DEFINED ASSET FUNDS MUNICIPAL INVT TR FD MULTISTATE SER 92, 497, 1997-10-06

DEFINED ASSET FUNDS MUNICIPAL INVT TR FD MULTISTATE SER 92
497, 1997-10-06

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DEFINED ASSET FUNDSSM
- --------------------------------------------------------------------------------

MUNICIPAL INVESTMENT This Defined Fund consists of fixed portfolios of
TRUST FUND long-term bonds issued by a single state and its
MULTISTATE SERIES--92 local governments and authorities or by certain
(UNIT INVESTMENT U.S. territories or possessions. Each Trust is
TRUSTS) formed to provide interest income which in the
- ------------------------------opinion of bond or local counsel is, with certain
/ / DESIGNED FOR exceptions, exempt from Federal income taxes and
TAX-FREE INCOME from certain state and local taxes of the State
/ / DEFINED PORTFOLIOS OF for which the Trust is named but may be subject to
MUNICIPAL BONDS other state and local taxes. There is no assurance
/ / MONTHLY INCOME that this objective will be met because it is
FLORIDA INSURED TRUST subject to the continuing ability of issuers of
NEW YORK INSURED TRUST the bonds to meet their principal and interest
OHIO INSURED TRUST requirements. Furthermore, the market value of the
bonds, and therefore the value of the Units, will
fluctuate with changes in interest rates and other
factors. Each Trust is insured. This insurance
guarantees the timely payment of principal and
interest on but does not guarantee the market
value of the bonds or the value of the Units.
Minimum Purchase: One Unit

-------------------------------------------------
THESE SECURITIES HAVE NOT BEEN APPROVED OR
DISAPPROVED BY THE SECURITIES AND EXCHANGE
COMMISSION OR ANY STATE SECURITIES COMMISSION NOR
HAS THE COMMISSION OR ANY STATE SECURITIES
COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY
OF THIS DOCUMENT. ANY REPRESENTATION TO THE
CONTRARY IS A CRIMINAL OFFENSE.
-------------------------------------------------
SPONSORS: PART A OF THIS PROSPECTUS MAY NOT BE DISTRIBUTED
Merrill Lynch, UNLESS ACCOMPANIED BY MUNICIPAL INVESTMENT TRUST
Pierce, Fenner & Smith FUND PROSPECTUS PART B.
Incorporated INVESTORS SHOULD READ BOTH PARTS OF THIS
Smith Barney Inc. PROSPECTUS CAREFULLY AND RETAIN THEM FOR FUTURE
Prudential Securities REFERENCE.
Incorporated INQUIRIES SHOULD BE DIRECTED TO THE TRUSTEE AT
Dean Witter Reynolds Inc. 1-800-323-1508.
PaineWebber Incorporated PROSPECTUS PART A DATED OCTOBER 3, 1997.

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Def ined Asset FundsSM
Defined Asset Funds are America's oldest and largest family of unit investment
trusts, with over $115 billion sponsored over the last 25 years. Each Defined
Asset Fund is a portfolio of preselected securities. Each portfolio is divided
into 'units' representing equal shares of the underlying assets. Each unit
receives an equal share of income and principal distributions.

Defined Asset Funds offer several defined 'distinctives'. You know in advance
what you are investing in and that changes in the portfolio are limited - a
defined portfolio. Most defined bond funds pay interest monthly - defined
income. The portfolio offers a convenient and simple way to invest - simplicity
defined.

Your financial professional can help you select a Defined Asset Fund to meet
your personal investment objectives. Our size and market presence enable us to
offer a wide variety of investments. The Defined Asset Funds family offers:

o Municipal portfolios
o Corporate portfolios
o Government portfolios
o Equity portfolios
o International portfolios

The terms of Defined Funds are as short as one year or as long as 30 years.
Special defined funds are available including: insured funds, double and triple
tax-free funds and funds with 'laddered maturities' to help protect against
changing interest rates. Defined Asset Funds are offered by prospectus only.
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Defined Multistate Series
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Our defined portfolios of municipal bonds offer you a simple and convenient way
to earn tax-free monthly income. By purchasing Defined Asset Funds, you not only
receive professional selection but also gain the advantage of reduced risk by
investing in bonds of several different issuers.

INVESTMENT OBJECTIVE

To provide interest income exempt from regular federal income taxes through
investment in a fixed portfolio consisting primarily of municipal bonds issued
by or on behalf of a single state and its local governments and authorities.
Units may also be exempt from certain state and local taxes for residents of the
State.

DIVERSIFICATION

Each Portfolio contains a number of different bond issues. Spreading your
investment among different issuers reduces your risk, but does not eliminate it,
especially since each Portfolio contains bonds of only one State. Because of
maturities, sales or other dispositions of bonds, the size, composition and
return of the Portfolio will change over time. The information in this
prospectus is as of June 30, 1997, the evaluation date.
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Defining Your Portfolio
- ----------------------------------------------------------------

PROFESSIONAL SELECTION AND SUPERVISION

Each Portfolio contains a variety of bonds selected by experienced buyers. The
Fund is not actively managed; however, it is regularly reviewed and a bond can
be sold if retaining it is considered detrimental to investors' interests.

MONTHLY FEDERALLY TAX-FREE INTEREST INCOME

Each Portfolio pays monthly income, even though the bonds generally pay interest
semi-annually.

INSURANCE

The bonds included in each Trust are insured. This insurance guarantees the
timely payment of principal and interest on the bonds, but does not guarantee
the value of the bonds or the units. Insurance may not cover accelerated
payments of principal or any increase in interest payments or premiums payable
on mandatory redemptions, including if interest on a bond is determined to be
taxable. (See Bonds Backed by Letters of Credit or Insurance in Part B).

BOND CALL FEATURES

It is possible that during periods of falling interest rates, a bond with a
coupon higher than current market rates will be prepaid or 'called', at the
option of the bond issuer, before its expected maturity. When bonds are
initially callable, the price is usually at a premium to par which then declines
to par over time. Bonds may also be subject to a mandatory sinking fund or have
extraordinary redemption provisions. For example, if the bond's proceeds are not
able to be used as intended the bond may be redeemed. This redemption and the
sinking fund are often at par.

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CALL PROTECTION

Although many bonds are subject to optional refunding or call provisions, we
selected bonds with call protection. This call protection means that any bond in
a Portfolio generally cannot be called for a number of years after the initial
date of deposit (which was July 20, 1995) and thereafter at a declining premium
over par.

TAX INFORMATION

Based on the opinion of bond or local counsel, interest income from the bonds
held by this Fund is generally 100% exempt under existing laws from regular
federal income tax and certain state and local personal income taxes for
residents of a particular State. Any gain on a disposition of the underlying
bonds or units will be subject to tax.

Under the recently enacted Taxpayer Relief Act of 1997, an investor who is an
individual and has held his pro rata portions of bonds for more than eighteen
months may be entitled to a 20% maximum federal tax rate for gains from the sale
of these bonds or corresponding Units. Investors should consult their tax
advisers in this regard.
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Defining Your Investment
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PUBLIC OFFERING PRICE

The Public Offering Price as of the evaluation date, is based on the aggregate
bid side value of the underlying bonds in the Portfolio, divided by the number
of units outstanding, plus a sales charge. The Public Offering Price on any
subsequent date will vary. An amount equal to principal cash, if any, as well as
net accrued but undistributed interest on the unit is added to the Public
Offering Price. The underlying bonds are evaluated by an independent evaluator
at 3:30 p.m. Eastern time on every business day.

REINVESTMENT OPTION

You can elect to automatically reinvest your distributions into a separate
portfolio of federally tax-exempt bonds. Most or all of the bonds in that
portfolio, however, will not be insured or exempt from state and local taxes.
Reinvesting helps to compound your income free of federal income taxes.

PRINCIPAL DISTRIBUTIONS

Principal from sales, redemptions and maturities of bonds in each Trust will be
distributed to investors periodically when the amount to be distributed is more
than $5.00 per unit.

REDEEMING OR SELLING YOUR INVESTMENT

You may redeem or sell your units at any time. Your price is based on the then
current net asset value of the Portfolio (based on the lower bid side evaluation
of the bonds, as determined by an independent evaluator), plus principal cash,
if any, as well as accrued interest. There is no fee for redeeming or selling
your units.
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Defining Your Risks
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RISK FACTORS

Unit price fluctuates and could be adversely affected by increasing interest
rates as well as the financial condition of the issuers of the bonds and any
insurance companies backing certain of the bonds. Because of the possible
maturity, sale or other disposition of securities, the size, composition and
return of the portfolio may change at any time. Because of the sales charges,
returns of principal and fluctuations in unit price, among other reasons, the
sale price will generally be less than the cost of your units. Unit prices could
also be adversely affected if a limited trading market exists in any security to
be sold. There is no guarantee that the Fund will achieve its investment
objective.

In addition, each Portfolio has fewer bond issues than a national fund, and is
concentrated in bonds of issuers located in only one State. There may be
additional risk from decreased diversification as well as from factors
particular to that State.

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Defined Florida Insured Trust
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PORTFOLIO DIVERSIFICATION

The Portfolio contains 7 Florida bonds.

TYPES OF BONDS

The Portfolio consists of municipal bonds of the following types:

APPROXIMATE
PORTFOLIO
PERCENTAGE
/ / Airports/Ports/Highways 14%
/ /Hospitals/Nursing Homes/Mental
Health Facilities 29%
/ / Lease Rental Appropriation 14%
/ / Municipal Water/Sewer Utilities 14%
/ / Special Tax Issues 29%

INSURANCE

The approximate percentage of the aggregate face amount of the Portfolio insured
by each insurance company is:

AMBAC Indemnity Corporation 42%
Financial Guaranty Insurance Company 29%
MBIA Insurance Corporation 29%

RISK FACTORS

The Portfolio is concentrated in Hospital/Nursing Home/Mental Health Facility
bonds and is therefore dependent to a significant degree on revenues generated
from those particular activities. The Portfolio is also concentrated in Special
Tax Issue bonds. (See Risk Factors in Part B.) The Portfolio is also
concentrated in bonds of Florida issuers and is subject to additional risk from
decreased diversification as well as from factors that may be particular to
Florida, which are briefly described on the following page.

PREMIUM AND DISCOUNT ISSUES

On the evaluation date, 57% of the bonds were valued at a premium over par and
43% at a discount from par (see Risk Factors in Part B).

TERMINATION DATE

The Portfolio will generally terminate no later than the maturity date of the
last maturing bond listed in the Portfolio. The Portfolio may be terminated if
the value is less than 40% of the face amount of bonds deposited. On the
evaluation date the value of the Portfolio was 98% of the face amount of bonds
deposited.

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Defining Your Income
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WHAT YOU MAY EXPECT

(PAYABLE ON THE 25TH DAY OF THE MONTH TO HOLDERS OF RECORD ON THE 10TH DAY OF
THE MONTH):

Regular Monthly Income per unit: $ 4.45
Annual Income per unit: $ 53.43

These figures are estimates determined as of the evaluation date and actual
payments may vary.
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Defining Your Costs
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PUBLIC OFFERING PRICE PER UNIT $1,044.67

The Public Offering Price as of June 30, 1997, the evaluation date, is based on
the aggregate bid side value of the bonds ($3,455,250), divided by the number of
units outstanding (3,500), plus a sales charge of 5.50% of the Public Offering
Price (5.820% of the value of the underlying bonds). An amount equal to
principal cash, if any, as well as net accrued but undistributed interest on the
unit is added to the Public Offering Price.

The per unit bid side redemption and secondary market repurchase price as of the
evaluation date was $987.21 ($57.46 less than the Public Offering Price).

SALES CHARGE

Although the Trust is a unit investment trust rather than a mutual fund, the
following information is presented to permit a comparison of fees and an
understanding of the direct or indirect costs and expenses that you pay.

As a %
of Secondary
Market Public
Offering Price
-----------------
Maximum Sales Charges 5.50%

The Trust (and therefore the investors) bear all or a portion of its
organizational costs--including costs of preparing registration statements, the
trust indenture and other closing documents, registering units with the SEC and
the states and the initial audit of the Portfolio--as is common for mutual
funds.

ESTIMATED ANNUAL FUND OPERATING EXPENSES

Per Unit
--------------
Trustee's Fee $ 0.70
Portfolio Supervision and Bookkeeping Fees $ 0.45
Evaluator's Fee $ 0.37
Organizational Expenses $ 0.20
Other Operating Expenses $ 0.56
--------------
TOTAL $ 2.28

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Florida Taxes and Risks
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FLORIDA RISK FACTORS

The financial condition of the State of Florida is affected by various
national, economic, social and environmental policies and conditions.
Additionally, limitations placed by the State's Constitution on the State and
its local governments covering income taxes, ad valorem taxes, bond indebtedness
and other matters, as well as various statutory limitations, may constrain the
revenue-generating capacity of the State and its local governments and,
therefore, the ability of the issuers of the Bonds to satisfy their obligations.

The economic vitality of the State and its various regions and, therefore,
the ability of the State and its local governments to satisfy the Bonds, are
affected by numerous factors. South Florida is susceptible to international
trade and currency imbalances and to economic problems in Central and South
America due to its geographical location and its involvement with foreign trade,
tourism and investment capital. The central and northern portions of the State,
on the other hand, could be impacted by problems in the agricultural sector,
including crop failures, severe weather conditions or other agriculture-related
problems, particularly with regard to the citrus and sugar industries. The
State's economy also has historically been somewhat dependent on the tourism and
construction industries and is sensitive to trends in those sectors.

General obligation bonds of the State are currently rated Aa by Moody's
Investors Service and AA by Standard & Poor's.

FLORIDA TAXES

In the opinion of Greenberg Traurig Hoffman Lipoff Rosen & Quentel, P.A.,
Miami, Florida, special counsel on Florida tax matters, under existing
Florida law:

1. The Fund will not be subject to income, franchise or other taxes of a
similar nature imposed by the State of Florida or its subdivisions,
agencies or instrumentalities.

2. Because Florida does not impose a personal income tax, non-corporate
investors in Units of the Fund will not be subject to any Florida income
taxes with respect to (i) amounts received by the Fund on the Bonds it
holds; (ii) amounts which are distributed by the Fund to non-corporate
investors in Units of the Fund or (iii) any gain realized on the sale or
redemption of Bonds by the Fund or of a Unit of the Fund by a non-corporate
investor. However, corporations as defined in Chapter 220, Florida Statutes
(1995), (including limited liability companies) which are otherwise subject
to Florida income taxation will be subject to tax on their respective share
of any income and gain realized by the Fund and on any gain realized by a
corporate investor on the sale or redemption of Units of the Fund by the
corporate investor.

3. The Units will be subject to Florida estate taxes only if held by
Florida residents, or if held by non-residents deemed to have business
situs in Florida. The Florida estate tax is limited to the amount of the
credit for state death taxes provided for in Section 2011 of the Internal
Revenue Code, as amended.

4. Bonds issued by the State of Florida or its political subdivisions are
exempt from Florida intangible personal property taxation under Chapter
199, Florida Statutes (1995), as amended. Bonds issued by the Government of
Puerto Rico or by the Government of Guam, or by their authority, are exempt
by Federal statute from taxes such as the Florida intangible personal
property tax. Thus, the Fund will not be subject to Florida intangible
personal property tax on any Bonds in the Fund issued by the State of
Florida or its political subdivisions, by the Government of Puerto Rico or
by its authority or by the Government of Guam or by its authority. In
addition, the Units of the Fund will not be subject to the Florida
intangible personal property tax if the Fund invests solely in such
Florida, Puerto Rico or Guam debt obligations.

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Defined New York Insured Trust
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PORTFOLIO DIVERSIFICATION

The Portfolio contains 7 New York bonds.

TYPES OF BONDS

The Portfolio consists of municipal bonds of the following types:

APPROXIMATE
PORTFOLIO
PERCENTAGE
/ / Airports/Ports/Highways 15%
/ / General Obligation 15%
/ /Hospitals/Nursing Homes/Mental
Health Facilities 31%
/ / Lease Rental Appropriation 15%
/ / Municipal Water/Sewer Utilities 9%
/ / Transit/Transportation 15%

INSURANCE

The approximate percentage of the aggregate face amount of the Portfolio insured
by each insurance company is:

AMBAC Indemnity Corporation 15%
Financial Security Assurance of Maryland Inc. 15%
Financial Guaranty Insurance Company 31%
MBIA Insurance Corporation 39%

RISK FACTORS

The Portfolio is concentrated in Hospital/Nursing Home/Mental Health Facility
bonds and is therefore dependent to a significant degree on revenues generated
from those particular activities. In addition, approximately 15% of the bonds
represent moral obligations. (See Risk Factors in Part B.) The Portfolio is also
concentrated in bonds of New York issuers and is subject to additional risk from
decreased diversification as well as from factors that may be particular to New
York, which are briefly described on the following page.

PREMIUM AND DISCOUNT ISSUES

On the evaluation date, 54% of the bonds were valued at a premium over par and
46% at a discount from par (see Risk Factors in Part B).

TERMINATION DATE

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Defining Your Income
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WHAT YOU MAY EXPECT

(PAYABLE ON THE 25TH DAY OF THE MONTH TO HOLDERS OF RECORD ON THE 10TH DAY OF
THE MONTH):

Regular Monthly Income per unit: $ 4.54
Annual Income per unit: $ 54.49

PUBLIC OFFERING PRICE PER UNIT $1,051.60

The Public Offering Price as of June 30, 1997, the evaluation date, is based on
the aggregate bid side value of the bonds ($3,908,464), divided by the number of
units outstanding (3,933), plus a sales charge of 5.50% of the Public Offering
Price (5.820% of the value of the underlying bonds). An amount equal to
principal cash, if any, as well as net accrued but undistributed interest on the
unit is added to the Public Offering Price.

The per unit bid side redemption and secondary market repurchase price as of the
evaluation date was $993.76 ($57.84 less than the Public Offering Price).

SALES CHARGE

As a %
of Secondary
Market Public
Offering Price
-----------------
Maximum Sales Charges 5.50%

ESTIMATED ANNUAL FUND OPERATING EXPENSES

Per Unit
---------------
Trustee's Fee $ 0.70
Portfolio Supervision and Bookkeeping Fees $ 0.45
Evaluator's Fee $ 0.33
Organizational Expenses $ 0.20
Other Operating Expenses $ 0.52
---------------
TOTAL $ 2.20

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New York Taxes and Risks
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NEW YORK RISK FACTORS

The State of New York and several of its public authorities and
municipalities including, in particular, New York City, continue to face
financial difficulties. For many years, the State accumulated deficits by
extraordinary borrowing, which have been paid off by the issuance of long-term
bonds under legislation limiting future borrowing for deficits. The State's
accumulated deficit is about $2.9 billion. For the 1996 fiscal year (ended March
31), to address a $5 billion projected budget gap, the State budget included
nearly $1 billion of non-recurring measures; a $445 million surplus was
realized. To address a $3.9 billion projected gap, the fiscal 1997 budget
included $1.3 billion of non-recurring measures. The State realized a surplus
(due primarily to higher-than expected revenue and reduced social services
spending). The State Comptroller projected gaps of over $3 billion for each of
the current and next fiscal years; the Governor estimated gaps of $2.3 billion
and $1.6 billion, respectively. The State adopted a budget for the current year
on July 31, the latest ever. State general obligation debt is rated A-by
Standard & Poor's and A2 by Moody's; at December 31, 1996, approximately $4.8
billion face amount was outstanding. 18 State authorities had an aggregate of
$73.5 billion of debt outstanding at September 30, 1995, of which approximately
$25.7 billion was State supported. Total State-related debt at December 31, 1996
was approximately $31.9 billion.

New York City finished its 1996 fiscal year with a small surplus, after
adopting measures to eliminate a projected $3.1 billion budget gap. The City
budget to close a projected $2.6 billion budget gap for the fiscal year ended
June 30, 1997, realized a surplus. The City has adopted a budget to close a $1.6
billion gap for the 1998 fiscal year. Budget revisions rely heavily on
questionable assumptions and non-recurring measures ($1.2 billion, $435 million
and $1.9 billion, respectively, in the 1996-98 fiscal years), and spending is
projected to continue to increase faster than revenue, leaving City-projected
future budget gaps of $2.0 billion, $2.9 billion and $2.7 billion, respectively
for the 1999 through 2001 fiscal years; fiscal monitors have higher estimates.
The City's unemployment rate averaged 9.7% for the first half of 1997. Because
the City was expected to reach the constitutional limit on debt issuance this
year, the State in 1997 authorized creation of the Transitional Finance
Authority to sell over several years up to $7.5 billion of additional bonds,
backed by City personal income tax revenues, to fund capital projects. Despite
this, if no further action is taken, the City estimates it will reach its debt
limit by June 2000. Debt service is expected to consume 20% of projected tax
revenues by next year. The State Court of Appeals in March upheld a lower court
decision preventing a proposed sale of the City's Water System, which could have
provided nearly $1 billion of surplus funds. The City also faces imminent cutoff
of Federal funds for over 200,000 illegal immigrants under welfare reform
legislation adopted last year. New York City bonds are rated BBB+ by Standard &
Poor's and Baa1 by Moody's. At March 31, 1997, approximately $26.0 billion of
New York City bonds (excluding City debt held by The Municipal Assistance
Corporation for the City of New York (MAC)), $3.8 billion of MAC bonds and $1.2
billion of public benefit corporation debt were outstanding. Other localities in
the State had an aggregate of approximately $17.7 billion of indebtedness
outstanding in 1994, of which $83 million was to finance budget deficits.

For decades, the State's economy has grown more slowly than that of the
rest of the nation as a whole. This low growth rate has been attributed, in
part, to the combined State and New York City tax burden which is among the
highest in the U.S. Because their tax structures are particularly sensitive to
economic cycles, both the State and New York City are prone to substantial
budget gaps during periods of economic weakness. Each has suffered a decline in
population and in manufacturing jobs over many years, and has become
particularly dependent on the financial services industry. Unemployment rates,
especially in New York City, have been above the national average for several
years.

Both the State and New York City suffer from long-term structural
imbalances between revenues and expenditures, which historically have been
narrowed through extensive use of non-recurring measures such as bond
refinancings, depletion of reserves, sales of assets, cost-cuts and layoffs.
Except for property taxes, changes in New York City revenue measures require
State approval. The City is also particularly subject to unanticipated increases
in labor costs, resulting primarily from expiring union contracts and overtime
expense. Both the State and New York City also face substantial replacement
costs for infrastructure (such as roads, bridges and other public facilities)
which has suffered from reduced maintenance expenditures during various economic
declines.

Various municipalities and State and local authorities in New York
(particularly, the Metropolitan Transportation Authority) are dependent to
varying degrees on State and federal aid, and could be adversely affected by the
State's and federal government's actions to balance their budgets. The State's
dependence on federal aid and sensitivity to economic cycles, as well as high
levels of taxes and unemployment, may continue to make it difficult to balance
State and local budgets in the future.

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NEW YORK TAXES

In the opinion of bond counsel delivered on the date of issuance of the
Bonds, interest on the Bonds will be exempt from New York State and City
personal income taxes except where such interest is subject to federal
income taxes (see Taxes).

In the opinion of Davis Polk & Wardwell, special counsel for the
Sponsors, under existing New York law:

The Trust is not an association taxable as a corporation, and income
received by the Trust will be treated as the income of the investors in the
same manner as for federal income tax purposes. Accordingly, each investor
will be considered to have received the interest on his pro rata portion of
each Bond when interest on the Bond is received by the Trust. A
noncorporate investor in Units of the Trust who is a New York State (and
City) resident will be subject to New York State (and City) personal income
taxes on any gain recognized from the disposition of his interest in any
Bond. A noncorporate investor who is not a New York State resident will not
be subject to New York State or City personal income taxes on any such gain
unless such Units are attributable to a business, trade, profession or
occupation carried on in New York. A New York State (and City) resident
should determine his tax basis for his pro rata portion of each Bond for
New York State (and City) income tax purposes in the same manner as for
federal income tax purposes. Interest income on, as well as any gain
recognized on the disposition of, an investor's pro rata portion of the
Bonds is generally not excludable from income in computing the New York
State corporate franchise tax or the New York City corporation tax.

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Defined Ohio Insured Trust
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PORTFOLIO DIVERSIFICATION

The Portfolio contains 6 Ohio bonds and 1 Puerto Rico bond.

TYPES OF BONDS

The Portfolio consists of municipal bonds of the following types:

APPROXIMATE
PORTFOLIO
PERCENTAGE
/ / General Obligation 25%
/ /Hospitals/Nursing Homes/Mental
Health Facilities 15%
/ / Industrial Development Revenue 15%
/ / Lease Rental Appropriation 15%
/ / Municipal Water/Sewer Utilities 15%
/ / State/Local Municipal Electric
Utilities 15%

INSURANCE

The approximate percentage of the aggregate face amount of the Portfolio insured
by each insurance company is:

AMBAC Indemnity Corporation 31%
Financial Guaranty Insurance Company 15%
MBIA Insurance Corporation 54%

RISK FACTORS

The Portfolio is concentrated in General Obligation bonds. (See Risk Factors in
Part B.) The Portfolio is also concentrated in bonds of Ohio issuers and is
subject to additional risk from decreased diversification as well as from
factors that may be particular to Ohio, which are briefly described on the
following page.

PREMIUM AND DISCOUNT ISSUES

On the evaluation date, 46% of the bonds were valued at a premium over par and
54% at a discount from par (see Risk Factors in Part B).

TERMINATION DATE

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Defining Your Income
- ----------------------------------------------------------------

WHAT YOU MAY EXPECT

(PAYABLE ON THE 25TH DAY OF THE MONTH TO HOLDERS OF RECORD ON THE 10TH DAY OF
THE MONTH):

Regular Monthly Income per unit: $ 4.48
Annual Income per unit: $ 53.78

PUBLIC OFFERING PRICE PER UNIT $1,046.95

The Public Offering Price as of June 30, 1997, the evaluation date, is based on
the aggregate bid side value of the bonds ($3,215,438), divided by the number of
units outstanding (3,250), plus a sales charge of 5.50% of the Public Offering
Price (5.820% of the value of the underlying bonds). An amount equal to
principal cash, if any, as well as net accrued but undistributed interest on the
unit is added to the Public Offering Price.

The per unit bid side redemption and secondary market repurchase price as of the
evaluation date was $989.37 ($57.58 less than the Public Offering Price).

SALES CHARGE

As a %
of Secondary
Market Public
Offering Price
-----------------
Maximum Sales Charges 5.50%

ESTIMATED ANNUAL FUND OPERATING EXPENSES

Per Unit
---------------
Trustee's Fee $ 0.70
Portfolio Supervision and Bookkeeping Fees $ 0.45
Evaluator's Fee $ 0.40
Organizational Expenses $ 0.20
Other Operating Expenses $ 0.60
---------------
TOTAL $ 2.35

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Ohio Taxes and Risks
- --------------------------------------------------------------------------------

OHIO RISK FACTORS

Economic activity in Ohio, as in many other industrially developed states,
tends to be more cyclical than in some other states and in the nation as a
whole. Although manufacturing (including auto-related manufacturing) remains an
important part of Ohio's economy, the greatest growth in employment in Ohio in
recent years, consistent with national trends, has been in the non-manufacturing
area. Agriculture and the related agriculture sectors, however, remain a very
important segment of the economy in Ohio.

The general revenue fund ('GRF') appropriations act for the current
biennium provides for total GRF biennial expenditures of over $36 million.

Because GRF cash receipts and disbursements do not precisely coincide,
temporary GRF cash flow deficiencies often occur in some months of a fiscal
year. Statutory provisions provide for effective management of these temporary
cash flow deficiencies by permitting adjustment of payment schedules and the use
of the total operating fund.

At various times, Ohio voters have authorized the incurrence of State debt
to which taxes or excises are pledged for payment.

The Ohio Supreme Court concluded, in a decision released March 24, 1997,
that major aspects of the State's system of school funding are unconstitutional.
The Court ordered the State to provide for and fund sufficiently a system
complying with the Ohio Constitution, staying its order for a year to permit
time for responsive corrective actions by the Ohio General Assembly. In response
to a State motion for reconsideration and clarification of its opinion, the
Court, on April 25, 1997, indicated that property taxes may still play a role
in, but can no longer be the primary means of, school funding. The Court also
confirmed that contractual repayment provisions of certain debt obligations
issued for school funding will remain valid until the stay terminates.

Various Ohio municipalities have experienced fiscal difficulties and the
State established an act in 1979 to identify and assist cities and villages
experiencing defined 'fiscal emergencies'.

General obligation bonds of the State of Ohio are currently rated Aa1 by
Moody's and AA+ by Standard & Poor's, except that highway bonds of the State of
Ohio are currently rated AAA by Standard & Poor's. The general obligation bonds
and highway bonds are rated AA+ by Fitch. These ratings may be changed,
suspended or withdrawn as a result of changes in, or unavailability of,
information.

OHIO TAXES

In the opinion of Vorys, Sater, Seymour and Pease, Columbus, Ohio, special
counsel on Ohio tax matters and subject to the assumptions and qualifications
contained in such opinion, under existing Ohio law:

The Ohio Trust is not an association subject to the Ohio corporation
franchise tax or the Ohio tax on dealers in intangibles and the Trustees will
not be subject to the Ohio personal income tax.

In calculating an investor's Ohio personal income tax or Ohio corporation
franchise tax, an investor will not be required to include in the investor's
'adjusted gross income' or 'net income', as the case may be, the investor's
share of interest received by or distributed from the Ohio Trust on any Bond in
the Ohio Trust, the interest on which is exempt from Ohio personal income or
corporation franchise taxes, as the case may be.

In calculating an investor's Ohio personal income tax or Ohio corporation
franchise tax, an investor will be required to include in the investor's
'adjusted gross income' or 'net income', as the case may be, capital gains and
losses which the investor must recognize for Federal income tax purposes (upon
the sale or other disposition of Units by the investor or upon the sale or other
disposition of Bonds by the Ohio Trust), except gains and losses attributable to
Bonds specifically exempted from such taxation by the Ohio law authorizing their
issuance. An investor subject to the Ohio corporation franchise tax may, in the
alternative if it results in a larger amount of tax payable, be taxed upon its
net worth and is required for this purpose to include in its net worth the full
value, as shown on the books of the corporation, of all Units which it owns.

The investor's share of interest received by or distributed from the Ohio
Trust on Bonds or gains realized by the investor from the sale, exchange or
other disposition of Units by the investor or from the sale, exchange or other
disposition of Bonds by the Ohio Trust, as a result of the repeal of the Ohio
tax on intangible personal property, might be required to be included in an
investor's taxable income for municipal income tax purposes in Ohio if (1) such
interest or gain is not exempt from Ohio municipal income taxes by virtue of a
specific statutory or constitutional exemption from such taxes (regarding which
no blanket opinion is being given), and (2) the Ohio municipality in which the
investor resides was taxing such income on or before April 1, 1986, and such tax
was submitted to and approved by the voters of such municipality in an election
held on November 8, 1988.

A-10
<PAGE>
Assuming that the Ohio Trust will not hold any tangible personal property
nor any real property, neither Bonds held by the Ohio Trust nor Units of the
Ohio Trust held by individuals are subject to any property tax levied by the
State of Ohio or any political subdivision thereof.

Units of the Ohio Trust held by individuals may be subject to Ohio estate
taxes.

A-11
<PAGE>
- --------------------------------------------------------------------------------
TAX-FREE VS. TAXABLE INCOME: A COMPARISON OF TAXABLE AND TAX-FREE YIELDS

FOR FLORIDA RESIDENTS
- --------------------------------------------------------------------------------

EFFECTIVE
TAXABLE INCOME 1997* TAX RATE TAX-FREE YIELD OF
SINGLE RETURN JOINT RETURN % 4% 4.5% 5% 5.5% 6% 6.5% 7% 7.5% 8%
IS EQUIVALENT TO A TAXABLE YIELD OF

- --------------------------------------------------------------------------------

$ 0- 24,650 $ 0- 41,200 15.00 4.71 5.29 5.88 6.47 7.06 7.65 8.24 8.82 9.41
$ 24,651- 59,750 $ 41,201- 99,600 28.00 5.56 6.25 6.94 7.64 8.33 9.03 9.72 10.42 11.11
$ 59,751-124,650 $ 99,601-151,750 31.00 5.80 6.52 7.25 7.97 8.70 9.42 10.14 10.87 11.59
$124,651-271,050 $151,751-271,050 36.00 6.25 7.03 7.81 8.59 9.38 10.16 10.94 11.72 12.50
OVER $271,050 OVER $271,050 39.60 6.62 7.45 8.28 9.11 9.93 10.76 11.59 12.42 13.25

<CAPTION>
FOR OHIO RESIDENTS
- --------------------------------------------------------------------------------

COMBINED
EFFECTIVE
TAXABLE INCOME 1997* TAX RATE TAX-FREE YIELD OF
SINGLE RETURN JOINT RETURN % 4% 4.5% 5% 5.5% 6% 6.5% 7% 7.5% 8%
IS EQUIVALENT TO A TAXABLE YIELD OF

- --------------------------------------------------------------------------------

$ 0- 41,200 19.42 4.96 5.58 6.21 6.83 7.45 8.07 8.69 9.31 9.93
$ 0- 24,650 18.79 4.93 5.54 6.16 6.77 7.39 8.00 8.62 9.24 9.85
$ 41,201- 99,600 32.28 5.91 6.64 7.38 8.12 8.86 9.60 10.34 11.07 11.81
$ 24,651- 59,750 31.74 5.86 6.59 7.33 8.06 8.79 9.52 10.26 10.99 11.72
$ 59,751-124,650 $ 99,601-151,750 35.76 6.23 7.01 7.78 8.56 9.34 10.12 10.90 11.68 12.45
$124,651-271,050 $151,751-271,050 40.80 6.76 7.60 8.45 9.29 10.14 10.98 11.82 12.67 13.51
OVER $271,050 OVER $271,050 44.13 7.16 8.05 8.95 9.84 10.74 11.63 12.53 13.42 14.32

<CAPTION>
FOR NEW YORK CITY RESIDENTS
- --------------------------------------------------------------------------------

COMBINED
EFFECTIVE
TAXABLE INCOME 1997* TAX RATE TAX-FREE YIELD OF
SINGLE RETURN JOINT RETURN % 4% 4.5% 5% 5.5% 6% 6.5% 7% 7.5% 8%
IS EQUIVALENT TO A TAXABLE YIELD OF

- --------------------------------------------------------------------------------

$ 0- 24,650 $ 0- 41,200 24.10 5.27 5.93 6.59 7.25 7.90 8.56 9.22 9.88 10.54
$ 24,651- 59,750 $ 41,201- 99,600 35.75 6.23 7.00 7.78 8.56 9.34 10.12 10.89 11.67 12.45
$ 59,751-124,650 $ 99,601-151,750 38.42 6.50 7.31 8.12 8.93 9.74 10.56 11.37 12.18 12.99
$124,651-271,050 $151,751-271,050 42.89 7.00 7.88 8.75 9.63 10.51 11.38 12.26 13.13 14.01
OVER $271,050 OVER $271,050 46.10 7.42 8.35 9.28 10.20 11.13 12.06 12.99 13.91 14.84

<CAPTION>
FOR NEW YORK STATE RESIDENTS
- --------------------------------------------------------------------------------

COMBINED
EFFECTIVE
TAXABLE INCOME 1997* TAX RATE TAX-FREE YIELD OF
SINGLE RETURN JOINT RETURN % 4% 4.5% 5% 5.5% 6% 6.5% 7% 7.5% 8%
IS EQUIVALENT TO A TAXABLE YIELD OF

- --------------------------------------------------------------------------------

$ 0- 24,650 $ 0- 41,200 20.82 5.05 5.68 6.31 6.95 7.58 8.21 8.84 9.47 10.10
$ 24,651- 59,750 $ 41,201- 99,600 32.93 5.96 6.71 7.46 8.20 8.95 9.69 10.44 11.18 11.93
$ 59,751-124,650 $ 99,601-151,750 35.73 6.22 7.00 7.78 8.56 9.34 10.11 10.89 11.67 12.45
$124,651-271,050 $151,751-271,050 40.38 6.71 7.55 8.39 9.23 10.06 10.90 11.74 12.58 13.42
OVER $271,050 OVER $271,050 43.74 7.11 8.00 8.89 9.78 10.66 11.55 12.44 13.33 14.22
</TABLE>

To compare the yield of a taxable security with the yield of a tax-free
security, find your taxable income and read across. The table incorporates 1997
federal and applicable State (and City) income tax rates and assumes that all
income would otherwise be taxed at the investor's highest tax rate. Yield
figures are for example only.

*Based upon net amount subject to federal income tax after deductions and
exemptions. This table does not reflect the possible effect of other tax
factors, such as alternative minimum tax, personal exemptions, the phase out of
exemptions, itemized deductions or the possible partial disallowance of
deductions. Consequently, investors are urged to consult their own tax advisers
in this regard.

A-12

<PAGE>
MUNICIPAL INVESTMENT TRUST FUND,
MULTISTATE SERIES - 92 (FLORIDA,
NEW YORK AND OHIO TRUSTS),
DEFINED ASSET FUNDS

REPORT OF INDEPENDENT ACCOUNTANTS

The Sponsors, Trustee and Holders
of Municipal Investment Trust Fund,
Multistate Series - 92 (Florida, New York and Ohio
Trusts), Defined Asset Funds:

We have audited the accompanying statements of condition of
Municipal Investment Trust Fund, Multistate Series - 92 (Florida,
New York and Ohio Trusts), Defined Asset Funds, including the
portfolios, as of June 30, 1997 and the related statements of
operations and of changes in net assets for the year ended
June 30, 1997 and the period July 21, 1995 to June 30, 1996.
These financial statements are the responsibility of the Trustee.
Our responsibility is to express an opinion on these financial
statements based on our audits.

We conducted our audits in accordance with generally
accepted auditing standards. Those standards require that
we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures
in the financial statements. Securities owned at June 30,
1997, as shown in such portfolios, were confirmed to us by
The Chase Manhattan Bank, the Trustee. An audit also includes
assessing the accounting principles used and significant
estimates made by the Trustee, as well as evaluating the
overall financial statement presentation. We believe that
our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to
above present fairly, in all material respects, the
financial position of Municipal Investment Trust Fund,
Multistate Series - 92 (Florida, New York and Ohio Trusts),
Defined Asset Funds at June 30, 1997 and the results of their
operations and changes in their net assets for the above-stated
periods in conformity with generally accepted accounting principles.

DELOITTE & TOUCHE LLP

New York, N.Y.
August 13, 1997

D - 1.
<PAGE>
MUNICIPAL INVESTMENT TRUST FUND,
MULTISTATE SERIES - 92 (FLORIDA TRUST),
DEFINED ASSET FUNDS

STATEMENT OF CONDITION
As of June 30, 1997

TRUST PROPERTY:
Investment in marketable securities -
at value (cost $ 3,341,465 )(Note 1)......... $ 3,455,250
Accrued interest ............................... 55,028
Deferred organization costs (Note 5) ........... 2,137
-----------
Total trust property ......................... 3,512,415

LESS LIABILITIES:
Income advance from Trustee..................... $ 12,463
Accrued Sponsors' fees ......................... 787
Other liabilities .............................. 2,137 15,387
----------- -----------

NET ASSETS, REPRESENTED BY:
3,500 units of fractional undivided
interest outstanding (Note 3)................ 3,455,250

Undistributed net investment income ............ 41,778 $ 3,497,028
----------- ===========

UNIT VALUE ($ 3,497,028 / 3,500 units )........... $ 999.15
===========

See Notes to Financial Statements.

D - 2.
<PAGE>
MUNICIPAL INVESTMENT TRUST FUND,
MULTISTATE SERIES - 92 (FLORIDA TRUST),
DEFINED ASSET FUNDS

STATEMENTS OF OPERATIONS

<TABLE>
<CAPTION>
July 21, 1995
to
Year Ended June 30, June 30,
1997 1996
---- ----

<S> <C> <C>
INVESTMENT INCOME:
Interest income ........................ $ 195,000 $ 184,240
Trustee's fees and expenses ............ (6,640) (5,896)
Sponsors' fees ......................... (1,575) (1,492)
---------------------------------
Net investment income .................. 186,785 176,852

UNREALIZED APPRECIATION
OF INVESTMENTS ......................... 100,275 13,510
---------------------------------

NET INCREASE IN NET ASSETS
RESULTING FROM OPERATIONS .............. $ 287,060 $ 190,362
=================================
</TABLE>

See Notes to Financial Statements.

D - 3.
<PAGE>
MUNICIPAL INVESTMENT TRUST FUND,
MULTISTATE SERIES - 92 (FLORIDA TRUST),
DEFINED ASSET FUNDS

STATEMENTS OF CHANGES IN NET ASSETS
<TABLE>
<CAPTION>

July 21, 1995
to
Year Ended June 30, June 30,
1997 1996
---- ----

<S> <C> <C>
OPERATIONS:
Net investment income .................. $ 186,785 $ 176,852
Unrealized appreciation
of investments ....................... 100,275 13,510
---------------------------------
Net increase in net assets
resulting from operations ............ 287,060 190,362

INCOME DISTRIBUTIONS TO
HOLDERS (Note 2)....................... (186,795) (135,064)
---------------------------------

NET INCREASE IN NET ASSETS ............... 100,265 55,298

NET ASSETS AT BEGINNING OF PERIOD ........ 3,396,763 3,341,465
---------------------------------
NET ASSETS AT END OF PERIOD .............. $ 3,497,028 $ 3,396,763
=================================
PER UNIT:
Income distributions during
period ............................... $ 53.37 $ 38.59
=================================
Net asset value at end of
period ............................... $ 999.15 $ 970.50
=================================
TRUST UNITS:
Outstanding at end of period ........... 3,500 3,500
=================================
</TABLE>

See Notes to Financial Statements.

D - 4.
<PAGE>
MUNICIPAL INVESTMENT TRUST FUND,
MULTISTATE SERIES - 92 (FLORIDA TRUST),
DEFINED ASSET FUNDS

NOTES TO FINANCIAL STATEMENTS

<TABLE>
<S> <C>
1. SIGNIFICANT ACCOUNTING POLICIES

The Fund is registered under the Investment Company Act of 1940 as a Unit
Investment Trust. The following is a summary of significant accounting
policies consistently followed by the Fund in the preparation of its
financial statements. The policies are in conformity with generally accepted
accounting principles.

(A) Securities are stated at value as determined by the
Evaluator based on bid side evaluations for the securities
(see "How to Sell Units - Trustee's Redemption of Units"
in this Prospectus, Part B), except that value on July 21,
1995 was based upon offering side evaluations at July 19,
1995, the day prior to the Date of Deposit. Cost of
securities at July 21, 1995 was also based on such offering
side evaluations.

(B) The Fund is not subject to income taxes. Accordingly, no
provision for such taxes is required.

2. DISTRIBUTIONS

A distribution of net investment income is made to Holders each month.
Receipts other than interest, after deductions for redemptions and applicable
expenses, are distributed as explained in "Income, Distributions and -
Reinvestment - Distributions" in this Prospectus, Part B.

3. NET CAPITAL

Cost of 3,500 units at Date of Deposit ..................... $ 3,498,930
Less sales charge .......................................... 157,465

-----------
Net amount applicable to Holders ........................... 3,341,465
Unrealized appreciation of investments...................... 113,785
-----------

Net capital applicable to Holders .......................... $ 3,455,250
===========
4. INCOME TAXES

As of June 30, 1997, unrealized appreciation of investments, based on cost
for Federal income tax purposes, aggregated $113,785, all of which related
to appreciated securities. The cost of investment securities for Federal
income tax purposes was $3,341,465 at June 30, 1997.

5. DEFERRED ORGANIZATION COSTS

Deferred organization costs are being amortized over a period of five years.
Included in "Other liabilities" in the accompanying statement of condition
is $2,137 payable to the Trustee for reimbursement of costs related to the
organization of the Trust.
</TABLE>
D - 5.

<PAGE>
MUNICIPAL INVESTMENT TRUST FUND,
MULTISTATE SERIES - 92 (FLORIDA TRUST) (INSURED),
DEFINED ASSET FUNDS

PORTFOLIO
As of June 30, 1997

Ratings of Optional
Portfolio No. and Title of Issues Face Redemption
Securities (1) (4) Amount Coupon Maturities(3) Provisions(3) Cost(2) Value(2)
---------- --------- ----------- ----------- ------------ ------------ ---------- ---------

<S> <C> <C> <C> <C> <C> <C> <C>
1 State of Florida, Dept. of Trans., AAA $ 500,000 5.625 % 2025 07/01/05 $ 479,405 $ 496,165
Turnpike Rev. Bonds, Ser. 1995 A @ 101.000
(Financial Guaranty Ins.)

2 City of Fort Myers, FL, Util. Sys. Rev. AAA 500,000 5.000 2019 10/01/03 445,305 459,675
Bonds, Ser. 1993 B (Financial Guaranty @ 101.000
Ins.)

3 Certificates of Participation (Sch. Bd. AAA 500,000 5.625 2015 07/01/05 486,835 505,140
of Hillsborough Cnty., FL, Master Lease @ 102.000
Prog.), Ser. 1995 (AMBAC Ins.)

4 City of Jacksonville, FL, Cap. Imp. AAA 500,000 5.875 2025 10/01/05 498,195 509,785
Rev. Bonds (Gator Bowl Proj.), Ser. @ 101.000

1995 (AMBAC Ins.)

5 Orange Cnty., FL, Hlth Fac. Auth., Hosp. AAA 500,000 5.750 2025 11/15/05 485,985 503,065
Rev. Bonds, Adventist Hlth. Sys./Sunbelt @ 102.000
Oblig. Group, Ser. 1995 (AMBAC Ins.)

6 Orange Cnty., FL, Tourist Dev. Tax Rev. AAA 500,000 6.000 2024 10/01/04 501,965 517,890
Bonds, Ser. 1994 B (MBIA Ins.) @ 102.000

7 City of Tampa, FL, Allegany Hlth. Sys. AAA 500,000 5.125 2023 12/01/03 443,775 463,530
Rev. Bonds, St. Joseph's Hosp., Inc. @ 102.000
Issue, Ser. 1993 (MBIA Ins.)

--------- --------- ---------
TOTAL $ 3,500,000 $ 3,341,465 $ 3,455,250
========= ========= =========

See Notes to Portfolios on page D-18.
</TABLE>
D - 6.

<PAGE>
MUNICIPAL INVESTMENT TRUST FUND,
MULTISTATE SERIES - 92 (NEW YORK TRUST),
DEFINED ASSET FUNDS

STATEMENT OF CONDITION
As of June 30, 1997

TRUST PROPERTY:
Investment in marketable securities -
at value (cost $ 3,760,810 )(Note 1)......... $ 3,908,464
Accrued interest ............................... 79,750
Cash - income .................................. 8,571
Cash - principal ............................... 2,677
Deferred organization costs (Note 5)............ 2,442
-----------
Total trust property ......................... 4,001,904

LESS LIABILITIES:
Income advance from Trustee..................... $ 36,148
Accrued Sponsors' fees ......................... 900
Other liabilities............................... 2,442 39,490
----------- -----------

NET ASSETS, REPRESENTED BY:
3,933 units of fractional undivided

interest outstanding (Note 3)................ 3,911,141

Undistributed net investment income ............ 51,273 $ 3,962,414
----------- ===========

UNIT VALUE ($ 3,962,414 / 3,933 units )........... $ 1,007.48
===========

See Notes to Financial Statements.

D - 7.
<PAGE>
MUNICIPAL INVESTMENT TRUST FUND,
MULTISTATE SERIES - 92 (NEW YORK TRUST),
DEFINED ASSET FUNDS

STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>

July 21, 1995
to
Year Ended June 30, June 30,
1997 1996
---- ----

<S> <C> <C>
INVESTMENT INCOME:
Interest income ........................ $ 226,996 $ 213,828
Trustee's fees and expenses ............ (7,280) (5,744)
Sponsors' fees ......................... (1,800) (1,705)
---------------------------------
Net investment income .................. 217,916 206,379
---------------------------------

REALIZED AND UNREALIZED GAIN
ON INVESTMENTS:
Realized gain on
securities sold or redeemed .......... 1,756

Unrealized appreciation
of investments ....................... 109,054 38,600
---------------------------------
Net realized and unrealized
gain on investments ................. 110,810 38,600
---------------------------------

NET INCREASE IN NET ASSETS
RESULTING FROM OPERATIONS .............. $ 328,726 $ 244,979
=================================

</TABLE>

See Notes to Financial Statements.

D - 8.
<PAGE>

MUNICIPAL INVESTMENT TRUST FUND,
MULTISTATE SERIES - 92 (NEW YORK TRUST),
DEFINED ASSET FUNDS

STATEMENTS OF CHANGES IN NET ASSETS

July 21, 1995
to
Year Ended June 30, June 30,
1997 1996
---- ----

OPERATIONS:
Net investment income .................. $ 217,916 $ 206,379
Realized gain on
securities sold or redeemed .......... 1,756
Unrealized appreciation
of investments ....................... 109,054 38,600
---------------------------------
Net increase in net assets
resulting from operations ............ 328,726 244,979
---------------------------------
INCOME DISTRIBUTIONS TO
HOLDERS (Note 2)....................... (217,880) (154,280)
---------------------------------

SHARE TRANSACTIONS:
Redemption amounts - income ............ (862)
Redemption amounts - principal ......... (67,267)
---------------------------------
Total share transactions ............... (68,129)
---------------------------------

NET INCREASE IN NET ASSETS ............... 42,717 90,699

NET ASSETS AT BEGINNING OF PERIOD ........ 3,919,697 3,828,998
---------------------------------
NET ASSETS AT END OF PERIOD .............. $ 3,962,414 $ 3,919,697
=================================
PER UNIT:
Income distributions during
period ............................... $ 54.47 $ 38.57
=================================
Net asset value at end of
period ............................... $ 1,007.48 $ 979.92
=================================
TRUST UNITS:
Redeemed during period ................. 67
Outstanding at end of period ........... 3,933 4,000
=================================

See Notes to Financial Statements.
D - 9.

<PAGE>
MUNICIPAL INVESTMENT TRUST FUND,
MULTISTATE SERIES - 92 (NEW YORK TRUST),
DEFINED ASSET FUNDS

NOTES TO FINANCIAL STATEMENTS

<TABLE>
<S> <C>
1. SIGNIFICANT ACCOUNTING POLICIES

(B) The Fund is not subject to income taxes. Accordingly, no

provision for such taxes is required.

2. DISTRIBUTIONS

A distribution of net investment income is made to Holders each month.
Receipts other than interest, after deductions for redemptions and applicable
expenses, are distributed as explained in "Income, Distributions and
Reinvestment - Distributions" in this Prospectus, Part B.

3. NET CAPITAL

Cost of 3,933 units at Date of Deposit ..................... $ 3,942,280
Less sales charge .......................................... 177,418
-----------
Net amount applicable to Holders ........................... 3,764,862
Redemptions of units - net cost of 67 units redeemed
less redemption amounts (principal)....................... (3,131)
Realized gain on securities sold or redeemed ............... 1,756
Unrealized appreciation of investments...................... 147,654
-----------

Net capital applicable to Holders .......................... $ 3,911,141
===========
4. INCOME TAXES

As of June 30, 1997, unrealized appreciation of investments, based on cost
for Federal income tax purposes, aggregated $147,654, all of which related
to appreciated securities. The cost of investment securities for Federal
income tax purposes was $3,760,810 at June 30, 1997.

D - 10.

<PAGE>

MUNICIPAL INVESTMENT TRUST FUND,
MULTISTATE SERIES - 92 (NEW YORK TRUST),
DEFINED ASSET FUNDS

NOTES TO FINANCIAL STATEMENTS

5. DEFERRED ORGANIZATION COSTS

Deferred organization costs are being amortized over a period of five years.
Included in "Other liablitites" in the accompanying statement of condition
is $ 2,442 payable to the Trustee for reimbursement of costs related to the
organization of the Trust.
</TABLE>

D - 11.
<PAGE>

MUNICIPAL INVESTMENT TRUST FUND,
MULTISTATE SERIES - 92 (NEW YORK TRUST) (INSURED),
DEFINED ASSET FUNDS

PORTFOLIO
As of June 30, 1997

<S> <C> <C> <C> <C> <C> <C> <C>
1 County of Erie, NY, G.O. Bonds -1995 AAA $ 600,000 5.500 % 2025 06/15/05 $ 566,430 $ 586,584
Ser. B (Financial Guaranty Ins.) @ 101.500

2 Metropolitan Transit Auth., NY, Transit AAA 600,000 6.000 2024 07/01/04 598,500 618,930
Fac. Rev. Bonds, Ser O (MBIA Ins.) @ 101.500

3 New York City, NY, Hlth. and Hosp. AAA 600,000 5.750 2022 02/15/03 584,046 601,056
Corp., Hlth. Sys. Bonds, 1993 Ser. A @ 102.000
(AMBAC Ins.)

4 New York State Thruway Auth., Gen. Rev. AAA 600,000 6.000 2025 01/01/05 600,000 619,728
Bonds, Ser. C (Financial Guaranty Ins.) @ 102.000

5 New York State Urban Dev. Corp., Corr. AAA 600,000 5.500 2025 01/01/05 554,856 586,692
Cap. Fac. Rev. Bonds, Ser. 5 (MBIA Ins.) @ 102.000

6 New York City, NY, Mun. Wtr. Fin. AAA 330,000 5.750 2020 06/15/04 321,460 332,746
Auth., Wtr. and Swr. Sys. Rev. Bonds, @ 101.500
Fiscal 1994 Ser. F (MBIA Ins.)

7 New York State Med. Care Fac. Fin. AAA 600,000 5.250 2023 02/15/04 535,518 562,728
Agy., Mental Hlth. Svcs. Fac. Imp. Rev. @ 102.000
Bonds, 1994 Ser. A (FSAM Ins.)

--------- --------- ---------
TOTAL $ 3,930,000 $ 3,760,810 $ 3,908,464
========= ========= =========

See Notes to Portfolios on page D-18.
</TABLE>
D - 12.
<PAGE>
MUNICIPAL INVESTMENT TRUST FUND,
MULTISTATE SERIES - 92 (OHIO TRUST),
DEFINED ASSET FUNDS

STATEMENT OF CONDITION
As of June 30, 1997

TRUST PROPERTY:
Investment in marketable securities -
at value (cost $ 3,160,595 )(Note 1)......... $ 3,215,438
Accrued interest ............................... 47,983
Deferred organization costs..................... 1,984
----------
Total trust property ......................... 3,265,405

LESS LIABILITIES:
Income advance from Trustee..................... $ 6,643
Accrued Sponsors' fees ......................... 731
Other liabilities............................... 1,984 9,358
----------- -----------

NET ASSETS, REPRESENTED BY:
3,250 units of fractional undivided
interest outstanding (Note 3)................ 3,215,438

Undistributed net investment income ............ 40,609 $ 3,256,047
----------- ===========

UNIT VALUE ($ 3,256,047 / 3,250 units )........... $ 1,001.86
===========

See Notes to Financial Statements.

D - 13.
<PAGE>

MUNICIPAL INVESTMENT TRUST FUND,
MULTISTATE SERIES - 92 (OHIO TRUST),
DEFINED ASSET FUNDS

STATEMENTS OF OPERATIONS

<TABLE>
<CAPTION>
July 21, 1995
to
Year Ended June 30, June 30,
1997 1996
---- ----

<S> <C> <C>
INVESTMENT INCOME:
Interest income ........................ $ 182,438 $ 172,809
Trustee's fees and expenses ............ (6,279) (6,188)
Sponsors' fees ......................... (1,462) (1,384)
---------------------------------

Net investment income .................. 174,697 165,237

UNREALIZED APPRECIATION (DEPRECIATION)
OF INVESTMENTS ......................... 77,323 (22,480)
---------------------------------

NET INCREASE IN NET ASSETS
RESULTING FROM OPERATIONS .............. $ 252,020 $ 142,757
=================================

</TABLE>

See Notes to Financial Statements.

D - 14.

<PAGE>

MUNICIPAL INVESTMENT TRUST FUND,
MULTISTATE SERIES - 92 (OHIO TRUST),
DEFINED ASSET FUNDS

STATEMENTS OF CHANGES IN NET ASSETS

<TABLE>
<CAPTION>
July 21, 1995
to
Year Ended June 30, June 30,
1997 1996
---- ----

<S> <C> <C>
OPERATIONS:
Net investment income .................. $ 174,697 $ 165,237
Unrealized appreciation (depreciation)
of investments ....................... 77,323 (22,480)
---------------------------------

Net increase in net assets
resulting from operations ............ 252,020 142,757

INCOME DISTRIBUTIONS TO
HOLDERS (Note 2)....................... (174,590) (124,735)
---------------------------------

NET INCREASE IN NET ASSETS ............... 77,430 18,022

NET ASSETS AT BEGINNING OF PERIOD ........ 3,178,617 3,160,595
---------------------------------
NET ASSETS AT END OF PERIOD .............. $ 3,256,047 $ 3,178,617
=================================
PER UNIT:
Income distributions during
period ............................... $ 53.72 $ 38.38
=================================
Net asset value at end of
period ............................... $ 1,001.86 $ 978.04
=================================
TRUST UNITS:
Outstanding at end of period ........... 3,250 3,250
=================================
</TABLE>

See Notes to Financial Statements.

D - 15.
<PAGE>

MUNICIPAL INVESTMENT TRUST FUND,
MULTISTATE SERIES - 92 (OHIO TRUST),
DEFINED ASSET FUNDS

NOTES TO FINANCIAL STATEMENTS

<TABLE>
<S> <C>
1. SIGNIFICANT ACCOUNTING POLICIES

1995, the day prior to the Date of Deposit. Cost of
securities at July 21, 1995 was also based on such offering
side evaluations.

(B) The Fund is not subject to income taxes. Accordingly, no
provision for such taxes is required.

2. DISTRIBUTIONS

A distribution of net investment income is made to Holders each month.
Receipts other than interest, after deductions for redemptions and applicable
expenses, are distributed as explained in "Income, Distributions and
Reinvestment - Distributions" in this Prospectus, Part B.

3. NET CAPITAL

Cost of 3,250 units at Date of Deposit ..................... $ 3,309,510
Less sales charge .......................................... 148,915
-----------
Net amount applicable to Holders ........................... 3,160,595
Unrealized appreciation of investments...................... 54,843
-----------

Net capital applicable to Holders .......................... $ 3,215,438
===========
4. INCOME TAXES

As of June 30, 1997, unrealized appreciation of investments, based on cost
for Federal income tax purposes, aggregated $54,843, all of which related
to appreciated securities. The cost of investment securities for Federal
income tax purposes was $3,160,595 at June 30, 1997.

5. DEFERRED ORGANIZATION COSTS

Deferred organization costs are being amortized over a period of five years.
Included in "Other liabililities" in the accompanying statement of condition
is $1,984 payable to the Trustee for reimbursement of costs related to the
organization of the Trust.
</TABLE>

D - 16.

<PAGE>

MUNICIPAL INVESTMENT TRUST FUND,
MULTISTATE SERIES - 92 (OHIO TRUST) (INSURED),
DEFINED ASSET FUNDS

PORTFOLIO
As of June 30, 1997

<S> <C> <C> <C> <C> <C> <C> <C>
1 Franklin Cnty., Conv. Fac. Auth., OH, AAA $ 500,000 5.850 % 2019 12/01/02 $ 496,745 $ 508,085
Tax and Lease Rev. Anticipation Rfdg. @ 102.000
Bonds, Ser. 1992 (MBIA Ins.)

2 County of Lucas, OH, Hosp. Rfdg. Rev. AAA 500,000 5.375 2017 08/15/03 473,710 480,075
Bonds (St. Vincent Med. Ctr.), Ser. @ 102.000
1993 B (MBIA Ins.)

3 Mount Vernon City Sch. Dist., OH, Sch. AAA 500,000 5.850 2019 12/01/04 500,000 508,945
Imp. Bonds (G.O. Unlimited Tax Bonds), @ 101.000
Ser. 1994 (Financial Guaranty Ins.)

4 Ohio Mun. Elec. Generation Agy., Jt. AAA 500,000 5.375 2024 02/15/03 473,820 478,500
Venture 5 "Omega JV5", 1993 Beneficial @ 102.000
Interest Certs. (Belleville
Hydroelectric Proj.) (AMBAC Ins.)

5 Ohio Air Quality Dev. Auth., State of AAA 500,000 5.450 2024 01/01/04 479,095 483,675
OH, Dev. Rev. Rfdg. Bonds (The @ 102.000
Cincinnati Gas & Electric Co. Proj.),
Ser. 1994 B (MBIA Ins.)

6 Ohio Wtr. Dev. Auth., State of Ohio, AAA 500,000 5.900 2021 06/01/05 500,000 512,035
Wtr. Dev. Rev. Bonds, 1995 Fresh Wtr. @ 102.000
Ser. (AMBAC Ins.)

7 Commonwealth of Puerto Rico, Pub. Imp. AAA 250,000 5.375 2022 07/01/05 237,225 244,123
Rfdg. Bonds of 1995 (MBIA Ins.) @ 101.500

----------- --------- ---------
TOTAL $ 3,250,000 $ 3,160,595 $ 3,215,438
=========== ========= =========

See Notes to Portfolios on page D-18.
</TABLE>
D - 17.

<PAGE>
MUNICIPAL INVESTMENT TRUST FUND,
MULTISTATE SERIES - 92 (FLORIDA,
NEW YORK AND OHIO TRUSTS),
DEFINED ASSET FUNDS

NOTES TO PORTFOLIOS
As of June 30, 1997

<TABLE>
<S> <C>
(1) The ratings of the bonds are by Standard & Poor's Ratings Group, or by Moody's
Investors Service, Inc. if followed by "(m)", or by Fitch Investors Service,
Inc. if followed by "(f)"; "NR" indicates that this bond is not currently rated
by any of the above-mentioned rating services. These ratings have been furnished
by the Evaluator but not confirmed with the rating agencies. See "Description of
Ratings" in Part B of this Prospectus.

(2) See Notes to Financial Statements.

(3) Optional redemption provisions, which may be exercised in whole or in part,
are initially at prices of par plus a premium, then subsequently at prices
declining to par. Certain securities may provide for redemption at par prior
or in addition to any optional or mandatory redemption dates or maturity, for
example, through the operation of a maintenance and replacement fund, if
proceeds are not able to be used as contemplated, the project is condemned or
sold or the project is destroyed and insurance proceeds are used to redeem
the securities. Many of the securities are also subject to mandatory sinking
fund redemption commencing on dates which may be prior to the date on which
securities may be optionally redeemed. Sinking fund redemptions are at par
and redeem only part of the issue. Some of the securities have mandatory
sinking funds which contain optional provisions permitting the issuer to
increase the principal amount of securities called on a mandatory redemption
date. The sinking fund redemptions with optional provisions may, and optional
refunding redemptions generally will, occur at times when the redeemed
securities have an offering side evaluation which represents a premium over
par. To the extent that the securities were acquired at a price higher than
the redemption price, this will represent a loss of capital when compared
with the Public Offering Price of the Units when acquired. Distributions will
generally be reduced by the amount of the income which would otherwise have
been paid with respect to redeemed securities and there will be distributed
to Holders any principal amount and premium received on such redemption after
satisfying any redemption requests for Units received by the Fund. The
estimated current return may be affected by redemptions. The tax effect on
Holders of redemptions and related distributions is described under "Taxes"
in this Prospectus, Part B.

(4) All Securities are insured, either on an individual basis or by portolio
insurance, by a municipal bond insurance company which has been assigned
"AAA" claims paying ability by Standard & Poor's. Accordingly, Standard &
Poor's has assigned a "AAA" rating to the securities. Securities covered by
portfolio insurance are rated "AAA" only as long as they remain in the Trust.
See "Risk Factors - Bonds Backed by Letters of Credit or Insurance" in this
Prospectus, Part B.
</TABLE>

D - 18.

<PAGE>
MUNICIPAL INVESTMENT TRUST FUND
MULTISTATE SERIES
DEFINED ASSET FUNDS
I want to learn more about automatic reinvestment in the Investment Accumulation
Program. Please send me information about participation in the Municipal Fund
Accumulation Program, Inc. and a current Prospectus.
My name (please
print) ________________________________________________________________________
My address (please print):
Street and Apt.
No. ___________________________________________________________________________
City, State, Zip
Code __________________________________________________________________________
This page is a self-mailer. Please complete the information above, cut along the
dotted line, fold along the lines on the reverse side, tape, and mail with the
Trustee's address displayed on the outside.
<PAGE>

BUSINESS REPLY MAIL NO POSTAGE
FIRST CLASS PERMIT NO. 644, NEW YORK, NY NECESSARY
IF MAILED
POSTAGE WILL BE PAID BY ADDRESSEE IN THE
THE CHASE MANHATTAN BANK (MITF) UNITED STATES
RETAIL PROCESSING DEPARTMENT
BOWLING GREEN STATION
P.O. BOX 5179
NEW YORK, NY 10274-5179

- --------------------------------------------------------------------------------
(Fold along this line.)

- --------------------------------------------------------------------------------
(Fold along this line.)
<PAGE>

<PAGE>
DEFINED ASSET FUNDSSM
PROSPECTUS--PART B
MUNICIPAL INVESTMENT TRUST FUND
DEFINED ASSET FUNDS MUNICIPAL SERIES
FURTHER DETAIL REGARDING ANY OF THE INFORMATION PROVIDED IN THE PROSPECTUS MAY
BE OBTAINED
WITHIN FIVE DAYS BY WRITING OR CALLING THE TRUSTEE, THE ADDRESS AND
TELEPHONE NUMBER OF WHICH ARE SET FORTH ON THE BACK COVER OF PART A OF THIS
PROSPECTUS.

Index

PAGE
---------
Fund Description...................................... 1
Risk Factors.......................................... 2
How to Buy Units...................................... 8
How to Redeem or Sell Units........................... 10
Income, Distributions and Reinvestment................ 11
Fund Expenses......................................... 12
Taxes................................................. 13
Records and Reports................................... 14
PAGE
---------
Trust Indenture....................................... 14
Miscellaneous......................................... 15
Exchange Option....................................... 17
Appendix A--Description of Ratings.................... a-1
Appendix B--Secondary Market Sales Charge Schedule.... b-1
Appendix C--Sales Charge Schedules for Municipal Asset
Funds, Municipal Series............................... c-1
Supplemental Information...............................Back Cover

FUND DESCRIPTION

BOND PORTFOLIO SELECTION

Professional buyers for Defined Asset Funds, with access to extensive
research, selected the Bonds for the Portfolio after considering the Fund's
investment objective as well as the quality of the Bonds (all Bonds in the
Portfolio are initially rated in the category A or better by at least one
nationally recognized rating organization or have comparable credit
characteristics), the yield and price of the Bonds compared to similar
securities, the maturities of the Bonds and the diversification of the
Portfolio. Only issues meeting these stringent criteria of Defined Asset Funds
were deposited in the Portfolio. No leverage or borrowing is used nor does the
Portfolio contain other kinds of securities to enhance yield. A summary of the
Bonds in the Portfolio appears in Part A of the Prospectus. In a Fund that
includes multiple Trusts or Portfolios, the word Fund should be understood to
mean each individual Trust or Portfolio.

The deposit of the Bonds in the Fund on the initial date of deposit
established a proportionate relationship among the face amounts of the Bonds.
During the 90-day period following the initial date of deposit the Sponsors may
deposit additional Bonds in order to create new Units, maintaining to the extent
possible that original proportionate relationship. Deposits of additional Bonds
subsequent to the 90-day period must generally replicate exactly the
proportionate relationship among the face amounts of the Bonds at the end of the
initial 90-day period.

Yields on bonds depend on many factors including general conditions of the
bond markets, the size of a particular offering and the maturity and quality
rating of the particular issues. Yields can vary among bonds with similar
maturities, coupons and ratings. Ratings represent opinions of the rating
organizations as to the quality of the bonds rated, based on the credit of the
issuer or any guarantor, insurer or other credit provider, but these ratings are
only general standards of quality (see Appendix A).

After the initial date of deposit, the ratings of some Bonds may be reduced
or withdrawn, or the credit characteristics of the Bonds may no longer be
comparable to bonds rated A or better. Bonds rated BBB or Baa (the lowest
investment grade rating) or lower may have speculative characteristics, and
changes in economic conditions or other circumstances are more likely to lead to
a weakened capacity to make principal and interest payments than is the case
with higher grade bonds. Bonds rated below investment grade or unrated bonds
with

1
<PAGE>
similar credit characteristics are often subject to greater market fluctuations
and risk of loss of principal and income than higher grade bonds and their value
may decline precipitously in response to rising interest rates.

Because each Defined Asset Fund is a preselected portfolio of bonds, you
know the securities, maturities, call dates and ratings before you invest. Of
course, the Portfolio will change somewhat over time, as Bonds mature, are
redeemed or are sold to meet Unit redemptions or in other limited circumstances.
Because the Portfolio is not actively managed and principal is returned as the
Bonds are disposed of, this principal should be relatively unaffected by changes
in interest rates.

BOND PORTFOLIO SUPERVISION

The Fund follows a buy and hold investment strategy in contrast to the
frequent portfolio changes of a managed fund based on economic, financial and
market analyses. The Fund may retain an issuer's bonds despite adverse financial
developments. Experienced financial analysts regularly review the Portfolio and
a Bond may be sold in certain circumstances including the occurrence of a
default in payment or other default on the Bond, a decline in the projected
income pledged for debt service on a revenue bond, institution of certain legal
proceedings, if the Bond becomes taxable or is otherwise inconsistent with the
Fund's investment objectives, a decline in the price of the Bond or the
occurrence of other market or credit factors (including advance refundings)
that, in the opinion of the Sponsors makes retention of the Bond detrimental to
the interests of investors. The Trustee must generally reject any offer by an
issuer of a Bond to exchange another security pursuant to a refunding or
refinancing plan.

Every investment involves some risk; for example, the market prices of most
fixed-income investments decline when interest rates rise, and this exposure
increases with the remaining life of the investment. Historically, however,
municipal bonds generally have been second only in creditworthiness to U.S.
government obligations. Municipal unit trusts can be an efficient alternative to
investing in actively managed funds. Active management of a portfolio of quality
municipal bonds may not be as important as with other securities. Insured bonds
provide additional assurance of prompt payments of interest and principal (but
not stability of market value). the price of the Bond or the occurrence of other
market or credit factors (including advance refunding) that, in the opinion of
the Sponsors makes retention of the Bond detrimental to the interests of
investors. The Trustee must generally reject any offer by an issuer of a Bond to
exchange another security pursuant to a refunding or refinancing plan.

The Sponsors and the Trustee are not liable for any default or defect in a
Bond. If a contract to purchase any Bond fails within the 90-day period
following the initial date of deposit, the Sponsors may generally deposit a
replacement bond so long as it is a tax-exempt bond that is not a 'when, as and
if issued' bond, has a fixed maturity or disposition date substantially similar
to the failed Bond and is rated A or better by at least one nationally
recognized rating organization or has comparable credit characteristics. A
replacement bond must be deposited within 110 days after the initial date of
deposit, at a cost that does not exceed the funds reserved for purchasing the
failed Bond and at a yield to maturity and current return substantially
equivalent (considering then current market conditions and relative
creditworthiness) to those of the failed Bond, as of the date the failed
contract was deposited.

RISK FACTORS

An investment in the Fund entails certain risks, including the risk that
the value of your investment will decline with increases in interest rates.
Generally speaking, bonds with longer maturities will fluctuate in value more
than bonds with shorter maturities. In recent years there have been wide
fluctuations in interest rates and in the value of fixed-rate bonds generally.
The Sponsors cannot predict the direction or scope of any future fluctuations.

Certain of the Bonds may have been deposited at a market discount or
premium principally because their interest rates are lower or higher than
prevailing rates on comparable debt securities. The current returns of market
discount bonds are lower than comparably rated bonds selling at par because
discount bonds tend to increase in market value as they approach maturity. The
current returns of market premium bonds are higher than comparably rated bonds
selling at par because premium bonds tend to decrease in market value as they
approach maturity. Because part of the purchase price is returned through
current income payments and not at maturity, an early redemption at par of a
premium bond will result in a reduction in yield to the Fund. Market

2
<PAGE>
premium or discount attributable to interest rate changes does not indicate
market confidence or lack of confidence in the issue.

Certain Bonds deposited into the Fund may have been acquired on a
when-issued or delayed delivery basis. The purchase price for these Bonds is
determined prior to their delivery to the Fund and a gain or loss may result
from fluctuations in the value of the Bonds. Additionally, if the value of any
short-term Bonds intended for payment of the periodic deferred sales charge,
together with the interest thereon, were to become insufficient to pay these
charges, additional bonds would be required to be sold.

The Fund may be concentrated in one or more of types of bonds.
Concentration in a State may involve additional risk because of the decreased
diversification of economic, political, financial and market risks. Set forth
below is a brief description of certain risks associated with bonds which may be
held by the Fund. Additional information is contained in the Information
Supplement which is available from the Trustee at no charge to the investor.

GENERAL OBLIGATION BONDS

Certain of the Bonds may be general obligations of a governmental entity.
General obligation bonds are backed by the issuer's pledge of its full faith,
credit and taxing power for the payment of principal and interest. However, the
taxing power of any governmental entity may be limited by provisions of state
constitutions or laws and its credit will depend on many factors, including an
erosion of the tax base resulting from population declines, natural disasters,
declines in the state's industrial base or an inability to attract new
industries, economic limits on the ability to tax without eroding the tax base
and the extent to which the entity relies on federal or state aid, access to
capital markets or other factors beyond the entity's control. In addition,
political restrictions on the ability to tax and budgetary constraints affecting
state governmental aid may have an adverse impact on the creditworthiness of
cities, counties, school districts and other local governmental units. Recent
and significant changes in Federal welfare policy may have substantial negative
impact on certain states, and localities within those states, making their
ability to maintain balanced finances more difficult in the future.

MORAL OBLIGATION BONDS

The Portfolio may include 'moral obligation' bonds. If an issuer of moral
obligation bonds is unable to meet its obligations, the repayment of the bonds
becomes a moral commitment but not a legal obligation of the state or local
government in question. Even though the state or local government may be called
on to restore any deficits in capital reserve funds of the agencies or
authorities which issued the bonds, any restoration generally requires
appropriation by the state or local legislature and does not constitute a
legally enforceable obligation or debt of the state or local government. The
agencies or authorities generally have no taxing power.

REFUNDED BONDS

Refunded bonds are typically secured by direct obligations of the U.S.
Government or in some cases obligations guaranteed by the U.S. Government placed
in an escrow account maintained by an independent trustee until maturity or a
predetermined redemption date. These obligations are generally noncallable prior
to maturity or the predetermined redemption date. In a few isolated instances,
however, bonds which were thought to be escrowed to maturity have been called
for redemption prior to maturity.

MUNICIPAL REVENUE BONDS

Municipal revenue bonds are tax-exempt securities issued by states,
municipalities, public authorities or similar entities to finance the cost of
acquiring, constructing or improving various projects. Municipal revenue bonds
are not general obligations of governmental entities backed by their taxing
power and payment is generally solely dependent upon revenues of the project,
excise taxes or state appropriations. Examples of municipal revenue bonds are:

Municipal utility bonds, including electrical, water and sewer revenue
bonds, whose payments are dependent on various factors, including the rates
the utilities may charge, the demand for their services and their operating
costs, including expenses to comply with environmental legislation and
other energy and licensing laws and regulations. Utilities are particularly
sensitive to, among other things, the effects of inflation on operating and
construction costs, the unpredictability of future usage requirements, the
costs and availability of fuel and, with certain electric utilities, the
risks associated with the nuclear industry. The

3
<PAGE>
movement to introduce competition in the investor-owned electric utility
industry is likely to indirectly affect municipal utility systems by
inducing them to maintain rates as low as possible. In this effort to keep
rates low, municipal utilities may have more trouble raising rates to
completely recover investment in generating plant;

Lease rental bonds which are generally issued by governmental financing
authorities with no direct taxing power for the purchase of equipment or
construction of buildings that will be used by a state or local government.
Lease rental bonds are generally subject to an annual risk that the lessee
government might not appropriate funds for the leasing rental payments to
service the bonds and may also be subject to the risk that rental
obligations may terminate in the event of damage to or destruction or
condemnation of the equipment or building;

Multi-family housing revenue bonds and single family mortgage revenue
bonds which are issued to provide financing for various housing projects
and which are payable primarily from the revenues derived from mortgage
loans to housing projects for low to moderate income families or notes
secured by mortgages on residences; repayment of this type of bond is
therefore dependent upon, among other things, occupancy levels, rental
income, the rate of default on underlying mortgage loans, the ability of
mortgage insurers to pay claims, the continued availability of federal,
state or local housing subsidy programs, economic conditions in local
markets, construction costs, taxes, utility costs and other operating
expenses and the managerial ability of project managers. Housing bonds are
generally prepayable at any time and therefore their average life will
ordinarily be less than their stated maturities;

Hospital, mental health, nursing home, retirement community and visiting
nurse bonds whose payments are dependent upon revenues of hospitals and
other health care providers. These revenues come from private third-party
payors and government programs, including the Medicare and Medicaid
programs, which have generally undertaken cost containment measures to
limit payments to health care providers. Hospitals must also deal with
shifting competition resulting from hospital mergers and affiliations and
the need to reduce costs as HMOs increase market penetration. Nursing homes
need to keep residential facilities for the elderly, which are not
reimbursable from Medicare/Medicaid, on a profitable basis. Hospital supply
and drug companies must deal with their need to raise prices in an
environment where hospitals and other health care providers are under
intense pressure to keep their costs low. Hospitals and health care
providers are subject to various legal claims by patients and others and
are adversely affected by increasing costs of insurance. The Internal
Revenue Service has been engaged in a program of intensive audits of
certain large tax-exempt hospital and health care providers. Although these
audits have not yet been completed, it has been reported that the
tax-exempt status of some of these organizations may be revoked. Some
hospitals have been required to pay monetary penalties to the IRS;

Airport, port, highway and transit authority revenue bonds which are
dependent for payment on revenues from the financed projects, including
user fees from ports and airports, tolls on turnpikes and bridges, rents
from buildings, transit fare revenues and additional financial resources
including federal and state subsidies, lease rentals paid by state or local
governments or a pledge of a special tax such as a sales tax or a property
tax. In the case of the air travel industry, airport income is largely
affected by the airlines' ability to meet their obligations under use
agreements which in turn is affected by increased competition among
airlines, excess capacity and increased fuel costs, among other factors;

Solid waste disposal bonds which are generally payable from dumping and
user fees and from revenues that may be earned by the facility on the sale
of electrical energy generated in the combustion of waste products and
which are therefore dependent upon the ability of municipalities to fully
utilize the facilities, sufficient supply of waste for disposal, economic
or population growth, the level of construction and maintenance costs, the
existence of lower-cost alternative modes of waste processing and
increasing environmental regulation. A recent decision of the U.S. Supreme
Court limiting a municipality's ability to require use of its facilities
may have an adverse affect on the credit quality of various issues of these
bonds;

Special tax bonds which are not secured by general tax revenues but are
only payable from and secured by the revenues derived by a municipality
from a particular tax--for example, a tax on the rental of a hotel room, on
the purchase of food and beverages, on the rental of automobiles or on the
consumption of liquor and may therefore be adversely affected by a
reduction in revenues resulting from a decline in the local

4
<PAGE>
economy or population or a decline in the consumption, use or cost of the
goods and services that are subject to taxation;

Student loan revenue bonds which are typically secured by pledges of new
or existing student loans. The loans, in turn, are generally either
guaranteed by eligible guarantors and reinsured by the Secretary of the
U.S. Department of Education, directly insured by the federal government,
or financed as part of supplemental or alternative loan programs within a
state (e.g., loan repayments are not guaranteed). These bonds often permit
the issuer to enter into interest rate swap agreements with eligible
counterparties in which event the bonds are subject to the additional risk
of the counterparty's ability to fulfill its swap obligation;

University and college bonds, the payments on which are dependent upon
various factors, including the size and diversity of their sources of
revenues, enrollment, reputation, the availability of endowments and other
funds and, in the case of public institutions, the financial condition of
the relevant state or other governmental entity and its policies with
respect to education; and

Tax increment and tax allocation bonds, which are secured by ad valorem
taxes imposed on the incremental increase of taxable assessed valuation of
property within a jurisdiction above an established base of assessed value.
The issuers of these bonds do not have general taxing authority and the tax
assessments on which the taxes used to service the bonds are based may be
subject to devaluation due to market price declines or governmental action.

Puerto Rico. Certain Bonds may be affected by general economic conditions
in the Commonwealth of Puerto Rico. Puerto Rico's economy is largely dependent
for its development on federal programs, and current federal budgetary policies
suggest that an expansion of its programs is unlikely. Reductions in federal tax
benefits or incentives or curtailment of spending programs (such as the recently
enacted phased repeal of the Puerto Rico and possession federal tax credit)
could adversely affect the Puerto Rican economy.

Industrial Development Revenue Bonds. Industrial development revenue bonds
are municipal obligations issued to finance various privately operated projects
including pollution control and manufacturing facilities. Payment is generally
solely dependent upon the creditworthiness of the corporate operator of the
project and, in certain cases, an affiliated or third party guarantor and may be
affected by economic factors relating to the particular industry as well as
varying degrees of governmental regulation. In many cases industrial revenue
bonds do not have the benefit of covenants which would prevent the corporations
from engaging in capital restructurings or borrowing transactions which could
reduce their ability to meet their obligations and result in a reduction in the
value of the Portfolio.

BONDS BACKED BY REPURCHASE COMMITMENTS

Certain Funds contain Bonds that were purchased from commercial banks,
savings banks, savings and loan associations or other institutions (thrifts)
that had held the Bonds in their investment portfolios prior to selling the
Bonds to the Fund. These banks or thrifts (the Sellers) have committed to
repurchase the Bonds from the Fund in certain circumstances. In some cases a
Seller's Repurchase Commitments may be backed by a security interest in
collateral or by a letter of credit (see Bonds Backed by Letters or Insurance
below).

A Seller may have committed to repurchase any Bond sold by it if necessary
to satisfy investors' unit redemption requests (a Liquidity Repurchase). A
Seller may also have committed to repurchase any Bonds sold by it if the issuer
of the Bond fails to make payments of interest or principal on the Bond (a
Default Repurchase) or if the issuer becomes or is deemed to be bankup or
insolvent (an Insolvency Repurchase). A Seller may have committed to repurchase
any Bond if the interest on that Bond becomes taxable (a Tax Repurcase).
Investors should realize that they are subject to having all or a portion of the
principal amount of their investment returned prior to termination of the Fund
if any of these situations occurs. A Seller may also have committed to
repurchase the Bonds sold by it on their scheduled disposition dates (as shown
under Portfolio in Part A) (a Disposition Repurchase). The price at which any of
these repurchases will occur (the Put Price) is hown in Part A of the
Prospectus. Any collateral securing any of the Repurchase Commitments may
consist of mortgage-backed securities issued by GNMA (Ginnie Maes), FNMA (Fannie
Maes) or FHLMC (Freddie Macs); mortgages; municipal obligations; corporate
obligations; U.S. government securities; and cash.

Investors in a Fund containing any of these credit-supported Bonds should
be aware that many thrifts have failed in recent years and that the thrift
industry generally has experienced severe strains. New federal legislation has
resulted that imposes new limitations on the ways banks and thrifts may do
business and mandates aggressive, early intervention into unhealthy
institutions. One result of this legislation is an increased possibility of
early payment of the principal amount of an investment in Bonds backed by
collateralized letters of credit or repurchase commitments if a Seller becomes
or is deemed to be insolvent.

5
<PAGE>
BONDS BACKED BY LETTERS OF CREDIT OR INSURANCE

Certain Bonds may be secured by letters of credit issued by commercial
banks or savings banks, savings and loan associations and similar thrift
institutions or are direct obligations of banks or thrifts. The letter of credit
may be drawn upon, and the Bonds redeemed, if an issuer fails to pay amounts due
on the Bonds or, in certain cases, if the interest on the Bond becomes taxable.
Letters of credit are irrevocable obligations of the issuing institutions. The
profitability of a financial institution is largely dependent upon the credit
quality of its loan portfolio which, in turn, is affected by the institution's
underwriting criteria, concentrations within the portfolio and specific industry
and general economic conditions. The operating performance of financial
institutions is also impacted by changes in interest rates, the availability and
cost of funds, the intensity of competition and the degree of governmental
regulation.

Certain Bonds may be insured or guaranteed by insurance companies listed
below. The claims-paying ability of each of these companies, unless otherwise
indicated, was rated AAA by Standard & Poor's or another nationally recognized
rating organization at the time the insured Bonds were purchased by the Fund.
The ratings are subject to change at any time at the discretion of the rating
agencies. In an Insured Series, in the event that the rating of an insurance
company insuring a bond is reduced, the Sponsors are authorized to direct the
Trustee to obtain other insurance on behalf of the Fund. The insurance policies
guarantee the timely payment of principal and interest on the Bonds but do not
guarantee their market value or the value of the Units. The insurance policies
generally do not provide for accelerated payments of principal, except at the
sole option of the insurer, or cover redemptions resulting from events of
taxability.

The following summary information relating to the listed insurance
companies has been obtained from publicly available information:

FINANCIAL INFORMATION
AS OF DECEMBER 31, 1996
(IN MILLIONS OF DOLLARS)
--------------------------------------
POLICYHOLDERS'
NAME DATE ESTABLISHED ADMITTED ASSETS SURPLUS
- ---------------------------------------------------- ----------------- --------------- ---------------------
<S> <C> <C> <C>
AMBAC Indemnity Corporation......................... 1970 $ 2,585 $ 899
Asset Guaranty Insurance Co. (AA by S&P) 1988 204 87
Capital Markets Assurance Corp. (CAPMAC)............ 1987 321 194
Connie Lee Insurance Company........................ 1987 233 116
Continental Casualty Company (A+ by S&P) 1948 21,168 4,638
Financial Guaranty Insurance Company................ 1984 2,392 1,093
Financial Security Assurance Inc. (FSA) (including
Financial Security Assurance of Maryland Inc.
(FSAM) (formerly Capital Guaranty Insurance
Company).......................................... 1984 1,155 449
Firemen's Insurance Company of Newark, NJ (A-by
S&P).............................................. 1855 1,930 420
Industrial Indemnity Co. (HIBI) (A+ by S&P)......... 1920 1,368 219
MBIA Insurance Corporation.......................... 1986 4,189 1,467
</TABLE>

Insurance companies are subject to extensive regulation and supervision
where they do business by state insurance commissioners who regulate the
standards of solvency which must be maintained, the nature of and limitations on
investments, reports of financial condition, and requirements regarding reserves
for unearned premiums, losses and other matters. A significant portion of the
assets of insurance companies are required by law to be held in reserve against
potential claims on policies and is not available to general creditors. Although
the federal government does not regulate the business of insurance, federal
initiatives including pension regulation, controls on medical care costs,
minimum standards for no-fault automobile insurance, national health insurance,
tax law changes affecting life insurance companies and repeal of the antitrust
exemption for the insurance business can significantly impact the insurance
business.

STATE RISK FACTORS

Investment in a single State Trust, as opposed to a Fund which invests in the
obligations of several states, may involve some additional risk due to the
decreased diversification of economic, political, financial and market risks. A
brief description of the factors which may affect the financial condition of the
applicable State for any State Trust, together with a summary of tax
considerations relating to that State, appear in Part A of the Prospectus;
further information is contained in the Information Supplement.

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<PAGE>
LITIGATION AND LEGISLATION

The Sponsors do not know of any pending litigation as of the initial date
of deposit which might reasonably be expected to have a material adverse effect
upon the Fund. At any time after the initial date of deposit, litigation may be
initiated on a variety of grounds, or legislation may be enacted, affecting the
Bonds in the Fund. Litigation, for example, challenging the issuance of
pollution control revenue bonds under environmental protection statutes may
affect the validity of certain Bonds or the tax-free nature of their interest.
While the outcome of litigation of this nature can never be entirely predicted,
opinions of bond counsel are delivered on the date of issuance of each Bond to
the effect that it has been validly issued and that the interest thereon is
exempt from federal income tax. From time to time, proposals are introduced in
Congress to, among other things, reduce federal income tax rates, impose a flat
tax, exempt investment income from tax or abolish the federal income tax and
replace it with another form of tax. Enactment of any such legislation could
adversely affect the value of the Units. The Fund, however, cannot predict what
legislation, if any, in respect of tax rates may be proposed, nor can it predict
which proposals, if any, might be enacted.

Also, certain proposals, in the form of state legislative proposals or
voter initiatives, seeking to limit real property taxes have been introduced in
various states, and an amendment to the constitution of the State of California,
providing for strict limitations on real property taxes, has had a significant
impact on the taxing powers of local governments and on the financial condition
of school districts and local governments in California. In addition, other
factors may arise from time to time which potentially may impair the ability of
issuers to make payments due on the Bonds. Under the Federal Bankruptcy Code,
for example, municipal bond issuers, as well as any underlying corporate
obligors or guarantors, may proceed to restructure or otherwise alter the terms
of their obligations.

From time to time Congress considers proposals to prospectively and
retroactively tax the interest on state and local obligations, such as the
Bonds. The Supreme Court clarified in South Carolina v. Baker (decided on April
20, 1988) that the U.S. Constitution does not prohibit Congress from passing a
nondiscriminatory tax on interest on state and local obligations. This type of
legislation, if enacted into law, could require investors to pay income tax on
interest from the Bonds and could adversely affect an investment in Units. See
Taxes.

PAYMENT OF THE BONDS AND LIFE OF THE FUND

The size and composition of the Portfolio will change over time. Most of
the Bonds are subject to redemption prior to their stated maturity dates
pursuant to optional refunding or sinking fund redemption provisions or
otherwise. In general, optional refunding redemption provisions are more likely
to be exercised when the value of a Bond is at a premium over par than when it
is at a discount from par. Some Bonds may be subject to sinking fund and
extraordinary redemption provisions which may commence early in the life of the
Fund. Additionally, the size and composition of the Fund will be affected by the
level of redemptions of Units that may occur from time to time. Principally,
this will depend upon the number of investors seeking to sell or redeem their
Units and whether or not the Sponsors are able to sell the Units acquired by
them in the secondary market. As a result, Units offered in the secondary market
may not represent the same face amount of Bonds as on the initial date of
deposit. Factors that the Sponsors will consider in determining whether or not
to sell Units acquired in the secondary market include the diversity of the
Portfolio, the size of the Fund relative to its original size, the ratio of Fund
expenses to income, the Fund's current and long-term returns, the degree to
which Units may be selling at a premium over par and the cost of maintaining a
current prospectus for the Fund. These factors may also lead the Sponsors to
seek to terminate the Fund earlier than its mandatory termination date.

FUND TERMINATION

The Fund will be terminated no later than the mandatory termination date
specified in Part A of the Prospectus. It will terminate earlier upon the
disposition of the last Bond or upon the consent of investors holding 51% of the
Units. The Fund may also be terminated earlier by the Sponsors once the total
assets of the Fund have fallen below the minimum value specified in Part A of
the Prospectus. A decision by the Sponsors to terminate the Fund early will be
based on factors similar to those considered by the Sponsors in determining
whether to continue the sale of Units in the secondary market.

Notice of impending termination will be provided to investors and
thereafter units will no longer be redeemable. On or shortly before termination,
the Fund will seek to dispose of any Bonds remaining in the

7
<PAGE>
Portfolio although any Bond unable to be sold at a reasonable price may continue
to be held by the Trustee in a liquidating trust pending its final disposition.
A proportional share of the expenses associated with termination, including
brokerage costs in disposing of Bonds, will be borne by investors remaining at
that time. This may have the effect of reducing the amount of proceeds those
investors are to receive in any final distribution.

LIQUIDITY

Up to 40% of the value of the Portfolio may be attributable to guarantees
or similar security provided by corporate entities. These guarantees or other
security may constitute restricted securities that cannot be sold publicly by
the Trustee without registration under the Securities Act of 1933, as amended.
The Sponsors nevertheless believe that, should a sale of the Bonds guaranteed or
secured be necessary in order to meet redemption of Units, the Trustee should be
able to consummate a sale with institutional investors.

The principal trading market for the Bonds will generally be in the
over-the-counter market and the existence of a liquid trading market for the
Bonds may depend on whether dealers will make a market in them. There can be no
assurance that a liquid trading market will exist for any of the Bonds,
especially since the Fund may be restricted under the Investment Company Act of
1940 from selling Bonds to any Sponsor. The value of the Portfolio will be
aasdversely affected if trading markets for the Bonds are limited or absent.

HOW TO BUY UNITS

Units are available from any of the Sponsors, Underwriters and other
broker-dealers at the Public Offering Price plus accrued interest on the Units.
The Public Offering Price varies each Business Day with changes in the value of
the Portfolio and other assets and liabilities of the Fund.

Net accrued interest and principal cash, if any, are added to the Public
Offering Price, the Sponsors' Repurchase Price and the Redemption Price per
Unit. This represents the interest accrued on the Bonds, net of Fund expenses,
from the initial date of deposit to, but not including, the settlement date for
Units (less any prior distributions of interest income to investors). Bonds
deposited also carry accrued but unpaid interest up to the initial date of
deposit. To avoid having investors pay this additional accrued interest (which
earns no return) when they purchase Units, the Trustee advances and distributes
this amount to the Sponsors; it recovers this advance from interest received on
the Bonds. Because of varying interest payment dates on the Bonds, accrued
interest at any time will exceed the interest actually received by the Fund.

Because accrued interest on the Bonds is not received by the Fund at a
constant rate throughout the year, any Monthly Income Distribution may be more
or less than the interest actually received by the Fund. To eliminate
fluctuations in the Monthly Income Distribution, a portion of the Public
Offering Price may consist of cash in an amount necessary for the Trustee to
provide approximately equal distributions. Upon the sale or redemption of Units,
investors will receive their proportionate share of this cash. In addition, if a
Bond is sold, redeemed or otherwise disposed of, the Fund will periodically
distribute to investors the portion of this cash that is attributable to the
Bond.

The regular Monthly Income Distribution is stated in Part A of the
Prospectus and will change as the composition of the Portfolio changes over
time.

PUBLIC OFFERING PRICE--THE FOLLOWING SECTIONS APPLY TO TWO DIFFERENT TYPES OF
DEFINED MUNICIPAL FUNDS. INVESTORS SHOULD NOTE THE EXACT NAME OF THE FUND ON THE
COVER OF PART A OF THE PROSPECTUS TO MAKE SURE THEY REFER TO THE CORRECT SECTION
BELOW.

SECTION A--MUNICIPAL INVESTMENT TRUST FUND

Funds Without a Deferred Sales Charge:

In the secondary market (after the initial offering period), the Public
Offering Price is based on the bid side evaluation of the Bonds, and includes a
sales charge based (a) on the number of Units of the Fund and any other Series
of Municipal Investment Trust Fund purchased in the secondary market on the same
day by a single purchaser (see Secondary Market sales charge scheduled in
Appendix B) and (b) the maturities of the underlying Bonds (see Effective Sales
Charge Schedule in Appendix B). To qualify for a reduced sales charge, the
dealer must confirm that the sale is to a single purchaser or is purchased for
its own account and not for distribution. For these purposes, Units held in the
name of the purchaser's spouse or child under 21 years of age are deemed to be

8
<PAGE>
purchased by a single purchaser. A trustee or other fiduciary purchasing
securities for a single trust estate or single fiduciary account is also
considered a single purchaser.

In the secondary market, the Public Offering Price is further reduced
depending on the maturities of the various Bonds in the Portfolio, by
determining a sales charge percentage for each Bond, as stated in Effective
Sales Charge in Appendix B. The sales charges so determined, multiplied by the
bid side evaluation of the Bonds, are aggregated and the total divided by the
number of Units outstanding to determine the Effective Sales Charge. On any
purchase, the Effective Sales Charge is multiplied by the applicable secondary
market sales charge percentage (depending on the number of Units purchased) in
order to determine the sales charge component of the Public Offering Price.

Funds with a Deferred Sales Charge:

In the secondary market (after the initial offering period), the Public
Offering Price (and the Sponsors' Repurchase Price and the Redemption Price) is
based on the lower, bid side evaluation of the Bonds at the next Evaluation Time
after the order is received. Units redeemed or repurchased prior to the accrual
of the final Deferred Sales Charge installment will have the amount of any
remaining installments deducted from the redemption or repurchase proceeds,
although this deduction will be waived in the event of the death or disability
(as defined in the Internal Revenue Code of 1986) of an investor. Units
purchased after the deduction of the first Deferred Sales Charge installment
will be charged the up-front per Unit sales charge indicated in Part A of this
Prospectus based on the Public Offering Price (less the value of the short-term
bonds reserved to pay the deferred sales charge not yet accrued), multiplied by
the number of Deferred Sales Charge installments already deducted. Units
purchased after the deduction of the final Deferred Sales Charge installment
will be subject only to an up-front sales charge based on the maturities of the
bonds in the Portfolio, as set forth in Appendix B.

SECTION B--DEFINED ASSET FUNDS MUNICIPAL SERIES

In the secondary market (after the initial offering period), the Public
Offering Price (and the Sponsors' Repurchase Price and the Redemption Price) is
based on the lower, bid side evaluation of the Bonds at the next Evaluation Time
after the order is received. Investors will be subject to differing types and
amounts of sales charge depending upon the timing of their purchases and
redemptions of Units. A periodic deferred sales charge will be payable quarterly
through about the fifth anniversary of the Fund from a portion of the interest
on and principal of Bonds reserved for that purpose. Commencing on the first
anniversary of the Fund, the Public Offering Price will also include an up-front
sales charge applied to the value of the Bonds in the Portfolio. Lastly,
investors redeeming their Units prior to the fourth anniversary of the Fund will
be charged a contingent deferred sales charge payable out of the redemption
proceeds of their Units. These charges may be less than you would pay to buy and
hold a comparable managed fund. A complete schedule of sales charges appears in
Appendix C. The Sponsors have received an opinion of their counsel that the
deferred sales charge described in this Prospectus is consistent with an
exemptive order received for the SEC.

EVALUATIONS

Evaluations are determined by the independent Evaluator on each Business
Day. This excludes Saturdays, Sundays and the following holidays as observed by
the New York Stock Exchange: New Year's Day, Presidents' Day, Good Friday,
Memorial Day, Independence Day, Labor Day, Thanksgiving and Christmas. Bond
evaluations are based on closing sales prices (unless the Evaluator deems these
prices inappropriate). If closing sales prices are not available, the evaluation
is generally determined on the basis of current bid or offer prices for the
Bonds or comparable securities or by appraisal or by any combination of these
methods. In the past, the bid prices of publicly offered tax-exempt issues have
been lower than the offer prices by as much as 3 1/2% or more of face amount in
the case of inactively traded issues and as little as 1/2 of 1% in the case of
actively traded issues, but the difference between the offer and bid prices has
averaged between 1 and 2% of face amount. Neither the Sponsors, the Trustee or
the Evaluator will be liable for errors in the Evaluator's judgment. The fees of
the Evaluator will be borne by the Fund.

CERTIFICATES

Certificates for Units are issued upon request and may be transferred by
paying any taxes or governmental charges and by complying with the requirements
for redeeming Certificates (see How To Redeem or Sell Units--

9
<PAGE>
Redeeming Units with the Trustee). Certain Sponsors collect additional charges
for registering and shipping Certificates to purchasers. Lost or mutilated
Certificates can be replaced upon delivery of satisfactory indemnity and payment
of costs.

HOW TO REDEEM OR SELL UNITS

You can redeem your Units at any time for a price based on net asset value.
In addition, the Sponsors have maintained an uninterrupted secondary market for
Units for over 20 years and will ordinarily buy back Units at the same price.
The following describes these two methods to redeem or sell Units in greater
detail.

REDEEMING UNITS WITH THE TRUSTEE

You can always redeem your Units directly with the Trustee for net asset
value. This can be done by sending the Trustee a redemption request together
with any Unit certificates you hold, which must be properly endorsed or
accompanied by a written transfer instrument with signatures guaranteed by an
eligible institution. In certain instances, additional documents may be required
such as a trust instrument, certificate of corporate authority, certificate of
death or appointment as executor, administrator or guardian.

Within seven days after the Trustee's receipt of your request containing
the necessary documents, a check will be mailed to you in an amount based on the
net asset value of your Units. Because of sales charges, market movements or
changes in the Portfolio, net asset value at the time you redeem your Units may
be greater or less than the original cost of your Units. Net asset value is
calculated each Business Day by adding the value of the Bonds, net accrued
interest, cash and the value of any other Fund assets; deducting unpaid taxes or
other governmental charges, accrued but unpaid Fund expenses and any remaining
deferred sales charges, unreimbursed Trustee advances, cash held to redeem Units
or for distribution to investors and the value of any other Fund liabilities;
and dividing the result by the number of outstanding Units.

For Funds with deferred sales charges, if you redeem or sell your Units
before the final deferred sales charge installment date, the remaining deferred
sales charges will be deducted from the net asset value.

As long as the Sponsors are maintaining a secondary market for Units (as
described below), the Trustee will not actually redeem your Units but will sell
them to the Sponsors for net asset value. If the Sponsors are not maintaining a
secondary market, the Trustee will redeem your Units for net asset value or will
sell your Units in the over-the-counter market if the Trustee believes it will
obtain a higher net price for your Units. If the Trustee is able to sell the
Units for a net price higher than net asset value, you will receive the net
proceeds of the sale.

If cash is not available in the Fund's Income and Capital Accounts to pay
redemptions, the Trustee may sell Bonds selected by the Agent for the Sponsors
based on market and credit factors determined to be in the best interest of the
Fund. These sales are often made at times when the Bonds would not otherwise be
sold and may result in lower prices than might be realized otherwise and may
also reduce the size and diversity of the Fund. If Bonds are being sold during a
time when additional Units are being created by the purchase of additional Bonds
(as described under Portfolio Selection), Bonds will be sold in a manner
designed to maintain, to the extent practicable, the proportionate relationship
among the face amounts of each Bond in the Portfolio.

The Trustee is authorized, on a redemption request for Units with a value
exceeding $250,000 by any investor who acquired 25% or more of the outstanding
Units of a Trust, to pay part or all of the redemption 'in kind' (by the
distribution of Bonds and cash with an aggregate value equal to the applicable
Redemption Price of the Units tendered for redemption). The Trustee will attempt
to make a pro rata distribution of Bonds in the Portfolio, but reserves the
right to distribute solely one or more Bonds. The distribution will be made to
the distribution agent and either held for the account of the investor or
disposed of in accordance with the instructions of the investor. Any transaction
costs as well as transfer and ongoing custodial fees on sales of the Bonds
distributed in kind will be borne by the redeeming investor.

Redemptions may be suspended or payment postponed (i) if the New York Stock
Exchange is closed (other than customary weekend and holiday closings), (ii) if
the SEC determines that trading on the New York Stock Exchange is restricted or
that an emergency exists making disposal or evaluation of the Bonds not
reasonably practicable or (iii) for any other period permitted by SEC order.

10
<PAGE>
SPONSORS' SECONDARY MARKET FOR UNITS

The Sponsors, while not obligated to do so, will buy back Units at net
asset value without any other fee or charge as long as they are maintaining a
secondary market for Units. Because of sales charges, market movements or
changes in the portfolio, net asset value at the time you sell your Units may be
greater or less than the original cost of your Units. The Sponsors may resell
the Units to other buyers or redeem the Units by tendering them to the Trustee.
You should consult your financial professional for current market prices to
determine if other broker-dealers or banks are offering higher prices for Units.

The Sponsors may discontinue the secondary market for Units without prior
notice if the supply of Units exceeds demand or for other business reasons.
Regardless of whether the Sponsors maintain a secondary market, you have the
right to redeem your Units for net asset value with the Trustee at any time, as
described above.

INCOME, DISTRIBUTIONS AND REINVESTMENT

INCOME

Some of the Bonds may have been purchased on a when-issued basis or may
have a delayed delivery. Since interest on these Bonds does not begin to accrue
until the date of their delivery to the Fund, the Trustee's annual fee and
expenses may be reduced to provide tax-exempt income to investors for this
non-accrual period. If a when-issued Bond is not delivered until later than
expected and the amount of the Trustee's annual fee and expenses is insufficient
to cover the additional accrued interest, the Sponsors will treat the contracts
as failed Bonds. The Trustee is compensated for its fee reduction by drawing on
the letter of credit deposited by the Sponsors before the settlement date for
these Bonds and depositing the proceeds in a non-interest bearing account for
the Fund.

Interest received is credited to an Income Account and other receipts to a
Capital Account. A Reserve Account may be created by withdrawing from the Income
and Capital Accounts amounts considered appropriate by the Trustee to reserve
for any material amount that may be payable out of the Fund.

DISTRIBUTIONS

Each Unit receives an equal share of monthly distributions of interest
income net of estimated expenses. Interest on the Bonds is generally received by
the Fund on a semi-annual or annual basis. Because interest on the Bonds is not
received at a constant rate throughout the year, any Monthly Income Distribution
may be more or less than the interest actually received. To eliminate
fluctuations in the Monthly Income Distribution, the Trustee will advance
amounts necessary to provide approximately equal interest distributions; it will
be reimbursed, without interest, from interest received on the Bonds, but the
Trustee is compensated, in part, by holding the Fund's cash balances in
non-interest bearing accounts. Along with the Monthly Income Distributions, the
Trustee will distribute the investor's pro rata share of principal received from
any disposition of a Bond to the extent available for distribution. In addition,
distributions of amounts necessary to pay any deferred sales charge will be made
from the Capital and Income Accounts to an account maintained by the Trustee for
purposes of satisfying investors' sales charge obligations.

The estimated annual income per Unit, after deducting estimated annual Fund
expenses and the portion of any deferred sales charge payable from interest
income) as stated in Part A of the Prospectus, will change as Bonds mature, are
called or sold or otherwise disposed of, as replacement bonds are deposited and
as Fund expenses change. Because the Portfolio is not actively managed, income
distributions will generally not be affected by changes in interest rates.
Depending on the financial conditions of the issuers of the Bonds, the amount of
income should be substantially maintained as long as the Portfolio remains
unchanged; however, optional bond redemptions or other Portfolio changes may
occur more frequently when interest rates decline, which would result in early
returns of principal and possibly earlier termination of the Fund.

RETURN CALCULATIONS

Estimated Current Return shows the estimated annual cash to be received
from interest-bearing bonds in a Portfolio (net of estimated annual expenses)
divided by the Public Offering Price (including the maximum sales charge).
Estimated Long Term Return is a measure of the estimated return over the
estimated life of the Trust. This represents an average of the yields to
maturity (or in certain cases, to an earlier call date) of the individual

11
<PAGE>
Bonds in the Portfolio, adjusted to reflect the maximum sales charge and
estimated expenses. The average yield for the Portfolio is derived by weighting
each Bond's yield by its market value and the time remaining to the call or
maturity date, depending on how the Bond is priced. Unlike Estimated Current
Return, Estimated Long Term Return takes into account maturities, discounts and
premiums of the underlying Bonds.

No return estimate can be predictive of your actual return because returns
will vary with purchase price (including sales charges), how long units are
held, changes in Portfolio composition, changes in interest income and changes
in fees and expenses. Therefore, Estimated Current Return and Estimated Long
Term Return are designed to be comparative rather than predictive. A yield
calculation which is more comparable to an individual Bond may be higher or
lower than Estimated Current Return or Estimated Long Term Return which are more
comparable to return calculations used by other investment products.

REINVESTMENT

Distributions will be paid in cash unless the investor elects to have
distributions reinvested without sales charge in the Municipal Fund Accumulation
Program, Inc. The Program is an open-end management investment company whose
investment objective is to obtain income exempt from regular federal income
taxes by investing in a diversified portfolio of state, municipal and public
authority bonds rated A or better or with comparable credit characteristics.
Reinvesting compounds earnings free from federal tax. Advertisements and sales
literature may illustrate the effects of compounding at different hypothetical
interest rates. Investors participating in the Program will be subject to state
and local income taxes to the same extent as if the distributions had been
received in cash, and most of the income on the Program is subject to state and
local income taxes. For more complete information about the Program, including
charges and expenses, request the Program's prospectus from the Trustee. Read it
carefully before you decide to participate. Written notice of election to
participate must be received by the Trustee at least ten days before the Record
Day for the first distribution to which the election is to apply.

FUND EXPENSES

Estimated annual Fund expenses are listed in Part A of the Prospectus; if
actual expenses exceed the estimate, the excess will be borne by the Fund. The
Trustee's annual fee is payable in monthly installments. The Trustee also
benefits when it holds cash for the Fund in non-interest bearing accounts.
Possible additional charges include Trustee fees and expenses for maintaining
the Fund's registration statement current with Federal and State authorities,
extraordinary services, costs of indemnifying the Trustee and the Sponsors,
costs of action taken to protect the Fund and other legal fees and expenses,
Fund termination expenses and any governmental charges. The Trustee has a lien
on Fund assets to secure reimbursement of these amounts and may sell Bonds for
this purpose if cash is not available. The Sponsors receive an annual fee
currently estimated at $0.35 per $1,000 face amount to reimburse them for the
cost of providing Portfolio supervisory services to the Fund. The Sponsors may
also be reimbursed for their costs of providing bookkeeping and administrative
services to Defined Asset Funds, currently estimated at $0.10 per Unit. While
these fees may exceed their costs of providing services to the Fund, the total
Sponsor fees from all Series of Municipal Investment Trust Fund will not exceed
their costs for these services to all of those Series during any calendar year.
The Trustee's, Sponsors' and Evaluator's fees may be adjusted for inflation
without investors' approval.

All or a portion of expenses incurred in establishing certain Funds, as
shown in Part A of the Prospectus, including the cost of the initial preparation
of documents relating to the Fund, Federal and State registration fees, the
initial fees and expenses of the Trustee, legal expenses and any other
out-of-pocket expenses will be paid by the Fund and amortized over five years.
Advertising and selling expenses will be paid from the Underwriting Account at
no charge to the Fund. Sales charges on Defined Asset Funds range from under
1.0% to 5.5%. This may be less than you might pay to buy and hold a comparable
managed fund. Defined Asset Funds can be a cost-effective way to purchase and
hold investments. Annual operating expenses are generally lower than for managed
funds. Because Defined Asset Funds have no management fees, limited transaction
costs and no ongoing marketing expenses, operating expenses are generally less
than 0.25% a year. When compounded annually, small differences in expense ratios
can make a big difference in your investment results. Because our portfolios
rarely hold any significant amount of cash, your money is more fully invested.

12
<PAGE>
TAXES

The following summary describes some of the important income tax
consequences of holding Units, assuming that the investor is not a dealer,
financial institution or insurance company or other investor with special
circumstances. Investors should consult their tax advisers about an investment
in the Fund.

At the date of issue of each Bond, counsel for the issuer delivered an
opinion to the effect that interest on the Bond is generally exempt from regular
federal income tax. However, interest may be taken into account in determining
alternative minimum tax under certain circumstances and may also be subject to
state and local taxes. Neither the Sponsors nor Davis Polk & Wardwell has
reviewed the issuance of the Bonds, related proceedings or the basis of the
opinions of counsel for the issuers. There can be no assurance, therefore, that
the issuer (or other users) have complied or will comply with any requirements
necessary for a bond to be tax-exempt. If any of the Bonds were determined not
to be tax-exempt, investors may be required to pay income tax for current and
prior years, and if the Fund were to sell the Bond, it might have to sell it at
a substantial discount.

In the opinion of Davis Polk & Wardwell, special counsel for the Sponsors,
under existing law:

GENERAL TREATMENT OF THE FUND

The Fund will not be taxed as a corporation for federal income tax
purposes, and each investor will be considered to own directly a share of each
Bond in the Fund.

INCOME OR LOSS UPON DISPOSITION

Upon a disposition of all or part of an investor's pro rata portion of a
Bond (by sale, exchange or redemption of the Bond or his Units), an investor
will generally recognize capital gain or loss. However, gain from the
disposition will generally be ordinary income to the extent of any accrued
'market discount'. An investor will generally have market discount to the extent
that his basis in a bond when he purchases a Unit is less than its stated
redemption price at maturity (or, if it is an 'original issue discount' bond,
the issue price increased by 'original issue discount' that has accrued to
previous holders). Investors should consult their tax advisers in this regard.

The excess of a non-corporate investor's net long-term capital gains over
his net short-term capital losses may be subject to tax at a lower rate than
ordinary income. A capital gain or loss is long-term if the investment is held
for more than one year and short-term if held for one year or less. Because the
deduction of capital losses is subject to limitations, an investor may not be
able to deduct all of his capital losses.

INVESTOR'S BASIS IN THE BONDS

An investor's aggregate basis in the Bonds will be equal to the cost of his
Units, including any sales charges and the organizational expenses borne by the
investor but excluding any amount paid for accrued interest, and adjusted to
reflect any accruals of 'original issue discount', 'acquisition premium' and
'bond premium'. Investors should consult their tax advisers in this regard.

EXPENSES

A non-corporate investor is not entitled to a deduction for his pro rata
share of fees and expenses of the Fund. Also, if an investor borrowed money in
order to purchase or carry his Units, he will not be able to deduct the interest
on this borrowing. The Internal Revenue Service may treat an investor's purchase
of Units as made with borrowed money even if the borrowed money was not directly
used to purchase the Units.

STATE AND LOCAL TAXES

Under the income tax laws of the State and City of New York, the Fund will
not be taxed as a corporation. The income recognized by investors that are New
York taxpayers will not be tax-exempt in New York except to the extent it is
earned on Bonds that are tax-exempt for New York purposes. Depending on where
investors live, income from the Fund may be subject to state and local taxation.
Investors should consult their tax advisers in this regard.

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RECORDS AND REPORTS

The Trustee keeps a register of the names, addresses and holdings of all
investors. The Trustee also keeps records of the transactions of the Fund,
including a current list of the Bonds and a copy of the Indenture, and
supplemental information on the operations of the Fund and the risks associated
with the Bonds held by the Fund, which may be inspected by investors at
reasonable times during business hours.

With each distribution, the Trustee includes a statement of the interest
and any other receipts being distributed. Within five days after deposit of
Bonds in exchange or substitution for Bonds (or contracts) previously deposited,
the Trustee will send a notice to each investor, identifying both the Bonds
removed and the replacement bonds deposited. The Trustee sends each investor of
record an annual report summarizing transactions in the Fund's accounts and
amounts distributed during the year and Bonds held, the number of Units
outstanding and the Redemption Price at year end, the interest received by the
Fund on the Bonds, the gross proceeds received by the Fund from the disposition
of any Bond (resulting from redemption or payment at maturity or sale of any
Bond), and the fees and expenses paid by the Fund, among other matters. The
Trustee will also furnish annual information returns to each investor and to the
Internal Revenue Service. Investors are required to report to the Internal
Revenue Service the amount of tax-exempt interest received during the year.
Investors may obtain copies of Bond evaluations from the Trustee to enable them
to comply with federal and state tax reporting requirements. Fund accounts are
audited annually by independent accountants selected by the Sponsors. Audited
financial statements are available from the Trustee on request.

TRUST INDENTURE

The Fund is a 'unit investment trust' created under New York law by a Trust
Indenture among the Sponsors, the Trustee and the Evaluator. This Prospectus
summarizes various provisions of the Indenture, but each statement is qualified
in its entirety by reference to the Indenture.

The Indenture may be amended by the Sponsors and the Trustee without
consent by investors to cure ambiguities or to correct or supplement any
defective or inconsistent provision, to make any amendment required by the SEC
or other governmental agency or to make any other change not materially adverse
to the interest of investors (as determined in good faith by the Sponsors). The
Indenture may also generally be amended upon consent of investors holding 51% of
the Units. No amendment may reduce the interest of any investor in the Fund
without the investor's consent or reduce the percentage of Units required to
consent to any amendment without unanimous consent of investors. Investors will
be notified on the substance of any amendment.

The Trustee may resign upon notice to the Sponsors. It may be removed by
investors holding 51% of the Units at any time or by the Sponsors without the
consent of investors if it becomes incapable of acting or bankrupt, its affairs
are taken over by public authorities, or if under certain conditions the
Sponsors determine in good faith that its replacement is in the best interest of
the investors. The Evaluator may resign or be removed by the Sponsors and the
Trustee without the investors' consent. The resignation or removal of either
becomes effective upon acceptance of appointment by a successor; in this case,
the Sponsors will use their best efforts to appoint a successor promptly;
however, if upon resignation no successor has accepted appointment within 30
days after notification, the resigning Trustee or Evaluator may apply to a court
of competent jurisdiction to appoint a successor.

Any Sponsor may resign so long as one Sponsor with a net worth of
$2,000,000 remains and is agreeable to the resignation. A new Sponsor may be
appointed by the remaining Sponsors and the Trustee to assume the duties of the
resigning Sponsor. If there is only one Sponsor and it fails to perform its
duties or becomes incapable of acting or bankrupt or its affairs are taken over
by public authorities, the Trustee may appoint a successor Sponsor at reasonable
rates of compensation, terminate the Indenture and liquidate the Fund or
continue to act as Trustee without a Sponsor. Merrill Lynch, Pierce, Fenner &
Smith Incorporated has been appointed as Agent for the Sponsors by the other
Sponsors.

The Sponsors, the Trustee and the Evaluator are not liable to investors or
any other party for any act or omission in the conduct of their responsibilities
absent bad faith, willful misfeasance, negligence (gross negligence in the case
of a Sponsor or the Evaluator) or reckless disregard of duty. The Indenture
contains customary provisions limiting the liability of the Trustee.

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MISCELLANEOUS

LEGAL OPINION

The legality of the Units has been passed upon by Davis Polk & Wardwell,
450 Lexington Avenue, New York, New York 10017, as special counsel for the
Sponsors.

AUDITORS

The Statement of Condition in the Prospectus was audited by Deloitte &
Touche LLP, independent accountants, as stated in their opinion. It is included
in reliance upon that opinion given on the authority of that firm as experts in
accounting and auditing.

TRUSTEE

The Trustee and its address are stated on the back cover of the Prospectus.
The Trustee is subject to supervision by the Federal Deposit Insurance
Corporation, the Board of Governors of the Federal Reserve System and New York
State banking authorities.