition and the related
portfolios of Insured Municipals Income Trust and Investors' Quality
Tax-Exempt Trust, Multi-Series 255 (IM-IT, IM-IT Short Intermediate,
California IM-IT, Georgia IM-IT, Michigan IM-IT and Maryland Quality Trusts)
as of June 29, 1995. The statements of condition and portfolios are the
responsibility of the Sponsor. Our responsibility is to express an opinion on
such financial statements based on our audit.

We conducted our audit in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. Our
procedures included confirmation of irrevocable letters of credit deposited to
purchase tax-exempt securities by correspondence with the Trustee. An audit
also includes assessing the accounting principles used and significant
estimates made by the Sponsor, as well as evaluating the overall financial
statement presentation. We believe our audit provides 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 Insured Municipals Income
Trust and Investors' Quality Tax-Exempt Trust, Multi-Series 255 (IM-IT, IM-IT
Short Intermediate, California IM-IT, Georgia IM-IT, Michigan IM-IT and
Maryland Quality Trusts) as of June 29, 1995, in conformity with generally
accepted accounting principles.


Chicago, Illinois                   GRANT THORNTON LLP
June 29, 1995




<TABLE>
                   INSURED MUNICIPALS INCOME TRUST
                                and
                 INVESTORS' QUALITY TAX-EXEMPT TRUST
                         MULTI-SERIES 255
                      Statements of Condition
                              As of 
                           June 29, 1995

<CAPTION>
                                                                          IM-IT Short                
INVESTMENT IN SECURITIES                                                  Intermediate  California   
                                                            IM-IT         Trust         IM-IT Trust  
<S>                                                         <C>           <C>           <C>          
Contracts to purchase tax-exempt securities <F1><F2><F4>... $   8,584,709 $   4,968,308 $   2,915,778
Accrued interest to the First Settlement Date <F1><F4>.....        45,430        33,551        28,858
Total...................................................... $   8,630,139 $   5,001,859 $   2,944,636
LIABILITY AND INTEREST OF UNITHOLDERS                                                                
Liability-- ...............................................                                          
 Accrued interest payable to Sponsor <F1><F4>               $      45,430 $      33,551 $      28,858
Interest of Unitholders-- .................................                                          
Cost to investors <F3>.....................................     9,027,000     5,121,950     3,066,000
Less: Gross underwriting commission <F3>...................       442,291       153,642       150,222
Net interest to Unitholders <F1><F3><F4>...................     8,584,709     4,968,308     2,915,778
Total...................................................... $   8,630,139 $   5,001,859 $   2,944,636

<FN>
<F1>The aggregate value of the Securities listed under "Portfolio"for each Trust
herein, and their cost to such Trust are the same. The value of the Securities
is determined by Interactive Data Services, Inc. on the bases set forth under
"Unitholder Explanations--Public Offering--Offering Price". The contracts to
purchase tax-exempt Securities are collateralized by irrevocable letters of
credit which have been deposited with the Trustee in and for the following
amounts: 
</TABLE>


<TABLE>
<CAPTION>
                                                                            Accrued   
                                                Principal     Offering      Interest to 
                                  Amount of     Amount of     Price of      Expected  
                                  Letter of     Bonds Under   Bonds Under   Delivery  
                                  Credit        Contracts     Contracts     Dates     
<S>                               <C>           <C>           <C>           <C>       
IM-IT.............................$   8,636,506 $   9,065,000 $   8,584,709 $   51,797
IM-IT Short Intermediate Trust....$   5,003,524 $   5,000,000 $   4,968,308 $   35,216
California IM-IT Trust............$   2,944,959 $   3,000,000 $   2,915,778 $   29,181


<F2>Insurance coverage providing for timely payment, when due, of all principal
and interest on the Bonds in the Insured Trusts has been obtained either by
such Trusts, by a prior owner of the Bonds, by the Sponsor prior to the
deposit of such Bonds or by the issuers of the Bonds involved. Such insurance
does not guarantee the market value of the Bonds or the value of the Units.
The insurance obtained by the Insured Trusts is effective only while Bonds
thus insured are held in such Trusts. Neither the bid nor offering prices of
the underlying Bonds or of the Units, absent situations in which bonds are in
default in payment of principal or interest or in significant risk of such
default, include value, if any, attributable to the insurance obtained by such
Trusts.

<F3>The aggregate public offering price (exclusive of interest) and the aggregate
sales charge are computed on the bases set forth under "Unitholder
Explanations--Public Offering--Offering Price"and "Trust
Administration--General--Sponsor and Underwriter Profits"and assume all single
transactions involve less than 100 Units. For single transactions involving
100 or more Units, the sales charge is reduced (see "Unitholder
Explanations--Public Offering--General") resulting in an equal reduction in
both the Cost to investors and the Gross underwriting commission while the Net
interest to Unitholders remains unchanged.

<F4>The Trustee will advance to the Trust the amount of net interest accrued to
July 5, 1995, the First Settlement Date, for distribution to the Sponsor as
the Unitholder of record as of the First Settlement Date.
</TABLE>


<TABLE>
                       INSURED MUNICIPALS INCOME TRUST
                                   and
                   INVESTORS' QUALITY TAX-EXEMPT TRUST
                            MULTI-SERIES 255
                    Statements of Condition (Continued)
                                 As of 
                             June 29, 1995

<CAPTION>
INVESTMENT IN SECURITIES                                    Georgia       Michigan      Maryland     
                                                            IM-IT Trust   IM-IT Trust   Quality Trust
<S>                                                         <C>           <C>           <C>          
Contracts to purchase tax-exempt securities <F1><F2><F4>... $   2,860,622 $   2,858,723 $   2,885,347
Accrued interest to the First Settlement Date <F1><F4>.....        51,470        24,306        33,616
Total...................................................... $   2,912,092 $   2,883,029 $   2,918,963
LIABILITY AND INTEREST OF UNITHOLDERS                                                                
Liability-- ...............................................                                          
 Accrued interest payable to Sponsor <F1><F4>               $      51,470 $      24,306 $      33,616
Interest of Unitholders-- .................................                                          
Cost to investors <F3>.....................................     3,008,000     3,006,000     3,034,000
Less: Gross underwriting commission <F3>...................       147,378       147,277       148,653
Net interest to Unitholders <F1><F3><F4>...................     2,860,622     2,858,723     2,885,347
Total...................................................... $   2,912,092 $   2,883,029 $   2,918,963

<FN>
<F1>The aggregate value of the Securities listed under "Portfolio"for each Trust
herein, and their cost to such Trust are the same. The value of the Securities
is determined by Interactive Data Services, Inc. on the bases set forth under
"Unitholder Explanations--Public Offering--Offering Price". The contracts to
purchase tax-exempt Securities are collateralized by irrevocable letters of
credit which have been deposited with the Trustee in and for the following
amounts: 
</TABLE>

<TABLE>
<CAPTION>
                                                                    Accrued   
                                        Principal     Offering      Interest to 
                          Amount of     Amount of     Price of      Expected  
                          Letter of     Bonds Under   Bonds Under   Delivery  
                          Credit        Contracts     Contracts     Dates     
<S>                       <C>           <C>           <C>           <C>       
Georgia IM-IT Trust.......$   2,909,793.$   2,955,000.$   2,860,622.$   49,171
Michigan IM-IT Trust..... $   2,880,368 $   2,945,000 $   2,858,723 $   21,645
Maryland Quality Trust... $   2,916,829 $   2,970,000 $   2,885,347 $   31,482
</TABLE>

Insurance coverage providing for timely payment, when due, of all principal
and interest on the Bonds in the Insured Trusts has been obtained either by
such Trusts, by a prior owner of the Bonds, by the Sponsor prior to the
deposit of such Bonds or by the issuers of the Bonds involved. Such insurance
does not guarantee the market value of the Bonds or the value of the Units.
The insurance obtained by the Insured Trusts is effective only while Bonds
thus insured are held in such Trusts. Neither the bid nor offering prices of
the underlying Bonds or of the Units, absent situations in which bonds are in
default in payment of principal or interest or in significant risk of such
default, include value, if any, attributable to the insurance obtained by such
Trusts.

The aggregate public offering price (exclusive of interest) and the aggregate
sales charge are computed on the bases set forth under "Unitholder
Explanations--Public Offering--Offering Price"and "Trust
Administration--General--Sponsor and Underwriter Profits"and assume all single
transactions involve less than 100 Units. For single transactions involving
100 or more Units, the sales charge is reduced (see "Unitholder
Explanations--Public Offering--General") resulting in an equal reduction in
both the Cost to investors and the Gross underwriting commission while the Net
interest to Unitholders remains unchanged.

The Trustee will advance to the Trust the amount of net interest accrued to
July 5, 1995, the First Settlement Date, for distribution to the Sponsor as
the Unitholder of record as of the First Settlement Date.


EQUIVALENT TAXABLE ESTIMATED CURRENT RETURN TABLES

As of the date of this prospectus, the following tables show the approximate
taxable estimated current returns for individuals that are equivalent to
tax-exempt estimated current returns under combined Federal and State taxes
(where applicable) using the published Federal and State tax rates (where
applicable) scheduled to be in effect in 1995. They incorporate increased tax
rates for higher income taxpayers that were included in the Revenue
Reconciliation Act of 1993. These tables illustrate approximately what you
would have to earn on taxable investments to equal the tax-exempt estimated
current return in your income tax bracket. For cases in which more than one
State bracket falls within a Federal bracket, the highest State bracket is
combined with the Federal bracket. The combined State and Federal tax rates
shown reflect the fact that State tax payments are currently deductible for
Federal tax purposes. The tables do not show the approximate taxable estimated
current returns for individuals that are subject to the alternative minimum
tax. The taxable equivalent estimated current returns may be somewhat higher
than the equivalent returns indicated in the following tables for those
individuals who have adjusted gross incomes in excess of $114,700. The tables
do not reflect the effect of limitations on itemized deductions and the
deduction for personal exemptions. They were designed to phase out certain
benefits of these deductions for higher income taxpayers. These limitations,
in effect, raise the marginal maximum Federal tax rate to approximately 44
percent for taxpayers filing a joint return and entitled to four personal
exemptions and to approximately 41 percent for taxpayers filing a single
return entitled to only one personal exemption. These limitations are subject
to certain maximums, which depend on the number of exemptions claimed and the
total amount of the taxpayer's itemized deductions. For example, the
limitation on itemized deductions will not cause a taxpayer to lose more than
80% of his allowable itemized deductions, with certain exceptions. See "Other
Matters--Federal Tax Status"for a more detailed discussion of recent Federal
tax legislation, including a discussion of provisions affecting corporations.



IM-IT

<TABLE>
<CAPTION>
Taxable Income ($1,000's)                                                       Tax-Exempt Estimated Current Return 
<S>                  <C>                  <C>       <C>     <C>     <C>      <C>       <C>       <C>       <C>      
              Single                Joint       Tax                       
              Return               Return   Bracket       5%  5 1/2%      6%    6 1/2%        7%    7 1/2%       8% 
                                                                        Equivalent Taxable Estimated Current Return 
$         0 - 23.35  $         0 - 39.00        15%    5.88%   6.47%   7.06%     7.65%     8.24%     8.82%    9.41%
      23.35 - 56.55        39.00 - 94.25       28      6.94    7.64    8.33      9.03      9.72     10.42     11.11 
     56.55 - 117.95       94.25 - 143.60       31      7.25    7.97    8.70      9.42     10.14     10.87     11.59 
    117.95 - 256.50      143.60 - 256.50       36      7.81    8.59    9.38     10.16     10.94     11.72     12.50 
        Over 256.50          Over 256.50     39.6      8.28    9.11    9.93     10.76     11.59     12.42     13.25 
</TABLE>


SHORT INTERMEDIATE

<TABLE>
<CAPTION>
Taxable Income ($1,000's)                                                    Tax-Exempt Estimated Current Return 
<S>                  <C>                  <C>       <C>     <C>     <C>     <C>      <C>      <C>      <C>       
              Single                Joint       Tax                        
              Return               Return   Bracket       4%  4 1/2%      5%  5 1/2%       6%   6 1/2%       7% 
                                                                     Equivalent Taxable Estimated Current Return 
$         0 - 23.35  $         0 - 39.00        15%    4.71%   5.29%   5.88%   6.47%    7.06%    7.65%    8.24%
      23.35 - 56.55        39.00 - 94.25       28      5.56    6.25    6.94    7.64     8.33     9.03     9.72 
     56.55 - 117.95       94.25 - 143.60       31      5.80    6.52    7.25    7.97     8.70     9.42    10.14  
    117.95 - 256.50      143.60 - 256.50       36      6.25    7.03    7.81    8.59     9.38    10.16    10.94 
        Over 256.50          Over 256.50     39.6      6.62    7.45    8.28    9.11     9.93    10.76    11.59 
</TABLE>


CALIFORNIA

<TABLE>
<CAPTION>
Taxable Income ($1,000's)                                                        Tax-Exempt Estimated Current Return 
<S>                  <C>                  <C>       <C>     <C>      <C>       <C>       <C>       <C>      <C>      
              Single                Joint       Tax                 
              Return               Return  Bracket*      5%    5 1/2%       6%    6 1/2%        7%    7 1/2%      8% 
                                                                         Equivalent Taxable Estimated Current Return 
$          0 - 23.35 $         0 - 39.00      20.1%    6.26%    6.88%    7.51%     8.14%     8.76%     9.39%   10.01%
       23.35 - 56.55       39.00 - 94.25     34.7      7.66     8.42     9.19      9.95     10.72     11.49    12.25 
                          94.25 - 143.60     37.4      7.99     8.79     9.58     10.38     11.18     11.98    12.78 
     56.55 - 117.95                          37.9      8.05     8.86     9.66     10.47     11.27     12.08    12.88 
    117.95 - 214.93      143.60 - 256.50     42.4      8.68     9.55    10.42     11.28     12.15     13.02    13.89 
    214.93 - 256.50                            43      8.77     9.65    10.53     11.40     12.28     13.16    14.04 
                          256.50 - 429.86    45.6      9.19    10.11    11.03     11.95     12.87     13.79    14.71 
        Over 256.50          Over 429.86     46.2      9.29    10.22    11.15     12.08     13.01     13.94    14.87 
</TABLE>

* The State tax rates assumed take into account recent adjustments of tax
brackets based on changes in the Consumer Price Index. The table reflects
California income tax laws that increase State income tax rates for high
income taxpayers. However, the table does not reflect the limitation on
itemized deductions and the phase out of the benefit for the personal
exemption credit and the dependent exemption credit that are imposed by the
California income tax laws in a manner similar to Federal tax law. 

GEORGIA

<TABLE>
<CAPTION>
Taxable Income ($1,000's)                                                   Tax-Exempt Estimated Current Return 
<S>                  <C>                  <C>      <C>     <C>     <C>      <C>      <C>      <C>      <C>      
              Single                Joint      Tax               
              Return               Return  Bracket      5%   5 1/2%       6%   6 1/2%       7%   7 1/2%       8% 
                                                                    Equivalent Taxable Estimated Current Return 
$         0 - 23.35  $         0 - 39.00     20.1%    6.26%   6.88%    7.51%    8.14%    8.76%    9.39%   10.01%
      23.35 - 56.55        39.00 - 94.25     32.3     7.39    8.12     8.86     9.60    10.34    11.08    11.82 
     56.55 - 117.95       94.25 - 143.60     35.1     7.70    8.47     9.24    10.02    10.79    11.56    12.33 
    117.95 - 256.50      143.60 - 256.50     39.8     8.31    9.14     9.97    10.80    11.63    12.46    13.29 
        Over 256.50          Over 256.50     43.2     8.80    9.68    10.56    11.44    12.32    13.20    14.08 
</TABLE>


MICHIGAN

<TABLE>
<CAPTION>
Taxable Income ($1,000's)                                                   Tax-Exempt Estimated Current Return 
<S>                  <C>                  <C>      <C>     <C>     <C>      <C>      <C>      <C>      <C>      
              Single                Joint      Tax                         
              Return               Return  Bracket      5%   5 1/2%       6%   6 1/2%       7%   7 1/2%       8% 
                                                                    Equivalent Taxable Estimated Current Return 
$         0 - 23.35  $         0 - 39.00     21.7%    6.33%   6.96%    7.59%    8.23%    8.86%    9.49%   10.13%
      23.35 - 56.55        39.00 - 94.25     33.7     7.47    8.22     8.97     9.72    10.46    11.21    11.96 
     56.55 - 117.95       94.25 - 143.60     36.5     7.80    8.58     9.36    10.14    10.92    11.70    12.48 
    117.95 - 256.50      143.60 - 256.50     41.1     8.40    9.24    10.08    10.92    11.76    12.61    13.45 
        Over 256.50          Over 256.50     44.4     8.90    9.79    10.68    11.57    12.46    13.35    14.23 
</TABLE>

*The combined State and Federal tax brackets reflect Federal and State income
and State intangibles taxes but do not reflect the effect of the exemption
from local income taxes; accordingly, Michigan residents subject to such local
income taxes would need a somewhat higher taxable estimated current return
than those shown to equal the tax-exempt estimated current return of the Trust.

MARYLAND 

<TABLE>
<CAPTION>
Taxable Income ($1,000's)                                                        Tax-Exempt Estimated Current Return 
<S>                  <C>                  <C>       <C>     <C>     <C>      <C>       <C>       <C>       <C>       
              Single                Joint       Tax                          
              Return               Return  Bracket      5%   5 1/2%       6%    6 1/2%       7%     7 1/2%        8% 
                                                                         Equivalent Taxable Estimated Current Return 
$          0 - 23.35 $         0 - 39.00     19.3 %    6.20%   6.82%   7.43%     8.05%     8.67%     9.29%     9.91%
       23.35 - 56.55       39.00 - 94.25     31.6      7.31    8.04    8.77      9.50     10.23     10.96     11.70  
                          94.25 - 143.60      34.5     7.63    8.40    9.16      9.92     10.69     11.45     12.21  
     56.55 - 117.95                           35.1     7.70    8.47    9.24     10.02     10.79     11.56     12.33  
    117.95 - 256.50      143.60 - 256.50      39.8     8.31    9.14    9.97     10.80     11.63     12.46     13.29  
        Over 256.50          Over 256.50      43.2     8.80    9.68    10.56     11.44     12.32     13.20     14.08 
</TABLE>




*The table does not reflect the effect of the exemption of the Trust from
local, county and city taxes. Residents of most Maryland localities, including
Montgomery County and the City and County of Baltimore, are subject to taxes
and therefore would need a somewhat higher taxable estimated current return
than those shown to equal the tax-exempt estimated current return of the
Trust. 

A comparison of tax-free and equivalent taxable estimated current returns with
the returns on various taxable investments is one element to consider in
making an investment decision. The Sponsor may from time to time in its
advertising and sales materials compare the then current estimated returns on
the Trusts and returns over specified periods on other similar Van Kampen
American Capital sponsored unit investment trusts with returns on taxable
investments such as corporate or U.S. Government bonds, bank CDs and money
market accounts or money market funds, each of which has investment
characteristics that may differ from those of the Trusts. U.S. Government
bonds, for example, are backed by the full faith and credit of the U.S.
Government and bank CDs and money market accounts are insured by an agency of
the federal government. Money market accounts and money market funds provide
stability of principal, but pay interest at rates that vary with the condition
of the short-term debt market. The investment characteristics of the Trusts
are described more fully elsewhere in this Prospectus.

ESTIMATED CASH FLOWS TO UNITHOLDERS 

The tables below set forth the per Unit estimated monthly and semi-annual
distributions of interest and principal to Unitholders. The tables assume no
changes in expenses, no changes in the current interest rates, no exchanges,
redemptions, sales or prepayments of the underlying Securities prior to
maturity or expected retirement date and the receipt of principal upon
maturity or expected retirement date. To the extent the foregoing assumptions
change actual distributions will vary.


IM-IT

Monthly

<TABLE>
<CAPTION>
                                                Estimated  Estimated    Estimated   
Distribution Dates                              Interest   Principal    Total       
(Each Month)                                    Distribution Distribution Distribution
<S>           <C>      <C>             <C>      <C>        <C>          <C>         
August           1995                           $   3.92                $     3.92  
September        1995  - May              2005      4.52                      4.52  
June             2005                               4.52   $   110.77       115.29  
July             2005  - August           2006      4.02                      4.02  
September        2006                               3.86        59.27        63.13  
October          2006  - April            2007      3.71                      3.71  
May              2007                               3.71        99.70       103.41  
June             2007                               3.23                      3.23  
July             2007                               3.23       110.78       114.01  
August           2007  - May              2020      2.68                      2.68  
June             2020                               2.68        55.39        58.07  
July             2020                               2.42        43.76        46.18  
August           2020  - May              2021      2.42                      2.42  
June             2021                               2.42        55.39        57.81  
July             2021  - August           2022      2.16                      2.16  
September        2022                               2.02        55.39        57.41  
October          2022  - May              2023      1.91                      1.91  
June             2023                               1.91        55.39        57.30  
July             2023  - September        2023      1.64                      1.64  
October          2023                               1.64        27.69        29.33  
November         2023  - April            2024      1.52                      1.52  
May              2024                               1.52        11.08        12.60  
June             2024  - February         2025      1.46                      1.46  
March            2025                               1.46        53.73        55.19  
April            2025  - August           2025      1.22                      1.22  
September        2025                               1.07        55.38        56.45  
October          2025  - December         2025       .95                       .95  
January          2026                                .66       110.78       111.44  
February         2026  - November         2028       .41                       .41  
December         2028                                .41        99.70       100.11  
</TABLE>


IM-IT (continued)

Semi-annual

<TABLE>
<CAPTION>
Distribution Dates                             Estimated   Estimated    Estimated   
(Each June and December                        Interest    Principal    Total       
Unless Otherwise Indicated)                    Distribution Distribution Distribution
<S>           <C>      <C>            <C>      <C>         <C>          <C>         
December         1995                          $   22.17                $    22.17  
June             1996  - December        2004      27.35                     27.35  
June             2005                              27.35   $   110.77       138.12  
December         2005  - June            2006      24.34                     24.34  
September        2006                                           59.27        59.27  
December         2006                              23.25                     23.25  
May              2007                                           99.70        99.70  
June             2007                              21.99                     21.99  
July             2007                                          110.78       110.78  
December         2007                              16.80                     16.80  
June             2008  - December        2019      16.25                     16.25  
June             2020                              16.25        55.39        71.64  
July             2020                                           43.76        43.76  
December         2020                              14.66                     14.66  
June             2021                              14.66        55.39        70.05  
December         2021  - June            2022      13.06                     13.06  
September        2022                                           55.39        55.39  
December         2022                              12.17                     12.17  
June             2023                              11.56        55.39        66.95  
October          2023                                           27.69        27.69  
December         2023                               9.70                      9.70  
May              2024                                           11.08        11.08  
June             2024                               9.15                      9.15  
December         2024                               8.88                      8.88  
March            2025                                           53.73        53.73  
June             2025                               8.14                      8.14  
September        2025                                           55.38        55.38  
December         2025                               6.43                      6.43  
January          2026                                          110.78       110.78  
June             2026                               2.75                      2.75  
December         2026  - June            2028       2.50                      2.50  
December         2028                               2.50        99.70       102.20  
</TABLE>


IM-IT Short Intermediate Trust

Monthly

<TABLE>
<CAPTION>
                                               Estimated  Estimated    Estimated   
Distribution Dates                             Interest   Principal    Total       
(Each Month)                                   Distribution Distribution Distribution
<S>           <C>      <C>            <C>      <C>        <C>          <C>         
August           1995                          $   3.08                $     3.08  
September        1995  - May             1999      3.56                      3.56  
June             1999                              3.56   $    51.00        54.56  
July             1999  - August          1999      3.39                      3.39  
September        1999                              3.35       171.00       174.35  
October          1999  - December        1999      2.73                      2.73  
January          2000                              2.73       150.00       152.73  
February         2000  - May             2000      2.18                      2.18  
June             2000                              2.18       138.00       140.18  
July             2000                              1.55        52.00        53.55  
August           2000                              1.46       150.00       151.46  
September        2000                               .90       107.00       107.90  
October          2000  - November        2000       .50                       .50  
December         2000                               .50        25.00        25.50  
January          2001                               .35        51.00        51.35  
February         2001                               .31        20.00        20.31  
March            2001                               .18        26.00        26.18  
April            2001                               .03        59.00        59.03  
</TABLE>

Semi-annual

<TABLE>
<CAPTION>
Distribution Dates                             Estimated   Estimated    Estimated   
(Each June and December                        Interest    Principal    Total       
Unless Otherwise Indicated)                    Distribution Distribution Distribution
<S>           <C>      <C>            <C>      <C>         <C>          <C>         
December         1995                          $   17.49                $    17.49  
June             1996  - December        1998      21.58                     21.58  
June             1999                              21.58   $    51.00        72.58  
September        1999                                          171.00       171.00  
December         1999                              18.50                     18.50  
January          2000                                          150.00       150.00  
June             2000                              13.78       138.00       151.78  
July             2000                                           52.00        52.00  
August           2000                                          150.00       150.00  
September        2000                                          107.00       107.00  
December         2000                               5.49        25.00        30.49  
January          2001                                           51.00        51.00  
February         2001                                           20.00        20.00  
March            2001                                           26.00        26.00  
April            2001                                .89        59.00        59.89  
</TABLE>

California IM-IT Trust

Monthly

<TABLE>
<CAPTION>
                                               Estimated  Estimated    Estimated   
Distribution Dates                             Interest   Principal    Total       
(Each Month)                                   Distribution Distribution Distribution
<S>           <C>      <C>            <C>      <C>        <C>          <C>         
August           1995                          $   3.91                $     3.91  
September        1995  - June            2006      4.51                      4.51  
July             2006                              4.51   $    81.53        86.04  
August           2006  - May             2014      4.15                      4.15  
June             2014                              4.15       163.08       167.23  
July             2014  - July            2017      3.38                      3.38  
August           2017                              3.38        81.54        84.92  
September        2017  - May             2018      3.00                      3.00  
June             2018                              3.00       130.47       133.47  
July             2018  - July            2023      2.37                      2.37  
August           2023                              2.37       163.07       165.44  
September        2023                              1.52        32.62        34.14  
October          2023                              1.45       163.08       164.53  
November         2023  - August          2025       .72                       .72  
September        2025                               .38       130.46       130.84  
October          2025  - November        2028       .08                       .08  
December         2028                               .08        32.62        32.70  
</TABLE>

Semi-annual

<TABLE>
<CAPTION>
Distribution Dates                            Estimated   Estimated    Estimated   
(Each January and July                        Interest    Principal    Total       
Unless Otherwise Indicated)                   Distribution Distribution Distribution
<S>           <C>      <C>           <C>      <C>         <C>          <C>         
January          1996                         $   26.68                $    26.68  
July             1996  - January        2006      27.30                     27.30  
July             2006                             27.30   $    81.53       108.83  
January          2007  - January        2014      25.10                     25.10  
June             2014                                         163.08       163.08  
July             2014                             24.33                     24.33  
January          2015  - July           2017      20.48                     20.48  
August           2017                                          81.54        81.54  
January          2018                             18.55                     18.55  
June             2018                                         130.47       130.47  
July             2018                             17.53                     17.53  
January          2019  - July           2023      14.37                     14.37  
August           2023                                         163.07       163.07  
September        2023                                          32.62        32.62  
October          2023                                         163.08       163.08  
January          2024                              7.61                      7.61  
July             2024  - July           2025       4.40                      4.40  
September        2025                                         130.46       130.46  
January          2026                              1.49                      1.49  
July             2026  - July           2028        .54                       .54  
December         2028                               .45        32.62        33.07  
</TABLE>


Georgia IM-IT Trust

Monthly

<TABLE>
<CAPTION>
                                                Estimated  Estimated    Estimated   
Distribution Dates                              Interest   Principal    Total       
(Each Month)                                    Distribution Distribution Distribution
<S>           <C>      <C>             <C>      <C>        <C>          <C>         
August           1995                           $   3.83                $     3.83  
September        1995  - November         2005      4.42                      4.42  
December         2005                               4.42   $    99.73       104.15  
January          2006  - November         2006      3.94                      3.94  
December         2006                               3.94        33.24        37.18  
January          2007  - September        2007      3.78                      3.78  
October          2007                               3.78       166.23       170.01  
November         2007  - December         2011      2.96                      2.96  
January          2012                               2.96        83.11        86.07  
February         2012  - June             2013      2.59                      2.59  
July             2013                               2.59         8.31        10.90  
August           2013  - December         2023      2.59                      2.59  
January          2024                               2.59       162.90       165.49  
February         2024  - December         2024      1.87                      1.87  
January          2025                               1.87        89.76        91.63  
February         2025  - November         2025      1.49                      1.49  
December         2025                               1.28        83.11        84.39  
January          2026                               1.10        66.49        67.59  
February         2026  - September        2026       .80                       .80  
October          2026                                .80       189.50       190.30  
</TABLE>

Semi-annual

<TABLE>
<CAPTION>
Distribution Dates                           Estimated   Estimated    Estimated   
(Each January and July                       Interest    Principal    Total       
Unless Otherwise Indicated)                  Distribution Distribution Distribution
<S>          <C>      <C>           <C>      <C>         <C>          <C>         
January         1996                         $   26.15                $    26.15  
July            1996  - July           2005      26.75                     26.75  
December        2005                                     $    99.73        99.73  
January         2006                             26.26                     26.26  
July            2006                             23.86                     23.86  
December        2006                                          33.24        33.24  
January         2007                             23.69                     23.69  
July            2007                             22.87                     22.87  
October         2007                                         166.23       166.23  
January         2008                             20.41                     20.41  
July            2008  - July           2011      17.95                     17.95  
January         2012                             17.95        83.11       101.06  
July            2012  - January        2013      15.70                     15.70  
July            2013                             15.70         8.31        24.01  
January         2014  - July           2023      15.70                     15.70  
January         2024                             15.70       162.90       178.60  
July            2024                             11.37                     11.37  
January         2025                             11.37        89.76       101.13  
July            2025                              9.05                      9.05  
December        2025                                          83.11        83.11  
January         2026                              8.45        66.49        74.94  
July            2026                              4.89                      4.89  
October         2026                              2.45       189.50       191.95  
</TABLE>

Michigan IM-IT Trust

Monthly

<TABLE>
<CAPTION>
                                               Estimated  Estimated    Estimated   
Distribution Dates                             Interest   Principal    Total       
(Each Month)                                   Distribution Distribution Distribution
<S>           <C>      <C>            <C>      <C>        <C>          <C>         
August           1995                          $   3.85                $     3.85  
September        1995  - December        2004      4.45                      4.45  
January          2005                              4.45   $   154.69       159.14  
February         2005  - April           2007      3.72                      3.72  
May              2007                              3.72        33.26        36.98  
June             2007  - October         2015      3.55                      3.55  
November         2015                              3.55        98.14       101.69  
December         2015                              2.67       169.66       172.33  
January          2016  - April           2020      2.31                      2.31  
May              2020                              2.31        24.95        27.26  
June             2020  - November        2020      2.31                      2.31  
December         2020                              1.90       166.33       168.23  
January          2021  - April           2024      1.53                      1.53  
May              2024                              1.53       166.34       167.87  
June             2024  - November        2025       .73                       .73  
December         2025                               .31       166.33       166.64  
</TABLE>

Semi-annual

<TABLE>
<CAPTION>
Distribution Dates                           Estimated   Estimated    Estimated   
(Each January and July                       Interest    Principal    Total       
Unless Otherwise Indicated)                  Distribution Distribution Distribution
<S>          <C>      <C>           <C>      <C>         <C>          <C>         
January         1996                         $   26.29                $    26.29  
July            1996  - July           2004      26.90                     26.90  
January         2005                             26.90   $   154.69       181.59  
July            2005  - January        2007      22.50                     22.50  
May             2007                                          33.26        33.26  
July            2007                             22.17                     22.17  
January         2008  - July           2015      21.52                     21.52  
November        2015                                          98.14        98.14  
December        2015                                         169.66       169.66  
January         2016                             19.38                     19.38  
July            2016  - January        2020      13.99                     13.99  
May             2020                                          24.95        24.95  
July            2020                             13.99                     13.99  
December        2020                                         166.33       166.33  
January         2021                             12.79                     12.79  
July            2021  - January        2024       9.28                      9.28  
May             2024                                         166.34       166.34  
July            2024                              7.68                      7.68  
January         2025  - July           2025       4.46                      4.46  
December        2025                              3.29       166.33       169.62  
</TABLE>

Maryland Quality Trust

Monthly

<TABLE>
<CAPTION>
                                                Estimated  Estimated    Estimated   
Distribution Dates                              Interest   Principal    Total       
(Each Month)                                    Distribution Distribution Distribution
<S>           <C>      <C>             <C>      <C>        <C>          <C>         
August           1995                           $   3.92                $     3.92  
September        1995  - May              2005      4.53                      4.53  
June             2005                               4.53   $   164.79       169.32  
July             2005  - March            2006      3.70                      3.70  
April            2006                               3.70       181.28       184.98  
May              2006  - September        2006      2.80                      2.80  
October          2006                               2.64        65.92        68.56  
November         2006                               2.49                      2.49  
December         2006                               2.49       164.80       167.29  
January          2007  - May              2013      1.60                      1.60  
June             2013                               1.60        34.61        36.21  
July             2013  - May              2014      1.60                      1.60  
June             2014                               1.60        32.96        34.56  
July             2014  - June             2021      1.46                      1.46  
July             2021                               1.46       148.32       149.78  
August           2021  - August           2022       .84                       .84  
September        2022                                .84       164.80       165.64  
October          2022  - February         2024       .03                       .03  
March            2024                                           21.42        21.42  
</TABLE>

Semi-annual

<TABLE>
<CAPTION>
Distribution Dates                             Estimated   Estimated    Estimated   
(Each May and November                         Interest    Principal    Total       
Unless Otherwise Indicated)                    Distribution Distribution Distribution
<S>           <C>      <C>            <C>      <C>         <C>          <C>         
November         1995                          $   17.62                $    17.62  
May              1996  - May             2005      27.35                     27.35  
June             2005                                      $   164.79       164.79  
November         2005                              23.18                     23.18  
April            2006                                          181.28       181.28  
May              2006                              21.45                     21.45  
October          2006                                           65.92        65.92  
November         2006                              16.48                     16.48  
December         2006                                          164.80       164.80  
May              2007                              10.55                     10.55  
November         2007  - May             2013       9.66                      9.66  
June             2013                                           34.61        34.61  
November         2013  - May             2014       9.66                      9.66  
June             2014                                           32.96        32.96  
November         2014                               8.96                      8.96  
May              2015  - May             2021       8.82                      8.82  
July             2021                                          148.32       148.32  
November         2021                               6.33                      6.33  
May              2022                               5.08                      5.08  
September        2022                                          164.80       164.80  
November         2022                               3.46                      3.46  
May              2023  - November        2023        .20                       .20  
March            2024                                .09        21.42        21.51  
</TABLE>



No person is authorized to give any information or to make any representations
not contained in this Prospectus; and any information or representation not
contained herein must not be relied upon as having been authorized by the
Fund, the Sponsor or the Underwriters. This Prospectus does not constitute an
offer to sell, or a solicitation of an offer to buy, securities in any state
to any person to whom it is not lawful to make such offer in such state.


<TABLE>
<CAPTION>
Title                                                       Page   
<S>                                                         <C>  
INTRODUCTION                                                2    
SUMMARY OF ESSENTIAL FINANCIAL INFORMATION                  3    
UNITHOLDER EXPLANATIONS                                     7    
Settlement of Bonds in the Trusts                           7    
The Fund                                                    7    
Objectives and Securities Selection                         8    
Risk Factors                                                9    
Replacement Bonds                                           12   
Bond Redemptions                                            13   
Distributions                                               14   
Change of Distribution Option                               14   
Certificates                                                14   
Estimated Current Returns and Estimated Long-Term Returns   15   
Interest Earning Schedule                                   15   
Calculation of Estimated Net Annual Interest Income         15   
Accrued Interest                                            16   
Accrued Interest                                            16   
Public Offering                                             16   
General                                                     16   
Offering Price                                              18   
Market for Units                                            19   
Distributions of Interest and Principal                     20   
Reinvestment Option                                         20   
Redemption of Units                                         21   
Reports Provided                                            22   
Insurance on the Bonds in the Insured Trusts                23   
IM-IT TRUST                                                 30   
SHORT INTERMEDIATE IM-IT TRUST                              34   
CALIFORNIA IM-IT TRUST                                      38   
GEORGIA IM-IT TRUST                                         48   
MICHIGAN IM-IT TRUST                                        54   
MARYLAND QUALITY TRUST                                      59   
NOTES TO PORTFOLIOS                                         63   
UNDERWRITING                                                65   
TRUST ADMINISTRATION                                        68   
Fund Administration and Expenses                            68   
Sponsor                                                     68   
Compensation of Sponsor and Evaluator                       72   
Trustee                                                     73   
Trustee's Fee                                               73   
Portfolio Administration                                    74   
Sponsor Purchases of Units                                  75   
Insurance Premiums                                          75   
Miscellaneous Expenses                                      75   
General                                                     75   
Amendment or Termination                                    75   
Limitation on Liabilities                                   76   
Unit Distribution                                           77   
Sponsor and Underwriter Compensation                        77   
OTHER MATTERS                                               79   
Legal Opinions                                              79   
Independent Certified Public Accountants                    79   
FEDERAL TAX STATUS                                          79   
DESCRIPTION OF SECURITIES RATINGS                           82   
REPORT OF INDEPENDENT CERTIFIED PUBLIC                           
ACCOUNTANTS                                                 84   
STATEMENTS OF CONDITION                                     85   
EQUIVALENT TAXABLE ESTIMATED CURRENT RETURN                      
TABLES                                                      87   
ESTIMATED CASH FLOWS TO UNITHOLDERS                         90   
</TABLE>


This Prospectus contains information concerning the Fund and the Sponsor, but
does not contain all of the information set forth in the registration
statements and exhibits relating thereto, which the Fund has filed with the
Securities and Exchange Commission, Washington, D.C., under the Securities Act
of 1933 and the Investment Company Act of 1940, and to which reference is
hereby made. 

PROSPECTUS

June 29, 1995


Insured Municipals Income Trust
and Investors' Quality Tax-Exempt
Trust,Multi-Series 255


IM-IT 352
IM-IT 100th Short Intermediate
California IM-IT 142
Georgia IM-IT 76
Michigan IM-IT 130
Maryland Quality 72


  A Wealth of Knowledge A Knowledge of Wealth sm 
        VAN KAMPEN AMERICAN CAPITAL


One Parkview Plaza
Oakbrook Terrace, Illinois 60181

2800 Post Oak Boulevard
Houston, Texas 77056

Please retain this Prospectus for future reference.


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