<PAGE>
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON JUNE 25, 1996
REGISTRATION NO. 333-05381
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- -------------------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-1004
----------------
AMENDMENT NO. 1
TO
REGISTRATION STATEMENT
ON
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:
EVEREN UNIT INVESTMENT TRUSTS, SERIES 49
B. NAME OF DEPOSITOR:
EVEREN UNIT INVESTMENT TRUSTS
a service of EVEREN Securities, Inc.
C. COMPLETE ADDRESS OF DEPOSITOR'S PRINCIPAL EXECUTIVE OFFICES:
77 West Wacker Drive, 29th Floor
Chicago, Illinois 60601
D. NAME AND COMPLETE ADDRESS OF AGENT FOR SERVICE:
Copy to:
ROBERT K. BURKE MARK J. KNEEDY
EVEREN Unit Investment Trusts c/o Chapman and Cutler
77 West Wacker Drive, 29th Floor 111 West Monroe Street
Chicago, Illinois 60601 Chicago, Illinois 60603
CALCULATION OF REGISTRATION FEE
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<TABLE>
<CAPTION>
TITLE AND AMOUNT OF PROPOSED MAXIMUM AMOUNT OF
SECURITIES BEING REGISTERED AGGREGATE OFFERING PRICE REGISTRATION FEE
- ------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Series 49 An indefinite number of Indefinite $500.00 (previously paid)
Units of Beneficial Inter-
est pursuant to Rule 24f-2
under the Investment Com-
pany Act of 1940
</TABLE>
E. APPROXIMATE DATE OF PROPOSED SALE TO PUBLIC:
As soon as practicable after the effective date of the Registration Statement.
[X] Check box if it is proposed that this filing will become effective at 2:00
P.M. on June 25, 1996 pursuant to paragraph (b) of Rule 487.
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
The registrant hereby amends this Registration Statement on such date or
dates as may be necessary to delay its effective date until the registrant
shall file a further amendment which specifically states that this
Registration Statement shall thereafter become effective in accordance with
Section 8(a) of the Securities Act of 1933 or until the Registration Statement
shall become effective on such date as the Commission, acting pursuant to said
Section 8(a) may determine.
<PAGE>
EVEREN UNIT INVESTMENT TRUSTS, SERIES 49
----------------
CROSS-REFERENCE SHEET
(FORM N-8B-2 ITEMS REQUIRED BY INSTRUCTIONS AS
TO THE PROSPECTUS IN FORM S-6)
<TABLE>
<CAPTION>
Form N-8B-2 Form S-6
Item Number Heading in Prospectus
----------- ---------------------
I. ORGANIZATION AND GENERAL INFORMATION
<C> <S> <C>
1. (a)Name of trust................... Prospectus front cover
(b)Title of securities issued...... Essential Information
2. Name and address of each depositor. Administration of the Trusts
3. Name and address of trustee........ Administration of the Trusts
4. Name and address of principal
underwriters...................... *
5. State of organization of trust..... The Fund
6. Execution and termination of trust
agreement......................... The Fund; Administration of the Trusts
7. Changes of name.................... The Fund
8. Fiscal year........................ *
9. Litigation......................... *
II. GENERAL DESCRIPTION OF THE TRUST AND
SECURITIES OF THE TRUST
10. (a)Registered or bearer securities. Unitholders
(b)Cumulative or distributive
securities.................... The Fund
(c)Redemption...................... Redemption
(d)Conversion, transfer, etc....... Unitholders; Market for Units
(e)Periodic payment plan........... *
(f)Voting rights................... Unitholders
(g)Notice of certificateholders.... Investment Supervision; Administration
of the Trusts; Unitholders
(h)Consents required............... Unitholders; Administration of the
Trusts
(i)Other provisions................ Federal Tax Status
11. Type of securities comprising The Fund; The Trust Portfolios;
units............................. Portfolios
12. Certain information regarding
periodic payment certificates..... *
13. (a)Load, fees, expenses, etc....... Essential Information; Public Offering
of Units; Expenses of the Trusts
(b)Certain information regarding
periodic payment certificates. *
(c)Certain percentages............. Essential Information; Public Offering
of Units
(d)Certain other fees, etc. payable
by holders.................... Unitholders
(e)Certain profits receivable by
depositor, principal
underwriters, trustee or Expenses of the Trusts; Public
affiliated persons............ Offering of Units
(f)Ratio of annual charges to
income........................ *
14. Issuance of trust's securities..... The Fund; Unitholders
15. Receipt and handling of payments
from purchasers................... *
16. Acquisition and disposition of The Fund; The Trust Portfolios;
underlying securities............. Investment Supervision; Market for
Units
17. Withdrawal or redemption........... Redemption; Public Offering of Units
</TABLE>
- --------
* Inapplicable, answer negative or not required.
i
<PAGE>
<TABLE>
<CAPTION>
Form N-8B-2 Form S-6
Item Number Heading in Prospectus
----------- ---------------------
<C> <S> <C>
18. (a)Receipt, custody and disposition
of income...................... Unitholders
(b)Reinvestment of distributions.... Unitholders
(c)Reserves or special funds........ Expenses of the Trusts
(d)Schedule of distributions........ *
19. Records, accounts and reports....... Unitholders; Redemption;
Administration of the Trusts
20. Certain miscellaneous provisions of
trust agreement
(a)Amendment........................ Administration of the Trusts
(b)Termination......................
(c)and (d) Trustee, removal and
successor......................
(e) and (f) Depositor, removal and
successor......................
21. Loans to security holders........... *
22. Limitations on liability............ Administration of the Trusts
23. Bonding arrangements................ *
24. Other material provisions of trust
agreement.......................... *
III. ORGANIZATION, PERSONNEL AND AFFILIATED PERSONS OF DEPOSITOR
25. Organization of depositor........... Administration of the Trusts
26. Fees received by depositor.......... See Items 13(a) and 13(e)
27. Business of depositor............... Administration of the Trusts
28. Certain information as to officials
and affiliated persons of
depositor.......................... Administration of the Trusts
29. Voting securities of depositor......
30. Persons controlling depositor.......
31. Payment by depositor for certain
services rendered to trust......... *
32. Payment by depositor for certain
other services rendered to trust... *
33. Remuneration of employees of
depositor for certain services
rendered to trust.................. *
34. Remuneration of other persons for
certain services rendered to trust. *
IV. DISTRIBUTION AND REDEMPTION
35. Distribution of Trust's securities
by states.......................... Public Offering of Units
36. Suspension of sales of trust's
securities......................... *
37. Revocation of authority to
distribute.........................
38. (a)Method of Distribution........... Public Offering of Units;
(b)Underwriting Agreements.......... Market for Units;
(c)Selling Agreements............... Public Offering of Units
39. (a)Organization of principal
underwriters................... Administration of the Trusts
(b)N.A.S.D. membership of principal
underwriters...................
40. Certain fees received by principal
underwriters....................... See Items 13(a) and 13(e)
41. (a)Business of principal
underwriters................... Administration of the Trusts
(b)Branch offices of principal
underwriters................... *
(c)Salesmen of principal
underwriters...................
42. Ownership of trust's securities by
certain persons....................
43. Certain brokerage commissions
received by principal underwriters. Public Offering of Units
44. (a)Method of valuation.............. Public Offering of Units
(b)Schedule as to offering price.... *
(c)Variation in offering price to
certain persons................ Public Offering of Units
45. Suspension of redemption rights..... Redemption;
46. (a)Redemption valuation............. Redemption Market for Units; Public
Offering of Units
(b)Schedule as to redemption price.. *
47. Maintenance of position in Market for Units; Public Offering of
underlying securities.............. Units; Redemption
</TABLE>
- --------
* Inapplicable, answer negative or not required.
ii
<PAGE>
<TABLE>
<CAPTION>
Form N-8B-2 Form S-6
Item Number Heading in Prospectus
----------- ---------------------
V. INFORMATION CONCERNING THE TRUSTEE OR CUSTODIAN
<C> <S> <C>
48. Organization and regulation of trustee. Administration of the Trusts
49. Fees and expenses of trustee........... Expenses of the Trusts
50. Trustees lien..........................
VI. INFORMATION CONCERNING INSURANCE OF HOLDERS OF SECURITIES
51. Insurance of holders of trust's
securities............................ Cover Page; Expenses of the Trusts
VII. POLICY OF REGISTRANT
52. (a)Provisions of trust agreement with
respect to selection or
elimination of underlying
securities........................ The Fund; Investment Supervision
(b)Transactions involving elimination
of underlying securities.......... *
(c)Policy regarding substitution or
elimination of underlying
securities........................ Investment Supervision
(d)Fundamental policy not otherwise
covered........................... *
53. Tax status of Trust.................... Essential Information; Portfolios;
Federal Tax Status
VIII. FINANCIAL AND STATISTICAL INFORMATION
54. Trust's securities during last ten
years................................. *
55.
56. Certain information regarding periodic
payment certificates..................
57.
58.
59. Financial statements (Instruction 1(c)
to Form S-6).......................... *
</TABLE>
- --------
* Inapplicable, answer negative or not required.
iii
<PAGE>
CITY SECURITIES CORPORATION
INDIANA GROWTH & TREASURY SECURITIES TRUST 1996 SERIES
INDIANA GROWTH SECURITIES TRUST 1996 SERIES
Indiana Growth & Treasury Securities Trust 1996 Series was formed with the
investment objective of protecting Unitholders' capital and obtaining capital
appreciation and income through investment in a fixed portfolio of "zero
coupon" U.S. Treasury bonds ("Treasury Obligations") and equity securities
issued by companies which are headquartered or incorporated in Indiana,
however, up to 10% of the portfolio may be outside of the State of Indiana
("Equity Securities"). This Trust has been organized so that purchasers of
Units should receive, at the termination of the Trust, an amount per Unit at
least equal to $10.00 (which is equal to the per Unit value upon maturity of
the Treasury Obligations), even if the Trust never paid a dividend and the
value of the Equity Securities were to decrease to zero, which the Underwriter
considers highly unlikely. This feature provides Unitholders who purchase
Units at a price of $10.00 or less per Unit with total principal protection,
including any sales charges paid, although they might forego any earnings on
the amount invested. To the extent that Units are purchased at a price less
than $10.00 per Unit, this feature may also provide a potential for capital
appreciation. The Treasury Obligations evidence the right to receive a fixed
payment at a future date from the U.S. government and are backed by the full
faith and credit of the U.S. government. The guarantee of the U.S. government
does not apply to the market value of the Treasury Obligations or the Units of
the Trust, whose net asset value will fluctuate and, prior to maturity, may be
worth more or less than a purchaser's acquisition cost. This Trust is intended
to achieve its objective over the life of the Trust and as such is best suited
for those investors capable of holding such Units to maturity.
Indiana Growth Securities Trust 1996 Series was formed with the investment
objective of obtaining capital appreciation and income through investment in a
fixed portfolio of equity securities issued by companies which are
headquartered or incorporated in Indiana, however, up to 10% of the portfolio
may be outside of the State of Indiana ("Equity Securities").
Indiana Growth & Treasury Securities Trust 1996 Series and Indiana Growth
Securities Trust 1996 Series (the "Trusts") are separate unit investment
trusts included in EVEREN Unit Investment Trusts, Series 49 (the "Fund"). The
Treasury Obligations and the Equity Securities are collectively referred to
herein as the "Securities." The Securities were selected by City Securities
Corporation, the Underwriter, and are considered to have the potential to
achieve the Trusts' objectives over the term of each Trust. There is no
assurance that the Trusts will achieve their objectives.
Units of the Trusts are not deposits or obligations of, or guaranteed by, any
bank, and the Units are not federally insured or otherwise protected by the
Federal Deposit Insurance Corporation and involve investment risk including
loss of principal.
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.
The investor is advised to read and retain this Prospectus for future
reference.
THE DATE OF THIS PROSPECTUS IS JUNE 25, 1996.
<PAGE>
SUMMARY
THE FUND. Indiana Growth & Treasury Securities Trust 1996 Series and Indiana
Growth Securities Trust 1996 Series are each separate underlying unit
investment trusts included in EVEREN Unit Investment Trusts, Series 49, an
investment company registered under the Investment Company Act of 1940.
Each Trust initially consists of securities and delivery statements (i.e.,
contracts) to purchase securities selected in accordance with the investment
strategy of the Trust. For the criteria used by the Underwriter in selecting
the Securities, see "The Trust Portfolios." The value of all portfolio
Securities and, therefore, the value of the Units may be expected to fluctuate
in value depending on the full range of economic and market influences
affecting corporate profitability, the financial condition of issuers and the
prices of securities in general and the Securities in particular. Capital
appreciation and dividend income are, of course, dependent upon several
factors including, among other factors, the financial condition of the issuers
of the Securities (see "The Trust Portfolios").
Additional Units of the Trusts may be issued at any time by depositing in the
Trusts additional Securities or contracts to purchase additional Securities
together with irrevocable letters of credit or cash as provided under "The
Fund."
Each Unit of a Trust initially offered represents that undivided interest in
the related Trust indicated under "Essential Information." To the extent that
any Units are redeemed by the Trustee or additional Units are issued as a
result of additional Securities being deposited by the Sponsor, the fractional
undivided interest in each Trust represented by each unredeemed Unit will
increase or decrease accordingly, although the actual interest in each 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 until the termination of the Trust Agreement.
PUBLIC OFFERING PRICE. The Public Offering Price per Unit of each Trust is
based on the underlying value of the Securities in the related Trust plus a
sales charge of 4.90% of the Public Offering Price (equivalent to 5.152% of
the net amount invested). After the initial offering period, the secondary
market Public Offering Price will be equal to the aggregate underlying value
of the Securities in the related Trust plus the applicable sales charge
described under "Public Offering of Units--Public Offering Price." The sales
charge is reduced on a graduated scale for sales involving at least 10,000
Units of a Trust or $100,000 and will be applied on whichever basis is more
favorable to the investor.
DISTRIBUTIONS OF INCOME AND CAPITAL. Dividends, if any, received by a Trust
will be distributed twice annually and any funds in the Capital Account will
also be made annually. See "Unitholders--Distributions to Unitholders." INCOME
WITH RESPECT TO THE ACCRUAL OF ORIGINAL ISSUE DISCOUNT ON THE TREASURY
OBLIGATIONS IN THE GROWTH & TREASURY TRUST WILL NOT BE DISTRIBUTED CURRENTLY,
ALTHOUGH UNITHOLDERS OF SUCH TRUST WILL BE SUBJECT TO INCOME TAX AT ORDINARY
INCOME RATES AS IF A DISTRIBUTION HAD OCCURRED.
REINVESTMENT. Each Unitholder may elect to have distributions of income,
capital gains and/or capital on their Units automatically invested into
additional Units of the related Trust without a sales charge. Such
distributions will be reinvested without charge to the participant on each
applicable Distribution Date. See "Unitholders--Distribution Reinvestment."
MARKET FOR UNITS. While under no obligation to do so, the Sponsor intends to,
and certain dealers may, maintain a market for the Units of the Trusts and
offer to repurchase such Units at prices subject to
2
<PAGE>
change at any time which are based on the underlying closing bid prices of the
Securities in the Trust (offer prices during the initial offering period). If
the supply of Units exceeds demand or if some other business reason warrants
it, the Sponsor and/or the dealers may either discontinue all purchases of
Units or discontinue purchases of Units at such prices. A Unitholder may also
dispose of Units through redemption at the Redemption Price on the date of
tender to the Trustee. See "Redemption--Computation of Redemption Price."
REDEMPTION IN KIND. Upon redemption of Units or termination of the Growth
Trust a Unitholder generally may request to receive in lieu of cash his share
of each of the Equity Securities then held by the Growth Trust, if (1) he
would be entitled to receive at least $25,000 of proceeds or if he paid at
least $25,000 to acquire the Units being tendered and (2) he has tendered for
redemption prior to June 25, 2003. Upon termination of the Growth & Treasury
Trust a Unitholder generally may request to receive in lieu of cash his share
of each of the Equity Securities then held by the Growth & Treasury Trust, if
(1) he would be entitled to receive at least $50,000 of proceeds or if he paid
at least $50,000 to acquire the Units being tendered and (2) he has requested
an in-kind distribution prior to February 10, 2007. Unitholders of the Growth
& Treasury Trust requesting an in-kind distribution of Equity Securities upon
termination will receive cash representing their pro rata share of the
proceeds from the Treasury Obligations. See "Redemption" and "Administration
of the Trusts--Amendment and Termination."
TERMINATION. No later than the date specified for each Trust under the
Mandatory Termination Date in "Essential Information," Securities will begin
to be sold in connection with the termination of the related Trust and it is
expected that all Securities will be sold within a reasonable amount of time
after the Mandatory Termination Date. The Sponsor will determine the manner,
timing and execution of the sale of the underlying Securities. At termination,
Unitholders not electing an in-kind distribution will receive a cash
distribution within a reasonable time after the related Trust is terminated.
See "Unitholders--Distributions to Unitholders" and "Administration of the
Trusts--Amendment and Termination."
RISK FACTORS. An investment in the Trusts should be made with an understanding
of the risks associated therewith, including the possible deterioration of
either the financial condition of the issuers or the general condition of the
stock market, volatile interest rates and economic recession. For risk
considerations related to the Trusts, see "Risk Factors."
3
<PAGE>
ESSENTIAL INFORMATION
AS OF JUNE 24, 1996*
UNDERWRITER: CITY SECURITIES CORPORATION
SPONSOR AND EVALUATOR: EVEREN UNIT INVESTMENT TRUSTS, A SERVICE OF EVEREN
SECURITIES, INC.
TRUSTEE: THE BANK OF NEW YORK
<TABLE>
<CAPTION>
GROWTH & TREASURY TRUST GROWTH TRUST
----------------------- ------------
<S> <C> <C>
Aggregate Maturity Value
of Treasury Obligations
Initially Deposited..... $250,000 None
Number of Units.......... 25,000 26,499
Fractional Undivided
Interest Per Unit....... 1/25,000 1/26,499
Public Offering Price:
Aggregate Value of
Securities in Portfolio
(1).................... $226,207 $250,749
Aggregate Value of
Securities per Unit.... $9.048 $9.463
Plus sales charge of
4.90% (5.152% of net
amount invested)....... $0.466 $0.488
Public Offering Price
Per Unit (2)........... $9.514 $9.951
Redemption Price Per
Unit.................... $8.996 $9.380
Sponsor's Initial
Repurchase Price Per
Unit.................... $9.514 $9.951
Excess of Public Offering
Price Per Unit over
Redemption Price Per
Unit.................... $0.518 $0.571
Excess of Public Offering
Price Per Unit over
Sponsor's Initial
Repurchase Price Per
Unit.................... $0.466 $0.488
Calculation of Estimated
Net Annual Dividends Per
Unit: (3)
Estimated Gross Annual
Dividends per Unit..... $0.07016 $0.15461
Less: Estimated Annual
Expense per Unit....... $0.02259 $0.02259
Estimated Net Annual
Dividends per Unit..... $0.04757 $0.13202
Mandatory Termination
Date.................... February 15, 2007 August 1, 2004
Liquidation Period....... Feb 15 to Mar 15, 2007 Aug 1 to Sept 1, 2004
Estimated Annual
Organizational Expenses
per Unit(4)............. $0.00659 $0.00659
Minimum Value of Trust
under which Trust
Agreement may be
Terminated.............. 40% of aggregate value of Securities at deposit
Evaluator's Annual
Evaluation Fee.......... Maximum of $0.0030 per Unit
Sponsors Annual
Surveillance Fee........ $0.0020 per Unit
Trustee's Annual Fee..... $0.0080 per Unit
Record and Computation
Dates (5)............... July 1 and December 20
Distribution Dates (5)... July 15 and December 31
</TABLE>
Evaluations for purposes of sale, purchase or redemption of Units are made as
of 3:15 p.m. Central Time next following receipt of an order for a sale or
purchase of Units or receipt by the Trustee of Units tendered for redemption.
* The business day prior to the Initial Date of Deposit
- ---------------------
(1) Each Equity Security is valued at the closing offer price. The Treasury
Obligations are valued at their aggregate offering side evaluation.
(2) On the Initial Date of Deposit there will be no accumulated dividends in
the Income Account. Anyone ordering Units after such date will pay his pro
rata share of any accumulated dividends in such Income Account.
(3) The estimated annual dividends per Unit is based primarily on the most
recent dividend declarations with respect to the Equity Securities. The
actual net annual dividends per Unit may be greater than or less than the
amount shown depending on the actual dividends collected and expenses
incurred by the Trusts.
(4) Each Trust (and therefore Unitholders) will bear all or a portion of its
organizational costs (including costs of preparing the registration
statement, the trust indenture and other closing documents, registering
Units with the Securities and Exchange Commission and states, the initial
audit of the portfolio and the initial fees and expenses of the Trustee
but not including the expenses incurred in the preparation and printing of
brochures and other advertising materials and any other selling expenses)
as is common for mutual funds. It is intended that total organizational
expenses will be amortized over a five year period or over the life of
each Trust if less than five years. See "Expenses of the Trusts" and
"Statements of Condition." Historically, the sponsors of unit investment
trusts have paid all the costs of establishing such trusts.
(5) Distributions from the Income Account, if any, will be made twice annually
commencing on December 31, 1996 and on each December 31 and July 15,
thereafter. Distributions from the Capital Account, whenever the balance
exceeds 1% of trust net assets, will normally be made in the subsequent
month.
4
<PAGE>
THE FUND
Indiana Growth & Treasury Securities Trust 1996 Series and Indiana Growth
Securities Trust 1996 Series are separate underlying unit investment trusts
included in EVEREN Unit Investment Trusts, Series 49, which was created under
the laws of the State of New York pursuant to a trust indenture (the "Trust
Agreement") dated the date of this prospectus (the "Initial Date of Deposit")
between EVEREN Unit Investment Trusts, a service of EVEREN Securities, Inc.
(the "Sponsor") and The Bank of New York (the "Trustee").*
Indiana Growth & Treasury Securities Trust 1996 Series (the "Growth & Treasury
Trust") was formed with the investment objective of protecting Unitholders'
capital and obtaining capital appreciation and income through investment in a
fixed portfolio of "zero coupon" U.S. Treasury bonds ("Treasury Obligations")
and equity securities issued by companies which are headquartered or
incorporated in Indiana, however, up to 10% of the portfolio may be outside of
the State of Indiana ("Equity Securities").
The Growth & Treasury Trust has been organized so that purchasers of Units
should receive, at the termination of the Trust, an amount per Unit at least
equal to $10.00 (which is equal to the per Unit value upon maturity of the
Treasury Obligations), even if the Growth & Treasury Trust never paid a
dividend and the value of the Equity Securities were to decrease to zero, which
the Underwriter considers highly unlikely. Furthermore, the Sponsor will take
such steps in connection with the deposit of additional Securities in the
Growth & Treasury Trust as are necessary to maintain a maturity value of the
Units of such Trust at least equal to $10.00 per Unit. The receipt of only
$10.00 per Unit upon termination of the Growth & Treasury Trust (an event which
the Underwriter considers highly unlikely) represents a substantial loss on a
present value basis. At current interest rates, the present value of receiving
$10.00 per Unit as of the termination of the Growth & Treasury Trust would be
approximately $4.75 per Unit (the present value is indicated by the amount per
Unit which is invested in Treasury Obligations). Furthermore, the $10.00 per
Unit in no respect protects investors against diminution in the purchasing
power of their investment due to inflation (although expectations concerning
inflation are a component in determining prevailing interest rates, which in
turn determine present values). If inflation were to occur at the rate of 5%
per annum during the period ending at the termination of the Growth & Treasury
Trust, the present dollar value of $10.00 per Unit at the termination of the
Trust would be approximately $5.95 per Unit.
Indiana Growth Securities Trust 1996 Series (the "Growth Trust") was formed
with the investment objective of obtaining capital appreciation and income
through investment in a fixed portfolio of equity securities issued by
companies which are headquartered or incorporated in Indiana, however, up to
10% of the portfolio may be outside of the State of Indiana ("Equity
Securities").
There is, of course, no guarantee that either Trust will achieve its objective.
As used herein, the term "Securities" means the common stocks and U.S. Treasury
obligations, if any, (including contracts for the purchase thereof) initially
deposited in the Trusts and described in the portfolios and any additional
common stocks and U.S. Treasury obligations acquired and held by the Trusts
pursuant to the provisions of the Trust Agreement.
On the Initial Date of Deposit, the Sponsor delivered to the Trustee Securities
or contracts for the purchase thereof for deposit in each Trust. Subsequent to
the Initial Date of Deposit, the Sponsor may deposit additional Securities or
contracts to purchase additional Securities along with cash (or a bank
- ----------
*Reference is made to the Trust Agreement and any statement contained herein is
qualified in its entirety by the provisions of the Trust Agreement.
5
<PAGE>
letter of credit in lieu of cash) to pay for such contracted Securities
provided that such additional deposits will be made as follows. Such
additional deposits into the Growth & Treasury Trust will be in amounts which
will maintain, for the first 90 days, as closely as possible the same original
proportionate relationship of the Treasury Obligations and Equity Securities
in such Trust as established by the initial deposit of Securities and,
thereafter, the same proportionate relationship that existed on such 90th day.
Such deposits of additional Securities in the Growth & Treasury Trust will,
therefore, be done in such a manner that the maturity value of the Treasury
Obligations represented by each Unit should always be an amount at least equal
to $10.00, and that the original proportionate relationship among the
individual Equity Securities shall be maintained. On a cost basis to the
Growth & Treasury Trust, the original percentage relationship on the Initial
Date of Deposit was approximately 52.5% Treasury Obligations and approximately
47.5% Equity Securities. Such additional deposits into the Growth Trust will
be in amounts which will maintain, for the first 90 days, as closely as
possible the same original percentage relationship among the number of shares
of each Equity Security in such Trust established by the initial deposit of
Equity Securities and, thereafter, the same percentage relationship that
existed on such 90th day. Thus, although additional Units will be issued, each
Unit in the Growth Trust will continue to represent approximately the same
number of shares of each Equity Security, and the percentage relationship
among the shares of each Equity Security in such Trust will remain the same.
The required percentage relationship among the Equity Securities in the Trusts
will be adjusted to reflect the occurrence of a stock dividend, a stock split
or a similar event which affects the capital structure of the issuer of an
Equity Security in the Trusts but which does not affect a Trust's percentage
ownership of the common stock equity of such issuer at the time of such event.
Each Trust consists of (a) the Securities listed under "Portfolio" as may
continue to be held from time to time in such Trust, (b) any additional
Securities acquired and held by such Trust pursuant to the provisions of the
Trust Agreement and (c) any cash held in the Income and Capital Accounts.
Neither the Sponsor nor the Trustee shall be liable in any way for any failure
in any of the Securities. However, should any contract for the purchase of any
of the Securities initially deposited hereunder fail, the Sponsor will, unless
substantially all of the moneys held in the related Trust to cover such
purchase are reinvested in substitute Securities in accordance with the Trust
Agreement, refund the cash and sales charge attributable to such failed
contract to all Unitholders on the next Distribution Date.
On the Initial Date of Deposit, the Sponsor delivered to the Trustee
Securities or contracts for the purchase thereof for deposit in each Trust.
For the Securities so deposited, the Trustee delivered to the Sponsor
documentation evidencing the ownership of that number of Units of the related
Trust set forth under "Essential Information."
THE TRUST PORTFOLIOS
Indiana Growth & Treasury Securities Trust 1996 Series seeks to protect
Unitholders' capital and provide for capital appreciation and income through
investment in a fixed portfolio of "zero coupon" U.S. Treasury bonds and
equity securities issued by companies which are headquartered or incorporated
in Indiana, however, up to 10% of the portfolio may be outside of the State of
Indiana. Indiana Growth Securities Trust 1996 Series seeks to provide capital
appreciation and income through investment in a fixed portfolio of equity
securities issued by companies which are headquartered or incorporated in
Indiana, however, up to 10% of the portfolio may be outside of the State of
Indiana. At all times the Growth Trust will hold at least 80% of its assets in
equity securities.
The Securities were selected, as of the Initial Date of Deposit, by City
Securities Corporation, the Fund's Underwriter. The Underwriter selected the
Securities based on their growth and capital appreciation potential, asset
quality, and strength, among other criteria.
6
<PAGE>
Although there can be no assurance that the Equity Securities will appreciate
in value over the life of the Trusts, over time stock investments have
generally out-performed most other asset classes. However, it should be
remembered that common stocks carry greater risks, including the risk that the
value of an investment can decrease (see "Risk Factors"), and past performance
is no guarantee of future results.
RISK FACTORS
EQUITY SECURITIES. An investment in Units of a Trust should be made with an
understanding of the risks inherent in an investment in equity securities,
including the risk that the financial condition of issuers of the Equity
Securities may become impaired or that the general condition of the stock
market may worsen (both of which may contribute directly to a decrease in the
value of the Securities and thus, in the value of the Units) or the risk that
holders of common stock have a right to receive payments from the issuers of
those stocks that is generally inferior to that of creditors of, or holders of
debt obligations issued by, the issuers and that the rights of holders of
common stock generally rank inferior to the rights of holders of preferred
stock. Common stocks are especially susceptible to general stock market
movements and to volatile increases and decreases in value as market
confidence in and perceptions of the issuers change. These perceptions are
based on unpredictable factors including expectations regarding government,
economic, monetary and fiscal policies, inflation and interest rates, economic
expansion or contraction, and global or regional political, economic or
banking crises.
Holders of common stock incur more risk than the holders of preferred stocks
and debt obligations because common stockholders, as owners of the entity,
have generally inferior rights to receive payments from the issuer in
comparison with the rights of creditors of, or holders of debt obligations or
preferred stock issued by the issuer. Holders of common stock of the type held
by the portfolio have a right to receive dividends only when and if, and in
the amounts, declared by the issuer's Board of Directors and to participate in
amounts available for distribution by the issuer only after all other claims
on the issuer have been paid or provided for. By contrast, holders of
preferred stock have the right to receive dividends at a fixed rate when and
as declared by the issuer's Board of Directors, normally on a cumulative
basis, but do not participate in other amounts available for distribution by
the issuing corporation. Cumulative preferred stock dividends must be paid
before common stock dividends and any cumulative preferred stock dividend
omitted is added to future dividends payable to the holders of cumulative
preferred stock. Preferred stocks are also entitled to rights on liquidation
which are senior to those of common stocks. Moreover, common stocks do not
represent an obligation of the issuer and therefore do not offer any assurance
of income or provide the degree of protection of capital debt securities.
Indeed, the issuance of debt securities or even preferred stock will create
prior claims for payment of principal, interest, liquidation preferences and
dividends which could adversely affect the ability and inclination of the
issuer to declare or pay dividends on its common stock or the rights of
holders of common stock with respect to assets of the issuer upon liquidation
or bankruptcy. Further, unlike debt securities which typically have a stated
principal amount payable at maturity (whose value, however, will be subject to
market fluctuations prior thereto), common stocks have neither a fixed
principal amount nor a maturity and have values which are subject to market
fluctuations for as long as the stocks remain outstanding. The value of the
Equity Securities in the portfolios thus may be expected to fluctuate over the
entire life of a Trust to values higher or lower than those prevailing on the
Initial Date of Deposit.
Whether or not the Equity Securities are listed on a national security
exchange, the principal trading market for the Equity Securities may be in the
over-the-counter market. As a result, the existence of a liquid trading market
for the Equity Securities may depend on whether dealers will make a market in
the
7
<PAGE>
Equity Securities. There can be no assurance that a market will be made for
any of the Equity Securities, that any market for the Equity Securities will
be maintained or of the liquidity of the Equity Securities in any markets
made. In addition, a Trust is restricted under the Investment Company Act of
1940 from selling Equity Securities to the Sponsor. The price at which the
Equity Securities may be sold to meet redemptions and the value of a Trust
will be adversely affected if trading markets for the Equity Securities are
limited or absent.
TREASURY OBLIGATIONS. The Treasury Obligations deposited in the Growth &
Treasury Trust consist of U.S. Treasury bonds which have been stripped of
their unmatured interest coupons. The Treasury Obligations evidence the right
to receive a fixed payment at a future date from the U.S. Government, and are
backed by the full faith and credit of the U.S. Government. Treasury
Obligations are purchased at a deep discount because the buyer obtains only
the right to a fixed payment at a fixed date in the future 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 Treasury
Obligations) is that a fixed yield is earned not only on the original
investment, but also, in effect, on all earnings during the life of the
discount obligation. This implicit reinvestment of earnings at the same rate
eliminates the risk of being unable to reinvest the income on such obligations
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, the Treasury Obligations are subject to substantially
greater price fluctuations during periods of changing interest rates than are
securities of comparable quality which make regular interest payments.
GENERAL. Investors should note that additional Units may be offered to the
public. This may have an effect upon the value of previously existing Units.
To create additional Units the Sponsor will purchase additional Securities.
Brokerage fees incurred in purchasing such Securities will be an expense of
the related Trust. Thus, payment of brokerage fees by a Trust will affect the
value of every Unit and the net income per Unit received by the Trust. In
particular, Unitholders who purchase Units during the primary offering period
of the Units would experience a dilution of their investment as a result of
any brokerage fees paid by a Trust during subsequent deposits of additional
Securities.
From time to time Congress considers proposals to reduce the rate of the
dividends-received deduction. Enactment into law of a proposal to reduce the
rate would adversely affect the after-tax return to investors who can take
advantage of the deduction. Unitholders are urged to consult their own tax
advisers. Further, at any time after the Initial Date of Deposit, litigation
may be initiated on a variety of grounds, or legislation may be enacted with
respect to the Securities in a Trust or the issuers of the Securities. There
can be no assurance that future litigation or legislation will not have a
material adverse effect on a Trust or will not impair the ability of issuers
to achieve their business goals.
FEDERAL TAX STATUS
The following is a general discussion of certain of the Federal income tax
consequences of the purchase, ownership and disposition of the Units. The
summary is limited to investors who hold the Units as "capital assets"
(generally, property held for investment) within the meaning of Section 1221
of the Internal Revenue Code of 1986 (the "Code"). Unitholders should consult
their tax advisers in determining the Federal, state, local and any other tax
consequences of the purchase, ownership and disposition of Units in the
Trusts.
8
<PAGE>
In the opinion of Chapman and Cutler, special counsel for the Sponsor, under
existing law:
1. Each Trust is not an association taxable as a corporation for Federal
income tax purposes; each Unitholder will be treated as the owner of a pro
rata portion of each of the assets of a Trust under the Code; and the income
of each Trust will be treated as income of the Unitholders thereof under the
Code. Each Unitholder will be considered to have received his pro rata share
of income derived from each Trust asset when such income is received by a
Trust.
2. Each Unitholder will have a taxable event when a Trust disposes of an
Equity Security (whether by sale, exchange, liquidation, redemption, or
payment at maturity) or upon the sale or redemption of Units by such
Unitholder. The price a Unitholder pays for his Units, generally including
sales charges, is allocated among his pro rata portion of each Security held
by a Trust (in proportion to the fair market values thereof on the valuation
date closest to the date the Unitholder purchases his Units) in order to
determine his initial tax basis for his pro rata portion of each Security held
by such Trust. The Treasury Obligations held by the Growth & Treasury Trust
are treated as stripped bonds and may be treated as bonds issued at an
original issue discount as of the date a Unitholder purchases his Units.
Because the Treasury Obligations represent interests in "stripped" U.S.
Treasury bonds, a Unitholder's tax basis for his pro rata portion of each
Treasury Obligation held by the Growth & Treasury Trust shall be treated as
its "purchase price" by the Unitholder. Original issue discount is effectively
treated as interest for Federal income tax purposes and the amount of original
issue discount in this case is generally the difference between the bond's
purchase price and its stated redemption price at maturity. A Unitholder of
the Growth & Treasury Trust will be required to include in gross income for
each taxable year the sum of his daily portions of original issue discount
attributable to the Treasury Obligations held by the Trust as such original
issue discount accrues and will in general be subject to Federal income tax
with respect to the total amount of such original issue discount that accrues
for such year even though the income is not distributed to the Unitholders
during such year to the extent it is not less than a "de minimis" amount as
determined under a Treasury Regulation issued on December 28, 1992 relating to
stripped bonds. To the extent the amount of such discount is less than the
respective "de minimis" amount, such discount shall be treated as zero. In
general, original issue discount accrues daily under a constant interest rate
method which takes into account the semi-annual compounding of accrued
interest. In the case of the Treasury Obligations, this method will generally
result in an increasing amount of income to the Unitholders of the Growth &
Treasury Trust each year. Unitholders of the Growth & Treasury Trust should
consult their tax advisers regarding the Federal income tax consequences and
accretion of original issue discount under the stripped bond rules. For
Federal income tax purposes, a Unitholder's pro rata portion of dividends, as
defined by Section 316 of the Code, paid by a corporation with respect to an
Equity Security held by a Trust are taxable as ordinary income to the extent
of such corporation's current and accumulated "earnings and profits." A
Unitholder's pro rata portion of dividends paid on such Equity Security which
exceed such current and accumulated earnings and profits will first reduce a
Unitholder's tax basis in such Equity Security, and to the extent that such
dividends exceed a Unitholder's tax basis in such Equity Security shall
generally be treated as capital gain. In general, any such capital gain will
be short-term unless a Unitholder has held his Units for more than one year.
3. A Unitholder's portion of gain, if any, upon the sale or redemption of
Units or the disposition of Securities held by a Trust will generally be
considered a capital gain except in the case of a dealer or a financial
institution and, in general, will be long-term if the Unitholder has held his
Units for more than one year (the date on which the Units are acquired (i.e.,
the trade date) is excluded for purposes of determining whether the Units have
been held for more than one year). A Unitholder's portion of loss, if
9
<PAGE>
any, upon the sale or redemption of Units or the disposition of Securities
held by a Trust will generally be considered a capital loss except in the case
of a dealer or a financial institution and will be long-term if the Unitholder
has held his Units for more than one year. Unitholders should consult their
tax advisers regarding the recognition of such capital gains and losses for
Federal income tax purposes.
Dividends Received Deduction. A Unitholder will be considered to have
received all of the dividends paid on his pro rata portion of each Equity
Security when such dividends are received by a Trust. Unitholders will be
taxed in this manner regardless of whether distributions from a Trust are
actually received by the Unitholder or are automatically reinvested.
A corporation that owns Units will generally be entitled to a 70% dividends
received deduction with respect to such Unitholder's pro rata portion of
dividends received by a Trust (to the extent such dividends are taxable as
ordinary income, as discussed above) in the same manner as if such corporation
directly owned the Equity Securities paying such dividends (other than
corporate Unitholders, such as "S" corporations, which are not eligible for
the deduction because of their special characteristics and other than for
purposes of special taxes such as the accumulated earnings tax and the
personal holding corporation tax). However, a corporation owning Units should
be aware that Sections 246 and 246A of the Code impose additional limitations
on the eligibility of dividends for the 70% dividends received deduction.
These limitations include a requirement that stock (and therefore Units) must
generally be held at least 46 days (as determined under Section 246(c) of the
Code). Final regulations have been recently issued which address special rules
that must be considered in determining whether the 46-day holding requirement
is met. Moreover, the allowable percentage of the deduction will be reduced
from 70% if a corporate Unitholder owns certain stock (or Units) the financing
of which is directly attributable to indebtedness incurred by such
corporation. It should be noted that various legislative proposals that would
affect the dividends received deduction have been introduced. Unitholders
should consult with their tax advisers with respect to the limitations on and
possible modifications to the dividends received deduction.
Limitations on Deductibility of Trust Expenses by Unitholders. Each
Unitholder's pro rata share of each expense paid by a Trust is deductible by
the Unitholder to the same extent as though the expense had been paid directly
by him, subject to the following limitation. It should be noted that as a
result of the Tax Reform Act of 1986, certain miscellaneous itemized
deductions, such as investment expenses, tax return preparation fees and
employee business expenses will be deductible by an individual only to the
extent they exceed 2% of such individual's adjusted gross income. Unitholders
may be required to treat some or all of the expenses of a Trust as
miscellaneous itemized deductions subject to this limitation.
Recognition of Taxable Gain or Loss Upon Disposition of Securities by a
Trust or Disposition of Units. As discussed above, a Unitholder may recognize
taxable gain (or loss) when an Equity Security is disposed of by a Trust or if
the Unitholder disposes of a Unit. For taxpayers other than corporations, net
capital gains are subject to a maximum marginal 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.
The Revenue Reconciliation Act of 1993 (the "Tax Act") raised tax rates on
ordinary income while capital gains remain subject to a 28% maximum stated
rate for taxpayers other than corporations. Because some or all capital gains
are taxed at a comparatively lower rate under the Tax Act, the Tax Act
includes a provision that recharacterizes capital gains as ordinary income in
the case of certain financial transactions that are "conversion transactions"
effective for transactions entered into after April 30, 1993.
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<PAGE>
Unitholders and prospective investors should consult with their tax advisers
regarding the potential effect of this provision on their investment in Units.
If the Unitholder disposes of a Unit, he is deemed thereby to have disposed of
his entire pro rata interest in all assets of the Trust involved including his
pro rata portion of all the Securities represented by the Unit.
Special Tax Consequences of In-Kind Distributions Upon Redemption of Units
(for the Growth Trust) or Termination of a Trust. As discussed in
"Unitholders--Distributions to Unitholders", under certain circumstances a
Unitholder may request an In-Kind Distribution upon the redemption of Units or
the termination of a Growth Trust and only upon the termination of the Growth
& Treasury Trust. The Unitholder requesting an In-Kind Distribution will be
liable for expenses related thereto (the "Distribution Expenses") and the
amount of such In-Kind Distribution will be reduced by the amount of the
Distribution Expenses. See "Unitholders--Distributions to Unitholders."
Treasury Obligations held by the Growth & Treasury Trust will not be
distributed to a Unitholder as part of an In-Kind Distribution. The tax
consequences relating to the sale of Treasury Obligations are discussed above.
As previously discussed, prior to the redemption of Units or the termination
of a Trust, a Unitholder is considered as owning a pro rata portion of each of
the Trust assets for Federal income tax purposes. The receipt of an In-kind
Distribution upon the redemption of Units (for the Growth Trust) or the
termination of a Trust will result in a Unitholder receiving an undivided
interest in whole shares of stock plus, possibly, cash.
The potential tax consequences that may occur under an In-Kind Distribution
will depend on whether the Unitholder receives cash in addition to Equity
Securities. A "Security" for this purpose is a particular class of stock
issued by a particular corporation (and does not include the Treasury
Obligations). A Unitholder will not recognize gain or loss if a Unitholder
only receives Equity Securities in exchange for his or her pro rata portion in
the Equity Securities held by a Trust. However, if a Unitholder also receives
cash in exchange for a fractional share of an Equity Security held by a Trust,
such Unitholder will generally recognize gain or loss based upon the
difference between the amount of cash received by the Unitholder and his tax
basis in such fractional share of an Equity Security held by a Trust.
Because each Trust will own many Securities, a Unitholder who requests an
In-Kind Distribution will have to analyze the tax consequences with respect to
each Security owned by such Trust. The amount of taxable gain (or loss)
recognized upon such exchange will generally equal the sum of the gain (or
loss) recognized under the rules described above by such Unitholder with
respect to each Security owned by a Trust. Unitholders who request an In-Kind
Distribution are advised to consult their tax advisers in this regard.
Computation of the Unitholder's Tax Basis. Initially, a Unitholder's tax
basis in his Units will generally equal the price paid by such Unitholder for
his Units. The cost of the Units is allocated among the Equity Securities held
in a Trust in accordance with the proportion of the fair market values of such
Equity Securities on the date the Units are purchased in order to determine
such Unitholder's tax basis for his pro rata portion of each Equity Security.
A Unitholder's tax basis in his Units and his pro rata portion of an Equity
Security held by a Trust will be reduced to the extent dividends paid with
respect to such Equity Security are received by a Trust which are not taxable
as ordinary income as described above.
General. Each Unitholder will be requested to provide the Unitholder's
taxpayer identification number to the Trustee and to certify that the
Unitholder has not been notified by the Internal Revenue Service that payments
to the Unitholder are subject to back-up withholding. If the proper taxpayer
11
<PAGE>
identification number and appropriate certification are not provided when
requested, distributions by a Trust to such Unitholder (including amounts
received upon the redemption of Units) will be subject to back-up withholding.
Distributions by a Trust will generally be subject to United States income
taxation and withholding in the case of Units held by non-resident alien
individuals, foreign corporations or other non-United States persons (accrual
of original issue discount on the Treasury Obligations in the Growth &
Treasury Trust may not be subject to taxation or withholding provided certain
requirements are met). Such persons should consult their tax advisers. On
December 7, 1995, the U.S. Treasury Department released proposed legislation
that, if adopted, could affect the United States federal income taxation of
non-United States Unitholders and the portion of the Trust's income allocable
to such non-United States Unitholders.
Unitholders will be notified annually of the amounts of original issue
discount (in the case of the Growth & Treasury Trust) and income dividends and
long-term capital gains distributions includable in the Unitholder's gross
income and amounts of Trust expenses which may be claimed as itemized
deductions.
Unitholders desiring to purchase Units for tax-deferred plans and IRAs
should consult their broker for details on establishing such accounts. Units
may also be purchased by persons who already have self-directed plans
established.
The foregoing discussion relates only to United States federal income taxes.
Unitholders may be subject to state and local taxation in other jurisdictions.
Foreign investors may be subject to different federal income tax consequences
than those described above. Unitholders should consult their tax advisors for
specific information on the tax consequences of particular types of
distributions.
PUBLIC OFFERING OF UNITS
PUBLIC OFFERING PRICE. During the initial offering period, Units of the Trusts
are offered at the Public Offering Price (which is based on the aggregate
underlying value of the Securities in each Trust and includes a sales charge
of 4.90% of the Public Offering Price which charge is equivalent to 5.152% of
the net amount invested) plus a pro rata share of any accumulated dividends in
the Income Account of each Trust. In the secondary market, Units are offered
at the Public Offering Price (which is based on the aggregate underlying value
of the Securities in the Trusts and includes a sales charge of 4.90% of the
Public Offering Price which charge is equivalent to 5.152% of the net amount
invested) plus a pro rata share of any accumulated dividends. In addition, the
proportionate share of any undistributed cash held in the Capital Account of
each Trust will be added to the Public Offering Price per Unit.
The sales charge per Unit of the Trusts in both the primary and secondary
market will be reduced pursuant to the following graduated scale:
<TABLE>
<CAPTION>
PERCENT OF PERCENT OF
OFFERING NET AMOUNT
NUMBER OF UNITS* PRICE INVESTED
- ---------------- ---------- ----------
<S> <C> <C>
Less than 10,000.......................................... 4.90% 5.152%
10,000 but less than 25,000............................... 4.50 4.712
25,000 but less than 50,000............................... 4.30 4.493
50,000 but less than 100,000.............................. 3.50 3.627
100,000 or more........................................... 3.00 3.093
</TABLE>
- ---------------------
*The breakpoint sales charges are also applied on a dollar basis utilizing a
breakpoint equivalent in the above table of $10 per Unit and will be applied
on whichever basis is more favorable to the investor.
12
<PAGE>
Officers, directors and employees of the Underwriter and its affiliates and
registered representatives of selling firms may purchase Units of the Trusts
without a sales charge. Units may be purchased in the primary or secondary
market at the Public Offering Price less the concession the Sponsor typically
allows to dealers and other selling agents for purchases (see "Public
Distribution of Units") by investors who purchase Units through registered
broker-dealers who 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.
As indicated above, the initial Public Offering Price of the Units was
established by adding to the determination of the aggregate underlying value
of the Securities an amount equal to 5.152% of such value and dividing the sum
so obtained by the number of Units outstanding. Such underlying value shall
include the proportionate share of any cash held in the Capital Account. This
computation produced a gross underwriting profit equal to 4.90% of the Public
Offering Price. Such price determination as of the opening of business on the
Initial Date of Deposit was made on the basis of an evaluation of the
Securities in each Trust prepared by the Trustee. After the opening of
business on the Initial Date of Deposit, the Evaluator will appraise or cause
to be appraised daily the value of the underlying Securities as of 3:15 P.M.
Central time on days the New York Stock Exchange is open and will adjust the
Public Offering Price of the Units commensurate with such valuation. Such
Public Offering Price will be effective for all orders received at or prior to
3:15 p.m. Central time on each such day. Orders received by the Trustee,
Sponsor, Underwriter or any dealer 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.
The value of the Securities is determined on each business day by the
Evaluator based on the closing offer prices for the Securities in the initial
offering period and the closing bid price in the secondary market, or by
taking into account the same factors referred to under "Redemption--
Computation of Redemption Price."
The minimum purchase in both the primary and secondary markets is 100 Units.
PUBLIC DISTRIBUTION OF UNITS. During the initial offering period, Units of the
Trusts will be distributed to the public at the Public Offering Price thereof.
Upon the completion of the initial offering, Units which remain unsold or
which may be acquired in the secondary market (see "Market for Units") may be
offered at the Public Offering Price determined in the manner provided above.
The Sponsor intends to qualify Units of the Trusts for sale in Indiana and
Florida only. Units will be sold through the Underwriter, dealers who are
members of the National Association of Securities Dealers, Inc. and through
others. Sales may be made to or through dealers at prices which represent
discounts from the Public Offering Price as set forth below. Certain
commercial banks may be making Units of the Trusts available to their
customers on an agency basis. A portion of the sales charge paid by their
customers is retained by or remitted to the banks in the amounts shown below.
Under the Glass-Steagall Act, banks are prohibited from underwriting Trust
Units; however, the Glass-Steagall Act does permit certain agency transactions
and the banking regulators have indicated that these particular agency
transactions are 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. The Underwriter reserves the right to change
the discounts set
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<PAGE>
forth below from time to time. The difference between the discount and the
sales charge will be retained by the Underwriter and the Sponsor.
<TABLE>
<CAPTION>
REGULAR
CONCESSION
OR AGENCY
NUMBER OF UNITS* COMMISSION
- ---------------- ----------
<S> <C>
Less than 10,000..................................................... 4.0%
10,000 but less than 25,000.......................................... 3.6
25,000 but less than 50,000.......................................... 3.4
50,000 but less than 100,000......................................... 2.6
100,000 or more...................................................... 2.1
</TABLE>
- ---------------------
*The breakpoint discounts are also applied on a dollar basis utilizing a
breakpoint equivalent in the above table of $10 per Unit.
The Sponsor and Underwriter reserve the right to reject, in whole or in part,
any order for the purchase of Units.
SPONSOR AND UNDERWRITER PROFITS. The Underwriter will receive gross sales
charges equal to the percentage of the Public Offering Price of the Units of
the Trusts as stated under "Public Offering Price." Any quantity discount
provided to investors will be borne by the Underwriter or the selling dealer
or agent. The Sponsor will receive from the Underwriter 0.9% of the Public
Offering Price of the Units and the Underwriter will retain the remainder of
the sales commissions which is equal to the regular concession or agency
commission set forth above under "Public Distribution of Units." In addition,
the Sponsor may realize a profit (or sustain a loss) as of the Initial Date of
Deposit resulting from the difference between the purchase prices of the
Securities to the Sponsor and the cost of such Securities to the Trusts, which
is based on the evaluation of the Securities on the Initial Date of Deposit.
Thereafter, on subsequent deposits the Sponsor may realize profits or sustain
losses from such deposits. See "Notes to Portfolios." The Sponsor and
Underwriter may realize additional profits or losses during the initial
offering period on unsold Units as a result of changes in the daily market
value of the Securities in the Trusts.
MARKET FOR UNITS
After the initial offering period, while not obligated to do so, the Sponsor
intends to, subject to change at any time, maintain a market for Units of the
Trusts offered hereby and to continuously offer to purchase said Units at
prices, determined by the Evaluator, based on the closing bid prices of the
underlying Securities. To the extent that a market is maintained during the
initial offering period, the prices at which Units will be repurchased will be
based upon the closing offer prices of the Securities in the related Trust.
The aggregate bid prices of the underlying Securities are expected to be less
than the related aggregate offering prices (which is the evaluation method
used during the initial public offering period). Accordingly, Unitholders who
wish to dispose of their Units should inquire of their 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. The offering
price of any Units resold by the Sponsor will be in accord with that described
in the currently effective prospectus describing such Units. Any profit or
loss resulting from the resale of such Units will belong to the Sponsor. The
Sponsor may suspend or discontinue purchases of Units of the Trusts if the
supply of Units exceeds demand, or for other business reasons.
14
<PAGE>
REDEMPTION
GENERAL. A Unitholder who does not dispose of Units in the secondary market
described above may cause Units to be redeemed by the Trustee by making a
written request to the Trustee at its unit investment trust office in the city
of New York and, in the case of Units evidenced by a certificate, by tendering
such certificate to the Trustee, properly endorsed or accompanied by a written
instrument or instruments of transfer in form satisfactory to the Trustee.
Unitholders must sign the request, and such certificate or transfer
instrument, exactly as their names appear on the records of the Trustee and on
any certificate representing the Units to be redeemed. If the amount of the
redemption is $25,000 or less and the proceeds are payable to the
Unitholder(s) of record at the address of record, no signature guarantee is
necessary for redemptions by individual account owners (including joint
owners). Additional documentation may be requested, and a signature guarantee
is always required, from corporations, executors, administrators, trustees,
guardians or associations. The signatures must be 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. A certificate should only be sent by
registered or certified mail for the protection of the Unitholder. Since
tender of the certificate is required for redemption when one has been issued,
Units represented by a certificate cannot be redeemed until the certificate
representing such Units has been received by the purchasers.
Redemption shall be made by the Trustee on the third business day following
the day on which a tender for redemption is received (the "Redemption Date")
by payment of cash equivalent to the Redemption Price for the related Trust,
determined as set forth below under "Computation of Redemption Price," as of
the evaluation time stated under "Essential Information," next following such
tender, multiplied by the number of Units being redeemed. Any Units redeemed
shall be cancelled and any undivided fractional interest in the related Trust
extinguished. The price received upon redemption might be more or less than
the amount paid by the Unitholder depending on the value of the Securities in
the related Trust at the time of redemption.
Under regulations issued by the Internal Revenue Service, the Trustee is
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 tax return. Under normal
circumstances the Trustee obtains the Unitholder's tax identification number
from the selling broker. However, any time a Unitholder elects to tender Units
for redemption, such Unitholder should make sure that the Trustee has been
provided a certified tax identification number in order to avoid this possible
"back-up withholding." In the event the Trustee has not been previously
provided such number, one must be provided at the time redemption is
requested.
Any amounts paid on redemption representing unpaid dividends shall be
withdrawn from the Income Account of the related Trust to the extent that
funds are available for such purpose. All other amounts paid on redemption
shall be withdrawn from the Capital Account for the related Trust. The Trustee
is empowered to sell Securities for the Trusts in order to make funds
available for the redemption of Units. Such sale may be required when
Securities would not otherwise be sold and might result in lower prices than
might otherwise be realized. With respect to the Growth & Treasury Trust,
Equity Securities will be sold to meet redemptions of Units before Treasury
Obligations, although Treasury Obligations may be
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sold if the Growth & Treasury Trust is assured of retaining a sufficient
principal amount of Treasury Obligations to provide funds upon maturity of
such Trust at least equal to $10.00 per Unit.
Unitholders of the Growth Trust only tendering Units for redemption may
request a distribution in kind (a "Distribution In Kind") from the Trustee in
lieu of cash redemption. A Unitholder of the Growth Trust may request a
Distribution In Kind of an amount and value of Equity Securities per Unit
equal to the Redemption Price per Unit as determined as of the evaluation time
next following the tender, provided that (1) the tendering Unitholder is
entitled to receive at least $25,000 of proceeds as part of his or her
distribution or paid at least $25,000 to acquire the Units being tendered and
(2) the Unitholder has elected to redeem prior to the date specified under
"Redemption In Kind" on page 3 of this Prospectus. Unitholders of the Growth &
Treasury Trust may request a Distribution In Kind of their pro rata portion of
Equity Securities from the Trustee at termination of such Trust only. A
Unitholder of the Growth & Treasury Trust may request a Distribution In Kind
of an amount and value of Equity Securities per Unit at the termination of
such Trust, provided that (1) the Unitholder is entitled to receive at least
$50,000 of proceeds as part of his or her distribution or paid at least
$50,000 to acquire his Units and (2) the Unitholder elects to receive a
Distribution In Kind prior to the date specified under "Redemption In Kind" on
page 3 of this Prospectus. If the Unitholder meets these requirements, a
Distribution In Kind will be made by the Trustee through the distribution of
each of the Equity Securities of the related Trust in book entry form to the
account of the Unitholder's bank or broker-dealer at Depository Trust Company.
The tendering Unitholder shall be entitled to receive whole shares of each of
the Equity Securities comprising the portfolio of the related Trust and cash
from the Capital Account equal to the fractional shares to which the tendering
Unitholder is entitled. Unitholders of the Growth & Treasury Trust electing a
Distribution In Kind at the termination of such Trust will receive cash
representing their pro rata portion of the proceeds of the Treasury
Obligations. The Trustee shall make any adjustments necessary to reflect
differences between the Redemption Price of the Units and the value of the
Securities distributed in kind as of the date of tender. If funds in the
Capital Account are insufficient to cover the required cash distribution to
the tendering Unitholder, the Trustee may sell Securities. The in kind
redemption option may be terminated by the Sponsor on a date other than that
specified under "Redemption In Kind" on page 3 of this Prospectus upon notice
to the Unitholders prior to the specified date.
To the extent that Securities are redeemed in kind or sold, the size (and
possibly the diversity) of a Trust will be reduced but each remaining Unit
will continue to represent approximately the same proportional interest in
each Security. Sales may be required at a time when Securities would not
otherwise be sold and may result in lower prices than might otherwise be
realized. The price received upon redemption may be more or less than the
amount paid by the Unitholder depending on the value of the Securities in the
portfolio at the time of redemption.
The right of redemption may be suspended and payment postponed (1) for any
period during which the New York Stock Exchange is closed, other than
customary weekend and holiday closings, or during which (as determined by the
Securities and Exchange Commission) trading on the New York Stock Exchange is
restricted; (2) for any period during which an emergency exists as a result of
which disposal by the Trustee of Securities is not reasonably practicable or
it is not reasonably practicable to fairly determine the value of the
underlying Securities in accordance with the Trust Agreement; or (3) for such
other period as the Securities and Exchange Commission may by order permit.
The Trustee is not liable to any person in any way for any loss or damage
which may result from any such suspension or postponement.
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COMPUTATION OF REDEMPTION PRICE. The Redemption Price per Unit (as well as the
secondary market Public Offering Price) will generally be determined on the
basis of the closing bid price of the Securities in the related Trust. On the
Initial Date of Deposit, the Public Offering Price per Unit (which is based on
the closing offer prices of the Securities and includes the sales charge)
exceeded the value at which Units could have been redeemed by the amount shown
under "Essential 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 the related Trust determined on the basis of (i) the cash on hand
in the Trust or monies in the process of being collected and (ii) the value of
the Securities in the Trust less (a) amounts representing taxes or other
governmental charges payable out of the Trust, (b) any amount owing to the
Trustee for its advances and (c) the accrued expenses of the Trust. The value
of the Treasury Obligations is based on the bid side evaluation of such
Treasury Obligations as determined by the Evaluator. The Evaluator may
determine the value of the Equity Securities in the Trusts in the following
manner: if the Equity Security is listed on a national securities exchange or
the Nasdaq National Market, the evaluation will generally be based on the
closing bid price on the exchange or Nasdaq (unless the Evaluator deems the
price inappropriate as a basis for evaluation). If the Equity Security is not
so listed or, if so listed and the principal market for the Equity Security is
other than on the exchange or system, the evaluation will generally be made by
the Evaluator in good faith based on the last bid price on the over-the-
counter market (unless the Evaluator deems such price inappropriate as a basis
for evaluation) or, if a bid price is not available, (1) on the basis of the
current bid price for comparable securities, (2) by the Evaluator's appraising
the value of the Equity Securities in good faith at the bid side of the market
or (3) by any combination thereof. See "Public Offering of Units--Public
Offering Price."
RETIREMENT PLANS
The Trusts may be well suited for purchase by Individual Retirement Accounts,
Keogh Plans, pension funds and other qualified retirement plans, certain of
which are briefly described below.
Generally, capital gains and income received under each of the foregoing plans
are deferred from Federal taxation. All distributions from such plans are
generally treated as ordinary income but may, in some cases, be eligible for
special income averaging or tax-deferred rollover treatment. Investors
considering participation in any such plan should review specific tax laws
related thereto and should consult their attorneys or tax advisers with
respect to the establishment and maintenance of any such plan. Such plans are
offered by brokerage firms and other financial institutions. The Trusts will
waive the $1,000 minimum investment requirement for IRA accounts. The minimum
investment is $250 for tax-deferred plans such as IRA accounts. Fees and
charges with respect to such plans may vary.
Individual Retirement Account--IRA. Any individual under age 70 1/2 may
contribute the lesser of $2,000 or 100% of compensation to an IRA annually.
Such contributions are fully deductible if the individual (and spouse if
filing jointly) are not covered by a retirement plan at work. The deductible
amount an individual may contribute to an IRA will be reduced $10 for each $50
of adjusted gross income over $25,000 ($40,000 if married, filing jointly or
$0 if married, filing separately), if either an individual or their spouse (if
married, filing jointly) is an active participant in an employer maintained
retirement plan. Thus, if an individual has adjusted gross income over $35,000
($50,000 if married, filing
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jointly or $0 if married, filing separately) and if an individual or their
spouse is an active participant in an employer maintained retirement plan, no
IRA deduction is permitted. Under the Code, an individual may make
nondeductible contributions to the extent deductible contributions are not
allowed. All distributions from an IRA (other than the return of certain
excess contributions) are treated as ordinary income for Federal income
taxation purposes provided that under the Code an individual need not pay tax
on the return of nondeductible contributions, the amount includable in income
for the taxable year is the portion of the amount withdrawn for the taxable
year as the individual's aggregate nondeductible IRA contributions bear to the
aggregate balance of all IRAs of the individual.
A participant's interest in an IRA must be, or commence to be, distributed to
the participant not later than April 1 of the calendar year following the year
during which the participant attains age 70 1/2. Distributions made before
attainment of age 59 1/2, except in the case of the participant's death or
disability, or where the amount distributed is to be rolled over to another
IRA, or where the distributions are taken as a series of substantially equal
periodic payments over the participant's life or life expectancy (or the joint
lives or life expectancies of the participant and the designated beneficiary)
are generally subject to a surtax in an amount equal to 10% of the
distribution. The amount of such periodic payments may not be modified before
the later of five years or attainment of age 59 1/2. Excess contributions are
subject to an annual 6% excise tax.
IRA applications, disclosure statements and trust agreements are available
from the Sponsor upon request.
Qualified Retirement Plans. Units of the Trusts may be purchased by qualified
pension or profit sharing plans maintained by corporations, partnerships or
sole proprietors. The maximum annual contribution for a participant in a money
purchase pension plan or to paired profit sharing and pension plans is the
lesser of 25% of compensation or $30,000. Prototype plan documents for
establishing qualified retirement plans are available from the Sponsor upon
request.
Excess Distributions Tax. In addition to the other taxes due by reason of a
plan distribution, a tax of 15% may apply to certain aggregate distributions
from IRAs, Keogh plans, and corporate retirement plans to the extent such
aggregate taxable distributions exceed specified amounts (generally $150,000,
as adjusted) during a tax year. This 15% tax will not apply to distributions
on account of death, qualified domestic relations orders or amounts rolled
over to an eligible plan. In general, for lump sum distributions the excess
distribution over $750,000 (as adjusted) will be subject to the 15% tax.
The Trustee has agreed to act as custodian for certain retirement plan
accounts. An annual fee of $12.00 per account, if not paid separately, will be
assessed by the Trustee and paid through the liquidation of shares of the
reinvestment account. An individual wishing the Trustee to act as custodian
must complete an EVEREN UIT/IRA application and forward it along with a check
made payable to The Bank of New York. Certificates for Individual Retirement
Accounts can not be issued.
UNITHOLDERS
OWNERSHIP OF UNITS. Ownership of Units of the Trusts will not be evidenced by
certificates unless a Unitholder, the Unitholder's registered broker/dealer or
the clearing agent for such broker/dealer makes a written request to the
Trustee. Units are transferable by making a written request to the Trustee
and, in the case of Units evidenced by a certificate, by presenting and
surrendering such certificate to the Trustee properly endorsed or accompanied
by a written instrument or instruments of transfer which should be sent by
registered or certified mail for the protection of the Unitholder. Unitholders
must sign such written request, and such certificate or transfer instrument,
exactly as their names appear on the records of the Trustee and on any
certificate representing the Units to be transferred. Such signatures must be
guaranteed as stated under "Redemption--General."
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Units may be purchased and certificates, if requested, will be issued in
denominations of one Unit or any multiple thereof, subject to each Trust's
minimum investment requirement of 100 Units or $1,000. Fractions of Units, if
any, will be computed to three decimal places. Any certificate issued will be
numbered serially for identification, issued in fully registered form and will
be transferable only on the books of the Trustee. The Trustee may require a
Unitholder to pay a reasonable fee, to be determined in the sole discretion of
the Trustee, for each certificate re-issued or transferred and to pay any
governmental charge that may be imposed in connection with each such transfer
or interchange. The Trustee at the present time does not intend to charge for
the normal transfer or interchange of certificates. Destroyed, stolen,
mutilated or lost certificates will be replaced upon delivery to the Trustee
of satisfactory indemnity (generally amounting to 3% of the market value of
the Units), affidavit of loss, evidence of ownership and payment of expenses
incurred.
DISTRIBUTIONS TO UNITHOLDERS. Income received by a Trust (other than accreted
interest on any Treasury Obligations) is credited by the Trustee to the Income
Account of such Trust. Other receipts are credited to the Capital Account of a
Trust. Income received by a Trust will be distributed on or shortly after each
Distribution Date on a pro rata basis to Unitholders of record as of the
preceding Record and Computation Date. All distributions will be net of
applicable expenses. There is no assurance that any actual distributions will
be made since all dividends received may be used to pay expenses. In addition,
amounts from the Capital Account of each Trust, if any, will be distributed at
least annually to the Unitholders then of record. Proceeds received from the
disposition of any of the Securities after a record date and prior to the
following Distribution Date will be held in the Capital Account and not
distributed until the next Distribution Date applicable to the Capital
Account. The Trustee shall be required to make a distribution from the Capital
Account as described under "Essential Information." The Trustee is not
required to pay interest on funds held in the Capital or Income Accounts (but
may itself earn interest thereon and therefore benefits from the use of such
funds). The Trustee is authorized to reinvest any funds held in the Capital or
Income Accounts, pending distribution, in U.S. Treasury obligations which
mature on or before the next applicable Distribution Date. Any obligations so
acquired must be held until they mature and proceeds therefrom may not be
reinvested. Income with respect to the original issue discount on the Treasury
Obligations in the Growth & Treasury Trust will not be distributed currently,
although Unitholders will be subject to Federal income tax as if a
distribution had occurred. See "Federal Tax Status."
The distribution to the Unitholders as of each record 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 Unitholders' pro rata share
of the dividend distributions then held in the Income Account after deducting
estimated expenses. Because dividends are not received by the Trusts at a
constant rate throughout the year, such distributions to Unitholders are
expected to fluctuate. Persons who purchase Units will commence receiving
distributions only after such person becomes a record owner. A person will
become the owner of Units, and thereby a Unitholder of record, on the date of
settlement provided payment has been received. Notification to the Trustee of
the transfer of Units is the responsibility of the purchaser, but in the
normal course of business such notice is provided by the selling broker-
dealer.
As of the first day of each month, the Trustee will deduct from the Income
Account of each Trust and, to the extent funds are not sufficient therein,
from the Capital Account of each Trust amounts necessary to pay the expenses
of the related Trust (as determined on the basis set forth under "Expenses of
the Trusts"). 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 each Trust. Amounts so withdrawn shall not be
considered a part of each Trust's assets until such time as the Trustee shall
return all or any part of
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such amounts to the appropriate accounts. In addition, the Trustee may
withdraw from the Income and Capital Accounts of the Trusts such amounts as
may be necessary to cover redemptions of Units.
DISTRIBUTION REINVESTMENT. Unitholders may elect to have distributions of
capital (including capital gains, if any) or dividends or both automatically
invested without charge into additional Units of the related Trust.
Unitholders who desire to have such distributions automatically reinvested
should inform their broker at the time of purchase or should file with the
Program Agent referred to below a written notice of election.
Unitholders who are receiving distributions in cash may elect to participate
in distribution reinvestment by filing with the Program Agent an election to
have such distributions reinvested without charge. Such election must be
received by the Program Agent at least ten days prior to the Record and
Computation Date applicable to any distribution in order to be in effect for
such Record and Computation Date. Any such election shall remain in effect
until a subsequent notice is received by the Program Agent. See "Unitholders--
Distributions to Unitholders."
The Program Agent is The Bank of New York. All inquiries concerning
participating in distribution reinvestment should be directed to The Bank of
New York at its unit investment trust division office.
STATEMENTS TO UNITHOLDERS. With each distribution, the Trustee will furnish or
cause to be furnished to each Unitholder a statement of the amount of income
and the amount of other receipts, if any, which are being distributed,
expressed in each case as a dollar amount per Unit.
The accounts of each Trust are required to be audited annually, at the related
Trust's expense, by independent public accountants designated by the Sponsor,
unless the Sponsor determines that such an audit would not be in the best
interest of the Unitholders of the Trusts. The accountants' report will be
furnished by the Trustee to any Unitholder of the related Trust upon written
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 Unitholder of the Trusts a statement, covering the
calendar year, setting forth for the related Trust:
A. As to the Income Account:
1. Income received;
2. Deductions for applicable taxes and for fees and expenses of the Trust and
for redemptions of Units, if any; and
3. 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; and
B. As to the Capital Account:
1. The dates of disposition of any Securities and the net proceeds received
therefrom;
2. Deductions for payment of applicable taxes and fees and expenses of the
Trust held for distribution to Unitholders of record as of a date prior to the
determination; and
3. 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;
and
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C. The following information:
1. A list of the Securities as of the last business day of such calendar year;
2. The number of Units outstanding on the last business day of such calendar
year;
3. The Redemption Price based on the last evaluation made during such calendar
year;
4. The amount actually distributed during such calendar year from the Income
and Capital Accounts separately stated, expressed both as total dollar amounts
and as dollar amounts per Unit outstanding on the Record Dates for each such
distribution.
RIGHTS OF UNITHOLDERS. A Unitholder may at any time tender Units to the
Trustee for redemption. The death or incapacity of any Unitholder will not
operate to terminate a Trust nor entitle legal representatives or heirs to
claim an accounting or to bring any action or proceeding in any court for
partition or winding up of a Trust.
No Unitholder shall have the right to control the operation and management of
the Trusts in any manner, except to vote with respect to the amendment of the
Trust Agreement or termination of the Trusts.
INVESTMENT SUPERVISION
Each Trust is a unit investment trust and is not an "actively managed" fund.
Traditional methods of investment management for a managed fund typically
involve frequent changes in a portfolio of securities on the basis of
economic, financial and market analyses. The portfolio of each Trust, however,
will not be actively managed and therefore the adverse financial condition of
an issuer will not necessarily require the sale of its securities from the
portfolio.
The Trust Agreement provides that the Sponsor may (but need not) direct the
Trustee to dispose of a Security in certain events such as the issuer having
defaulted on the payment on any of its outstanding obligations or the price of
a Security has declined to such an extent or other such credit factors exist
so that in the opinion of the Sponsor the retention of such Securities would
be detrimental to a Trust. Treasury Obligations in the Growth & Treasury Trust
may be sold by the Trustee only pursuant to the liquidation of such Trust or
to meet redemption requests. Pursuant to the Trust Agreement and with limited
exceptions, the Trustee may sell any securities or other properties acquired
in exchange for Securities such as those acquired in connection with a merger
or other transaction. If offered such new or exchanged securities or property,
the Trustee shall reject the offer. However, in the event such securities or
property are nonetheless acquired by the Trust, they may be accepted for
deposit in a Trust and either sold by the Trustee or held in a Trust pursuant
to the direction of the Sponsor. Proceeds from the sale of Securities (or any
securities or other property received by a Trust in exchange for Securities)
are credited to the Capital Account for distribution to Unitholders or to meet
redemptions. Except as stated under "The Fund" for failed securities and as
provided herein, the acquisition by a Trust of any securities other than the
Securities is prohibited. The Trustee may sell Securities, designated by the
Sponsor, from a Trust for the purpose of redeeming Units of the Trust tendered
for redemption and the payment of expenses; provided, however, for the Growth
& Treasury Trust, that in the case of Securities sold to meet redemption
requests, Treasury Obligations may only be sold if the Growth & Treasury Trust
is assured of retaining a sufficient principal amount of Treasury Obligations
to provide funds upon maturity of the Trust at least equal to $10.00 per Unit.
Treasury Obligations may not be sold by the Trustee to meet Growth & Treasury
Trust expenses.
ADMINISTRATION OF THE TRUSTS
THE 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, telephone
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1-800-701-8178. 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 Trustee, whose duties are ministerial in nature, has not participated in
selecting the portfolios of the Trusts. For information relating to the
responsibilities of the Trustee under the Trust Agreement, reference is made
to the material set forth under "Unitholders."
In accordance with the Trust Agreement, the Trustee shall keep records of all
transactions at its office. Such records shall include the name and address
of, and the number of Units held by, every Unitholder of each Trust. Such
books and records shall be open to inspection by any Unitholder of each Trust
at all reasonable times during 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. The Trustee shall
keep a certified copy or duplicate original of the Trust Agreement on file in
its office available for inspection at all reasonable times during usual
business hours by any Unitholder, together with a current list of the
Securities held in each Trust. Pursuant to the Trust Agreement, the Trustee
may employ one or more agents for the purpose of custody and safeguarding of
Securities comprising each Trust.
Under the Trust Agreement, the Trustee or any successor trustee may resign and
be discharged of the trust 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 Unitholders then of record, not less than sixty 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 thirty days after
notification, the retiring Trustee may apply to a court of competent
jurisdiction for the appointment of a successor. The Sponsor may at any time
remove the Trustee, with or without cause, and appoint a successor trustee as
provided in the Trust Agreement. 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 Trustee must be a corporation organized under the laws of the
United States, or any state thereof, be authorized under such laws to exercise
trust powers and have at all times an aggregate capital, surplus and undivided
profits of not less than $5,000,000.
THE UNDERWRITER. City Securities Corporation, 135 North Pennsylvania Street,
Suite 2200, Indianapolis, Indiana 46204, is the Fund's Underwriter. Founded in
1924, City Securities Corporation is Indiana's oldest and largest Indiana-
owned investment banking firm.
The company offers a full range of innovative investment products and services
including stocks, bonds, mutual funds, unit investment trusts, annuities,
money market funds, pension plans and even life, health, and property
insurance. The firm has a staff of over 100 professionals in various areas of
finance and investment to assist individual investors, companies and
institutions. The company believes its proudest accomplishment is its record
for helping individual investors build wealth and manage their investments
through knowledge, experience and personalized service.
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On the Initial Date of Deposit, the Underwriter became the owner of the Units
of the Trusts and entitled to the benefits thereof, as well as the risks
inherent therein. The Underwriter Agreement provides that a public offering of
the Units of the Trusts will be made at the Public Offering Price described in
the prospectus.
Units may also be sold to or through dealers and others during the initial
offering period and in the secondary market at prices representing a
concession or agency commission as described in "Public Offering of Units--
Public Distribution of Units." The Underwriter has agreed to underwrite
additional Units of the Trusts as they become available. The Underwriter and
the Sponsor will receive sales commissions as described under "Public Offering
of Units--Sponsor and Underwriter Profits."
THE SPONSOR. The Sponsor, EVEREN Unit Investment Trusts, with an office at 77
West Wacker Drive, 29th Floor, Chicago, Illinois 60601, (800) 621-5024, is a
service of EVEREN Securities, Inc. The Sponsor acts as underwriter of a number
of other EVEREN unit investment trusts and will act as underwriter of any
other unit investment trust products developed by the Sponsor in the future.
As of December 31, 1995, the total stockholder's equity of EVEREN Securities,
Inc. was $261,286,862.
If at any time the Sponsor shall fail to perform any of its duties under the
Trust Agreement or shall become incapable of acting or shall be adjudged a
bankrupt or insolvent or shall have its affairs taken over by public
authorities, then the Trustee may (a) appoint a successor sponsor at rates of
compensation deemed by the Trustee to be reasonable and not exceeding such
reasonable amounts as may be prescribed by the Securities and Exchange
Commission, or (b) terminate the Trust Agreement and liquidate the Trusts as
provided therein, or (c) continue to act as Trustee without terminating the
Trust Agreement.
The foregoing financial information with regard to the Sponsor relates to the
Sponsor only and not to the Underwriter or the Trusts. Such information is
included in this Prospectus only for the purpose of informing investors as to
the financial responsibility of the Sponsor and its ability to carry out its
contractual obligations with respect to the Trusts. More comprehensive
financial information can be obtained upon request from the Sponsor.
THE EVALUATOR. EVEREN Unit Investment Trusts, the Sponsor, also serves as
Evaluator. The Evaluator may resign or be removed by the Trustee in which
event the Trustee is to use its best efforts to appoint a satisfactory
successor. Such resignation or removal shall become effective upon acceptance
of appointment by the successor evaluator. If upon resignation of the
Evaluator no successor has accepted appointment within thirty days after
notice of resignation, the Evaluator may apply to a court of competent
jurisdiction for the appointment of a successor. Notice of such registration
or removal and appointment shall be mailed by the Trustee to each Unitholder.
AMENDMENT AND TERMINATION. The Trust Agreement may be amended by the Trustee
and the Sponsor without the consent of any of the Unitholders: (1) to cure any
ambiguity or to correct or supplement any provision which may be defective or
inconsistent; (2) to change any provision thereof as may be required by the
Securities and Exchange Commission or any successor governmental agency; or
(3) to make such provisions as shall not adversely affect the interests of the
Unitholders. The Trust Agreement with respect to the Trusts may also be
amended in any respect by the Sponsor and the Trustee, or any of the
provisions thereof may be waived, with the consent of the holders of Units
representing 66 2/3% of the Units then outstanding of a Trust, provided that
no such amendment or waiver will reduce the interest of any Unitholder thereof
without the consent of such Unitholder or reduce the percentage of Units
required to consent to any such amendment or waiver without the consent of all
Unitholders of a Trust. In no event shall the Trust Agreement be amended to
increase the number of Units of a Trust issuable thereunder or to permit the
acquisition of any Securities in addition to or in substitution for those
initially deposited in a Trust, except in accordance with the provisions of
the Trust Agreement. The Trustee shall promptly notify Unitholders of the
substance of any such amendment.
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Any Unitholder who wishes to receive a Distribution In Kind of their pro rata
portion of the Equity Securities at the termination of either Trust and who
otherwise qualifies for such a distribution must notify the Trustee no later
than the date indicated under "Redemption In Kind" on page 3 of this
Prospectus. Unitholders of the Growth & Treasury Trust electing a Distribution
In Kind at the termination of such Trust will receive cash representing their
pro rata portion of the proceeds of the Treasury Obligations.
The Trust Agreement provides that each Trust shall terminate upon the
liquidation, redemption or other disposition of the last of the Securities
held in such Trust but in no event is it to continue beyond the Mandatory
Termination Date set forth under "Essential Information." If the value of a
Trust shall be less than the applicable minimum value stated under "Essential
Information" (40% of the aggregate value of the Securities--based on the value
at the date of deposit of such Securities into the Trust), the Trustee may, in
its discretion, and shall, when so directed by the Sponsor, terminate the
Trust. Each Trust may be terminated at any time by the holders of Units
representing 66 2/3% of the Units thereof then outstanding.
No later than the Mandatory Termination Date set forth under "Essential
Information," the Trustee will begin to sell all of the remaining underlying
Securities on behalf of Unitholders in connection with the termination of the
related Trust. The Sponsor has agreed to assist the Trustee in these sales.
The sale proceeds will be net of any incidental expenses involved in the
sales.
The Sponsor will attempt to sell the Securities as quickly as it can during
the termination proceedings without in its judgment materially adversely
affecting the market price of the Securities, but it is expected that all of
the Securities will in any event be disposed of within a reasonable time after
a Trust's termination. The Sponsor does not anticipate that the period will be
longer than one month, and it could be as short as one day, depending on the
liquidity of the Securities being sold. The liquidity of any Security depends
on the daily trading volume of the Security and the amount that the Sponsor
has available for sale on any particular day.
It is expected (but not required) that the Sponsor will generally follow the
following guidelines in selling the Securities: for highly liquid Securities,
the Sponsor will generally sell Securities on the first day of the Liquidation
Period; for less liquid Securities, on each of the first two days of the
termination proceedings, the Sponsor will generally sell any amount of any
underlying Securities at a price no less than 1/2 of one point under the last
closing sale price of those Securities. Thereafter, the price limit will
increase to one point under the last closing sale price. After four days, the
Sponsor currently intends to sell at least a fraction of the remaining
underlying Securities, the numerator of which is one and the denominator of
which is the total number of days remaining (including that day) in the
termination proceedings without any price restrictions. Of course, no
assurances can be given that the market value of the Securities will not be
adversely affected during the termination proceedings.
In the event of termination of a Trust, written notice thereof will be sent by
the Trustee to all Unitholders of such Trust. Within a reasonable period after
termination of a Trust the Trustee will sell any Securities remaining in the
Trust and, after paying all expenses and charges incurred by the Trust, will
distribute to Unitholders thereof (upon surrender for cancellation of
certificates for Units, if issued) their pro rata share of the balances
remaining in the Income and Capital Accounts of the Trust.
LIMITATIONS ON LIABILITY. The Sponsor: The Sponsor is liable for the
performance of its obligations arising from its responsibilities under the
Trust Agreement, but will be under no liability to the Unitholders for taking
any action or refraining from any action in good faith pursuant to the Trust
Agreement or for errors in judgment, except in cases of its own gross
negligence, bad faith or willful misconduct or its reckless disregard for its
duties thereunder. The Sponsor shall not be liable or responsible in any way
for depreciation or loss incurred by reason of the sale of any Securities.
24
<PAGE>
The Trustee: The Trust Agreement provides that the Trustee shall be under no
liability for any action taken in good faith in reliance upon prima facie
properly executed documents or for the disposition of monies, Securities or
certificates except by reason of its own negligence, bad faith or willful
misconduct, or its reckless disregard for its duties under the Trust
Agreement, nor shall the Trustee be liable or responsible in any way for
depreciation or loss incurred by reason of the sale by the Trustee of any
Securities. In the event that the Sponsor shall fail to act, the Trustee may
act and shall not be liable for any such action taken by it in good faith. The
Trustee shall not be personally liable for any taxes or other governmental
charges imposed upon or in respect of the Securities or upon the interest
thereof. In addition, the Trust Agreement contains other customary provisions
limiting the liability of the Trustee.
The Evaluator: The Trustee and Unitholders may rely on any evaluation
furnished by the Evaluator and shall have no responsibility for the accuracy
thereof. The Trust Agreement provides that the determinations made by the
Evaluator 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 or Unitholders for errors in judgment, but shall be
liable for its gross negligence, bad faith or willful misconduct or its
reckless disregard for its obligations under the Trust Agreement.
EXPENSES OF THE TRUSTS
The Sponsor will charge the Trusts a surveillance fee for services performed
for the Trusts in an amount not to exceed that amount set forth in "Essential
Information" but in no event will such compensation, when combined with all
compensation received from other unit investment trusts for which the Sponsor
both acts as sponsor and provides portfolio surveillance, exceed the aggregate
cost to the Sponsor for providing such services. Such fee shall be based on
the total number of Units of the related Trust outstanding as of the January
Record Date for any annual period.
The Trustee receives for its services that fee set forth under "Essential
Information." However, in no event shall such fee amount to less than $2,000
in any single calendar year for each Trust. The Trustee's fee which is
calculated monthly is based on the largest number of Units in each Trust
outstanding during the calendar year for which such compensation relates. The
Trustee's fees are payable monthly on or before the fifteenth day of the month
from the Income Account to the extent funds are available and then from the
Capital Account. The Trustee benefits to the extent there are funds for future
distributions, payment of expenses and redemptions in the Capital and Income
Accounts since these Accounts are non-interest bearing and the amounts earned
by the Trustee are retained by the Trustee. Part of the Trustee's compensation
for its services to the Trusts is expected to result from the use of these
funds.
For evaluation of the Securities in the Trusts, the Evaluator shall receive
that fee set forth under "Essential Information", payable monthly, based upon
the largest number of Units of each Trust outstanding during the calendar year
for which such compensation relates.
The Trustee's fees and the Evaluator's fees are deducted from the Income
Account of the related Trust to the extent funds are available and then from
the Capital Account. Each such fee may be increased without approval of
Unitholders by amounts not exceeding a proportionate increase in the Consumer
Price Index or any equivalent index substituted therefor.
Expenses incurred in establishing each Trust, including the cost of the
initial preparation of documents relating to the Trust (including the
Prospectus, Trust Agreement and certificates), federal and state registration
fees, the initial fees and expenses of the Trustee, legal and accounting
expenses, payment of
25
<PAGE>
closing fees and any other out-of-pocket expenses, will be paid by such Trust
and it is intended that such expenses be amortized over a five year period or
over the life of such Trust if less than five years. The following additional
charges are or may be incurred by each Trust: (a) fees for the Trustee's
extraordinary services; (b) expenses of the Trustee (including legal and
auditing expenses, but not including any fees and expenses charged by an agent
for custody and safeguarding of Securities) and of counsel, if any; (c) various
governmental charges; (d) expenses and costs of any action taken by the Trustee
to protect the Trust or the rights and interests of the Unitholders; (e)
indemnification of the Trustee for any loss, liability or expense incurred by
it in the administration of the Trust not resulting from gross negligence, bad
faith or willful misconduct on its part or its reckless disregard for its
obligations under the Trust Agreement; (f) indemnification of the Sponsor for
any loss, liability or expense incurred in acting in that capacity without
gross negligence, bad faith or willful misconduct or its reckless disregard for
its obligations under the Trust Agreement; and (g) expenditures incurred in
contacting Unitholders upon termination of the Trust. The fees and expenses set
forth herein are payable out of the related Trust and, when owing to the
Trustee, are secured by a lien on the related Trust. Since the Securities are
all common stocks, and the income stream produced by dividend payments, if any,
is unpredictable, the Sponsor cannot provide any assurance that dividends will
be sufficient to meet any or all expenses of the Trusts. If the balances in the
Income and Capital Accounts are insufficient to provide for amounts payable by
a Trust, the Trustee has the power to sell Securities to pay such amounts.
These sales may result in capital gains or losses to Unitholders. See "Federal
Tax Status."
LEGAL OPINIONS
The legality of the Units offered hereby and certain matters relating to
federal tax law have been passed upon by Chapman and Cutler, 111 West Monroe
Street, Chicago, Illinois 60603, as counsel for the Sponsor.
INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
The statements of condition and the related portfolios at the Initial 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 the
Prospectus, and are included herein in reliance upon the authority of said firm
as experts in accounting and auditing.
26
<PAGE>
------------
REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
UNITHOLDERS
EVEREN UNIT INVESTMENT TRUSTS, SERIES 49
We have audited the accompanying statements of condition and the related
portfolios of EVEREN Unit Investment Trusts, Series 49, as of June 25, 1996.
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 a letter of credit deposited to purchase
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 EVEREN Unit Investment
Trusts, Series 49 as of June 25, 1996, in conformity with generally accepted
accounting principles.
GRANT THORNTON LLP
Chicago, Illinois
June 25, 1996
27
<PAGE>
STATEMENTS OF CONDITION
AT THE OPENING OF BUSINESS ON JUNE 25, 1996, THE INITIAL DATE OF DEPOSIT
<TABLE>
<CAPTION>
GROWTH &
TREASURY GROWTH
TRUST TRUST
-------- --------
TRUST PROPERTY
<S> <C> <C>
Contracts to purchase Securities (1) (2)..................... $226,207 $250,749
Organizational costs (3)..................................... 16,474 16,474
-------- --------
Total.................................................... $242,681 $267,223
======== ========
NUMBER OF UNITS.............................................. 25,000 26,499
======== ========
LIABILITY AND INTEREST OF UNITHOLDERS
Liability--
Accrued organizational costs (3)........................... $ 16,474 $ 16,474
Interest of Unitholders--
Cost to investors (4)...................................... 237,857 263,681
Less: Gross underwriting commission (4).................... 11,650 12,932
-------- --------
Net interest to Unitholders (1) (2) (4).................... 226,207 250,749
-------- --------
Total.................................................... $242,681 $267,223
======== ========
</TABLE>
- ----------
NOTES:
(1) Aggregate cost of the Securities is based on the closing offer price
evaluations as determined by the Trustee.
(2) An irrevocable letter of credit issued by The Bank of New York has been
deposited with the Trustee covering the funds (aggregating $476,956)
necessary for the purchase of the Securities in the Trusts represented by
purchase contracts.
(3) Each Trust will bear all or a portion of its organizational costs, which
the Sponsor intends to defer and amortize over five years or over the life
of the Trust if less than five years. Organizational costs have been
estimated based on a projected Trust size of $5,000,000 each for the
Growth & Treasury Trust and the Growth Trust, respectively. To the extent
a Trust is larger or smaller, the estimate will vary.
(4) The aggregate cost to investors includes the applicable sales charge
assuming no reduction of sales charges for quantity purchases.
28
<PAGE>
INDIANA GROWTH & TREASURY SECURITIES TRUST 1996 SERIES
PORTFOLIO AS OF JUNE 25, 1996
<TABLE>
<CAPTION>
PERCENTAGE
NUMBER OF AGGREGATE MARKET VALUE PER COST OF
OF NAME OF ISSUER OF OFFERING SHARE OF SECURITIES
SHARES EQUITY SECURITIES(1) SYMBOL PRICE EQUITY SECURITIES(2) TO TRUST(2)
------ -------------------- ------ ------------ -------------------- -----------
<C> <S> <C> <C> <C> <C>
American
States
Financial
264 Corp. ASX 2.495% $21.375 $ 5,643
77 Amoco Corp. AN 2.485% 73.000 5,621
205 Ball Corp. BLL 2.469% 27.250 5,586
Bindley
Western
Industries,
329 Inc. BDY 2.473% 17.000 5,593
401 Biomet, Inc. BMET 2.526% 14.250 5,714
Brightpoint,
210 Inc. CELL 2.495% 26.875 5,644
Central
Newspapers,
154 Inc. ECP 2.485% 36.500 5,621
144 Conseco, Inc. CNC 2.475% 38.875 5,598
Cummins Engine
137 Company, Inc. CUM 2.491% 41.125 5,634
Duke Realty
Investments,
187 Inc. DRE 2.511% 30.375 5,680
Eli Lilly &
87 Company LLY 2.485% 64.625 5,622
First Indiana
235 Corp. FISB 2.493% 24.000 5,640
Great Lakes
90 Chemical Corp. GLK 2.511% 63.125 5,681
115 Guidant Corp. GDT 2.504% 49.250 5,664
Hillenbrand
Industries,
156 Inc. HB 2.543% 36.875 5,753
Lilly
Industries,
361 Inc. LI 2.514% 15.750 5,686
Lincoln
120 National Corp. LNC 2.493% 47.000 5,640
Union
Acceptance
369 Corp. UACA 2.569% 15.750 5,812
Wabash
298 National Corp. WNC 2.487% 18.875 5,625
-------- --------
Equity Total 47.504% 107,457
-------- --------
<CAPTION>
MARKET VALUE OF
MATURITY NAME OF ISSUER OF US TREASURY
VALUE TREASURY SECURITY (1) OBLIGATIONS(2)
-------- ---------------------- --------------------
<C> <S> <C> <C> <C> <C>
$250,000 Zero coupon U.S. Treasury
bonds
maturing February 15, 2007 52.496% 47.50% 118,750
-------- --------
100.000% $226,207
======== ========
</TABLE>
29
<PAGE>
INDIANA GROWTH SECURITIES TRUST 1996 SERIES
PORTFOLIO AS OF JUNE 25, 1996
<TABLE>
<CAPTION>
NAME OF ISSUER PERCENTAGE
NUMBER OF OF AGGREGATE MARKET VALUE PER COST OF
OF EQUITY OFFERING SHARE OF SECURITIES
SHARES SECURITIES(1) SYMBOL PRICE EQUITY SECURITIES(2) TO TRUST(2)
------ -------------- ------ ------------ -------------------- -----------
<C> <S> <C> <C> <C> <C>
American States
615 Financial Corp. ASX 5.243% $21.375 $ 13,146
180 Amoco Corp. AN 5.240% 73.000 13,140
478 Ball Corp. BLL 5.194% 27.250 13,025
Bindley Western
768 Industries, Inc. BDY 5.207% 17.000 13,056
935 Biomet, Inc. BMET 5.314% 14.250 13,324
Brightpoint,
489 Inc. CELL 5.241% 26.875 13,142
Central
360 Newspapers, Inc. ECP 5.240% 36.500 13,140
336 Conseco, Inc. CNC 5.209% 38.875 13,062
Cummins Engine
321 Company, Inc. CUM 5.265% 41.125 13,201
Duke Realty
Investments,
437 Inc. DRE 5.294% 30.375 13,274
Eli Lilly &
203 Company LLY 5.232% 64.625 13,119
First Indiana
548 Corp. FISB 5.245% 24.000 13,152
Great Lakes
209 Chemical Corp. GLK 5.261% 63.125 13,193
268 Guidant Corp. GDT 5.264% 49.250 13,199
Hillenbrand
364 Industries, Inc. HB 5.353% 36.875 13,422
Lilly
842 Industries, Inc. LI 5.289% 15.750 13,261
Lincoln National
280 Corp. LNC 5.248% 47.000 13,160
Union Acceptance
862 Corp. UACA 5.415% 15.750 13,577
Wabash National
697 Corp. WNC 5.247% 18.875 13,156
----- ------ --------
9,192 100.00% $250,749
===== ====== ========
</TABLE>
30
<PAGE>
NOTES TO PORTFOLIOS
(1) All or a portion of the Securities may have been deposited in the Trusts.
Any undelivered Securities are represented by "regular way" contracts for
the performance of which an irrevocable letter of credit has been
deposited with the Trustee. At the Initial Date of Deposit, the Sponsor
has assigned to the Trustee all of its rights, title and interest in and
to such undelivered Securities. Contracts to purchase Securities were
entered into on June 24, 1996 and all have an expected settlement date of
June 27, 1996 (see "The Fund"). Percentages are based on the cost of
Securities to each Trust.
(2) The market value of each Equity Security is based on the closing offer
price on a national securities exchange if the Security is listed thereon
or, if not so listed, then on the over-the-counter market, in each case,
on the day prior to the Initial Date of Deposit. The value of the Treasury
Obligations is based on the offering side evaluation of such bonds on the
day prior to the Initial Date of Deposit. The offering side evaluation of
the Treasury Obligations is greater than the bid side evaluation of such
Treasury Obligations (which is the basis on which the Redemption Price per
Unit for the Growth & Treasury Trust will be determined). The aggregate
value of the Securities in the Growth & Treasury Trust, based on the bid
side evaluation of the Treasury Obligations and the aggregate underlying
value of the Equity Securities, was $ . As of the Initial Date of
Deposit other information regarding the Securities in each Trust is as
follows:
<TABLE>
<CAPTION>
COST TO PROFIT (LOSS)
SPONSOR TO SPONSOR
-------- -------------
<S> <C> <C>
Growth & Treasury Trust............................ $226,005 $202
Growth Trust....................................... $250,552 $197
</TABLE>
(3) The Annualized Current Dividend per Share for each Equity Security was
calculated by annualizing the latest quarterly or semi-annual common stock
dividend declaration on that Security. The Current Dividend Yield for each
Equity Security was calculated by dividing the Annualized Current Dividend
per Share by that Equity Security's market value as of the close of
trading on the day prior to the Initial Date of Deposit. There can be no
assurance that the future dividend payments, if any, will be maintained in
an amount equal to the dividend listed above.
----------------
The Sponsor or Underwriter may have participated as issuer, sole underwriter,
managing underwriter or member of an underwriting syndicate in a public
offering of one or more of the stocks in the Trusts. The Sponsor or
Underwriter may serve as a specialist in the stocks in the Trusts on one or
more stock exchanges and may have a long or short position in any of these
stocks or in options on any of these stocks, and may be on the opposite side
of public orders executed on the floor of an exchange where such stocks are
listed. An officer, director or employee of the Sponsor or Underwriter may be
an officer or director of one or more of the issuers of the stocks in the
Trusts. The Sponsor or Underwriter may trade for its own account as an odd-lot
dealer, market maker, block positioner and/or arbitrageur in any stocks or
options relating thereto. The Sponsor or Underwriter, their affiliates,
directors, elected officers and employee benefit programs may have either a
long or short position in any stock or option of the issuers.
31
<PAGE>
<TABLE>
<CAPTION>
CONTENTS PAGE
-----
<S> <C>
SUMMARY................................................................. 2
ESSENTIAL INFORMATION................................................... 4
THE FUND................................................................ 5
THE TRUST PORTFOLIOS.................................................... 6
RISK FACTORS............................................................ 7
FEDERAL TAX STATUS...................................................... 8
PUBLIC OFFERING OF UNITS................................................ 12
Public Offering Price.................................................. 12
Public Distribution of Units........................................... 13
Sponsor and Underwriter Profits........................................ 14
MARKET FOR UNITS........................................................ 14
REDEMPTION.............................................................. 15
General................................................................ 15
Computation of Redemption Price........................................ 17
RETIREMENT PLANS........................................................ 17
UNITHOLDERS............................................................. 18
Ownership of Units..................................................... 18
Distributions to Unitholders........................................... 19
Distribution Reinvestment.............................................. 20
Statements to Unitholders.............................................. 20
Rights of Unitholders.................................................. 21
INVESTMENT SUPERVISION.................................................. 21
ADMINISTRATION OF THE TRUSTS............................................ 21
The Trustee............................................................ 21
The Underwriter........................................................ 22
The Sponsor............................................................ 22
The Evaluator.......................................................... 23
Amendment and Termination.............................................. 23
Limitations on Liability............................................... 24
EXPENSES OF THE TRUSTS.................................................. 25
LEGAL OPINIONS.......................................................... 26
INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS................................ 26
REPORT OF INDEPENDENT CERTIFIED PUBLIC
ACCOUNTANTS............................................................ 27
STATEMENTS OF CONDITION................................................. 28
PORTFOLIOS.............................................................. 29
</TABLE>
--------------------
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.
--------------------
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 by the Fund, the Trustee, or the Sponsor. Such
registration does not imply that the Fund or the Units have been guaranteed,
sponsored, recommended or approved by the United States or any state or any
agency or officer thereof.
--------------------
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 or country.
City Securities Corporation
CSC
Indiana
Growth Securities Trust
1996 Series
Indiana
Growth & Treasury
Securities Trust
1996 Series
Prospectus Dated June 25, 1996
<PAGE>
CONTENTS OF REGISTRATION STATEMENT
This Registration Statement comprises the following papers and documents.
<TABLE>
<C> <S>
The facing sheet
The Cross-Reference Sheet
The Prospectus
The Signatures
The following exhibits.
1.1. Trust Agreement.
1.1.1. Standard Terms and Conditions of Trust. Reference is made to Exhibit
1.1.1 to the Registration Statement on Form S-6 with respect to EVEREN
Unit Investment Trusts, Series 39 (Registration No. 33-63111) as filed
on November 7, 1995.
2.1. Form of Certificate of Ownership (pages three and four of the Standard
Terms and Conditions of Trust included as Exhibit 1.1.1).
3.1. Opinion of counsel to the Sponsor as to legality of the securities
being registered including a consent to the use of its name under
"Legal Opinions" in the Prospectus.
4.1. Consent of Grant Thornton LLP.
Financial Data Schedule.
</TABLE>
S-1
<PAGE>
SIGNATURES
THE REGISTRANT, EVEREN UNIT INVESTMENT TRUSTS, SERIES 49, HEREBY IDENTIFIES
KEMPER EQUITY PORTFOLIO TRUSTS, SERIES 1 AND EVEREN UNIT INVESTMENT TRUSTS,
SERIES 39 FOR PURPOSES OF THE REPRESENTATIONS REQUIRED BY RULE 487 AND
REPRESENTS THE FOLLOWING:
(1) THAT THE PORTFOLIO SECURITIES DEPOSITED IN THE SERIES AS TO THE
SECURITIES OF WHICH THIS REGISTRATION STATEMENT IS BEING FILED DO NOT
DIFFER MATERIALLY IN TYPE OR QUALITY FROM THOSE DEPOSITED IN SUCH PREVIOUS
SERIES;
(2) THAT, EXCEPT TO THE EXTENT NECESSARY TO IDENTIFY THE SPECIFIC
PORTFOLIO SECURITIES DEPOSITED IN, AND TO PROVIDE ESSENTIAL FINANCIAL
INFORMATION FOR, THE SERIES WITH RESPECT TO THE SECURITIES OF WHICH THIS
REGISTRATION STATEMENT IS BEING FILED, THIS REGISTRATION STATEMENT DOES NOT
CONTAIN DISCLOSURES THAT DIFFER IN ANY MATERIAL RESPECT FROM THOSE
CONTAINED IN THE REGISTRATION STATEMENTS FOR SUCH PREVIOUS SERIES AS TO
WHICH THE EFFECTIVE DATE WAS DETERMINED BY THE COMMISSION OR THE STAFF; AND
(3) THAT IT HAS COMPLIED WITH RULE 460 UNDER THE SECURITIES ACT OF 1933.
PURSUANT TO THE REQUIREMENTS OF THE SECURITIES ACT OF 1933, THE REGISTRANT,
EVEREN UNIT INVESTMENT TRUSTS, SERIES 49 HAS DULY CAUSED THIS REGISTRATION
STATEMENT TO BE SIGNED ON ITS BEHALF BY THE UNDERSIGNED THEREUNTO DULY
AUTHORIZED, IN THE CITY OF CHICAGO, AND STATE OF ILLINOIS, ON THE 25TH DAY OF
JUNE, 1996.
EVEREN Unit Investment Trusts,
Series 49
Registrant
By: EVEREN Unit Investment Trusts,
a service of EVEREN Securities, Inc.
Depositor
/s/ Michael J. Thoms
By: _________________________________
Michael J. Thoms
S-2
<PAGE>
PURSUANT TO THE REQUIREMENTS OF THE SECURITIES ACT OF 1933, THIS
REGISTRATION STATEMENT HAS BEEN SIGNED BELOW ON JUNE 25, 1996 BY THE FOLLOWING
PERSONS, WHO CONSTITUTE A MAJORITY OF THE BOARD OF DIRECTORS OF EVEREN
SECURITIES, INC.
<TABLE>
<CAPTION>
SIGNATURE TITLE
--------- -----
<S> <C>
/s/ James R. Boris
- -------------------------------------------
James R. Boris Chairman and Chief Executive Officer
/s/ Daniel D. Williams
- -------------------------------------------
Daniel D. Williams Senior Executive Vice President, Chief
Financial Officer and Treasurer
/s/ Frank V. Geremia
- -------------------------------------------
Frank V. Geremia Senior Executive Vice President
/s/ Stephen G. McConahey
- -------------------------------------------
Stephen G. McConahey President and Chief Operating Officer
/s/ Stanley R. Fallis
- -------------------------------------------
Stanley R. Fallis Senior Executive Vice President and Chief
Administrative Officer
/s/ David M. Greene
- -------------------------------------------
David M. Greene Senior Executive Vice President and
Director of Client Services
/s/ Thomas R. Reedy
- -------------------------------------------
Thomas R. Reedy Senior Executive Vice President and
Director of Capital Markets
/s/ Janet L. Reali
- -------------------------------------------
Janet L. Reali Executive Vice President, Corporate Counsel
and Corporate Secretary
</TABLE>
/s/ Michael J. Thoms
_____________________________________
Michael J. Thoms
MICHAEL J. THOMS SIGNS THESE DOCUMENTS PURSUANT TO POWERS OF ATTORNEY FILED
WITH THE SECURITIES AND EXCHANGE COMMISSION WITH AMENDMENT NO. 1 TO THE
REGISTRATION STATEMENT ON FORM S-6 FOR EVEREN UNIT INVESTMENT TRUSTS, SERIES
39 (FILE NO. 33-63111).
S-3
<PAGE>
EXHIBIT 1.1
EVEREN UNIT INVESTMENT TRUSTS
SERIES 49
TRUST AGREEMENT
This Trust Agreement dated as of June 25, 1996 between EVEREN Securities,
Inc., as Depositor, and The Bank of New York, as Trustee, sets forth certain
provisions in full and incorporates other provisions by reference to the
document entitled "Standard Terms and Conditions of Trust For EVEREN Unit
Investment Trusts, Equity Trusts, Effective November 7, 1995" (herein called the
"Standard Terms and Conditions of Trust"), and such provisions as are set forth
in full and such provisions as are incorporated by reference constitute a single
instrument.
WITNESSETH THAT:
In consideration of the premises and of the mutual agreements herein
contained, the Depositor and the Trustee agree as follows:
PART I
STANDARD TERMS AND CONDITIONS OF TRUST
Subject to the provisions of Part II hereof, all the provisions contained
in the Standard Terms and Conditions of Trust are herein incorporated by
reference in their entirety and shall be deemed to be a part of this instrument
as fully and to the same extent as though said provisions had been set forth in
this instrument.
PART II
SPECIAL TERMS AND CONDITIONS OF TRUST
The following special terms and conditions are hereby agreed to:
(1) The equity securities listed in the Schedule hereto have been
deposited in trust under this Trust Agreement as indicated in each
Trust named on the attached Schedule.
(2) For the purposes of the definition of the term "Unit" in Article I, it
is hereby specified that the fractional undivided interest in and
ownership of a Trust is the amount set forth in the section captioned
"Essential Information" in the final Prospectus of the Trust (the
"Prospectus") contained in Amendment No. 1 to the Trust's Registration
Statement (Registration No. 333-05381) as filed with the Securities
and Exchange Commission on June 25, 1996. The fractional undivided
interest may increase by the number of any additional Units issued
pursuant to Section 2.03 decrease by the number of Units redeemed
pursuant to Section 5.02.
-1-
<PAGE>
(3) The terms "Income Account Record Date" and "Capital Account Record
Date" shall mean the dates set forth under "Essential Information--
Record and Computation Dates" in the Prospectus.
(4) The terms "Income Account Distribution Date" and "Capital Account
Distribution Date" shall mean the dates set forth under "Essential
Information--Distribution Dates" in the Prospectus.
(5) The term "Initial Date of Deposit" shall mean the date of this Trust
Agreement as set forth above.
(6) Section 1.01(20) is hereby stricken and replaced by the following:
"Percentage Ratio" shall mean, for each Trust which will issue
additional Units pursuant to Section 2.03 hereof, the actual number of
shares of each Equity Security as a percent of all shares of Equity
Securities existing on the Initial Date of Deposit; provided, however,
that after a Trust has been in existence for ninety days the
Percentage Ratio for such Trust shall mean the actual number of shares
of each Equity Security as a percent of all shares of Equity
Securities existing on the ninetieth day of such Trust's existence.
The Percentage Ratio shall be adjusted to the extent necessary, and
may be rounded, to reflect the occurrence of a stock dividend, a stock
split or a similar event which affects the capital structure of the
issuer of an Equity Security.
(7) The first sentence of Section 2.01(e) is hereby stricken and replaced
with the following:
"If Securities in the Trust are sold pursuant to Sections 3.07 or
8.02 hereof or if there are excess proceeds remaining after meeting
redemption requests pursuant to Section 5.02, and the net proceeds
of any such sale are not otherwise reinvested as provided in such
Sections, the net proceeds of any such sale may be reinvested, if in
the opinion of the Depositor it is in the best interests of the
Unitholders to do so, in short term U.S. Treasury obligations
maturing on or prior to the next succeeding Capital Distribution
Date or, if earlier, December 31 of the year of purchase (the
"Reinvestment Securities")."
(8) The number of Units of a Trust referred to in Section 2.03 is as set
forth under "Essential Information--Number of Units" in the
Prospectus.
(9) For the purposes of Section 6.01(g), the liquidation amount is the
amount set forth under "Essential Information--Minimum Value of Trust
under which Trust Agreement may be Terminated" in the Prospectus.
(10) The following subsections are hereby added to Section 1.01:
-2-
<PAGE>
(32) "Equity Trust" shall mean the Trust comprised entirely of
Equity Securities.
(33) "Equity and Treasury Trust" shall mean the Trust comprised of
Equity Securities and Zero Coupon Obligations.
(34) "Zero Coupon Obligations" shall mean any zero coupon bonds,
i.e., obligations which accrue but do not pay income currently, are
sold at a discount from principal value and represent an obligation
to receive the principal value thereof at a future date, issued by
the U.S. government, which are deposited in the Equity and Treasury
Trust. Only Zero Coupon Obligations which, if certificated, are or
may be registered and held by the Trustee in book entry form on the
registration books of a bank, governmental entity or clearing house
which it is authorized to use as custodian of assets of a unit
investment trust pursuant to the Investment Company Act of 1940
shall be eligible for deposit in any Equity and Treasury Trust.
(11) Section 1.01(20) is hereby replaced with the following:
(20) "Percentage Ratio" shall mean, for each Trust which will issue
additional Units pursuant to Section 2.03 hereof, (a) the actual
number of shares of each Equity Security as a percent of all shares
of Equity Securities existing on the Initial Date of Deposit with
respect to the Equity Trust and (b) the percentage relationship
existing on the Initial Date of Deposit among the maturity value per
Unit of the Zero Coupon Obligations, each Equity Security per Unit
as a percent of all shares of Equity Securities and the sum of the
maturity value per Unit of the Zero Coupon Obligations and all
Equity Securities attributable to each Unit with respect to the
Equity and Treasury Trust. The Percentage Ratio shall be adjusted to
the extent necessary, and may be rounded, to reflect the occurrence
of a stock dividend, a stock split or a similar event which affects
the capital structure of the issuer of an Equity Security.
(12) Section 1.01(24) is hereby replaced by the following:
(24) "Securities" shall mean (a) Zero Coupon Obligations and Equity
Securities deposited in the Select Equity and Treasury Trust and
shall mean the Equity Securities deposited in the Select Equity
Trust, which Securities are listed in the various Schedules to the
Trust Agreement or are deposited in the Trust pursuant to
Section 2.01(b) hereof, (b) Replacement Securities acquired pursuant
to Section 3.11 hereof, as may from time to time to be construed to
be held as part of the Trust and (c) distributions of the same
securities.
(13) The following shall be added immediately after the first paragraph of
Section 2.01(b):
-3-
<PAGE>
In connection with any deposit pursuant to this Section 2.01(b) in
the Equity and Treasury Trust, the Depositor shall be obligated to
determine that the maturity value of the Zero Coupon Obligations
included in the deposit, divided by the number of Units created by
reason of the deposit, shall equal at least $10.00.
(14) Notwithstanding anything to the contrary in the Standard Terms and
Conditions of Trust, Zero Coupon Obligations may be sold in connection
with Section 3.07 only upon the occurrence of the events described in
Section 3.07(a)(vi) and (vii).
(15) Section 3.11(a) is hereby replaced with the following:
(a) The Replacement Securities shall be Zero Coupon Obligations or
Equity Securities as originally selected for deposit in that
series of the Trust and any Replacement Securities which are Zero
Coupon Obligations must have the same maturity value as the Failed
Contract Security and, as close as is reasonably practical, the
same maturity date, which must be on or prior to the Mandatory
Termination Date;
(16) The following shall be added immediately following Section 3.15:
Section 3.16. Abatement of Compensation of the Trustee, Evaluator
and Supervisory Servicer in the Equity and Treasury Trust. With
respect to the Equity and Treasury Trust, to the extent the cash
balances of the Income and Capital Accounts and the proceeds of sale
of Securities other than the Zero Coupon Obligations shall be
insufficient to pay all expenses of such Trust provided for herein,
such expenses shall be paid in the following order: (a) expenses and
disbursements incurred by, and indemnification due, the Trustee,
including legal and auditing expenses and such amounts as the
Trustee may reasonably require as a reserve for future expenses,
including any reserve for its indemnification, (b) compensation of
the Trustee for extraordinary services, (c) compensation of the
Trustee for its ordinary services, (d) compensation of the
Evaluator, and (e) compensation of the Supervisory Servicer and
Depositor's counsel; provided, further that notwithstanding any
other provision to the contrary herein and that in the event of such
insufficiency, the Trustee shall continue to pay out of its own
assets all expenses of such Trust in order that no Zero Coupon
Obligations be sold to pay the fees and expenses of the Equity and
Treasury Trust unless the amount distributable upon maturity or sale
of such Zero Coupon Obligations shall be not less than $10.00 per
Unit. The parties hereto agree that in the event that their fees and
expenses are abated pursuant to this Section 3.16, they forever
waive any right to reimbursement for such fees and expenses abated.
-4-
<PAGE>
(17) Notwithstanding anything to the contrary in the Standard Terms and
Conditions of Trust, during the initial offering period of the Equity
and Treasury Trust, the Evaluation (defined in Section 4.01) of the
Zero Coupon Obligations shall be made on the basis of the current
offering prices for the Zero Coupon Obligations as obtained from
investment dealers or brokers who customarily deal in securities
comparable to those held by the Trust, if offering prices are not
available for the Zero Coupon Obligations, on the basis of offering
price for comparable securities or by determining the valuation of the
Zero Coupon Obligations on the offering side of the market by
appraisal or by any combination of the above. Notwithstanding anything
to the contrary in the Standard Terms and Conditions of Trust, after
the initial offering period, for purposes of the Evaluations required
by Section 5.01 in determining Redemption Value and Unit Value,
Evaluation of the Zero Coupon Obligations shall be made in the manner
described above, on the basis of current bid prices for the Zero
Coupon Obligations.
(18) The following shall be added at the end of the third sentence of the
second paragraph of Section 5.02: ", provided however, that with
respect to the Equity and Treasury Trust Zero Coupon Obligations may
not be sold unless the Depositor, which may rely on the advice of the
Supervisory Servicer, has determined that the face value of the Zero
Coupon Obligations remaining after such proposed sale, divided by the
number of Units outstanding after the tendered Units are redeemed,
shall equal or exceed $10.00; a written certification as to such
determination shall be executed by the Depositor and preserved in the
Trust records. In the event that (i) Zero Coupon Obligations may not
be sold to fund a redemption of Units pursuant to the preceding
sentence, and (ii) no other Trust assets are available for liquidation
to fund such redemption, the Trustee will advance to such Trust such
amounts as may be necessary to pay the Redemption Value of the
tendered Units. The Trustee shall be reimbursed the amount of any such
advance from such Trust as soon as Zero Coupon Obligations may be sold
in such amount as will not reduce the face amount of Zero Coupon
Obligations still held in such Trust below the amount required to
distribute $10.00 per Unit from the proceeds of the sale or maturity
of the Zero Coupon Obligations upon the termination of such Trust on
the Mandatory Termination Date. The Trustee shall be deemed to be the
beneficial owner of the Zero Coupon Obligations held in a Trust to the
extent of all amounts advanced by it pursuant to this Section 5.02,
and such advances shall be secured by a lien on such Trust prior to
the interest of Unitholders, provided, however, that the Trustee's
beneficial interest in such Trust and the lien securing such interest
shall not at any time exceed such amount as would reduce the amount
distributable from such Trust upon maturity or sale of Zero Coupon
Obligations upon the termination of such Trust on the Mandatory
Termination Date to less than $10.00 per Unit."
(19) The following shall be added at the end of the second sentence of the
seventh paragraph of Section 5.02: "and cash from the Capital Account
equal to such
-5-
<PAGE>
Unitholder's pro rata share of the then outstanding principal value of
the Zero Coupon Obligations".
(20) The following shall be added immediately before the first sentence of
the fifth paragraph of Section 8.02: "The Trustee will liquidate the
Zero Coupon Obligations then held, if any, as the Sponsor shall
direct."
-6-
<PAGE>
IN WITNESS WHEREOF, the parties hereto have caused this Trust Agreement to
be duly executed.
EVEREN Securities, Inc.,
Depositor
By: Robert K. Burke
----------------------------
Senior Vice President
THE BANK OF NEW YORK,
Trustee
By: Ted Rudish
----------------------------
Vice President
-7-
<PAGE>
SCHEDULE A
SECURITIES INITIALLY DEPOSITED
EVEREN UNIT INVESTMENT TRUSTS
SERIES 49
(Note: Incorporated herein and made a part hereof is the "Portfolios" as
set forth in the Prospectus.)
<PAGE>
CHAPMAN AND CUTLER
111 WEST MONROE STREET
CHICAGO, ILLINOIS 60603
June 25, 1996
EVEREN Unit Investment Trusts,
a service of EVEREN Securities, Inc.
77 West Wacker Drive, 29th Floor
Chicago, Illinois 60601
Re: EVEREN Unit Investment Trusts Series 49
---------------------------------------
Gentlemen:
We have served as counsel for EVEREN Unit Investment Trusts, a service of
EVEREN Securities, Inc., as Sponsor and Depositor of EVEREN Unit Investment
Trusts Series 49 (the "Fund"), in connection with the preparation, execution and
delivery of the Trust Agreement dated the date of this opinion between EVEREN
Unit Investment Trusts, a service of EVEREN Securities, Inc., as Depositor, and
The Bank of New York, as Trustee, pursuant to which the Depositor has delivered
to and deposited the Securities listed in the Schedule to the Trust Agreement
with the Trustee and pursuant to which the Trustee has issued to or on the order
of the Depositor a certificate or certificates representing all the Units of
fractional undivided interest in, and ownership of, the Fund, created under said
Trust Agreement.
In connection therewith we have examined such pertinent records and
documents and matters of law as we have deemed necessary in order to enable us
to express the opinions hereinafter set forth.
Based upon the foregoing, we are of the opinion that:
1. The execution and delivery of the Trust Agreement and the execution
and issuance of certificates evidencing the Units of the Fund have
been duly authorized; and
2. The certificates evidencing the Units of the Fund, when duly
executed and delivered by the Depositor and the Trustee in
accordance with the aforementioned Trust Agreement, will constitute
valid and binding obligations of the Fund and the Depositor in
accordance with the terms thereof.
<PAGE>
We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement (File No. 333-05381) relating to the Units referred to
above and to the use of our name and to the reference to our firm in said
Registration Statement and in the related Prospectus.
Respectfully submitted,
CHAPMAN AND CUTLER
<PAGE>
CHAPMAN AND CUTLER
111 West Monroe Street
Chicago, Illinois 60603
June 25, 1996
EVEREN Unit Investment Trusts,
a service of EVEREN Securities, Inc.
77 West Wacker Drive
Chicago, Illinois 60603
The Bank of New York
101 Barclay Street
New York, New York 10286
Re: EVEREN Unit Investment Trusts Series 49
Gentlemen:
We have acted as counsel for EVEREN Unit Investment Trusts, a service of
EVEREN Securities, Inc. as Sponsor and Depositor of EVEREN Unit Investment
Trusts Series 49 (the "Fund"), in connection with the issuance of units of
fractional undivided interests in the Indiana Growth Securities Trust 996 Series
and Indiana Growth & Treasury Securities Trust 1996 Series (the "Trust"), under
a Trust Agreement, dated June 25, 1996 (the "Indenture"), between EVEREN Unit
Investment Trusts, a service of EVEREN Securities, Inc., as Depositor and
Evaluator, and The Bank of New York, as Trustee.
In this connection, we have examined the Registration Statement, the form
of Prospectus proposed to be filed with the Securities and Exchange Commission,
the Indenture and such other instruments and documents we have deemed pertinent.
The opinions expressed herein assume that the Trust will be administered, and
investments by the Trust from proceeds of subsequent deposits, if any, will be
made, in accordance with the terms of the Indenture. Indiana Growth Securities
Trust 1996 Series holds Equity Securities and Indiana Growth & Treasury
Securities Trust 1996 Series holds both Treasury Obligations and Equity
Securities (collectively, the "Securities") as such terms are defined in the
Prospectus.
Based upon the foregoing and upon an investigation of such matters of law
as we consider to be applicable, we are of the opinion that, under existing
federal income tax law:
I. The Trust is not an association taxable as a corporation for
Federal income tax purposes; each Unitholder will be treated as the owner
of a pro rata portion of the assets of the Trust under the Internal Revenue
Code of 1986 (the "Code"); the income of the Trust will be treated as
income of the Unitholders thereof
<PAGE>
under the Code; and an item of Trust income will have the same character in the
hands of a Unitholder as it would have in the hands of each Trustee. Each
Unitholder will be considered to have received his pro rata share of income
derived from the Trust asset when such income is received by the Trust.
II. Each Unitholder will have a taxable event when the Trust disposes of a
Security (whether by sale, exchange, liquidation, redemption, or payment at
maturity) or upon the sale or redemption of Units by such Unitholder. The price
a Unitholder pays for his Units is allocated among his pro rata portion of each
Security held by the Trust (in proportion to the fair market values thereof on
the date the Unitholder purchases his Units) in order to determine his initial
tax basis for his pro rata portion of each Security held by the Trust. The
Treasury Obligations are treated as bonds that were originally issued at an
original issue discount. Because the Treasury Obligations represent interest in
"stripped" U.S. Treasury bonds, a Unitholder's initial cost for his pro rata
portion of each Treasury Obligation held by the Trust (determined at the time he
acquires his Units, in the manner described above) shall be treated as its
"purchase price" by the Unitholder. Under the special rules relating to stripped
bonds, original issue discount is effectively treated as interest for Federal
income tax purposes and the amount of original issue discount in this case is
generally the difference between the bond's purchase price and its stated
redemption price at maturity. A Unitholder will be required to include in gross
income for each taxable year the sum of his daily portions of original issue
discount attributable to the Treasury Obligations held by the Trust as such
original issue discount accrues and will, in general, be subject to Federal
income tax with respect to the total amount of such original issue discount that
accrues for such year even though the income is not distributed to the
Unitholders during such year to the extent it is greater than or equal to a "de
minimis" amount determined under a Treasury Regulation (the "Regulation") issued
on December 28, 1992 as described below. To the extent the amount of such
discount is less than the respective "de minimis" amount, such discount shall be
treated as zero. In general, original issue discount accrues daily under a
constant interest rate method which takes into account the semi-annual
compounding of accrued interest. In the case of the Treasury Obligations, this
method will generally result in an increasing amount of income to the
Unitholders each year. For Federal income tax purposes, a Unitholder's pro rata
portion of dividends as defined by Section 316 of the Code paid by a corporation
with respect to an Equity Security held by the Trust is taxable as ordinary
income to the extent of such corporation's current and accumulated "earnings and
profits." A Unitholder's pro rata portion of dividends paid on such Equity
Security which exceeds such current and accumulated earnings and profits will
first reduce a Unitholder's tax basis in such Security, and to the extent that
such dividends exceed a Unitholder's tax basis in such Security shall be treated
as capital gain. In general, any such capital gain will be short term unless a
Unitholder has held his units for more than one year.
<PAGE>
III. A unitholder's portion of gain, if any, upon the sale or
redemption of Units or the disposition of Securities held by the Trust will
generally be considered a capital gain except in the case of a dealer or a
financial institution and will be long-term if the Unitholder has held his
Units for more than one year (the date of on which the Units are acquired
(i.e., the "trade date") is excluded for purposes of determining whether
the Units have been held for more than one year.). A Unitholder's portion
of loss, if any, upon the sale or redemption of Units or the disposition of
Securities held by a Trust will generally be considered a capital loss
(except in the case of a dealer or a financial institution) and will be
generally long-term if the Unitholder has held his Units for more than one
year.
The Code provides a complex set of rules governing the accrual of original
issue discount, including special rules relating to "stripped" debt instruments
such as the Treasury Obligations. These rules provide that original issue
discount generally accrues on the basis of a constant compound interest rate
over the term of the Security. Special rules apply if the purchase price of a
Treasury Obligation exceeds its original issue price plus the amount of original
issue discount which would have previously accrued, based upon its issue price
(its "adjusted issue price"). Similarly, these special rules would apply to a
Unitholder if the tax basis of his pro rata portion of a Treasury Obligation
issued with original issue discount exceeds his pro rata portion of its adjusted
issue price. In addition, as discussed above, the Regulation provides that the
amount of original issue discount on a stripped bond is considered zero if the
actual amount of original issue discount on such stripped bond as determined
under Section 1286 of the Code is less than a "de minimis" amount, which, the
Regulation provides, is the product of (i) 0.25 percent of the stated redemption
price at maturity and (ii) the number of full years from the date the stripped
bond is purchased (determined separately for each new purchaser thereof) to the
final maturity date of the bond.
Each Unitholder's pro rata share of each expense paid by the Trust is
deductible by the Unitholder to the same extent as though the expense had been
paid directly by him, subject to the following limitation. It should be noted
that as a result of the Tax Reform Act of 1986, certain miscellaneous itemized
deductions, such as investment expenses, tax return preparation fees and
employee business expenses will be deductible by an individual only to the
extent they exceed 2% of such individual's adjusted gross income. Unitholders
may be required to treat some or all of the expenses of the Trust as
miscellaneous itemized deductions subject to this limitation.
The scope of this opinion is expressly limited to the matters set forth
herein, and, except as expressly set forth above, we express no opinion with
respect to any other taxes, including state or local taxes or collateral tax
consequences with respect to the purchase, ownership and disposition of Units.
<PAGE>
We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement (File No. 333-05381) relating to the Units referred to
above and to the use of our name and to the reference to our firm in said
Registration Statement and in the related Prospectus.
Very truly yours
Chapman and Cutler
MJK/cjw
<PAGE>
EXHIBIT 4.1
INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS' CONSENT
-------------------------------------------------
We have issued our report dated June 25, 1996 on the statements of
condition and related portfolios of EVEREN Unit Investment Trusts Series 49 as
of June 25, 1996 contained in the Registration Statement on Form S-6 and in the
Prospectus. We consent to the use of our report in the Registration Statement
and in the Prospectus and to the use of our name as it appears under the caption
"Independent Certified Public Accountants".
GRANT THORNTON LLP
Chicago, Illinois
June 25, 1996
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 6
<LEGEND> This schedule contains summary financial information extracted from
Amendment Number 1 to Form S-6 and is qualified in its entirety by reference to
such Amendment Number 1 to Form S-6.
</LEGEND>
<SERIES>
<NAME> City Securities Corporation, Indiana Growth & Treasury
Securities Trust 1996 Series
<NUMBER> 01
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> OTHER
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JUN-25-1996
<PERIOD-END> JUN-25-1996
<INVESTMENTS-AT-COST> 226,207
<INVESTMENTS-AT-VALUE> 226,207
<RECEIVABLES> 0
<ASSETS-OTHER> 16,474
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 242,681
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 16,474
<TOTAL-LIABILITIES> 16,474
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 226,207
<SHARES-COMMON-STOCK> 25,038
<SHARES-COMMON-PRIOR> 0
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 226,207
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 0
<OTHER-INCOME> 0
<EXPENSES-NET> 0
<NET-INVESTMENT-INCOME> 0
<REALIZED-GAINS-CURRENT> 0
<APPREC-INCREASE-CURRENT> 0
<NET-CHANGE-FROM-OPS> 0
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED> 0
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> 0
<ACCUMULATED-NII-PRIOR> 0
<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>
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 6
<LEGEND> This schedule contains summary financial information extracted from
Amendment Number 1 to Form S-6 and is qualified in its entirety by reference to
such Amendment Number 1 to Form S-6.
</LEGEND>
<SERIES>
<NAME> City Securities Corporation, Indiana Growth Securities
Trust 1996 Series
<NUMBER> 02
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> OTHER
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JUN-25-1996
<PERIOD-END> JUN-25-1996
<INVESTMENTS-AT-COST> 250,749
<INVESTMENTS-AT-VALUE> 250,749
<RECEIVABLES> 0
<ASSETS-OTHER> 16,474
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 267,223
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 16,474
<TOTAL-LIABILITIES> 16,474
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 250,749
<SHARES-COMMON-STOCK> 27,755
<SHARES-COMMON-PRIOR> 0
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 250,749
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 0
<OTHER-INCOME> 0
<EXPENSES-NET> 0
<NET-INVESTMENT-INCOME> 0
<REALIZED-GAINS-CURRENT> 0
<APPREC-INCREASE-CURRENT> 0
<NET-CHANGE-FROM-OPS> 0
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 0
<NUMBER-OF-SHARES-REDEEMED> 0
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> 0
<ACCUMULATED-NII-PRIOR> 0
<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>
