<PAGE>
Insured California Intermediate Term Portfolio Series 10
File No. 33-49707
Investment Company Act No. 811-3676
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 4
TO FORM S-6
For Registration Under the Securities Act of 1933 of Securities
of Unit Investment Trusts Registered on Form N-8B-2
A. Exact name of Trust:
DEAN WITTER SELECT MUNICIPAL TRUST
INSURED CALIFORNIA INTERMEDIATE TERM PORTFOLIO SERIES 10
B. Name of Depositor:
DEAN WITTER REYNOLDS INC.
C. Complete address of Depositor's principal executive
office:
DEAN WITTER REYNOLDS INC.
Two World Trade Center
New York, New York 10048
D. Name and complete address of agent for service:
Mr. Michael D. Browne
Dean Witter Reynolds Inc.
Unit Trust Department
Two World Trade Center, 59th Floor
New York, New York 10048
Copy to:
Kenneth W. Orce, Esq.
Cahill Gordon & Reindel
80 Pine Street
New York, New York 10005
/x/ Check box if it is proposed that this filing should
become effective immediately upon filing pursuant to
paragraph(b) of Rule 485.
<PAGE>
Cross Reference Sheet
Pursuant to Rule 404(c) of Regulation C
under the Securities Act of 1933
(Form N-8B-2 Items required by Instruction 1
as to Prospectus on Form S-6)
Form N-8B-2 Form S-6
Item Number Heading in Prospectus
I. Organization and General Information
1. (a) Name of Trust Front Cover
(b) Title of securities issued
2. Name and address of Depositor Table of Contents
3. Name and address of Trustee Table of Contents
4. Name and address of principal Table of Contents
Underwriter
5. Organization of Trust Introduction
6. Execution and termination of Introduction; Amendment
Indenture and Termination of the
Indenture
7. Changes of name *30
8. Fiscal Year Included in Form N-8B-2
9. Litigation *30
II. General Description of the Trust
and Securities of the Trust
10. General Information regarding
Trust's Securities and Rights
of Holders
(a) Type of Securities Rights of Unit Holders
(Registered or Bearer)
(b) Type of Securities Administration of the
(Cumulative or Trust-Distribution
Distributive)
__________________
*30 Not applicable, answer negative or not required.
<PAGE>
Form N-8B-2 Form S-6
Item Number Heading in Prospectus
(c) Rights of Holders as to Redemption; Public
Withdrawal or Redemption Offering of Units-
Secondary Market
(d) Rights of Holders as to Public Offering of
conversion, transfer, etc. Units-Secondary Market;
Exchange Option;
Redemption; Rights of
Unit Holders-
Certificates
(e) Lapses or defaults with *30
respect to periodic
payment plan certificates
(f) Voting rights as to Rights of Unit Holders-
Securities under the Certain Limitations
Indenture
(g) Notice to Holders as to Amendment and
change in: Termination of the
Indenture
1) Assets of Trust Administration of the
Trust-Reports to Unit
Holders; The Trust-
Summary Description of
the Portfolios
2) Terms and Conditions Amendment and
of Trust's Securities Termination of the
Indenture
3) Provisions of Trust Amendment and
Termination of the
Indenture
4) Identity of Depositor Sponsor; Trustee
and Trustee
(h) Security Holders' consent
required to change:
1) Composition of assets Amendment and
of Trust Termination of the
Indenture
__________________
*30 Not applicable, answer negative or not required.
<PAGE>
Form N-8B-2 Form S-6
Item Number Heading in Prospectus
2) Terms and conditions Amendment and
of Trust's Securities Termination of the
Indenture
3) Provisions of Amendment and
Indenture Termination of the
Indenture
4) Identity of Depositor *30
and Trustee
(i) Other Provisions Cover of Prospectus;
Tax Status
11. Type of securities comprising The Trust-Summary
units Description of the
Portfolios; Objectives
and Securities
Selection; The Trust-
Special Considerations
12. Type of securities comprising *30
periodic payment certificates
13. (a) Load, fees, expenses, etc. Summary of Essential
Information; Public
Offering of Units-
Public Offering Price;-
Profit of Sponsor;-
Volume Discount;
Expenses and Charges
(b) Certain information *30
regarding periodic payment
certificates
(c) Certain percentages Summary of Essential
Information; Public
Offering of Units-
Public Offering Price;-
Profit of Sponsor;-
Volume Discount
(d) Price differentials Public Offering of
Units - Public Offering
Price
__________________
*30 Not applicable, answer negative or not required.
<PAGE>
Form N-8B-2 Form S-6
Item Number Heading in Prospectus
(e) Certain other fees, etc. Rights of Unit Holders
payable by holders - Certificates
(f) Certain profits receivable Redemption _ Purchase
by depositor, principal by the Sponsors of
underwriters, trustee or Units Tendered for
affiliated persons Redemption
(g) Ratio of annual charges to *30
income
14. Issuance of trust's securities Introduction; Rights of
Unit Holders -
Certificates
15. Receipt and handling of Public Offering of
payments from purchasers Units-Profit of Sponsor
16. Acquisition and disposition of Introduction; Amendment
underlying securities and Termination of the
Indenture; Objectives
and Securities
Selection; The Trust-
Summary Description of
the Portfolio; Sponsor-
Responsibility
17. Withdrawal or redemption by Redemption; Public
Security Holders Offering of Units-
Secondary Market
18. (a) Receipt and disposition of Administration of the
income Trust; Reinvestment
Programs
(b) Reinvestment of Reinvestment Programs
distributions
(c) Reserves or special fund Administration of the
Trust-Distribution
(d) Schedule of distribution *30
__________________
*30 Not applicable, answer negative or not required.
<PAGE>
Form N-8B-2 Form S-6
Item Number Heading in Prospectus
19. Records, accounts and report Administration of the
Trust-Records and
Accounts;-Reports to
Unit Holders
20. Certain miscellaneous Amendment and
provisions of the Indenture Termination of the
Indenture; Sponsor -
Limitation on Liability
- Resignation; Trustee
- Limitation on
Liability - Resignation
21. Loans to security holders *30
22. Limitations on liability Sponsor, Trustee;
Evaluator - Limitation
on Liability
23. Bonding arrangements Included on Form N-8B-2
24. Other material provisions of *30
the Indenture
III. Organization Personnel and
Affiliated Persons of Depositor
25. Organization of Depositor Sponsor
26. Fees received by Depositor Expenses and Charges -
Fees; Public Offering
of Units-Profit of
Sponsor
27. Business of Depositor Sponsor and Included in
Form N-8B-2
28. Certain information as to Included in Form N-8B-2
officials and affiliated
persons of Depositor
29. Voting securities of Depositor Included in Form N-8B-2
30. Persons controlling Depositor *30
__________________
*30 Not applicable, answer negative or not required.
<PAGE>
Form N-8B-2 Form S-6
Item Number Heading in Prospectus
31. Payments by Depositor for *30
certain other services
32. Payments by Depositor for *30
certain other services rendered
to trust
33. Remuneration of employees of *30
Depositor for certain services
rendered to trust
34. Remuneration of other persons *30
for certain services rendered
to trust
IV. Distribution and Redemption of Securities
35. Distribution of trust's Public Offering of
securities by states Units-Public
Distribution
36. Suspension of sales of trust's *30
securities
37. Revocation of authority to *30
distribute
38. (a) Method of distribution
(b) Underwriting agreements Units
(c) Selling agreements
Public Offering of
39. (a) Organization of principal Sponsor
underwriter
(b) N.A.S.D. membership of
principal underwriter
40. Certain fees received by Public Offering of
principal underwriter Units-Profit of Sponsor
41. (a) Business of principal Sponsor
underwriter
(b) Branch officers of *30
principal underwriter
__________________
*30 Not applicable, answer negative or not required.
<PAGE>
Form N-8B-2 Form S-6
Item Number Heading in Prospectus
(c) Salesman of principal *30
underwriter
42. Ownership of trust's securities *30
by certain persons
43. Certain brokerage commissions *30
received by principal
underwriter
44. (a) Method of valuation Public Offering of
Units
(b) Schedule as to offering *30
price
(c) Variation in offering Public Offering of
price to certain persons Units--Volume Discount;
Exchange Option
45. Suspension of redemption rights *30
46. (a) Redemption valuation Public Offering of
Units-Secondary Market;
Redemption
(b) Schedule as to redemption *30
price
47. Maintenance of position in See items 10(d), 44 and
underlying securities 46
V. Information concerning the Trustee or Custodian
48. Organization and regulation of Trustee
Trustee
49. Fees and expenses of Trustee Expenses and Charges
50. Trustee's lien Expenses and Charges
VI. Information concerning Insurance
of Holders of Securities
51. (a) Name and address of *30
Insurance Company
__________________
*30 Not applicable, answer negative or not required.
<PAGE>
Form N-8B-2 Form S-6
Item Number Heading in Prospectus
(b) Type of policies *30
(c) Type of risks insured and *30
excluded
(d) Coverage of policies *30
(e) Beneficiaries of policies *30
(f) Terms and manner of *30
cancellation
(g) Method of determining *30
premiums
(h) Amount of aggregate *30
premiums paid
(i) Who receives any part of *30
premiums
(j) Other material provisions *30
of the Trust relating to
insurance
VII. Policy of Registrant
52. (a) Method of selecting and Introduction;
eliminating securities Objectives and
from the Trust Securities Selection;
The Trust - Summary
Description of the
Portfolio; Sponsor -
Responsibility
(b) Elimination of securities *30
from the Trust
(c) Policy of Trust regarding Introduction;
substitution and Objectives and
elimination of securities Securities Selection;
Sponsor -
Responsibility
__________________
*30 Not applicable, answer negative or not required.
<PAGE>
Form N-8B-2 Form S-6
Item Number Heading in Prospectus
(d) Description of any *30
fundamental policy of the
Trust
53. Taxable status of the Trust Cover of Prospectus;
Tax Status
VIII. Financial and Statistical Information
54. Information regarding the *30
Trust's past ten fiscal years
55. Certain information regarding *30
periodic payment plan
certificates
56. Certain information regarding *30
periodic payment plan
certificates
57. Certain information regarding *30
periodic payment plan
certificates
58. Certain information regarding *30
periodic payment plan
certificates
59. Financial statements Statement of Financial
(Instruction 1(c) to Form S-6) Condition
__________________
*30 Not applicable, answer negative or not required.
<PAGE>
LOGO
DEAN WITTER SELECT
MUNICIPAL TRUST
INSURED CALIFORNIA INTERMEDIATE TERM PORTFOLIO SERIES 10
Standard & Poor's Corporation Rating: AAA
(A Unit Investment Trust)
_______________________________________________________________
This Trust was formed for the purpose of providing interest
income which in the opinion of bond counsel is, under existing
law, excludable from gross income for Federal income tax
purposes (except in certain instances depending on the Unit
Holders) and is exempt from State of California income taxes to
individual Unit Holders resident in the State of California,
through investment in a fixed portfolio consisting primarily of
investment grade intermediate term state, municipal and public
authority debt obligations. The value of the Units of the
Trust will fluctuate with the value of the portfolio of
underlying Securities. The portfolio of the Trust was
structured as of the Date of Deposit to return to Unit Holders
each year beginning in 1999, approximately 20% of the per Unit
principal amount of the Securities included in the Trust.
(See: "Schedule of Portfolio Securities".) The Units of the
Trust are rated AAA by Standard & Poor's Corporation because
all of the Securities have been irrevocably insured by
insurance either provided by the respective Issuers thereof or
obtained by third parties. Minimum Purchase: $1,000.
_______________________________________________________________
This Prospectus consists of two parts. Part A contains a
Summary of Essential Information and descriptive material
relating to the Trust, and the portfolio and financial
statements of the Trust. Part B contains a general description
of the Trust. Part A may not be distributed unless accompanied
by Part B.
_______________________________________________________________
The Initial Public Offering of Units in the Trust has been
completed. The Units offered hereby are issued and outstanding
Units which have been acquired by the Sponsor either by
<PAGE>
purchase from the Trustee of Units tendered for redemption or
in the Secondary Market.
_______________________________________________________________
Sponsor: LOGO DEAN WITTER REYNOLDS INC.
_______________________________________________________________
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.
_______________________________________________________________
Read and retain both parts of this Prospectus for future
reference.
Units of the Trust are not deposits or obligations of, or
guaranteed or endorsed by, any bank, and the Units are not
federally insured by the Federal Deposit Insurance Corporation,
Federal Reserve Board, or any other agency.
Prospectus Part A dated September 25, 1997
<PAGE>
THIS PROSPECTUS DOES NOT CONTAIN ALL OF THE INFORMATION WITH
RESPECT TO THE INVESTMENT COMPANY SET FORTH IN ITS REGISTRATION
STATEMENT AND EXHIBITS RELATING THERETO WHICH HAVE BEEN 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.
THE USE OF THE TERM "INSURED" IN THE NAME OF THIS A DOES NOT
MEAN THAT THE TRUST UNITS ARE INSURED BY ANY GOVERNMENTAL OR
PRIVATE ORGANIZATION. THE TRUST UNITS ARE NOT INSURED.
DEAN WITTER SELECT MUNICIPAL TRUST
INSURED CALIFORNIA INTERMEDIATE TERM PORTFOLIO SERIES 10
TABLE OF CONTENTS
Page
PART A
Table of Contents..... ........................... A-1
Summary of Essential Information................. A-3
The Insured California Trust...... .......... A-10
Independent Auditor's Report............... ...... F-1
PART B
Introduction..................................... 1
The Trust........................................ 2
Special Considerations...................... 2
Summary Description of the Portfolios....... 3
Insurance on the Securities in an Insured Trust.. 21
Objectives and Securities Selection.............. 25
The Units........................................ 26
Tax Status....................................... 27
Public Offering of Units.................... 32
Public Offering Price....................... 32
Public Distribution......................... 33
Secondary Market............................ 34
Profit of Sponsor........................... 35
Volume Discount............................. 35
Exchange Option.................................. 36
Reinvestment Programs............................ 37
Redemption....................................... 38
Tender of Units............................. 38
Computation of Redemption Price per Unit... 39
Purchase by the Sponsor of Units Tendered
for Redemption............................ 39
Rights of Unit Holders........................... 40
Certificates................................ 40
A-1
<PAGE>
Page
Certain Limitations....... .................. 40
Expenses and Charges.................. ........... 40
Initial Expenses............................ 40
Fees........................................ 40
Other Charges............................... 41
Administration of the Trust...................... 42
Records and Accounts........................ 42
Distribution................................ 42
Distribution of Interest and Principal...... 42
Reports to Unit Holders..................... 44
Sponsor.......................................... 45
Trustee.......................................... 47
Evaluator........................................ 48
Amendment and Termination of the Indenture. 49
Legal Opinions................................... 50
Auditors......................................... 50
Bond Ratings..................................... 50
Federal Tax Free vs. Taxable Income.............. 54
Sponsor:
Dean Witter Reynolds Inc.
Two World Trade Center
New York, New York 10048
Evaluator:
Kenny S&P Evaluation Services
A Division of J.J. Kenny Co., Inc.
65 Broadway
New York, New York 10006
Trustee:
The Chase Manhattan Bank
270 Park Avenue
New York, New York 10017
NO PERSON IS AUTHORIZED TO GIVE ANY INFORMATION OR TO MAKE ANY
REPRESENTATIONS WITH RESPECT TO THIS INVESTMENT COMPANY NOT
CONTAINED IN THIS PROSPECTUS; AND ANY INFORMATION OR
REPRESENTATION NOT CONTAINED HEREIN MUST NOT BE RELIED UPON AS
HAVING BEEN AUTHORIZED. 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.
A-2
<PAGE>
<TABLE>
<CAPTION>
SUMMARY OF ESSENTIAL INFORMATION
DEAN WITTER SELECT MUNICIPAL TRUST
INSURED CALIFORNIA INTERMEDIATE TERM PORTFOLIO SERIES 10
As of July 31, 1997
<S> <C> <S> <C>
FACE AMOUNT OF SECURITIES $3,655,000.00 DAILY RATE AT WHICH ESTIMATED NET
INTEREST ACCRUES PER 1,000 UNITS .0118%
NUMBER OF UNITS 3,653,839
ESTIMATED CURRENT RETURN (based on
FRACTIONAL UNDIVIDED INTEREST IN THE Public Offering Price)<F2> 4.103%
TRUST REPRESENTED BY EACH UNIT 1/3,653,839th
ESTIMATED LONG TERM RETURN (based on
PUBLIC OFFERING PRICE Public Offering Price)<F2> 3.354%
Aggregate bid side evaluation MONTHLY INTEREST DISTRIBUTIONS
of Securities in the Trust $3,701,774.00
Estimated net annual interest rate
Divided by 3,653,839 Units per 1,000 Units times $1,000 $42.41
multiplied by 1,000 $ 1,013.12 Divided by 12 $ 3.53
Plus sales charge of 1.968 of RECORD DATE: The ninth day of each month
Public Offering Price (2.008%
of net amount invested in DISTRIBUTION DATE: The fifteenth
Securities) 20.34 day of each month
Public Offering Price per 1,000 Units 1,033.46 MINIMUM PRINCIPAL DISTRIBUTION: No
distribution need be made from the
Plus undistributed principal and Principal Account if balance therein
net investment income and accrued is less than $1 per 1,000 Units
interest (per 1,000 Units) 15.14<F1> outstanding
Adjusted Public Offering Price TRUSTEE'S ANNUAL FEE AND EXPENSES
(per 1,000 Units) $ 1,048.60 (including estimated expenses and
Evaluator's fee) $1.84 per $1,000
SPONSOR'S REPURCHASE PRICE AND face amount of underlying Securities $ 1.84
REDEMPTION PRICE PER 1,000 UNITS
(based on bid side evaluation of
underlying Securities, $20.34 SPONSOR'S ANNUAL PORTFOLIO SUPERVISION
less than Adjusted Public Offering FEE: Maximum of $.25 per $1,000
Price per 1,000 Units) $ 1,028.26 face amount of underlying Securities .25
CALCULATION OF ESTIMATED NET ANNUAL TOTAL ESTIMATED ANNUAL EXPENSES
INTEREST RATE PER 1,000 UNITS PER 1,000 UNITS $ 2.09
(based on face amount of $1
per Unit) EVALUATOR'S FEE FOR EACH EVALUATION:
Minimum of $.40 per issue of Security
Annual interest rate per 1,000
Units 4.450% EVALUATION TIME: 4:00 P.M. New York Time
Less estimated annual expenses per MANDATORY TERMINATION DATE: January 1, 2042
1,000 Units ($2.09) expressed
as a percentage .209% DISCRETIONARY LIQUIDATION AMOUNT: The Trust
may be terminated by the Sponsor if the value
Estimated net annual interest rate of the portfolio of the Trust at any time is
per 1,000 Units 4.241% less than $1,500,000.
<F1>Figure shown includes interest accrued (net of expenses) on the underlying Securities to the expected
date of settlement (normally three business days after purchase) for Units purchased on July 31, 1997.
<F2>The estimated current return and estimated long term return are increased for transactions entitled to a
reduced sales charge. (See "The Units - Estimated Annual Income and Current Return" and "Public Offering of
Units - Volume Discount" in Part B of this Prospectus.)
A-3
</TABLE>
<PAGE>
SUMMARY OF ESSENTIAL INFORMATION
(Continued)
THE TRUST -- The Dean Witter Select Municipal Trust,
Insured California Intermediate Term Portfolio Series 10 (the
"Insured California Trust" or the "Trust") is a unit investment
trust which was created on August 26, 1993 (the "Date of
Deposit"), under the laws of the State of New York pursuant to
an Indenture as defined in Part B. The Trust is composed of
"investment grade" intermediate term interest bearing municipal
bonds (the "Securities"). (For a description of the meaning of
"investment grade" securities, see: "Bond Ratings", in
Part B.) The objectives of the Trust are: (1) the receipt of
income which, under existing law, is excludable from gross
income for Federal income tax purposes (except in certain
instances depending on the Unit Holders) and is exempt from
State of California income taxation to individual Unit Holders
resident in the State of California; and (2) the conservation
of capital. The portfolio of the Trust was structured as of
the Date of Deposit to return to Unit Holders each year
beginning in 1999, approximately 20% of the per Unit principal
amount of the Securities included in the Trust. (See:
"Schedule of Portfolio Securities".) The payment of interest
and the preservation of principal of the Trust is dependent on
the continuing ability of the respective Issuers of the
Securities or the bond insurers thereof to meet their
obligations to pay principal and interest on the Securities.
Therefore, there is no guarantee that the objectives of the
Trust will be achieved. All of the Securities in the Trust are
obligations of the State of California or of the counties,
municipalities or public authorities thereof. Interest on the
Securities, in the opinion of bond counsel or special tax
counsel to the Issuers thereof, under existing law, is
excludable from gross income for Federal income tax purposes
(except in certain instances depending on the Unit Holders) and
is exempt from State of California income taxes when owned by
individual Unit Holders resident in the State of California.
(For a discussion of certain tax aspects of the Trusts, see:
"Tax Status", in Part B. For a discussion of certain state tax
aspects of the Insured California Trust, see: "Special
Considerations Regarding California Securities -- California
Tax Status", herein.)
OFFERS TO SELL OR THE SOLICITATION OF ORDERS TO BUY
MAY ONLY BE MADE IN THOSE JURISDICTIONS IN WHICH THE UNITS OF
THE TRUST HAVE BEEN REGISTERED. INVESTORS SHOULD CONTACT
ACCOUNT EXECUTIVES OF THE SPONSOR TO DETERMINE WHETHER THE
UNITS OF THE TRUST HAVE BEEN REGISTERED FOR SALE IN THE STATE
IN WHICH THEY RESIDE.
INSURANCE -- A policy of insurance guaranteeing the
scheduled payment of principal and interest ("Bond Insurance")
A-4
<PAGE>
has been obtained from the bond insurers indicated on the
respective "Schedule of Portfolio Securities", herein, and paid
for by the Issuers of the Securities, or by third parties, for
all the Securities in the Insured California Trust. The
policies of Bond Insurance are non-cancellable and cover
default in the payment of principal and interest on the
Securities so insured so long as such Securities remain
outstanding, whether they are held in the Insured California
Trust or not. Bond Insurance on all Securities in the Insured
California Trust relates only to the Securities in such Trust
and not to the Units offered hereby. No representation is made
herein as to any bond insurer's ability to meet its obligations
under a policy of Bond Insurance relating to a Security in the
Insured California Trust. However, as a result of such Bond
Insurance, the Securities, as well as the Units of the Insured
California Trust, are rated "AAA" by Standard & Poor's
Corporation. There can be no assurance that such "AAA" ratings
will be retained. (See: "Insurance on the Securities in an
Insured Trust", in Part B.)
MONTHLY DISTRIBUTIONS -- Monthly distributions of
principal, premium, if any, and interest received by the Trust
will be made on or shortly after the fifteenth day of each
month to Unit Holders of record on the ninth day of such month.
Alternatively, Unit Holders may elect to have their monthly
distributions reinvested in either of the Reinvestment Programs
of the Sponsor, neither of which are insured. (See:
"Reinvestment Programs", in Part B.)
PUBLIC OFFERING PRICE -- The Public Offering Price
per Unit of the Trust is calculated daily, and is equal to the
aggregate bid side evaluation of the underlying Securities,
divided by the number of Units outstanding, plus a sales charge
calculated by reference to "Sales Charge/Volume Discount",
below, plus the per Unit balance in the Interest and Principal
Accounts. Units are offered at the Public Offering Price, plus
accrued interest. (See: "Public Offering of Units", in Part
B.)
ESTIMATED CURRENT RETURN -- The Estimated Current
Return shows the return based on the Public Offering Price and
is computed by multiplying the estimated net annual interest
rate per Unit (which shows the return based on a $1,000 face
amount) by $1,000 and dividing the result by the Public
Offering Price (not including accrued interest). The net
annual interest rate per Unit will vary with changes in the
fees and expenses of the Trustee, the Sponsor and the Evaluator
and with the exchange, redemption, sale or maturity of the
underlying Securities. In addition, the Public Offering Price
will also vary with fluctuations in the bid side evaluation of
the underlying Securities. Therefore, it can be expected that
the Estimated Current Return will fluctuate in the future.
A-5
<PAGE>
(See: "The Units -- Estimated Annual Income and Current
Return", in Part B.)
MARKET FOR UNITS -- The Sponsor, though not obligated
to do so, intends to maintain a market for the Units based on
the aggregate bid side evaluation of the underlying Securities,
as more fully described in Part B -- "Public Offering of Units
- -- Secondary Market". If such market is not maintained, a Unit
Holder will be able to dispose of its Units through redemption
at prices based on the aggregate bid side evaluation of the
underlying Securities. (See: "Redemption", in Part B.)
Market conditions may cause such prices to be greater or less
than the amount paid for Units.
SPECIAL CONSIDERATIONS -- An investment in Units of
the Trust should be made with an understanding of the risks
which an investment in intermediate term debt obligations may
entail, including the risk that the value of the Units will
decline with increases in interest rates. The Insured
California Trust is considered to be concentrated in General
Revenue Lease Payment Securities (39.74% of the aggregate
market value of the Insured California Trust Portfolio). (See:
"The Trust -- Special Considerations" and "The Trust -- Summary
Description of the Portfolios", in Part B. See also: "Special
Considerations Regarding California Securities", herein, for a
discussion of additional risks relating to Units of such
Trust.)
LADDERED MATURITIES -- The portfolio of the Insured
California Trust was structured as of the Date of Deposit to
return to Unit Holders each year beginning in 1999,
approximately 20% of the per Unit principal amount of the
Securities included in the Trust. (See: "Schedule of
Portfolio Securities".) If interest rates rise, Unit Holders
may be able to reinvest their principal distributions as
received in higher-yielding obligations. Conversely, however,
if interest rates decline, Unit Holders will be receiving
payments of principal at times when only lower-yielding
investments of comparable quality are available. Reinvesting
at such time may result in an over-all lower yield than would
result from a single investment maturing at the close of the
life of the Trust. Such return of 20% of principal each year
may not be achieved due to various factors including the sale
of bonds by the Trust to meet redemptions of Units or for other
permitted reasons, and the bankruptcy of an issuer where the
insurance company insuring the bond does not make the scheduled
principal payment. Consequently, a Unit Holder may receive
less than 20% of the principal amount in one or more years.
PUBLIC DISTRIBUTION -- Sales of Units may be made
pursuant to distribution arrangements with certain banks and/or
other entities subject to regulation by the Office of the
A-6
<PAGE>
Comptroller of the Currency which are acting as agents for
their customers. These banks and/or entities are making Units
of the Trust available to their customers on an agency basis.
A portion of the sales charge paid by these customers is
retained by or remitted to such banks or entities in an amount
equal to the fee customarily received by an agent for acting in
such capacity in connection with the purchase of Units. The
Glass Steagall Act prohibits banks from underwriting certain
securities, including Units of the Trust; however, this Act
does permit certain agency transactions, and banking regulators
have not indicated that these particular agency transactions
are impermissible under this Act. In Texas, as well as certain
other states, any bank making Units available must be
registered as a broker-dealer in that State.
OTHER INFORMATION -- The Securities in the Portfolio
of the Trust were chosen in part on the basis of their
respective maturity dates. An intermediate term Trust contains
obligations maturing in 3 to 10 years from the Date of Deposit.
The maturity date of the Trust is January 1, 2042. The latest
maturity of a Security in the Insured California Trust is
August 2003; and the average life to maturity (or date of pre-
refunding of a bond) of the Portfolio of Securities therein is
3.838 years. The actual maturity dates of each of the
Securities contained in the Insured California Trust are shown
on the "Schedule of Portfolio Securities", herein.
The Trustee shall receive annually 75 cents per
$1,000 principal amount of Securities in the Trust for its
services as Trustee. See: "Expenses and Charges", in Part B,
for a description of other fees and charges which may be
incurred by a Trust.
SALES CHARGE/VOLUME DISCOUNT -- The Public Offering
Price per Unit will be computed by dividing the aggregate of
the bid prices of the Securities in an Insured Trust by the
number of Units outstanding and then adding the appropriate
sales charge described below.
The sales charge will reflect different rates
depending upon the maturities of the various underlying
Securities. The sales charge per Unit in the secondary market
(the "Effective Sales Charge") will be computed by multiplying
the Evaluator's determination of the bid side evaluation of
each Security by a sales charge determined in accordance with
the table set forth below based upon the number of years
remaining to the maturity of each such Security, totalling all
such calculations, and dividing this total by the number of
Units then outstanding. In calculating the date of maturity, a
Security will be considered to mature on its stated maturity
date unless: (a) the Security has been called for redemption
or funds or securities have been placed in escrow to redeem it
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on an earlier call date, in which case the call date will be
deemed the date on which such Security matures; or (b) the
Security is subject to a mandatory tender, in which case the
mandatory tender date will be deemed the date on which such
Security matures.
(as % of bid (as % of Public
Time to Maturity side evaluation) Offering Price)
Less than one year............. 0% 0%
1 year to less than 2 years.... 0.756% 0.75%
2 years to less than 4 years... 1.523% 1.50%
4 years to less than 7 years... 2.564% 2.50%
7 years to less than 11 years.. 3.627% 3.50%
11 years to less than 15 years. 4.712% 4.50%
15 years and greater........... 5.820% 5.50%
The Effective Sales Charge per Unit for a sale in the
secondary market, as determined above, will be reduced on a
graduated scale for sales to any single purchaser on a single
day of the specified dollar amount of a Trust set forth below.
Dealer Concession
% of Effective as % of Effective
Number of Units Sales Charge Sales Charge
$1-$99,999................ 100% 65%
$100,000-$249,999......... 95% 62%
$250,000-$499,999......... 85% 55%
$500,000-$999,999......... 70% 45%
$1,000,000 or more........ 55% 35%
To qualify for the reduced sales charge and
concession applicable to quantity purchases, the selling dealer
must confirm that the sale is to a single purchaser, as
described in "Volume Discount" in Part B of the Prospectus.
Units purchased at an Effective Sales Charge (before
volume purchase discount) of less than 3.00% of the Public
Offering Price (3.093% of the bid side evaluation of the
Securities) will not be eligible for exchange at a reduced
sales charge described under the Exchange Option.
Dealers purchasing certain dollar amounts of Units
during the life of the Trusts may be entitled to additional
concessions. The Sponsor reserves the right, at any time and
from time to time, to change the level of dealer concessions.
For further information regarding the volume
discount, see: "Public Offering of Units -- Volume Discount",
in Part B.
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Note: "Auditors" in Part B is amended so that
"Deloitte & Touche" is replaced with "Deloitte & Touche LLP";
"Evaluator" in Part B is amended so that "Kenny S&P Evaluation
Services, a division of Kenny Information Systems, Inc." is
replaced with "Kenny S&P Evaluation Services, a Division of
J.J. Kenny Co., Inc."; and "Trustee" in Part B is amended so
that "United States Trust Company of New York, with its
principal place of business at 114 West 47th Street, New York,
New York 10036, and its unit investment trust office at 770
Broadway, New York, New York 10003" is replaced with "The Chase
Manhattan Bank, a New York Bank with its principal executive
office located at 270 Park Avenue, New York, New York 10017 and
its unit investment trust office at 4 New York Plaza, New York,
New York 10004". The reference to the fifth and five business
day in "Redemption -- Computation of Redemption Price per Unit"
and "Administration of the Trust -- Distribution of Interest
and Principal" in Part B is amended to read third and three,
respectively.
On May 31, 1997, Dean Witter, Discover & Co., Dean
Witter's former parent company, and Morgan Stanley Group Inc.
merger to form MCDWD. In connection with such merger, the
corporate name or DWDC was changed to Morgan Stanley, Dean
Witter, Discover & Co. ("MCDWD").
On December 20, 1995, Capital Guaranty Corporation
merged with a subsidiary of Financial Security Assurance
Holdings Ltd. In connection with such merger, (i) CGIC, the
principal operating subsidiary of Capital Guaranty Corporation,
became a wholly-owned subsidiary of FSA, the principal
operating subsidiary of Financial Security Assurance Holdings
Ltd., and (ii) the corporate name of CGIC was changed to
Financial Security Assurance of Maryland Inc.
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<PAGE>
THE INSURED CALIFORNIA TRUST
The Portfolio of the Insured California Trust
consists of seven issues of Securities, all of which were
issued by Issuers located in California. None of the issues of
Securities is a general obligation of an Issuer. All seven
issues of Securities, while not backed by the taxing power of
the Issuer, are payable from revenues or receipts derived from
specific projects or other available sources. The Insured
California Trust contains the following categories of
Securities:
Percentage of Aggregate
Market Value of Trust Portfolio
Category of Security (as of September 8, 1997)
Electric and Power.............. 21.06%
General Revenue Lease Payment... 39.74%
Tax Allocation.................. 18.57%
Water and Sewer................. 18.49%
Prerefunded/Escrowed to
Maturity...................... 2.14%
Original Issue Discount......... 33.36%
See: "The Trust -- Summary Description of the
Portfolios", in Part B, for a summary of the investment risks
associated with the type of Securities contained in the Insured
California Trust. See: "Tax Status", in Part B, for a
discussion of certain tax considerations with regard to
Original Issue Discount.
The range of maturities in the Insured California
Trust is from January 1, 1999 to August 15, 2003. The dollar
weighted average portfolio maturity of the Trust is more than
three years but not more than 10 years.
Of the Original Issue Discount bonds in the Insured
California Trust, approximately 2.81% of the aggregate
principal amount of the Securities in the Insured California
Trust (or 2.14% of the market value of all Securities in the
Insured California Trust on September 8, 1997) are zero coupon
bonds (including bonds known as multiplier bonds, money
multiplier bonds, capital accumulator bonds, compound interest
bonds and discount maturity payment bonds).
The Securities in the Insured California Trust are
insured to maturity by the insurance obtained by the Issuers or
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by third parties from the following insurance companies:
AMBAC: 27.09%; FGIC: 12.65% and MBIA: 60.26%.a
On September 8, 1997, based on the bid side of the
market, the aggregate market value of the Securities in the
Insured California Trust was $3,582,122.45.
On September 8, 1997, all of the Securities in the
Insured California Trust were rated "AAA" by Standard & Poor's
Corporation because of the Bond Insurance policies issued in
respect of such Securities. (See: the respective "Schedule of
Portfolio Securities", herein, and "Bond Ratings", in Part B.)
A Security in the Portfolio may subsequently cease to be rated
or the rating assigned may be reduced below the minimum
requirements of the Insured California Trust for the
acquisition of Securities. While such events may be considered
by the Sponsor in determining whether to direct the Trustee to
dispose of the Security (see: "Sponsor -- Responsibility", in
Part B), such events do not automatically require the
elimination of such Security from the Portfolio.
SPECIAL CONSIDERATIONS REGARDING CALIFORNIA SECURITIES
Risk Factors
Potential purchasers of the Units of a State Trust
should consider the fact that the Trust's Portfolio consists
primarily of Securities issued by the state for which such
State Trust is named or its municipalities or authorities and
realize the substantial risks associated with an investment in
such Securities. The State Trust is subject to certain
additional risk factors.
The Sponsor believes the information summarized below
describes some of the more significant aspects of the State
Trust. The sources of such information are the official
statements of issuers as well as other publicly available
documents. While the Sponsor has not independently verified
this information, it has no reason to believe that such
information is not correct in all material respects.
a Percentages computed on the basis of the aggregate bid
side evaluation of the Securities in the Insured
California Trust on September 8, 1997.
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<PAGE>
California Trust
The State Trust will be affected by any political,
economic or regulatory developments affecting the ability of
California issuers to pay interest or repay principal on their
obligations. Various developments regarding the California
Constitution and State statutes which limit the taxing and
spending authority of California governmental entities may
impair the ability of California issuers to maintain debt
service on their obligations. The following information
constitutes only a brief summary and is not intended as a
complete description.
In 1978, Proposition 13, an amendment to the
California Constitution, was approved, limiting real property
valuation for property tax purposes and the power of local
governments to increase real property tax revenues and revenues
from other sources. Legislation adopted after Proposition 13
provided for assistance to local governments, including their
distribution of the then-existing surplus in the General Fund,
reallocation of revenues to local governments, and assumption
by the State of certain local government obligations, However,
more recent legislation reduced such state assistance. There
can be no assurance that any particular level of State aid to
local governments will be maintained in future years. In
Nordinger v. Hahn, the United States Supreme Court upheld
certain provisions of Proposition 13 against claims that it
violated the equal protection clause of the Constitution.
In 1979, an amendment was passed adding Article XIIIB
to the State Constitution. As amended in 1990, Article XIIIB
imposes an "appropriations limit" on the spending authority of
the State and local government entities. In general, the
appropriations limit is based on certain 1978-79 expenditures,
adjusted annually to reflect changes in the cost of living,
population and certain services provided by State and local
government entities. The "appropriations limit" does not
include appropriations for qualified capital outlay projects,
certain increases in transportation-related taxes, and certain
emergency appropriations.
If a government entity raises revenues beyond its
"appropriations limit" in any year, a portion of the excess
which cannot be appropriated within the following year's limit
must be returned to the entity's taxpayers within two
subsequent fiscal years, generally by a tax credit, refund or
temporary suspension of tax rates or fee schedules. "Debt
service" is excluded from these limitations, and is defined as
"appropriations required to pay the cost of interest and
redemption charges, including the funding of any reserve or
sinking fund required in connection therewith, on indebtedness
existing or legally authorized as of January 1, 1979 or on
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bonded indebtedness thereafter approved [by the voters]." In
addition, Article XIIIB requires the State Legislature to
establish a prudent State reserve, and to require the transfer
of 50% of excess revenue to the State School Fund; any amounts
allocated to the State School Fund will increase the
appropriations limit.
In 1986, California voters approved an initiative
statute known as Proposition 62. This initiative (i) requires
that any tax for general governmental purposes imposed by local
governments be approved by resolution or ordinance adopted by a
two-thirds vote of the governmental entity's legislative body
and by a majority vote of the electorate of the governmental
entity, (ii) requires that any special tax (defined as tax
levied for other than general governmental purposes) imposed by
local governmental entity be approved by a two-thirds vote of
the voters within that jurisdiction, (iii) restricts the use of
revenues from a special tax to the purposes or for the service
for which the special tax was imposed, (iv) prohibits the
imposition of ad valorem taxes on real property by local
governmental entities except as permitted by the Proposition 13
amendment, (v) prohibits the imposition of transaction taxes
and sales taxes on the sale of real property by local
governments, (vi) requires that any tax imposed by a local
government on or after August 1, 1985, be ratified by a
majority vote of the electorate within two years of the
adoption of the initiative or be terminated by November 15,
1989, (vii) requires that, in the event a local government
fails to comply with the provisions of this measure, a
reduction of the amount of property tax revenue allocated to
such local government occurs in an amount equal to the revenues
received by such entity attributable to the tax levied in
violation of the initiative, and (viii) permits these
provisions to be amended exclusively by the voters of the State
of California.
In September 1995, the California Supreme court
upheld the constitutionality of Proposition 62, creating
uncertainty as to the legality of certain local taxes enacted
by noncharter cities in California without voter approval. It
is not possible to predict the impact of the decision.
In November 1988, California voters approved
Proposition 98. This initiative requires that revenues in
excess of amounts permitted to be spent and which would
otherwise be returned by revisions of tax rates or fee
schedules, be transferred and allocated (up to a maximum of
40%) to the State School Fund and be expended solely for
purposes of instructional improvement and accountability. No
such transfer or allocation of funds will be required if
certain designated state officials determine that annual
student expenditures and class size meet certain criteria as
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set forth in Proposition 98. Any funds allocated to the State
School Fund shall cause the appropriation limits to be annually
increased for any such allocation made in the prior year.
Proposition 98 also requires the State of California to provide
a minimum level of funding for public schools and community
colleges. The initiative permits the enactment of legislation,
by a two-thirds vote, to suspend the minimum funding
requirement for one year.
In November 1996, California voters approved
Proposition 218. The initiative applied the provisions of
Proposition 62 to all entities, including charter cities. It
requires that all taxes for general purposes obtain a simple
majority popular vote and that taxes for special purposes
obtain a two-thirds majority vote. Prior to the effectiveness
of Proposition 218, charter cities could levy certain taxes
such as transient occupancy taxes and utility user's taxes
without a popular vote. Proposition 218 will also limit the
authority of local governments to impose property-related
assessments, fees and charges, requiring that such assessments
be limited to the special benefit conferred and prohibiting
their use for general governmental services. Proposition 218
also allows voters to use their initiative power to reduce or
repeal previously-authorized taxes, assessments, fees and
charges.
Certain tax-exempt securities in which the State
Trust may invest may be obligations payable solely from the
revenues of specific institutions, or may be secured by
specific properties, which are subject to provisions of
California law that could adversely affect the holders of such
obligations. For example, the revenues of California health
care institutions may be subject to state laws, and California
law limits the remedies of a creditor secured by a mortgage or
deed of trust on real property.
From 1990 to 1993, California (the "State") faced the
worst economic, fiscal and budget conditions since the 1930s.
Construction, manufacturing (especially aerospace), exports and
financial services, among others, were severely affected. Job
losses were the worst of any post-war recession and have been
estimated to have exceeded 800,000. California's economy has
been recovering and growing steadily stronger since the start
of 1994. The rate of economic growth in California in 1996, in
terms of job gains, exceeded that of the rest of the United
States. The State added nearly 350,000 jobs during 1996,
surpassing its pre-recession employment peak of 12.7 million
jobs. Another 380,000 jobs are expected to be created in 1997.
The unemployment rate, while still higher than the national
average, fell to the low 6 percent range in mid-1997, compared
to over 10 percent during the recession. Many of the new jobs
were created in such industries as computer services, software
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<PAGE>
design, motion pictures and high technology manufacturing.
Business services, export trade and other manufacturing also
experienced growth. All major economic regions of the State
grew, with particularly large gains in the Silicon Valley
region of Northern California. Personal income grew by over 7
percent or $55 billion in 1996. The residential construction
sector of the State's economy remained weak in 1996, with
permits for new housing increasing modestly from the previous
year. In addition, the restructuring and consolidation
occurring in California's aerospace and financial services
industries, while aimed at making the companies involved more
efficient and competitive in the longer term, has produced some
negative economic consequences in the shorter term, including
an uncertain job outlook for many workers.
The recession affected State tax revenues, which
mirror economic conditions. It has also caused increased
expenditures for health and welfare programs. The State has
also been facing a structural imbalance in its budget with the
largest programs supported by the General Fund (K-12 schools
and community colleges, health, welfare and corrections)
growing at rates higher than the growth rates for the principal
revenue sources of the General Fund. (The General Fund, the
State's main operating fund, consists of revenues which are not
required to be credited to any other fund.) As a result, the
State experienced recurring budget deficits. With the end of
the recession, the State's financial condition has improved in
the 1995-96 and 1996-97 fiscal years, with a combination of
better than expected revenues, slowdown in growth of social
welfare programs, and continued spending restraint. As of
June 30, 1997, the State's budget reserve had a positive cash
balance of $281 million. No deficit borrowing has occurred at
the end of the last two fiscal years and the State's cash flow
borrowing was limited to $3 billion in 1996-97.
On December 6, 1994, Orange County, California (the
"County"), together with its pooled investment funds (the
"Pools"), filed for protection under Chapter 9 of the federal
Bankruptcy Code. On June 12, 1996, Orange County emerged from
bankruptcy after the successful sale of $880 million in
municipal bonds allowed the county to pay off the last of its
creditors. On January 7, 1997, Orange County returned to the
municipal bond market with a $136 million bond issue maturing
in 13 years at an insured yield of 7.23 percent.
Los Angeles County, the nation's largest county is
also experiencing financial difficulty. In August 1995 the
credit rating of the County's long-term bonds was downgraded
for the third time since 1992 as a result of, among other
things, severe operating deficits for the County's health care
system. In addition, the County was affected by an ongoing
loss of revenue caused by state property tax shift initiatives
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in 1993 through 1995. In June, 1997, the Los Angeles County
Board of Supervisors approved an approximately $12 billion
1997-98 budget containing measures to eliminate a $157 million
deficit. The County's budgetary difficulties have continued
and their effect, as well as the effect of the improving
California economy, on the 1997-1998 budget is still uncertain.
1997-98 Fiscal Year Budget
On August 18, 1997, the Governor signed the 1997-98
Budget Act. The Budget Act anticipates General Fund revenues
and transfers of $52.5 billion (a 6.8 percent increase over the
final 1996-97 levels), and expenditures of $52.8 billion (an
8.0 percent increase from the 1996-97 levels). On a budgetary
basis, the budget reserve (SFEU) is projected to decrease from
$408 million at June 30, 1997 to $112 million at June 30, 1998.
(The expenditure figure assumes restoration of $200 million of
vetoed funding.) The Budget Act also includes Special Fund
expenditures of $14.4 billion (as against estimated Special
Fund revenues of $14.0 billion), and $2.1 billion of
expenditures from various Bond Funds. Following enactment of
the Budget Act, the State implemented its annual cash flow
borrowing program, issuing $3 billion of notes which mature on
June 30, 1998.
The following are major features of the 1997-98
Budget Act:
1. For the second year in a row, the Budget
contains a large increase in funding for K-14 education,
reflecting strong revenues which have exceeded initial budgeted
amounts. Part of the nearly $1.75 billion in increased
spending is allocated to prior fiscal years.
2. The Budget Act reflects a $1.235 billion pension
case judgment payment, and returns funding of the State's
pension contribution to the quarterly basis existing prior to
the deferral actions invalidated by the courts. In May, 1997,
the California Supreme Court in PERS v. Wilson made final a
judgment against the State requiring an immediate payment from
the General Fund to the Public Employees Retirement Fund
("PERF") to make up certain deferrals in annual retirement fund
contributions which had been legislated in earlier years for
budget savings, and which the courts found to be
unconstitutional. On July 30, 1997, at the Governor's
direction, the Controller transferred $1.235 billion from the
General Fund to the PERF in satisfaction of the judgment,
representing the principal amount of the improperly deferred
payments from 1995-96 and 1996-97. No provision exists for any
additional payments relating to this court case.
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3. Continuing the third year of a four-year
"compact" which the State Administration has made with higher
education units, funding from the General Fund for the
University of California and California State University has
increased by about 6 percent ($121 million and $107 million,
respectively), and there was no increase in student fees.
4. Because of the effect of the pension payment,
most other State programs were continued at 1996-97 levels.
5. Health and welfare costs are contained,
continuing generally the grant levels from prior years, as part
of the initial implementation of the new CalWORKs welfare
reform program.
6. Unlike prior years, this Budget Act does not
depend on uncertain federal budget actions. About $300 million
in federal funds, already included in the federal FY 1997 and
1998 budgets, are included in the Budget Act, to offset
incarceration costs for illegal immigrants.
7. The Budget Act contains no tax increases, and no
tax reductions. The Renters Tax Credit was suspended for
another year, saving approximately $500 million.
Subsequent to the adoption and signature of the
Budget Act, the Governor and Legislature reached certain
agreements related to State expenditures and taxes, including
support, on an annual basis, for a $931 million (by full
implementation in the 1999-2000 fiscal year) tax cut aimed
primarily at middle income families but also including
businesses, $480 million to provide health insurance for
uninsured children, $450 million to pay for county courts, $300
million for pay raises for state employees, and $52 million for
tuition cuts for California public universities and community
colleges. These agreements mostly will affect budgets in
future fiscal years and their impact on the State's budget and
the State's support for local governments is uncertain.
THE FOREGOING DISCUSSION OF THE 1997-98 FISCAL YEAR
BUDGET IS BASED IN LARGE PART ON STATEMENTS MADE IN A RECENT
"PRELIMINARY OFFICIAL STATEMENT" DISTRIBUTED BY THE STATE OF
CALIFORNIA. IN THAT DOCUMENT, THE STATE INDICATED THAT ITS
DISCUSSION OF THE FISCAL YEAR BUDGET IS BASED ON ESTIMATES AND
PROJECTIONS OF REVENUES AND EXPENDITURES FOR THE CURRENT FISCAL
YEAR AND MUST NOT BE CONSTRUED AS STATEMENTS OF FACT. THE
STATE NOTED FURTHER THAT THE ESTIMATES AND PROJECTIONS ARE
BASED UPON VARIOUS ASSUMPTIONS WHICH MAY BE AFFECTED BY
NUMEROUS FACTORS, INCLUDING FUTURE ECONOMIC CONDITIONS IN THE
STATE AND THE NATION, AND THAT THERE CAN BE NO ASSURANCE THAT
THE ESTIMATES WILL BE ACHIEVED.
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State Indebtedness
As of August 1, 1997, the State had over $17.82
billion aggregate amount of its general obligation bonds
outstanding. General obligation bond authorizations in an
aggregate amount of approximately $8.26 billion remained
unissued as of August 1, 1997. The State also builds and
acquires capital facilities through the use of lease purchase
borrowing. As of August 1, 1997, the State had approximately
$6.17 billion of outstanding Lease-Purchase Debt.
In addition to the general obligation bonds, State
agencies and authorities had approximately $19.09 billion
aggregate principal amount of revenue bonds and notes
outstanding as of June 30, 1997. Revenue bonds represent both
obligations payable from State revenue-producing enterprises
and projects, which are not payable from the General Fund, and
conduit obligations payable only from revenues paid by private
users of facilities financed by such revenue bonds. Such
enterprises and projects include transportation projects,
various public works and exposition projects, educational
facilities (including the California State University and
University of California systems), housing, health facilities
and pollution control facilities.
Litigation
The State is a party to numerous legal proceedings,
many of which normally occur in governmental operations. In
addition, the State is involved in certain other legal
proceedings that, if decided against the State, might require
the State to make significant future expenditures or impair
future revenue sources.
Ratings
Because of the State's continuing budget problems,
the State's General Obligation bonds were downgraded in July
1994 to A1 from Aa by Moody's, to A from A+ by Standard &
Poor's, and to A from AA by Fitch. All three rating agencies
expressed uncertainty in the State's ability to balance the
budget by 1996. However, in 1996, citing California's
improving economy and budget situation, both Fitch and Standard
& Poor's raised their ratings from A to A+.
The Sponsor believes the information summarized above
describes some of the more significant aspects relating to the
California Trust. The sources of such information are
Preliminary Official Statements and Official Statements
relating to the State's general obligation bonds and the
State's revenue anticipation notes, or obligations of other
issuers located in the State of California, or other publicly
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available documents. Although the Sponsor has not
independently verified this information, it has no reason to
believe that such information is not correct in all material
respects.
California Tax Status
On the Date of Deposit, special California counsel
for the Sponsor rendered an opinion under the then existing
California state income tax law which read as follows:
The Insured California Trust is not an association
taxable as a corporation under the income tax laws of the
State of California;
The income, deductions and credits against tax of the
Insured California Trust will be treated as the income,
deductions and credits against tax of the holders of Units
in the Insured California Trust under the income tax laws
of the State of California;
Interest on the bonds held by the Insured California
Trust to the extent that such interest is exempt from
taxation under California law will not lose its character
as tax-exempt income merely because that income is passed
through to the holders of Units; however, a corporation
subject to the California franchise tax is required to
include that interest income in its gross income for
purposes of determining its franchise tax liability;
Each holder of a Unit in the Insured California Trust
will have a taxable event when the Insured California
Trust disposes of a bond (whether by sale, exchange,
redemption, or payment at maturity) or when the Unit
holder redeems or sells his Units. The total tax cost of
each Unit to a holder of a Unit in the Insured California
Trust is allocated among each of the bond issues held in
the Insured California Trust (in accordance with the
proportion of the Insured California Trust comprised by
each bond issue) in order to determine the holder's 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. Therefore, under some circumstances, a
holder of a Unit may realize taxable gain when the Insured
California Trust disposes of a bond or the holder's Units
are sold or redeemed for an amount equal to or less than
his original cost of the bond or Unit;
Each holder of a Unit in the Insured California Trust
is deemed to be the owner of a pro rata portion of the
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Insured California Trust under the personal property tax
laws of the State of California;
Each Unit holder's pro rata ownership of the bonds
held by the Insured California Trust, as well as the
interest income therefrom, is exempt from California
personal property taxes; and
Amounts paid in lieu of interest on defaulted bonds
held by the Trustee under policies of insurance issued
with respect to such bonds will be excludable from gross
income for California income tax purposes if, and to the
same extent as, those amounts would have been so
excludable if paid as interest by the respective issuer.
In the opinion of Messrs. Paul, Hastings, Janofsky &
Walker LLP, special California counsel to the Sponsor, no
change in law has occurred since the Date of Deposit which
would require a change in the above opinion.
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<AUDIT-REPORT>
INDEPENDENT AUDITORS' REPORT
THE UNIT HOLDERS, SPONSOR AND TRUSTEE
DEAN WITTER SELECT MUNICIPAL TRUST
INSURED CALIFORNIA INTERMEDIATE TERM
PORTFOLIO SERIES 10
We have audited the statement of financial condition and schedule of
portfolio securities of the Dean Witter Select Municipal Trust Insured
California Intermediate Term Portfolio Series 10 as of July 31, 1997, and
the related statements of operations and changes in net assets for each of
the three yeears in the period then ended. These financial statements are
the responsibility of the Trustee (see Footnote (a)(1)). Our responsibility
is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements.
Our procedures included confirmation of the securities owned as of July 31,
1997 as shown in the statement of financial condition and schedule of
portfolio securities by correspondence with The Chase Manhattan Bank, the
Trustee. An audit also includes assessing the accounting principles used
and the significant estimates made by the Trustee, as well as evaluating the
overall financial statement presentation. We believe that our audits
provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of the Dean Witter Select
Municipal Trust Insured California Intermediate Term Portfolio Series 10 as
of July 31, 1997, and the results of its operations and the changes in its
net assets for each of the three years in the period then ended in
conformity with generally accepted accounting principles.
DELOITTE & TOUCHE LLP
September 8, 1997
New York, New York
F-1
</AUDIT-REPORT>
<PAGE>
STATEMENT OF FINANCIAL CONDITION
DEAN WITTER SELECT MUNICIPAL TRUST
INSURED CALIFORNIA INTERMEDIATE TERM PORTFOLIO SERIES 10
July 31, 1997
TRUST PROPERTY
Investments in municipal bonds at market value (amortized
cost $3,648,438) (Note (a) and Schedule of Portfolio
Securities Notes (4) and (5)) $3,701,774
Accrued interest receivable 45,726
Cash 13,720
Total 3,761,220
LIABILITIES AND NET ASSETS
Less Liabilities:
Accrued Trustee's fees and expenses 3,447
Accrued Sponsor's fees 1,995
Total liabilities 5,442
Net Assets:
Balance applicable to 3,653,839 Units of fractional
undivided interest outstanding (Note (c)):
Capital, plus net unrealized market
appreciation of $53,336 $3,701,774
Undistributed net principal and investment
income (Note (b)) 54,004
Net assets $3,755,778
Net asset value per 1,000 Units ($3,755,778 divided
by 3,653,839 Units multiplied by 1,000) $ 1,027.90
See notes to financial statements
F-2
<PAGE>
STATEMENTS OF OPERATIONS
DEAN WITTER SELECT MUNICIPAL TRUST
INSURED CALIFORNIA INTERMEDIATE TERM PORTFOLIO SERIES 10
For the years ended July 31,
1997 1996 1995
Investment income - interest $169,388 $170,524 $170,374
Less Expenses:
Trustee's fees and expenses 6,849 6,901 6,898
Sponsor's fees and expenses 931 938 938
Total expenses 7,780 7,839 7,836
Investment income -
net 161,608 162,685 162,538
Net gain on investments:
Realized loss on securities sold or
redeemed (2,556) - -
Net unrealized market appreciation 75,797 45,113 106,039
Net gain on investments 73,241 45,113 106,039
Net increase in net assets resulting from
operations $234,849 $207,798 $268,577
See notes to financial statements
F-3
<PAGE>
STATEMENTS OF CHANGES IN NET ASSETS
DEAN WITTER SELECT MUNICIPAL TRUST
INSURED CALIFORNIA INTERMEDIATE TERM PORTFOLIO SERIES 10
For the years ended July 31,
1997 1996 1995
Operations:
Investment income - net $ 161,608 $ 162,685 $ 162,538
Realized loss on securities sold or
redeemed (2,556) - -
Net unrealized market appreciation 75,797 45,113 106,039
Net increase in net assets
resulting from operations 234,849 207,798 268,577
Less Distributions to Unit Holders:
Investment income - net (158,064) (159,105) (159,300)
Total distributions (158,064) (159,105) (159,300)
Less Capital Share Transactions:
Redemption of 81,161 Units and
15,000 Units, respectively (80,162) (14,745) -
Accrued interest on redemption (1,106) (225) -
Total capital share
transactions (81,268) (14,970) -
Net (decrease) increase in net assets (4,483) 33,723 109,277
Net assets:
Beginning of year 3,760,261 3,726,538 3,617,261
End of year (including undistributed
principal and net investment income
of $54,004 and $40,010, and undis-
tributed net investment income of
$54,685, respectively) $3,755,778 $3,760,261 $3,726,538
See notes to financial statements
F-4
<PAGE>
NOTES TO FINANCIAL STATEMENTS
DEAN WITTER SELECT MUNICIPAL TRUST
INSURED CALIFORNIA INTERMEDIATE TERM PORTFOLIO SERIES 10
July 31, 1997
(a) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The Trust is registered under the Investment Company Act of 1940 as a
Unit Investment Trust. The following is a summary of the significant
accounting policies of the Trust:
(1) Basis of Presentation
The Trustee has custody of and responsibility for all accounting and
financial books, records, financial statements and related data of
the Trust and is responsible for establishing and maintaining a
system of internal controls directly related to, and designed to
provide reasonable assurance as to the integrity and reliability
of, financial reporting of the Trust. The Trustee is also
responsible for all estimates and accruals reflected in the Trust's
financial statements. The Evaluator determines the price for each
underlying Security included in the Trust's Portfolio of Securities
on the basis set forth in Part B of this Prospectus, "Public
Offering of Units - Public Offering Price". Under the Securities
Act of 1933 ("the Act"), as amended, the Sponsor is deemed to be an
issuer of the Trust Units. As such, the Sponsor has the
responsibility of an issuer under the Act with respect to financial
statements of the Trust included in the Trust's Registration
Statement under the Act and amendments thereto.
(2) Investments
Investments are stated at market value as determined by the
Evaluator based on the bid side evaluations on the last day of
trading during the period, except that value on the date of deposit
(August 26, 1993) represents the cost of investments to the Trust
based on the offering side evaluations as of the day prior to the
date of deposit.
(3) Income Taxes
The Trust is not an association taxable as a corporation for Federal
income tax purposes; accordingly, no provision is required for such
taxes.
(4) Expenses
The Trust pays annual Trustee's fees, estimated expenses,
Evaluator's fees, and annual Sponsor's portfolio supervision fees
and may incur additional charges as explained under "Expenses and
Charges - Fees" and "- Other Charges" in Part B of this Prospectus.
F-5
<PAGE>
NOTES TO FINANCIAL STATEMENTS
DEAN WITTER SELECT MUNICIPAL TRUST
INSURED CALIFORNIA INTERMEDIATE TERM PORTFOLIO SERIES 10
July 31, 1997
(b) DISTRIBUTIONS
Interest received by the Trust is distributed to the Unit Holders on or
shortly after the fifteenth day of each month after deducting applicable
expenses. Receipts other than interest are distributed as explained in
"Administration of the Trust - Distribution of Interest and Principal"
in Part B of this Prospectus.
(c) ORIGINAL COST TO INVESTORS
The original cost to investors represents the aggregate initial public
offering price as of the date of deposit (August 26, 1993) exclusive of
accrued interest, computed on the basis set forth under "Public Offering
of Units - Public Offering Price" in Part B of this Prospectus.
A reconciliation of the original cost of Units to investors to the net
amount applicable to investors as of July 31, 1997 follows:
Original cost to investors $3,848,775
Less: Gross underwriting commissions (sales charge) (115,479)
Net cost to investors 3,733,296
Cost of securities sold or redeemed (97,718)
Unrealized market appreciation 53,336
Accumulated interest accretion 12,860
Net amount applicable to investors $3,701,774
(d) OTHER INFORMATION
Selected data for 1,000 Units of the Trust during each year:
For the years ended July 31,
1997 1996 1995
Net investment income distribu-
tions during year $ 42.55 $ 42.57 $ 42.48
Net asset value at end of year $1027.90 $1,006.76 $993.74
Trust Units outstanding at end
of year 3,653,839 3,735,000 3,750,000
F-6
<PAGE>
<TABLE>
<CAPTON>
SCHEDULE OF PORTFOLIO SECURITIES
DEAN WITTER SELECT MUNICIPAL TRUST
INSURED CALIFORNIA INTERMEDIATE TERM PORTFOLIO SERIES 10
July 31, 1997
Port- Optional
folio Rating Face Coupon Maturity Sinking Fund Refunding Market
No. Title of Securities <F3> Amount Rate Date Redemptions<F5> Redemptions<F4> Value<F6><F7>
<S><C> <C> <C> <C> <C> <C> <C> <C>
1. Southern California Public
Power Authority, San Juan
Power Project Revenue Bonds,
1993 Series A (San Juan
Unit 3) (MBIA Insured) <F9> AAA $ 750,000 4.375% 01/01/99 NONE NONE $ 755,850
2. North of the River Sani-
tary District No. 1, 1993
Refunding Revenue Bonds
(AMBAC Insured) <F10> AAA 205,000 4.900 05/01/00 NONE NONE 210,176
3. Fresno Water System Reve-
nue Refunding Bond, 1993
Series A (FGIC Insured) <F8> AAA 450,000 4.400 06/01/00 NONE NONE 455,355
4. Santa Ana Community Rede-
velopment Agency, South
Main Street Redevelopment
Project, Tax Allocation
Refunding Bonds, Series
1993D (MBIA Insured) <9> AAA 750,000 4.600 09/01/01 NONE NONE 766,207
5. Sacramento City Financing
Authority Lease Revenue
Refunding Bonds, Series
1993 A (AMBAC Insured) <F10> AAA 750,000 4.650 11/01/02 NONE NONE 768,548
6. San Mateo County Certifi-
cates of Participation
(Capital Projects Program),
Series of 1991 (MBIA
Insured) (Escrowed to
Maturity) <F9> AAA 100,000 0.000 07/01/03 NONE NONE 77,074
7. Los Angeles Convention and
Exhibition Center Authority
Lease Revenue Bonds, 1993
Refunding Series A (MBIA
Insured) <F9> AAA 650,000 4.700 08/15/03 NONE NONE 668,564
$3,655,000 $3,701,774
See notes to schedule of portfolio securities
F-7
</TABLE>
<PAGE>
NOTES TO SCHEDULE OF PORTFOLIO SECURITIES
DEAN WITTER SELECT MUNICIPAL TRUST
INSURED CALIFORNIA INTERMEDIATE TERM PORTFOLIO SERIES 10
July 31, 1997
<F3> All ratings are provided by Standard & Poor's Corporation. A brief
description of applicable Security ratings is given under "Bond
Ratings" in Part B of this Prospectus.
<F4> There is shown under this heading the date on which each issue of
Securities is redeemable by the operation of optional call
provisions and the redemption price for that date; unless otherwise
indicated, each issue continues to be redeemable at declining
prices thereafter but not below par. Securities listed as non-
callable, as well as Securities listed as callable, may also be
redeemable at par under certain circumstances from special
redemption payments.
<F5> There is shown under this heading the date on which an issue of
Securities is subject to scheduled sinking fund redemption and the
redemption price on such date.
<F6> The market value of the Securities as of July 31, 1997 was
determined by the Evaluator on the basis of bid side evaluations
for the Securities at such date.
<F7> At July 31, 1997, the net unrealized market appreciation of all
Securities was comprised of the following:
Gross unrealized market appreciation $59,745
Gross unrealized market depreciation (6,409)
Net unrealized market appreciation $53,336
The amortized cost of the Securities for Federal income tax purposes
was $3,648,438 at July 31, 1997.
<F8> Insured by Financial Guaranty Insurance Company ("FGIC").
<F9> Insured by Municipal bond Insurance Association ("MBIA").
<F10> Insured by American Municipal Bond Assurance Corporation ("AMBAC").
F-8
<PAGE>
(MODULE)
(NAME) DWSMTPARTB941
(CIK) 0000840581
(CCC) uit*59fl
(/MODULE)
<PAGE>
CONTENTS OF REGISTRATION STATEMENT
This registration statement comprises the following
documents:
The facing sheet.
The Cross Reference Sheet.
The Prospectus.
The signatures.
Consents of the Evaluator, Independent Auditors and
Standard & Poor's; all other consents were previously
filed.
The following exhibits:
8. Opinion of Paul, Hastings, Janofsky & Walker
LLP.
23. 1a. Consents of Kenny S&P Evaluation Services, a
division of J.J. Kenny Co., Inc.
1b. Consent of Independent Auditors.
1d. Consent of Standard & Poor's, a division of The
McGraw-Hill Companies, Inc.
27. Financial Data Schedule.
<PAGE>
CONSENT OF COUNSEL
The consents of Counsel to the use of their names in
the Prospectus included in this Registration Statement are
contained in their opinions filed as Exhibits EX-5 and EX-8 to
this Registration Statement.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of
1933, the registrant, Dean Witter Select Municipal Trust,
Insured California Intermediate Term Portfolio Series 10,
certifies that it meets all of the requirements for
effectiveness of this Registration Statement pursuant to Rule
485(b) under the Securities Act of 1933 and has duly caused
this Post-Effective Amendment No. 4 to the Registration
Statement to be signed on its behalf by the undersigned,
thereunto duly authorized, all in The City of New York and
State of New York on the 25th day of September, 1997.
DEAN WITTER SELECT MUNICIPAL TRUST,
INSURED CALIFORNIA INTERMEDIATE TERM
PORTFOLIO SERIES 10
(Registrant)
By: DEAN WITTER REYNOLDS INC.
(Depositor)
Thomas Hines
Thomas Hines
Authorized Signatory
Pursuant to the requirements of the Securities Act of
1933, this Post-Effective Amendment No. 4 to the Registration
Statement has been signed on behalf of Dean Witter Reynolds
Inc., the Depositor, by the following person in the following
capacities and by the following persons who constitute a
majority of the Depositor's Board of Directors in The City of
New York and State of New York on this 25th day of September,
1997.
DEAN WITTER REYNOLDS INC.
Name Office
Philip J. Purcell Chairman and Chief )
Executive Officer )
and Directors )
By: Thomas Hines
Thomas Hines
Attorney-in-fact*
a Executed copies of the Powers of Attorney filed by a
majority of the Board of Directors of Dean Witter Reynolds
Inc. have been previously filed.
<PAGE>
Name Office
Richard M. DeMartini Director***
Robert J. Dwyer Director***
Christine A. Edwards Director***
James F. Higgins Director***
Charles A. Fiumefreddo Director**
Mitchell M. Merin Director*
Stephen R. Miller Director***
Richard F. Powers III Director*
Philip J. Purcell Director***
Thomas C. Schneider Director**
William B. Smith Director**
* Executed copies of the Powers of Attorney have been filed
with the Securities and Exchange Commission in connection
with Amendment No. 1 to the Registration Statement on Form
S-6 for Dean Witter Select Equity Trust, Select 10
Industrial Portfolio 97-1, File No. 333-16839.
** Executed copies of Powers of Attorney have been filed with
the Securities and Exchange Commission in connection with
Amendment No. 1 to the Registration Statement on Form S-6
for Dean Witter Select Equity Trust, Select 10 Industrial
Portfolio 96-4, File No. 333-10499.
*** Executed copies of Powers of Attorney have been filed with
the Securities and Exchange Commission in connection with
Amendment No. 1 to the Registration Statement on Form S-6
for Dean Witter Select Equity Trust, Select 10
International Series 95-1, File No. 33-56389.
<PAGE>
EXHIBIT INDEX
EXHIBIT NO. TITLE OF DOCUMENT
8. Opinion of Paul, Hastings, Janofsky &
Walker LLP
23. 1a. Consents of Kenny S&P Evaluation Services,
a division of J.J. Kenny Co., Inc.
1b. Consent of Deloitte & Touche LLP
1d. Consent of Standard & Poor's, a division
of The McGraw-Hill Companies, Inc.
27. Financial Data Schedule
<PAGE>
Exhibit 8
Letterhead of Paul, Hastings, Janofsky & Walker LLP
September 18, 1997
Dean Witter Reynolds Inc.
Two World Trade Center
New York, NY 10048
Re: Dean Witter Select Municipal Trust,
Insured California Intermediate Term
Portfolio Series 10
Gentlemen:
Pursuant to your request, we have reviewed the
opinion expressed by prior California counsel to you regarding
certain California income and property tax matters with respect
to Dean Witter Insured California Intermediate Term Portfolio
Series 10 (the "Insured California Trust"). We are of the
opinion that such opinion, a copy of which is set forth in the
Prospectus comprising a part of Post-Effective Amendment No. 4
to the Form S-6 Registration Statement of the Insured
California Trust (SEC File No. 33-49707), remains valid, that
no change has occurred which would require a change to such
opinion, and that you may rely on it in connection with the
filing of such Post Effective Amendment.
We consent to the use of our name under the caption
"California Tax Status" in such Prospectus and to the filing of
this opinion as an exhibit to such Post Effective Amendment.
Very truly yours,
Paul, Hastings, Janofsky & Walker LLP
Paul, Hastings, Janofsky & Walker LLP
<PAGE>
Exhibit 23.1a.
Letterhead of KENNY S&P EVALUATION SERVICES
A division of J.J. Kenny Co., Inc.
September 25, 1997
Dean Witter Reynolds Inc.
Two World Trade Center
New York, NY 10048
Re: Dean Witter Select Municipal Trust,
Post-Effective Amendment No. 4
Insured California Intermediate Term
Portfolio Series 10
Gentlemen:
We have examined the post-effective Amendment to the
Registration Statement File No. 33-49707 for the
above-captioned trust. We hereby acknowledge that Kenny S&P
Evaluation Services, a division of J.J. Kenny Co., Inc. is
currently acting as the evaluator for the trust. We hereby
consent to the use in the Amendment of the reference to Kenny
S&P Evaluation Services, a division of J.J. Kenny Co., Inc. as
evaluator.
In addition, we hereby confirm that the ratings
indicated in the above-referenced Amendment to the Registration
Statement for the respective bonds comprising the trust
portfolio are the ratings currently indicated in our KENNYBASE
database.
You are hereby authorized to file a copy of this
letter with the Securities and Exchange Commission.
Sincerely,
Frank A. Ciccotto
Frank A. Ciccotto
Vice President
<PAGE>
Exhibit 23.1b.
CONSENT OF INDEPENDENT AUDITORS
We consent to the use of our report, dated September 8, 1997, accompanying
the financial statements of the Dean Witter Select Municipal Trust Insured
California Intermediate Term Portfolio Series 10 included herein and to the
reference to our Firm as experts under the heading "Auditors" in the
prospectus which is a part of this registration statement.
DELOITTE & TOUCHE LLP
September 25, 1997
New York, New York
<PAGE>
Letterhead of Standard & Poor's
A Division of The McGraw-Hill Companies, Inc.
September 25, 1997
Dean Witter Reynolds Inc.
Two World Trade Center
New York, New York 10048
Re: Dean Witter Select Municipal Trust,
Insured California Intermediate Term
Portfolio Series 10
Gentlemen:
It is our understanding that you are filing with the
Securities and Exchange Commission a Post-Effective Amendment
to the captioned Trust, SEC file number 33-49707.
Since the portfolio is composed solely of securities
covered by bond insurance policies that insure against default
in the payment of principal and interest on the securities for
so long as they remain outstanding and such policies have been
issued by one or more insurance companies which have been
assigned "AAA" claims paying ability ratings by Standard &
Poor's, we reaffirm the assignment of a "AAA" rating to the
units of the trust and a "AAA" rating to the securities
contained in the trust.
You have permission to use the name of Standard &
Poor's Ratings Services, a division of The McGraw-Hill
Companies, Inc. and the above-assigned ratings in connection
with your dissemination of information relating to these units,
provided that it is understood that the ratings are not
"market" ratings nor recommendations to buy, hold, or sell the
units of the trust or the securities in the trust. Further, it
should be understood that the rating on the units does not take
into account the extent to which fund expenses or portfolio
asset sales for less than the fund's purchase price will reduce
payment to the unit holders of the interest and principal
required to be paid on the portfolio assets. Standard & Poor's
reserves the right to advise its own clients, subscribers, and
the public of the ratings. Standard & Poor's relies on the
sponsor and its counsel, accountants, and other experts for the
<PAGE>
-2-
accuracy and completeness of the information submitted in
connection with the ratings. Standard & Poor's does not
independently verify the truth or accuracy of any such
information.
This letter evidences our consent to the use of the
name of Standard & Poor's Ratings Services, a division of The
McGraw-Hill Companies, Inc. in connection with the rating
assigned to the units in the amendment referred to above.
However, this letter should not be construed as a consent by
us, within the meaning of Section 7 of the Securities Act of
1933, to the use of the name of Standard & Poor's Ratings
Services, a division of The McGraw-Hill Companies, Inc. in
connection with the ratings assigned to the securities
contained in the trust. You are hereby authorized to file a
copy of this letter with the Securities and Exchange
Commission.
Please be certain to send a copy of your final
prospectus as soon as it becomes available. Should we not
receive it within a reasonable time after the closing or should
it not conform to the representations made to us, we reserve
the right to withdraw the rating.
We are pleased to have had the opportunity to be of
service to you. If we can be of further help, please do not
hesitate to call upon us.
Sincerely
Sanford B. Bragg
Sanford B. Bragg
Managing Director
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 6
<LEGEND> THE SCHEDULE CONTAINS SUMMARY FINANCIAL
INFORMATION EXTRACTED FROM THE FINANCIAL
STATEMENTS FOR DEAN WITTER SELECT
MUNICIPAL TRUST INSURED CALIFORNIA
INTERMEDIATE TERM PORTFOLIO SERIES 10
AND IS QUALIFIED IN ITS ENTIRETY BY
REFERENCE TO SUCH FINANCIAL STATEMENTS
<RESTATED>
<SERIES>
<NAME> DEAN WITTER SELECT MUNICIPAL TRUST
INSURED CALIFORNIA INTERMEDIATE TERM
PORTFOLIO SERIES 10
<NUMBER> 10
<MULTIPLIER> 1
<FISCAL-YEAR-END> Jul-31-1997
<PERIOD-START> Aug-1-1996
<PERIOD-END> Jul-31-1997
<PERIOD-TYPE> YEAR
<INVESTMENTS-AT-COST> 3,648,439
<INVESTMENTS-AT-VALUE> 3,701,774
<RECEIVABLES> 45,726
<ASSETS-OTHER> 13,720
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 3,761,220
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 5,442
<TOTAL-LIABILITIES> 5,442
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 3,648,691
<SHARES-COMMON-STOCK> 3,653,839
<SHARES-COMMON-PRIOR> 3,735,000
<ACCUMULATED-NII-CURRENT> 53,751
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 53,336
<NET-ASSETS> 3,755,778
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 165,945
<OTHER-INCOME> 3,443
<EXPENSES-NET> 7,780
<NET-INVESTMENT-INCOME> 161,608
<REALIZED-GAINS-CURRENT> (2,556)
<APPREC-INCREASE-CURRENT> 75,797
<NET-CHANGE-FROM-OPS> 234,849
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 158,064
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED> 81,161
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> (4,482)
<ACCUMULATED-NII-PRIOR> 54,755
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 0
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 0
<AVERAGE-NET-ASSETS> 0
<PER-SHARE-NAV-BEGIN> 0
<PER-SHARE-NII> 0
<PER-SHARE-GAIN-APPREC> 0
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 0
<EXPENSE-RATIO> 0
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
