First Trust Combined Series 462 – ‘S-6’ on 10/1/14

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Registration Statement of a Unit Investment Trust   —   Form S-6
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: S-6         Initial Registration Statement                        69±   271K 

Document Table of Contents

SECURITIES AND EXCHANGE COMMISSION                
WASHINGTON, D.C.  20549               

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:             FIRST TRUST COMBINED SERIES 462           

B.   Name of Depositor:               FIRST TRUST PORTFOLIOS L.P.               

C.   Complete Address of Depositor's  120 East Liberty Drive                    
Principal Executive Offices:     Suite 400                            
                    Wheaton, Illinois  60187

D.   Name and Complete Address of                                               
Agents for Service:              FIRST TRUST PORTFOLIOS L.P.          
                      Attention:  James A. Bowen
                  120 East Liberty Drive
     Suite 400
                    Wheaton, Illinois  60187

                CHAPMAN & CUTLER LLP
                   Attention: Eric F. Fess
                  111 West Monroe Street
                    Chicago, Illinois  60603

E.   Title and Amount of Securities                                             
Being Registered:                An indefinite number of              
                  Units pursuant to Rule
                   24f-2 promulgated under
                      the Investment Company Act
                of 1940, as amended.

F.   Approximate Date of Proposed                                               
Sale to the Public:              ____ Check if it is                  
                     proposed that this filing
                    will become effective on
              _____ at ____ p.m.
                 pursuant to Rule 487.

The registrant hereby amends this Registration Statement  on          
such  date  or  dates as may be necessary to delay its  effective               
date  until  the registrant shall file a further amendment  which               
specifically  states  that  this  Registration  Statement   shall               
thereafter  become effective in accordance with Section  8(a)  of               
the  Securities  Act of 1933 or until the Registration  Statement               
shall  become  effective on such date as the  Commission,  acting               
pursuant to said Section 8(a), may determine.                                   

SUBJECT TO COMPLETION, DATED OCTOBER 1, 2014

Investment Grade Multi-Asset Income Portfolio, 10-20 Year, Series 15

The First Trust(R) Combined Series 462

The First Trust Combined Series 462 consists of a unit investment trust         
known as Investment Grade Multi-Asset Income Portfolio, 10-20 Year,             
Series 15 (the "Trust"). The Trust invests primarily in a professionally        
selected, fixed portfolio of investment grade taxable municipal bonds           
("Municipal Bonds") and corporate debt obligations ("Corporate Bonds").         
Collectively, the Municipal Bonds and Corporate Bonds are referred to as        
the "Securities." The Trust seeks to distribute income and to preserve          
capital.                                                                        

THE SECURITIES AND EXCHANGE COMMISSION HAS NOT APPROVED OR DISAPPROVED          
OF THESE SECURITIES OR PASSED UPON THE ADEQUACY OF THIS PROSPECTUS. ANY         
REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.                           

800-621-1675

The date of this prospectus is October __, 2014 

Page 1                                                                          

Table of Contents 

Summary of Essential Information                               3                
Fee Table                                                      4                
Report of Independent Registered Public Accounting Firm        5                
Statement of Net Assets                                        6                
Schedule of Investments                                        7                
The First Trust Combined Series                               12                
Portfolio                                                     13                
Estimated Returns                                             13                
Risk Factors                                                  14                
Portfolio Securities Descriptions                             17                
Public Offering                                               17                
Distribution of Units                                         20                
Underwriting Concessions                                      21                
Underwriting                                                  22                
The Sponsor's Profits                                         22                
The Secondary Market                                          22                
How We Purchase Units                                         22                
Expenses and Charges                                          23                
Tax Status                                                    23                
Retirement Plans                                              25                
Rights of Unit Holders                                        26                
Interest and Principal Distributions                          26                
Redeeming Your Units                                          27                
Removing Securities from the Trust                            28                
Amending or Terminating the Indenture                         28                
Information on the Sponsor, Trustee, FTPS Unit Servicing                        
Agent and Evaluator                                      29           
Other Information                                             30                
Description of Bond Ratings                                   31                

Page 2                                                                          

Summary of Essential Information (Unaudited)

Investment Grade Multi-Asset Income Portfolio, 10-20 Year, Series 15

The First Trust Combined Series 462 

At the Opening of Business on the Initial Date of Deposit-October __, 2014

Sponsor:   First Trust Portfolios L.P.    
Trustee:   The Bank of New York Mellon    
FTPS Unit Servicing Agent:   FTP Services LLC                                 
Evaluator:   First Trust Advisors L.P.        

                                                        [Enlarge/Download Table]


                                                                                              
Initial Number of Units                                                                       
Fractional Undivided Interest in the Trust per Unit                                1/         
Principal Amount (Par Value) of Securities per Unit (1)                       $               
Public Offering Price:                                                                        
Public Offering Price per Unit (2)                                            $               
    Less Maximum Sales Charge per Unit (3)                                    ___________(   )
Aggregate Offering Price Evaluation of Securities per Unit (4)                                
    Less Organization Costs per Unit (5)                                      ___________(   )
Net Asset Value per Unit (based on aggregate offer prices of Securities) (5)  $               
                                                                              ===========     
Sponsor's Initial Repurchase Price per Unit (5)                               $               
Redemption Price per Unit (based on aggregate bid prices of Securities) (5)   $               
Weighted Average Maturity of the Securities                                              years
First Settlement Date                                                         October __, 2014
Termination Date (6)                                                             _______, ____
Ticker Symbol                                                                                 

Distributions (7):                                                                            
     Estimated Net Annual Interest Income per Unit                            $               
     Initial Distribution per Unit                                            $               
     Estimated Regular Distributions per Unit                                 $               
Estimated Current Return (8)                                                             %    
Estimated Long-Term Return (8)                                                           %    
CUSIP Number                                                                                  
Fee Account CUSIP Number                                                                      
FTPS CUSIP Number                                                                             
Pricing Line Product Code                                                                     

____________                                                                                  
<FN>                                                                                          

(1) Because certain of the Securities may, in certain circumstances, be                       
sold, redeemed or mature in accordance with their terms, the Unit value                       
at the Termination Date may not equal the Principal Amount (Par Value)                        
of Securities per Unit stated above.                                                          

(2) The Public Offering Price shown above reflects the value of the                           
Securities at the opening of business on the Initial Date of Deposit. No                      
investor will purchase Units at this price. The price you pay for your                        
Units will be based on their valuation at the Evaluation Time on the                          
date you purchase your Units. On the Initial Date of Deposit, the Public                      
Offering Price per Unit will not include any accrued interest on the                          
Securities. After this date, a pro rata share of any accrued interest on                      
the Securities will be included.                                                              

(3) You will pay a maximum sales charge of 3.95% of the Public Offering                       
Price per Unit (equivalent to 4.112% of the net amount invested).                             
Investors will not be assessed a sales charge on the portion of their                         
Units represented by cash deposited to pay the Trust's organization costs.                    

(4) Each Security is valued at its aggregate offering price. The initial                      
evaluation for purposes of determining the purchase, sale or redemption                       
price of Units on the Initial Date of Deposit will occur at the latter                        
of 4:00 p.m. Eastern time or the effectiveness of the Trust. Thereafter,                      
evaluations for purposes of determining the purchase, sale or redemption                      
price of Units are made as of the close of trading on the New York Stock                      
Exchange ("NYSE") (generally 4:00 p.m. Eastern time) on each day on                           
which it is open (the "Evaluation Time").                                                     

(5) The Net Asset Value per Unit figure reflects the deduction of                             
estimated organization costs, which will be deducted from the assets of                       
the Trust at the end of the initial offering period. The Sponsor's                            
Initial Repurchase Price per Unit does not reflect the deduction of                           
estimated organization costs until the end of the initial offering                            
period as set forth under "Fee Table." The Redemption Price per Unit                          
reflects the deduction of such estimated organization costs. See                              
"Redeeming Your Units."                                                                       

(6) See "Amending or Terminating the Indenture."                                              

(7) Distributions will be paid on the twenty-fifth day of each month                          
("Distribution Date") to Unit holders of record on the tenth day of such                      
month ("Distribution Record Date"). The amount of the Estimated Regular                       
Distributions per Unit was calculated on the basis of the Estimated                           
Annual Interest Income per Unit less the estimated annual expenses and                        
divided by twelve. Each Unit holder will receive the Initial                                  
Distribution per Unit on _______, ____. Estimated Regular Distributions                       
per Unit will occur monthly, beginning November 10, 2014. The actual                          
distribution you receive will vary from that set forth above with                             
changes in the Trust's fees and expenses and with the sale, maturity or                       
redemption of Securities. See "Fee Table" and "Expenses and Charges."                         
Distributions from the Principal Account will be made monthly if the                          
amount available for distribution equals at least $1.00 per Unit. See                         
"Interest and Principal Distributions."                                                       

(8) Estimated Current Return is calculated by dividing Estimated Net                          
Annual Interest Income per Unit by the Public Offering Price. Estimated                       
Long-Term Return is calculated using a formula which (1) factors in the                       
relative weightings of the market values, yields (which take into                             
account the amortization of premiums and the accretion of discounts) and                      
estimated retirements of the Securities; and (2) takes into account a                         
compounding factor, the sales charge and expenses. There is no assurance                      
that the Estimated Current and Long-Term Returns set forth above will be                      
realized in the future because the various components used to calculate                       
these figures, such as Trust expenses, market values and estimated                            
retirements of the Securities, will change. In addition, neither rate                         
reflects the true return you will receive, which will be lower, because                       
neither includes the effect of certain delays in distributions with                           
respect to when the Securities pay interest and when distributions are                        
paid by the Trust.                                                                            

</FN>                                                                                         

Page 3                                                                          

Fee Table (Unaudited) 

This Fee Table describes the fees and expenses that you may pay if you          
buy and hold Units of the Trust and receive distributions monthly. See          
"Public Offering" and "Expenses and Charges." Although the Trust has a          
term of approximately __ years and is a unit investment trust rather            
than a mutual fund, this information allows you to compare fees.                

                                                        [Enlarge/Download Table]


                                                                                      Amount  
                                                                                      per Unit
                                                                                      ________
                                                                                              
Unit Holder Sales Fees                                                                        
   (as a percentage of public offering price)                                                 
      Maximum sales charge imposed on purchase                             3.95%(a)   $       
                                                                           =====      =====   

Organization Costs                                                                            
   (as a percentage of public offering price)                                                 
      Estimated organization costs                                             %(b)   $       
                                                                           =====      =====   

Estimated Annual Trust Operating Expenses(c)                                                  
   (as a percentage of average net assets)                                                    
      Portfolio supervision, bookkeeping, administrative, evaluation                          
   and FTPS Unit servicing fees                                                 %     $       
      Trustee's fee and other operating expenses                                %(d)  $       
                                                                           ______     ______  
             Total                                                              %     $       
                                                                           ======     ======  

                                    Example                                                   

This example is intended to help you compare the cost of investing in                         
the Trust with the cost of investing in other investment products. The                        
example assumes that you invest $10,000 in the Trust for the periods                          
shown. The example also assumes a 5% return on your investment each year                      
and that the Trust's operating expenses stay the same. The example does                       
not take into consideration transaction fees which may be charged by                          
certain broker/dealers for processing redemption requests. Although your                      
actual costs may vary, based on these assumptions your costs, assuming                        
you sell or redeem your Units at the end of each period, would be:                            

        1 Year             3 Years            5 Years            10 Years                     
        ______             _______            _______            _______                      
        $                  $                  $                  $                            

The example will not differ if you hold rather than sell your Units at                        
the end of each period.                                                                       

____________                                                                                  
<FN>                                                                                          

(a) The maximum sales charge consists entirely of an initial sales                            
charge, deducted at the time of purchase. Investors will not be assessed                      
a sales charge on the portion of their Units represented by cash                              
deposited to pay the Trust's organization costs.                                              

(b) Estimated organization costs will be deducted from the assets of the                      
Trust at the end of the initial offering period. Estimated organization                       
costs are assessed on a fixed dollar amount per Unit basis which, as a                        
percentage of average net assets, will vary over time.                                        

(c) Each of the fees listed herein is assessed on a fixed dollar amount                       
per Unit basis which, as a percentage of average net assets, will vary                        
over time.                                                                                    

(d) Other operating expenses do not include brokerage costs and other                         
portfolio transaction fees. A portion of the Trustee's fee represents                         
the cost to the Trustee of advancing funds to the Trust to meet                               
scheduled distributions, to provide funds for payment of redemptions, or                      
otherwise as required for the administration of the Trust. The Trustee                        
can adjust the amount of its fee in response to, among other things,                          
changes in short-term interest rates and changes in the average cash                          
balances on hand in the Trust Accounts. In certain circumstances the                          
Trust may incur additional expenses not set forth above. See "Expenses                        
and Charges."                                                                                 

</FN>                                                                                         

Page 4                                                                          

Report of Independent 
Registered Public Accounting Firm 

Page 5                                                                          

Statement of Net Assets 

Investment Grade Multi-Asset Income Portfolio, 10-20 Year, Series 15

The First Trust Combined Series 462 

At the Opening of Business on the Initial Date of Deposit-October __, 2014

                                                        [Enlarge/Download Table]


                                                                                               
                                   NET ASSETS                                                  
Investment in Securities represented by Securities and/or purchase contracts (1)(2)  $         
Accrued interest on underlying Securities (2)(3)                                               
Cash (2)                                                                                       
                                                                                     ________  

Less liability for reimbursement to Sponsor for organization costs (4)                     (  )
Less distributions payable (3)                                                             (  )
                                                                                     ________  
Net assets                                                                           $         
                                                                                     ========  
Units outstanding                                                                              
Net asset value per Unit (5)                                                         $         
                             ANALYSIS OF NET ASSETS                                            
Cost to investors (6)                                                                $         
Less maximum sales charge (6)                                                             (  ) 
Less estimated reimbursement to Sponsor for organization costs (4)                         (  )
                                                                                     ________  
Net assets                                                                           $         
                                                                                     ========  

_____________                                                                                  
<FN>                                                                                           

                        NOTES TO STATEMENT OF NET ASSETS                                       

The Trust is registered as a unit investment trust under the Investment                        
Company Act of 1940. The Sponsor is responsible for the preparation of                         
financial statements in accordance with accounting principles generally                        
accepted in the United States which require the Sponsor to make                                
estimates and assumptions that affect amounts reported herein. Actual                          
results could differ from those estimates. The Trust intends to comply                         
in its initial fiscal year and thereafter with provisions of the                               
Internal Revenue Code applicable to regulated investment companies and                         
as such, will not be subject to federal income taxes on otherwise                              
taxable income (including net realized capital gains) distributed to                           
Unit holders.                                                                                  

(1) The Trust invests in a diversified portfolio of taxable municipal                          
bonds and corporate debt obligations. Aggregate cost of the Securities                         
listed under "Schedule of Investments" is based on their aggregate                             
underlying value. The Trust has a Termination Date of _______, ____.                           

(2) An irrevocable letter of credit issued by The Bank of New York                             
Mellon, of which $______ is allocated to the Trust, has been deposited                         
with the Trustee as collateral, covering the monies necessary for the                          
purchase of Securities subject to purchase contracts ($   ), accrued                           
interest to the Initial Date of Deposit ($   ), cash ($   ) and accrued                        
interest from the Initial Date of Deposit to the later of the First                            
Settlement Date of the Trust or the expected dates of delivery of the                          
Securities ($   ). The Trustee will advance to the Trust the amount of                         
net interest accrued to the First Settlement Date, which will be                               
distributed to the Sponsor as Unit holder of record.                                           

(3) The purchased interest on the underlying Securities accrued to the                         
Initial Date of Deposit will be distributed to the Sponsor as Unit                             
holder of record.                                                                              

(4) A portion of the Public Offering Price consists of an amount                               
sufficient to reimburse the Sponsor for all or a portion of the costs of                       
establishing the Trust. These costs have been estimated at $    per                            
Unit. A payment will be made at the end of the initial offering period                         
to an account maintained by the Trustee from which the obligation of the                       
investors to the Sponsor will be satisfied. To the extent that actual                          
organization costs are greater than the estimated amount, only the                             
estimated organization costs added to the Public Offering Price will be                        
reimbursed to the Sponsor and deducted from the assets of the Trust.                           

(5) Net asset value per Unit is calculated by dividing the Trust's net                         
assets by the number of Units outstanding. This figure includes                                
organization costs, which will only be assessed to Units outstanding at                        
the close of the initial offering period.                                                      

(6) The aggregate cost to investors in the Trust, excluding the amount                         
held in cash deposited to pay the Trust's organization costs, includes a                       
maximum sales charge computed at the rate of 3.95% of the Public                               
Offering Price per Unit (equivalent to 4.112% of the net amount                                
invested), assuming no reduction of sales charge as set forth under                            
"Public Offering."                                                                             

</FN>                                                                                          

Page 6                                                                          

Schedule of Investments 

Investment Grade Multi-Asset Income Portfolio, 10-20 Year, Series 15

The First Trust Combined Series 462 

At the Opening of Business on the 
Initial Date of Deposit-October __, 2014

                                                        [Enlarge/Download Table]


                                                            Rating                     Cost of          
Aggregate  Issue Represented by Securities or              (Unaudited) Redemption      Securities to the
Principal  Sponsor's Contracts to Purchase Securities (1)   S&P (3)    Provisions (4)  Trust (2) (5)    
_________  _____________________________________________    _________  _____________   ________________ 
                                                                                                        
           MUNICIPAL BONDS (XX.XX%):                                                                    

$                                                                                      $                


Page 7                                                                          

Schedule of Investments (cont'd.) 

Investment Grade Multi-Asset Income Portfolio, 10-20 Year, Series 15

The First Trust Combined Series 462 

At the Opening of Business on the 
Initial Date of Deposit-October __, 2014

                                                        [Enlarge/Download Table]


                                                            Rating                     Cost of          
Aggregate  Issue Represented by Securities or              (Unaudited) Redemption      Securities to the
Principal  Sponsor's Contracts to Purchase Securities (1)   S&P (3)    Provisions (4)  Trust (2) (5)    
_________  _____________________________________________    _________  _____________   ________________ 
                                                                                                        
           MUNICIPAL BONDS (CONT'D.):                                                                   
$                                                                                        $              


Page 8                                                                          

Schedule of Investments (cont'd.) 

Investment Grade Multi-Asset Income Portfolio, 10-20 Year, Series 15

The First Trust Combined Series 462 

At the Opening of Business on the 
Initial Date of Deposit-October __, 2014

                                                        [Enlarge/Download Table]


                                                                             Rating                      Cost of          
Aggregate     Issue Represented by Securities or                             (Unaudited) % of Aggregate  Securities to the
Principal     Sponsor's Contracts to Purchase Securities (1)                 S&P (3)     Offering Price  Trust (2) (5)    
_________     _____________________________________________                  _________   ______________  ________________ 
                                                                                                                          

              CORPORATE BONDS (XX.XX%):                                                                                   
$                                                                                                        $                

________                                                                                                 ________         
$                                                                                                        $                
========                                                                                                 ========         

See "Notes to Schedule of Investments" on page 10.                                                                        

Page 9                                                                                                                    

                        NOTES TO SCHEDULE OF INVESTMENTS                                                                  

__________                                                                                                                
<FN>                                                                                                                      

(1) All Securities are represented by the actual Securities and/or                                                        
regular way contracts to purchase such Securities which are backed by an                                                  
irrevocable letter of credit deposited with the Trustee. The Sponsor                                                      
entered into purchase contracts for the Securities on October __, 2014,                                                   
and the Sponsor expects that any outstanding purchase contracts as of                                                     
October __, 2014 will settle on or prior to October __, 2014. Corporate                                                   
Bonds of companies headquartered or incorporated outside of the United                                                    
States comprise approximately ____% of the investments of the Trust. The                                                  
Municipal Bonds are obligations of issuers of certain states or United                                                    
States territories. The Municipal Bonds in the Trust are divided by                                                       
source of revenue and represent the percentage of net assets as                                                           
indicated by the following table:                                                                                         

 Number of              Source of Revenue           Portfolio                                                             
 Municipal Bonds                                    Percentage                                                            
________________        ________________            ______________                                                        
                                                              %                                                           
                                                              %                                                           
                                                              %                                                           
                                                              %                                                           
                                                              %                                                           
                                                              %                                                           

(2) The cost of the Securities to the Trust represents the aggregate                                                      
underlying value with respect to the Securities acquired (generally                                                       
determined by the aggregate offering price of the Securities at the                                                       
opening of business on the Initial Date of Deposit). The evaluation of                                                    
the Securities at the opening of business on the Initial Date of Deposit                                                  
has been determined by Standard & Poor's Securities Evaluations, Inc.,                                                    
an independent pricing agent. The cost of the Securities to the Sponsor                                                   
and the Sponsor's profit or loss (which is the difference between the                                                     
cost of the Securities to the Sponsor and the cost of the Securities to                                                   
the Trust) are $_______ and $____, respectively. The cost of the                                                          
Securities to the Sponsor may include the cost of and gain or loss on                                                     
certain futures contracts entered into by the Sponsor in an effort to                                                     
hedge the impact of interest rate fluctuations on the value of certain                                                    
of the Securities to the extent the Sponsor entered into such contracts.                                                  
The aggregate bid price of the Securities at the opening of business on                                                   
the Initial Date of Deposit was $_______ (unaudited).                                                                     

(3) The ratings are by Standard & Poor's Financial Services LLC, a                                                        
division of The McGraw-Hill Companies, Inc. ("S&P" or "Standard &                                                         
Poor's") and are unaudited. Such ratings were obtained from an                                                            
information reporting service other than S&P. "NR" indicates no rating                                                    
by S&P. Such Securities may, however, be rated by another nationally                                                      
recognized statistical rating organization. "(e)" indicates an "Expected                                                  
Rating" and is intended to anticipate Standard & Poor's forthcoming                                                       
rating assignment. Expected Ratings are generated by Bloomberg Finance                                                    
L.P. ("Bloomberg") based on sources it considers reliable or established                                                  
Standard & Poor's rating practices. Expected Ratings exist only until                                                     
Standard & Poor's assigns a rating to the issue. There is no guarantee                                                    
that the ratings, when assigned, will not differ from those currently                                                     
expected. See "Description of Bond Ratings."                                                                              

(4) Certain Securities may be redeemed before their stated maturity.                                                      
This column shows when a Security is initially redeemable and the                                                         
redemption price for that year. Securities are redeemable at declining                                                    
prices (but not below par value) in subsequent years. S.F. indicates a                                                    
sinking fund is established with respect to an issue of Securities.                                                       
Certain Securities may also be redeemed in whole or in part other than                                                    
by operation of the stated redemption provisions under certain                                                            
circumstances detailed in the instruments creating them. Such redemption                                                  
provisions may result in a redemption price less than the value of the                                                    
Securities on the Initial Date of Deposit. Redemption pursuant to call                                                    
provisions generally will occur at times when the redeemed Securities                                                     
have an offering side valuation which represents a premium over par. To                                                   
the extent that Securities were deposited in the Trust at a price higher                                                  
than the price at which they are redeemed, this will represent a loss of                                                  
capital when compared with the original Public Offering Price of the                                                      
Units. Distributions from the Trust will generally be reduced by the                                                      
amount of the income which would otherwise have been paid with respect                                                    
to redeemed Securities and Unit holders will receive a distribution of                                                    
the principal amount and any premium received on such redemption (except                                                  
to the extent the proceeds of the redeemed Securities are used to pay                                                     
for Unit redemptions). Estimated Current Return and Estimated Long-Term                                                   
Return may also be affected by such redemptions. The following Corporate                                                  
Bonds are redeemable at any time after the dates listed below and at the                                                  
prices listed below.                                                                                                      

                                                   Date          Call Price                                               
                                                   ____          __________                                               
                                                                 $                                                        
                                                                 $                                                        

(5) In accordance with Financial Accounting Standards Board Accounting                                                    
Standards Codification 820 ("ASC 820"), "Fair Value Measurement," fair                                                    
value is defined as the price that the Trust would receive upon selling                                                   
an investment in a timely transaction to an independent buyer in the                                                      
principal or most advantageous market of the investment. ASC 820                                                          
established a three-tier hierarchy to maximize the use of the observable                                                  
market data and minimize the use of unobservable inputs and to establish                                                  
classification of the fair value measurements for disclosure purposes.                                                    
Inputs refer broadly to the assumptions that market participants would                                                    
use in pricing the asset or liability, including the technique or                                                         
pricing model used to measure fair value and the risk inherent in the                                                     
inputs to the valuation technique. Inputs may be observable or                                                            
unobservable. Observable inputs are inputs that reflect the assumptions                                                   
market participants would use in pricing the asset or liability,                                                          
developed based on market data obtained from sources independent of the                                                   
reporting entity. Unobservable inputs are inputs that may reflect the                                                     
reporting entity's own assumptions about the assumptions market                                                           
participants would use in pricing the asset or liability, developed                                                       

Page 10                                                                                                                   

based on the best information available in the circumstances. The three-                                                  
tier hierarchy of inputs is summarized in the three broad levels: Level                                                   
1 which represents quoted prices in active markets for identical                                                          
investments; Level 2 which represents fair value based on other                                                           
significant observable inputs (including, quoted prices for similar                                                       
investments in active markets, quoted prices for identical or similar                                                     
investments in markets that are non-active, inputs other than quoted                                                      
prices that are observable for the investment (for example, interest                                                      
rates and yield curves observable at commonly quoted intervals,                                                           
volatilities, prepayment speeds, loss severities, credit risks, and                                                       
default rates) or inputs that are derived from or corroborated by                                                         
observable market data by correlation or other means); and Level 3 which                                                  
represents fair value based on significant unobservable inputs                                                            
(including the Trust's own assumptions in determining the fair value of                                                   
investments). At the date of deposit, all of the Trust's investments are                                                  
classified as Level 2; the valuation on the date of deposit was                                                           
determined by the Evaluator using offering prices provided by third-                                                      
party pricing services. The inputs used by these third party pricing                                                      
services were based upon significant observable inputs, that included,                                                    
but were not limited to, the items noted above.                                                                           

(6) This Security was issued at an original issue discount on the                                                         
following date and at the following percentage of its original principal                                                  
amount:                                                                                                                   

                                             Date                %                                                        
                                             ____              _____                                                      
                                                                 %                                                        

(7)This Security has a "make whole" call option and is redeemable in                                                      
whole or in part at any time, unless otherwise provided below, at the                                                     
option of the issuer, at a redemption price equal to the greater of (i)                                                   
100% of their principal amount or (ii) the sum of the present values of                                                   
the remaining scheduled payments of principal and interest thereon,                                                       
discounted to the date of redemption on a semi-annual basis (assuming a                                                   
360-day year consisting of twelve 30-day months) at a set premium to the                                                  
then current applicable Treasury Rate, plus, in either case, accrued and                                                  
unpaid interest on the principal amount being redeemed to the date of                                                     
redemption. As discussed in footnote 4 above, the redemption of                                                           
Securities can have negative consequences to the Trust. Securities                                                        
bearing this option within the Trust and their respective premiums to                                                     
the applicable Treasury rate are as follows: ___________________,                                                         
__.__%; ___________________, __.__%; ___________________, __.__%;                                                         
___________________, __.__%; ___________________, __.__%;                                                                 
___________________, __.__%.                                                                                              

(8) This Security may be redeemed in whole or in part in the event that                                                   
the issuer's cash subsidy payment (either 35%, 45% or 100%) from the                                                      
U.S. government is reduced or eliminated ("extraordinary redemption").                                                    
Such redemption may result in a redemption price less than the value of                                                   
the Security on the Initial Date of Deposit.                                                                              

+  This Security represents the corporate debt obligation of a foreign                                                    
company.                                                                                                                  

</FN>                                                                                                                     

Page 11                                                                         

The First Trust Combined Series                     

The First Trust Combined Series Defined.                                        

We, First Trust Portfolios L.P. (the "Sponsor"), have created hundreds          
of similar yet separate series of an investment company which we have           
named The First Trust Combined Series. The series to which this                 
prospectus relates, The First Trust Combined Series 462, consists of a          
single portfolio known as Investment Grade Multi-Asset Income Portfolio,        
10-20 Year, Series 15. We anticipate depositing The First Trust Combined        
Series 462 on or about October 16, 2014. However, for a variety of              
reasons, we may elect to postpone or cancel the deposit or, if we               
proceed with the deposit, we may elect to create fewer Units than we            
currently anticipate.                                                           

The Trust was created under the laws of the State of New York by a Trust        
Agreement (the "Indenture") dated the Initial Date of Deposit. This             
agreement, entered into between First Trust Portfolios L.P., as Sponsor,        
The Bank of New York Mellon as Trustee, FTP Services LLC ("FTPS") as            
FTPS Unit Servicing Agent and First Trust Advisors L.P. as Portfolio            
Supervisor and Evaluator, governs the operation of the Trust.                   

YOU MAY GET MORE SPECIFIC DETAILS CONCERNING THE NATURE, STRUCTURE AND RISKS    
OF THIS PRODUCT IN AN "INFORMATION SUPPLEMENT" BY CALLING THE SPONSOR AT        
800-621-1675, DEPT. CODE 2.                                                     

How We Created the Trust.                                                       

On the Initial Date of Deposit, we deposited municipal bonds, corporate         
bonds and/or contracts for such securities (including a letter of credit        
or the equivalent) with the Trustee and, in turn, the Trustee delivered         
documents to us representing our ownership of the Trust, in the form of         
units ("Units").                                                                

After the Initial Date of Deposit, we may deposit additional Securities         
in the Trust, or cash (including a letter of credit or the equivalent)          
with instructions to buy more Securities to create new Units for sale.          
If we create additional Units, we will attempt, to the extent                   
practicable, to maintain the percentage relationship established among          
the Securities on the Initial Date of Deposit (as set forth under               
"Schedule of Investments"), adjusted to reflect the occurrence of an            
event which affects the capital structure of the issuer of a Security or        
a sale, redemption or liquidation of a Security.                                

Since the prices of the Securities will fluctuate daily, the ratio of           
Securities in the Trust, on a market value basis, will also change              
daily. The portion of Securities represented by each Unit will not              
change as a result of the deposit of additional Securities in the Trust.        
If we deposit cash, you and new investors may experience a dilution of          
your investment. This is because prices of Securities will fluctuate            
between the time of the cash deposit and the purchase of the Securities,        
and because the Trust pays the associated brokerage fees. To reduce this        
dilution, the Trust will try to buy the Securities as close to the              
Evaluation Time and as close to the evaluation price as possible. In            
addition, because the Trust pays the brokerage fees associated with the         
creation of new Units and with the sale of Securities to meet redemption        
and exchange requests, frequent redemption and exchange activity will           
likely result in higher brokerage expenses.                                     

An affiliate of the Trustee may receive these brokerage fees or the             
Trustee may retain and pay us (or our affiliate) to act as agent for the        
Trust to buy Securities. If we or an affiliate of ours act as agent to          
the Trust, we will be subject to the restrictions under the Investment          
Company Act of 1940, as amended (the "1940 Act").                               

We cannot guarantee that the Trust will keep its present size and               
composition for any length of time. Securities will mature or may be            
redeemed prior to the Termination Date or may be periodically sold under        
certain circumstances to satisfy Trust obligations, to meet redemption          
requests and, as described in "Removing Securities from the Trust," to          
maintain the sound investment character of the Trust, and the proceeds          
received by the Trust will be used to meet Trust obligations or                 
distributed to Unit holders, but will not be reinvested. However,               
Securities will not be sold to take advantage of market fluctuations or         
changes in anticipated rates of appreciation or depreciation, or if they        
no longer meet the criteria by which they were selected. You will not be        
able to dispose of or vote any of the Securities in the Trust. As the           
holder of the Securities, the Trustee will vote the Securities and will         
endeavor to vote the Securities such that the Securities are voted as           
closely as possible in the same manner and the same general proportion          
as are the Securities held by owners other than such Trust.                     

Neither we nor the Trustee will be liable for a failure in any of the           
Securities. However, if a contract for the purchase of any of the               
Securities initially deposited in the Trust fails, unless we can                
purchase substitute Securities ("Replacement Securities"), we will              
refund to you that portion of the purchase price and sales charge               
resulting from the failed contract on the next Distribution Date. Any           
Replacement Security the Trust acquires will meet requirements specified        
in the Indenture.                                                               

Portfolio                     

Objectives.                                                                     

The Trust seeks current income and capital preservation by investing in         
a diversified portfolio of investment grade corporate bonds and taxable         
municipal bonds.                                                                

Page 12                                                                         

Corporate Bond Basics.                                                          

A corporate bond is a debt obligation issued by a corporation. Issuing          
bonds can be an alternative to offering equity ownership by issuing             
stock. Payments to bondholders have priority over payments to                   
stockholders.                                                                   

Taxable Municipal Bond Basics.                                                  

A taxable municipal bond is a fixed-income security issued by a local           
government entity that seeks to raise money to finance private                  
development. The municipality issues taxable municipal bonds when it            
hopes to attract a business and the jobs it might bring to the area,            
especially when the business may be otherwise unable to obtain                  
financing. Taxable municipal bonds typically offer yields more                  
comparable to those of other taxable fixed-income securities, such as           
corporate bonds or bonds issued by U.S. governmental agencies, than to          
those of tax-exempt municipals.                                                 

Why Investment Grade?                                                           

Within the bond market, there is a category of bonds considered                 
"investment grade." Investment grade bonds are rated "BBB"/"Baa" or             
higher by major credit rating agencies. The designation of a bond as            
investment grade is based upon an evaluation by a credit rating agency          
of the corporation's credit history and ability to repay obligations.           
This rating of investment grade generally signifies that a credit rating        
agency considers the quality of a particular bond to be sufficient to           
provide reasonable assurance of the issuer's ability to meet their              
obligations to bondholders. There is, however, no assurance that the            
securities selected for the Trust will continue to receive an investment        
grade rating in the future or that such rating will ensure an issuer's          
ability to satisfy its obligations to bondholders.                              

Investment grade bonds generally are a high credit quality asset class          
with historically low default rates. According to Moody's Investors             
Service, Inc., the average default rates for investment grade bonds have        
been significantly lower than for speculative grade bonds based on the          
most recent data available from Moody's Investors Service. Current              
default rates may vary from that of their historical averages and there         
can be no assurance that the default rate for investment grade bonds            
will not rise in the future.                                                    

As of the Initial Date of Deposit, all of the Securities were rated "BBB-       
" or better by Standard & Poor's, or of comparable quality by another           
nationally recognized statistical rating organization. See "Description         
of Bond Ratings." After the Initial Date of Deposit, a Security's rating        
may be lowered. This would not immediately cause the Security to be             
removed from the Trust, but may be considered by us in determining              
whether to direct the Trustee to dispose of such Security. See "Removing        
Securities from the Trust."                                                     

The Trust has an expected life of approximately _____ years. A                  
diversified portfolio helps to offset the risks normally associated with        
such an investment, although it does not eliminate them entirely. Of            
course, as with any similar investments, there can be no guarantee that         
the objectives of the Trust will be achieved. See "Risk Factors" for a          
discussion of the risks of investing in the Trust.                              

Estimated Returns                       

The Estimated Current and Long-Term Returns set forth in the "Summary of        
Essential Information" are estimates and are designed to be comparative         
rather than predictive. We cannot predict your actual return, which will        
vary with Unit price, how long you hold your investment and with changes        
in the portfolio, interest income and expenses. In addition, neither            
rate reflects the true return you will receive, which will be lower,            
because neither includes the effect of certain delays in distributions          
with respect to when the Securities pay interest and when distributions         
are paid by the Trust. Estimated Current Return equals the estimated            
annual interest income to be received from the Securities less estimated        
annual Trust expenses, divided by the Public Offering Price per Unit            
(which includes the initial sales charge). Estimated Long-Term Return is        
a measure of the estimated return over the estimated life of the Trust          
and is calculated using a formula which (1) factors in the market               
values, yields (which take into account the amortization of premiums and        
the accretion of discounts) and estimated retirements of the Securities,        
and (2) takes into account a compounding factor, the sales charge and           
expenses. Unlike Estimated Current Return, Estimated Long-Term Return           
reflects maturities, discounts and premiums of the Securities in the            
Trust. We will provide you with estimated cash flows for the Trust at no        
charge upon your request.                                                       

Risk Factors                      

Price Volatility. The Trust invests in investment grade corporate bonds         
and taxable municipal bonds. The value of the Securities will decline           
with increases in interest rates, not only because increases in rates           
generally decrease values, but also because increased rates may indicate        
an economic slowdown. An economic slowdown, or a reduction in an                
issuer's creditworthiness, may result in the issuer being unable to             

Page 13                                                                         

maintain earnings at a level sufficient to maintain interest and                
principal payments. The value of the Securities will also fluctuate with        
changes in investors' perceptions of an issuer's financial condition or         
the general condition of the municipal and corporate bond markets,              
changes in inflation rates or when political or economic events                 
affecting the issuers occur.                                                    

Because the Trust is not managed, the Trustee will not sell Securities          
in response to or in anticipation of market fluctuations, as is common          
in managed investments. As with any investment, we cannot guarantee that        
the performance of the Trust will be positive over any period of time or        
that you won't lose money. Units of the Trust are not deposits of any           
bank and are not insured or guaranteed by the Federal Deposit Insurance         
Corporation or any other government agency.                                     

Interest. There is no guarantee that the issuers of the Securities will         
be able to satisfy their interest payment obligations to the Trust over         
the life of the Trust.                                                          

Current Economic Conditions. The global economy continues to experience         
subdued growth. Most developed and developing economies are continuing          
to struggle against the lingering effects of the financial crisis which         
began in 2007, grappling in particular with the challenges of taking            
appropriate fiscal and monetary policy actions. Inflation remains tame          
worldwide, partly reflecting output gaps, high unemployment and a               
continued financial deleveraging in major developed economies. The              
global employment situation remains challenging, as long-lasting effects        
from the financial crisis continue to weigh on labor markets in many            
countries and regions. Prices of most primary commodities, a driving            
force behind many emerging market economies, have declined moderately in        
recent years, mainly driven by generally weak global demand as global           
economic growth remains anemic.                                                 

The financial crisis began with problems in the U.S. housing and credit         
markets, many of which were caused by defaults on "subprime" mortgages          
and mortgage-backed securities, eventually leading to the failures of           
some large financial institutions and has negatively impacted most              
sectors of the global economy. Due to the current state of uncertainty          
in the economy, the value of the Securities held by the Trust may be            
subject to steep declines or increased volatility due to changes in             
performance or perception of the issuers. To combat the financial               
crisis, central banks in the United States, Europe and Asia have held           
interest rates at historically low levels for several years. However,           
there is no assurance that this will continue in the future and no way          
to predict how quickly interest rates will rise once central banks              
change their current position. In addition, other extraordinary steps           
have been taken by the governments of several leading economic countries        
to combat the financial crisis; however, the impact of these measures           
has been mixed and in certain instances has produced unintended                 
consequences.                                                                   

The markets for credit instruments, including municipal and corporate           
bonds, have experienced periods of extreme illiquidity and volatility           
since the latter half of 2007. Liquidity in the municipal and corporate         
bond markets (the ability to buy and sell bonds readily) has been               
reduced. General market uncertainty and consequent repricing risk have          
led to market imbalances of sellers and buyers, which in turn have              
resulted in significant valuation uncertainties in a variety of debt            
securities, including municipal and corporate bonds. In addition, during        
2008, several major dealers of municipal and corporate bonds exited the         
market via acquisition or bankruptcy. These conditions resulted, and in         
many cases continue to result in, greater volatility, less liquidity,           
widening credit spreads and a lack of price transparency, with many debt        
securities remaining illiquid and of uncertain value. These market              
conditions may make valuation of some of the Trust's Securities                 
uncertain and/or result in sudden and significant valuation increases or        
declines in its holdings. During times of reduced market liquidity, such        
as at the present, the Trust may not be able to sell Securities readily         
at prices reflecting the values at which the Securities are carried on          
the Trust's books. Sales of large blocks of securities by market                
participants, such as the Trust, that are seeking liquidity can further         
reduce security prices in an illiquid market.                                   

In response to the current national economic downturn, governmental cost        
burdens may be reallocated among federal, state and local governments.          
In addition, laws enacted in the future by Congress or state                    
legislatures or referenda could extend the time for payment of principal        
and/or interest, or impose other constraints on enforcement of such             
obligations, or on the ability of municipalities to levy taxes. Issuers         
of municipal securities might seek protection under the bankruptcy laws.        

Municipal Securities. The Trust invests in taxable municipal bonds.             
Municipal bonds are debt obligations issued by states or political              
subdivisions or authorities of states. Municipal bonds are typically            
designated as general obligation bonds, which are general obligations of        
a governmental entity that are backed by the taxing power of such               
entity, or revenue bonds, which are payable from the income of a                
specific project or authority and are not supported by the issuer's             
power to levy taxes. Municipal bonds are long-term fixed rate debt              
obligations that generally decline in value with increases in interest          

Page 14                                                                         

rates, when an issuer's financial condition worsens or when the rating          
on a bond is decreased. Many municipal bonds may be called or redeemed          
prior to their stated maturity, an event which is more likely to occur          
when interest rates fall. In such an occurrence, you may not be able to         
reinvest the money you receive in other bonds that have as high a yield         
or as long a maturity.                                                          

The market for municipal bonds is generally less liquid than for other          
securities and therefore the price of municipal bonds may be more               
volatile and subject to greater price fluctuations than securities with         
greater liquidity. In addition, an issuer's ability to make income              
distributions generally depends on several factors including the                
financial condition of the issuer and general economic conditions. Any          
of these factors may negatively impact the price of municipal bonds held        
by the Trust and would therefore impact the price of both the Securities        
and the Units. The current economic downturn is negatively affecting            
towns, counties and school districts across the nation. In recognition          
of this fact, Moody's recently assigned a negative outlook to the               
creditworthiness of all local governments in the United States.                 

Acts of terrorism and any resulting damage may not be covered by                
insurance on the bonds. Issuers of the bonds may therefore be at risk of        
default due to losses sustained as a result of terrorist activities.            

Build America Bonds. Certain of the Securities in the Trust are Build           
America Bonds. The Build America Bonds market is smaller and less               
diverse than the broader municipal securities market.                           

Because issuers of direct pay BABs held in the Trust receive partial            
payment from the U.S. Treasury with respect to interest payments on the         
bonds, there is a risk that those municipal issuers will not receive            
timely payment from the U.S. Treasury and may remain obligated to pay           
the full interest due on direct pay BABs held by the Trust. Furthermore,        
it is possible that a municipal issuer may fail to comply with the              
requirements to receive the direct pay subsidy or that a future Congress        
may terminate the subsidy altogether. In addition, the Internal Revenue         
Code contains a general offset rule (the "IRS Offset Rule") which allows        
for the possibility that the subsidy payments received by issuers of the        
BABs may be subject to offset against amounts owed by them to the               
Federal government and may be subject to offset by certain state                
agencies. Moreover, the Internal Revenue Service ("IRS") may audit the          
issuers issuing BABs and such audits may, among other things, examine           
the price at which BABs are initially sold to investors. If the IRS             
concludes that a Build America Bond was mispriced based on its audit, it        
could disallow a portion or all of the interest subsidy received by the         
issuer of the Build America Bond. The IRS Offset Rule or the                    
disallowance of any interest subsidy as a result of an IRS audit could          
potentially adversely affect a BABs issuer's credit rating, and                 
adversely affect the issuer's ability to repay or refinance BABs. This,         
in turn, could adversely affect the ratings and value of the BABs held          
by the Trust and the value of the Trust's Units and could impair the            
issue's ability to make scheduled interest payments.                            

In 2013, President Obama issued an order for certain automatic cuts to          
federal spending, including a reduction in federal funds allocated to           
subsidize issuers of BABs for a portion of the interest paid by such            
issuers for the fiscal year of the federal government ending September          
30, 2013. The President extended the automatic cuts, at a different             
rate, for the fiscal year of the federal government ending September 30,        
2014. Such cuts may end earlier if rescinded by Congress. Due to                
continuing uncertainty related to Congressional budget deficit                  
reduction, there is a possibility that federal funds allocated to               
subsidize issuers of Build America Bonds for a portion of the interest          
paid by such issuers could be further reduced or eliminated in the              
future. To the extent the federal subsidy is reduced or eliminated,             
there is a risk that issuers of Build America Bonds could redeem bonds          
prior to their stated maturities based on the redemption language               
applicable to specific issues of Build America Bonds. Once such                 
redemption provisions permit redemption of Build America Bonds because          
the subsidy is reduced or eliminated, issuers may be able to redeem BABs        
even after any reduction in the subsidy has ended. To the extent the            
price the Trust paid for the bonds exceeds the redemption price, the            
Trust would suffer a loss. In addition, the Trust would forgo any               
previously scheduled interest payments after any such redemption.               

Certain aspects of the BABs program may be subject to additional Federal        
or state level guidance or subsequent legislation. For example, the IRS         
or U.S. Treasury could impose restriction or limitations on the payments        
received. It is not known what additional procedures will be implemented        
with respect to direct pay BABs, if any, nor is it known what effect            
such possible procedures would have on the BABs market.                         

Discount Bonds. Discount bonds are bonds which have been acquired at a          
market discount from par value at maturity. The coupon interest rates on        
the discount bonds at the time they were purchased and deposited in the         
Trust were lower than the current market interest rates for newly issued        
bonds of comparable rating and type. The market discount on previously          
issued bonds will increase when interest rates for newly issued                 
comparable bonds increase and decrease when such interest rates fall,           
other things being equal.                                                       

Original Issue Discount Bonds. ___ of the Securities is considered an           
original issue discount bond. Original issue discount bonds typically           
pay a lower interest rate than comparable bonds that were issued at or          
above their par value. Under current law, the original issue discount,          

Page 15                                                                         

which is the difference between the stated redemption price at maturity         
and the issue price of the bonds, is deemed to accrue on a daily basis          
and the accrued portion is treated as taxable interest income for               
Federal income tax purposes.                                                    

Unit holders may receive ordinary income dividends from the Trust if the        
Trust sells or redeems bonds that were acquired at a market discount, or        
sells bonds at a short-term capital gain. In general, the Internal              
Revenue Service will treat bonds as market discount bonds when the cost         
of the bond, plus any original issue discount that has not yet accrued,         
is less than the amount due to be paid at the maturity of the bond. Any         
gain realized that is in excess of the earned portion of original issue         
discount will be taxable as capital gain unless the gain is attributable        
to market discount in which case the accretion of market discount is            
taxable as ordinary income.                                                     

The current value of an original issue discount bond reflects the               
present value of its stated redemption price at maturity. In a stable           
interest rate environment, the market value of these bonds tends to             
increase more slowly in early years and greater increments as the bonds         
approach maturity.                                                              

The issuers of these bonds may be able to call or redeem a bond before          
its stated maturity date and at a price less than the bond's par value.         

Premium Bonds. Premium bonds are bonds which have been acquired at a            
market premium from par value at maturity. The coupon interest rates on         
the premium bonds at the time they were purchased and deposited in the          
Trust were higher than the current market interest rates for newly              
issued bonds of comparable rating and type. The current returns of such         
bonds are initially higher than the current returns of comparable bonds         
issued at currently prevailing interest rates because premium bonds tend        
to decrease in market value as they approach maturity when the face             
amount becomes payable. Because part of the purchase price is thus              
returned not at maturity but through current income payments, early             
redemption of a premium bond at par or early prepayments of principal           
will result in a reduction in yield. Redemptions are more likely to             
occur at times when the bonds have an offering side valuation which             
represents a premium over par, or for original issue discount bonds, a          
premium over the accreted value. To the extent that the Securities were         
deposited in the Fund at a price higher than the price at which they are        
redeemed, this will represent a loss of capital when compared to the            
original Public Offering Price of the Units. The Trust may be required          
to sell zero coupon bonds prior to maturity (at their current market            
price which is likely to be less than their par value) in order to pay          
expenses of the Trust or in case the Trust is terminated. See "Removing         
Securities from the Trust" and "Amending or Terminating the Indenture."         

Investment Grade Bonds. Investment grade corporate bonds are subject to         
various risks described below. The value of these bonds will decline            
with increases in interest rates, not only because increases in rates           
generally decrease values, but also because increased rates may indicate        
an economic slowdown. An economic slowdown, or a reduction in an                
issuer's creditworthiness, may result in the issuer being unable to             
maintain earnings at a level sufficient to maintain interest and                
principal payments on its bonds.                                                

Market Risk. Market risk is the risk that the value of the Securities in        
the Trust will fluctuate. Market value fluctuates in response to various        
factors. These can include changes in interest rates, inflation, the            
financial condition of a Securities' issuer, perceptions of the issuer,         
ratings on a bond, or political or economic events affecting the issuer.        
Because the Trust is not managed, the Trustee will not sell Securities          
in response to or in anticipation of market fluctuations, as is common          
in managed investments.                                                         

Interest Rate Risk. Interest rate risk is the risk that the value of the        
Securities will fall if interest rates increase. Bonds typically fall in        
value when interest rates rise and rise in value when interest rates            
fall. Bonds with longer periods before maturity are often more sensitive        
to interest rate changes.                                                       

Credit Risk. Credit risk is the risk that a bond's issuer is unable to          
meet its obligation to pay principal or interest on the bond.                   

Call Risk. Call risk is the risk that the issuer prepays or "calls" a           
bond before its stated maturity. An issuer might call a bond if interest        
rates fall and the bond pays a higher than market interest rate or if           
the issuer no longer needs the money for its original purpose. If an            
issuer calls a bond, the Trust will distribute the principal to you but         
your future interest distributions will fall. You might not be able to          
reinvest this principal in another investment with as high a yield. A           
bond's call price could be less than the price the Trust paid for the           
bond and could be below the bond's par value. This means you could              
receive less than the amount you paid for your Units. The Trust contains        
bonds that have "make whole" call options that generally cause the bonds        
to be redeemable at any time at a designated price. Such bonds are              
generally more likely to be subject to early redemption and may result          
in the reduction of income received by the Trust. If enough bonds in the        
Trust are called, the Trust could terminate early.                              

Page 16                                                                         

Bond Quality Risk. Bond quality risk is the risk that a bond will fall          
in value if a rating agency decreases the bond's rating.                        

Liquidity Risk. Liquidity risk is the risk that the value of a bond will        
fall if trading in the bond is limited or absent. No one can guarantee          
that a liquid trading market will exist for any bond because these bonds        
generally trade in the over-the-counter market (they are not listed on a        
securities exchange).                                                           

Foreign Securities. Certain of the Securities in the Trust are issued by        
foreign entities, which makes the Trust subject to more risks than if it        
only invested in domestic securities. Risks of foreign securities               
include higher brokerage costs; different accounting standards;                 
expropriation, nationalization or other adverse political or economic           
developments; currency devaluations, blockages or transfer restrictions;        
restrictions on foreign investments and exchange of securities;                 
inadequate financial information; lack of liquidity of certain foreign          
markets; and less government supervision and regulation of exchanges,           
brokers, and issuers in foreign countries. Political and/or economic            
turmoil in certain regions or countries and certain natural disasters           
may increase the volatility of certain foreign markets. Investments in          
debt securities of foreign governments present special risks, including         
the fact that issuers may be unable or unwilling to repay principal             
and/or interest when due in accordance with the terms of such debt, or          
may be unable to make such repayments when due in the currency required         
under the terms of the debt. Political, economic and social events also         
may have a greater impact on the price of debt securities issued by             
foreign governments than on the price of U.S. securities.                       

Emerging Markets. Certain of the Securities in the Trust are issued by          
companies headquartered or incorporated in countries considered to be           
emerging markets. Risks of investing in developing or emerging countries        
are even greater than the risks associated with foreign investments in general. 
These increased risks include, among other risks, the possibility of            
investment and trading limitations, greater liquidity concerns, higher          
price volatility, greater delays and disruptions in settlement                  
transactions, greater political uncertainties and greater dependence on         
international trade or development assistance. In addition, emerging            
market countries may be subject to overburdened infrastructures,                
obsolete financial systems and environmental problems. For these                
reasons, investments in emerging markets are often considered speculative.      

Legislation/Litigation. From time to time, various legislative                  
initiatives are proposed which may have a negative impact on the prices         
of certain of the Securities represented in the Trust. In addition,             
litigation regarding any of the issuers of the Securities, such as              
litigation affecting the validity of certain municipal bonds, may               
negatively impact the value of these Securities. We cannot predict what         
impact any pending or proposed legislation or pending or threatened             
litigation will have on the value of the Securities or on the issuers.          

Portfolio Securities Descriptions                     

Set forth below are descriptions of the issuers of the Corporate Bonds          
or the parent company of the issuers of the Corporate Bonds.                    

, headquartered in                                                              

, headquartered in                                                              

, headquartered in                                                              

, headquartered in                                                              

, headquartered in                                                              

, headquartered in                                                              

, headquartered in                                                              

, headquartered in                                                              

, headquartered in                                                              

, headquartered in                                                              

We have obtained the foregoing descriptions from third-party sources we         
deem reliable.                                                                  

Public Offering                     

The Public Offering Price.                                                      

Units will be purchased at the Public Offering Price, the price per Unit        
of which is comprised of the following:                                         

- The aggregate underlying value of the Securities;                             

- The amount of any cash in the Interest and Principal Accounts of the          
Trust;                                                                          

- Net interest accrued but unpaid on the Securities after the First             
Settlement Date to the date of settlement; and                                  

- The sales charge.                                                             

The price you pay for your Units will differ from the amount stated             
under "Summary of Essential Information" due to various factors,                
including fluctuations in the prices of the Securities, changes in the          
value of the Interest and/or Principal Accounts and the accrual of              
interest on the Securities.                                                     

Although you are not required to pay for your Units until three business        
days following your order (the "date of settlement"), you may pay before        
then. You will become the owner of Units ("Record Owner") on the date of        

Page 17                                                                         

settlement if payment has been received. If you pay for your Units              
before the date of settlement, we may use your payment during this time         
and it may be considered a benefit to us, subject to the limitations of         
the Securities Exchange Act of 1934, as amended.                                

Organization Costs. Cash which comprises the portion of the Public              
Offering Price intended to be used to reimburse the Sponsor for the             
Trust's organization costs (including costs of preparing the                    
registration statement, the Indenture and other closing documents,              
registering Units with the Securities and Exchange Commission ("SEC")           
and states, the initial audit of the Trust's statement of net assets,           
legal fees and the initial fees and expenses of the Trustee) has been           
included in the Trust. The Sponsor will be reimbursed for the Trust's           
organization costs at the end of the initial offering period (a                 
significantly shorter time period than the life of the Trust). To the           
extent actual organization costs are less than the estimated amount,            
only the actual organization costs will be deducted from the assets of          
the Trust.                                                                      

Accrued Interest.                                                               

Accrued interest represents unpaid interest on a bond from the last day         
it paid interest. Interest on the Securities generally is paid                  
semiannually, although the Trust accrues such interest daily. Because           
the Trust always has an amount of interest earned but not yet collected,        
the Public Offering Price of Units will have added to it the                    
proportionate share of accrued interest to the date of settlement. You          
will receive the amount, if any, of accrued interest you paid for on the        
next Distribution Date. In addition, if you sell or redeem your Units           
you will be entitled to receive your proportionate share of accrued             
interest from the purchaser of your Units.                                      

Minimum Purchase.                                                               

The minimum amount per account you can purchase of the Trust is                 
generally $1,000 worth of Units ($1,000 if you are purchasing Units for         
your Individual Retirement Account or any other qualified retirement            
plan), but such amounts may vary depending on your selling firm.                

Sales Charges.                                                                  

Initial Offering Period. The maximum sales charge during the initial            
offering period equals 3.95% of the Public Offering Price (equivalent to        
4.112% of the net amount invested).                                             

Secondary Market. The maximum sales charge during the secondary market          
is determined based upon the number of years remaining to the maturity          
of each Security in the Trust, but in no event will the secondary market        
sales charge exceed 4.80% of the Public Offering Price (equivalent to           
5.042% of the net amount invested). For purposes of computation,                
Securities will be deemed to mature either on their expressed maturity          
dates, or an earlier date if: (a) they have been called for redemption          
or funds have been placed in escrow to redeem them on an earlier call           
date; or (b) such Securities are subject to a "mandatory tender." The           
effect of this method of sales charge computation will be that different        
sales charge rates will be applied to each of the Securities, in                
accordance with the following schedule:                                         

           Secondary
        Market
Years to Maturity                       Sales Charge                          
__________________________________________________________                      
Less than 1                                1.00%                                
1 but less than 2                          1.50%                                
2 but less than 3                          2.00%                                
3 but less than 4                          2.50%                                
4 but less than 5                          3.00%                                
5 but less than 6                          3.25%                                
6 but less than 7                          3.50%                                
7 but less than 8                          3.75%                                
8 but less than 9                          4.00%                                
9 but less than 10                         4.50%                                
10 or more                                 4.80%                                

Discounts for Certain Persons.                                                  

The maximum sales charge is 3.95% per Unit and the maximum dealer               
concession is 3.00% per Unit. However, if you purchase at least $100,000        
in Units of the Trust, including any Units purchased as described below         
(except if you are purchasing for "Fee Accounts" as described below),           
the maximum sales charge per Unit for the amount of the investment              
eligible to receive the reduced sales charge is reduced as follows:             

      The Maximum       Dealer
If you invest                  Sales Charge      Concession                     
in thousands):*                will be:          per Unit                       
                          will be:
___________________________________________________________                     
$100 but less than $250         3.70%            2.75%                          
$250 but less than $500         3.45%            2.50%                          
$500 but less than $1,000       3.15%            2.25%                          
$1,000 but less than $5,000     2.95%            2.10%                          
$5,000 or more                  1.85%            1.00%                          

* The breakpoints will be adjusted to take into consideration purchase          
orders stated in dollars which cannot be completely fulfilled due to the        
requirement that only whole Units be issued.                                    

The reduced sales charge for quantity purchases will apply only to              
purchases not eligible for the redemption or termination proceeds               
discount set forth below made by the same person on any one day from any        
one dealer. To help you reach the above levels, you can combine the             

Page 18                                                                         

Units you purchase of the Trust with any other same day purchases of            
other trusts for which we are Principal Underwriter and are currently in        
the initial offering period. In addition, we will also consider Units           
you purchase in the name of your spouse, or the equivalent if recognized        
under local law, or child (including step-children) under the age of 21         
living in the same household to be purchases by you. The reduced sales          
charges will also apply to a trustee or other fiduciary purchasing Units        
for a single trust estate or single fiduciary account including pension,        
profit sharing or employee benefit plans, as well as multiple-employee          
benefit plans of a single employer or affiliated employers (provided            
they are not aggregated with personal accounts). You must inform your           
dealer of any combined purchases before the sale in order to be eligible        
for the reduced sales charge.                                                   

You are entitled to use your redemption or termination proceeds from any        
unit investment trust (regardless of who was sponsor) to purchase Units         
of the Trust during the initial offering period at the Public Offering          
Price less 1.00% per Unit (for an investment in Units of $5,000,000 or          
more, the maximum sales charge will be reduced by 2.10% per Unit), but          
you will not be eligible to receive the reduced sales charges described         
in the above table with respect to such proceeds. Please note that if           
you purchase Units of the Trust in this manner using redemption proceeds        
from trusts which assess the amount of any remaining deferred sales             
charge at redemption, you should be aware that any deferred sales charge        
remaining on these units will be deducted from those redemption                 
proceeds. In order to be eligible to receive the reduced sales charge           
described in this paragraph, the trade date of the redemption or                
termination resulting in the receipt of such proceeds must have occurred        
within 30 calendar days prior to your Unit purchase. In addition, this          
program will only be available for investors that utilize the same              
broker/dealer (or a different broker/dealer with appropriate                    
notification) for both the Unit purchase and the transaction resulting          
in the receipt of the termination or redemption proceeds used for the           
Unit purchase and such transaction must be from the same account. You           
may be required to provide appropriate documentation or other                   
information to your broker/dealer to evidence your eligibility for this         
reduced sales charge program.                                                   

If you are purchasing Units for an investment account, the terms of             
which provide that your registered investment advisor or registered             
broker/dealer (a) charges periodic fees in lieu of commissions; (b)             
charges for financial planning, investment advisory or asset management         
services; or (c) charges a comprehensive "wrap fee" or similar fee for          
these or comparable services ("Fee Accounts"), you will purchase Units          
at the Public Offering Price less the maximum applicable concession the         
Sponsor typically allows to the selling broker/dealer (either non-              
Underwriter or Underwriter concession, whichever is greater). These             
Units will be designated as Fee Account Units and assigned a Fee Account        
CUSIP Number. Certain Fee Account Unit holders may be assessed                  
transaction or other account fees on the purchase and/or redemption of          
such Units by their registered investment advisor, broker/dealer or             
other processing organizations for providing certain transaction or             
account activities. Fee Account Units are not available for purchase in         
the secondary market. We reserve the right to limit or deny purchases of        
Units not subject to the transactional sales charge by investors whose          
frequent trading activity we determine to be detrimental to the Trust.          

Employees, officers and directors (and immediate family members) of the         
Sponsor, our related companies, and dealers and their affiliates will           
purchase Units at the Public Offering Price less the applicable dealer          
concession, subject to the policies of the related selling firm.                
Immediate family members include spouses, or the equivalent if                  
recognized under local law, children or step-children under the age of          
21 living in the same household, parents or step-parents and trustees,          
custodians or fiduciaries for the benefit of such persons. Only                 
employees, officers and directors of companies that allow their                 
employees to participate in this employee discount program are eligible         
for the discounts.                                                              

The Value of the Securities.                                                    

The Evaluator will appraise the aggregate underlying value of the               
Securities in the Trust as of the Evaluation Time on each business day          
and will adjust the Public Offering Price of the Units according to this        
valuation. This Public Offering Price will be effective for all orders          
received before the Evaluation Time on each such day. If we or the              
Trustee receive orders for purchases, sales or redemptions after that           
time, or on a day which is not a business day, they will be held until          
the next determination of price. The term "business day" as used in this        
prospectus shall mean any day on which the NYSE is open.                        

The aggregate underlying value of the Securities in the Trust will be           
determined as follows:                                                          

a) On the basis of current market offering prices for the Securities            
obtained from dealers or brokers who customarily deal in bonds                  
comparable to those held by the Trust;                                          

b) If such prices are not available for any of the Securities, on the           
basis of current market offering prices of comparable bonds;                    

Page 19                                                                         

c) By determining the value of the Securities on the offering side of           
the market by appraisal; or                                                     

d) By any combination of the above.                                             

After the initial offering period is over, the aggregate underlying             
value of the Securities will be determined as set forth above, except           
that bid prices are used instead of ask prices when necessary. The              
offering price of the Securities may be expected to be greater than             
their bid price by approximately 1-3% of the aggregate principal amount         
of such Securities.                                                             

Distribution of Units                     

We intend to qualify Units of the Trust for sale in a number of states.         
All Units will be sold at the current Public Offering Price.                    

The Sponsor compensates intermediaries, such as broker/dealers and              
banks, for their activities that are intended to result in sales of             
Units of the Trust. This compensation includes dealer concessions               
described in the following section and may include additional                   
concessions and other compensation and benefits to broker/dealers and           
other intermediaries.                                                           

Dealer Concessions.                                                             

Dealers and other selling agents can purchase Units at prices which             
represent a concession or agency commission of 3.00% per Unit during the        
Initial Offering Period (80% of the maximum sales charge for secondary          
market sales), subject to the reduced concession applicable to volume           
purchases as set forth in "Public Offering-Discounts for Certain                
Persons." However, for Units purchased using redemption or termination          
proceeds, the concession or agency commission will be 2.10% per Unit            
(1.00% per Unit for an investment in Units of $5,000,000 or more).              

Eligible dealer firms and other selling agents who sell at least 250            
Units on the Initial Date of Deposit will be entitled to the following          
additional concessions during the initial offering period:                      

Aggregate Number                           Additional                         
of Units Sold:*                             Concession                          
                per Unit
_________________________________________________________                       
250 but less than 1,000                     0.10%                               
1,000 but less than 5,000                   0.20%                               
5,000 but less than 10,000                  0.25%                               
10,000 or more                              0.30%                               

* Additional dealer concessions also apply on a dollar basis using a            
$1,000 Unit equivalent and will be applied on whichever basis is more           
favorable to the dealer firm or other selling agent. For example, if a          
dealer sells between $250,000 and $999,999 worth of Units on the Initial        
Date of Deposit, the additional concession per Unit will be 0.10%.              

Underwriters other than the Sponsor who sell Units of the Trust to other        
broker/dealers and selling agents will do so at the Public Offering             
Price per Unit less a concession or agency commission which is not in           
excess of the underwriter concession allowed to the Underwriters by the         
Sponsor as described under "Underwriting Concessions" below. In certain         
instances, a broker/dealer or selling agent may receive a concession            
from an Underwriter which is greater than they would receive based on           
the table set forth above. In addition, dealers and other selling agents        
may sell Units of the Trust to other broker/dealers and other selling           
agents at the Public Offering Price less a concession or agency                 
commission not in excess of the dealer concessions set forth above.             

In addition, eligible dealer firms and other selling agents who, during         
the previous consecutive 12-month period through the end of the most            
recent month, sold primary market units of unit investment trusts               
sponsored by us in the dollar amounts shown below will be entitled to           
the following additional sales concession on primary market sales of            
units during the current month of unit investment trusts sponsored by us:       

Total Sales                                Additional                           
(in millions)                              Concession                           
_____________________________________________________________                   
$25 but less than $100                      0.050%                              
$100 but less than $150                     0.075%                              
$150 but less than $250                     0.100%                              
$250 but less than $500                     0.115%                              
$500 but less than $750                     0.125%                              
$750 but less than $1,000                   0.130%                              
$1,000 but less than $1,500                 0.135%                              
$1,500 but less than $2,000                 0.140%                              
$2,000 but less than $3,000                 0.150%                              
$3,000 but less than $4,000                 0.160%                              
$4,000 but less than $5,000                 0.170%                              
$5,000 or more                              0.175%                              

Dealers and other selling agents will not receive a concession on the           
sale of Fee Account Units, but such Units will be included in                   
determining whether the above volume sales levels are met. Eligible             
dealer firms and other selling agents include clearing firms that place         
orders with First Trust and provide First Trust with information with           
respect to the representatives who initiated such transactions. Eligible        
dealer firms and other selling agents will not include firms that solely        

Page 20                                                                         

provide clearing services to other broker/dealer firms or firms who             
place orders through clearing firms that are eligible dealers. We               
reserve the right to change the amount of concessions or agency                 
commissions from time to time. Certain commercial banks may be making           
Units of the Trust available to their customers on an agency basis. A           
portion of the sales charge paid by these customers is kept by or given         
to the banks in the amounts shown above.                                        

Other Compensation and Benefits to Broker/Dealers.                              

The Sponsor, at its own expense and out of its own profits, currently           
provides additional compensation and benefits to broker/dealers who sell        
Units of this Trust and other First Trust products. This compensation is        
intended to result in additional sales of First Trust products and/or           
compensate broker/dealers and financial advisors for past sales. A              
number of factors are considered in determining whether to pay these            
additional amounts. Such factors may include, but are not limited to,           
the level or type of services provided by the intermediary, the level or        
expected level of sales of First Trust products by the intermediary or          
its agents, the placing of First Trust products on a preferred or               
recommended product list, access to an intermediary's personnel, and            
other factors. The Sponsor makes these payments for marketing,                  
promotional or related expenses, including, but not limited to, expenses        
of entertaining retail customers and financial advisers, advertising,           
sponsorship of events or seminars, obtaining information about the              
breakdown of unit sales among an intermediary's representatives or              
offices, obtaining shelf space in broker/dealer firms and similar               
activities designed to promote the sale of the Sponsor's products. The          
Sponsor makes such payments to a substantial majority of intermediaries         
that sell First Trust products. The Sponsor may also make certain               
payments to, or on behalf of, intermediaries to defray a portion of             
their costs incurred for the purpose of facilitating Unit sales, such as        
the costs of developing or purchasing trading systems to process Unit           
trades. Payments of such additional compensation described in this and          
the preceding paragraph, some of which may be characterized as "revenue         
sharing," may create an incentive for financial intermediaries and their        
agents to sell or recommend a First Trust product, including the Trust,         
over products offered by other sponsors or fund companies. These                
arrangements will not change the price you pay for your Units.                  

Advertising and Investment Comparisons.                                         

Advertising materials regarding the Trust may discuss several topics,           
including: developing a long-term financial plan; working with your             
financial professional; the nature and risks of various investment              
strategies and unit investment trusts that could help you reach your            
financial goals; the importance of discipline; how the Trust operates;          
how securities are selected; various unit investment trust features such        
as convenience and costs; and options available for certain types of            
unit investment trusts. These materials may include descriptions of the         
principal businesses of the companies represented in the Trust, research        
analysis of why they were selected and information relating to the              
qualifications of the persons or entities providing the research                
analysis. In addition, they may include research opinions on the economy        
and industry sectors included and a list of investment products                 
generally appropriate for pursuing those recommendations.                       

From time to time we may compare the estimated returns of the Trust             
(which may show performance net of the expenses and charges the Trust           
would have incurred) and returns over specified periods of other similar        
trusts we sponsor in our advertising and sales materials, with (1)              
returns on other taxable investments such as the common stocks                  
comprising various market indexes, corporate or U.S. Government bonds,          
bank CDs and money market accounts or funds, (2) performance data from          
Morningstar Publications, Inc. or (3) information from publications such        
as Money, The New York Times, U.S. News and World Report, Bloomberg             
Businessweek, Forbes or Fortune. The investment characteristics of the          
Trust differ from other comparative investments. You should not assume          
that these performance comparisons will be representative of the Trust's        
future performance. We may also, from time to time, use advertising             
which classifies trusts or portfolio securities according to                    
capitalization and/or investment style.                                         

Underwriting Concessions                      

The Agreement Among Underwriters provides that a public offering of the         
Units of each Trust will be made at the Public Offering Price described         
in the prospectus. Units may also be sold to or through dealers and             
other selling agents during the initial offering period and in the              
secondary market at prices representing a concession or agency                  
commission as described in "Distribution of Units."                             

The Sponsor will receive from the Underwriters the excess over the gross        
sales commission contained in the following table:                              

                Underwriting
Aggregate Number                         Concession                           
of Units Underwritten:*                  Per Unit                             
_________________________________________________________                       
250 but less than 1,000                    3.10%                                
1,000 but less than 5,000                  3.20%                                
5,000 but less than 10,000                 3.25%                                
10,000 or more                             3.30%                                

* Underwriting concessions also apply on a dollar basis using a $1,000          
Unit equivalent and will be applied on whichever basis is more favorable        
to the Underwriter. For example, if an Underwriter underwrites Units            
valued between $250,000 and $999,999 on the Initial Date of Deposit, the        
underwriting concession per Unit will be 3.10%.                                 

Page 21                                                                         

An Underwriter will be allowed a concession equal to the Underwriter            
concession allowed to such firm on the Initial Date of Deposit for              
subsequent purchases of Units of the Trust from the Sponsor.                    

Any reduced sales charge for quantity purchases listed under "Discounts         
for Certain Persons" is the responsibility of the Underwriter making the        
sale.                                                                           

In addition to any other benefits that the Underwriters may realize from        
the sale of the Units of the Trust, the Agreement Among Underwriters            
provides that the Sponsor will share with the other Underwriters, on a          
pro rata basis, 50% of the net gain, if any, represented by the                 
difference between the Sponsor's cost of the Securities in connection           
with their acquisition and the Aggregate Offering Price thereof on the          
Initial Date of Deposit, less a charge for acquiring the Securities in          
the portfolio and for the Sponsor maintaining a secondary market for the        
Units. Underwriters are not, however, eligible to receive the additional        
dealer concession in connection with sales of 250 or more Units of this         
Trust as set forth in "Distribution of Units."                                  

Underwriting                      

                          Number
Name and Address                                 of Units                       
__________________________________________________________                      

Sponsor:                                                                        
First Trust Portfolios L.P.                                                     
120 East Liberty Drive                                                          
Wheaton, Illinois 60187                                                         

                     _____

                     =====

The Sponsor's Profits                     

We will receive a gross sales commission equal to the maximum sales             
charge per Unit for the Trust less any reduction as stated in "Public           
Offering." Also, any difference between our cost to purchase the                
Securities and the price at which we sell them to the Trust is                  
considered a profit or loss (see Note 2 of "Notes to Schedule of                
Investments"). During the initial offering period, dealers and others           
may also realize profits or sustain losses as a result of fluctuations          
in the Public Offering Price they receive when they sell the Units.             

In maintaining a market for the Units, any difference between the price         
at which we purchase Units and the price at which we sell or redeem them        
will be a profit or loss to us.                                                 

The Secondary Market                      

Although not obligated, we may maintain a market for the Units after the        
initial offering period and continuously offer to purchase Units at             
prices based on the Redemption Price per Unit.                                  

We will pay all expenses to maintain a secondary market, except the             
Evaluator fees and Trustee costs to transfer and record the ownership of        
Units. We may discontinue purchases of Units at any time. IF YOU WISH TO        
DISPOSE OF YOUR UNITS, YOU SHOULD ASK US FOR THE CURRENT MARKET PRICES          
BEFORE MAKING A TENDER FOR REDEMPTION TO THE TRUSTEE (OR THE FTPS UNIT          
SERVICING AGENT IN THE CASE OF FTPS UNITS).                                     

How We Purchase Units                     

The Trustee (or the FTPS Unit Servicing Agent in the case of FTPS Units)        
will notify us of any tender of Units for redemption. If our bid at that        
time is equal to or greater than the Redemption Price per Unit, we may          
purchase the Units. You will receive your proceeds from the sale no             
later than if they were redeemed by the Trustee. We may tender Units we         
hold to the Trustee for redemption as any other Units. If we elect not          
to purchase Units, the Trustee (or the FTPS Unit Servicing Agent in the         
case of FTPS Units) may sell Units tendered for redemption in the over-         
the-counter market, if any. However, the amount you will receive is the         
same as you would have received on redemption of the Units.                     

Expenses and Charges                      

The estimated annual expenses of the Trust are listed under "Fee Table."        
If actual expenses of the Trust exceed the estimate, the Trust will bear        
the excess. The Trustee will pay operating expenses of the Trust from           
the Interest Account of the Trust if funds are available, and then from         
the Principal Account. The Interest and Principal Accounts are non-             
interest-bearing to Unit holders, so the Trustee may earn interest on           
these funds, thus benefiting from their use.                                    

First Trust Advisors L.P., an affiliate of ours, acts as Portfolio              
Supervisor and Evaluator and will be compensated for providing portfolio        

Page 22                                                                         

supervisory services and evaluation services as well as bookkeeping and         
other administrative services to the Trust. In providing portfolio              
supervisory services, the Portfolio Supervisor may purchase research            
services from a number of sources, which may include underwriters or            
dealers of the Trust. In addition, the Portfolio Supervisor may, at its         
own expense, employ one or more sub-Portfolio Supervisors to assist in          
providing services to the Trust. The Portfolio Supervisor has employed          
BondWave, LLC ("BondWave"), an affiliate of the Sponsor, as sub-                
Portfolio Supervisor. BondWave, based in Wheaton, Illinois, specializes         
in providing strategies and solutions for the management of fixed-income        
investments. As Sponsor, we will receive brokerage fees when the Trust          
uses us (or an affiliate of ours) as agent in buying or selling                 
Securities. As authorized by the Indenture, the Trustee may employ a            
subsidiary or affiliate of the Trustee to act as broker to execute              
certain transactions for the Trust. The Trust will pay for such services        
at standard commission rates.                                                   

FTP Services LLC, an affiliate of ours, acts as FTPS Unit Servicing             
Agent to the Trust with respect to the Trust's FTPS Units. FTPS Units           
are Units which are purchased and sold through the Fund/SERV(R) trading         
system or on a manual basis through FTP Services LLC. In all other              
respects, FTPS Units are identical to other Units. FTP Services LLC will        
be compensated for providing shareholder services to the FTPS Units.            

The fees payable to First Trust Advisors L.P., FTP Services LLC and the         
Trustee are based on the largest aggregate number of Units of the Trust         
outstanding at any time during the calendar year, except during the             
initial offering period, in which case these fees are calculated based          
on the largest number of Units outstanding during the period for which          
compensation is paid. These fees may be adjusted for inflation without          
Unit holders' approval, but in no case will the annual fees paid to us          
or our affiliate for providing services to all unit investment trusts be        
more than the actual cost of providing such services in such year.              

In addition to the Trust's operating expenses, and the fees set forth           
above, the Trust may also incur the following charges:                          

- All legal expenses of the Trustee according to its responsibilities           
under the Indenture;                                                            

- The expenses and costs incurred by the Trustee to protect the Trust           
and your rights and interests;                                                  

- Fees for any extraordinary services the Trustee performed under the           
Indenture;                                                                      

- Payment for any loss, liability or expense the Trustee incurred               
without negligence, bad faith or willful misconduct on its part, in             
connection with its acceptance or administration of the Trust;                  

- Payment for any loss, liability or expenses we incurred without               
negligence, bad faith or willful misconduct in acting as Sponsor of the         
Trust; and/or                                                                   

- All taxes and other government charges imposed upon the Securities or         
any part of the Trust.                                                          

The above expenses and the Trustee's annual fee are secured by a lien on        
the Trust. In addition, if there is not enough cash in the Interest or          
Principal Account, the Trustee has the power to sell Securities to make         
cash available to pay these charges. These sales may result in capital          
gains or losses to the Unit holders. See "Tax Status."                          

Tax Status                      

Federal Tax Matters.                                                            

This section summarizes some of the main U.S. federal income tax                
consequences of owning Units of the Trust. This section is current as of        
the date of this prospectus. Tax laws and interpretations change                
frequently, and these summaries do not describe all of the tax                  
consequences to all taxpayers. For example, except as specifically              
provided below, these summaries generally do not describe your situation        
if you are a corporation, a non-U.S. person, a broker/dealer, or other          
investor with special circumstances. In addition, this section may not          
describe your state, local or foreign tax consequences.                         

This federal income tax summary is based in part on the advice of               
counsel to the Sponsor. The Internal Revenue Service ("IRS") could              
disagree with any conclusions set forth in this section. In addition,           
our counsel was not asked to review, and has not reached a conclusion           
with respect to the federal income tax treatment of the assets to be            
deposited in the Trust. This may not be sufficient for you to use for           
the purpose of avoiding penalties under federal tax law.                        

As with any investment, you should seek advice based on your individual         
circumstances from your own tax advisor.                                        

Trust Status.                                                                   

The Trust intends to qualify as a "regulated investment company,"               
commonly known as a "RIC," under the federal tax laws. If the Trust             

Page 23                                                                         

qualifies as a RIC and distributes its income as required by the tax            
law, the Trust generally will not pay federal income taxes.                     

For federal income tax purposes, you are treated as the owner of Trust          
Units and not of the assets held by the Trust. Taxability issues are            
taken into account at the trust level. Your federal income tax treatment        
of income from the Trust is based on the distributions paid by the Trust.       

Income From the Trust.                                                          

Trust distributions are generally taxable. After the end of each year,          
you will receive a tax statement that separates the Trust's                     
distributions into ordinary dividends, capital gains dividends and              
returns of capital. Income reported is generally net of expenses (but           
see Deductibility of Trust Expenses, below). Ordinary income                    
distributions are generally taxed at your ordinary tax rate. Generally,         
you will treat all capital gains dividends as long-term capital gains           
regardless of how long you have owned your Units. To determine your             
actual tax liability for your capital gains dividends, you must                 
calculate your total net capital gain or loss for the tax year after            
considering all of your other taxable transactions, as described below.         
In addition, the Trust may make distributions that represent a return of        
capital for tax purposes and thus will generally not be taxable to you.         
The tax status of your distributions from the Trust is not affected by          
whether you reinvest your distributions in additional Units or receive          
them in cash. The income from the Trust that you must take into account         
for federal income tax purposes is not reduced by amounts used to pay a         
deferred sales charge, if any. The tax laws may require you to treat            
distributions made to you in January as if you had received them on             
December 31 of the previous year.                                               

Under the "Health Care and Education Reconciliation Act of 2010," income        
from the Trust may also be subject to a new 3.8% "Medicare tax" imposed         
for taxable years beginning after 2012. This tax will generally apply to        
your net investment income if your adjusted gross income exceeds certain        
threshold amounts, which are $250,000 in the case of married couples            
filing joint returns and $200,000 in the case of single individuals.            

Dividends Received Deduction.                                                   

A corporation that owns Units generally will not be entitled to the             
dividends received deduction with respect to dividends received from the        
Trust because the dividends received deduction is generally not                 
available for distributions from regulated investment companies.                

Sale or Redemption of Units.                                                    

If you sell or redeem your Units, you will generally recognize a taxable        
gain or loss. To determine the amount of this gain or loss, you must            
subtract your tax basis in your Units from the amount you receive in the        
transaction. Your tax basis in your Units is generally equal to the cost        
of your Units, generally including sales charges. In some cases,                
however, you may have to adjust your tax basis after you purchase your          
Units.                                                                          

The information statement you receive in regard to the sale or                  
redemption of your Units may contain information about your basis in the        
Units and whether any gain or loss recognized by you should be                  
considered long-term or short-term capital gain. The information                
reported to you is based upon rules that do not take into consideration         
all facts that may be known to you or your advisors. You should consult         
with your tax advisors about any adjustments that may need to be made to        
the information reported to you.                                                

Capital Gains and Losses.                                                       

If you are an individual, the maximum marginal federal tax rate for net         
capital gain is generally 20% (generally 0% for certain taxpayers in the        
10% or 15% tax brackets). An additional 3.8% "Medicare tax" may also            
apply to gain from the sale or redemption of Units of the Trust, subject        
to the income thresholds as described above.                                    

Net capital gain equals net long-term capital gain minus net short-term         
capital loss for the taxable year. Capital gain or loss is long-term if         
the holding period for the asset is more than one year and is short-term        
if the holding period for the asset is one year or less. You must               
exclude the date you purchase your Units to determine your holding              
period. However, if you receive a capital gain dividend from the Trust          
and sell your Units at a loss after holding it for six months or less,          
the loss will be recharacterized as long-term capital loss to the extent        
of the capital gain dividend received. The tax rates for capital gains          
realized from assets held for one year or less are generally the same as        
for ordinary income. The Internal Revenue Code treats certain capital           
gains as ordinary income in special situations.                                 

Capital gain received from assets held for more than one year that is           
considered "unrecaptured section 1250 gain" is taxed at a maximum stated        
tax rate of 25%. In the case of capital gains dividends, the                    
determination of which portion of the capital gains dividend, if any, is        
subject to the 25% tax rate, will be made based on rules prescribed by          
the United States Treasury.                                                     

Deductibility of Trust Expenses.                                                

Expenses incurred and deducted by the Trust will generally not be               
treated as income taxable to you. In some cases, however, you may be            
required to treat your portion of these Trust expenses as income. In            
these cases you may be able to take a deduction for these expenses.             

Page 24                                                                         

However, certain miscellaneous itemized deductions, such as investment          
expenses, may be deducted by individuals only to the extent that all of         
these deductions exceed 2% of the individual's adjusted gross income.           
Also, certain individuals may also be subject to a phase-out of the             
deductibility of itemized deductions based upon their income.                   

Investments in Certain Foreign Corporations.                                    

If the Trust holds an equity interest in any "passive foreign investment        
companies" ("PFICs"), which are generally certain foreign corporations          
that receive at least 75% of their annual gross income from passive             
sources (such as interest, dividends, certain rents and royalties or            
capital gains) or that hold at least 50% of their assets in investments         
producing such passive income, the Trust could be subject to U.S.               
federal income tax and additional interest charges on gains and certain         
distributions with respect to those equity interests, even if all the           
income or gain is timely distributed to its Unit holders. Similarly, if         
the Trust invests in a fund (a "Portfolio Fund") that invests in PFICs,         
the Portfolio Fund may be subject to such taxes. The Trust will not be          
able to pass through to its Unit holders any credit or deduction for            
such taxes whenever the taxes are imposed at the Trust level or on a            
Portfolio Fund. The Trust (or the Portfolio Fund) may be able to make an        
election that could ameliorate these adverse tax consequences. In this          
case, the Trust (or the Portfolio Fund) would recognize as ordinary             
income any increase in the value of such PFIC shares, and as ordinary           
loss any decrease in such value to the extent it did not exceed prior           
increases included in income. Under this election, the Trust (or the            
Portfolio Fund) might be required to recognize in a year income in              
excess of its distributions from PFICs and its proceeds from                    
dispositions of PFIC stock during that year, and such income would              
nevertheless be subject to the distribution requirement and would be            
taken into account for purposes of the 4% excise tax. Dividends paid by         
PFICs will not be treated as qualified dividend income.                         

Foreign Investors.                                                              

If you are a foreign investor (i.e., an investor other than a U.S.              
citizen or resident or a U.S. corporation, partnership, estate or               
trust), you should be aware that, generally, subject to applicable tax          
treaties, distributions from the Trust will be characterized as                 
dividends for federal income tax purposes (other than dividends which           
the Trust properly reports as capital gain dividends) and will be               
subject to U.S. income taxes, including withholding taxes, subject to           
certain exceptions described below. However, except as described below,         
distributions received by a foreign investor from the Trust that are            
properly reported by such Trust as capital gain dividends may not be            
subject to U.S. federal income taxes, including withholding taxes,              
provided that the Trust makes certain elections and certain other               
conditions are met.                                                             

Distributions may be subject to a U.S. withholding tax of 30% in the            
case of distributions to or dispositions by (i) certain non-U.S.                
financial institutions that have not entered into an agreement with the         
U.S. Treasury to collect and disclose certain information and are not           
resident in a jurisdiction that has entered into such an agreement with         
the U.S. Treasury and (ii) certain other non-U.S. entities that do not          
provide certain certifications and information about the entity's U.S.          
owners. Dispositions of Units by such persons may be subject to such            
withholding after December 31, 2016.                                            

Foreign Tax Credit.                                                             

If at least 50% of the value of the total assets of the Trust (at the           
close of the taxable year) is represented by foreign securities or at           
least 50% of the value of the total assets of the Trust (at the close of        
each quarter of the taxable year) is represented by interests in other          
RICs, the tax statement that you receive may include an item showing            
foreign taxes the Trust paid to other countries. In this case, dividends        
taxed to you will include your share of the taxes the Trust paid to             
other countries. You may be able to deduct or receive a tax credit for          
your share of these taxes.                                                      

You should consult your tax advisor regarding potential foreign, state          
or local taxation with respect to your Units.                                   

Retirement Plans                      

You may purchase Units of the Trust for:                                        

-  Individual Retirement Accounts,                                              

-  Keogh Plans,                                                                 

-  Pension funds, and                                                           

-  Other tax-deferred retirement plans.                                         

Generally, the federal income tax on capital gains and income received          
in each of the above plans is deferred until you receive distributions.         
These distributions are generally treated as ordinary income but may, in        
some cases, be eligible for special averaging or tax-deferred rollover          
treatment. Before participating in a plan like this, you should review          
the tax laws regarding these plans and consult your attorney or tax             
advisor. Brokerage firms and other financial institutions offer these           
plans with varying fees and charges.                                            

Page 25                                                                         

Rights of Unit Holders                      

Unit Ownership.                                                                 

Ownership of Units will not be evidenced by certificates. If you                
purchase or hold Units through a broker/dealer or bank, your ownership          
of Units will be recorded in book-entry form at the Depository Trust            
Company ("DTC") and credited on its records to your broker/dealer's or          
bank's DTC account. If you purchase or hold FTPS Units, your ownership          
of FTPS Units will be recorded in book-entry form on the register of            
Unit holdings maintained by the FTPS Unit Servicing Agent. Transfer of          
Units will be accomplished by book entries made by DTC and its                  
participants if the Units are registered to DTC or its nominee, Cede &          
Co., or otherwise will be accomplished by book entries made by the FTPS         
Unit Servicing Agent, with respect to FTPS Units. DTC will forward all          
notices and credit all payments received in respect of the Units held by        
the DTC participants. You will receive written confirmation of your             
purchases and sales of Units from the broker/dealer or bank through             
which you made the transaction or from the FTPS Unit Servicing Agent if         
you purchased and hold FTPS Units. You may transfer your Units by               
contacting the broker/dealer or bank through which you hold your Units,         
or the FTPS Unit Servicing Agent, if you hold FTPS Units.                       

Unit Holder Reports.                                                            

The Trustee will prepare a statement detailing the per Unit amounts (if         
any) distributed from the Interest Account and Principal Account in             
connection with each distribution. In addition, at the end of each              
calendar year, the Trustee will prepare a statement which contains the          
following information:                                                          

- A summary of transactions in the Trust for the year;                          

- A list of any Securities sold during the year and the Securities held         
at the end of that year by the Trust;                                           

- The Redemption Price per Unit, computed on the 31st day of December of        
such year (or the last business day before); and                                

- Amounts of income and capital distributed during the year.                    

It is the responsibility of the entity through which you hold your Units        
to distribute these statements to you. In addition, you may also request        
from the Trustee copies of the evaluations of the Securities as prepared        
by the Evaluator to enable you to comply with applicable federal and            
state tax reporting requirements.                                               

Interest and Principal                      
Distributions                     

You will begin receiving distributions on your Units only after you             
become a Record Owner. The Trustee will credit interest received on the         
Trust's Securities to the Interest Account of the Trust. All other              
receipts, such as return of capital or capital gain dividends, are              
credited to the Principal Account of the Trust.                                 

After deducting the amount of accrued interest the Trustee advanced to          
us as Unit holder of record as of the First Settlement Date, the Trustee        
will distribute to Unit holders of record on the next and each following        
Distribution Record Date an amount substantially equal to their pro rata        
share of the balance of the Interest Account calculated on the basis of         
the interest accrued per Unit on the Securities from and including the          
preceding Distribution Record Date, after deducting estimated expenses.         
See "Summary of Essential Information" for the Trust. The amount of the         
initial distribution from the Interest Account will be prorated based on        
the number of days in the first payment period. Because interest is not         
received by the Trust at a constant rate throughout the year, the               
distributions you receive may be more or less than the amount credited          
to the Interest Account as of the Distribution Record Date. In order to         
minimize fluctuations in distributions, the Trustee is authorized to            
advance such amounts as may be necessary to provide distributions of            
approximately equal amounts. The Trustee will be reimbursed, without            
interest, for any such advances from funds in the Interest Account at           
the next Distribution Record Date to the extent funds available exceed          
the amount required for distribution. The Trustee will distribute               
amounts in the Principal Account on the twenty-fifth day of each month          
to Unit holders of record on the tenth day of each month provided the           
amount equals at least $1.00 per Unit. However, amounts in the Principal        
Account from the sale of Securities designated to meet redemptions of           
Units or pay expenses will not be distributed. If the Trustee does not          
have your TIN, it is required to withhold a certain percentage of your          
distribution and deliver such amount to the IRS. You may recover this           
amount by giving your TIN to the Trustee, or when you file a tax return.        
However, you should check your statements to make sure the Trustee has          
your TIN to avoid this "back-up withholding."                                   

Page 26                                                                         

Within a reasonable time after the Trust is terminated you will receive         
the pro rata share of the money from the disposition of the Securities.         

The Trustee may establish reserves (the "Reserve Account") within the           
Trust to cover anticipated state and local taxes or any governmental            
charges to be paid out of the Trust.                                            

Redeeming Your Units                      

You may redeem all or a portion of your Units at any time by sending a          
request for redemption to your broker/dealer or bank through which you          
hold your Units or to the FTPS Unit Servicing Agent, if you hold FTPS           
Units. No redemption fee will be charged, but you are responsible for           
any governmental charges that apply. Certain broker/dealers may charge a        
transaction fee for processing redemption requests. Three business days         
after the day you tender your Units (the "Date of Tender") you will             
receive cash in an amount for each Unit equal to the Redemption Price           
per Unit calculated at the Evaluation Time on the Date of Tender.               

The Date of Tender is considered to be the date on which your redemption        
request is received by the Trustee from the broker/dealer or bank               
through which you hold your Units, or, if you hold FTPS Units, the date         
the redemption request is received by the FTPS Unit Servicing Agent (if         
such day is a day the NYSE is open for trading). However, if the                
redemption request is received after 4:00 p.m. Eastern time (or after           
any earlier closing time on a day on which the NYSE is scheduled in             
advance to close at such earlier time), the Date of Tender is the next          
day the NYSE is open for trading.                                               

Any amounts paid on redemption representing interest will be withdrawn          
from the Interest Account if funds are available for that purpose, or           
from the Principal Account. All other amounts paid on redemption will be        
taken from the Principal Account. The IRS will require the Trustee to           
withhold a portion of your redemption proceeds if the Trustee does not          
have your TIN as generally discussed under "Interest and Principal              
Distributions."                                                                 

The Trustee may sell Securities in the Trust to make funds available for        
redemption. If Securities are sold, the size and diversification of the         
Trust will be reduced. These sales may result in lower prices than if           
the Securities were sold at a different time.                                   

Your right to redeem Units (and therefore, your right to receive                
payment) may be delayed:                                                        

- If the NYSE is closed (other than customary weekend and holiday               
closings);                                                                      

- If the SEC determines that trading on the NYSE is restricted or that          
an emergency exists making sale or evaluation of the Securities not             
reasonably practical; or                                                        

- For any other period permitted by SEC order.                                  

The Trustee is not liable to any person for any loss or damage which may        
result from such a suspension or postponement.                                  

The Redemption Price.                                                           

The Redemption Price per Unit is determined by the Trustee by:                  

adding                                                                          

1. cash in the Interest and Principal Accounts of the Trust not                 
designated to purchase Securities;                                              

2. the aggregate underlying value of the Securities held in the Trust; and      

3. accrued interest on the Securities; and                                      

deducting                                                                       

1. any applicable taxes or governmental charges that need to be paid out        
of the Trust;                                                                   

2. any amounts owed to the Trustee for its advances;                            

3. estimated accrued expenses of the Trust, if any;                             

4. cash held for distribution to Unit holders of record of the Trust as         
of the business day before the evaluation being made;                           

5. liquidation costs for foreign Securities, if any; and                        

6. other liabilities incurred by the Trust; and                                 

dividing                                                                        

1. the result by the number of outstanding Units of the Trust.                  

Until they are collected, the Redemption Price per Unit will include            
estimated organization costs as set forth under "Fee Table."                    

Removing Securities from the Trust                      

The portfolio of the Trust is not managed. However, we may, but are not         
required to, direct the Trustee to dispose of a Security in certain             
limited circumstances, including situations in which:                           

-  The issuer of the Security has defaulted in the payment of principal         
or interest on the Security;                                                    

-  Any action or proceeding seeking to restrain or enjoin the payment of        
principal or interest on the Security has been instituted;                      

Page 27                                                                         

-  There is any legal question or impediment affecting the Security;            

-  The issuer of the Security has breached a covenant which would affect        
the payment of principal or interest on the Security, the issuer's              
credit standing, or otherwise damage the sound investment character of          
the Security;                                                                   

-  The issuer has defaulted on the payment of any other of its                  
outstanding obligations;                                                        

- There has been a public tender offer made for a Security or a merger          
or acquisition is announced affecting a Security, and that in our               
opinion the sale or tender of the Security is in the best interest of           
Unit holders;                                                                   

-  The Security is the subject of an advanced refunding;                        

-  The sale of Securities is necessary or advisable (i) in order to             
maintain the qualification of the Trust as a "regulated investment              
company" or (ii) to provide funds to make any distribution for a taxable        
year in order to avoid imposition of any income or excise taxes on              
undistributed income in the Trust;                                              

-  Such factors arise which, in our opinion, adversely affect the tax or        
exchange control status of the Security;                                        

- As a result of the ownership of the Security, the Trust or its Unit           
holders would be a direct or indirect shareholder of a passive foreign          
investment company;                                                             

-  The price of the Security has declined to such an extent, or such            
other credit factors exist, that in our opinion keeping the Security            
would be harmful to the Trust; or                                               

- The sale of the Security is necessary for the Trust to comply with            
such federal and/or state securities laws, regulations and/or regulatory        
actions and interpretations which may be in effect from time to time.           

If a Security defaults in the payment of principal or interest and no           
provision for payment is made, the Trustee must notify us of this fact.         
If we fail to instruct the Trustee whether to sell or hold the Security         
within 30 days of our being notified, the Trustee may, in its                   
discretion, sell any defaulted Securities and will not be liable for any        
depreciation or loss incurred thereby.                                          

Except for instances in which the Trust acquires Replacement Securities         
as described in "The First Trust Combined Series," the Trust will               
generally not acquire any bonds or other property other than the                
Securities. The Trustee, on behalf of the Trust and at the direction of         
the Sponsor, will vote for or against any offer for new or exchanged            
bonds or property in exchange for a Security. In that regard, we may            
instruct the Trustee to accept such an offer or to take any other action        
with respect thereto as we may deem proper if the issuer is in default          
with respect to such Securities or in our written opinion the issuer            
will likely default in respect to such Securities in the foreseeable            
future. Any obligations received in exchange or substitution will be            
held by the Trustee subject to the terms and conditions in the Indenture        
to the same extent as Securities originally deposited in the Trust. We          
may get advice from the Portfolio Supervisor before reaching a decision         
regarding the receipt of new or exchange securities or property. The            
Trustee may retain and pay us or an affiliate of ours to act as agent           
for the Trust to facilitate selling Securities, exchanged bonds or              
property from the Trust. If we or our affiliate act in this capacity, we        
will be held subject to the restrictions under the 1940 Act. As                 
authorized by the Indenture, the Trustee may also employ a subsidiary or        
affiliate of the Trustee to act as broker in selling such Securities or         
property. The Trust will pay for these brokerage services at standard           
commission rates.                                                               

The Trustee may sell Securities designated by us, or, absent our                
direction, at its own discretion, in order to meet redemption requests          
or pay expenses. We will maintain a list with the Trustee of which              
Securities should be sold. We may consider sales of units of unit               
investment trusts which we sponsor in making recommendations to the             
Trustee on the selection of broker/dealers to execute the Trust's               
portfolio transactions, or when acting as agent for the Trust in                
acquiring or selling Securities on behalf of the Trust.                         

Amending or Terminating the Indenture                     

Amendments. The Indenture may be amended by us and the Trustee without          
your consent:                                                                   

- To cure ambiguities;                                                          

- To correct or supplement any defective or inconsistent provision;             

- To make any amendment required by any governmental agency; or                 

- To make other changes determined not to be adverse to your best               
interests (as determined by us and the Trustee).                                

Termination. As provided by the Indenture, the Trust will terminate upon        
the redemption, sale or other disposition of the last Security held in          

Page 28                                                                         

the Trust, but in no case later than the Termination Date as stated in          
the "Summary of Essential Information." The Trust may be terminated             
prior to the Termination Date:                                                  

- Upon the consent of 100% of the Unit holders of the Trust;                    

- If the value of the Securities owned by the Trust as shown by any             
evaluation is less than 20% of the aggregate principal amount of                
Securities deposited in the Trust during the initial offering period            
("Discretionary Liquidation Amount"); or                                        

- In the event that Units of the Trust not yet sold aggregating more            
than 60% of the Units of such Trust are tendered for redemption by              
underwriters, including the Sponsor.                                            

If the Trust is terminated due to this last reason, we will refund your         
entire sales charge. For various reasons, the Trust may be reduced below        
the Discretionary Liquidation Amount and could therefore be terminated          
before the Mandatory Termination Date.                                          

The Trustee will notify you of any termination prior to the Termination         
Date. You will receive a cash distribution from the sale of the                 
remaining Securities, along with your interest in the Interest and              
Principal Accounts of the Trust, within a reasonable time after the             
Trust is terminated. The sale of Securities upon termination may result         
in a lower sales price than might otherwise be realized if the sale were        
not required at that time. For this reason, among others, the amount            
realized by a Unit holder upon termination may be less than the                 
principal amount of Securities per Unit or value at the time of                 
purchase. The Trustee will deduct from the Trust any accrued costs,             
expenses, advances or indemnities provided for by the Indenture,                
including estimated compensation of the Trustee and costs of liquidation        
and any amounts required as a reserve to pay any taxes or other                 
governmental charges.                                                           

Information on the Sponsor, Trustee, FTPS Unit Servicing                      
Agent and Evaluator                     

The Sponsor.                                                                    

We, First Trust Portfolios L.P., specialize in the underwriting, trading        
and wholesale distribution of unit investment trusts under the "First           
Trust" brand name and other securities. An Illinois limited partnership         
formed in 1991, we took over the First Trust product line and act as            
Sponsor for successive series of:                                               

- The First Trust Combined Series                                               

- FT Series (formerly known as The First Trust                                  
Special Situations Trust)                                                       

- The First Trust Insured Corporate Trust                                       

- The First Trust of Insured Municipal Bonds                                    

- The First Trust GNMA                                                          

The First Trust product line commenced with the first insured unit              
investment trust in 1974. To date we have deposited more than $235              
billion in First Trust unit investment trusts. Our employees include a          
team of professionals with many years of experience in the unit                 
investment trust industry.                                                      

We are a member of FINRA and SIPC. Our principal offices are at 120 East        
Liberty Drive, Wheaton, Illinois 60187; telephone number 800-621-1675.          
As of December 31, 2013, the total consolidated partners' capital of            
First Trust Portfolios L.P. and subsidiaries was $56,474,953 (audited).         

This information refers only to us and not to the Trust or to any series        
of the Trust or to any other dealer. We are including this information          
only to inform you of our financial responsibility and our ability to           
carry out our contractual obligations. We will provide more detailed            
financial information on request.                                               

Code of Ethics. The Sponsor and the Trust have adopted a code of ethics         
requiring the Sponsor's employees who have access to information on             
Trust transactions to report personal securities transactions. The              
purpose of the code is to avoid potential conflicts of interest and to          
prevent fraud, deception or misconduct with respect to the Trust.               

The Trustee.                                                                    

The Trustee is The Bank of New York Mellon, a trust company organized           
under the laws of New York. The Bank of New York Mellon has its unit            
investment trust division offices at 101 Barclay Street, New York, New          
York 10286, telephone 800-813-3074. If you have questions regarding your        
account or your Trust, please contact the Trustee at its unit investment        
trust division offices or your financial adviser. The Sponsor does not          
have access to individual account information. The Bank of New York             
Mellon is subject to supervision and examination by the Superintendent          
of the New York State Department of Financial Services and the Board of         
Governors of the Federal Reserve System, and its deposits are insured by        
the Federal Deposit Insurance Corporation to the extent permitted by law.       

The Trustee has not participated in selecting the Securities; it only           
provides administrative services.                                               

The FTPS Unit Servicing Agent.                                                  

The FTPS Unit Servicing Agent is FTP Services LLC, an Illinois limited          
liability company formed in 2005 and an affiliate of the Sponsor. FTP           
Services LLC acts as record keeper, shareholder servicing agent and             

Page 29                                                                         

distribution agent for Units which are purchased and sold through the           
Fund/SERV(R) trading system or on a manual basis through FTP Services           
LLC. FTP Services LLC provides FTPS Units with administrative and               
distribution related services as described in this prospectus. The FTPS         
Unit Servicing Agent's address is 120 East Liberty Drive, Wheaton,              
Illinois 60187. If you have questions regarding the FTPS Units, you may         
call the FTPS Unit Servicing Agent at 800-621-1675, dept. code 1. The           
FTPS Unit Servicing Agent has not participated in selecting the                 
Securities; it only provides administrative services to the FTPS Units.         
Fund/SERV(R) is a service of National Securities Clearing Corporation, a        
subsidiary of The Depository Trust & Clearing Corporation.                      

Limitations of Liabilities of Sponsor, FTPS Unit Servicing Agent and            
Trustee.                                                                        

Neither we, the FTPS Unit Servicing Agent nor the Trustee will be liable        
for taking any action or for not taking any action in good faith                
according to the Indenture. We will also not be accountable for errors          
in judgment. We will only be liable for our own willful misfeasance, bad        
faith, gross negligence (ordinary negligence in the FTPS Unit Servicing         
Agent's and Trustee's case) or reckless disregard of our obligations and        
duties. The Trustee is not liable for any loss or depreciation when the         
Securities are sold. If we fail to act under the Indenture, the Trustee         
may do so, and the Trustee will not be liable for any action it takes in        
good faith under the Indenture.                                                 

The Trustee will not be liable for any taxes or other governmental              
charges or interest on the Securities which the Trustee may be required         
to pay under any present or future law of the United States or of any           
other taxing authority with jurisdiction. Also, the Indenture states            
other provisions regarding the liability of the Trustee.                        

If we do not perform any of our duties under the Indenture or are not           
able to act or become bankrupt, or if our affairs are taken over by             
public authorities, then the Trustee may:                                       

- Appoint a successor sponsor, paying them a reasonable rate not more           
than that stated by the SEC;                                                    

- Terminate the Indenture and liquidate the Trust; or                           

- Continue to act as Trustee without terminating the Indenture.                 

The Evaluator.                                                                  

The Evaluator is First Trust Advisors L.P., an Illinois limited                 
partnership formed in 1991 and an affiliate of the Sponsor. The                 
Evaluator's address is 120 East Liberty Drive, Wheaton, Illinois 60187.         

The Trustee, Sponsor, the FTPS Unit Servicing Agent and Unit holders may        
rely on the accuracy of any evaluation prepared by the Evaluator. The           
Evaluator will make determinations in good faith based upon the best            
available information, but will not be liable to the Trustee, Sponsor,          
the FTPS Unit Servicing Agent or Unit holders for errors in judgment.           

Other Information                     

Legal Opinions.                                                                 

Our counsel is Chapman and Cutler LLP, 111 W. Monroe St., Chicago,              
Illinois 60603. They have passed upon the legality of the Units offered         
hereby and certain matters relating to federal tax law. Carter, Ledyard         
& Milburn LLP acts as the Trustee's counsel.                                    

Experts.                                                                        

The Trust's statement of net assets, including the schedule of                  
investments, as of the opening of business on the Initial Date of               
Deposit included in this prospectus, has been audited by Deloitte &             
Touche LLP, an independent registered public accounting firm, as stated         
in their report appearing herein, and is included in reliance upon the          
report of such firm given upon their authority as experts in accounting         
and auditing.                                                                   

Supplemental Information.                                                       

If you write or call the Sponsor, you will receive free of charge               
supplemental information about this Series, which has been filed with           
the SEC and to which we have referred throughout. This information              
states more specific risk information about the Trust.                          

Description of Bond Ratings*                      

* As published by Standard & Poor's.        

Standard & Poor's.                                                              

A Standard & Poor's issue credit rating is a forward-looking opinion            
about the creditworthiness of an obligor with respect to a specific             
financial obligation, a specific class of financial obligations, or a           
specific financial program (including ratings on medium-term note               
programs and commercial paper programs). It takes into consideration the        

Page 30                                                                         

creditworthiness of guarantors, insurers, or other forms of credit              
enhancement on the obligation and takes into account the currency in            
which the obligation is denominated. The opinion reflects Standard &            
Poor's view of the obligor's capacity and willingness to meet its               
financial commitments as they come due, and may assess terms, such as           
collateral security and subordination, which could affect ultimate              
payment in the event of default.                                                

Issue credit ratings can be either long-term or short-term. Short-term          
ratings are generally assigned to those obligations considered short-           
term in the relevant market. In the United States, for example, that            
means obligations with an original maturity of no more than 365 days-           
including commercial paper. Short-term ratings are also used to indicate        
the creditworthiness of an obligor with respect to put features on long-        
term obligations. The result is a dual rating, in which the short-term          
rating addresses the put feature, in addition to the usual long-term            
rating. Medium-term notes are assigned long-term ratings.                       

Long-Term Issue Credit Ratings.                                                 

Issue credit ratings are based, in varying degrees, on the following            
considerations:                                                                 

1. Likelihood of payment: capacity and willingness of the obligor to            
meet its financial commitment on an obligation in accordance with the           
terms of the obligation;                                                        

2. Nature of and provisions of the obligation;                                  

3. Protection afforded by, and relative position of, the obligation in          
the event of bankruptcy, reorganization, or other arrangement under the         
laws of bankruptcy and other laws affecting creditors' rights.                  

The issue rating definitions are an assessment of default risk, but may         
incorporate an assessment of relative seniority or ultimate recovery in         
the event of default. Junior obligations are typically rated lower than         
senior obligations, to reflect the lower priority in bankruptcy, as             
noted above. (Such differentiation may apply when an entity has both            
senior and subordinated obligations, secured and unsecured obligations,         
or operating company and holding company obligations.)                          

AAA An obligation rated "AAA" has the highest rating assigned by                
Standard & Poor's. The obligor's capacity to meet its financial                 
commitment on the obligation is extremely strong.                               

AA  An obligation rated "AA" differs from the highest rated obligations         
only to a small degree. The obligor's capacity to meet its financial            
commitment on the obligation is very strong.                                    

A   An obligation rated "A" is somewhat more susceptible to the adverse         
effects of changes in circumstances and economic conditions than                
obligations in higher rated categories. However, the obligor's capacity         
to meet its financial commitment on the obligation is still strong.             

BBB An obligation rated "BBB" exhibits adequate protection parameters.          
However, adverse economic conditions or changing circumstances are more         
likely to lead to a weakened capacity of the obligor to meet its                
financial commitment on the obligation.                                         

Obligations rated "BB," "B," "CCC," "CC" and "C" are regarded as having         
significant speculative characteristics. "BB" indicates the least degree        
of speculation and "C" the highest. While such obligations will likely          
have some quality and protective characteristics, these may be                  
outweighed by large uncertainties or major exposures to adverse                 
conditions.                                                                     

BB  An obligation rated "BB" is less vulnerable to nonpayment than other        
speculative issues. However, it faces major ongoing uncertainties or            
exposure to adverse business, financial, or economic conditions which           
could lead to the obligor's inadequate capacity to meet its financial           
commitment on the obligation.                                                   

B   An obligation rated "B" is more vulnerable to nonpayment than               
obligations rated "BB," but the obligor currently has the capacity to           
meet its financial commitment on the obligation. Adverse business,              
financial, or economic conditions will likely impair the obligor's              
capacity or willingness to meet its financial commitment on the                 
obligation.                                                                     

CCC An obligation rated "CCC" is currently vulnerable to nonpayment, and        
is dependent upon favorable business, financial, and economic conditions        
for the obligor to meet its financial commitment on the obligation. In          
the event of adverse business, financial, or economic conditions, the           
obligor is not likely to have the capacity to meet its financial                
commitment on the obligation.                                                   

CC  An obligation rated "CC" is currently highly vulnerable to nonpayment.      

C   A "C" rating is assigned to obligations that are currently highly           
vulnerable to nonpayment, obligations that have payment arrearages              
allowed by the terms of the documents, or obligations of an issuer that         
is the subject of a bankruptcy petition or similar action which have not        
experienced a payment default. Among others, the "C" rating may be              
assigned to subordinated debt, preferred stock or other obligations on          
which cash payments have been suspended in accordance with the                  

Page 31                                                                         

instrument's terms or when preferred stock is the subject of a                  
distressed exchange offer, whereby some or all of the issue is either           
repurchased for an amount of cash or replaced by other instruments              
having a total value that is less than par.                                     

D   An obligation rated "D" is in payment default. The "D" rating               
category is used when payments on an obligation are not made on the date        
due, unless Standard & Poor's believes that such payments will be made          
within five business days, irrespective of any grace period. The "D"            
rating also will be used upon the filing of a bankruptcy petition or the        
taking of a similar action if payments on an obligation are jeopardized.        
An obligation's rating is lowered to "D" upon completion of a distressed        
exchange offer, whereby some or all of the issue is either repurchased          
for an amount of cash or replaced by other instruments having a total           
value that is less than par.                                                    

Plus(+) or Minus(-): The ratings from "AA" to "CCC" may be modified by          
the addition of a plus or minus sign to show relative standing within           
the major rating categories.                                                    

Expected Ratings are designated on the "Schedule of Investments" by an          
"(e)" after the rating code. Expected Ratings are intended to anticipate        
S&P's forthcoming rating assignments. Expected Ratings are generated by         
Bloomberg based on sources it considers reliable or established S&P             
rating practices. Expected Ratings exist only until S&P assigns a rating        
to the issue.                                                                   

"NR" indicates that no rating has been requested, that there is                 
insufficient information on which to base a rating, or that Standard &          
Poor's does not rate a particular obligation as a matter of policy.             

Disclaimer Notice. This may contain information obtained from third             
parties, including ratings from credit ratings agencies such as Standard        
& Poor's. Reproduction and distribution of third party content in any           
form is prohibited except with the prior written permission of the              
related third party. Third party content providers do not guarantee the         
accuracy, completeness, timeliness or availability of any information,          
including ratings, and are not responsible for any errors or omissions          
(negligent or otherwise), regardless of the cause, or for the results           
obtained from the use of such content. THIRD PARTY CONTENT PROVIDERS            
GIVE NO EXPRESS OR IMPLIED WARRANTIES, INCLUDING, BUT NOT LIMITED TO,           
ANY WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR        
USE. THIRD PARTY CONTENT PROVIDERS SHALL NOT BE LIABLE FOR ANY DIRECT,          
INDIRECT, INCIDENTAL, EXEMPLARY, COMPENSATORY, PUNITIVE, SPECIAL OR             
CONSEQUENTIAL DAMAGES, COSTS, EXPENSES, LEGAL FEES, OR LOSSES (INCLUDING        
LOST INCOME OR PROFITS AND OPPORTUNITY COSTS OR LOSSES CAUSED BY                
NEGLIGENCE) IN CONNECTION WITH ANY USE OF THEIR CONTENT, INCLUDING              
RATINGS. Credit ratings are statements of opinions and are not                  
statements of fact or recommendations to purchase, hold or sell                 
securities. They do not address the suitability of securities or the            
suitability of securities for investment purposes, and should not be            
relied on as investment advice.                                                 

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Page 35                                                                         

First Trust(R)

THE FIRST TRUST(R) COMBINED SERIES 462
INVESTMENT GRADE MULTI-ASSET INCOME PORTFOLIO, 10-20 YEAR, SERIES 15

Sponsor:        

FIRST TRUST PORTFOLIOS L.P.       

First Trust Portfolios L.P.       
Member SIPC o Member FINRA        
120 East Liberty Drive        
Wheaton, Illinois 60187       
800-621-1675        

FTPS Unit Servicing Agent:               Trustee:                         

FTP Services LLC           The Bank of New York Mellon          

120 East Liberty Drive            101 Barclay Street                  
Wheaton, Illinois 60187        New York, New York 10286               
800-621-1675, dept. code 1             800-813-3074                       
                 24-Hour Pricing Line:
                800-446-0132
                 Please refer to the "Summary of Essential
                Information" for the Product Code.

________________________

When Units of the Trust are no longer available, this prospectus may be 
used as a preliminary prospectus
for a future series, in which case you should note the following: 

THE INFORMATION IN THE PROSPECTUS IS NOT COMPLETE AND MAY BE CHANGED. WE
MAY NOT SELL, OR ACCEPT OFFERS TO BUY, SECURITIES OF A FUTURE SERIES
UNTIL THAT SERIES HAS BECOME EFFECTIVE WITH THE SECURITIES AND EXCHANGE 
COMMISSION. NO SECURITIES CAN BE SOLD IN ANY STATE WHERE A SALE WOULD BE
ILLEGAL.

________________________

This prospectus contains information relating to the above-mentioned
unit investment trust, but does not contain all of the information about
this investment company as filed with the SEC in Washington, D.C. under 
the:

-Securities Act of 1933 (file no. 333- ) and

-Investment Company Act of 1940 (file no. 811-2541) 

Information about the Trust, including its Code of Ethics, can be 
reviewed and copied at the SEC's Public Reference Room in Washington
D.C. Information regarding the operation of the SEC's Public Reference
Room may be obtained by calling the SEC at 202-942-8090.

Information about the Trust is available on the EDGAR Database on the 
SEC's Internet site at
http://www.sec.gov. 

To obtain copies at prescribed rates -        

Write: Public Reference Section of the SEC
100 F Street, N.E.          
Washington, D.C. 20549      
e-mail address: publicinfo@sec.gov                          

October __, 2014

PLEASE RETAIN THIS PROSPECTUS FOR FUTURE REFERENCE

Page 36                                                                         

First Trust(R)

The First Trust(R) Combined Series

Information Supplement

This Information Supplement provides additional information concerning          
the structure, operations and risks of the unit investment trust                
contained in The First Trust Combined Series 462 not found in the               
prospectus for the Trust. This Information Supplement is not a                  
prospectus and does not include all of the information that you should          
consider before investing in the Trust. This Information Supplement             
should be read in conjunction with the prospectus for the Trust in which        
you are considering investing.                                                  

This Information Supplement is dated October __, 2014. Capitalized terms        
have been defined in the prospectus.                                            

Table of Contents 

Risk Factors                                                   1                
Securities                                                  1             
Foreign Issuers                                             3             
Emerging Markets                                            4             
Municipal Securities                                           5                
Education Revenue Securities                                5             
Health Care Revenue Securities                              5             
Industrial Revenue Securities                               5             
Lease Obligation Revenue Securities                         6             
Multi-Family Mortgage Revenue Securities                    6             
Resource Recovery Facility Revenue Securities               6             
Single Family Mortgage Revenue Securities                   6             
Special Tax Revenue Securities                              7             
Tax Allocation Revenue Securities                           7             
Transportation Facility Revenue Securities                  7             
Utility Revenue Securities                                  7             
Water and Sewerage Revenue Securities                       8             
Discount Securities                                         8             
Original Issue Discount Securities                          8             
Premium Securities                                          8             
When Issued Securities                                      8             
Zero Coupon Securities                                      9             

Risk Factors                                                                    

The Trust will invest most of its net assets in securities issued by or         
on behalf of (or in certificates of participation in lease-purchase             
obligations of) certain states or United States Territories. The Trust          
is therefore susceptible to general or particular economic, political or        
regulatory factors that may affect issuers of such obligations. The             
following information constitutes only a brief summary of some of the           
many complex factors that may have an effect. The information does not          
apply to "conduit" obligations on which the public issuer itself has no         
financial responsibility. This information is derived from official             
statements of certain national issuers published in connection with             
their issuance of securities and from other publicly available                  
information, and is believed to be accurate. No independent verification        
has been made of any of the following information.                              

The timely payment of principal of and interest on certain of the               
Securities may be guaranteed by bond insurance purchased by certain of          
the issuers or other parties.                                                   

Securities. The Trust may consist of Securities which, in many cases, do        
not have the benefit of covenants which would prevent the issuer from           
engaging in capital restructurings or borrowing transactions in                 
connection with corporate acquisitions, leveraged buyouts or                    
restructurings which could have the effect of reducing the ability of           
the issuer to meet its debt obligations and might result in the ratings         
of the Securities and the value of the underlying Trust portfolio being         
reduced.                                                                        

Page 1                                                                          

Certain of the Securities in the Trust may have been acquired at a              
market discount from par value at maturity. The coupon interest rates on        
the discount Securities at the time they were purchased and deposited in        
the Trust were lower than the current market interest rates for newly           
issued Securities of comparable rating and type. If such interest rates         
for newly issued comparable Securities increase, the market discount of         
previously issued Securities will become greater, and if such interest          
rates for newly issued comparable Securities decline, the market                
discount of previously issued Securities will be reduced, other things          
being equal. Investors should also note that the value of Securities            
purchased at a market discount will increase in value faster than               
Securities purchased at a market premium if interest rates decrease.            
Conversely, if interest rates increase, the value of Securities                 
purchased at a market discount will decrease faster than Securities             
purchased at a market premium. In addition, if interest rates rise, the         
prepayment risk of higher yielding, premium Securities and the                  
prepayment benefit for lower yielding, discount Securities will be              
reduced. A discount Security held to maturity will have a larger portion        
of its total return in the form of capital gain and less in the form of         
interest income than a comparable Security newly issued at current              
market rates. Market discount attributable to interest changes does not         
indicate a lack of market confidence in the issue. Neither the Sponsor          
nor the Trustee shall be liable in any way for any default, failure or          
defect in any of the Securities.                                                

Certain of the Securities in the Trust may be original issue discount           
Securities or zero coupon Securities. Under current law, the original           
issue discount, which is the difference between the stated redemption           
price at maturity and the issue price of the Securities, is deemed to           
accrue on a daily basis and the accrued portion is treated as interest          
income for Federal income tax purposes. On sale or redemption, any gain         
realized that is in excess of the earned portion of original issue              
discount will be taxable as capital gain unless the gain is attributable        
to market discount in which case the accretion of market discount is            
taxable as ordinary income. See "Tax Status" in the prospectus. The             
current value of an original discount Security reflects the present             
value of its stated redemption price at maturity. The market value tends        
to increase in greater increments as the Securities approach maturity.          
The effect of owning deep discount zero coupon Securities which do not          
make current interest payments is that a fixed yield is earned not only         
on the original investment, but also, in effect, on all earnings during         
the life of the discount obligation. This implicit reinvestment of              
earnings at the same rate eliminates the risk of being unable to                
reinvest the income on such obligations at a rate as high as the                
implicit yield on the discount obligation, but at the same time                 
eliminates the holder's ability to reinvest at higher rates in the              
future. For this reason, the zero coupon Securities are subject to              
substantially greater price fluctuations during periods of changing             
interest rates than are securities of comparable quality which make             
regular interest payments.                                                      

Certain of the Securities in the Trust may have been acquired at a              
market premium from par value at maturity. The coupon interest rates on         
the premium Securities at the time they were purchased and deposited in         
the Trust were higher than the current market interest rates for newly          
issued Securities of comparable rating and type. If such interest rates         
for newly issued and otherwise comparable Securities decrease, the              
market premium of previously issued Securities will be increased, and if        
such interest rates for newly issued comparable Securities increase, the        
market premium of previously issued Securities will be reduced, other           
things being equal. The current returns of Securities trading at a              
market premium are initially higher than the current returns of                 
comparable Securities of a similar type issued at currently prevailing          
interest rates because premium Securities tend to decrease in market            
value as they approach maturity when the face amount becomes payable.           
Because part of the purchase price is thus returned not at maturity but         
through current income payments, early redemption of a premium Security         
at par or early prepayments of principal will result in a reduction in          
yield. Redemption pursuant to call provisions generally will, and               
redemption pursuant to sinking fund provisions may, occur at times when         
the redeemed Securities have an offering side valuation which represents        
a premium over par or for original issue discount Securities a premium          
over the accreted value. To the extent that the Securities were                 
deposited in the Trust at a price higher than the price at which they           
are redeemed, this will represent a loss of capital when compared to the        
original Public Offering Price of the Units. Because premium Securities         
generally pay a higher rate of interest than Securities priced at or            
below par, the effect of the redemption of premium Securities would be          
to reduce Estimated Net Annual Unit Income by a greater percentage than         
the par amount of such Securities bears to the total par amount of              
Securities in the Trust. Although the actual impact of any such                 
redemptions that may occur will depend upon the specific Securities that        
are redeemed, it can be anticipated that the Estimated Net Annual Unit          
Income will be significantly reduced after the dates on which such              
Securities are eligible for redemption.                                         

Because certain of the Securities may from time to time under certain           
circumstances be sold or redeemed or will mature in accordance with             
their terms and because the proceeds from such events will be                   

Page 2                                                                          

distributed to Unit holders and will not be reinvested, no assurance can        
be given that the Trust will retain for any length of time its present          
size and composition. Neither the Sponsor nor the Trustee shall be              
liable in any way for any default, failure or defect in any Security.           
Certain of the Securities contained in the Trust may be subject to being        
called or redeemed in whole or in part prior to their stated maturities         
pursuant to optional redemption provisions, sinking fund provisions or          
otherwise. A Security subject to optional call is one which is subject          
to redemption or refunding prior to maturity at the option of the               
issuer. A refunding is a method by which a Security issue is redeemed,          
at or before maturity, by the proceeds of a new Security issue. A               
Security subject to sinking fund redemption is one which is subject to          
partial call from time to time at par or from a fund accumulated for the        
scheduled retirement of a portion of an issue prior to maturity. The            
exercise of redemption or call provisions will (except to the extent the        
proceeds of the called Securities are used to pay for Unit redemptions)         
result in the distribution of principal and may result in a reduction in        
the amount of subsequent interest distributions; it may also affect the         
Estimated Long-Term Return and the Estimated Current Return on Units of         
the Trust. Redemption pursuant to call provisions is more likely to             
occur, and redemption pursuant to sinking fund provisions may occur,            
when the Securities have an offering side valuation which represents a          
premium over par or for original issue discount Securities a premium            
over the accreted value. Unit holders may recognize capital gain or loss        
upon any redemption or call.                                                    

The contracts to purchase Securities delivered to the Trustee represent         
obligations by issuers or dealers to deliver Securities to the Sponsor          
for deposit in the Trust. Contracts are typically settled and the               
Securities delivered within a few business days subsequent to the               
Initial Date of Deposit. The percentage of the aggregate principal              
amount of the Securities of the Trust relating to "when, as and if              
issued" Securities or other Securities with delivery dates after the            
date of settlement for a purchase made on the Initial Date of Deposit,          
if any, is indicated in the section entitled "Schedule of Investments"          
in the prospectus. Interest on "when, as and if issued" and delayed             
delivery Securities begins accruing to the benefit of Unit holders on           
their dates of delivery. Because "when, as and if issued" Securities            
have not yet been issued, as of the Initial Date of Deposit the Trust           
are subject to the risk that the issuers thereof might decide not to            
proceed with the offering of such Securities or that the delivery of            
such Securities or the delayed delivery Securities may be delayed. If           
such Securities or replacement Securities are not acquired by the Trust         
or if their delivery is delayed, the Estimated Long-Term Return and the         
Estimated Current Return shown in the prospectus may be reduced.                

Foreign Issuers. Since certain of the Securities included in the Trust          
consist of the corporate debt obligation of a foreign issuer, an                
investment in the Trust involves certain investment risks that are              
different in some respects from an investment in a trust which invests          
entirely in the securities of domestic issuers. These investment risks          
include future political or governmental restrictions which might               
adversely affect the payment or receipt of payment of dividends on the          
relevant Securities, the possibility that the financial condition of the        
issuers of the Securities may become impaired or that the general               
condition of the relevant stock market may worsen (both of which would          
contribute directly to a decrease in the value of the Securities and            
thus in the value of the Units), the limited liquidity and relatively           
small market capitalization of the relevant securities market,                  
expropriation or confiscatory taxation, economic uncertainties and              
foreign currency devaluations and fluctuations. In addition, for foreign        
issuers that are not subject to the reporting requirements of the               
Securities Exchange Act of 1934, as amended, there may be less publicly         
available information than is available from a domestic issuer. Also,           
foreign issuers are not necessarily subject to uniform accounting,              
auditing and financial reporting standards, practices and requirements          
comparable to those applicable to domestic issuers. The securities of           
many foreign issuers are less liquid and their prices more volatile than        
securities of comparable domestic issuers. In addition, fixed brokerage         
commissions and other transaction costs on foreign securities exchanges         
are generally higher than in the United States and there is generally           
less government supervision and regulation of exchanges, brokers and            
issuers in foreign countries than there is in the United States.                
However, due to the nature of the issuers of the Securities selected for        
the Trust, the Sponsor believes that adequate information will be               
available to allow the Supervisor to provide portfolio surveillance for         
the Trust.                                                                      

Securities issued by non-U.S. issuers generally pay dividends in foreign        
currencies and are principally traded in foreign currencies. Therefore,         
there is a risk that the U.S. dollar value of these securities will vary        
with fluctuations in the U.S. dollar foreign exchange rates for the             
various Securities.                                                             

On the basis of the best information available to the Sponsor at the            
present time, none of the Securities in the Trust are subject to                
exchange control restrictions under existing law which would materially         
interfere with payment to the Trust of dividends due on, or proceeds            
from the sale of, the Securities. However, there can be no assurance            

Page 3                                                                          

that exchange control regulations might not be adopted in the future            
which might adversely affect payment to the Trust. The adoption of              
exchange control regulations and other legal restrictions could have an         
adverse impact on the marketability of international securities in the          
Trust and on the ability of the Trust to satisfy its obligation to              
redeem Units tendered to the Trustee for redemption. In addition,               
restrictions on the settlement of transactions on either the purchase or        
sale side, or both, could cause delays or increase the costs associated         
with the purchase and sale of the foreign Securities and correspondingly        
could affect the price of the Units.                                            

Investors should be aware that it may not be possible to buy all                
Securities at the same time because of the unavailability of any                
Security, and restrictions applicable to the Trust relating to the              
purchase of a Security by reason of the federal securities laws or              
otherwise.                                                                      

Foreign securities generally have not been registered under the                 
Securities Act of 1933 and may not be exempt from the registration              
requirements of such Act. Sales of non-exempt Securities by the Trust in        
the United States securities markets are subject to severe restrictions         
and may not be practicable. Accordingly, sales of these Securities by           
the Trust will generally be effected only in foreign securities markets.        
Although the Sponsor does not believe that the Trust will encounter             
obstacles in disposing of the Securities, investors should realize that         
the Securities may be traded in foreign countries where the securities          
markets are not as developed or efficient and may not be as liquid as           
those in the United States. The value of the Securities will be                 
adversely affected if trading markets for the Securities are limited or         
absent.                                                                         

Emerging Markets. An investment in Units of the Trust should be made            
with an understanding of the risks inherent with investing in certain           
smaller and emerging markets. Compared to more mature markets, some             
emerging markets may have a low level of regulation, enforcement of             
regulations and monitoring of investors' activities. Those activities           
may include practices such as trading on material non-public                    
information. The securities markets of developing countries are not as          
large as the more established securities markets and have substantially         
less trading volume, resulting in a lack of liquidity and high price            
volatility. There may be a high concentration of market capitalization          
and trading volume in a small number of issuers representing a limited          
number of industries as well as a high concentration of investors and           
financial intermediaries. These factors may adversely affect the timing         
and pricing of the acquisition or disposal of securities.                       

In certain emerging markets, registrars are not subject to effective            
government supervision nor are they always independent from issuers. The        
possibility of fraud, negligence, undue influence being exerted by the          
issuer or refusal to recognize ownership exists, which, along with other        
factors, could result in the registration of a shareholding being               
completely lost. Investors should therefore be aware that the Trust             
could suffer loss arising from these registration problems. In addition,        
the legal remedies in emerging markets are often more limited than the          
remedies available in the United States.                                        

Practices pertaining to the settlement of securities transactions in            
emerging markets involve higher risks than those in developed markets,          
in large part because of the need to use brokers and counterparties who         
are less well capitalized, and custody and registration of assets in            
some countries may be unreliable. As a result, brokerage commissions and        
other fees are generally higher in emerging markets and the procedures          
and rules governing foreign transactions and custody may involve delays         
in payment, delivery or recovery of money or investments. Delays in             
settlement could result in investment opportunities being missed if the         
trust is unable to acquire or dispose of a security. Certain foreign            
investments may also be less liquid and more volatile than U.S.                 
investments, which may mean at times that such investments are unable to        
be sold at desirable prices.                                                    

Political and economic structures in emerging markets often change              
rapidly, which may cause instability. In adverse social and political           
circumstances, governments have been involved in policies of                    
expropriation, confiscatory taxation, nationalization, intervention in          
the securities market and trade settlement, and imposition of foreign           
investment restrictions and exchange controls, and these could be               
repeated in the future. In addition to withholding taxes on investment          
income, some governments in emerging markets may impose different               
capital gains taxes on foreign investors. Foreign investments may also          
be subject to the risks of seizure by a foreign government and the              
imposition of restrictions on the exchange or export of foreign                 
currency. Additionally, some governments exercise substantial influence         
over the private economic sector and the political and social                   
uncertainties that exist for many developing countries are considerable.        

Another risk common to most developing countries is that the economy is         
heavily export oriented and, accordingly, is dependent upon                     
international trade. The existence of overburdened infrastructures and          
obsolete financial systems also presents risks in certain countries, as         
do environmental problems. Certain economies also depend to a large             
degree upon exports of primary commodities and, therefore, are                  
vulnerable to changes in commodity prices which, in turn, may be                
affected by a variety of factors.                                               

Page 4                                                                          

Municipal Securities                                                            

Bonds held directly by the Trust, or bonds held by Closed-End Funds or          
ETFs in which the Trust invests, may be general obligations of a                
governmental entity that are backed by the taxing power of such entity.         
All other Municipal Bonds in the Trust are revenue bonds payable from           
the income of a specific project or authority and are not supported by          
the issuer's power to levy taxes. General obligation bonds are secured          
by the issuer's pledge of its faith, credit and taxing power for the            
payment of principal and interest. Revenue bonds, on the other hand, are        
payable only from the revenues derived from a particular facility or            
class of facilities or, in some cases, from the proceeds of a special           
excise tax or other specific revenue source. There are, of course,              
variations in the security of the different bonds in the funds, both            
within a particular classification and between classifications,                 
depending on numerous factors. A description of certain types of revenue        
bonds follows.                                                                  

Education Revenue Securities. Certain of the bonds may be obligations of        
issuers which are, or which govern the operation of, schools, colleges          
and universities and whose revenues are derived mainly from ad valorem          
taxes, or for higher education systems, from tuition, dormitory                 
revenues, grants and endowments. General problems relating to school            
bonds include litigation contesting the state constitutionality of              
financing public education in part from ad valorem taxes, thereby               
creating a disparity in educational funds available to schools in               
wealthy areas and schools in poor areas. Litigation or legislation on           
this issue may affect the sources of funds available for the payment of         
school bonds in the Trusts. General problems relating to college and            
university obligations would include the prospect of a declining                
percentage of the population consisting of "college" age individuals,           
possible inability to raise tuitions and fees sufficiently to cover             
increased operating costs, the uncertainty of continued receipt of              
Federal grants and state funding and new government legislation or              
regulations which may adversely affect the revenues or costs of such            
issuers. All of such issuers have been experiencing certain of these            
problems in varying degrees.                                                    

Health Care Revenue Securities. Certain of the bonds may be health care         
revenue bonds. Ratings of bonds issued for health care facilities are           
sometimes based on feasibility studies that contain projections of              
occupancy levels, revenues and expenses. A facility's gross receipts and        
net income available for debt service may be affected by future events          
and conditions including among other things, demand for services, the           
ability of the facility to provide the services required, physicians'           
confidence in the facility, management capabilities, competition with           
other hospitals, efforts by insurers and governmental agencies to limit         
rates, legislation establishing state rate-setting agencies, expenses,          
government regulation, the cost and possible unavailability of                  
malpractice insurance and the termination or restriction of governmental        
financial assistance, including that associated with Medicare, Medicaid         
and other similar third party payor programs. Pursuant to recent Federal        
legislation, Medicare reimbursements are currently calculated on a              
prospective basis utilizing a single nationwide schedule of rates. Prior        
to such legislation Medicare reimbursements were based on the actual            
costs incurred by the health facility. The current legislation may              
adversely affect reimbursements to hospitals and other facilities for           
services provided under the Medicare program.                                   

Industrial Revenue Securities. Certain of the bonds may be industrial           
revenue bonds ("IRBs"), including pollution control revenue bonds, which        
are taxable or tax-exempt securities issued by states, municipalities,          
public authorities or similar entities to finance the cost of acquiring,        
constructing or improving various industrial projects. These projects           
are usually operated by corporate entities. Issuers are obligated only          
to pay amounts due on the IRBs to the extent that funds are available           
from the unexpended proceeds of the IRBs or receipts or revenues of the         
issuer under an arrangement between the issuer and the corporate                
operator of a project. The arrangement may be in the form of a lease,           
installment sale agreement, conditional sale agreement or loan                  
agreement, but in each case the payments to the issuer are designed to          
be sufficient to meet the payments of amounts due on the IRBs.                  
Regardless of the structure, payment of IRBs is solely dependent upon           
the creditworthiness of the corporate operator of the project or                
corporate guarantor. Corporate operators or guarantors may be affected          
by many factors which may have an adverse impact on the credit quality          
of the particular company or industry. These include cyclicality of             
revenues and earnings, regulatory and environmental restrictions,               
litigation resulting from accidents or environmentally-caused illnesses,        
extensive competition and financial deterioration resulting from a              
complete restructuring pursuant to a leveraged buy-out, takeover or             
otherwise. Such a restructuring may result in the operator of a project         
becoming highly leveraged which may impact on such operator's                   
creditworthiness, which in turn would have an adverse impact on the             

Page 5                                                                          

rating and/or market value of such bonds. Further, the possibility of           
such a restructuring may have an adverse impact on the market for and           
consequently the value of such bonds, even though no actual takeover or         
other action is ever contemplated or affected. The IRBs in a fund may be        
subject to special or extraordinary redemption provisions which may             
provide for redemption at par or, with respect to original issue                
discount bonds, at issue price plus the amount of original issue                
discount accreted to the redemption date plus, if applicable, a premium.        
The Sponsor cannot predict the causes or likelihood of the redemption of        
IRBs or other bonds in the funds prior to the stated maturity of such           
bonds.                                                                          

Lease Obligation Revenue Securities. Certain of the bonds may be lease          
obligations issued for the most part by governmental authorities that           
have no taxing power or other means of directly raising revenues.               
Rather, the governmental authorities are financing vehicles created             
solely for the construction of buildings (schools, administrative               
offices, convention centers and prisons, for example) or the purchase of        
equipment (police cars and computer systems, for example) that will be          
used by a state or local government (the "lessee"). Thus, these                 
obligations are subject to the ability and willingness of the lessee            
government to meet its lease rental payments which include debt service         
on the obligations. Lease obligations are subject, in almost all cases,         
to the annual appropriation risk, i.e., the lessee government is not            
legally obligated to budget and appropriate for the rental payments             
beyond the current fiscal year. These obligations are also subject to           
construction and abatement risk in many states-rental obligations cease         
in the event that delays in building, damage, destruction or                    
condemnation of the project prevents its use by the lessee. In these            
cases, insurance provisions designed to alleviate this risk become              
important credit factors. In the event of default by the lessee                 
government, there may be significant legal and/or practical difficulties        
involved in the re-letting or sale of the project. Some of these issues,        
particularly those for equipment purchase, contain the so-called                
"substitution safeguard," which bars the lessee government, in the event        
it defaults on its rental payments, from the purchase or use of similar         
equipment for a certain period of time. This safeguard is designed to           
insure that the lessee government will appropriate, even though it is           
not legally obligated to do so, but its legality remains untested in            
most, if not all, states.                                                       

Multi-Family Mortgage Revenue Securities. Certain of the bonds may be           
obligations of issuers whose revenues are primarily derived from housing        
projects for low to moderate income families. The ability of such               
issuers to make debt service payments will be affected by events and            
conditions affecting financed projects, including, among other things,          
the achievement and maintenance of sufficient occupancy levels and              
adequate rental income, increases in taxes, employment and income               
conditions prevailing in local labor markets, utility costs and other           
operating expenses, the managerial ability of project managers, changes         
in laws and governmental regulations, the appropriation of subsidies and        
social and economic trends affecting the localities in which the                
projects are located. The occupancy of housing projects may be adversely        
affected by high rent levels and income limitations imposed under               
Federal and state programs. Multi-family mortgage revenue bonds are             
subject to redemption and call features, including extraordinary                
mandatory redemption features, upon prepayment, sale or non-origination         
of mortgage loans as well as upon the occurrence of other events.               
Certain issuers of multi-family housing bonds have considered various           
ways to redeem bonds they have issued prior to the stated first                 
redemption dates for such bonds. In one situation the New York City             
Housing Development Corporation, in reliance on its interpretation of           
certain language in the indenture under which one of its bond issues was        
created, redeemed all of such issue at par in spite of the fact that            
such indenture provided that the first optional redemption was to               
include a premium over par and could not occur prior to 1992.                   

Resource Recovery Facility Revenue Securities. Certain of the bonds may         
be obligations which are payable from and secured by revenues derived           
from the operation of resource recovery facilities. Resource recovery           
facilities are designed to process solid waste, generate steam and              
convert steam to electricity. Resource recovery bonds may be subject to         
extraordinary optional redemption at par upon the occurrence of certain         
circumstances, including but not limited to: destruction or condemnation        
of a project; contracts relating to a project becoming void,                    
unenforceable or impossible to perform; changes in the economic                 
availability of raw materials, operating supplies or facilities                 
necessary for the operation of a project or technological or other              
unavoidable changes adversely affecting the operation of a project;             
administrative or judicial actions which render contracts relating to           
the projects void, unenforceable or impossible to perform; or impose            
unreasonable burdens or excessive liabilities. The Sponsor cannot               
predict the causes or likelihood of the redemption of resource recovery         
bonds in the funds prior to the stated maturity of the Securities.              

Single Family Mortgage Revenue Securities. Certain of the bonds may be          
single family mortgage revenue bonds, which are issued for the purpose          
of acquiring from originating financial institutions notes secured by           
mortgages on residences located within the issuer's boundaries and owned        
by persons of low or moderate income. Mortgage loans are generally              
partially or completely prepaid prior to their final maturities as a            
result of events such as sale of the mortgaged premises, default,               
condemnation or casualty loss. Because these bonds are subject to               
extraordinary mandatory redemption in whole or in part from such                
prepayments of mortgage loans, a substantial portion of such bonds will         
probably be redeemed prior to their scheduled maturities or even prior          
to their ordinary call dates. The redemption price of such issues may be        
more or less than the offering price of such bonds. Extraordinary               
mandatory redemption without premium could also result from the failure         
of the originating financial institutions to make mortgage loans in             
sufficient amounts within a specified time period or, in some cases,            
from the sale by the bond issuer of the mortgage loans. Failure of the          

Page 6                                                                          

originating financial institutions to make mortgage loans would be due          
principally to the interest rates on mortgage loans funded from other           
sources becoming competitive with the interest rates on the mortgage            
loans funded with the proceeds of the single family mortgage revenue            
bonds. Additionally, unusually high rates of default on the underlying          
mortgage loans may reduce revenues available for the payment of                 
principal of or interest on such mortgage revenue bonds. Single family          
mortgage revenue bonds issued after December 31, 1980 were issued under         
Section 103A of the Internal Revenue Code, which Section contains               
certain ongoing requirements relating to the use of the proceeds of such        
bonds in order for the interest on such bonds to retain its tax-exempt          
status. In each case, the issuer of the bonds has covenanted to comply          
with applicable ongoing requirements and bond counsel to such issuer has        
issued an opinion that the interest on the bonds is exempt from Federal         
income tax under existing laws and regulations. There can be no                 
assurances that the ongoing requirements will be met. The failure to            
meet these requirements could cause the interest on the bonds to become         
taxable, possibly retroactively from the date of issuance.                      

Special Tax Revenue Securities. Certain of the bonds may be special tax         
bonds payable from and secured by the revenues derived by a municipality        
from a particular tax. Examples of special taxes are a tax on the rental        
of a hotel room, on the purchase of food and beverages, on the purchase         
of fuel, on the rental of automobiles or on the consumption of liquor.          
Special tax bonds are not secured by the general tax revenues of the            
municipality, and they do not represent general obligations of the              
municipality. Payment on special tax bonds may be adversely affected by         
a reduction in revenues realized from the underlying special tax. Also,         
should spending on the particular goods or services that are subject to         
the special tax decline, the municipality may be under no obligation to         
increase the rate of the special tax to ensure that sufficient revenues         
are raised from the shrinking taxable base.                                     

Tax Allocation Revenue Securities. Certain of the bonds may be tax              
allocation bonds. Tax allocation bonds are typically secured by                 
incremental tax revenues collected on property within the areas where           
redevelopment projects financed by bond proceeds are located. Bond              
payments are expected to be made from projected increases in tax                
revenues derived from higher assessed values of property resulting from         
development in the particular project area and not from an increase in          
tax rates. Special risk considerations include: variations in taxable           
values of property in the project area; successful appeals by property          
owners of assessed valuations; substantial delinquencies in the payment         
of property taxes; or imposition of any constitutional or legislative           
property tax rate decrease.                                                     

Transportation Facility Revenue Securities. Certain of the bonds may be         
obligations which are payable from and secured by revenues derived from         
the ownership and operation of facilities such as airports, bridges,            
turnpikes, port authorities, convention centers and arenas. The major           
portion of an airport's gross operating income is generally derived from        
fees received from signatory airlines pursuant to use agreements which          
consist of annual payments for leases, occupancy of certain terminal            
space and service fees. Airport operating income may therefore be               
affected by the ability of the airlines to meet their obligations under         
the use agreements. The air transport industry is experiencing                  
significant variations in earnings and traffic, due to increased                
competition, excess capacity, increased costs, deregulation, traffic            
constraints and other factors, and several airlines are experiencing            
severe financial difficulties. The Sponsor cannot predict what effect           
these industry conditions may have on airport revenues which are                
dependent for payment on the financial condition of the airlines and            
their usage of the particular airport facility. Similarly, payment on           
bonds related to other facilities is dependent on revenues from the             
projects, such as user fees from ports, tolls on turnpikes and bridges          
and rents from buildings. Therefore, payment may be adversely affected          
by reduction in revenues due to such factors as increased cost of               
maintenance, decreased use of a facility, lower cost of alternative             
modes of transportation, scarcity of fuel and reduction or loss of rents.       

Utility Revenue Securities. Certain of the bonds may be obligations of          
issuers whose revenues are primarily derived from the sale of energy.           
Utilities are generally subject to extensive regulation by state utility        
commissions which, among other things, establish the rates which may be         
charged and the appropriate rate of return on an approved asset base.           
The problems faced by such issuers include the difficulty in obtaining          
approval for timely and adequate rate increases from the governing              
public utility commission, the difficulty in financing large                    
construction programs, the limitations on operations and increased costs        
and delays attributable to environmental considerations, increased              
competition, recent reductions in estimates of future demand for                
electricity in certain areas of the country, the difficulty of the              
capital market in absorbing utility debt, the difficulty in obtaining           

Page 7                                                                          

fuel at reasonable prices and the effect of energy conservation. All of         
such issuers have been experiencing certain of these problems in varying        
degrees. In addition, Federal, state and municipal governmental                 
authorities may from time to time review existing legislation and impose        
additional regulations governing the licensing, construction and                
operation of nuclear power plants, which may adversely affect the               
ability of the issuers of such bonds to make payments of principal              
and/or interest on such bonds.                                                  

Water and Sewerage Revenue Securities. Certain of the bonds may be              
obligations of issuers whose revenues are derived from the sale of water        
and/or sewerage services. Water and sewerage bonds are generally payable        
from user fees. Problems faced by such issuers include the ability to           
obtain timely and adequate rate increases, population decline resulting         
in decreased user fees, the difficulty of financing large construction          
programs, the limitations on operations and increased costs and delays          
attributable to environmental considerations, the increasing difficulty         
of obtaining or discovering new supplies of fresh water, the effect of          
conservation programs and the impact of "no-growth" zoning ordinances.          
All of such issuers have been experiencing certain of these problems in         
varying degrees.                                                                

Discount Securities. Certain of the bonds may have been acquired at a           
market discount from par value at maturity. The coupon interest rates on        
the discount bonds at the time they were purchased and deposited in the         
funds were lower than the current market interest rates for newly issued        
bonds of comparable rating and type. If such interest rates for newly           
issued comparable bonds increase, the market discount of previously             
issued bonds will become greater, and if such interest rates for newly          
issued comparable bonds decline, the market discount of previously              
issued bonds will be reduced, other things being equal. Investors should        
also note that the value of bonds purchased at a market discount will           
increase in value faster than bonds purchased at a market premium if            
interest rates decrease. Conversely, if interest rates increase, the            
value of bonds purchased at a market discount will decrease faster than         
bonds purchased at a market premium. In addition, if interest rates             
rise, the prepayment risk of higher yielding, premium bonds and the             
prepayment benefit for lower yielding, discount bonds will be reduced.          
Market discount attributable to interest changes does not indicate a            
lack of market confidence in the issue. Neither the Sponsor nor the             
Trustee shall be liable in any way for any default, failure or defect in        
any of the bonds.                                                               

Original Issue Discount Securities. Certain of the bonds are considered         
original issue discount bonds. Under current law, the original issue            
discount, which is the difference between the stated redemption price at        
maturity and the issue price of the bonds, is deemed to accrue on a             
daily basis and the accrued portion is treated as taxable interest              
income for Federal income tax purposes. On sale or redemption, any gain         
realized that is in excess of the earned portion of original issue              
discount will be taxable as capital gain unless the gain is attributable        
to market discount in which case the accretion of market discount is            
taxable as ordinary income. The current value of an original issue              
discount bond reflects the present value of its stated redemption price         
at maturity. The market value tends to increase in greater increments as        
the bonds approach maturity.                                                    

Premium Securities. Certain of the bonds may have been acquired at a            
market premium from par value at maturity. The coupon interest rates on         
the premium bonds at the time they were purchased by the fund were              
higher than the current market interest rates for newly issued bonds of         
comparable rating and type. If such interest rates for newly issued and         
otherwise comparable bonds decrease, the market premium of previously           
issued bonds will be increased, and if such interest rates for newly            
issued comparable bonds increase, the market premium of previously              
issued bonds will be reduced, other things being equal. The current             
returns of bonds trading at a market premium are initially higher than          
the current returns of comparable bonds of a similar type issued at             
currently prevailing interest rates because premium bonds tend to               
decrease in market value as they approach maturity when the face amount         
becomes payable. Because part of the purchase price is thus returned not        
at maturity but through current income payments, early redemption of a          
premium bond at par or early prepayments of principal will result in a          
reduction in yield. Redemption pursuant to call provisions generally            
will, and redemption pursuant to sinking fund provisions may, occur at          
times when the redeemed bonds have an offering side valuation which             
represents a premium over par or for original issue discount bonds a            
premium over the accreted value.                                                

When Issued Securities. "When, as and if issued" bonds are bonds that           
trade before they are actually issued. This means that the bonds can            
only be delivered when the bonds are actually issued. Delivery of these         
bonds may be delayed or may not occur. Interest on these bonds does not         
begin accruing until the bonds are delivered to an investor. An investor        

Page 8                                                                          

may have to adjust their tax basis if the bonds are delivered after             
their expected delivery date. Any adjustment would reflect interest that        
accrued between the time of purchase and the time of delivery of the            
bonds. In addition, an investor may experience gains or losses on these         
bonds from the time of purchase even though the investor has not                
received them.                                                                  

Zero Coupon Securities. Zero coupon bonds (which include bonds known as         
multiplier bonds, money multiplier bonds, capital appreciation bonds,           
capital accumulator bonds, compound interest bonds and money discount           
maturity payment bonds) do not provide for the payment of any current           
interest and generally provide for payment at maturity at face value            
unless sooner sold or redeemed. Zero coupon bonds may be subject to more        
price volatility than conventional bonds. While some types of zero              
coupon bonds, such as multipliers and capital appreciation bonds, define        
par as the initial offering price rather than the maturity value, they          
share the basic zero coupon bond features of (1) not paying interest on         
a semi-annual basis and (2) providing for the reinvestment of the bond's        
semi-annual earnings at the bond's stated yield to maturity. While zero         
coupon bonds are frequently marketed on the basis that their fixed rate         
of return minimizes reinvestment risk, this benefit can be negated in           
large part by weak call protection, i.e., a bond's provision for                
redemption at only a modest premium over the accreted value of the bond.        

Page 9                                                                          

MEMORANDUM

Re: The First Trust Combined Series 462 

      The only difference of consequence (except as described below) between The
First  Trust Combined Series 451, which is the current fund, and The First Trust
Combined  Series  462,  the  filing of which this memorandum accompanies, is the
change  in  the  series  number.  The  list  of  bonds  comprising the Fund, the
evaluation,   record   and  distribution  dates  and  other  changes  pertaining
specifically to the new series, such as size and number of Units in the Fund and
the statement of condition of the new Fund, will be filed by amendment.         

1940 Act

                               Forms N-8A and N-8B-2

      These  forms  were  not  filed,  as the Form N-8A and Form N-8B-2 filed in
respect  of  The  First  Trust  of  Insured  Municipal Bonds, Series 1 (File No.
811-2541) related also to the subsequent series of the Fund.                    

1933 Act

Prospectus

      The  only  significant  changes  in  the  Prospectus  from The First Trust
Combined Series 451 Prospectus relate to the series number and size and the date
and  various  items  of  information  which  will  be  derived  from  and  apply
specifically to the bonds deposited in the Fund.                                

CONTENTS OF REGISTRATION STATEMENT

Item A. Bonding Arrangements of Depositor                                       

          First Trust Portfolios L.P. is covered by a Brokers' Fidelity Bond, in
          the  total amount of $2,000,000, the insurer being National Union Fire
Insurance Company of Pittsburgh.                            

Item   B.  This  Registration  Statement  comprises  the  following  papers  and
documents:                                                                      

The facing sheet                                  

The Prospectus                                    

The signatures                                    

Exhibits                                          

S-1 

SIGNATURES

      Pursuant   to  the  requirements  of  the  Securities  Act  of  1933,  the
Registrant,   The  First  Trust  Combined  Series  462,  has  duly  caused  this
Registration  Statement to be signed on its behalf by the undersigned, thereunto
duly  authorized,  in  the  City  of Wheaton and State of Illinois on October 1,
2014.                                                                           

THE FIRST TRUST COMBINED SERIES 462 
                                (Registrant)

                                           By:   FIRST TRUST PORTFOLIOS L.P.
                               (Depositor)

                                 By:   Elizabeth H. Bull
                                           Senior Vice President

S-2 

      Pursuant  to  the  requirements  of  the  Securities  Act  of  1933,  this
Registration  Statement  has  been  signed  below by the following person in the
capacity and on the date indicated:                                             

Name                    Title*                                Date      
----                    -----                                 ----      

James A. Bowen  Director  of  The  Charger Corporation, the )October 1, 2014  
General Partner  of  First Trust Portfolios ) 
L.P.                                        ) 
                                           )
                                           )
                                                            )Elizabeth H. Bull
                                                             )Attorney-in-Fact**

    *    The  title  of  the  person named herein represents his capacity in and
relationship to First Trust Portfolios L.P., Depositor.       

    **   An  executed  copy  of the related power of attorney was filed with the
         Securities  and  Exchange Commission in connection with Amendment No. 2
         to  Form  S-6  of  FT 2669 (File No. 333-169625) and the same is hereby
incorporated herein by this reference.                        

S-3 

CONSENT OF COUNSEL

      The  consent  of counsel to the use of its name in the Prospectus included
in  this  Registration Statement will be contained in its opinion to be filed as
Exhibit 3.1 of the Registration Statement.                                      

CONSENT OF DELOITTE & TOUCHE LLP

      The  consent  of  Deloitte  & Touche LLP to the use of its name and to the
reference to such firm in the Prospectus included in this Registration Statement
will be filed by amendment.                                                     

CONSENT OF FIRST TRUST ADVISORS L.P.

      The  consent  of  First  Trust Advisors L.P. to the use of its name in the
Prospectus  included  in the Registration Statement will be filed as Exhibit 4.1
to the Registration Statement.                                                  

CONSENT OF INDEPENDENT PRICING AGENT

      The  consent  of Standard & Poor's Securities Evaluations, Inc. to the use
of  its  name  in  the Prospectus included in the Registration Statement will be
filed as Exhibit 4.2 to the Registration Statement.                             

S-4 

EXHIBIT INDEX 

1.1      Form  of  Standard  Terms  and  Conditions of Trust for The First Trust
         Combined  Series 283 and subsequent Series effective February 19, 2009,
         among  First  Trust Portfolios L.P., as Depositor, The Bank of New York
         Mellon,  as  Trustee,  First  Trust  Advisors L.P., as Evaluator, First
         Trust  Advisors  L.P., as Portfolio Supervisor and FTP Services LLC, as
         FTPS Unit Servicing Agent (incorporated by reference to Amendment No. 2
         to  Form  S-6  [File No. 333-157167] filed on behalf of the First Trust
Combined Series 283).                                         

1.1.1*   Form  of  Trust Agreement for The First Trust Combined Series 462 among
         First Trust Portfolios L.P., as Depositor, The Bank of New York Mellon,
         as  Trustee,  and  First Trust Advisors L.P., as Evaluator, First Trust
         Advisors  L.P.  as  Portfolio  Supervisor and FTP Services LLC, as FTPS
Unit Servicing Agent.                                         

1.2      Copy  of  Certificate of Limited Partnership of First Trust Portfolios,
         L.P.  (incorporated  by  reference to Amendment No. 1 to Form S-6 [File
         No.  33-42683]  filed  on  behalf of The First Trust Special Situations
Trust, Series 18).                                            

1.3      Copy  of  Amended  and  Restated Limited Partnership Agreement of First
         Trust  Portfolios L.P. (incorporated by reference to Amendment No. 1 to
         Form S-6 [File No. 33-42683] filed on behalf of The First Trust Special
Situations Trust, Series 18).                                 

1.4      Copy  of  Articles of Incorporation of The Charger Corporation, General
         Partner  of  First  Trust  Portfolios  L.P., Depositor (incorporated by
         reference  to  Amendment No. 1 to Form S-6 [File No. 33-42683] filed on
 behalf of The First Trust Special Situations Trust, Series 18).

1.5      Copy  of  By-Laws  of The Charger Corporation, General Partner of First
         Trust   Portfolios   L.P.,  Depositor  (incorporated  by  reference  to
         Amendment No. 2 to Form S-6 [File No. 333-169625] filed on behalf of FT
2669).                                                        

1.6      Master  Agreement  Among  Underwriters  (incorporated  by  reference to
         Amendment  No.  2  to Form S-6 [File No. 333-157167] filed on behalf of
The First Trust Combined Series 283).                         

S-5 

2.1      Copy of Certificate of Ownership (included in Exhibit 1.1              
    filed herewith on page 2 and incorporated herein by    reference).

2.2      Copy of Code of Ethics (incorporated by reference to Amendment No. 1 to
Form S-6 [File No. 333-156964] filed on behalf of FT 1987).   

3.1*     Opinion of counsel as to legality of securities being registered.      

4.1*     Consent of First Trust Advisors L.P.                                   

4.2*     Consent of Standard & Poor's Securities Evaluations, Inc.              

6.1      List   of  Directors  and  Officers  of  Depositor  and  other  related
         information  (incorporated  by reference to Amendment No. 1 to Form S-6
         [File  No.  33-42683]  filed  on  behalf  of  The  First  Trust Special
Situations Trust, Series 18).                                 

7.1      Power  of  Attorney executed by the Director listed on page S-3 of this
         Registration Statement (incorporated by reference to Amendment No. 2 to
Form S-6 [File No. 333-169625] filed on behalf of FT 2669).   

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

*  To be filed by amendment.                                                    

S-6 

Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘S-6’ Filing		Date		Other Filings
		12/31/16
		11/10/14
		10/16/14		487
Filed on:		10/1/14
		9/30/14
		12/31/13
		9/30/13
		2/19/09
				List all Filings