DEFINED ASSET FUNDS MUNICIPAL INSURED SERIES 2
497, 2000-06-23
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                           DEFINED ASSET FUNDS--REGISTERED TRADEMARK--
                           ----------------------------------------------------

                           MUNICIPAL INSURED SERIES--2
                           (A UNIT INVESTMENT TRUST)
                           -  PORTFOLIO OF INSURED LONG TERM MUNICIPAL BONDS
                           -  DESIGNED TO BE FREE OF REGULAR FEDERAL INCOME TAX
                           -  MONTHLY INCOME DISTRIBUTIONS

SPONSORS:
MERRILL LYNCH,             -----------------------------------------------------
PIERCE, FENNER & SMITH     The Securities and Exchange Commission has not
INCORPORATED               approved or disapproved these Securities or passed
SALOMON SMITH BARNEY INC.  upon the adequacy of this prospectus. Any
PAINEWEBBER INCORPORATED   representation to the contrary is a criminal offense.
DEAN WITTER REYNOLDS INC.  Prospectus dated June 23, 2000.

<PAGE>
--------------------------------------------------------------------------------

Defined Asset Funds--Registered Trademark--
Defined Asset Funds-Registered Trademark- is America's oldest and largest family
of unit investment trusts, with over $160 billion sponsored over the last 28
years. Defined Asset Funds has been a leader in unit investment trust research
and product innovation. Our family of Funds helps investors work toward their
financial goals with a full range of quality investments, including municipal,
corporate and government bond portfolios, as well as domestic and international
equity portfolios.

Defined Asset Funds offer a number of advantages:
  - A disciplined strategy of buying and holding with a long-term view is the
    cornerstone of Defined Asset Funds.
  - Fixed portfolio: Defined Funds follow a buy and hold investment strategy;
    funds are not managed and portfolio changes are limited.
  - Defined Portfolios: We choose the stocks and bonds in advance, so you know
    what you're investing in.
  - Professional research: Our dedicated research team seeks out stocks or bonds
    appropriate for a particular fund's objectives.
  - Ongoing supervision: We monitor each portfolio on an ongoing basis.
No matter what your investment goals, tolerance for risk or time horizon,
there's probably a Defined Asset Fund that suits your investment style. Your
financial professional can help you select a Defined Asset Fund that works best
for your investment portfolio.

THE FINANCIAL INFORMATION IN THIS PROSPECTUS IS AS OF THE EVALUATION DATE,
FEBRUARY 29, 2000.

<TABLE>
<S>                                    <C>
CONTENTS
                                       PAGE
                                       ----
Risk/Return Summary..................     3
What You Can Expect From Your
  Investment.........................     7
  Monthly Income.....................     7
  Return Figures.....................     7
  Records and Reports................     7
The Risks You Face...................     8
  Interest Rate Risk.................     8
  Call Risk..........................     8
  Reduced Diversification Risk.......     8
  Liquidity Risk.....................     8
  Concentration Risk.................     8
  Bond Quality Risk..................     9
  Insurance Related Risk.............     9
  Litigation and Legislation Risks...     9
Selling or Exchanging Units..........     9
  Sponsors' Secondary Market.........     9
  Selling Units to the Trustee.......     9
  Exchange Option....................    10
How The Fund Works...................    10
  Pricing............................    10
  Evaluations........................    10
  Income.............................    11
  Expenses...........................    11
  Portfolio Changes..................    11
  Fund Termination...................    12
  Certificates.......................    12
  Trust Indenture....................    12
  Legal Opinion......................    13
  Auditors...........................    13
  Sponsors...........................    13
  Trustee............................    13
  Underwriters' and Sponsors'
    Profits..........................    13
  Public Distribution................    14
  Code of Ethics.....................    14
  Year 2000 Issues...................    14
Taxes................................    14
Supplemental Information.............    15
Financial Statements.................   D-1
</TABLE>

                                       2
<PAGE>
--------------------------------------------------------------------------------

RISK/RETURN SUMMARY

<TABLE>
<C>  <S>
 1.  WHAT IS THE FUND'S OBJECTIVE?
     The Fund seeks interest income that is
     exempt from regular federal income taxes
     by investing in a fixed portfolio
     consisting primarily of insured
     municipal revenue bonds.

 2.  WHAT ARE MUNICIPAL REVENUE BONDS?
     Municipal revenue bonds are bonds issued
     by states, municipalities and public
     authorities to finance the cost of
     buying, building or improving various
     projects intended to generate revenue,
     such as airports, health care
     facilities, housing and municipal
     electric, water and sewer utilities.
     Generally, payments on these bonds
     depend solely on the revenues generated
     by the projects, excise taxes or state
     appropriations, and are not backed by
     the government's taxing power.

 3.  WHAT IS THE FUND'S INVESTMENT STRATEGY?

  -  The Fund plans to hold to maturity 10
     insured long-term tax-exempt municipal
     bonds with a current aggregate face
     amount of $5,180,000.00.

  -  The Fund is a unit investment trust
     which means that, unlike a mutual fund,
     the Fund's portfolio is not managed.
  -  The bonds are rated AAA or Aaa by
     Standard & Poor's, Moody's or Fitch.
  -  Many of the bonds can be called at a
     premium declining over time to par
     value. Some bonds may be called earlier
     at par for extraordinary reasons.
  -  100% of the bonds are insured by
     insurance companies. Insurance
     guarantees timely payments of principal
     and interest on the bonds (but not Fund
     units or the market value of the bonds
     before they mature).

     The Portfolio consists of municipal
     bonds of the following types:
</TABLE>

<TABLE>
  -  Hospital/Health Care                     30%
<C>  <S>
  -  Housing                                  22%
  -  Refunded Bonds                           6%
  -  Municipal Electric Utilities             19%
  -  Universities/Colleges                    23%
</TABLE>

<TABLE>
<C>  <S>
 4.  WHAT ARE THE SIGNIFICANT RISKS?

     YOU CAN LOSE MONEY BY INVESTING IN THE
     FUND. THIS CAN HAPPEN FOR VARIOUS
     REASONS, INCLUDING:
  -  Rising interest rates, an issuer's
     worsening financial condition or a drop
     in bond ratings can reduce the price of
     your units.
  -  Because the Fund is concentrated in
     hospital/health care bonds, adverse
     developments in this sector may affect
     the value of your units.
  -  Assuming no changes in interest rates,
     when you sell your units, they will
     generally be worth less than your cost
     because your cost included a sales fee.
  -  The Fund will receive early returns of
     principal if bonds are called or sold
     before they mature. If this happens your
     income will decline and you may not be
     able to reinvest the money you receive
     at as high a yield or as long a
     maturity.
</TABLE>

<TABLE>
<C>  <S>
 5.  IS THIS FUND APPROPRIATE FOR YOU?

     Yes, if you want monthly income free
     from regular federal income tax. You
     will benefit from a professionally
     selected and supervised portfolio whose
     risk is reduced by investing in bonds of
     several different issuers.
     The Fund is NOT appropriate for you if
     you want a speculative investment that
     changes to take advantage of market
     movements, if you do not want a
     tax-advantaged investment or if you
     cannot tolerate any risk.
</TABLE>

                                       3
<PAGE>

<TABLE>
<C>  <S>
     DEFINING YOUR INCOME
</TABLE>

<TABLE>
<C>  <S>                                           <C>
     WHAT YOU MAY EXPECT (PAYABLE ON THE 25TH DAY
     OF EACH MONTH):
     Regular Monthly Income per unit                $ 3.81
     Annual Income per unit                         $45.74
     RECORD DAY: 10th day of each month

     THESE FIGURES ARE ESTIMATES ON THE EVALUATION DATE;
     ACTUAL PAYMENTS MAY VARY.
</TABLE>

<TABLE>
<C>  <S>
 6.  WHAT ARE THE FUND'S FEES AND EXPENSES?

     This table shows the costs and expenses you may pay,
     directly or indirectly, when you invest in the Fund.

     INVESTOR FEES
</TABLE>

<TABLE>
<C>  <S>
     Units purchased after May 10, 2000 will be
     subject only to an up-front sales fee.
</TABLE>

<TABLE>
<C>  <S>
     Maximum Sales Fee (Load) on new
     purchases per unit                  2.90%

     Employees of some of the Sponsors and
     their affiliates may be charged a reduced
     sales fee of no less than $5.00 per unit.

     The maximum sales fee is reduced if you
     invest at least $100,000, as follows:
</TABLE>

<TABLE>
<CAPTION>
                                PERCENTAGE
                                OF MAXIMUM
          IF YOU INVEST:        SALES FEE
          --------------        ----------
<C>  <S>                       <C>
     Less than $100,000             100%
     $100,000 to $249,999            90
     $250,000 to $499,999            85
     $500,000 to $999,999            75
     $1,000,000 and over             65
</TABLE>

<TABLE>
<C>  <S>
     ESTIMATED ANNUAL FUND OPERATING EXPENSES
</TABLE>

<TABLE>
<CAPTION>
                                                    AMOUNT
                                                   PER UNIT
                                                   --------
<C>  <S>                                          <C>
                                                    $ 0.64
     Trustee's Fee
                                                    $ 0.52
     Portfolio Supervision,
     Bookkeeping and
     Administrative Fees
     (including updating
     expenses)
                                                    $ 0.23
     Evaluator's Fee
                                                    $ 0.43
     Other Operating Expenses
                                                    ------
                                                    $ 1.82
     TOTAL
</TABLE>

<TABLE>
<C>  <S>
     The Sponsors historically paid updating
     expenses.

 7.  IS THE FUND MANAGED?

     Unlike a mutual fund, the Fund is not managed
     and bonds are not sold because of market
     changes. Rather, experienced
     Defined Asset Funds financial analysts
     regularly review the bonds in the Fund. The
     Fund may sell a bond if certain adverse credit
     or other conditions exist.

 8.  HOW DO I BUY UNITS?

     The minimum investment is one unit.

     You can buy units from any of the Sponsors and
     other broker-dealers. The Sponsors are listed
     later in this prospectus. Some banks may offer
     units for sale through special arrangements
     with the Sponsors, although certain legal
     restrictions may apply.

     UNIT PRICE PER UNIT               $862.99
     (as of February 29, 2000)

     Unit price is based on the net asset value of
     the Fund plus the sales fee. An amount equal to
     any principal cash, as well as net accrued but
     undistributed interest on the unit, is added to
     the unit price. An independent evaluator prices
     the bonds at 3:30 p.m. Eastern time every
     business day. Unit price changes every day with
     changes in the prices of the bonds in the Fund.

 9.  HOW DO I SELL UNITS?

     You may sell your units at any time to any
     Sponsor or the Trustee for the net asset
     value determined at the close of business on
     the date of sale. You will not pay any other
     fee when you sell your units.

10.  HOW ARE DISTRIBUTIONS MADE AND TAXED?

     The Fund pays income monthly. In the opinion of
     bond counsel when each bond was issued,
     interest on the bonds in this Fund is generally
     100% exempt from regular federal income tax.
     A portion of the income may also be exempt from
     state and local personal income taxes,
     depending on where you live.

     You will also receive principal payments if
     bonds are sold or called or mature, when the
     cash available is more than $5.00 per unit. You
     will be subject to tax on any gain realized by
     the Fund on the disposition of bonds.
</TABLE>

                                       4
<PAGE>

<TABLE>
<C>  <S>
11.  WHAT OTHER SERVICES ARE AVAILABLE?

     REINVESTMENT
     You will receive your monthly income in
     cash unless you choose to compound your
     income by reinvesting with no sales fee
     in the Municipal Fund Investment
     Accumulation Program, Inc. This program
     is an open-end mutual fund with a
     comparable investment objective, but
     those bonds generally will not be
     insured. Income from this program will
     generally be subject to state and local
     income taxes. FOR MORE COMPLETE
     INFORMATION ABOUT THE PROGRAM,
     INCLUDING CHARGES AND FEES, ASK THE
     TRUSTEE FOR THE PROGRAM'S PROSPECTUS.
     READ IT CAREFULLY BEFORE YOU INVEST.
     THE TRUSTEE MUST RECEIVE YOUR WRITTEN
     ELECTION TO REINVEST AT LEAST 10 DAYS
     BEFORE THE RECORD DAY OF AN INCOME
     PAYMENT.

     EXCHANGE PRIVILEGES
     You may exchange units of this Fund for
     units of certain other Defined Asset
     Funds. You may also exchange into this
     Fund from certain other funds. We
     charge a reduced sales fee on
     exchanges.
</TABLE>

                                       5
<PAGE>
--------------------------------------------------------------------------------
    TAX-FREE VS. TAXABLE INCOME: A COMPARISON OF TAXABLE AND TAX-FREE YIELDS

<TABLE>
                                      EFFECTIVE
TAXABLE INCOME 2000*                  % TAX                                  TAX-FREE YIELD OF
  SINGLE RETURN      JOINT RETURN     BRACKET      3%        3.5%        4%        4.5%        5%        5.5%        6%
                                                                    IS EQUIVALENT TO A TAXABLE YIELD OF
<S>                <C>                <C>        <C>        <C>        <C>        <C>        <C>        <C>        <C>
---------------------------------------------------------------------------------------------------------------------------
$      0- 26,250   $      0- 43,850    15.00       3.53       4.12       4.71       5.29       5.88       6.47       7.06
---------------------------------------------------------------------------------------------------------------------------
$ 26,251- 63,550   $ 43,851-105,950    28.00       4.17       4.86       5.56       6.25       6.94       7.64       8.33
---------------------------------------------------------------------------------------------------------------------------
$ 63,551-132,600   $105,951-161,450    31.00       4.35       5.07       5.80       6.52       7.25       7.97       8.70
---------------------------------------------------------------------------------------------------------------------------
<S>                <C>                <C>        <C>        <C>        <C>        <C>        <C>        <C>        <C>
$132,601-288,350   $161,451-288,350    36.00       4.69       5.47       6.25       7.03       7.81       8.59       9.38
---------------------------------------------------------------------------------------------------------------------------
<S>                <C>                <C>        <C>        <C>        <C>        <C>        <C>        <C>        <C>
  OVER $288,350    OVER $288,350       39.60       4.97       5.79       6.62       7.45       8.28       9.11       9.93
---------------------------------------------------------------------------------------------------------------------------
<S>                <C>                <C>        <C>        <C>        <C>        <C>        <C>        <C>        <C>

<S>                <C>
TAXABLE INCOME 20
  SINGLE RETURN     6.5%
                      IS
                   EQUIVALENT
                     TO A
                   TAXABLE
                   YIELD OF
-----------------
$      0- 26,250     7.65
-----------------
$ 26,251- 63,550     9.03
-----------------
$ 63,551-132,600     9.42
                   --------
-----------------
$132,601-288,350    10.16
                   --------
-----------------
  OVER $288,350     10.76
                   --------
-----------------
</TABLE>

To compare the yield of a taxable security with the yield of a federally
tax-free security, find your taxable income and read across. The table
incorporates 2000 federal income tax rates and assumes that all income would
otherwise be taxed at a U.S. 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, the possible partial disallowance of deductions
or state and local taxation. Consequently, investors are urged to consult their
own tax advisers in this regard.

                                       6
<PAGE>
WHAT YOU CAN EXPECT FROM YOUR INVESTMENT

MONTHLY INCOME

The Fund will pay you regular monthly income. Your monthly income may vary
because of:
  - elimination of one or more bonds from the Fund's portfolio because of calls,
    redemptions or sales;
  - a change in the Fund's expenses; or
  - the failure by a bond's issuer to pay interest.

Changes in interest rates generally will not affect your monthly income because
the portfolio is fixed.

Along with your monthly income, you will receive your share of any available
bond principal.

RETURN FIGURES

We cannot predict your actual return, which will vary with unit price, how long
you hold your investment and changes in the portfolio, interest income and
expenses.

ESTIMATED CURRENT RETURN equals the estimated annual cash to be received from
the bonds in the Fund less estimated annual Fund expenses, divided by the Unit
Price (including the maximum sales fee):

<TABLE>
<S>              <C>  <C>
Estimated Annual         Estimated
Interest Income   -   Annual Expenses
-------------------------------------
             Unit Price
</TABLE>

ESTIMATED LONG TERM RETURN is a measure of the estimated return over the
estimated life of the Fund. Unlike Estimated Current Return, Estimated Long Term
Return reflects maturities, discounts and premiums of the bonds in the Fund. It
is an average of the yields to maturity (or in certain cases, to an earlier call
date) of the individual bonds in the portfolio, adjusted to reflect the Fund's
maximum sales fee and estimated expenses. We calculate the average yield for the
portfolio by weighting each bond's yield by its market value and the time
remaining to the call or maturity date.

Yields on individual 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.

These return quotations are designed to be comparative rather than predictive.

RECORDS AND REPORTS

You will receive:
- a monthly statement of income payments and any principal payments;
- a notice from the Trustee when new bonds are deposited in exchange or
  substitution for bonds originally deposited;
- an annual report on Fund activity; and
- annual tax information. THIS WILL ALSO BE SENT TO THE IRS. YOU MUST REPORT THE
  AMOUNT OF TAX-EXEMPT INTEREST RECEIVED DURING THE YEAR.

You may request:
- copies of bond evaluations to enable you to comply with federal and state tax
  reporting requirements; and
- audited financial statements of the Fund.

You may inspect records of Fund transactions at the Trustee's office during
regular business hours.

                                       7
<PAGE>
THE RISKS YOU FACE

INTEREST RATE RISK

Investing involves risks, including the risk that your investment will decline
in value if interest rates rise. Generally, bonds with longer maturities will
change in value more than bonds with shorter maturities. Bonds in the Fund are
more likely to be called when interest rates decline. This would result in early
returns of principal to you and may result in early termination of the Fund. Of
course, we cannot predict how interest rates may change.

CALL RISK

Many bonds can be prepaid or "called" by the issuer before their stated
maturity.

For example, an issuer might call its bonds if it no longer needs the money for
the original purpose or, during periods of falling interest rates, if the
issuer's bonds have a coupon higher than current market rates. If the bonds are
called, your income will decline and you may not be able to reinvest the money
you receive at as high a yield or as long a maturity. An early call at par of a
premium bond will reduce your return.

REDUCED DIVERSIFICATION RISK

If many investors sell their units, the Fund will have to sell bonds. This could
reduce the diversification of your investment and increase your share of Fund
expenses.

LIQUIDITY RISK

The bonds will generally trade in the over-the-counter market. We cannot assure
you that a liquid trading market will exist, especially since current law may
restrict the Fund from selling bonds to any Sponsor. The value of the bonds, and
of your investment, may be reduced if trading in bonds is limited or absent.

CONCENTRATION RISK

When a certain type of bond makes up 25% or more of the portfolio, the Fund is
said to be "concentrated" in that bond type, which makes the Fund less
diversified.

Here is what you should know about the Fund's concentration in hospital and
health care bonds:
  - payment for these bonds depends on revenues from private third-party payors
    and government programs, including Medicare and Medicaid, which have
    generally undertaken cost containment measures to limit payments to
    healthcare providers;
  - hospitals face increasing competition resulting from hospital mergers and
    affiliations;
  - hospitals need to reduce costs as HMOs increase market penetration and
    hospital supply and drug companies raise prices;
  - hospitals and health care providers are subject to various legal claims by
    patients and others and are adversely affected by increasing costs of
    insurance;
  - many hospitals are aggressively buying physician practices and assuming risk
    contracts to gain market share. If revenues do not increase accordingly,
    this practice could reduce profits;
  - Medicare is changing its reimbursement system for nursing homes. Many
    nursing home providers are not sure how they will be treated. In many cases,
    the providers may receive lower reimbursements and these would have to cut
    expenses to maintain profitability; and

                                       8
<PAGE>
  - most retirement/nursing home providers rely on entrance fees for operating
    revenues. If people live longer than expected and turnover is lower than
    budgeted, operating revenues would be adversely affected by less than
    expected entrance fees.

Changes to the portfolio from bond redemptions, maturities and sales may affect
the Fund's concentration over time.

BOND QUALITY RISK

A reduction in a bond's rating may decrease its value and, indirectly, the value
of your investment in the Fund.

INSURANCE RELATED RISK

The bonds are backed by insurance companies (as shown under Defined Portfolio).
Insurance policies generally make payments only according to a bond's original
payment schedule and do not make early payments when a bond defaults or becomes
taxable. Although the federal government does not regulate the insurance
business, various state laws and federal initiatives and tax law changes could
significantly affect the insurance business. The claims-paying ability of the
insurance companies is generally rated A or better by Standard & Poor's or
another nationally recognized rating organization. The insurance company ratings
are subject to change at any time at the discretion of the rating agencies.

LITIGATION AND LEGISLATION RISKS

We do not know of any pending litigation that might have a material adverse
effect upon the Fund.

Future tax legislation could affect the value of the portfolio by:
  - limiting real property taxes,
  - reducing tax rates,
  - imposing a flat or other form of tax, or
  - exempting investment income from tax.

SELLING OR EXCHANGING UNITS

You can sell your units at any time for a price based on net asset value. Your
net asset value is calculated each business day by:
  - ADDING the value of the bonds, net accrued interest, cash and any other Fund
    assets;
  - SUBTRACTING accrued but unpaid Fund expenses, unreimbursed Trustee advances,
    cash held to buy back units or for distribution to investors and any other
    Fund liabilities; and
  - DIVIDING the result by the number of outstanding units.

Your net asset value when you sell may be more or less than your cost because of
sales fees, market movements and changes in the portfolio.

SPONSORS' SECONDARY MARKET

While we are not obligated to do so, we will buy back units at net asset value
without any other fee or charge. We may resell the units to other buyers or 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.

We have maintained a secondary market continuously for over 28 years, but we
could discontinue it without prior notice for any business reason.

SELLING UNITS TO THE TRUSTEE

Regardless of whether we maintain a secondary market, you can sell your units to
the Trustee at any time by sending the

                                       9
<PAGE>
Trustee a letter (with any outstanding certificates if you hold unit
certificates). You must properly endorse your certificates (or execute a written
transfer instrument with signatures guaranteed by an eligible institution).
Sometimes, additional documents are needed such as a trust document, certificate
of corporate authority, certificate of death or appointment as executor,
administrator or guardian.

Within seven days after your request and the necessary documents are received,
the Trustee will mail a check to you. Contact the Trustee for additional
information.

As long as we are maintaining a secondary market, the Trustee will sell your
units to us at a price based on net asset value. If there is no secondary
market, the Trustee may sell your units in the over-the-counter market for a
higher price, but it is not obligated to do so. In that case, you will receive
the net proceeds of the sale.

If the Fund does not have cash available to pay you for units you are selling,
the agent for the Sponsors will select bonds to be sold. Bonds will be selected
based on market and credit factors. These sales could be made at times when the
bonds would not otherwise be sold and may result in your receiving less than the
unit par value and also reduce the size and diversity of the Fund.

There could be a delay in paying you for your units:
  - if the New York Stock Exchange is closed (other than customary weekend and
    holiday closings);
  - if the SEC determines that trading on the New York Stock Exchange is
    restricted or that an emergency exists making sale or evaluation of the
    bonds not reasonably practicable; and
  - for any other period permitted by SEC order.

EXCHANGE OPTION

You may exchange units of certain Defined Asset Funds for units of this Fund at
a maximum exchange fee of 1.90%. You may exchange units of this Fund for units
of certain other funds at a reduced sales fee if your investment goals change.
To exchange units, you should talk to your financial professional about what
funds are exchangeable, suitable and currently available.

Normally, an exchange is taxable and you must recognize any gain or loss on the
exchange. However, the IRS may try to disallow a loss if the portfolios of the
two funds are not materially different; you should consult your own tax adviser.

We may amend or terminate this exchange option at any time without notice.

HOW THE FUND WORKS

PRICING

The price of a unit includes interest accrued on the bonds, less expenses, from
the most recent Record Day up to, but not including, the settlement date, which
is usually three business days after the purchase date of the unit.

A portion of the price of a unit consists of cash so that the Trustee can
provide you with regular monthly income. When you sell your units you will
receive your share of this cash.

EVALUATIONS

An independent Evaluator values the bonds on each business day (excluding
Saturdays,

                                       10
<PAGE>
Sundays and the following holidays as observed by the New York Stock Exchange:
New Year's Day, Presidents' Day, Martin Luther King, Jr. Day, Good Friday,
Memorial Day, Independence Day, Labor Day, Thanksgiving and Christmas). Bond
values are based on current bid or offer prices for the bonds or comparable
bonds. In the past, the difference between bid and offer prices of publicly
offered tax-exempt bonds has ranged from 0.5% of face amount on actively traded
issues to 3.5% on inactively traded issues; the difference has averaged between
1 and 2%.

INCOME

The Trustee credits interest to an Income Account and other receipts to a
Capital Account. The Trustee may establish a Reserve Account by withdrawing from
these accounts amounts it considers appropriate to pay any material liability.
These accounts do not bear interest.

EXPENSES

The Trustee is paid monthly. It also benefits when it holds cash for the Fund in
non-interest bearing accounts. The Trustee may also receive additional amounts:
  - to reimburse the Trustee for the Fund's operating expenses;
  - for extraordinary services and costs of indemnifying the Trustee and the
    Sponsors;
  - costs of actions taken to protect the Fund and other legal fees and
    expenses;
  - expenses for keeping the Fund's registration statement current; and
  - Fund termination expenses and any governmental charges.

The Sponsors are currently reimbursed up to 55 CENTS per $1,000 face amount
annually for providing portfolio supervisory, bookkeeping and administrative
services and for any other expenses properly chargeable to the Fund. Legal,
typesetting, electronic filing and regulatory filing fees and expenses
associated with updating the Portfolio's registration statement yearly are also
now chargeable to the Portfolio. While this fee may exceed the amount of these
costs and expenses attributable to this Fund, the total of these fees for all
Series of Defined Asset Funds will not exceed the aggregate amount attributable
to all of these Series for any calendar year. The Fund also pays the Evaluator's
fees.

The Trustee's, Sponsors' and Evaluator's fees may be adjusted for inflation
without investors' approval.

The Sponsors will pay advertising and selling expenses at no charge to the Fund.
If Fund expenses exceed initial estimates, the Fund will owe the excess. The
Trustee has a lien on Fund assets to secure reimbursement of Fund expenses and
may sell bonds if cash is not available.

PORTFOLIO CHANGES

The Sponsors and Trustee are not liable for any default or defect in a bond.

Unlike a mutual fund, the portfolio is designed to remain intact and we may keep
bonds in the portfolio even if their credit quality declines or other adverse
financial circumstances occur. However, we may sell a bond in certain cases if
we believe that certain adverse credit conditions exist or if a bond becomes
taxable.

If we maintain a secondary market in units but are unable to sell the units that
we buy in the secondary market, we will redeem units, which may affect the
composition of

                                       11
<PAGE>
the portfolio. Units offered in the secondary market may not represent the same
face amount of bonds that they did originally.

We decide whether or not to offer units for sale that we acquire in the
secondary market after reviewing:
  - diversity of the portfolio;
  - size of the Fund relative to its original size;
  - ratio of Fund expenses to income;
  - current and long-term returns;
  - degree to which units may be selling at a premium over par; and
  - cost of maintaining a current prospectus.

FUND TERMINATION

The Fund will terminate following the stated maturity or sale of the last bond
in the portfolio. The Fund may also terminate earlier with the consent of
investors holding 51% of the units or if total assets of the Fund have fallen
below 40% of the face amount of bonds deposited. We will decide whether to
terminate the Fund early based on the same factors used in deciding whether or
not to offer units in the secondary market.

When the Fund is about to terminate you will receive a notice, and you will be
unable to sell your units after that time. On or shortly before termination, we
will sell any remaining bonds, and you will receive your final distribution. Any
bond that cannot be sold at a reasonable price may continue to be held by the
Trustee in a liquidating trust pending its final sale.

You will pay your share of the expenses associated with termination, including
brokerage costs in selling bonds. This may reduce the amount you receive as your
final distribution.

CERTIFICATES

Certificates for units are issued on request. You may transfer certificates by
complying with the requirements for redeeming certificates, described above. You
can replace lost or mutilated certificates by delivering satisfactory indemnity
and paying the associated costs.

TRUST INDENTURE

The Fund is a "unit investment trust" governed by a Trust Indenture, a contract
among the Sponsors, the Trustee and the Evaluator, which sets forth their duties
and obligations and your rights. A copy of the Indenture is available to you on
request to the Trustee. The following summarizes certain provisions of the
Indenture.

The Sponsors and the Trustee may amend the Indenture without your consent:
  - to cure ambiguities;
  - to correct or supplement any defective or inconsistent provision;
  - to make any amendment required by any governmental agency; or
  - to make other changes determined not to be materially adverse to your best
    interest (as determined by the Sponsors).

Investors holding 51% of the units may amend the Indenture. Every investor must
consent to any amendment that changes the 51% requirement. No amendment may
reduce your interest in the Fund without your written consent.

The Trustee may resign by notifying the Sponsors. The Sponsors may remove the
Trustee without your consent if:
  - it fails to perform its duties and the Sponsors determine that its
    replacement is in your best interest; or

                                       12
<PAGE>
  - it becomes incapable of acting or bankrupt or its affairs are taken over by
    public authorities.

Investors holding 51% of the units may remove the Trustee. The Evaluator may
resign or be removed by the Sponsors and the Trustee without the consent of
investors. The resignation or removal of either becomes effective when a
successor accepts appointment. The Sponsors will try to appoint a successor
promptly; however, if no successor has accepted within 30 days after notice of
resignation, the resigning Trustee or Evaluator may petition a court to appoint
a successor.

Any Sponsor may resign as long as one Sponsor with a net worth of $2 million
remains and agrees to the resignation. The remaining Sponsors and the Trustee
may appoint a replacement. If there is only one Sponsor and it fails to perform
its duties or becomes bankrupt the Trustee may:
  - remove it and appoint a replacement Sponsor;
  - liquidate the Fund; or
  - continue to act as Trustee without a Sponsor.

Merrill Lynch, Pierce, Fenner & Smith Incorporated acts as agent for the
Sponsors.

The Trust Indenture contains customary provisions limiting the liability of the
Trustee, the Sponsors and the Evaluator.

LEGAL OPINION

Davis Polk & Wardwell, 450 Lexington Avenue, New York, New York 10017, as
special counsel for the Sponsors, has given an opinion that the units are
validly issued.

AUDITORS

Deloitte & Touche LLP, 2 World Financial Center, New York, New York 10281,
independent accountants, audited the Statement of Condition included in this
prospectus.

SPONSORS

The Sponsors are:

MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED (a wholly-owned subsidiary of
Merrill Lynch & Co., Inc.)
P.O. Box 9051,
Princeton, NJ 08543-9051
PAINEWEBBER INCORPORATED (a wholly-owned subsidiary of PaineWebber Group Inc.)
1285 Avenue of the Americas,
New York, NY 10019

Each Sponsor is a Delaware corporation and it, or its predecessor, has acted as
sponsor to many unit investment trusts. As a registered broker-dealer each
Sponsor buys and sells securities (including investment company shares) for
others (including investment companies) and participates as an underwriter in
various selling groups.

TRUSTEE

The Chase Manhattan Bank, Unit Investment Trust Department, 4 New York
Plaza--6th Floor, New York, New York 10004, is the Trustee. It is supervised by
the Federal Deposit Insurance Corporation, the Board of Governors of the Federal
Reserve System and New York State banking authorities.

UNDERWRITERS' AND SPONSORS' PROFITS

Underwriters receive sales charges when they sell units. The Sponsors also
realized a profit or loss on the initial deposit of the

                                       13
<PAGE>
bonds. Any cash made available by you to the Sponsors before the settlement date
for those units may be used in the Sponsors' businesses to the extent permitted
by federal law and may benefit the Sponsors.

A Sponsor or Underwriter may realize profits or sustain losses on bonds in the
Fund which were acquired from underwriting syndicates of which it was a member.

In maintaining a secondary market, the Sponsors will also realize profits or
sustain losses in the amount of any difference between the prices at which they
buy units and the prices at which they resell or redeem them.

PUBLIC DISTRIBUTION

The Sponsors do not intend to qualify units for sale in any foreign countries.
This prospectus does not constitute an offer to sell units in any country where
units cannot lawfully be sold.

CODE OF ETHICS

The Fund and the Agent for the Sponsors have each adopted a code of ethics
requiring reporting of personal securities transactions by its employees with
access to information on Fund transactions. Subject to certain conditions, the
codes permit employees to invest in Fund securities for their own accounts. The
codes are designed to prevent fraud, deception and misconduct against the Fund
and to provide reasonable standards of conduct. These codes are on file with the
Commission and you may obtain a copy by contacting the Commission at the address
listed on the back cover of this prospectus.

YEAR 2000 ISSUES

Many computer systems were designed in such a way that they may be unable to
distinguish between the year 2000 and the year 1900 (commonly known as the "Year
2000 Problem"). To date we are not aware of any major operational difficulties
resulting from the computer system changes necessary to prepare for the Year
2000. However, there can be no assurance that the Year 2000 Problem will not
adversely affect the issuers of the bonds contained in the Portfolio. We cannot
predict whether any impact will be material to the Fund as a whole.

TAXES

The following summary describes some of the important income tax consequences of
holding units. It assumes that you are not a dealer, financial institution,
insurance company or other investor with special circumstances or subject to
special rules. You should consult your own tax adviser about your particular
circumstances.

At the date of issue of each bond, counsel for the issuer delivered an opinion
to the effect that interest on the bond is exempt from regular federal income
tax. However, interest may be subject to state and local taxes and may be taken
into account in determining your preference items for alternative minumum tax
purposes. Neither we nor our counsel have reviewed the issuance of the bonds,
related proceedings or the basis for the opinions of counsel for the issuers. We
cannot assure you that the issuers (or other users of bond proceeds) 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, you could

                                       14
<PAGE>
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 our counsel, under existing law:

GENERAL TREATMENT OF THE FUND AND YOUR INVESTMENT

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

GAIN OR LOSS UPON DISPOSITION

When all or part of your share of a bond is disposed of (for example, when the
Fund sells, exchanges or redeems a bond or when you sell or exchange your
units), you will generally recognize capital gain or loss. Your gain, however,
will generally be ordinary income to the extent of any accrued "market
discount". Generally you will have market discount to the extent that your basis
in a bond when you purchase 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 on the bond before your
purchase). You should consult your tax adviser in this regard.

If your net long-term capital gains exceed your net short-term capital losses,
the excess may be subject to tax at a lower rate than ordinary income. Any
capital gain from the Fund will be long-term if you are considered to have held
your investment on each bond for more than one year and short-term otherwise.
Because the deductibility of capital losses is subject to limitations, you may
not be able to deduct all of your capital losses.

YOUR BASIS IN THE BONDS

Your aggregate basis in the bonds will be equal to the cost of your units,
including any sales charges you pay, adjusted to reflect any accruals of
"original issue discount," "acquisition premium" and "bond premium". You should
consult your tax adviser in this regard.

EXPENSES

If you are not a corporate investor, you will not be entitled to a deduction for
your share of fees and expenses of the Fund. Also, if you borrowed money in
order to purchase or carry your units, you will not be able to deduct the
interest on this borrowing for federal income tax purposes. The IRS may treat
your purchase of units as made with borrowed money even if the money is not
directly traceable to the purchase of units.

NEW YORK TAXES

Under the income tax laws of the State and City of New York, the Fund will not
be taxed as a corporation. If you are a New York taxpayer, your income from the
Fund will not be tax-exempt in New York except to the extent that the income is
earned on bonds that are tax-exempt for New York purposes. Depending on where
you live, your income from the Fund may be subject to state and local taxation.
You should consult your tax adviser in this regard.

                                       15
<PAGE>
SUPPLEMENTAL INFORMATION

You can receive at no cost supplemental information about the Fund by calling
the Trustee. The supplemental information includes more detailed risk disclosure
about the types of bonds that may be in the Fund's portfolio, general risk
disclosure concerning any insurance securing certain bonds, and general
information about the structure and operation of the Fund. The supplemental
information is also available from the SEC.

                                       16
<PAGE>

DEFINED ASSET FUNDS,
MUNICIPAL INSURED SERIES - 2

REPORT OF INDEPENDENT ACCOUNTANTS

The Sponsors, Trustee and Holders
of Defined Asset Funds,
Municipal Insured Series - 2:

      We have audited the accompanying statement of condition of Defined Asset
      Funds, Municipal Insured Series - 2, including the portfolio, as of
      February 29, 2000 and the related statements of operations and of changes
      in net assets for the periods June 1, 1999 to February 29, 2000 and March
      1, 1999 to May 31, 1999 and the year ended February 28, 1999. 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 auditing standards generally
      accepted in the United States of America. 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 February 29,
      2000, as shown in such portfolio, 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 Defined Asset Funds,
      Municipal Insured Series - 2 at February 29, 2000 and the results of its
      operations and changes in its net assets for the above-stated periods in
      accordance with accounting principles generally accepted in the United
      States of America.

      DELOITTE & TOUCHE LLP

      New York, N.Y.
      May 31, 2000


                                     D - 1
<PAGE>

DEFINED ASSET FUNDS,
MUNICIPAL INSURED SERIES - 2

STATEMENT OF CONDITION
As of February 28, 2000

<TABLE>
     <S>                                                                                <C>            <C>
     TRUST PROPERTY:
       Investment in marketable securities -
          at value (cost $ 4,751,028 )(Note 1).........                                                 $ 4,794,250
       Accrued interest ...............................                                                      71,688
       Accrued interest on Segregated Bond ............                                                       5,603
       Cash - principal ...............................                                                      73,567
                                                                                                        -----------
         Total trust property .........................                                                   4,945,108

     LESS LIABILITIES:
       Income advance from Trustee.....................                                 $    55,666
       Other advance from Trustee .....................                                         305
       Deferred sales charge (Note 5) .................                                      12,291
       Principal payments payable (Segregated Bond) ...                                       3,425
       Income payments payable (Segregated Bond) ......                                         171
       Accrued Sponsors' fees .........................                                         498          72,356
                                                                                        -----------     -----------

     NET ASSETS, REPRESENTED BY:
       5,663 units of fractional undivided
          interest outstanding (Note 3)................                                   4,857,228

       Undistributed net investment income ............                                      15,524     $ 4,872,752
                                                                                        -----------     ===========

     UNIT VALUE ($ 4,872,752 / 5,663 units )...........                                                 $    860.45
                                                                                                        ===========
</TABLE>

                       See Notes to Financial Statements.


                                     D - 2
<PAGE>

DEFINED ASSET FUNDS,
MUNICIPAL INSURED SERIES - 2

STATEMENTS OF OPERATIONS

<TABLE>
<CAPTION>
                                                                    June 1, 1999      March 1, 1999
                                                                         to                to            Year Ended
                                                                    February 29,         May 31,        February 28,
                                                                        2000              1999              1999
                                                                        ----              ----              ----
     <S>                                                            <C>               <C>               <C>
     INVESTMENT INCOME:
       Interest income ........................                     $   208,181       $    75,802       $   362,371
       Interest income on Segregated
         Bond (Note 5) ........................                          15,286             5,283            22,639
       Trustee's fees and expenses ............                          (5,597)           (1,879)           (8,494)
       Sponsors' fees .........................                          (2,376)             (698)           (3,158)
                                                                    ------------------------------------------------
       Net investment income ..................                         215,494            78,508           373,358
                                                                    ------------------------------------------------

     REALIZED AND UNREALIZED GAIN (LOSS)
       ON INVESTMENTS:
       Realized gain on
         securities sold or redeemed ..........                          14,473            25,862           135,591
       Unrealized depreciation
         of investments .......................                        (424,525)         (138,619)          (75,286)
                                                                    ------------------------------------------------
       Net realized and unrealized
         gain (loss) on investments ...........                        (410,052)         (112,757)           60,305
                                                                    ------------------------------------------------

     NET INCREASE (DECREASE) IN NET ASSETS
       RESULTING FROM OPERATIONS ..............                     $  (194,558)      $   (34,249)      $   433,663
                                                                    ================================================
</TABLE>

                       See Notes to Financial Statements.


                                     D - 3
<PAGE>

DEFINED ASSET FUNDS,
MUNICIPAL INSURED SERIES - 2

STATEMENTS OF CHANGES IN NET ASSETS

<TABLE>
<CAPTION>
                                                                    June 1, 1999      March 1, 1999
                                                                         to                to            Year Ended
                                                                    February 29,         May 31,        February 28,
                                                                        2000              1999              1999
                                                                        ----              ----              ----
     <S>                                                            <C>               <C>               <C>
     OPERATIONS:
       Net investment income ..................                     $   215,494       $    78,508       $   373,358
       Realized gain on
         securities sold or redeemed ..........                          14,473            25,862           135 591
       Unrealized depreciation
         of investments .......................                        (424,525)         (138,619)          (75,286)
                                                                    ------------------------------------------------
       Net increase (decrease) in net assets
         resulting from operations ............                        (194,558)          (34,249)          433,663
                                                                    ------------------------------------------------
     DISTRIBUTIONS TO HOLDERS (Note 2):
       Income  ................................                        (200,556)          (73,583)         (351,753)
       Principal ..............................                         (12,401)                            (13,219)
                                                                    ------------------------------------------------
       Total distributions ....................                        (212,957)          (73,583)         (364,972)
                                                                    ------------------------------------------------
     SHARE TRANSACTIONS:
       Deferred sales charge (Note 5):
         Income ...............................                         (22,218)                            (36,855)
         Principal ............................                         (25,498)          (17,273)          (42,608)

       Redemption amounts:
         Income ...............................                            (900)             (629)           (5,207)
         Income on Segregated Bond ............                            (829)             (643)           (8,117)
         Principal ............................                        (340,195)         (310,399)       (1,884,683)
                                                                    ------------------------------------------------
       Net share transactions .................                        (389,640)         (328,944)       (1,977,470)
                                                                    ------------------------------------------------

     NET DECREASE IN NET ASSETS ...............                        (797,155)         (436,776)       (1,908,779)

     NET ASSETS AT BEGINNING OF PERIOD ........                       5,669,907         6,106,683         8,015,462
                                                                    ------------------------------------------------
     NET ASSETS AT END OF PERIOD ..............                     $ 4,872,752       $ 5,669,907       $ 6,106,683
                                                                    ================================================
     PER UNIT:
       Income distributions during
         period ...............................                     $     34.43       $     11.63       $     47.65
                                                                    ================================================
       Principal distributions during
         period ...............................                     $      2.15                         $      1.97
                                                                    ===========                         ============
       Net asset value at end of
         period ...............................                     $    860.45       $    937.95       $    957.91
                                                                    ================================================
     TRUST UNITS:
       Redeemed during period .................                             382               330             1,970
       Outstanding at end of period ...........                           5,663             6,045             6,375
                                                                    ================================================
</TABLE>

                       See Notes to Financial Statements.


                                     D - 4
<PAGE>

DEFINED ASSET FUNDS,
MUNICIPAL INSURED SERIES - 2

NOTES TO FINANCIAL STATEMENTS

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 accordance with accounting
      principles generally accepted in the United States of America.

            (A)   Securities are stated at value as determined by the Evaluator
                  based on bid side evaluations for the securities.

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

            (C)   Interest income is recorded as earned.

      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 also distributed
            periodically.

      3.    NET CAPITAL

<TABLE>
     <S>                                                                                                <C>
          Cost of 5,663 units at Date of Deposit .....................                                  $ 5,657,462
          Transfer to capital of interest on Segregated Bond (Note 5)                                       125,847
          Transfer to capital of interest ............................                                        8,808
          Redemptions of units - net cost of 3,897 units redeemed
            less redemption amounts (principal).......................                                      168,394
          Income on Segregated Bond paid at redemption ...............                                       (9,589)
          Principal distributions ....................................                                     (989,245)
          Deferred sales charge (Note 5) .............................                                     (426,416)
          Realized gain on securities sold or redeemed ...............                                      278,745
          Net unrealized appreciation of investments..................                                       43,222
                                                                                                        -----------

          Net capital applicable to Holders ..........................                                  $ 4,857,228
                                                                                                        ===========
</TABLE>

      4.    INCOME TAXES

            As of February 29, 2000, net unrealized appreciation of investments,
            based on cost for Federal income tax purposes, aggregated $43,222,
            of which $17,080 related to depreciated securities and $60,302
            related to appreciated securities. The cost of investment securities
            for Federal income tax purposes was $4,751,028 at February 29, 2000.


                                     D - 5
<PAGE>

DEFINED ASSET FUNDS,
MUNICIPAL INSURED SERIES - 2

NOTES TO FINANCIAL STATEMENTS

      5.    DEFERRED SALES CHARGE

            $317,152 face amount of the Catholic Hlth. Corp., IL, Hlth. Fac.
            Rev. Bonds, Comp. Iss., Ser. 1995A, have been segregated to fund the
            deferred sales charges. The sales charges are being paid for with
            the interest received and by periodic sales or maturity of these
            bonds. A deferred sales charge of $2.75 per Unit is charged on a
            quarterly basis, and paid to the Sponsors annually, by the Trustee
            on behalf of the Holders, up to an aggregate of $55.00 per Unit over
            the first five years of the life of the Fund. Should a Holder redeem
            Units prior to the end of the third anniversary of the Fund, the
            remaining balance of the deferred sales charge will be charged.


                                     D - 6
<PAGE>

DEFINED ASSET FUNDS,
MUNICIPAL INSURED SERIES - 2

PORTFOLIO
As of February 29, 2000

<TABLE>
<CAPTION>
                                               Rating                                            Optional
     Portfolio No. and Title of              of Issues      Face                                 Redemption
            Securities                        (1) (4)      Amount    Coupon       Maturities(3) Provisions(3)    Cost      Value(2)
            ----------                       ---------  ----------- -----------   ------------  ------------  ----------  ---------
<S>                                              <C>    <C>             <C>          <C>       <C>          <C>         <C>
   1 State Pub. Wks. Bd. of the State of         AAA    $   600,000     5.500 %      2021      06/01/03     $   549,516 $   562,122
     California, Lease Rev. Rfdg. Bonds (The                                                   @  102.000
     Regents of the Univ. of California),
     1993 Ser. A (Various Univ. of California
     Projs.) (Connie Lee Ins.)

   2 The City of Los Angeles, CA, Tax-Exempt     AAA        565,000     6.300        2025      07/01/02         565,000     573,407
     Mtge. Rev. Rfdg. Bonds, Ser. 1993 A (FHA                                                  @  102.000
     Ins. Mtge  Loans - Sec. 8 Asstd. Proj.)
     (MBIA Ins.)

   3 FLorida Mun. Pwr. Agy., Stanton II Proj.,   AAA      1,000,000     4.500        2027      10/01/03         786,580     775,100
     Rev. Rfdg.Bonds, Ser. 1993 (AMBAC Ins.)                                                   @  100.000

   4 Catholic Hlth. Corp., IL, Hlth. Fac. Rev.   AAA        665,000     6.000        2017      11/15/05         644,944     661,343
     Bonds, Comp. Iss., Ser. 1993 A                                                            @  102.000
     (MBIA Ins.) (5)

   5 Illinois Educl. Fac. Auth., Rev. Bonds,     AAA        275,000     5.700        2023      09/01/03         258,459     261,162
     Illinois Wesleyan Univ., Ser. 1993                                                        @  102.000
     (MBIA Ins.)

   6 Hosp. Auth. of the City of Fort Wayne, IN,  AAA        230,000     6.400        2022(6)   11/15/02         231,619     243,112
     Rev. Bonds (Parkview Memorial Hosp., Inc.                                                 @  102.000
     Proj.), Ser. 1992 (MBIA Ins.)

   7 Maine State Hsg. Auth., Mtge. Purchase      AAA        555,000     5.700        2026      02/01/04         523,998     518,398
     Rev. Bonds, 1994 Ser. A (MBIA Ins.)                                                       @  102.000

   8 New Hampshire Educ. and Hlth. Fac. Auth.,   AAA        875,000     5.250        2021      08/15/03         772,791     774,226
     Hosp. Rev. Bonds (Mary Hitchcock Mem.                                                     @  102.000
     Hosp. Iss.), Ser. 1993 (Financial Guaranty
     Ins.)
</TABLE>


                                     D - 7
<PAGE>

DEFINED ASSET FUNDS,
MUNICIPAL INSURED SERIES - 2

PORTFOLIO
As of February 28, 2000

<TABLE>
<CAPTION>
                                               Rating                                             Optional
     Portfolio No. and Title of              of Issues      Face                                 Redemption
            Securities                        (1) (4)       Amount    Coupon      Maturities(3) Provisions(3)    Cost      Value(2)
            ----------                       ---------  ----------- -----------   ------------  ------------  ----------  ---------
<S>                                              <C>    <C>             <C>          <C>       <C>          <C>         <C>
   9 Rhode Island Hlth. and Educl. Bldg.         AAA    $   105,000     6.000 %      2015      03/01/05     $   102,609 $   105,119
     Corp., Higher Educ. Fac. Rev. Bonds                                                       @  101.000
     (New England Institute of Tech. Iss.),
     Ser. 1995 (Connie Lee Ins.)

  10 Rhode Island Hlth. and Educl. Bldg.         AAA         75,000     6.500        2024(6)   11/15/02          76,334      79,562
     Corp., Higher Educ. Fac. Rev. Bonds                                                       @  102.000
     (Roger Williams Univ. Iss.), Ser. 1992
     (Connie Lee Ins.)                                      235,000     6.500        2024      11/15/02         239,178     240,699
                                                                                               @  102.000

                                                          ---------                                           ---------   ---------
     TOTAL                                              $ 5,180,000                                         $ 4,751,028 $ 4,794,250
                                                          =========                                           =========   =========
</TABLE>

            See Notes to Portfolio.


                                     D - 8
<PAGE>

DEFINED ASSET FUNDS,
MUNICIPAL INSURED SERIES - 2

NOTES TO PORTFOLIO
As of February 28, 2000

      (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.

      (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.

      (4)   Insured by AAA-rated insurance companies that guarantee timely
            payments of principal and interest on the bonds (but not fund units
            or the market value before they mature).

      (5)   A portion of these bonds have been segregated to fund the deferred
            sales charges.

      (6)   Bonds with an aggregate face amount of $305,000 have been
            pre-refunded and are expected to be called for redemption on the
            optional redemption provision dates shown.


                                     D - 9
<PAGE>
DEFINED ASSET FUNDS-SM-

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<S>                                      <C>
HAVE QUESTIONS ?                         MUNICIPAL INVESTMENT TRUST FUND
Request the most recent free             MUNICIPAL INSURED SERIES--2
Information Supplement                   (A Unit Investment Trust)
that gives more details about            ---------------------------------------
the Fund, by calling:                    This Prospectus does not contain
The Chase Manhattan Bank                 complete information about the
1-800-323-1508                           investment company filed with the
                                         Securities and Exchange Commission in
                                         Washington, D.C. under the:
                                         - Securities Act of 1933 (file no.
                                         33-57883) and
                                         - Investment Company Act of 1940 (file
                                         no. 811-1777).
                                         TO OBTAIN COPIES AT PRESCRIBED RATES--
                                         WRITE: Public Reference Section of the
                                         Commission
                                         450 Fifth Street, N.W., Washington,
                                         D.C. 20549-6009
                                         CALL: 1-800-SEC-0330.
                                         VISIT: http://www.sec.gov.
                                         ---------------------------------------
                                         No person is authorized to give any
                                         information or representations about
                                         this Fund not contained in this
                                         Prospectus or the Information
                                         Supplement, and you should not rely on
                                         any other information.
                                         ---------------------------------------
                                         When units of this Fund are no longer
                                         available, this Prospectus may be used
                                         as a preliminary prospectus for a
                                         future series, but some of the
                                         information in this Prospectus will be
                                         changed for that series.
                                         UNITS OF ANY FUTURE SERIES MAY NOT BE
                                         SOLD NOR MAY OFFERS TO BUY BE ACCEPTED
                                         UNTIL THAT SERIES HAS BECOME EFFECTIVE
                                         WITH THE SECURITIES AND EXCHANGE
                                         COMMISSION. NO UNITS CAN BE SOLD IN ANY
                                         STATE WHERE A SALE WOULD BE ILLEGAL.
                                                                          --6/00
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