MUNICIPAL INVESTMENT TR FD INTERM TERM SER 310 DEF ASSET FDS
497, 1999-01-25
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<PAGE>
                                     DEFINED ASSET FUNDSSM
- --------------------------------------------
- -----------------------------------
 

                              MUNICIPAL INVESTMENT TRUST FUND
                              INTERMEDIATE TERM SERIES--310
                              (A UNIT INVESTMENT TRUST)
                              O   PORTFOLIO OF INTERMEDIATE TERM MUNICIPAL BONDS
                              O   DESIGNED FOR INCOME FREE FROM REGULAR FEDERAL
                                  INCOME TAX
                              O   MONTHLY INCOME DISTRIBUTIONS

 

SPONSORS:
Merrill Lynch,
Pierce, Fenner & Smith         -------------------------------------------------
    Incorporated               The Securities and Exchange Commission has not
Salomon Smith Barney Inc.      approved or disapproved these Securities or
PaineWebber Incorporated       passed upon the adequacy of this prospectus. Any
Dean Witter Reynolds Inc.      representation to the contrary is a criminal
Prudential Securities          offense.
Incorporated                   Prospectus dated January 22, 1999.

 
<PAGE>
- --------------------------------------------------------------------------------
 
Def ined Asset FundsSM
Defined Asset FundsSM is America's oldest and largest family of unit investment
trusts, with over $115 billion sponsored over the last 25 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 OCTOBER 31, 1998, THE
EVALUATION DATE.
 

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

 
                                       2
<PAGE>
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RISK/RETURN SUMMARY
 

       1.  WHAT IS THE FUND'S OBJECTIVE?
           The Fund seeks interest income that is exempt from regular
           federal income taxes by investing in a fixed portfolio
           consisting primarily of municipal revenue bonds with an
           estimated average life of 9 years.
       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 15 intermediate term
           tax-exempt municipal bonds, including some short-term bonds
           reserved to pay the defined sales fee, with a current
           aggregate face amount of $9,845,000.
        o  The Fund is a unit investment trust which means that,
           unlike a mutual fund, the Fund's portfolio is not managed.
        o  When the bonds were initially deposited (November 21,
           1997), they were rated A or better by Standard & Poor's,
           Moody's or Fitch, or in the opinion of the agent for the
           Sponsors had similar credit quality to bonds rated A or
           better. The credit quality of the bonds may currently be
           lower.
        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  26% of the bonds are backed by bank letters of credit.
        o  12% of the bonds are insured by insurance companies.
           Letters of credit and insurance 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

 

o          Airports/Ports/Highways                        3%
o          General Obligation                               6%
        o  Hospitals/Health Care                          15%
        o  Housing                                          14%
        o  Industrial Development Revenue             25%
o          Lease Rental Appropriation                     3%
        o  Refunded Bonds                                 13%
o          Solid Waste Disposal                             7%
o          Universities/Colleges                            14%

 

       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 industrial development
           revenue 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.

 

       5.  IS THIS FUND APPROPRIATE FOR YOU?
           Yes, if you want monthly income free from regular federal
           income tax. You will benefit from a professionally selected
           and supervised portfolio whose risk is reduced by investing
           in bonds of several different issuers.
           The Fund is not appropriate for you if you want a
           speculative investment that changes to take advantage of
           market movements, if you do not want a tax-advantaged
           investment, if you are subject to AMT or if you cannot
           tolerate any risk.

 
                                       3
<PAGE>
 
           DEFINING YOUR INCOME
 

           WHAT YOU MAY EXPECT (PAYABLE ON THE 25TH DAY OF
           EACH MONTH):
           Regular Monthly Income per unit                   $    4.16
           Annual Income per unit                            $   50.01
           RECORD DAY: 10th day of each month
           These figures are estimates on the evaluation date; 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
                                                               2.75%
           Maximum Sales Fee (Load) on new purchases
           (as a percentage of $1,000 invested)

 

           You will pay a deferred sales fee of $3.35 per Unit
           quarterly November, February, May and August, through
           February 2001. Employees of some of the Sponsors and their
           affiliates may be charged a reduced sales fee of no less
           than $5.00 per Unit.
           The maximum sales fee is reduced if you invest at least
           $100,000, as follows:

 

                                                 YOUR MAXIMUM
                                                    SALES FEE
                     IF YOU INVEST:                  WILL BE:
           -----------------------------------  -----------------
           Less than $100,000                            2.75%
           $100,000 to $249,999                          2.50%
           $250,000 to $499,999                          2.25%
           $500,000 to $999,999                          2.00%
           $1,000,000 and over                           1.75%
 
           Maximum Exchange Fee                          1.75%

 
           ESTIMATED ANNUAL FUND OPERATING EXPENSES
 

                                                                        AMOUNT
                                                                      PER UNIT
                                                                    -----------
                                                         $    0.72
           Trustee's Fee
                                                         $    0.46
           Portfolio Supervision,
           Bookkeeping and
           Administrative Fees
                                                         $    0.20
           Organization Costs
                                                         $    0.14
           Evaluator's Fee
                                                         $    0.35
           Other Operating Expenses
                                                        -----------
                                                         $    1.87
           TOTAL

 

       7.  HOW HAVE SIMILAR FUNDS PERFORMED IN THE PAST?
           In the following chart we show past performance of prior
           Intermediate Series, which had the same investment
           objectives, strategies and types of bonds as this Fund.
           These prior Intermediate Series were offered between August
           9, 1988 and October 18, 1996 and were outstanding on
           September 30, 1998. 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 9/30/98.

 

                  WITH SALES FEE             NO SALES FEE
               1 YEAR       5 YEARS      1 YEAR       5 YEARS
- ---------------------------------------------------------------
High            7.83%        6.93%        9.82%        7.66%
Average         4.90         5.49         7.23         6.31
Low             2.96         4.58         4.26         5.43
- ---------------------------------------------------------------
Average
Sales fee         2.26%         4.01%

 
- ----------------------------------------------------------------
 
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.
       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.

 
                                       4
<PAGE>
 

           UNIT PRICE PER UNIT                    $1,048.10
           (as of October 31, 1998)
           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 any remaining deferred
           sales fee. 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.
           Interest on approximately 39% of the bonds will be a
           preference item for Alternative Minimum Tax. A portion of
           the income may also be exempt from state and local personal
           income taxes, depending on where you live.
 
           You will also receive principal payments if bonds are sold
           or called or mature, when the cash available is more than
           $5.00 per unit. You will be subject to tax on any gain
           realized by the Fund on the disposition of bonds.
      12.  WHAT OTHER SERVICES ARE AVAILABLE?
           REINVESTMENT
           You will receive your monthly income in cash unless you
           choose to compound your income by reinvesting with no sales
           fee in the Municipal Fund Investment Accumulation Program,
           Inc. This program is an open-end mutual fund with a
           comparable investment objective. Income from this program
           will generally be subject to state and local income taxes.
           For more complete information about the program, including
           charges and fees, ask the Trustee for the program's
           prospectus. Read it carefully before you invest. The
           Trustee must receive your written election to reinvest at
           least 10 days before the record day of an income payment.
           EXCHANGE PRIVILEGES
           You may exchange units of this Fund for units of certain
           other Defined Asset Funds. You may also exchange into this
           Fund from certain other funds. We charge a reduced sales
           fee on exchanges.

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

                                  EFFECTIVE
TAXABLE INCOME 1999*               % TAX                         TAX-FREE YIELD OF
  SINGLE RETURN    JOINT RETURN   BRACKET    3%     3.5%     4%     4.5%     5%     5.5%     6%     6.5%
                                                        IS EQUIVALENT TO A TAXABLE YIELD OF
- ----------------------------------------------------------------------------------------------------------
<S>       <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
- ----------------------------------------------------------------------------------------------------------
$ 25,751- 62,450 $ 43,051-104,050   28.00     4.17   4.86     5.56   6.25     6.94    7.64    8.33    9.03
- ----------------------------------------------------------------------------------------------------------
$ 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
- ----------------------------------------------------------------------------------------------------------
$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
- ----------------------------------------------------------------------------------------------------------
OVER $283,151       OVER $283,151   39.60     4.97   5.79     6.62   7.45     8.28    9.11    9.93   10.76
- ----------------------------------------------------------------------------------------------------------
</TABLE>

 
To compare the yield of a taxable security with the yield of a federally
tax-free security, find your taxable income and read across. The table
incorporates 1999 federal income tax rates and assumes that all income would
otherwise be taxed at a U.S. investor's highest tax rate. Yield figures are for
example only.
 
*Based upon net amount subject to federal income tax after deductions and
exemptions. This table does not reflect the possible effect of other tax
factors, such as alternative minimum tax, personal exemptions, the phase-out of
exemptions, itemized deductions, the possible partial disallowance of deductions
or state and local taxation. Consequently, investors are urged to consult their
own tax advisors in this regard.
 
                MUNICIPAL BONDS AND THE ALTERNATIVE MINIMUM TAX
 

      INCOME+        MAXIMUM 'PREFERENCE' INCOME
                        WITHOUT TRIGGERING AMT
                       (STATE INCOME TAX RATES)
SINGLE ++ JOINT ++      0%        7%       11%
- --------------------------------------------------
          $50,000    $21,000   $16,000   $13,000
- --------------------------------------------------
$30,000              $20,000   $16,000   $14,000
- --------------------------------------------------
          $100,000   $25,000   $16,000   $11,000
- --------------------------------------------------
$55,000              $22,000   $16,000   $13,000
- --------------------------------------------------
          $225,000   $30,000   $13,000    $4,000
- --------------------------------------------------
$205,000             $31,000   $15,000    $7,000
- --------------------------------------------------

 
NOTES:
+ Regular taxable income plus state income
  taxes and personal exemptions.
 ++ Assuming no dependents.
     Under federal tax law, interest income on certain municipal bonds, although
exempt from regular income tax, is treated as a 'preference' item for purposes
of AMT. The table above shows amounts of such municipal bond 'preference'
interest income, assuming no other 'preference' or similar items apply, that
individual taxpayers could receive in 1999 without becoming subject to the AMT.
The table gives information for single and joint returns of U.S. individuals
having no dependents. The table provides three income levels and three
hypothetical state income tax rates. The table further assumes that the stated
amount of municipal bond 'preference' interest income is subject to state income
taxes.
 
                                       6
<PAGE>
WHAT YOU CAN EXPECT FROM YOUR INVESTMENT
 
MONTHLY INCOME
 
The Fund will pay you regular monthly income. Your monthly income may vary
because of:
   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 monthly income because
the portfolio is fixed.
 
Along with your monthly income, you will receive your share of any available
bond principal.
 
RETURN FIGURES
 
We cannot predict your actual return, which will vary with unit price, how long
you hold your investment and changes in the portfolio, interest income and
expenses.
 
Estimated Current Return equals the estimated annual cash to be received from
the bonds in the Fund less estimated annual Fund expenses, divided by the Unit
Price (including the maximum sales fee):
 

 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.
 
                                       7
<PAGE>
THE RISKS YOU FACE
 
INTEREST RATE RISK
 
Investing involves risks, including the risk that your investment will decline
in value if interest rates rise. Generally, bonds with longer maturities will
change in value more than bonds with shorter maturities. Bonds in the Fund are
more likely to be called when interest rates decline. This would result in early
returns of principal to you and may result in early termination of the Fund. Of
course, we cannot predict how interest rates may change.
 
CALL RISK
 
Many bonds can be prepaid or 'called' by the issuer before their stated
maturity. For example, 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
 
The bonds will generally trade in the over-the-counter market. We cannot assure
you that a liquid trading market will exist, especially since current law may
restrict the Fund from selling bonds to any Sponsor. The value of the bonds, and
of your investment, may be reduced if trading in bonds is limited or absent.
 
CONCENTRATION RISK
 
When a certain type of bond makes up 25% or more of the portfolio, the Fund is
said to be 'concentrated' in that bond type, which makes the Fund less
diversified.
 
Here is what you should know about the Fund's concentration in industrial
development revenue bonds (IDRs). IDRs are issued to finance various privately
operated projects such as pollution control and manufacturing facilities.
Payment for these bonds depends on:
   o creditworthiness of the corporate operator of the project being financed;
   o economic factors relating to the particular industry; and,
   o in some cases, creditworthiness of an affiliated or third-party guarantor.
 
Changes to the portfolio from bond redemptions, maturities and sales may affect
the Fund's concentration over time.
 
BOND QUALITY RISK
 
A reduction in a bond's rating may decrease its value and, indirectly, the value
of your investment in the Fund.
 
                                       8
<PAGE>
INSURANCE RELATED RISK
 
Some bonds may be backed by insurance companies (as shown under Portfolio).
Insurance policies generally make payments only according to a bond's original
payment schedule and do not make early payments when a bond defaults or becomes
taxable. Although the federal government does not regulate the insurance
business, various state laws and federal initiatives and tax law changes could
significantly affect the insurance business. The claims-paying ability of the
insurance companies is generally rated A or better by Standard & Poor's or
another nationally recognized rating organization. The insurance company ratings
are subject to change at any time at the discretion of the rating agencies.
 
LITIGATION AND LEGISLATION RISKS
 
We do not know of any pending litigation that might have a material adverse
effect upon the Fund.
 
Future tax legislation could affect the value of the portfolio by:
   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 final deferred sales fee installment, the
amount of any remaining installments 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 remaining 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 a secondary market continuously for over 25 years, but we
could discontinue it without prior notice for any business reason.
 
SELLING UNITS TO THE TRUSTEE
 
Regardless of whether we maintain a secondary market, you can sell your units to
the Trustee at any time by sending the 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
 
                                       9
<PAGE>
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.
 
If you acquire 25% or more of the outstanding units of the Fund and you sell
units with a value exceeding $250,000, the Trustee may choose to pay you 'in
kind' by distributing bonds and cash with a total value equal to the price of
those units. The Trustee will try to distribute bonds in the portfolio pro rata,
but it reserves the right to distribute only one or a few bonds. The Trustee
will act as your agent in an in kind distribution and will either hold the bonds
for your account or sell them as you instruct. You must pay any transaction
costs as well as transfer and ongoing custodial fees on sales of bonds
distributed in kind.
 
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 at
a maximum exchange fee of 1.75%. You may exchange units of this Fund for units
of certain other funds at a reduced sales fee if your investment goals change.
To exchange units, you should talk to your financial professional about what
funds are exchangeable, suitable and currently available.
 
Normally, an exchange is taxable and you must recognize any gain or loss on the
exchange. However, the IRS may try to disallow a loss if the portfolios of the
two funds are not materially different; you should consult your own tax adviser.
 
We may amend or terminate this exchange option at any time without notice.
 
HOW THE FUND WORKS
 
PRICING
 
The price of a unit includes interest accrued on the bonds, less expenses, from
the most recent Record Day up to, but not including, the settlement date, which
is usually three business days after the purchase date of the unit.
 
A portion of the price of a unit consists of cash so that the Trustee can
provide you with regular monthly income. When you sell your units you will
receive your share of this cash.
 
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.
 
                                       10
<PAGE>
These costs are amortized over the first five years of the Fund.
 
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 45 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. 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.
 
Any quarterly deferred sales charges you owe are paid with interest and
principal from certain bonds. If these amounts are not enough, the rest will be
paid out of distributions to you from the Fund's Capital and Income Accounts.
 
The Trustee's, Sponsors' and Evaluator's fees may be adjusted for inflation
without investors' approval.
 
The Sponsors will pay advertising and selling expenses at no charge to the Fund.
If Fund expenses exceed initial estimates, the Fund will owe the excess. The
Trustee has a lien on Fund assets to secure reimbursement of Fund expenses and
may sell bonds if cash is not available.
 
PORTFOLIO CHANGES
 
The Sponsors and Trustee are not liable for any default or defect in a bond.
 
Unlike a mutual fund, the portfolio is designed to remain intact and we may keep
bonds in the portfolio even if their credit quality declines or other adverse
financial circumstances occur. However, we may sell a bond in certain cases if
we believe that certain adverse credit conditions exist or if a bond becomes
taxable.
 
                                       11
<PAGE>
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.
 
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.
 
                                       12
<PAGE>
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
special counsel for the Sponsors, has given an opinion that the units are
validly issued.
 
AUDITORS
 
Deloitte & Touche LLP, 2 World Financial Center, New York, New York 10281,
independent accountants, audited the Statement of Condition included in this
prospectus.
 
SPONSORS
 
The Sponsors are:
 
MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED (a wholly-owned subsidiary of
Merrill Lynch & Co., Inc.)
P.O. Box 9051,
Princeton, NJ 08543-9051
 
SALOMON SMITH BARNEY INC. (an indirectly wholly-owned subsidiary of Citigroup
Inc.)
388 Greenwich Street--23rd Floor,
New York, NY 10013
 
DEAN WITTER REYNOLDS INC. (a principal operating subsidiary of Morgan Stanley
Dean Witter & Co.)
Two World Trade Center--59th Floor,
New York, NY 10048
 
PRUDENTIAL SECURITIES INCORPORATED (an indirect wholly-owned subsidiary of the
Prudential Insurance Company of America)
One New York Plaza
New York, NY 10292
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 Bank of New York, 101 Barclay Street,
17 W, New York, New York 10268, 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.
 
                                       13
<PAGE>
UNDERWRITERS' AND SPONSORS' PROFITS
 
Underwriters receive sales charges when they sell units. The Sponsors also
realized a profit or loss on the initial deposit of the 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.
 
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
 
                                       14
<PAGE>
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 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.
 
SUPPLEMENTAL INFORMATION
 
You can receive at no cost supplemental information about the Fund by calling
the Trustee. The supplemental information includes more detailed risk disclosure
about the types of bonds that may be in the Fund's portfolio, general risk
disclosure concerning any insurance securing certain bonds, and general
information about the structure and operation of the Fund. The supplemental
information is also available from the SEC.
 
                                       15


MUNICIPAL INVESTMENT TRUST FUND
INTERMEDIATE TERM SERIES - 310,
DEFINED ASSET FUNDS


REPORT OF INDEPENDENT ACCOUNTANTS


The Sponsors, Trustee and Holders
  of Municipal Investment Trust Fund,
  Intermediate Term Series - 310,
  Defined Asset Funds:

We have audited the accompanying statement of condition of Municipal
Investment Trust Fund, Intermediate Term Series - 310, Defined Asset
Funds, including the portfolio, as of October 31, 1998 and the
related statements of operations and of changes in net assets for the
period November 22, 1997 to October 31, 1998. These financial
statements are the responsibility of the Trustee. Our responsibility
is to express an opinion on these financial statements based on our
audit.

We conducted our audit in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit
to obtain reasonable assurance about whether the financial statements
are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the
financial statements. Securities owned at October 31, 1998, as shown
in such portfolio, were confirmed to us by The Bank of New York, 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 audit provides a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present
fairly, in all material respects, the financial position of Municipal
Investment Trust Fund, Intermediate Term Series - 310, Defined Asset
Funds at October 31, 1998 and the results of its operations and
changes in its net assets for the above-stated period in conformity
with generally accepted accounting principles.


DELOITTE & TOUCHE LLP

New York, N.Y.
January 8, 1999



                                                   D - 1
<PAGE>


MUNICIPAL INVESTMENT TRUST FUND,
INTERMEDIATE TERM SERIES - 310,
DEFINED ASSET FUNDS

STATEMENT OF CONDITION
AS OF OCTOBER 31, 1998

<TABLE>
<S>                                                <C>           <C>
TRUST PROPERTY:
  Investment in marketable securities - at value
    (cost $9,878,116)(Note 1)......................                 $10,136,593
  Accrued interest receivable......................                     168,499
  Accrued interest on segregated bonds.............                       3,770
  Deferred organization costs (Note 6).............                       8,067
                                                                   _____________

              Total trust property.................                  10,316,929

LESS LIABILITIES:
  Advance from Trustee.............................     $ 60,337
  Accrued expenses.................................        6,436
  Deferred sales charge payable (Note 5)...........       10,228         77,001
                                                    _____________  _____________

NET ASSETS, REPRESENTED BY:
  9,609 units of fractional undivided
    interest outstanding (Note 3)..................   10,207,856
  Undistributed net investment income..............       32,072
                                                    _____________
                                                                    $10,239,928
                                                                   =============
UNIT VALUE ($10,239,928/9,609 units)...............                   $1,065.66
                                                                   =============


</TABLE>
                         See Notes to Financial Statements.









                                                   D - 2
<PAGE>


MUNICIPAL INVESTMENT TRUST FUND,
INTERMEDIATE TERM SERIES - 310,
DEFINED ASSET FUNDS

STATEMENT OF OPERATIONS

<TABLE>
<CAPTION>
                                             November 22,
                                                 1997
                                                  to
                                              October 31,
                                                 1998
                                             _____________
<S>                                        <C>
INVESTMENT INCOME:
  Interest income...........................    $490,353
  Interest income on segregated bonds.......      15,209
  Trustee's fees and expenses...............      (4,250)
  Sponsors' fees............................      (4,341)
  Organizational expenses...................      (2,017)
                                             _____________
  Net investment income.....................     494,954
                                             _____________

REALIZED AND UNREALIZED GAIN
  ON INVESTMENTS:
  Realized gain on securities sold
    or redeemed.............................      17,906
  Unrealized appreciation of investments....     258,477
                                             _____________

  Net realized and unrealized gain on
    investments.............................     276,383
                                             _____________

NET INCREASE IN NET ASSETS RESULTING
  FROM OPERATIONS...........................    $771,337
                                             =============


</TABLE>
             See Notes to Financial Statements.






                                                   D - 3
<PAGE>


MUNICIPAL INVESTMENT TRUST FUND,
INTERMEDIATE TERM SERIES - 310,
DEFINED ASSET FUNDS

STATEMENT OF CHANGES IN NET ASSETS

<TABLE>
<CAPTION>
                                               November 22,
                                                   1997
                                                    to
                                                October 31,
                                                   1998
                                               _____________
<S>                                          <C>
OPERATIONS:
  Net investment income....................... $   494,954
  Realized gain on securities sold
    or redeemed...............................      17,906
  Unrealized appreciation of investments......     258,477
                                               _____________
  Net increase in net assets resulting
    from operations...........................     771,337

INCOME DISTRIBUTIONS TO HOLDERS (Note 2)......    (446,419)

DEFERRED SALES CHARGE (Note 5)................     (83,475)

CAPITAL SHARE TRANSACTIONS - Redemptions of
  475 units...................................    (491,008)
                                               _____________
NET DECREASE IN NET ASSETS....................    (249,565)

NET ASSETS AT BEGINNING OF PERIOD.............  10,489,493
                                               _____________
NET ASSETS AT END OF PERIOD................... $10,239,928
                                               =============
PER UNIT:
  Income distributions during period..........      $44.27
                                               =============
  Net asset value at end of period............   $1,065.66
                                               =============
TRUST UNITS OUTSTANDING AT END OF PERIOD......       9,609
                                               =============


</TABLE>
             See Notes to Financial Statements.



                                                   D - 4
<PAGE>

MUNICIPAL INVESTMENT TRUST FUND,
INTERMEDIATE TERM SERIES - 310,
DEFINED ASSET FUNDS


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 (see "How to
        Sell Units - Trustee's Redemption of Units" in this Prospectus,
        Part B), except that value on November 22, 1997 was based upon
        offer side evaluations at November 20, 1997 the day prior to the
        Date of Deposit. Cost of securities at November 22, 1997 was also
        based on such offer 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 distributed as explained
    in "Income, Distributions and Reinvestment - Distributions" in this
    Prospectus, Part B.

3.  NET CAPITAL
<TABLE>
<S>                                                      <C>
      Cost of 9,609 units at Date of Deposit..............    $9,995,391
                                                           ______________
      Net amount applicable to Holders....................     9,995,391
      Redemptions of units - net cost of 475 units
        redeemed less redemption amounts..................         4,347
      Realized gain on securities sold or redeemed........        17,907
      Deferred sales charge...............................       (83,475)
      Interest income on segregated bonds.................        15,209
      Unrealized appreciation of investments..............       258,477
                                                           ______________

      Net capital applicable to Holders...................   $10,207,856
                                                           ==============
</TABLE>

4.  INCOME TAXES

    As of October 31, 1998, unrealized appreciation of investments,
    based on cost for Federal income tax purposes, aggregated $258,477 all
    of which related to appreciated securities. The cost of investment
    securities for Federal income tax purposes was $9,878,116 at October 31,
    1998.

                                                 D - 5
<PAGE>

MUNICIPAL INVESTMENT TRUST FUND,
INTERMEDIATE TERM SERIES - 310,
DEFINED ASSET FUNDS


NOTES TO FINANCIAL STATEMENTS


5.  DEFERRED SALES CHARGE

    The sales charges are being paid for with the interest received
    and by periodic sales of these bonds. A deferred sales charge
    of $3.35 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 $40.20 per unit over the first three years of the life
    of the Fund. Should a Holder redeem units prior to the third
    anniversary of the Fund, the remaining balance of the deferred sales
    charge will be charged.

6.  DEFERRED ORGANIZATIONAL COSTS

    Organizational costs have been deferred and are being amortized over a
    five year period.


                                                   D - 6
<PAGE>




MUNICIPAL INVESTMENT TRUST FUND,
INTERMEDIATE TERM SERIES - 310,
DEFINED ASSET FUNDS

PORTFOLIO
AS OF OCTOBER 31, 1998
<TABLE>
<CAPTION>
                                         Rating                                       Optional
    Portfolio No. and Title of             of            Face                         Redemption
            Securities                   Issues(1)       Amount  Coupon Maturities(3) Provisions(3)          Cost(2)      Value(2)
            __________                   _________       ______  ______ _____________ _____________          _______      ________
<S>                                  <C>       <C>           <C>       <C>        <C>            <C>           <C>
 1 Illinois Dev. Fin. Auth., Rev.          NR        $   65,000   5.300%   2005       None                $   65,846        66,734
   Bonds (Illinois Association of Sch.                   70,000   5.300    2006       None                    70,498        71,848
   Bus. Officials Proj.), Ser. 1997                      75,000   5.400    2007       None                    75,576        77,442
                                                         80,000   5.600    2009       12/01/07                80,656        83,131
                                                                                        @ 102.000
                                                         80,000   5.500    2008       12/01/07                80,695        82,750
                                                                                      @ 102.000

 2 The Village of Mccook, IL, Rev.         AA-        1,250,000   5.100    2004       12/01/02             1,259,650     1,267,312
   Bonds (The British Home For Retired                                                @ 101.000
   Men and Women Proj.), Ser. 1989
   (LaSalle Natl. Bank - Letter of
   Credit) (8)

 3 Porter Cnty., IN, Hosp.                 NR           160,000   4.050    1999       None                   159,509       160,635
   Association, Hosp. Rev. Rfdg.                        410,000   5.050    2005       None                   410,000       421,033
   Bonds, Ser. 1997 (6)                                 430,000   5.150    2006       None                   430,000       443,459
                                                        450,000   5.250    2007       None                   450,000       464,819

 4 Iowa Higher Educ. Loan Auth., Higher    NR         1,000,000   5.150    2007(7)    09/01/04               996,120     1,017,790
   Educ. Fac. Rfdg. Rev. Bonds (Luther                                                @ 101.000
   Coll. Proj.), Ser. 1997

 5 City of Washington, MO, G.O. Indl.      A-           255,000   5.100    2005       None                   256,578       260,131
   Rfdg. Bonds (Pauwels Transformers,                   270,000   5.200    2006       06/01/05               271,841       276,961
   Inc. Porj.), Ser. 1997 A (AMT) (4)                                                 @ 102.000
                                                        285,000   5.300    2007       06/01/05               287,115       294,109
                                                                                      @ 102.000
                                                        300,000   5.400    2008       06/01/05               302,214       310,191
                                                                                      @ 102.000
                                                        315,000   5.500    2009       06/01/05               317,315       326,135
                                                                                      @ 102.000

 6 New Hampshire Higher Educl. and         A-            25,000   4.550    2000       None                    25,182        25,418
   Hlth. Facs Auth., Hosp. Rev. Bonds
   (Androscoggin Valley Hosp. Issue),
   Ser. 1997 (6)

</TABLE>



                                                                 D - 7
<PAGE>


MUNICIPAL INVESTMENT TRUST FUND,
INTERMEDIATE TERM SERIES - 310,
DEFINED ASSET FUNDS

PORTFOLIO
AS OF OCTOBER 31, 1998
<TABLE>
<CAPTION>
                                         Rating                                       Optional
    Portfolio No. and Title of             of            Face                         Redemption
            Securities                   Issues(1)       Amount  Coupon Maturities(3) Provisions(3)          Cost(2)      Value(2)
            __________                   _________       ______  ______ _____________ _____________          _______      ________
<S>                                  <C>       <C>           <C>       <C>        <C>            <C>           <C>
 7 State of New York, G.O. Bonds           A         $  185,000   4.000%   2007       03/01/99           $   172,037       183,052
                                                                                      @ 100.000

 8 Town of Amherst, NY, Indl. Dev.         A            310,000   5.250    2008       10/01/07               310,000       318,184
   Agy., Tax Exempt Lease Rev. Bonds                                                  @ 102.000
   (Amherst Multi-Surface Rink Comp
   Proj.), Ser 1997 A (Key Bank
   National Association - Letter of
   Credit) (8)

 9 The City of New York, NY, G.O.          A-           275,000   5.500    2009       11/15/07               282,287       296,862
   Bonds, Fiscal Ser. 1998 C                                                          @ 101.000

10 State of Ohio, Indl. Dev. Rev.          NR           200,000   5.300    2005       11/01/02               201,726       204,638
   Rfdg. Bonds (Bomaine Corp. Proj),                                                  @ 102.000
   Ser 1997 (Commercial Bank - Letter of                200,000   5.400    2006       11/01/02               201,720       205,146
   Credit) (4) (8)                                                                    @ 102.000
                                                        600,000   5.500    2007       11/01/02               605,142       616,956
                                                                                      @ 102.000

11 City of Cleveland, OH, Arpt, Sys.       AAA          265,000   5.125    2010       01/01/08               265,578       276,792
   Rev. Bonds, Ser. 1997 A (FSA Ins.)                                                 @ 101.000
   (AMT) (4) (5)

12 Rhode Island Hsg. and Mtge. Fin.        AA+          300,000   5.300    2009       04/01/08               301,251       308,013
   Corp. Homeownership Opportunity                                                    @ 102.000
   Bonds, Ser. 22 - B (AMT) (4)

13 Charleston Cnty., SC, Resource          AAA          175,000   5.100    2008       None                   175,676       185,234
   Recovery Rfdg. Rev. Bonds (Foster                    600,000   5.250    2010       None                   602,634       639,126
   Wheeler Charleston Resource
   Recovery, Inc. Proj.) Ser. 1997 AMBAC
   (AMBAC Ins.) (AMT) (4) (5)

14 Maury Cnty., TN, G.O. Bonds, Ser.       AAA          130,000   4.625    2001       None                   131,710       133,149
   1996 (AMBAC Ins.) (5) (6)

</TABLE>






                                                                 D - 8
<PAGE>


MUNICIPAL INVESTMENT TRUST FUND,
INTERMEDIATE TERM SERIES - 310,
DEFINED ASSET FUNDS

PORTFOLIO
AS OF OCTOBER 31, 1998
<TABLE>
<CAPTION>
                                         Rating                                       Optional
    Portfolio No. and Title of             of            Face                         Redemption
            Securities                   Issues(1)       Amount  Coupon Maturities(3) Provisions(3)          Cost(2)      Value(2)
            __________                   _________       ______  ______ _____________ _____________          _______      ________
<S>                                      <C>        <C>          <C>    <C>        <C>            <C>           <C>
15 Wisconsin Hsg. and Econ. Dev.           AA        $   60,000   5.250%   2008       09/01/07            $   60,232   $    61,735
   Auth., Home Ownership Rev. Bonds,                                                  @ 101.500
   Ser. 1997 H (AMT) (4)                                200,000   5.350    2009       09/01/07               200,822       206,218
                                                                                      @ 101.500
                                                        825,000   5.350    2009       09/01/07               828,506       851,590
                                                                                      @ 101.500

                                                  ______________                                       _____________ ______________
TOTAL                                                $9,845,000                                           $9,878,116   $10,136,593
                                                  ==============                                       ============= ==============

</TABLE>
        See Notes to Portfolio.

                                                                 D - 9
<PAGE>



MUNICIPAL INVESTMENT TRUST FUND,
INTERMEDIATE TERM SERIES - 310,
DEFINED ASSET FUNDS


NOTES TO PORTFOLIO
AS OF OCTOBER 31, 1998

(1) These ratings are ratings of the bonds themselves by Standard &
    Poor's Ratings group, or by Moody's Investor's Service, Inc. if
    followed by "(m)", or by Fitch Investors Service, Inc. if
    followed by "(f)"; "(a)" indicates that it is a rating of the
    outstanding debt obligations of the institution providing the
    letter of credit or guarantee; "(b)" indicates that while there
    is no such available rating, in the opinion of Defined Asset Funds
    research analysts, the bond has credit characteristics comparable
    to bonds rated "A" or better; "(c)" indicates that while there is no
    such available rating, in the opinion of Defined Asset Funds research
    analysts, the bond does not have credit characteristics comparable to
    bonds rated "A" or better. These ratings have been furnished by the
    Evaluator but not confirmed with the rating agencies. See
    "Description of Ratings" in Part B of this Prospectus.

(2) See Notes to Financial Statements.

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

(4) Securities that are tax preference items for purposes of the
    Alternative Minimum Tax are indicated by "(AMT)". See "Taxes"
    in this Prospectus, Part B.


                                                   D - 10
<PAGE>



MUNICIPAL INVESTMENT TRUST FUND,
INTERMEDIATE TERM SERIES - 310,
DEFINED ASSET FUNDS


NOTES TO PORTFOLIO
AS OF OCTOBER 31, 1998


(5) Insured by the indicated municipal bond insurance company. See
    "Risk Factors - Bonds Backed by Letters of Credit or
    Insurance" in this Prospectus, Part B.

(6) It is anticipated that interest and principal received from
    these bonds will be applied to the payment of the Trust's
    deferred sales charges and therefore, these amounts have not
    been included in the Trust's calculation of Estimated Current
    and Long Term Returns.

(7) The stated maturity date of the bonds in Portfolio Number 4 is
    December 1, 2014; however, the Trustee is required to cause them to
    be repurchased or redeemed at par on the date shown unless the
    Trustee is able to sell them at a higher price before they are
    required to be repurchased or redeemed.

(8) Certain bonds are covered by letters of credit which may expire prior
    to maturity dates of the bonds. Upon expiration of a letter of credit,
    the issuer of the bond is obligated to obtain a replacement letter of
    credit or call the bond.




                                               D - 11


<PAGE>
                             Defined
                             Asset FundsSM
 

HAVE QUESTIONS ?                         MUNICIPAL INVESTMENT TRUST FUND
Request the most recent free             INTERMEDIATE TERM SERIES--310
Information Supplement                   (A Unit Investment Trust)
that gives more details about            ---------------------------------------
the Fund, by calling:                    This Prospectus does not contain
The Bank of New York                     complete information about the
1-800-221-7771                           investment company filed with the
                                         Securities and Exchange Commission in
                                         Washington, D.C. under the:
                                         o Securities Act of 1933 (file no.
                                         333-35119) and
                                         o Investment Company Act of 1940 (file
                                         no. 811-1777).
                                         TO OBTAIN COPIES AT PRESCRIBED RATES--
                                         WRITE: Public Reference Section of the
                                         Commission
                                         450 Fifth Street, N.W., Washington,
                                         D.C. 20549-6009
                                         CALL: 1-800-SEC-0330.
                                         VISIT: http://www.sec.gov.
                                         ---------------------------------------
                                         No person is authorized to give any
                                         information or representations about
                                         this Fund not contained in this
                                         Prospectus or the Information
                                         Supplement, and you should not rely on
                                         any other information.
                                         ---------------------------------------
                                         When units of this Fund are no longer
                                         available, this Prospectus may be used
                                         as a preliminary prospectus for a
                                         future series, but some of the
                                         information in this Prospectus will be
                                         changed for that series.
                                         Units of any future series may not be
                                         sold nor may offers to buy be accepted
                                         until that series has become effective
                                         with the Securities and Exchange
                                         Commission. No units can be sold in any
                                         State where a sale would be illegal.

 
                                                      11344--1/99


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