AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON SEPTEMBER 27, 1995
REGISTRATION NO. 33-
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
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FORM S-6
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FOR REGISTRATION UNDER THE SECURITIES ACT
OF 1933 OF SECURITIES OF UNIT INVESTMENT
TRUSTS REGISTERED ON FORM N-8B-2
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A. EXACT NAME OF TRUST:
DEFINED ASSET FUNDS
MUNICIPAL STATE SERIES 4
B. NAMES OF DEPOSITORS:
MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED
PAINEWEBBER INCORPORATED
C. COMPLETE ADDRESSES OF DEPOSITORS' PRINCIPAL EXECUTIVE OFFICES:
MERRILL LYNCH, PIERCE, FENNER & SMITH PAINEWEBBER INCORPORATED
INCORPORATED 1285 AVE. OF THE AMERICAS
P.O. BOX 9051 NEW YORK, N.Y. 10019
PRINCETON, N.J. 08543-9051
D. NAMES AND COMPLETE ADDRESSES OF AGENTS FOR SERVICE:
TERESA KONCICK, ESQ. ROBERT E. HOLLEY COPIES TO
P.O BOX 9051 1285 AVENUE OF PIERRE DE SAINT PHALLE, ESQ.
PRINCETON, N.J. 08543-9051 THE AMERICAS 450 LEXINGTON AVENUE
NEW YORK, N.Y. 10019 NEW YORK, N.Y. 10017
E. TITLE AND AMOUNT OF SECURITIES BEING REGISTERED:
An indefinite number of Units of Beneficial Interest pursuant to Rule 24f-2
promulgated under the Investment Company Act of 1940, as amended.
F. PROPOSED MAXIMUM OFFERING PRICE TO THE PUBLIC OF THE SECURITIES BEING
REGISTERED:
Indefinite
G. AMOUNT OF FILING FEE:
$500 (as required by Rule 24f-2)
H. APPROXIMATE DATE OF PROPOSED SALE TO THE PUBLIC:
As soon as practicable after the acquisition and deposit of the underlying
securities.
THE REGISTRANT HEREBY AMENDS THIS REGISTRATION STATEMENT ON SUCH DATE OR
DATES AS MAY BE NECESSARY TO DELAY ITS EFFECTIVE DATE UNTIL THE REGISTRANT
SHALL FILE A FURTHER AMENDMENT WHICH SPECIFICALLY STATES THAT THIS
REGISTRATION STATEMENT SHALL THEREAFTER BECOME EFFECTIVE IN ACCORDANCE WITH
SECTION 8(A) OF THE SECURITIES ACT OF 1933 OR UNTIL THE REGISTRATION
STATEMENT SHALL BECOME EFFECTIVE ON SUCH DATE AS THE COMMISSION, ACTING
PURSUANT TO SAID SECTION 8(A), MAY DETERMINE.
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SUBJECT TO COMPLETION, PROSPECTUS DATED SEPTEMBER 27, 1995
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DEFINED ASSET FUNDS
20,000 UNITS MUNICIPAL STATE SERIES 4
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A FINAL PROSPECTUS FOR A PRIOR MUNICIPAL STATE SERIES OF DEFINED ASSET
FUNDS IS HEREBY INCORPORATED BY REFERENCE AND USED AS A PRELIMINARY
PROSPECTUS FOR THIS INSURED SERIES. THE NARRATIVE INFORMATION AND
STRUCTURE OF THE FINAL PROSPECTUS FOR THIS SERIES WILL BE SUBSTANTIALLY THE
SAME AS THAT OF THE PREVIOUS PROSPECTUS EXCEPT THAT THE TRUSTS TO BE
INCLUDED IN THIS SERIES MAY REPRESENT DIFFERENT STATES THAN THOSE INCLUDED
IN THE PREVIOUS SERIES. INFORMATION WITH RESPECT TO PRICING, THE NUMBER OF
UNITS, DATES AND SUMMARY INFORMATION REGARDING THE CHARACTERISTICS OF
SECURITIES TO BE DEPOSITED IN THIS SERIES IS NOT NOW AVAILABLE AND WILL BE
DIFFERENT FROM THAT SHOWN SINCE EACH SERIES HAS A UNIQUE PORTFOLIO.
ACCORDINGLY, THE INFORMATION CONTAINED HEREIN WITH REGARD TO EACH TRUST
SHOULD BE CONSIDERED AS BEING INCLUDED FOR INFORMATIONAL PURPOSES ONLY.
THE RATINGS OF THE SECURITIES OF THIS SERIES ARE EXPECTED TO BE COMPARABLE
TO THAT OF THE SECURITIES OF THE PREVIOUS SERIES. HOWEVER, THE ESTIMATED
CURRENT AND LONG-TERM RETURNS FOR THE TRUSTS IN THIS SERIES WILL DEPEND ON
THE INTEREST RATES AND OFFERING SIDE EVALUATION OF THE SECURITIES AND MAY
VARY MATERIALLY FROM THOSE OF THE PREVIOUS SERIES. INVESTORS SHOULD
CONTACT ACCOUNT EXECUTIVES OF THE UNDERWRITERS WHO WILL BE INFORMED OF THE
EXPECTED EFFECTIVE DATE OF THIS SERIES AND WHO WILL BE SUPPLIED WITH
COMPLETE INFORMATION WITH RESPECT TO SUCH SERIES ON THE DAY OF AND
IMMEDIATELY PRIOR TO THE EFFECTIVENESS OF THE REGISTRATION STATEMENT
RELATING TO UNITS OF THIS SERIES.
INFORMATION CONTAINED HEREIN IS SUBJECT TO COMPLETION OR AMENDMENT. A
REGISTRATION STATEMENT RELATING TO THESE SECURITIES HAS BEEN FILED WITH THE
SECURITIES AND EXCHANGE COMMISSION. THESE SECURITIES MAY NOT BE SOLD NOR
MAY OFFERS TO BUY BE ACCEPTED PRIOR TO THE TIME THE REGISTRATION STATEMENT
BECOMES EFFECTIVE. THIS PROSPECTUS SHALL NOT CONSTITUTE AN OFFER TO SELL
OR THE SOLICITATION OF AN OFFER TO BUY NOR SHALL THERE BE ANY SALE OF THESE
SECURITIES IN ANY STATE IN WHICH SUCH OFFER, SOLICITATION OR SALE WOULD BE
UNLAWFUL PRIOR TO REGISTRATION OR QUALIFICATION UNDER THE SECURITIES LAWS
OF ANY SUCH STATE.
PART II
ADDITIONAL INFORMATION NOT INCLUDED IN THE PROSPECTUS
A. The following information relating to the Depositors is
incorporated by reference to the SEC filings indicated and made a part of
this Registration Statement.
SEC FILE OR
IDENTIFICATION NO.
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I. Bonding Arrangements and Date of Organization of the Depositors filed
pursuant to Items A and B of Part II of the Registration Statement on
Form S-6 under the Securities Act of 1933:
Merrill Lynch, Pierce, Fenner & Smith Incorporated 2-52691
PaineWebber Incorporated 2-87965
II. Information as to Officers and Directors of the Depositors filed
pursuant to Schedules A and D of Form BD under Rules 15b1-1 and 15b3-1
of the Securities Exchange Act of 1934:
Merrill Lynch, Pierce, Fenner & Smith Incorporated 8-7221
PaineWebber Incorporated 8-16267
III. Charter documents of the Depositors filed as Exhibits to the
Registration Statement on Form S-6 under the Securities Act of 1933
(Charter, By-Laws):
Merrill Lynch, Pierce, Fenner & Smith
Incorporated 2-73866, 2-77549
PaineWebber Incorporated 2-87965, 2-87965
B. The Internal Revenue Service Employer Identification Numbers of
the Sponsors and Trustee are as follows:
Merrill Lynch, Pierce, Fenner & Smith Incorporated 13-5674085
PaineWebber Incorporated 13-2638166
UNDERTAKING
The Sponsors undertake that they will not instruct the Trustee to
accept from (i) Financial Guaranty Insurance Company, Municipal Bond
Insurance Association or any other insurance company affiliated with any of
the Sponsors, in settlement of any claim, less than an amount sufficient to
pay any principal or interest (and, in the case of a taxability redemption,
premium) then due on any Security in accordance with the municipal bond
guaranty insurance policy attached to such Security or (ii) any affiliate
of the Sponsors who has any obligation with respect to any Security, less
than the full amount due pursuant to the obligation unless such
instructions have been approved by the Securities and Exchange Commission
pursuant to Rule 17d-1 under the Investment Company Act of 1940.
II-1
Supplemented final prospectuses from Defined Asset Funds, Municipal
State Series 3 (Reg. No. 33-59023) (Formerly DAF MSS-2) which are
incorporated herein by reference, may be used as preliminary prospectuses
for this Series.
CONTENTS OF REGISTRATION STATEMENT
THE REGISTRATION STATEMENT ON FORM S-6 COMPRISES THE FOLLOWING PAPERS AND
DOCUMENTS:
The facing sheet of Form S-6.
The Cross-Reference Sheet (incorporated by reference to the Cross-
Reference Sheet to the Registration Statement of Municipal Investment
Trust Fund, First Insured Series, 1933 Act File No. 2-87965).
The Prospectus.
Additional Information not included in the Prospectus (Part II).
The following exhibits:
1.1 -- Form of Trust Indenture (incorporated by reference to
Exhibit 1.1 to the Registration Statement of Municipal
Investment Trust Fund, Intermediate Term Series-217,
1933 Act File No. 33-50343).
1.1.1 -- Form of Standard Terms and Conditions of Trust Effective
October 21, 1993 (incorporated by reference to Exhibit
1.1.1 to the Registration Statement of Municipal
Investment Trust Fund, Multistate Series-48, Defined
Asset Funds, 1933 Act File No. 33-50247).
1.2 -- Form of Master Agreement Among Underwriters (incorporated
by reference to Exhibit 1.2 to the Registration
Statement of The Corporate Income Fund, One Hundred
Ninety-Fourth Monthly Payment Series, 1933 Act File No.
2-90925).
1.3 -- Form of Portfolio Insurance policy (incorporated by
reference to Exhibit 1.3 to the Registration Statement
of Municipal Investment Trust Fund, Thirty-Eighth
Insured Series, 1933 Act File No. 2-96953).
1.4 -- Form of commitment letter relating to issuance of
Permanent Insurance, with form of Permanent Insurance
policy attached (incorporated by reference to Exhibit
1.4 to the Registration Statement of Municipal
Investment Trust Fund, Thirty-Eighth Insured Series,
1933 Act File No. 2-96953).
2.1 -- Form of Certificate of Beneficial Interest (included in
Exhibit 1.1.1).
*3.1 -- Opinion of counsel as to the legality of the securities
being issued including their consent to the use of
their names under the headings "Taxes" and
"Miscellaneous--Legal Opinion" in the Prospectus.
*4.1.1 -- Consent of the Evaluator.
*4.1.2 -- Consent of the Rating Agency.
5.1 -- Consent of independent accountants.
9.1 -- Information Supplement (incorporated by reference to
Exhibit 9.1 to Post-Effective Amendment No. 4 to the
Registration Statement of Municipal Investment Trust
Fund, Monthly Payment Series-506, 1933 Act File No.
33-37730).
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* To be filed with Amendment to Registration Statement.
R-1
SIGNATURES
PURSUANT TO THE REQUIREMENTS OF THE SECURITIES ACT OF 1933, THE
REGISTRANT HAS DULY CAUSED THIS REGISTRATION STATEMENT OR AMENDMENT TO THE
REGISTRATION STATEMENT TO BE SIGNED ON ITS BEHALF BY THE UNDERSIGNED
THEREUNTO DULY AUTHORIZED IN THE CITY OF NEW YORK AND STATE OF NEW YORK ON
THE 27TH DAY OF SEPTEMBER, 1995.
Signatures appear on pages R-3 and R-4.
A majority of the members of the Board of Directors of Merrill Lynch,
Pierce, Fenner & Smith Incorporated has signed this Registration Statement
or Amendment to the Registration Statement pursuant to Powers of Attorney
authorizing the person signing this Registration Statement or Amendment to
the Registration Statement to do so on behalf of such members.
A majority of the members of the Executive Committee of the Board of
Directors of PaineWebber Incorporated has signed this Registration
Statement or Amendment to the Registration Statement pursuant to Powers of
Attorney authorizing the person signing this Registration Statement or
Amendment to the Registration Statement to do so on behalf of such members.
R-2
MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED
DEPOSITOR
By the following persons, who constitute a Powers of Attorney have been
majority of the Board of Directors of filed under Form SE and
Merrill Lynch, Pierce, Fenner & Smith the following 1933 Act
Incorporated: File Number: 33-43466
HERBERT M. ALLISON, JR.
BARRY S. FRIEDBERG
EDWARD L. GOLDBERG
STEPHEN L. HAMMERMAN
JEROME P. KENNEY
DAVID H. KOMANSKY
DANIEL T. NAPOLI
THOMAS H. PATRICK
JOHN L. STEFFENS
DANIEL P. TULLY
ROGER M. VASEY
ARTHUR H. ZEIKEL
By ERNEST V. FABIO
(As authorized signatory for
Merrill Lynch, Pierce, Fenner & Smith Incorporated
and Attorney-in-fact for the persons listed above)
R-3
PAINEWEBBER INCORPORATED
DEPOSITOR
By the following persons, who Powers of Attorney have
constitute a majority of the been filed under
Executive Committee of the Form SE and the
Board of Directors of following 1933 Act
PaineWebber Incorporated: File Number: 33-55073
PAUL B. GUENTHER
DONALD B. MARRON
JOSEPH J. GRANO, JR.
LEE FENSTERSTOCK
By ROBERT E. HOLLEY
(As authorized signatory for
PaineWebber Incorporated and
Attorney-in-fact for the persons listed above)
R-4
