DEFINED ASSET FUNDS MUNICIPAL STATE SERIES 4
485BPOS, 1999-09-28
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<PAGE>
   AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON SEPTEMBER 28, 1999

                                                       REGISTRATION NO. 33-62969
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------

                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

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

                         POST-EFFECTIVE AMENDMENT NO. 3

                                       TO

                                    FORM S-6

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

                   FOR REGISTRATION UNDER THE SECURITIES ACT

                    OF 1933 OF SECURITIES OF UNIT INVESTMENT

                        TRUSTS REGISTERED ON FORM N-8B-2

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

A. EXACT NAME OF TRUST:

                             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
      INCORPORATED
   DEFINED ASSET FUNDS
  POST OFFICE BOX 9051
PRINCETON, NJ 08543-9051                          PAINEWEBBER INCORPORATED
                                                     1285 AVENUE OF THE
                                                          AMERICAS
                                                     NEW YORK, NY 10019


D. NAMES AND COMPLETE ADDRESSES OF AGENTS FOR SERVICE:


  TERESA KONCICK, ESQ.          COPIES TO:            ROBERT E. HOLLEY
      P.O. BOX 9051       PIERRE DE SAINT PHALLE,     1200 HARBOR BLVD.
PRINCETON, NJ 08543-9051           ESQ.              WEEHAWKEN, NJ 07087
                           450 LEXINGTON AVENUE
                            NEW YORK, NY 10017


The issuer has registered an indefinite number of Units under the Securities Act
of 1933 pursuant to Rule 24f-2 and filed the Rule 24f-2 Notice for the most
recent fiscal year on March 16, 1999.

Check box if it is proposed that this filing will become effective on September
30, 1999 pursuant to paragraph (b) of Rule 485.  / x /

- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>
<PAGE>
                                     DEFINED ASSET FUNDSSM
- --------------------------------------------
- ----------------------------------


                              MUNICIPAL STATE SERIES 4
                              (A UNIT INVESTMENT TRUST)
                              O   CALIFORNIA AND FLORIDA PORTFOLIOS
                              O   PORTFOLIOS OF INSURED LONG TERM MUNICIPAL
                                  BONDS
                              O   DESIGNED FOR FEDERALLY TAX-FREE INCOME
                              O   EXEMPT FROM SOME STATE TAXES
                              O   MONTHLY DISTRIBUTIONS



                               -------------------------------------------------
                               The Securities and Exchange Commission has not
SPONSORS:                      approved or disapproved these Securities or
Merrill Lynch,                 passed upon the adequacy of this prospectus. Any
Pierce, Fenner & Smith         representation to the contrary is a criminal
Incorporated                   offense.
PaineWebber Incorporated       Prospectus dated September 30, 1999.


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

Defined Asset FundsSM
Defined Asset FundsSM 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:
   o A disciplined strategy of buying and holding with a long-term view is the
     cornerstone of Defined Asset Funds.
   o Fixed portfolio: Defined Funds follow a buy and hold investment strategy;
     funds are not managed and portfolio changes are limited.
o Defined Portfolios: We choose the stocks and bonds in advance, so you know
  what you're investing in.
o Professional research: Our dedicated research team seeks out stocks or bonds
      appropriate for a particular fund's objectives.
o 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 MAY 31, 1999, THE
EVALUATION DATE.


CONTENTS
                                                                PAGE
                                                          -----------
California Insured Portfolio--
   Risk/Return Summary..................................           3
Florida Insured Portfolio-- Risk/Return Summary.........           6
What You Can Expect From Your Investment................          10
   Monthly Income.......................................          10
   Return Figures.......................................          10
   Records and Reports..................................          10
The Risks You Face......................................          11
   Interest Rate Risk...................................          11
   Call Risk............................................          11
   Reduced Diversification Risk.........................          11
   Liquidity Risk.......................................          11
   Concentration Risk...................................          11
   State Concentration Risk.............................          12
   Bond Quality Risk....................................          13
   Insurance Related Risk...............................          13
   Litigation and Legislation Risks.....................          13
Selling or Exchanging Units.............................          13
   Sponsors' Secondary Market...........................          13
   Selling Units to the Trustee.........................          14
   Exchange Option......................................          14
How The Fund Works......................................          14
   Pricing..............................................          14
   Evaluations..........................................          15
   Income...............................................          15
   Expenses.............................................          15
   Portfolio Changes....................................          16
   Fund Termination.....................................          16
   Certificates.........................................          16
   Trust Indenture......................................          17
   Legal Opinion........................................          17
   Auditors.............................................          17
   Sponsors.............................................          18
   Trustee..............................................          18
   Underwriters' and Sponsors' Profits                            18
   Public Distribution..................................          18
   Code of Ethics.......................................          18
   Year 2000 Issues.....................................          18
Taxes...................................................          19
Supplemental Information................................          21
Financial Statements....................................         D-1


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

CALIFORNIA INSURED PORTFOLIO--RISK/RETURN SUMMARY


       1.  WHAT IS THE FUND'S OBJECTIVE?
           The Fund seeks interest income that is exempt from regular
           federal income taxes and some state and local taxes by
           investing in a fixed portfolio consisting primarily of
           insured, long term 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?
        O  The Fund plans to hold to maturity 8 long-term tax-exempt
           municipal bonds with an aggregate face amount of
           $4,150,000. The Fund is a unit investment trust which means
           that, unlike a mutual fund, the Portfolio is not managed.
        o  The bonds are rated AAA or Aaa by Standard & Poor's,
           Moody's or Fitch.
        o  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.
        o  100% of the bonds are insured by insurance companies that
           guarantee 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:



                                                  APPROXIMATE
                                                   PORTFOLIO
                                                   PERCENTAGE



/ / General Obligation                                 1%
/ / Hospitals/Health Care                              16%
/ / Municipal/Electric Utilities                       12%
/ / Municipal Water/Sewer Utilities                    18%
/ / Refunded Bonds                                     19%
/ / Special Tax                                        34%



       4.  WHAT ARE THE SIGNIFICANT RISKS?
           YOU CAN LOSE MONEY BY INVESTING IN THE FUND. THIS CAN
           HAPPEN FOR VARIOUS REASONS, INCLUDING:
        o  Rising interest rates, an issuer's worsening financial
           condition or a drop in bond ratings can reduce the price of
           your units.
        o  Because the Fund is concentrated in special tax bonds,
           adverse developments in this sector may affect the value of
           your units.
        o  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.
        o  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.

           ALSO, THE PORTFOLIO IS CONCENTRATED IN BONDS OF CALIFORNIA
           SO IT IS LESS DIVERSIFIED THAN A NATIONAL FUND AND IS
           SUBJECT TO RISKS PARTICULAR TO CALIFORNIA WHICH ARE BRIEFLY
           DESCRIBED UNDER STATE CONCENTRATION RISKS LATER IN THIS
           PROSPECTUS.


                                       3
<PAGE>


       5.  IS THIS FUND APPROPRIATE FOR YOU?
           Yes, if you want federally tax-free income. You will
           benefit from a professionally selected and supervised
           portfolio whose risk is reduced by investing in insured
           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.


           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                           $    4.44
           Annual Income per unit:                           $   53.34
           These figures are estimates determined on the evaluation
           day; actual payments may vary.



       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
           Maximum Sales Fee (Load) on
           new purchases                                  $30



           You will pay a deferred sales fee of $2.75 per unit
           quarterly November, February, May and August through
           August, 2001. Employees of some of the Sponsors and their
           affiliates may pay 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:



                                                 PERCENTAGE OF
                                                       MAXIMUM
                                                     SALES FEE
                     IF YOU INVEST:                   WILL BE:
           -----------------------------------  -------------------
           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%


           ESTIMATED ANNUAL FUND OPERATING EXPENSES


                                                        AMOUNT
                                                      PER UNIT
                                                    -----------
                                                     $    0.72
           Trustee's Fee
                                                     $    0.46
           Portfolio Supervision,
           Bookkeeping and
           Administrative Fees
           (including updating
           expenses)
                                                     $    0.33
           Evaluator's Fee
                                                     $    0.20
           Organization Costs
                                                     $    0.57
           Other Operating Expenses
                                                    -----------
                                                     $    2.28
           TOTAL



           The Sponsors historically paid organization costs and
           updating expenses.
       7.  HOW HAVE SIMILAR FUNDS PERFORMED IN THE PAST?
           In the following chart we show past performance of prior
           California Portfolios, which had investment objectives,
           strategies and types of bonds substantially similar to this
           Fund. These prior Series differed in that they charged a
           higher sales fee. These prior California Series were offered
           between June 22, 1988 and September 27, 1996 and were
           outstanding on June 30, 1999. OF COURSE, PAST PERFORMANCE OF
           PRIOR SERIES IS NO GUARANTEE OF FUTURE RESULTS OF THIS FUND.
           AVERAGE ANNUAL COMPOUND TOTAL RETURNS
           FOR PRIOR SERIES
           Reflecting all expenses. For periods ended 6/30/99.



                   WITH SALES FEE                    NO SALES FEE
            1 YEAR     5 YEARS   10 YEARS    1 YEAR     5 YEARS   10 YEARS


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


High         3.61%      7.12%      6.00%      4.88%      8.32%      6.53%
Average      -0.28      5.22       5.89       2.71       6.26       6.47
Low          -3.02      3.57       5.74       -0.03      4.40       6.37


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


Average
Sales fee    3.05%      5.12%      5.67%


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

Note: All returns represent changes in unit price with distributions reinvested
 into the Municipal Fund Investment Accumulation Program.


       8.  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.


                                       4
<PAGE>


       9.  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                    $1,076.32
           (as of May 31, 1999)
           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.
      10.  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, less a contingent deferred
           sales fee of $5.00 per unit if you sell your units before
           June 26, 2000. You will not pay any other fee when you
           sell your units.



      11.  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. Your income may
           also be exempt from some California state and local
           personal income taxes if you live in California.
           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.
      12.  WHAT OTHER SERVICES ARE AVAILABLE?
           REINVESTMENT
           You will receive your income in cash unless you choose to
           compound your income by reinvesting at 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 the bonds will generally not be
           insured. Income from this program will generally be
           subject to state and local income taxes and the bonds are
           generally not insured. 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.


                                       5
<PAGE>
- --------------------------------------------------------------------------------

FLORIDA INSURED PORTFOLIO--RISK/RETURN SUMMARY


       1.  WHAT IS THE FUND'S OBJECTIVE?
           The Fund seeks interest income that is exempt from regular
           federal income taxes and some state and local taxes by
           investing in a fixed portfolio consisting primarily of
           insured, long term 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?
        O  The Fund plans to hold to maturity 8 long-term tax-exempt
           municipal bonds with an aggregate face amount of
           $3,630,000. The Fund is a unit investment trust which means
           that, unlike a mutual fund, the Portfolio is not managed.
        o  The bonds are rated AAA or Aaa by Standard & Poor's,
           Moody's or Fitch.
        o  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.
        o  100% of the bonds are insured by insurance companies that
           guarantee 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:



                                                  APPROXIMATE
                                                   PORTFOLIO
                                                   PERCENTAGE



/ / Airports/Ports/Highways                            11%
/ / General Obligation                                 22%
/ / Refunded Bonds                                     7%
/ / Industrial Development Revenue                     18%
/ / Lease Rental Appropriation                         21%
/ / Municipal Water/Sewer Utilities                    21%



       4.  WHAT ARE THE SIGNIFICANT RISKS?
           YOU CAN LOSE MONEY BY INVESTING IN THE FUND. THIS CAN
           HAPPEN FOR VARIOUS REASONS, INCLUDING:
        o  Rising interest rates, an issuer's worsening financial
           condition or a drop in bond ratings can reduce the price of
           your units.
        o  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.
        o  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.

           ALSO, THE PORTFOLIO IS CONCENTRATED IN BONDS OF FLORIDA SO
           IT IS LESS DIVERSIFIED THAN A NATIONAL FUND AND IS SUBJECT
           TO RISKS PARTICULAR TO FLORIDA WHICH ARE BRIEFLY DESCRIBED
           UNDER STATE CONCENTRATION RISKS LATER IN THIS PROSPECTUS.


                                       6
<PAGE>


       5.  IS THIS FUND APPROPRIATE FOR YOU?
           Yes, if you want federally tax-free income. You will
           benefit from a professionally selected and supervised
           portfolio whose risk is reduced by investing in insured
           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.


           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                           $    4.30
           Annual Income per unit:                           $   51.61
           These figures are estimates determined on the evaluation
           day; actual payments may vary.



       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
           Maximum Sales Fee (Load) on
           new purchases                                  $30



           You will pay a deferred sales fee of $2.75 per unit
           quarterly November, February, May and August through
           August, 2001. Employees of some of the Sponsors and their
           affiliates may pay 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:



                                                 YOUR MAXIMUM
                                                    SALES FEE
                     IF YOU INVEST:                  WILL BE:
           -----------------------------------  -----------------
           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%


           ESTIMATED ANNUAL FUND OPERATING EXPENSES


                                                        AMOUNT
                                                      PER UNIT
                                                    -----------
                                                     $    0.72
           Trustee's Fee
                                                     $    0.46
           Portfolio Supervision,
           Bookkeeping and
           Administrative Fees
           (including updating
           expenses)
                                                     $    0.37
           Evaluator's Fee
                                                     $    0.20
           Organization Costs
                                                     $    0.75
           Other Operating Expenses
                                                    -----------
                                                     $    2.50
           TOTAL



           The Sponsors historically paid organization costs and
           updating expenses.
       7.  HOW HAVE SIMILAR FUNDS PERFORMED IN THE PAST?
           In the following chart we show past performance of prior
           Florida Portfolios, which had investment objectives,
           strategies and types of bonds substantially similar to this
           Fund. These prior Series differed in that they charged a
           higher sales fee. These prior Florida Series were offered
           between August 25, 1988 and December 6, 1996 and were
           outstanding on June 30, 1999. OF COURSE, PAST PERFORMANCE OF
           PRIOR SERIES IS NO GUARANTEE OF FUTURE RESULTS OF THIS FUND.
           AVERAGE ANNUAL COMPOUND TOTAL RETURNS
           FOR PRIOR SERIES
           Reflecting all expenses. For periods ended 6/30/99.



                   WITH SALES FEE                    NO SALES FEE
            1 YEAR     5 YEARS   10 YEARS    1 YEAR     5 YEARS   10 YEARS


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


High         3.79%      6.70%      6.01%      4.33%      7.89%      6.49%
Average      -0.04      5.17       5.84       3.00       6.22       6.41
Low          -3.94      3.80       5.72       1.12       4.65       6.31


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


Average
Sales fee    3.11%      5.13%      5.66%


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

Note: All returns represent changes in unit price with distributions reinvested
 into the Municipal Fund Investment Accumulation Program.


       8.  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.


                                       7
<PAGE>


       9.  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                       $1,064.67
           (as of May 31, 1999)
           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.
      10.  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, less a contingent deferred
           sales fee of $5.00 per unit if you sell your units before
           June 26, 2000. You will not pay any other fee when you sell
           your units.



      11.  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. Your income may also be
           exempt from some Florida state and local taxes if you live in
           Florida.
           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.
      12.  WHAT OTHER SERVICES ARE AVAILABLE?
           REINVESTMENT
           You will receive your income in cash unless you choose to
           compound your income by reinvesting at no sales fee in the
           Municipal Fund Investment Accumulation Program, Inc. This
           program is an open-end mutual fund with a comparable
           investment objective. Income from this program will generally
           be subject to state and local income taxes and the bonds are
           generally not insured. 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.


                                       8
<PAGE>
- --------------------------------------------------------------------------------
    TAX-FREE VS. TAXABLE INCOME: A COMPARISON OF TAXABLE AND TAX-FREE YIELDS

                            FOR CALIFORNIA RESIDENTS
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>

                                  COMBINED
                                  EFFECTIVE
TAXABLE INCOME 1999*              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


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

<S>        <C>     <C>       <C>     <C>       <C>    <C>      <C>    <C>      <C>    <C>      <C>    <C>     <C>
$      0- 25,750  $     $0- 43,050  20.10     5.01   5.63     6.26   6.88     7.51   8.14     8.76   9.39    10.01
$ 25,751- 62,450  $ 43,051-104,050  34.70     6.13   6.89     7.66   8.42     9.19   9.95    10.72  11.48    12.25
$ 62,451-130,250  $104,051-158,550  37.42     6.39   7.19     7.99   8.79     9.59  10.39    11.19  11.98    12.78
$130,251-283,150  $158,551-283,150  41.95     6.89   7.75     8.61   9.47    10.34  11.20    12.06  12.92    13.78
OVER $283,151        OVER $283,151  45.22     7.30   8.21     9.13  10.04    10.95  11.87    12.78  13.69    14.60
</TABLE>


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

<TABLE>
<CAPTION>

                                  EFFECTIVE
TAXABLE INCOME 1999*              TAX RATE                       TAX-FREE YIELD OF
 SINGLE RETURN      JOINT RETURN     %       3%     3.5%     4%     4.5%     5%     5.5%     6%     6.5%     7%
                                                        IS EQUIVALENT TO A TAXABLE YIELD OF


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


<S>        <C>     <C>       <C>     <C>       <C>    <C>      <C>    <C>      <C>    <C>      <C>    <C>      <C>
$      0- 25,750  $      0- 43,050  15.00     3.53   4.12     4.71   5.29     5.88   6.47     7.06   7.65     8.24
$ 27,751- 62,450  $ 43,051-104,050  28.00     4.17   4.86     5.56   6.25     6.94   7.64     8.33   9.03     9.72
$ 62,451-130,250  $104,051-158,550  31.00     4.35   5.07     5.80   6.52     7.25   7.97     8.70   9.42    10.14
$130,251-283,150  $158,551-283,150  36.00     4.69   5.47     6.25   7.03     7.81   8.59     9.38  10.16    10.94
OVER $283,151        OVER $283,151  39.60     4.97   5.79     6.62   7.45     8.28   9.11     9.93  10.76    11.59
</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 1999
federal and applicable State 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, you should consult your own tax advisers in this
regard.

                                       9
<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:
   o elimination of one or more bonds from the Fund's portfolio because of
     calls, redemptions or sales;
   o a change in the Fund's expenses; or
   o the failure by a bond's issuer to pay interest.

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

Along with your 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):


 Estimated Annual                  Estimated
 Interest Income        -       Annual Expenses
- -------------------------------------------------
                   Unit Price


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:
o a monthly statement of income payments and any principal payments;
o a notice from the Trustee when new bonds are deposited in exchange or
  substitution for bonds originally deposited;
o an annual report on Fund activity; and
o 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:
o copies of bond evaluations to enable you to comply with federal and state tax
  reporting requirements; and
o audited financial statements of the Fund.

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

                                       10
<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, some bonds may be required to be called pursuant to mandatory
sinking fund provisions.

Also, an issuer might call its bonds during periods of falling interest rates,
if the issuer's bonds have a coupon higher than current market rates.

An issuer might call its bonds in extraordinary cases, including if:
   o it no longer needs the money for the original purpose;
   o the project is condemned or sold;
   o the project is destroyed and insurance proceeds are used to redeem the
     bonds;
   o any related credit support expires and is not replaced; or
   o interest on the bonds become taxable.

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

You can always sell back your units, but we cannot assure you that a liquid
trading market will always exist for the bonds in the portfolio, especially
since current law may restrict the Fund from selling bonds to any Sponsor. The
bonds will generally trade in the over-the-counter market. 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, it is said to
be 'concentrated' in that bond type, which makes the Portfolio less diversified.

Here is what you should know about the California Portfolio's concentration in
special tax bonds. Special tax bonds are payable from and secured by the
revenues a municipality derives from a particular tax; for example, a tax on
hotel rentals, on the purchase of food and beverages, car rentals, or liquor
consumption. These bonds are not secured by general tax revenues. Payment on
these bonds may be adversely affected by:
   o a reduction in revenues resulting from a decline in the local economy or
      population; or
   o a decline in the consumption, use or cost of the goods and services that
     are subject to taxation.

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

                                       11
<PAGE>
STATE CONCENTRATION RISK

CALIFORNIA RISKS

Generally

From the late 1980s through the early 1990s, an economic recession eroded
California's revenue base. At the same time rapid population growth caused State
expenditures to exceed budget appropriations.

   o As a result California experienced a period of sustained budget imbalance.

   o Since that time the California economy has improved markedly and the
     extreme budgetary pressures have begun to lessen. However, the Asian
     economic crisis is expected to continue to have some negative effect on the
     State's economy.

State Government

The 1997-98 Budget Act allocated a State budget of approximately $66.9 Billion
and contains no tax increases or reductions. Despite this somewhat improved
state, California's budget is still subject to certain unforeseeable events. For
example:

   o In December, 1994, Orange County and its investment pool filed for
     bankruptcy. While a settlement has been reached, the full impact on the
     State and Orange County is still unknown.

   o California faces constant fluctuations in other expenses (including health
     and welfare caseloads, property tax receipts, federal funding and natural
     disaster relief) that will undoubtedly create new budgetary pressure and
     reduce ability to pay their debts.

   o California's general obligation bonds are currently rated AA3 by Moody's
     and A+ by Standard & Poor's.

Other Risks

Issuers' ability to make payments on bonds (and the remedies available to
bondholders) could also be adversely affected by the following constraints:

   o Certain provisions of California's Constitution, laws and regulatory system
      contain tax, spending and appropriations limits and prohibit certain new
     taxes.

   o Certain other California laws subject the users of bond proceeds to strict
     rules and limits regarding revenue repayment.

   o Bonds of healthcare institutions which are subject to the strict rules and
     limits regarding reimbursement payments of California's Medi-Cal program
     for health care services to welfare recipients and bonds secured by liens
     on real property are two of the types of bonds that could be affected by
     these provisions.

FLORIDA RISKS

Generally

Florida's financial condition is affected by numerous national, economic, social
and environmental policies and conditions. For example:

   o south Florida is heavily involved with foreign tourism, trade and
     investment capital. As a result, the region is susceptible to international
     trade and currency imbalances and economic problems in Central and South
     America;

   o central and northern Florida are more vulnerable to agricultural problems,
     such as crop failures or severe weather conditions, especially in the
     citrus and sugar industries; and

   o the state as a whole is also very dependent on tourism and construction.

                                       12
<PAGE>
State and Local Government

The state of Florida and its local governments are restricted in their ability
to raise taxes and incur debts. These restrictions limit their ability to
generate revenue, and so could hurt their ability to pay debts.

General obligations of the state are rated Aa2 by Moody's, AA+ by Standard &
Poor's and AA by Fitch.

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 Portfolios).
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 AAA 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:
   o limiting real property taxes,
   o reducing tax rates,
   o imposing a flat or other form of tax, or
   o 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:
   o adding the value of the bonds, net accrued interest, cash and any other
     Fund assets;
   o 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
   o 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.

If you sell your units before the fourth anniversary of the Fund, you will pay a
contingent deferred sales fee of $5.00 per unit, which will be deducted from
your proceeds.

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 other than any applicable deferred sales 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 the secondary market continuously for over 25 years, but we
could discontinue it without prior notice for any business reason.

                                       13
<PAGE>
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 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:
   o if the New York Stock Exchange is closed (other than customary weekend and
      holiday closings);
   o 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
   o for any other period permitted by SEC order.

EXCHANGE OPTION

You may exchange units of certain Defined Asset Funds for units of this Fund.
You may exchange units of this Fund for units of certain other Defined Asset
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 initial 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.

                                       14
<PAGE>
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.

In addition, as with mutual funds, the Fund (and therefore the investors) pay
all or some of the costs of organizing the Fund including:
   o cost of initial preparation of legal documents;
   o federal and state registration fees;
   o initial fees and expenses of the Trustee;
   o initial audit; and
   o legal expenses and other out-of-pocket expenses.

EVALUATIONS

An independent Evaluator values the bonds on each business day (excluding
Saturdays, 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:
   o to reimburse the Trustee for the Fund's operating expenses;
   o for extraordinary services and costs of indemnifying the Trustee and the
      Sponsors;
   o costs of actions taken to protect the Fund and other legal fees and
     expenses;
   o expenses for keeping the Fund's registration statement current; and
   o 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.

                                       15
<PAGE>
Any quarterly deferred sales fees you owe are paid with interest and principal
from certain bonds. If these amounts are not enough, the rest will be paid out
of distributitons to you from the Fund's Capital and Income Accounts.

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; if
a contract to buy any 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 will affect the size
and composition of 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:
   o diversity of the portfolio;
   o size of the Fund relative to its original size;
   o ratio of Fund expenses to income;
   o current and long-term returns;
   o degree to which units may be selling at a premium over par; and
   o 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.

                                       16
<PAGE>
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:
   o to cure ambiguities;
   o to correct or supplement any defective or inconsistent provision;
   o to make any amendment required by any governmental agency; or
   o 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:
   o it fails to perform its duties and the Sponsors determine that its
     replacement is in your best interest; or
   o 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:
   o remove it and appoint a replacement Sponsor;
   o liquidate the Fund; or
   o 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
counsel for the Sponsors, has given an opinion that the units are validly
issued. Special counsel located in the relevant states have given state and
local tax opinions.

AUDITORS

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

                                       17
<PAGE>
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 date of deposit of the 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

Merrill Lynch, as agent for the Sponsors, has adopted a code of ethics requiring
preclearance and reporting of personal securities transactions by its employees
with access to information on portfolio transactions. The goal of the code is to
prevent fraud, deception or misconduct against the Fund and to provide
reasonable standards of conduct.

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'). We do not expect that the computer system changes necessary to
prepare for the Year 2000 will cause any major operational difficulties for the
Fund. The Year 2000 Problem may adversely affect the issuers of the bonds
contained in a Portfolio, but we

                                       18
<PAGE>
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. 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 federal
alternative minimum tax. 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 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, you could 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.

INCOME 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 if you held
it for one year or less. If you are an individual and sell your units after
holding them for more than one year, you may be entitled to a 20% maximum
federal tax rate on any resulting gains. Consult your tax adviser in this
regard. 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 and the organizational expenses you pay, adjusted to
reflect any accruals of 'original issue discount,' 'acquisition

                                       19
<PAGE>
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.

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. 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.

CALIFORNIA TAXES

In the opinion of O'Melveny & Myers LLP, Los Angeles, California, special
counsel on California tax matters:

Under the income tax laws of the State of California, the Trust will not be
taxed as a corporation and you will be considered to own directly your share of
each bond of the Trust. If you are a California taxpayer, your share of the
income from the bonds of the Trust will not be tax-exempt in California except
for California personal income tax purposes and only to the extent that the
income is earned on bonds that are exempt for such purposes. If you are a
California taxpayer and all or part of your share of a bond is disposed of (for
example, when a bond is sold, exchanged or redeemed at maturity or you sell or
exchange your units), you will recognize gain or loss for California tax
purposes. Depending on where you live, your income from the Trust may be subject
to state and local taxation. You should consult your tax advisor in this regard.

FLORIDA TAXES

In the opinion of Greenberg, Traurig, P.A., Miami, Florida, special counsel on
Florida tax matters:

Under the income tax laws of the State of Florida, the Fund will not be taxed as
a corporation. Florida imposes an income tax on corporations but does not impose
a personal income tax. Accordingly, if you are an individual taxpayer your
income from the Fund will not be subject to tax in Florida. However, if you are
an entity that is normally taxed as a corporation, your income from the fund
will not be exempt from tax in Florida and special rules for taxation apply
depending on the type of entity. You should consult your tax adviser in this
regard.

Florida also imposes a tax on intangible personal property, such as stocks,
bonds, notes and units in trusts. The tax is imposed on Florida taxpayers as of
January 1st of each year. Florida exempts certain types of bonds and debt
obligations from this tax. Your units will be exempt from the intangible
personal property tax as long as the Fund invests exclusively in bonds and other
debt

                                       20
<PAGE>
obligations that are tax-exempt for Florida purposes.

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 portfolios, 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.

                                       21





<PAGE>
          DEFINED ASSET FUNDS - MUNICIPAL STATE SERIES - 4
          (CALIFORNIA INSURED SERIES AND
          FLORIDA INSURED SERIES)

          REPORT OF INDEPENDENT ACCOUNTANTS

          The Sponsors, Trustee and Holders
          of Defined Asset Funds - Municipal State Series - 4 (California
          Insured and Florida Insured Series):

          We have audited the accompanying statements of condition of
          Defined Asset Funds - Municipal State Series - 4 (California
          Insured Series and Florida Insured Series), including the
          portfolios, as of May 31, 1999 and the related statements of
          operations and of changes in net assets for the years ending
          May 31, 1999 and 1998 and the period June 28, 1996 to May 31,
          1997. 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 May 31,
          1998, 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 Defined Asset Funds - Municipal State
          Series - 4 (California Insured Series and Florida Insured Series)
          at May 31, 1999 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.
          September 23, 1999
                                                 D - 1.
<PAGE>
     DEFINED ASSET FUNDS - MUNICIPAL STATE SERIES - 4,
     CALIFORNIA INSURED SERIES



     STATEMENT OF CONDITION
     As of May 31, 1999

<TABLE>
     <S>                                                                                <C>             <C>
     TRUST PROPERTY:
       Investment in marketable securities -
{ 20}     at value (cost $ 3,973,816) (Note 1).........                                                 $ 4,344,588
{ 36}  Accrued interest ...............................                                                      43,231
       Acrrued interest on Segregated Bond (Note 5) ...                                                       2,702
{ 42}  Income payments receivable (Segregated Bond) ...                                                       1,870
       Principal payments receivable ..................                                                       1,998
       Principal payments receivable (Segregated Bond).                                                         147
{ 32}  Cash - income ..................................                                                       3,004
       Cash - income on Segregated Bond ...............                                                       6,360
{ 34}  Cash - principal ...............................                                                      39,684
       Deferred organization costs (Note 6) ...........                                                       1,983
                                                                                                        -----------
{ 40}    Total trust property .........................                                                   4,445,567


     LESS LIABILITIES:
{ 50}  Income advance from Trustee.....................                                 $    32,578
       Deferred sales charge (Note 5) .................                                      23,139
{143}  Principal payments payable (Segregated Bond) ...                                       1,281
       Income payments payable (Segregated Bond) ......                                       2,145
{ 51}  Accrued Sponsors' fees .........................                                         799
       Other liabilities (Note 6) .....................                                       1,983          61,925
                                                                                        -----------     -----------


     NET ASSETS, REPRESENTED BY:
{ 80}  4,025 units of fractional undivided
{ 80}     interest outstanding (Note 3)................                                   4,370,784

{105}  Undistributed net investment income ............                                      12,858     $ 4,383,642
                                                                                        -----------     ===========

{130}UNIT VALUE ($ 4,383,642 / 4,025 units )...........                                                 $  1,089.10
                                                                                                        ===========


</TABLE>


                           See Notes to Financial Statements.
                                          D - 2.

<PAGE>
     DEFINED ASSET FUNDS - MUNICIPAL STATE SERIES - 4,
     CALIFORNIA INSURED SERIES



     STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
                                                                                                       June 28, 1996
                                                                                                            to
                                                                            Years ended May 31,           May 31,
                                                                           1999           1998              1997
                                                                                          ----              ----

     <S>                                                                              <C>               <C>
     INVESTMENT INCOME:
{ 10}  Interest income ........................                     $   237,335       $   259,746       $   249,721
       Interest income on Segregated
         Bond (Note 5) ........................                          11,638            13,672            14,073
{ 20}  Trustee's fees and expenses ............                          (7,080)           (8,432)           (7,913)
{ 30}  Sponsors' fees .........................                          (2,006)           (2,163)           (2,061)
                                                                    ------------------------------------------------
{ 40}  Net investment income ..................                         239,887           262,823           253,820
                                                                    ------------------------------------------------


     REALIZED AND UNREALIZED GAIN (LOSS)
       ON INVESTMENTS:
       Realized gain (loss) on
{ 50}    securities sold or redeemed ..........                          40,315            26,495               (62)
       Unrealized appreciation (depreciation)
{ 60}    of investments .......................                         (32,924)          294,323           109,373
                                                                    ------------------------------------------------
       Net realized and unrealized
{ 70}     gain on investments .................                           7,391           320,818           109,311
                                                                    ------------------------------------------------


     NET INCREASE IN NET ASSETS
{ 80}  RESULTING FROM OPERATIONS ..............                     $   247,278       $   583,641       $   363,131
                                                                    ================================================


</TABLE>


                               See Notes to Financial Statements.




                                         D - 3.
<PAGE>
     DEFINED ASSET FUNDS - MUNICIPAL STATE SERIES - 4,
     CALIFORNIA INSURED SERIES



     STATEMENTS OF CHANGES IN NET ASSETS
<TABLE>
<CAPTION>
                                                                                                       June 28, 1996
                                                                                                             to
                                                                          Years Ended May 31,             May 31,
                                                                        1999              1998              1997
                                                                                          ----              ----
     <S>                                                                              <C>               <C>
     OPERATIONS:
{ 10}  Net investment income ..................                     $   239,887       $   262,823       $   253,820
       Realized gain (loss)
{ 20}    securities sold or redeemed ..........                          40,315            26,495               (62)
       Unrealized appreciation (depreciation)
{ 30}    of investments .......................                         (32,924)          294,323           109,373
                                                                    ------------------------------------------------
       Net increase in net assets
{ 40}    resulting from operations ............                         247,278           583,641           363,131
                                                                    ------------------------------------------------
     DISTRIBUTIONS TO HOLDERS (Note 2):
{ 50}  Income  ................................                        (228,605)         (249,735)         (224,321)
{ 60}  Principal ..............................                                                              (2,393)
                                                                    ------------------------------------------------
{ 70}  Total distributions ....................                        (228,605)         (249,735)         (226,714)
                                                                    ------------------------------------------------
     SHARE TRANSACTIONS:
       Deferred sales charge (Note 5):
         Income ...............................                         (12,537)          (13,672)          (14,073)
         Principal ............................                         (34,001)          (37,071)          (25,403)

     REDEMPTION AMOUNTS:
{ 82}  Income .................................                            (930)             (698)
       Income on Segregated Bond ..............                            (586)
{ 83}  Principal ..............................                        (401,966)         (426,670)
                                                                    ------------------------------------------------
{ 84}  Net share transactions .................                        (450,020)         (478,111)          (39,476)
                                                                    ------------------------------------------------

{ 90}NET INCREASE (DECREASE) IN NET ASSETS ....                        (431,347)         (144,205)           96,941

{100}NET ASSETS AT BEGINNING OF PERIOD ........                       4,814,989         4,959,194         4,862,253
                                                                    ------------------------------------------------
{110}NET ASSETS AT END OF PERIOD ..............                     $ 4,383,642       $ 4,814,989       $ 4,959,194
                                                                    ================================================
     PER UNIT:
       Income distributions during
{120}    period ...............................                     $     53.73       $     53.86       $     46.88
                                                                    ================================================
       Principal distributions during
{130}    period ...............................                                                         $      0.50
                                                                                                        ============
       Net asset value at end of
{140}    period ...............................                     $  1,089.10       $  1,097.06       $  1,036.40
                                                                    ================================================
     TRUST UNITS:
{ 83}  Redeemed during period .................                             364               396
{150}  Outstanding at end of period ...........                           4,025             4,389             4,785
                                                                    ================================================
</TABLE>
                            See Notes to Financial Statements.

                                            D - 4.

<PAGE>
DEFINED ASSET FUNDS - MUNICIPAL STATE SERIES - 4,
CALIFORNIA INSURED SERIES

NOTES TO FINANCIAL STATEMENTS

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
except that value on June 28, 1996 was based upon offering
side evaluations at June 26, 1996, the day prior to the Date
of Deposit. Cost of securities at June 28, 1996 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.

(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>
{ 10}     Cost of 4,025 units at Date of Deposit .....................                                  $ 4,089,983
          Transfer to capital of interest on Segregated Bonds (Note 5)                                       39,383
{ 31}     Redemptions of units - net cost of 760 units redeemed
{143}       less redemption amounts (principal).......................                                      (56,367)
          Income on Segregated Bond paid upon redemption .............                                         (586)
          Principal distributions ....................................                                       (2,393)
          Deferred sales charge (Note 5) .............................                                     (136,756)
{ 40}     Realized gain on securities sold or redeemed ...............                                       66,748
{ 70}     Unrealized appreciation of investments......................                                      370,772
                                                                                                        -----------

{ 80}     Net capital applicable to Holders ..........................                                  $ 4,370,784
                                                                                                        ===========
</TABLE>
4. INCOME TAXES

As of May 31, 1999, unrealized appreciation of investments, based on cost for
Federal income tax purposes, aggregated $370,772, all of which related to
appreciated securities. The cost of investment securities for Federal income
tax purposes was $3,973,816 at May 31, 1999.



                                          D - 5.
<PAGE>
DEFINED ASSET FUNDS - MUNICIPAL STATE SERIES - 4,
CALIFORNIA INSURED SERIES

NOTES TO FINANCIAL STATEMENTS


5. DEFERRED SALES CHARGE

$ 183,175 face amount of the State of California, Var. Purp. G.O. Bonds, 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 per Unit over the first five years of the
life of the Fund. Should a Holder redeem Units prior to the end of the fourth
anniversary of the Fund, a deferred sales charge of $25, $15, $10 or $5 per
Unit will be charged in the first, second, third or fourth fiscal year of the
Fund, respectively, and is included with principal redemption amounts in the
accompanying financial statements.

6. DEFERRED ORGANIZATION COSTS

Deferred organization costs are being amortized over five years. Included in
"Other liabilities", is $1,983 payable to the Trustee for reimbursement of costs
related to the organization of the Trust.




















                                     D - 6.

<PAGE>
     DEFINED ASSET FUNDS - MUNICIPAL STATE SERIES - 4,
     CALIFORNIA INSURED SERIES

     PORTFOLIO
     As of May 31, 1999

<TABLE>
<CAPTION>

                                             Rating 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 California Hlth. Facs. Fin. Auth.,         AAA     $   680,000     5.600 %      2033      05/01/03     $   639,737 $   697,517
     Kaiser Permanente Rev. Bonds, Ser. 1993                                                   @  102.000
     C (MBIA Ins.)

   2 County of Madera, CA, Certs. of Part.      AAA         475,000     6.125        2023(6)   03/15/05         481,465     533,496
     (Valley Children's Hosp. Proj.), Ser.                                                     @  102.000
     1995 (MBIA Ins.)

   3 Brea Redev. Agy. (Orange Cnty., CA),       AAA         750,000     5.750        2023      08/01/03         729,883     789,345
     1993 Tax Alloc. Rfdg. Bonds (Redev.                                                       @  102.000
     Proj. AB) (MBIA Ins.)

   4 Moulton Niguel Wtr. Dist. (Orange          AAA         500,000     5.300        2023      09/01/03         453,315     502,600
     Cnty., CA), Moulton Niguel Wtr. Dist.                                                     @  102.000
     Pub. Fac. Corp., 1993 Cert. of Part.
     (AMBAC Ins.)

   5 Sacramento, CA, Mun. Util. Dist., Elec.    AAA         750,000     5.750        2022      05/15/03         735,105     787,035
     Rev. Bonds, Ser.1993 E (MBIA Ins.)                                                        @  102.000

   6 Santa Cruz Cnty. Pub. Fin. Auth., CA,      AAA         650,000     5.300        2023      09/01/03         589,310     654,700
     Rev. (Tax Allocation) Bonds (Parity                                                       @  102.000
     Rfdg. Loan), Ser. 1993 A (MBIA Ins.)

   7 State of California, Var. Purp. G.O.       AAA         325,000     5.900        2025(6)   03/01/05         325,002     358,514
     Bonds (AMBAC Ins.) (5)                                                                    @  101.000

                                                             20,000     5.900        2025      03/01/05          19,999      21,381
                                                                                               @  101.000

                                                        -----------                                           ---------   ---------
     TOTAL                                              $ 4,150,000                                         $ 3,973,816 $ 4,344,588
                                                        ===========                                           =========   =========

</TABLE>

                                       See Notes to Portfolios on page D - 14.

                                                            D - 7.
<PAGE>
     DEFINED ASSET FUNDS - MUNICIPAL STATE SERIES - 4,
     FLORIDA INSURED SERIES



     STATEMENT OF CONDITION
     As of May 31, 1999

<TABLE>
     <S>                                                                                <C>             <C>
     TRUST PROPERTY:
       Investment in marketable securities -
{ 20}     at value (cost $ 3,449,317)(Note 1) .........                                                 $ 3,750,815
{ 36}  Accrued interest ...............................                                                      58,465
       Accrued interest on Segregated Bond (Note 5) ...                                                       4,238
       Principal payments receivable ..................                                                       4,562
       Cash - income on Segregated Bond ...............                                                       2,377
       Cash - principal ...............................                                                      36,858
       Deferred organization costs (Note 6) ...........                                                       1,983
                                                                                                        -----------
{ 40}    Total trust property .........................                                                   3,859,298


     LESS LIABILITIES:
{ 50}  Income advance from Trustee.....................                                 $    47,062
       Other advance from Trustee .....................                                       5,486
       Deferred sales charge (Note 5) .................                                      18,615
       Income payments payable (Segregated Bond) ......                                         387
       Principal payments payable (Segregated Bond) ...                                       6,790
{ 51}  Accrued Sponsors' fees .........................                                         795
       Other liabilities (Note 6) .....................                                       1,983          81,118
                                                                                        -----------     -----------


     NET ASSETS, REPRESENTED BY:
{ 80}  3,513 units of fractional undivided
{ 80}     interest outstanding (Note 3) ...............                                   3,767,572

{105}  Undistributed net investment income ............                                      10,608     $ 3,778,180
                                                                                        -----------     ===========

{130}UNIT VALUE ($ 3,778,180 / 3,513 units ) ..........                                                 $  1,075.49
                                                                                                        ===========


</TABLE>


                            See Notes to Financial Statements.
                                             D - 8.

<PAGE>
     DEFINED ASSET FUNDS - MUNICIPAL STATE SERIES - 4,
     FLORIDA INSURED SERIES



     STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
                                                                                                       June 28, 1996
                                                                                                             to
                                                                          Years Ended May 31,              May 31,
                                                                        1999              1998              1997
                                                                        ----              ----              ----

     <S>                                                                              <C>               <C>
     INVESTMENT INCOME:
{ 10}  Interest income ........................                     $   228,477       $   257,408       $   244,218
       Interest income on Segregated
         Bond (Note 5) ........................                          10,860            13,139            14,011
{ 20}  Trustee's fees and expenses ............                          (7,057)           (8,497)           (7,944)
{ 30}  Sponsors' fees .........................                          (2,018)           (2,193)           (2,061)
                                                                    ------------------------------------------------
{ 40}  Net investment income ..................                         230,262           259,857           248,224
                                                                    ------------------------------------------------


     REALIZED AND UNREALIZED GAIN (LOSS)
       ON INVESTMENTS:
       Realized gain on
{ 50}    securities sold or redeemed ..........                          96,072             8,985               258
       Unrealized appreciation (depreciation)
{ 60}    of investments .......................                         (77,621)          244,376           134,742
                                                                    ------------------------------------------------
       Net realized and unrealized
{ 70}    gain on investments ..................                          18,451           253,361           135,000
                                                                    ------------------------------------------------


     NET INCREASE IN NET ASSETS
{ 80}  RESULTING FROM OPERATIONS ..............                     $   248,713       $   513,218       $   383,224
                                                                    ================================================


</TABLE>


                          See Notes to Financial Statements.



                                          D - 9.
<PAGE>
     DEFINED ASSET FUNDS - MUNICIPAL STATE SERIES - 4,
     FLORIDA INSURED SERIES



     STATEMENTS OF CHANGES IN NET ASSETS
<TABLE>
<CAPTION>
                                                                                                       June 28, 1996
                                                                                                             to
                                                                          Years Ended May 31,              May 31,
                                                                        1999              1998              1997
                                                                        ----              ----              ----
     <S>                                                                              <C>               <C>
     OPERATIONS:
{ 10}  Net investment income ..................                     $   230,262       $   259,857       $   248,224
       Realized gain on
{ 20}    securities sold or redeemed ..........                          96,072             8,985               258
       Unrealized appreciation
{ 30}    of investments .......................                         (77,621)          244,376           134,742
                                                                    ------------------------------------------------
       Net increase in net assets
{ 40}    resulting from operations ............                         248,713           513,218           383,224
                                                                    ------------------------------------------------
     DISTRIBUTIONS TO HOLDERS (Note 2):
{ 50}  Income  ................................                        (220,467)         (246,842)         (219,382)
{ 60}  Principal ..............................                                            (6,414)           (2,392)
                                                                    ------------------------------------------------
{ 70}  Total distributions ....................                        (220,467)         (253,256)         (221,774)
                                                                    ------------------------------------------------
     SHARE TRANSACTIONS:
       Deferred sales charge (Note 5):
         Income ...............................                         (22,691)          (13,139)          (13,981)
         Principal ............................                         (22,601)          (38,050)          (25,288)

     REDEMPTION AMOUNTS:
{ 82}  Income .................................                          (2,478)             (397)             (159)
       Income on Segregated Bond ..............                          (2,810)
{ 83}  Principal ..............................                      (1,144,679)         (189,568)          (37,246)
                                                                    ------------------------------------------------
{ 84}  Net share transactions .................                      (1,195,259)         (241,154)          (76,674)
                                                                    ------------------------------------------------

{ 90}NET INCREASE (DECREASE) IN NET ASSETS ....                      (1,167,013)           18,808            84,776

{100}NET ASSETS AT BEGINNING OF PERIOD ........                       4,945,193         4,926,385         4,841,609
                                                                    ------------------------------------------------
{110}NET ASSETS AT END OF PERIOD ..............                     $ 3,778,180       $ 4,945,193       $ 4,926,385
                                                                    ================================================
     PER UNIT:
       Income distributions during
{120}    period ...............................                     $     52.52       $     52.76       $     45.99
                                                                    ================================================
       Principal distributions during
{130}    period ...............................                                       $      1.38       $      0.50
                                                                                      ==============================
       Net asset value at end of
{140}    period ...............................                     $  1,075.49       $  1,082.10       $  1,037.57
                                                                    ================================================
     TRUST UNITS:
{ 83}  Redeemed during period .................                           1,057               178                36
{150}  Outstanding at end of period ...........                           3,513             4,570             4,748
                                                                    ================================================
</TABLE>
                            See Notes to Financial Statements.

                                                 D - 10.

<PAGE>
DEFINED ASSET FUNDS - MUNICIPAL STATE SERIES - 4,
FLORIDA INSURED SERIES

NOTES TO FINANCIAL STATEMENTS

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,
except that value on June 28, 1996 was based upon offering side
evaluations at June 26, 1996, the day prior to the Date of Deposit.
Cost of securities at June 28, 1996 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.

(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>
{ 10}     Cost of 3,513 units at Date of Deposit
             (net of initial sales charge) ...........................                                  $ 3,555,304
          Transfer to capital of interest on Segregated Bond (Note 5)                                        38,010
{ 31}     Redemptions of units - net cost of 1,271 units redeemed
{143}       less redemption amounts (principal).......................                                      (85,188)
          Income paid on Segregated Bond upon redemption .............                                       (2,811)
          Principal distributions ....................................                                       (8,806)
          Deferred sales charge (Note 5) .............................                                     (135,750)
{ 40}     Realized gain on securities sold or redeemed ...............                                      105,315
{ 70}     Unrealized appreciation of investments......................                                      301,498
                                                                                                        -----------

{ 80}     Net capital applicable to Holders ..........................                                  $ 3,767,572
                                                                                                        ===========
</TABLE>
4. INCOME TAXES

As of May 31, 1999, unrealized appreciation of investments, based on cost for
Federal income tax purposes, aggregated $301,498, all of which related to
appreciated securities. The cost of investment securities for Federal income
tax purposes was $3,449,317 at May 31, 1999.


                                     D - 11.
<PAGE>
DEFINED ASSET FUNDS - MUNICIPAL STATE SERIES - 4,
CALIFORNIA INSURED SERIES

NOTES TO FINANCIAL STATEMENTS


5. DEFERRED SALES CHARGE

$ 173,120 face amount of the State of Florida, Full Faith and Credit Dept. of
Trans., Right-of-Way Acquisition and Bridge Construction Bonds, Ser. 1995
State of California, Var. Purp. G.O. Bonds, 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 per Unit over the first five years of the life of the Fund. Should a
Holder redeem Units prior to the end of the fourth anniversary of the Fund, a
deferred sales charge of $25, $15, $10 or $5 per Unit will be charged in the
first, second, third or fourth fiscal year of the Fund, respectively, and is
included with principal redemption amounts in the accompanying financial
statements.

6. DEFERRED ORGANIZATION COSTS

Deferred organization costs are being amortized over five years. Included in
"Other liabilities", is $1,983 payable to the Trustee for reimbursement of costs
related to the organization of the Trust.




















                                  D - 12.

<PAGE>
     DEFINED ASSET FUNDS - MUNICIPAL STATE SERIES - 4,
     FLORIDA INSURED SERIES

     PORTFOLIO
     As of May 31, 1999

<TABLE>
<CAPTION>

                                             Rating 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 Bd. of Educ., Pub.        AAA     $   265,000     5.875 %      2025      06/01/05     $   264,070 $   282,164
     Educ. Cap. Outlay Bonds, Ser. 1995 B                                                      @  101.000
     (MBIA Ins.)

   2 The School Board of Brevard Cnty.,FL,      AAA         520,000     5.500        2021      07/01/06         492,970     534,576
     Ser. 1996 B ( AMBAC Ins. )                                                                @  102.000

   3 Dade Cnty., FL, Wtr. and Swr. Sys. Rev.    AAA         750,000     5.500        2025      10/01/05         708,344     771,660
     Bonds, Ser. 1995 (Financial Guaranty                                                      @  102.000
     Ins.)

   4 Dade Cnty., FL, Aviation Rev.              AAA         390,000     5.600        2026      10/01/06         373,542     404,906
     Bonds,Ser. 1996 B (MBIA Ins.)                                                             @  102.000

   5 State of Florida, Full Faith and Credit    AAA         290,000     5.875        2024(6)   07/01/05         289,008     318,437
     Dept. of Trans., Right-of-Way                                                             @  101.000
     Acquisition and Bridge Construction
     Bonds, Ser. 1995 (MBIA Ins.) (5)

   6 The School Board of Escambia Cnty., FL,    AAA         750,000     5.500        2022      02/01/06         710,580     770,235
     Ser.1996-2 (MBIA Ins.)                                                                    @  102.000

   7 Hillsborough Cnty., FL, Cap. Imp. Prog.    AAA         665,000     5.250        2016      08/01/03         610,803     668,837
     Rfdg. Rev. Bonds (Criminal Justice                                                        @  101.000
     Fac.), Ser. 1993 (Financial Guaranty
     Ins.)

                                                        -----------                                           ---------   ---------
     TOTAL                                              $ 3,630,000                                         $ 3,449,317 $ 3,750,815
                                                        ===========                                           =========   =========


</TABLE>
                   See Notes to Portfolios on page D - 14.

                              D - 13.

<PAGE>
DEFINED ASSET FUNDS - MUNICIPAL STATE SERIES - 4
(CALIFORNIA INSURED SERIES AND
FLORIDA INSURED SERIES)

NOTES TO PORTFOLIOS
As of May 31, 1999

(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) All securities are insured, either on an individual basis or by portfolio
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.

(5) A portion of this bond is segregated to fund the Deferred sales charge.

(6) Bonds with an aggregate face amount of $800,000 of the California Trust
and $290,000 of the Florida Trust have been pre-refunded and are
expected to be called for redemption on the optional redemption provision
dates shown.



                                  D - 14.


<PAGE>
                             Defined
                             Asset FundsSM


HAVE QUESTIONS ?                         MUNICIPAL STATE SERIES 4
Request the most                         (A Unit Investment Trust)
recent free Information                  ---------------------------------------
Supplement that gives more               This Prospectus does not contain
details about the Fund,                  complete information about the
by calling:                              investment company filed with the
The Chase Manhattan Bank                 Securities and Exchange Commission in
1-800-323-1508                           Washington, D.C. under the:
                                         o Securities Act of 1933 (file no.
                                         33-62969) and
                                         o Investment Company Act of 1940 (file
                                         no. 811-2537).
                                         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.


                                                      15337--9/99
<PAGE>
                             DEFINED ASSET FUNDS--
                             MUNICIPAL STATE SERIES
                       CONTENTS OF REGISTRATION STATEMENT

     This Post-Effective Amendment to 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 Defined Asset Funds Municipal Insured
Series, 1933 Act File No. 33-54565).

     The Prospectus.

     The Signatures.

The following exhibits:

     1.1.1--Form of Standard Terms and Conditions of Trust Effective as of
            October 21, 1993 (incorporated by reference to Exhibit 1.1.1 to the
            Registration Statement of Municipal Investment Trust Fund,
            Multistate Series--48, 1933 Act File No. 33-50247).

     4.1  --Consent of the Evaluator.

     5.1  --Consent of independent accountants.

     9.1  --Information Supplement (incorporated by reference to Post-Effective
            Amendment No. 4 to Exhibit 9.1 to the Registration Statement of
            Municipal Investment Trust Fund, Insured Series--207, 1933 Act File
         No. 33-54037).

                                      R-1
<PAGE>
                             DEFINED ASSET FUNDS--
                            MUNICIPAL STATE SERIES 4

                                   SIGNATURES

     PURSUANT TO THE REQUIREMENTS OF THE SECURITIES ACT OF 1933, THE REGISTRANT,
DEFINED ASSET FUNDS--MUNICIPAL STATE SERIES 4, CERTIFIES THAT IT MEETS ALL OF
THE REQUIREMENTS FOR EFFECTIVENESS OF THIS REGISTRATION STATEMENT PURSUANT TO
RULE 485(B) UNDER THE SECURITIES ACT OF 1933 AND 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 28TH DAY OF SEPTEMBER, 1999.

                    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
<PAGE>
               MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED
                                   DEPOSITOR


By the following persons, who constitute  Powers of Attorney have been filed
  a majority of                             under
  the Board of Directors of Merrill         Form SE and the following 1933 Act
  Lynch, Pierce,                            File
  Fenner & Smith Incorporated:              Number: 333-70593


      GEORGE A. SCHIEREN
      JOHN L. STEFFENS
      By J. DAVID MEGLEN
       (As authorized signatory for Merrill Lynch, Pierce,
       Fenner & Smith Incorporated and
       Attorney-in-fact for the persons listed above)

                                      R-3
<PAGE>
                            PAINEWEBBER INCORPORATED
                                   DEPOSITOR


By the following persons, who constitute  Powers of Attorney have been filed
  the Board of Directors of PaineWebber     under
  Incorporated:                             the following 1933 Act File
                                            Number: 33-55073


      MARGO N. ALEXANDER
      TERRY L. ATKINSON
      BRIAN M. BAREFOOT
      STEVEN P. BAUM
      MICHAEL CULP
      REGINA A. DOLAN
      JOSEPH J. GRANO, JR.
      EDWARD M. KERSCHNER
      JAMES P. MacGILVRAY
      DONALD B. MARRON
      ROBERT H. SILVER
      MARK B. SUTTON
      By
       ROBERT E. HOLLEY
       (As authorized signatory for
       PaineWebber Incorporated
       and Attorney-in-fact for the persons listed above)

                                      R-4

<PAGE>
                                                                     EXHIBIT 4.1

                               STANDARD & POOR'S
                    A DIVISION OF THE McGRAW-HILL COMPANIES
                                  J. J. KENNY
                                  65 BROADWAY
                           NEW YORK, N.Y. 10006-2551
                            TELEPHONE (212) 770-4422
                                FAX 212/797-8681

                                                   September 28, 1999

Frank A. Ciccotto, Jr.
Vice President
Tax-Exempt Evaluations


Merrill Lynch, Pierce, Fenner & Smith
Incorporated
Defined Asset Funds
P.O. Box 9051
Princeton, New Jersey 08543-9051
The Chase Manhattan Bank
4 New York Plaza, 6th Floor
New York, New York 10004


RE: DEFINED ASSET FUNDS, MUNICIPAL STATE SERIES 4

Gentlemen:

     We have examined the post-effective Amendment to the Registration Statement
File No. 33-62969 for the above-captioned trust. We hereby acknowledge that
Kenny S&P Evaluation Services, a division of J. J. Kenny Co., Inc. is currently
acting as the evaluator for the trust. We hereby consent to the use in the
Amendment of the reference to Kenny S&P Evaluation Services, a division of J. J.
Kenny Co., Inc. as evaluator.

     In addition, we hereby confirm that the ratings indicated in the
above-referenced Amendment to the Registration Statement for the respective
bonds comprising the trust portfolio are the ratings currently indicated in our
KENNYBASE database.

     You are hereby authorized to file copies of this letter with the Securities
and Exchange Commission.

                                                   Sincerely,
                                                   FRANK A. CICCOTTO
                                                   Vice President

<PAGE>
                                                                     Exhibit 5.1
                       CONSENT OF INDEPENDENT ACCOUNTANTS
The Sponsors and Trustee of
Municipal State Series 4 (California and Florida Insured Series), Defined Asset
Funds

We consent to the use in this Post-Effective Amendment No. 3 to Registration
Statement No. 33-62969 of our opinion dated September 23, 1999 appearing in the
Prospectus, which is part of such Registration Statement, and to the reference
to us under the heading 'Miscellaneous--Auditors' in such Prospectus.

DELOITTE & TOUCHE LLP
New York, N.Y.
September 28, 1999


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