<PAGE>
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON JUNE 6, 1996
REGISTRATION NO. 333-
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-1004
----------------
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 An indefinite number of Indefinite $500.00
49 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.
[_] Check box if it is proposed that this filing will become effective at 2:00
P.M. on , 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>
++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++
+INFORMATION CONTAINED HEREIN IS SUBJECT TO COMPLETION OR AMENDMENT. A +
+REGISTRATION STATEMENT RELATING TO THESE SECURITIES HAS BEEN FILED WITH THE +
+SECURITIES AND EXCHANGE COMMISSION. THESE SECURITIES MAY NOT BE SOLD NOR MAY +
+OFFERS TO BUY BE ACCEPTED PRIOR TO THE TIME THE REGISTRATION STATEMENT +
+BECOMES EFFECTIVE. THIS PROSPECTUS SHALL NOT CONSTITUTE AN OFFER TO SELL OR +
+THE SOLICITATION OF AN OFFER TO BUY NOR SHALL THERE BE ANY SALE OF THESE +
+SECURITIES IN ANY STATE IN WHICH SUCH OFFER, SOLICITATION OR SALE WOULD BE +
+UNLAWFUL PRIOR TO REGISTRATION OR QUALIFICATION UNDER THE SECURITIES LAWS OF +
+ANY SUCH STATE. +
++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++
PRELIMINARY PROSPECTUS DATED JUNE 6, 1996
SUBJECT TO COMPLETION
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 have significant business ties to 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 have significant
business ties to 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 , 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" (as may be adjusted
pursuant to footnote 1 thereto). 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 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 , 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 , 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 , 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.....
Number of Units (1)......
Fractional Undivided
Interest Per Unit (1)...
Public Offering Price:
Aggregate Value of
Securities in Portfolio
(2)....................
Aggregate Value of
Securities per Unit....
Plus sales charge of
4.90% (5.152% of net
amount invested).......
Public Offering Price
Per Unit (3)...........
Redemption Price Per
Unit....................
Sponsor's Initial
Repurchase Price Per
Unit....................
Excess of Public Offering
Price Per Unit over
Redemption Price Per
Unit....................
Excess of Public Offering
Price Per Unit over
Sponsor's Initial
Repurchase Price Per
Unit....................
Calculation of Estimated
Net Annual Dividends Per
Unit: (4)
Estimated Gross Annual
Dividends per Unit.....
Less: Estimated Annual
Expense per Unit.......
Estimated Net Annual
Dividends per Unit.....
Mandatory Termination
Date.................... February 15, 2007 August , 2004
Estimated Annual
Organizational Expenses
per Unit(5).............
Minimum Value of Trust
under which Trust
Agreement may be
Terminated.............. 40% of aggregate value of Securities at deposit
Liquidation Period....... Feb 15 to Mar 15, 2007 Aug 1 to Sept 1, 2004
Evaluator's Annual
Evaluation Fee.......... Maximum of $0.0030 per Unit
Trustee's Annual Fee..... $0.0080 per Unit
Record and Computation
Dates (6)............... LAST day of December
Distribution Dates (6)... FIFTEENTH day of January
</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) As of the close of business on the Initial Date of Deposit, the number of
Units of the Trusts may be adjusted so that the Public Offering Price per
Unit will equal approximately $10. Therefore, to the extent of any such
adjustment the fractional undivided interest per Unit will increase or
decrease accordingly, from the amounts indicated above.
(2) Each Equity Security is valued at the closing offer price. The Treasury
Obligations are valued at their aggregate offering side evaluation.
(3) 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.
(4) 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.
(5) 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.
(6) Distributions from the Income Account, if any, will be made annually
commencing on January 15, 1997. 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 have significant business ties
to 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 $ 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 $ 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 have significant business ties to 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 % Treasury Obligations and
approximately % 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 have significant business ties to
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 have significant business ties to
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 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, 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 date the
Unitholder purchases his Units) in order to determine his 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 (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). 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.
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.
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.
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
10
<PAGE>
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. 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 would be deemed an exchange of such Unitholder's pro
rata portion of each of the shares of stock and other assets held by such
Trust in exchange for 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.
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<PAGE>
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
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.
Unitholders will be notified annually of the amounts of original issue
discount (in the case of the Growth & Treasury Trust) and income dividends
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.
Unitholders should consult their tax advisors regarding potential state or
local taxation with respect to the Units.
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
13
<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 the
15th day of January of each year on a pro rata basis to Unitholders of record
as of the preceding record date (which will be the last day of December). 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 date
applicable to any distribution in order to be in effect for such Record 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 and is a leading authority in the field of tax-
exempt finance in Indiana. City Securities Corporation is also an active
participant in the underwriting and distribution of national issues which
affect Hoosier investors, having managed or co-managed over 60% of the tax-
exempt municipal bonds underwritten in Indiana in recent years.
The company offers a full range of innovative investment products and
services...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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<PAGE>
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 not charge the Trusts any fees for services performed as
Sponsor. The Sponsor will receive a portion of the sale commissions paid in
connection with the purchase of Units and will share in profits, if any,
related to the deposit of Securities in the Trusts.
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 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
25
<PAGE>
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 , 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 , 1996, in conformity with generally accepted
accounting principles.
GRANT THORNTON LLP
Chicago, Illinois
, 1996
27
<PAGE>
STATEMENTS OF CONDITION
AT THE OPENING OF BUSINESS ON , 1996, THE INITIAL DATE OF DEPOSIT
<TABLE>
<CAPTION>
GROWTH &
TREASURY GROWTH
TRUST TRUST
-------- --------
TRUST PROPERTY
<S> <C> <C>
Contracts to purchase Securities (1) (2)..................... $ $
Organizational costs (3).....................................
-------- --------
Total.................................................... $ $
======== ========
NUMBER OF UNITS..............................................
======== ========
LIABILITY AND INTEREST OF UNITHOLDERS
Liability--
Accrued organizational costs (3)........................... $ $
Interest of Unitholders--
Cost to investors (4)......................................
Less: Gross underwriting commission (4)....................
-------- --------
Net interest to Unitholders (1) (2) (4)....................
-------- --------
Total.................................................... $ $
======== ========
</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 $ )
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 $ 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 , 1996
<TABLE>
<CAPTION>
PERCENTAGE
NUMBER OF AGGREGATE MARKET VALUE PER COST OF
OF NAME OF ISSUER OF OFFERING SHARE OF SECURITIES
SHARES EQUITY SECURITIES SYMBOL PRICE EQUITY SECURITIES TO TRUST
------ ----------------- ------ ------------- ----------------- ------------
<C> <S> <C> <C> <C> <C>
American States ASX 2%-3% $ $
Amoco AN 2%-3%
Ball Corp. BLL 2%-3%
Bindley Western BDY 2%-3%
Biomet BMET 2%-3%
Brightpoint CELL 2%-3%
Central
Newspapers ECP 2%-3%
Conseco, Inc. CNC 2%-3%
Cummins Engine CUM 2%-3%
Duke Realty
Investments DRE 2%-3%
Eli Lilly &
Company LLY 2%-3%
First Indiana
Corp FISB 2%-3%
Great Lakes
Chemical GLK 2%-3%
Guidant Corp. GDT 2%-3%
Hillenbrand
Ind. HB 2%-3%
Lilly
Industries--
Class A LI 2%-3%
Lincoln
National LNC 2%-3%
Union
Acceptance UACA 2%-3%
Wabash National WNC 2%-3%
------------- ---------
38%-57% $
============= =========
<CAPTION>
PERCENTAGE COST OF
OF AGGREGATE MARKET VALUE OF TREASURY
MATURITY NAME OF ISSUER AND TITLE OFFERING TREASURY OBLIGATIONS
VALUE OF SECURITY (1) PRICE SECURITIES TO TRUST (2)
-------- ------------------------ ------------- ----------------- ------------
<C> <S> <C> <C> <C> <C>
Zero coupon U.S.
Treasury bonds
maturing February 15,
$ 2007.................... 43%-62% $
Total Cost
of Securities
to Trust(2).. $ --
=========
</TABLE>
29
<PAGE>
INDIANA GROWTH SECURITIES TRUST 1996 SERIES
PORTFOLIO AS OF , 1996
<TABLE>
<CAPTION>
PERCENTAGE
NUMBER OF AGGREGATE MARKET VALUE PER COST OF
OF NAME OF ISSUER OF OFFERING SHARE OF SECURITIES
SHARES EQUITY SECURITIES SYMBOL PRICE EQUITY SECURITIES TO TRUST
------ ----------------- ------ ------------ ----------------- ----------
<C> <S> <C> <C> <C> <C>
American States ASX 4%-6% $ $
Amoco AN 4%-6%
Ball Corp. BLL 4%-6%
Bindley Western BDY 4%-6%
Biomet BMET 4%-6%
Brightpoint CELL 4%-6%
Central Newspapers ECP 4%-6%
Conseco, Inc. CNC 4%-6%
Cummins Engine CUM 4%-6%
Duke Realty
Investments DRE 4%-6%
Eli Lilly & Company LLY 4%-6%
First Indiana Corp FISB 4%-6%
Great Lakes Chemical GLK 4%-6%
Guidant Corp. GDT 4%-6%
Hillenbrand Ind. HB 4%-6%
Lilly Industries--
Class A LI 4%-6%
Lincoln National LNC 4%-6%
Union Acceptance UACA 4%-6%
Wabash National WNC 4%-6%
------ --------
100.00% $
====== ========
</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 , 1996 and all have an expected settlement date of
, 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............................ $ $
Growth Trust....................................... $ $
</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.................................................. 24
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.
<PAGE>
City Securities Corporation
Indiana Growth & Treasury
Securities Trust 1996 Series
Indiana Growth & Securities
Trust 1996 Series
Prospectus , 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 (to be filed by amendment).
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 (to be filed by amendment).
4.1. Consent of Grant Thornton LLP (to be filed by amendment).
Financial Data Schedule (to be filed by amendment).
</TABLE>
S-1
<PAGE>
SIGNATURES
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 6TH 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 6, 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
