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BofA Merrill Lynch Global Water Picks Portfolio, Series 1

The unit investment trust named above (the “Portfolio”) is included in Invesco Unit Trusts, Series 1479.The Portfolio seeks above average capital appreciation by investing in a portfolio of stocks that havematerial exposure to the global water industry. Of course, we cannot guarantee that the Portfolio willachieve its objective.

_____, 2014

You should read this prospectus and retain it for future reference.

The Securities and Exchange Commission has not approved or disapproved of the Unitsor passed upon the adequacy or accuracy of this prospectus.

Any contrary representation is a criminal offense.

INVESCO

Pre l im inary Prospectus Dated August 15, 2014, Sub ject to Complet ion

Investment Objective. The Portfolio seeks aboveaverage capital appreciation.

Principal Investment Strategy. The Portfolioseeks to achieve its objective by investing in aportfolio of stocks that Invesco Capital Markets, Inc.,the Sponsor, believes to have material exposure tothe global water industry. The Sponsor onlyconsidered for the Portfolio stocks that have beenidentified by BofA Merrill Lynch Global Research ashaving "material" -either High or Medium - exposureto the theme outlined in the April 4, 2014 report titled“Blue Revolution - global water primer” (“WaterReport”). From among the stocks included in theWater Report, BofA Merrill Lynch Global Researchanalysts identified the stocks for which they alsomaintained a “Buy” rating at the time of their May 13,2014 report titled “Global Megatrends – QuarterlyPrimer Picks” (“Primer Picks”).

The Sponsor believes that water scarcity is agrowing global concern because of the number ofpeople that have no access to clean drinking water andhave no access to proper sanitation. Four categories ofcompanies were identified by BofA Merrill Lynch GlobalResearch as having exposure to the water theme: 1) Treatment; 2) Management; 3) Infrastructure &Supply; and 4) Water-friendly Energy.

In selecting the Portfolio, the Sponsor focusedprimarily on global water industry stocks identified in thePrimer Picks report as having a “Buy” rating on May 13,2014. However, the Sponsor also considered stocks inthe broader list of Water Report stocks. The Sponsoralso considered factors including a stock’s liquidity andthe exchange upon which a company’s stock trades inmaking the final selections for the Portfolio.

The stocks included in the Water Report and in thePrimer Picks report were determined and composed byBofA Merrill Lynch Global Research without regard tothe Portfolio or its Unitholders. Securities may havereceived from BofA Merrill Lynch Global Research a“Buy” rating, as reflected in the May 13, 2014 PrimerPicks report, based upon factors unrelated to a stock’s

exposure to the water industry, and further, a Securitymay no longer have a “Buy” rating as of the Initial Dateof Deposit. Additionally, you should note that theSecurities were selected on the basis of the criteria setforth above and that the Portfolio may continue topurchase or hold Securities, notwithstanding the factthat BofA Merrill Lynch Global Research may haverevised its rating and/or opinion with respect to anyindividual Security based on the selection processemployed by BofA Merrill Lynch Global Research whenpreparing an original report or any subsequent report. Inparticular, any subsequent publication of a similar typeof list of stocks or an update of any above referencedreport by BofA Merrill Lynch Global Research will notaffect the composition of the Portfolio.

Principal Risks. As with all investments, you canlose money by investing in this Portfolio. The Portfolioalso might not perform as well as you expect. This canhappen for reasons such as these:

• Security prices will fluctuate. The value ofyour investment may fall over time.

• An issuer may be unwilling or unable todeclare dividends in the future, or mayreduce the level of dividends declared.This may result in a reduction in the value ofyour Units.

• The financial condition of an issuer mayworsen or its credit ratings may drop,resulting in a reduction in the value ofyour Units. This may occur at any point intime, including during the initial offering period.

• Stocks of foreign companies in thePortfolio present risks beyond those ofU.S. issuers. These r isks may includemarket and political factors related to thecompany’s foreign market, international tradeconditions, less regulation, smaller or lessliquid markets, increased volatility, differingaccounting practices and changes in the valueof foreign currencies.

2

BofA Merrill Lynch Global Water Picks Portfolio

3

• The Portfolio is concentrated in securitiesissued by companies in both the waterutilities and infrastructure sector and theindustrials sector. Negative developments ineither of these sectors will affect the value of yourinvestment more than would be the case in amore diversified investment.

• The Portfolio entails strategy risk.Although the Portfolio’s investment strategy isdesigned to achieve the Portfolio’s investmentobjective, the strategy may not prove to besuccessful. The Portfolio’s strategy selectssecurities that may benefit from an environmentin which water distress has had a substantialglobal impact. However, such an environmentmay not occur during the life of the Portfolio andthe securities purchased may not perform asexpected, possibly reducing the Portfolio’sreturn. There is no assurance that the strategywil l perform as anticipated or enable thePortfolio to achieve its objective.

• We do not actively manage the Portfolio.Except in limited circumstances, the Portfolio willhold, and continue to buy, shares of the samesecurities even if their market value declines.

Fee Table

The amounts below are estimates of the direct and indirectexpenses that you may incur based on a $10 Public Offering Price perUnit. Actual expenses may vary.

As a % ofPublic Amount

Offering Per 100Sales Charge Price Units_________ _________

Initial sales charge 1.000% $10.000Deferred sales charge 1.450 14.500Creation and development fee 0.500 5.000______ ______Maximum sales charge 2.950% $29.500______ ____________ ______

As a % Amountof Net Per 100Assets Units_________ _________

Estimated Organization Costs % $___________ ____________ ______

Estimated Annual Expenses Trustee’s fee and operating expenses % $_____Supervisory, bookkeeping

and administrative fees 0.550______ ______

Total % $_____*______ ____________ ______

Example

This example helps you compare the cost of the Portfolio with otherunit trusts and mutual funds. In the example we assume that theexpenses do not change and that the Portfolio’s annual return is 5%. Youractual returns and expenses will vary. This example also assumes thatyou continue to follow the Portfolio strategy and roll your investment,including all distributions, into a new trust each year subject to a reducedrollover sales charge of 1.95%. Based on these assumptions, you wouldpay the following expenses for every $10,000 you invest in the Portfolio:

1 year $3 years5 years10 years

* The estimated annual expenses are based upon the estimated trust sizefor the Portfolio determined as of the initial date of deposit. Becausecertain of the operating expenses are fixed amounts, if the Portfolio doesnot reach the estimated size, or if the value of the Portfolio or number ofoutstanding units decline over the life of the trust, or if the actual amountof the operating expenses exceeds the estimated amounts, the actualamount of the operating expenses per 100 units would exceed theestimated amounts. In some cases, the actual amount of operatingexpenses may substantially differ from the amounts reflected above.

The maximum sales charge is 2.95% of the Public Offering Price perUnit. The initial sales charge is the difference between the total salescharge (maximum of 2.95% of the Public Offering Price) and the sum ofthe remaining deferred sales charge and the total creation anddevelopment fee. The deferred sales charge is fixed at $0.145 per Unit andaccrues daily from _______ 10, ____ through _______ 9, ____. YourPortfolio pays a proportionate amount of this charge on the 10th day ofeach month beginning in the accrual period until paid in full. Thecombination of the initial and deferred sales charges comprises the“transactional sales charge”. The creation and development fee is fixed at$0.05 per Unit and is paid at the earlier of the end of the initial offeringperiod (anticipated to be three months) or six months following the InitialDate of Deposit.

Essential Information

Unit Price at Initial Date of Deposit $10.0000

Initial Date of Deposit _____, 2014

Mandatory Termination Date ___________

Estimated Net Annual Income1 $________ per Unit

Estimated Initial Distribution1 $_____ per Unit

Record Date 10th day of ____________________________________

Distribution Date 25th day of ____________________________________

CUSIP Numbers Cash – __________

Reinvest – __________

Wrap Fee Cash – __________

Wrap Fee Reinvest – __________

1 As of close of business day prior to Initial Date of Deposit. The actualdistributions you receive will vary from the estimated amount due tochanges in the Portfolio’s fees and expenses, in actual income receivedby the Portfolio, currency fluctuations and with changes in the Portfoliosuch as the acquisition or liquidation of securities. See “Rights ofUnitholders--Estimated Distributions.”

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5

BofA Merrill Lynch Global Water Picks Portfolio, Series 1

Portfolio______________________________________________________________________________________________________________Current Cost of

Number Market Value Dividend Securities toof Shares Name of Issuer (1) (4) per Share (2) Yield (3) Portfolio (2) __________ ___________________________________ _______________ ___________ _____________

__________ ____________$__________ ______________________ ____________

See “Notes to Portfolio”.

6

Notes to Portfolio

(1) The Securities are initially represented by “regular way” contracts for the performance of which an irrevocable letter ofcredit has been deposited with the Trustee. Contracts to acquire Securities were entered into on _______, 2014 andhave a settlement date of _______, 2014 (see “The Portfolio”).

(2) The value of each Security is determined on the bases set forth under “Public Offering--Unit Price” as of the close of theNew York Stock Exchange on the business day before the Initial Date of Deposit. In accordance with FASB AccountingStandards Codification (“ASC”), ASC 820, Fair Value Measurements and Disclosures, the Portfolio’s investments areclassified as Level 1, which refers to security prices determined using quoted prices in active markets for identicalsecurities. Other information regarding the Securities, as of the Initial Date of Deposit, is as follows:

ProfitCost to (Loss) ToSponsor Sponsor______________ _____________

$ $

“+” indicates that the stock was issued by a foreign company.

(3) Current Dividend Yield for each Security is based on the estimated annual dividends per share and the Security’s valueas of the most recent close of trading on the New York Stock Exchange on the business day before the Initial Date ofDeposit. Generally, estimated annual dividends per share are calculated by annualizing the most recently declaredregular dividends or by adding the most recent regular interim and final dividends declared and reflect any foreignwithholding taxes. In certain cases, this calculation may consider several recently declared dividends in order for theCurrent Dividend Yield to be more reflective of recent historical dividend rates.

(4) BofA Merrill Lynch, a registered investment adviser and broker/dealer, in its general securities businesses, acts asagent or principal in connection with buying and selling stocks, including the Securities. The following unauditedinformation details certain of BofA Merrill Lynch’s investment banking relationships and other matters related to theSecurities as of ______ or such earlier noted date. This information has been provided by BofA Merrill Lynch, who issolely responsible for its content, and is subject to change. BofA Merrill Lynch may also have other conflicts ofinterests with respect to companies on the list at any given time, including those arising in connection with seekingbusiness relationships with these companies and that research analysts receive compensation based upon, amongother factors, the overall profitability of Bank of America Corporation, including profits derived from investmentbanking revenues.

(A) BofA Merrill Lynch or an affiliate makes a market in the common stock of this company.

(B) BofA Merrill Lynch or an affiliate has managed or co-managed a public offering of securities for this companywithin the past 12 months.

(C) BofA Merrill Lynch or an affiliate has received compensation for investment banking services from thiscompany within the past 12 months.

(D) BofA Merrill Lynch or an affiliate expects to receive or intends to seek compensation for investment bankingservices from this company within the next three months.

(E) BofA Merrill Lynch or an affiliate had a significant financial interest in the fixed income instruments of thiscompany as of ____________.

(F) BofA Merrill Lynch or an affiliate currently has, or had within the past 12 months, this company as a client,and the services provided were investment banking-related services.

(G) BofA Merrill Lynch or an affiliate received compensation for products and services other than investmentbanking services from this company in the past 12 months.

7

(H) BofA Merrill Lynch or an affiliate currently has, or had within the past 12 months, this company as a client,and the services provided were non-investment banking, securities-related services.

(I) BofA Merrill Lynch or an affiliate currently has, or had within the past 12 months, this company as a client,and the services provided were non-investment banking, non-securities-related services.

(J) BofA Merrill Lynch or an affiliate beneficially owned 1% or more of any class of common equity securities ofthis company as of ____________.

(K) BofA Merrill Lynch or an affiliate is willing to sell to, or buy from, clients the common equity of this companyon a principal basis.

(L) One of the BofA Merrill Lynch analysts covering this company is a former employee of the company and, inthat capacity, received compensation from the company within the past 12 months.

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Unitholders of Invesco Unit Trusts, Series 1479:

We have audited the accompanying statement of condition including the related portfolio of BofA MerrillLynch Global Water Picks Portfolio, Series 1 (included in Invesco Unit Trusts, Series 1479) as of _____, 2014.The statement of condition is the responsibility of the Sponsor. Our responsibility is to express an opinion onsuch statement of condition based on our audit.

We conducted our audit in accordance with the standards of the Public Company Accounting OversightBoard (United States). Those standards require that we plan and perform the audit to obtain reasonableassurance about whether the statement of condition is free of material misstatement. We were not engagedto perform an audit of the trust’s internal control over financial reporting. Our audit included consideration ofinternal control over financial reporting as a basis for designing audit procedures that are appropriate in thecircumstances, but not for the purpose of expressing an opinion on the effectiveness of the trust’s internalcontrol over financial reporting. Accordingly, we express no such opinion. An audit also includes examining,on a test basis, evidence supporting the amounts and disclosures in the statement of condition, assessingthe accounting principles used and significant estimates made by the Sponsor, as well as evaluating theoverall statement of condition presentation. Our procedures included confirmation with The Bank of NewYork Mellon, Trustee, of cash or an irrevocable letter of credit deposited for the purchase of Securities asshown in the statement of condition as of _____, 2014. We believe that our audit of the statement ofcondition provides a reasonable basis for our opinion.

In our opinion, the statement of condition referred to above presents fairly, in all material respects, thefinancial position of BofA Merrill Lynch Global Water Picks Portfolio, Series 1 (included in Invesco Unit Trusts,Series 1479) as of _____, 2014, in conformity with accounting principles generally accepted in the UnitedStates of America.

/s/ GRANT THORNTON LLP

New York, New York_____, 2014

9

STATEMENT OF CONDITIONAs of _____, 2014

INVESTMENT IN SECURITIESContracts to purchase Securities (1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $___________

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $______________________

LIABILITIES AND INTEREST OF UNITHOLDERSLiabilities--

Organization costs (2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $Deferred sales charge liability (3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .Creation and development fee liability (4) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Interest of Unitholders--Cost to investors (5) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .Less: initial sales charge (5)(6) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .Less: deferred sales charge, creation and

development fee and organization costs (2)(4)(5)(6) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ___________Net interest to Unitholders (5) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ___________Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $______________________

Units outstanding . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ______________________Net asset value per Unit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $______________________

(1) The value of the Securities is determined by the Trustee on the bases set forth under “Public Offering--Unit Price”. The contracts to purchaseSecurities are collateralized by an irrevocable letter of credit which has been deposited with the Trustee.

(2) A portion of the Public Offering Price represents an amount sufficient to pay for all or a portion of the costs incurred in establishing thePortfolio. The amount of these costs are set forth in the “Fee Table”. A distribution will be made as of the earlier of the close of the initialoffering period (approximately three months) or six months following the Initial Date of Deposit to an account maintained by the Trustee fromwhich the organization expense obligation of the investors will be satisfied. To the extent that actual organization costs of the Portfolio aregreater than the estimated amount, only the estimated organization costs added to the Public Offering Price will be reimbursed to the Sponsorand deducted from the assets of the Portfolio.

(3) Represents the amount of mandatory distributions from the Portfolio on the bases set forth under “Public Offering”.(4) The creation and development fee is payable by the Portfolio on behalf of Unitholders out of the assets of the Portfolio as of the close of the

initial offering period. If Units are redeemed prior to the close of the initial public offering period, the fee will not be deducted from the proceeds.(5) The aggregate public offering price and the aggregate sales charge are computed on the bases set forth under “Public Offering”.(6) Assumes the maximum sales charge.

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THE PORTFOLIO

The Portfolio was created under the laws of the Stateof New York pursuant to a Trust Indenture and TrustAgreement (the “Trust Agreement”), dated the date ofthis prospectus (the “Initial Date of Deposit”), amongInvesco Capital Markets, Inc., as Sponsor, InvescoInvestment Advisers LLC, as Supervisor, and The Bankof New York Mellon, as Trustee.

The Portfolio offers investors the opportunity topurchase Units representing proportionate interests in aportfolio of securities. The Portfolio may be an appropriatemedium for investors who desire to participate in aportfolio of securities with greater diversification than theymight be able to acquire individually.

On the Initial Date of Deposit, the Sponsor depositeddelivery statements relating to contracts for thepurchase of the Securities and an irrevocable letter ofcredit in the amount required for these purchases withthe Trustee. In exchange for these contracts the Trusteedelivered to the Sponsor documentation evidencing theownership of Units of the Portfolio. Unless otherwiseterminated as provided in the Trust Agreement, thePortfolio will terminate on the Mandatory TerminationDate and any remaining Securities will be liquidated ordistributed by the Trustee within a reasonable time. Asused in this prospectus the term “Securities” means thesecurities (including contracts to purchase thesesecurities) listed in the “Portfolio” and any additionalsecurities deposited into the Portfolio.

Additional Units of the Portfolio may be issued at anytime by deposit ing in the Portfol io ( i ) addit ionalSecurities, (ii) contracts to purchase Securities togetherwith cash or irrevocable letters of credit or (iii) cash (or aletter of credit or the equivalent) with instructions topurchase additional Securities. As additional Units areissued by the Portfolio, the aggregate value of theSecurities will be increased and the fractional undividedinterest represented by each Unit may be decreased.The Sponsor may continue to make additional depositsinto the Portfolio following the Initial Date of Depositprovided that the additional deposits will be in amountswhich will maintain, as nearly as practicable, the samepercentage relationship among the number of shares of

each Security in the Portfolio that existed immediatelyprior to the subsequent deposit. Investors mayexperience a dilution of their investments and areduction in their anticipated income because offluctuations in the prices of the Securities between thetime of the deposit and the purchase of the Securitiesand because the Portfolio will pay the associatedbrokerage or acquisit ion fees. Due to round lotrequirements in certain foreign securities markets andmarket value fluctuations, your Portfolio may not be ableto invest in each Security on any subsequent date ofdeposit in the same proportion as existed on the InitialDate of Deposit or immediately prior to the subsequentdeposit of Securities. This could increase the potentialfor dilution of investments and variances in anticipatedincome. In addition, during the initial offering of Units itmay not be possible to buy a particular Security due toregulatory or trading restrictions, or corporate actions.While such limitations are in effect, additional Unitswould be created by purchasing each of the Securities inyour Portfolio that are not subject to those limitations.This would also result in the dilution of the investment inany such Security not purchased and potential variancesin anticipated income. Purchases and sales of Securitiesby your Portfolio may impact the value of the Securities.This may especially be the case during the initial offeringof Units, upon Portfolio termination and in the course ofsatisfying large Unit redemptions.

Each Unit of your Portfolio initially offered representsan undivided interest in the Portfolio. At the close of theNew York Stock Exchange on the Init ial Date ofDeposit, the number of Units may be adjusted so thatthe Public Offering Price per Unit equals $10. Thenumber of Units, fractional interest of each Unit in yourPortfolio and the estimated distributions per Unit willincrease or decrease to the extent of any adjustment.To the extent that any Units are redeemed by theTrustee or additional Units are issued as a result ofadditional Securities being deposited by the Sponsor,the fractional undivided interest in your Portfoliorepresented by each unredeemed Unit will increase ordecrease accordingly, although the actual interest inyour Portfolio will remain unchanged. Units will remainoutstanding until redeemed upon tender to the Trustee

A-2

by Unitholders, which may include the Sponsor, or untilthe termination of the Trust Agreement.

The Portfolio consists of (a) the Securities (includingcontracts for the purchase thereof) l isted under“Portfolio” as may continue to be held from time to timein the Portfolio, (b) any additional Securities acquiredand held by the Portfolio pursuant to the provisions ofthe Trust Agreement and (c) any cash held in the relatedIncome and Capital Accounts. Neither the Sponsor northe Trustee shall be liable in any way for any contractfailure in any of the Securities.

OBJECTIVE AND SECURITIES SELECTION

The objective of the Portfolio is described on page 2.There is no assurance that the Portfolio will achieve itsobjective.

The Sponsor does not manage the Portfolio. Youshould note that the Sponsor applied the selection criteriato the Securities for inclusion in the Portfolio prior to theInitial Date of Deposit. After this time, the Securities mayno longer meet the selection criteria. Should a Security nolonger meet the selection criteria, we will generally notremove the Security from the Portfolio. In offering the Unitsto the public, neither the Sponsor nor any broker-dealersare recommending any of the individual Securities butrather the entire pool of Securities in the Portfolio, takenas a whole, which are represented by the Units.

The Sponsor is solely responsible for choosing thestocks for the Portfolio. The Portfolio is not sponsoredor endorsed by Bank of America Merri l l Lynch(“BofAML”) and BofAML makes no representation orwarranty, express or implied, to the Unitholders of thePortfolio or any member of the public regarding theadvisabil ity of investing in Units of the Portfolio.BofAML’s only relationship to the Sponsor or thePortfolio is the distribution of the Units and the licensingof certain trademarks and the lists of stocks identified inthe Water Report and Primer Picks report (collectively,the “Reports”). The stocks included in the Reports weredetermined and composed by BofAML without regardto the Portfolio or its Unitholders. BofAML has noobligation to and does not take the needs of thePortfol io or its Unitholders into consideration in

determining or composing the Reports or identifyingstocks with exposure to the water theme. BofAML isnot responsible for and has not participated in anydetermination or calculation made with respect toissuance or redemption of Units of the Portfolio. Thestocks identified in the Reports are selected withoutregard to the Sponsor, the Portfolio or any of itsUnitholders. BofAML is not responsible for and has notparticipated in the determination of the prices andamount of Units of the Portfolio or the timing of theissuance or sale of Units or in the determination of anyfinancial calculations relating thereto.

The trade name, trademark, and/or service markrights to the designations “Merrill Lynch,” “Bank ofAmerica Merrill Lynch,” “BofA Merrill Lynch,” “Merrill,”“ML” and all other BofAML marks are part of thegeneral information services related to BofAML’sresearch activities and are not intended, nor shall theybe construed, as a solicitation or offer to buy or sell anysecurity or financial instrument.

BofAML has no obligation or liability in connection withthe administration of the Portfolio. BofAML shall have noliability whatsoever for any investment decision made bythe Sponsor or the Portfolio or any other person inconnection with the Portfolio or the use of the Reports.BofAML makes no warranty, express or implied, as toresults, including any losses, to be obtained by theSponsor, the Portfolio or its Unitholders, or any otherperson or entity, from investment in the Portfolio or inconnection with information in the Reports. BofAMLmakes no express or implied warranties, and expresslydisclaims all warranties of merchantability or fitness for aparticular purpose or use with respect to the Reports, thePortfolio or the Units. Without limiting any of theforegoing, in no event shall BofAML have any liability forany special, punitive, indirect, or consequential damages(including lost profits) resulting from the use of theReports, the Portfolio or the Units, even if notified of thepossibility of such damages.

RISK FACTORS

All investments involve risk. This section describes themain risks that can impact the value of the securities in

A-3

your Portfolio. You should understand these risks beforeyou invest. If the value of the securities falls, the value ofyour Units will also fall. We cannot guarantee that yourPortfolio will achieve its objective or that your investmentreturn will be positive over any period.

Market Risk. Market risk is the risk that the value ofthe securities in your Portfolio will fluctuate. This couldcause the value of your Units to fall below your originalpurchase price. Market value fluctuates in response tovarious factors. These can include changes in interestrates, inflation, the financial condition of a security’s issuer,perceptions of the issuer, or ratings on a security of theissuer. Even though your Portfolio is supervised, youshould remember that we do not manage your Portfolio.Your Portfolio will not sell a security solely because themarket value falls as is possible in a managed fund.

Dividend Payment Risk. Dividend payment risk isthe risk that an issuer of a security is unwilling or unableto pay dividends on a security. Stocks representownership interests in the issuers and are not obligationsof the issuers. Common stockholders have a right toreceive dividends only after the company has providedfor payment of its creditors, bondholders and preferredstockholders. Common stocks do not assure dividendpayments. Dividends are paid only when declared by anissuer’s board of directors and the amount of anydividend may vary over time. If dividends received by thePortfolio are insufficient to cover expenses, redemptionsor other Portfolio costs, it may be necessary for thePortfolio to sell Securities to cover such expenses,redemptions or other costs. Any such sales may result incapital gains or losses to you. See “Taxation”.

Strategy Risk. Although the Portfolio’s investmentstrategy is designed to achieve the Portfolio’s investmentobjective, the strategy may not prove to be successful.The Portfolio’s strategy selects securities that may benefitfrom an environment in which water distress has had asubstantial global impact. However, such an environmentmay not occur during the life of the Portfolio and thesecurities purchased may not perform as expected,possibly reducing the Portfolio’s return. There is noassurance that the premise upon which the water themeis based will come to fruition or benefit the stocks in thePortfolio in a manner anticipated by the Sponsor.

Securities Selection. BofAML determined andcomposed the lists of stocks in the Reports withoutregard to the Portfolio or its Unitholders. BofAML has noobligation or liability in connection with the investmentdecisions made by the Sponsor of the Portfolio inconnection with the Portfolio. BofAML may choose forany reason not to recommend any or all of the Securitiesfor another purpose or at a later date. This may affect thevalue of your Units. In addition, BofAML in its generalsecurities business acts as agent or principal inconnection with buying and selling stocks, including theSecurities, and may have bought the Securities for thePortfolio, thereby benefiting. See the “Notes to Portfolio”for specific information concerning BofAML’s investmentbanking and other matters relating to the Securities.

Foreign Stocks. Because the Portfolio investssignificantly in foreign stocks, the Portfolio involvesadditional risks that differ from an investment indomestic stocks. These risks include the risk oflosses due to future pol i t ica l and economicdevelopments, international trade conditions, foreignwithhold ing taxes and restr ict ions on fore igninvestments or exchange of secur i t ies, foreigncurrency fluctuations or restriction on exchange orrepatriation of currencies.

The political, economic and social structures of someforeign countries may be less stable and more volatilethan those in the U.S. Investments in these countries maybe subject to the risks of internal and external conflicts,currency devaluations, foreign ownership limitations andtax increases. It is possible that a government may takeover the assets or operations of a company or imposerestrictions on the exchange or export of currency or otherassets. Some countries also may have different legalsystems that may make it difficult for the Portfolio to voteproxies, exercise investor rights, and pursue legalremedies with respect to its foreign investments.Diplomatic and political developments, including rapid andadverse political changes, social instability, regionalconflicts, terrorism and war, could affect the economies,industries, and securities and currency markets, and thevalue of the Portfolio’s investments, in non-U.S. countries.No one can predict the impact that these factors couldhave on the Portfolio’s securities.

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Certain stocks may be held in the form of AmericanDepositary Receipts (“ADRs”), Global Depositary Receipts(“GDRs”), or other similar receipts. ADRs and GDRsrepresent receipts for foreign common stock depositedwith a custodian (which may include the Trustee). TheADRs in the Portfolio, if any, trade in the U.S. in U.S.dollars and are registered with the Securities andExchange Commission (“SEC”). GDRs are receipts,issued by foreign banks or trust companies, or foreignbranches of U.S. banks, that represent an interest inshares of either a foreign or U.S. corporation. Theseinstruments may not necessarily be denominated in thesame currency as the securities into which they may beconverted. ADRs and GDRs generally involve the sametypes of risks as foreign common stock held directly.Some ADRs and GDRs may experience less liquidity thanthe underlying common stocks traded in their homemarket. The Portfolio may invest in sponsored orunsponsored ADRs. Unlike a sponsored ADR where thedepositary has an exclusive relationship with the foreignissuer, an unsponsored ADR may be created by adepositary institution independently and without thecooperation of the foreign issuer. Consequently,information concerning the foreign issuer may be lesscurrent or reliable for an unsponsored ADR and the priceof an unsponsored ADR may be more volatile than if itwas a sponsored ADR. Depositaries of unsponsoredADRs are not required to distribute shareholdercommunications received from the foreign issuer or topass through voting rights to its holders. The holders ofunsponsored ADRs generally bear all the costsassociated with establishing the unsponsored ADR,whereas the foreign issuers typically bear certain costs ina sponsored ADR.

The purchase and sale of the foreign securities mayoccur in foreign securities markets. Certain of the factorsstated above may make it impossible to buy or sell themin a timely manner or may adversely affect the valuereceived on a sale of securities. Custody of certain of thesecurities in the Portfolio may be maintained by a globalcustody and clearing institution which has entered into asub-custodian relationship with the Trustee. In addition,round lot trading requirements exist in certain foreignsecurities markets. These round lot trading requirements

could cause the proportional composit ion anddiversification of the Portfolio’s securities to vary whenthe Portfolio purchases additional securities or sellssecurities to satisfy expenses or Unit redemptions. Thiscould have a material impact on investmentperformance and portfolio composition. Brokeragecommissions and other fees generally are higher forforeign securit ies. Government supervision andregulation of foreign securities markets, currencymarkets, trading systems and brokers may be less thanin the U.S. The procedures and rules governing foreigntransactions and custody (holding of the Portfolio’sassets) also may involve delays in payment, delivery orrecovery of money or investments.

Foreign companies may not be subject to the samedisclosure, accounting, auditing and financial reportingstandards and practices as U.S. companies. Thus,there may be less information publicly available aboutforeign companies than about most U.S. companies.

Certain foreign securities may be less liquid (harder tosell) and more volatile than many U.S. securities. Thismeans the Portfolio may at times be unable to sell foreignsecurities in a timely manner or at favorable prices.

Because securities of foreign issuers not listed on aU.S. securities exchange generally pay dividends andtrade in foreign currencies, the U.S. dollar value of thesesecurities and dividends will vary with fluctuations inforeign exchange rates. Most foreign currencies havefluctuated widely in value against the U.S. dollar forvarious economic and political reasons. To determine thevalue of foreign securities or their dividends, the Trusteewill estimate current exchange rates for the relevantcurrencies based on activity in the various currencyexchange markets. However, these markets can be quitevolatile depending on the activity of the large internationalcommercial banks, various central banks, largemulti-national corporations, speculators and other buyersand sellers of foreign currencies. Since actual foreigncurrency transactions may not be instantly reported, theexchange rates estimated by the Trustee may not reflectthe amount the Portfolio would receive in U.S. dollars,had the Trustee sold any particular currency in themarket. The value of the Securities in terms of U.S.dollars, and therefore the value of your Units, will decline

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if the U.S. dollar decreases in value relative to the value ofthe currencies in which the Securities trade.

Industry Risks. Your Portfolio may invest significantlyin certain industries. Any negative impact on the relatedindustry will have a greater impact on the value of Unitsthan on a portfolio diversified over several industries. Youshould understand the risks of these industries beforeyou invest.

Industrials Issuers. The Portfolio invests significantly inindustrials companies. General risks of industrialscompanies include the general state of the economy,intense competition, imposition of import controls,volatility in commodity prices, currency exchange ratefluctuation, consolidation, labor relations, domestic andinternational politics, excess capacity and consumerspending trends. Companies in the industrials sectormay be adversely affected by liability for environmentaldamage and product liability claims. Capital goodscompanies may also be significantly affected by overallcapital spending and leverage levels, economic cycles,technical obsolescence, delays in modernization,limitations on supply of key materials, depletion ofresources, government regulations, governmentcontracts and e-commerce initiatives.

Industrials companies may also be affected by factorsmore specific to their individual industries. Industrialmachinery manufacturers may be subject to declines incommercial and consumer demand and the need formodernization. Aerospace and defense companies maybe influenced by decreased demand for new equipment,aircraft order cancellations, disputes over or ability toobtain or retain government contracts, changes ingovernment budget priorities, changes in aircraft-leasingcontracts and cutbacks in profitable business travel. Thenumber of housing starts, levels of public and non-residential construction including weakening demand fornew office and retail space, and overall constructionspending may adversely affect construction materialsand equipment manufacturers. Stocks of transportationcompanies are cyclical and can be significantly affectedby economic changes, fuel prices and insurance costs.Transportation companies in certain countries may alsobe subject to significant government regulation andoversight, which may negatively impact their businesses.

Utility Issuers. The Portfolio invests significantly inutility companies or in companies related to the utility orenergy industries. Many utility companies, especiallyelectric and gas and other energy related uti l i tycompanies, are subject to various uncertainties,including:

• Risks of increases in fuel and other operatingcosts;

• Restrictions on operations and increasedcosts and delays as a result ofenvironmental, nuclear safety and otherregulations;

• Regulatory restrictions on the ability to passincreasing wholesale costs along to the retailand business customer;

• Coping with the general effects of energyconservation;

• Technological innovations which may renderexisting plants, equipment or productsobsolete;

• The effects of unusual, unexpected orabnormal local weather

• Maturing markets and difficulty in expandingto new markets due to regulatory and otherfactors;

• The potential impact of natural or manmadedisasters;

• Difficulty obtaining adequate returns oninvested capital, even if frequent rateincreases are approved by public servicecommissions;

• The high cost of obtaining financing duringperiods of inflation;

• Difficulties of the capital markets in absorbingutility debt and equity securities;

• Increased competition; and

• International politics.

Any of these factors, or a combination of thesefactors, could affect the supply of or demand for energy,such as electricity or natural gas, or water, or the ability

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of the issuers to pay for such energy or water whichcould adversely affect the profitability of the issuers ofthe Securities and the performance of the Portfolio.

Utility companies are subject to extensive regulationat the federal level in the United States, and many areregulated at the state level as well. The value of utilitycompany stocks may decline because governmentalregulation affecting the utilities industry can change. Thisregulation may prevent or delay the utility company frompassing along cost increases to its customers, whichcould hinder the utility company’s ability to meet itsobligations to its suppliers and could lead to the takingof measures, including the acceleration of obligations orthe institution of involuntary bankruptcy proceedings, byits creditors against such utility company. Furthermore,regulatory authorities, which may be subject to politicaland other pressures, may not grant future rateincreases, or may impose accounting or operationalpolicies, any of which could adversely affect acompany’s profitability and its stock price.

Certain utility companies have experienced full orpartial deregulation in recent years. These util itycompanies are frequently more similar to industrialcompanies in that they are subject to greatercompetition and have been permitted by regulators todiversify outside of their original geographic regions andtheir traditional lines of business. These opportunitiesmay permit certain utility companies to earn more thantheir tradit ional regulated rates of return. Somecompanies, however, may be forced to defend their corebusiness and may be less profitable. While regulatedproviders tend to have regulated returns, non-regulatedproviders’ returns are not regulated and generally aremore volatile. These developments have reducedstability of cash flows in those states with non-regulatedproviders and could impact the short-term earningspotential of some in this industry. These trends have alsomade shares of some utility companies less sensitive tointerest rate changes but more sensitive to changes inrevenue and earnings and caused them to reduce theratio of their earnings they pay out as dividends.

Certain utilities companies face risks associated withthe operation of nuclear facilities for electric generation,including, among other considerations, litigation, the

problems associated with the use of radioactive materialsand the effects of natural or man-made disasters. Ingeneral, certain utility companies may face additionalregulation and litigation regarding their power plantoperations, increased costs from new or greaterregulation of these operations, and expenses related tothe purchase of emissions control equipment.

Water Utility & Infrastructure Issuers. The Portfolioinvests significantly in water utility and infrastructurestocks, including industrials companies. General problemsof such issuers include the imposition of rate caps,increased competition due to deregulation, the difficulty inobtaining an adequate return on invested capital or infinancing large construction programs, the limitations onoperations and increased costs and delays attributable toenvironmental considerations, and the capital market’sability to absorb utility debt. In addition, taxes, governmentregulation, international politics, price and supplyfluctuations, volatile interest rates and water conservationmay cause difficulties for water utilities. All of such issuershave been experiencing certain of these problems invarying degrees.

Alternative Energy Issuer Risk. The Portfolio investssignificantly in alternative energy companies. You shouldunderstand the risks of this industry before you invest.

The alternative energy industry can be significantlyaffected by obsolescence of existing technology, shortproduct cycles, falling prices and profits, competitionfrom new market entrants and general economicconditions. Further, the alternative energy industry canbe significantly affected by intense competition andlegislat ion result ing in more str ict governmentregulations and enforcement policies, and can besubject to risks associated with hazardous materials.The alternative energy industry can be significantlyaffected by fluctuations in energy prices and supply anddemand of alternative energy fuels, energyconservation, the success of exploration projects andtax and other government regulations. The industry alsocan be significantly affected by the supply of anddemand for specific products or services, the supply ofand demand for oil and gas, the price of oil and gas,production spending, government regulation, worldevents and economic conditions.

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Shares in the companies involved in this industryhave been significantly more volatile than shares ofcompanies operating in other more establ ishedindustries, and may be subject to sharp price declines.Certain valuation methods currently used to valuecompanies involved in the alternative power and powertechnology sectors, particularly those companies thathave not yet traded profitably, have not been inwidespread use for a significant period of time. As aresult, the use of these valuation methods may serve toincrease further the volatility of certain alternative powerand power technology company share prices. Thisindustry sector is relat ively nascent and under-researched in comparison to more established andmature sectors, and should therefore be regarded ashaving greater investment risk.

Changes in U.S., European and other governments’pol icies towards alternative power and powertechnology also may have an adverse effect on thePortfolio’s performance.

The Portfolio may invest in the shares of companieswith a limited operating history, some of which may neverhave traded profitably. Investment in young companieswith a short operating history is generally riskier thaninvestment in companies with a longer operating history.The price of crude oil, natural gas, electricity producedfrom traditional hydropower and that generated fromnuclear power and possibly other as yet undiscoveredenergy sources could potentially have a negative impacton the competitiveness of renewable energies.

Many energy companies are subject to variousuncertainties, including:

• risks of increases in fuel and other operatingcosts;

• restrictions on operations and increased costsand delays as a result of environmental, nuclearsafety and other regulations;

• regulatory restrictions on the ability to passincreasing wholesale costs along to the retail andbusiness customer;

• coping with the general effects of energyconservation;

• technological innovations which may renderexisting plants, equipment or products obsolete;

• the effects of local weather, maturing marketsand difficulty in expanding to new markets due toregulatory and other factors;

• the potential impact of natural or man-madedisasters;

• difficulty obtaining adequate returns on investedcapital, even if frequent rate increases areapproved by public service commissions;

• the high cost of obtaining financing duringperiods of inflation;

• difficulties of the capital markets in absorbingutility debt and equity securities; and

• increased competition.

Any of these factors, or a combination of thesefactors, could affect the supply of or demand forelectricity, natural gas, water or other energy, which couldadversely affect the profitability of alternative energyissuers and the performance of the your Portfolio.

Small Capitalization Companies. Investing instocks of smal l capital izat ion (or “smal l-cap”)companies may involve greater risk than investing instocks of medium and large capitalization companies,since they can be subject to more abrupt or erraticprice movements. Many small-cap companies willhave had their securities publicly traded, if at all, foronly a short period of time and will not have had theopportunity to establish a reliable trading patternthrough economic cycles. The price volatility of small-cap companies is relatively higher than larger, olderand more mature companies. This greater pricevolatility of small-cap companies may result from thefact that there may be less market liquidity, lessinformation publicly available or fewer investors whomonitor the activities of these companies. In addition,the market prices of these securities may exhibit moresensitivity to changes in industry or general economicconditions. Some small-cap companies will not havebeen in existence long enough to experienceeconomic cycles or to demonstrate whether they aresufficiently well managed to survive downturns or

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inflationary periods. Further, a variety of factors mayaffect the success of a company's business beyondthe abi l i ty of i ts management to prepare orcompensate for them, including domestic andinternational political developments, government tradeand fiscal policies, patterns of trade and war or othermilitary conflict which may affect industries or marketsor the economy generally.

Legislation/Litigation. From time to time, variouslegislative initiatives are proposed in the United Statesand abroad which may have a negative impact oncertain of the companies represented in the Portfolio oron the tax treatment of your Portfolio or of yourinvestment in the Portfolio. In addition, l it igationregarding any of the issuers of the Securities or of theindustries represented by these issuers may negativelyimpact the share prices of these Securities. No one canpredict what impact any pending or threatened litigationwill have on the share prices of the Securities.

Liquidity Risk. Liquidity risk is the risk that thevalue of a security will fall if trading in the security islimited or absent. No one can guarantee that a liquidtrading market will exist for any security.

No FDIC Guarantee. An investment in your Portfoliois not a deposit of any bank and is not insured orguaranteed by the Federal Deposit InsuranceCorporation or any other government agency.

PUBLIC OFFERING

General. Units are offered at the Public OfferingPrice which consists of the net asset value per Unit plusorganization costs plus the sales charge. The net assetvalue per Unit is the value of the securities, cash andother assets in your Portfolio reduced by the liabilities ofthe Portfolio divided by the total Units outstanding. Themaximum sales charge equals 2.95% of the PublicOffering Price per Unit (3.04% of the aggregate offeringprice of the Securities) at the time of purchase.

You pay the initial sales charge at the time you buyUnits. The initial sales charge is the difference between thetotal sales charge percentage (maximum of 2.95% of thePublic Offering Price per Unit) and the sum of theremaining fixed dollar deferred sales charge and the total

fixed dollar creation and development fee. The initial salescharge will be approximately 1.00% of the Public OfferingPrice per Unit depending on the Public Offering Price perUnit. The deferred sales charge is fixed at $0.145 per Unit.Your Portfolio pays the deferred sales charge ininstallments as described in the “Fee Table.” If anydeferred sales charge payment date is not a business day,we will charge the payment on the next business day. Ifyou purchase Units after the initial deferred sales chargepayment, you will only pay that portion of the paymentsnot yet collected. If you redeem or sell your Units prior tocollection of the total deferred sales charge, you will payany remaining deferred sales charge upon redemption orsale of your Units. The initial and deferred sales chargesare referred to as the “transactional sales charge.” Thetransactional sales charge does not include the creationand development fee which compensates the Sponsor forcreating and developing your Portfolio and is describedunder “Expenses.” The creation and development fee isfixed at $0.05 per Unit. Your Portfolio pays the creationand development fee as of the close of the initial offeringperiod as described in the “Fee Table.” If you redeem orsell your Units prior to collection of the creation anddevelopment fee, you will not pay the creation anddevelopment fee upon redemption or sale of your Units.Because the deferred sales charge and creation anddevelopment fee are fixed dollar amounts per Unit, theactual charges will exceed the percentages shown in the“Fee Table” if the Public Offering Price per Unit falls below$10 and will be less than the percentages shown in the“Fee Table” if the Public Offering Price per Unit exceeds$10. In no event will the maximum total sales chargeexceed 2.95% of the Public Offering Price per Unit.

Since the deferred sales charge and creation anddevelopment fee are fixed dollar amounts per Unit,your Portfolio must charge these amounts per Unitregardless of any decrease in net asset value.However, if the Public Offering Price per Unit falls tothe extent that the maximum sales charge percentageresults in a dol lar amount that is less than thecombined fixed dollar amounts of the deferred salescharge and creation and development fee, your initialsales charge will be a credit equal to the amount bywhich these fixed dollar charges exceed your sales

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charge at the time you buy Units. In such a situation,the value of securities per Unit would exceed thePublic Offering Price per Unit by the amount of theinitial sales charge credit and the value of thosesecurities will fluctuate, which could result in a benefitor detriment to Unitholders that purchase Units at thatprice. The initial sales charge credit is paid by theSponsor and is not paid by the Portfolio. The “FeeTable” shows the sales charge calculation at a $10Public Offering Price per Unit and the fol lowingexamples illustrate the sales charge at prices belowand above $10. If the Public Offering Price per Unit fellto $6, the maximum sales charge would be $0.1770(2.95% of the Public Offering Price per Unit), whichconsists of an initial sales charge of -$0.0180, adeferred sales charge of $0.145 and a creation anddevelopment fee of $0.05. If the Public Offering Priceper Unit rose to $14, the maximum sales chargewould be $0.4130 (2.95% of the Public Offering Priceper Unit), consisting of an initial sales charge of$0.2180, a deferred sales charge of $0.145 and thecreation and development fee of $0.05.

The actual sales charge that may be paid by aninvestor may differ slightly from the sales chargesshown herein due to rounding that occurs in thecalculation of the Public Offering Price and in thenumber of Units purchased.

The minimum purchase is 100 Units (25 Units forretirement accounts) but may vary by selling firm.Certain broker-dealers or selling firms may charge anorder handling fee for processing Unit purchases.

Reducing Your Sales Charge. The Sponsoroffers a variety of ways for you to reduce the salescharge that you pay. It is your financial professional’sresponsibility to alert the Sponsor of any discountwhen you purchase Units. Before you purchase Unitsyou must also inform your financial professional ofyour qualification for any discount or of any combinedpurchases to be eligible for a reduced sales charge.As further described in this section, purchasesexecuted on the same day by a single person at thesame broker-dealer may be combined for salescharge discount calculation purposes. Secondarymarket purchases are excluded for purposes of sales

charge discount calculations. Since the deferred salescharges and creation and development fee are fixeddollar amounts per Unit, your Portfolio must chargethese amounts per Unit regardless of any discounts.However, if you are eligible to receive a discount suchthat your total sales charge is less than the fixeddollar amounts of the deferred sales charges andcreation and development fee, you will receive acredit equal to the difference between your total salescharge and these fixed dollar charges at the time youbuy Units.

Large Quantity Purchases. You can reduce yoursales charge by increasing the size of your investment.Based upon the aggregate dollar amount of Unitspurchased by a Unitholder in the initial offering period,the following table shows both the corresponding salescharge and the concession or agency commissionallowed to broker-dealers and other selling agents onsuch transaction.

Broker-DealerConcession

Transaction or Agency Amount Sales Charge Commission______________ ______________ ______________

Less than $50,000 . . . . . 2.95% 2.25%$50,000 - $99,999 . . . . . 2.70 2.00$100,000 - $249,999 . . . 2.45 1.75$250,000 - $499,999 . . . 2.20 1.50$500,000 - $999,999 . . . 1.95 1.25$1,000,000 or more . . . . 1.40 0.75

Except as described below, these quantity discountlevels apply only to purchases of a single Portfolio madeby the same person on a single day from a singlebroker-dealer. We apply these sales charges as apercent of the Public Offering Price per Unit at the timeof purchase. The breakpoints will be adjusted to takeinto consideration purchase orders stated in dollarswhich cannot be completely fulf i l led due to therequirement that only whole Units will be issued.Additional information regarding the broker-dealerconcession or agency commission is presented in the“Unit Distribution” section.

For purposes of achieving these levels, you maycombine certain purchases made on the same day

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through a single broker-dealer or selling agent, asfurther described below. You must inform your broker-dealer of any combined purchases before yourpurchase to be eligible for a reduced sales charge. Forpurposes of achieving the quantity discount levels in theabove table, Units of the Portfolio may be combinedwith (i) purchases of units of any other Invesco-sponsored unit investment trusts during each trust’sinitial offering period, (ii) purchases of units made asdescribed under the “Fee Accounts” paragraph in thissection, and (iii) purchases of units eligible for the salescharge discounts described under the “Rollovers andExchanges” paragraph in this section. In addition, Unitspurchased in the name of your spouse (or theequivalent if recognized under local law) or children(including step-children) under 21 living in the samehousehold as you will be deemed to be additionalpurchases by you for the purposes of calculating theapplicable quantity discount level. The reduced salescharge levels will also be applicable to a trustee or otherfiduciary purchasing Units for a single trust, estate(including multiple trusts created under a single estate)or fiduciary account.

Fee Accounts. Investors may purchase Units throughregistered investment advisers, certified financialplanners and registered broker-dealers who in eachcase either charge periodic fees for brokerage services,f inancial planning, investment advisory or assetmanagement services, or provide such services inconnection with the establishment of an investmentaccount for which a comprehensive “wrap fee” charge(“Wrap Fee”) is imposed (“Fee Accounts”). If Units of thePortfolio are purchased for a Fee Account and thePortfolio is subject to a Wrap Fee (i.e., the Portfolio is“Wrap Fee Eligible”), then the purchase will not besubject to the transactional sales charge but will besubject to the creation and development fee of $0.05per Unit that is retained by the Sponsor. Please refer tothe section called “Fee Accounts” for additionalinformation on these purchases. The Sponsor reservesthe right to limit or deny purchases of Units described inthis paragraph by investors or selling firms whosefrequent trading activity is determined to be detrimentalto the Portfolio. As described above in “Large Quantity

Purchases”, Units purchased for a Fee Account may becombined with certain other purchases for purposes ofachieving the quantity discount levels presented in thetable above under “Large Quantity Purchases”,however, such Wrap Fee Eligible Units are not eligiblefor any sales charge discounts in addition to that whichis described in this paragraph and under the “FeeAccounts” section found below.

Rollovers and Exchanges. During the initial offeringperiod of the Portfolio, unitholders of any Invesco-sponsored unit investment trust and unitholders ofunaffiliated unit investment trusts may utilize theirredemption or termination proceeds from such trusts topurchase Units of the Portfolio, or units of any otherInvesco-sponsored unit investment trust in its initialoffering period, at a reduced sales charge. For suchaggregated purchases of less than $1,000,000, Unitsmay be purchased at the Public Offering Price per Unitless 1.00%. For such aggregated purchases of$1,000,000 or more, either made solely withredemption or termination proceeds from other unitinvestment trusts or in combination with otherpurchases as described above under “Large QuantityPurchases”, Units will be eligible for the applicablequantity discount level presented in the table thatappears in that subsection. For aggregated purchasesdescribed above in the “Large Quantity Purchases”subsection that consist of any units other than Units ofthe Portfolio, please refer to the prospectus of theapplicable Invesco-sponsored unit investment trust forinformation regarding the specified sales chargereductions on those units. In order to be eligible for thesales charge discounts applicable to Unit purchasesmade with redemption or termination proceeds fromother unit investment trusts, the trade date of eachrollover or redemption, or each other trust’s terminationdate resulting in the receipt of such proceeds used topurchase Units of the Portfolio must all be derived fromtransactions that occurred within 30 calendar days priorto your Unit purchase. In addition, the discounts willonly be available for investors that utilize the samebroker-dealer (or a different broker-dealer withappropriate notification) for both the Unit purchase andthe transaction resulting in the receipt of the termination

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or redemption proceeds used for the Unit purchase.You may be required to provide appropriatedocumentation or other information to your broker-dealer to evidence your eligibility for these reducedsales charge discounts. An exchange does not avoid ataxable event on the redemption or termination of aninterest in a trust.

Employees. Employees, officers and directors(including their spouses (or the equivalent if recognizedunder local law) and children or step-children under 21living in the same household, parents or step-parentsand trustees, custodians or fiduciaries for the benefit ofsuch persons) of Invesco Capital Markets, Inc. and itsaffiliates, and dealers and their affiliates may purchaseUnits at the Public Offering Price less the applicabledealer concession. All employee discounts are subjectto the pol icies of the related sel l ing f irm. Onlyemployees, officers and directors of companies thatallow their employees to participate in this employeediscount program are eligible for the discounts.

Distribution Reinvestments. We do not charge anysales charge when you reinvest distributions from yourPortfolio into additional Units of your Portfolio. Since thedeferred sales charges and creation and development feeare fixed dollar amounts per unit, your Portfolio mustcharge these amounts per unit regardless of this discount.If you elect to reinvest distributions, the Sponsor will credityou with additional Units with a dollar value sufficient tocover the amount of any remaining deferred sales chargeand creation and development fee that will be collectedon such Units at the time of reinvestment. The dollar valueof these Units will fluctuate over time.

Unit Price. The Public Offering Price of Units willvary from the amounts stated under “EssentialInformation” in accordance with fluctuations in theprices of the underlying Securities in the Portfolio. Theinitial price of the Securities upon deposit by theSponsor was determined by the Trustee. The Trusteewill generally determine the value of the Securities asof the Evaluation Time on each business day and willadjust the Public Offering Price of Units accordingly.The Evaluation Time is the close of the New YorkStock Exchange on each business day. The term“business day”, as used herein and under “Rights of

Unitholders--Redemption of Units”, means any day onwhich the New York Stock Exchange is open forregular trading. The Public Offering Price per Unit willbe effect ive for al l orders received pr ior to theEvaluat ion T ime on each business day. Ordersreceived by the Sponsor prior to the Evaluation Timeand orders received by author ized f inancia lprofessionals prior to the Evaluation Time that areproperly transmitted to the Sponsor by the timedesignated by the Sponsor, are priced based on thedate of receipt. Orders received by the Sponsor afterthe Evaluat ion T ime, and orders received byauthorized financial professionals after the EvaluationTime or orders received by such persons that are nottransmitted to the Sponsor unt i l after the t imedesignated by the Sponsor, are priced based on thedate of the next determined Public Offering Price perUnit provided they are received timely by the Sponsoron such date. It is the responsibility of authorizedfinancial professionals to transmit orders received bythem to the Sponsor so they will be received in atimely manner.

The value of portfolio securities is based on thesecurities’ market price when available. When amarket pr ice is not readi ly avai lable, includingcircumstances under which the Trustee determinesthat a security’s market price is not accurate, aport fo l io secur i ty is valued at i ts fa i r value, asdetermined under procedures established by theTrustee or an independent pricing service used by theTrustee. In these cases, the Portfolio’s net asset valuewill reflect certain portfolio securities’ fair value ratherthan their market price. With respect to securities thatare primarily listed on foreign exchanges, the value ofthe portfolio securities may change on days when youwill not be able to purchase or sell Units. The value ofany foreign securities is based on the applicablecurrency exchange rate as of the Evaluation Time. TheSponsor will provide price dissemination and oversightservices to the Portfolio.

During the initial offering period, part of the PublicOffering Price represents an amount that will pay thecosts incurred in establishing your Portfolio. Thesecosts include the costs of preparing documents

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relating to the Portfolio (such as the registrationstatement, prospectus, trust agreement and legaldocuments), federal and state registration fees, theinitial fees and expenses of the Trustee and the initialaudit. Your Portfolio will sell securities to reimburse usfor these costs at the end of the initial offering period orafter six months, if earlier. The value of your Units willdecline when the Portfolio pays these costs.

Unit Distribution. Units will be distributed to thepublic by the Sponsor, broker-dealers and others at thePublic Offer ing Price. Units repurchased in thesecondary market, if any, may be offered by thisprospectus at the secondary market Public OfferingPrice in the manner described above.

Unit Sales Concessions. Brokers, dealers and otherswil l be al lowed a regular concession or agencycommission in connection with the distribution of Unitsduring the initial offering period as set forth in the“Broker-Dealer Concession or Agency Commission”column of the table under “Reducing Your Sales Charge– Large Quantity Purchases”. For transactions involvingunitholders of other unit investment trusts who use theirredemption or termination proceeds to purchase Unitsof the Portfolio, the regular concession or agencycommission will amount to 1.30% per Unit (0.75% perUnit for aggregated purchases of $1,000,000 or more).

Volume Concession Based Upon Annual Sales. Asdescribed below, broker-dealers and other sellingagents may in certain cases be eligible for an additionalconcession based upon their annual eligible sales of allInvesco fixed income and equity unit investment trusts.Eligible sales include all units of any Invesco unitinvestment trust underwritten or purchased directly fromInvesco during a trust’s initial offering period. Forpurposes of this concession, trusts designated as either“Invesco Unit Trusts, Taxable Income Series” or“Invesco Unit Trusts, Municipal Series” are fixed incometrusts, and trusts designated as “Invesco Unit TrustsSeries” are equity trusts. In addition to the regularconcessions or agency commissions described abovein “Unit Sales Concessions”, all broker-dealers andother selling firms will be eligible to receive additionalcompensation based on total initial offering period salesof all eligible Invesco unit investment trusts during the

previous consecutive 12-month period through the endof the most recent month. The Volume Concession, asapplicable to equity and fixed income trust units, is setforth in the following table:

Volume Concession____________________Total Sales Equity Trust Fixed Income (in millions) Units Trust Units______________________ ____________ ______________

$25 but less than $100 0.050% 0.050%$100 but less than $150 0.075 0.075$150 but less than $250 0.100 0.100$250 but less than $500 0.115 0.100$500 but less than $750 0.125 0.100$750 but less than $1,000 0.130 0.100$1,000 but less than $1,500 0.135 0.100$1,500 but less than $2,000 0.140 0.100$2,000 but less than $3,000 0.150 0.100$3,000 but less than $4,000 0.160 0.100$4,000 but less than $5,000 0.170 0.100$5,000 or more 0.175 0.100

Broker-dealers and other selling firms will not receivethe Volume Concession on the sale of units purchasedin Fee Accounts, however, such sales will be includedin determining whether a firm has met the sales levelbreakpoints set forth in the Volume Concession tableabove. Secondary market sales of all unit investmenttrusts are excluded for purposes of the VolumeConcession. Eligible dealer firms and other sellingagents include clearing firms that place orders withInvesco and provide Invesco with information withrespect to the representatives who initiated suchtransactions. Eligible dealer firms and other sellingagents will not include firms that solely provide clearingservices to other broker-dealer firms or firms who placeorders through clearing firms that are eligible dealers.We reserve the right to change the amount of theconcessions or agency commissions from time to time.For a trust to be el ig ible for this addit ionalcompensation, the trust’s prospectus must includedisclosure related to this additional compensation.

Additional Information. Except as provided in thissection, any sales charge discount provided to investorswill be borne by the selling broker-dealer or agent. For allsecondary market transactions the total concession or

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agency commission will amount to 80% of the salescharge. Notwithstanding anything to the contrary herein,in no case shall the total of any concessions, agencycommissions and any additional compensation allowed orpaid to any broker, dealer or other distributor of Units withrespect to any individual transaction exceed the total salescharge applicable to such transaction. The Sponsorreserves the right to reject, in whole or in part, any orderfor the purchase of Units and to change the amount of theconcession or agency commission to dealers and othersfrom time to time.

We may provide, at our own expense and out ofour own profits, additional compensation and benefitsto broker-dealers who sell Units of the Portfolio andour other products. This compensation is intended toresult in additional sales of our products and/orcompensate broker-dealers and financial advisors forpast sa les. We may make these payments formarket ing, promot ional or re lated expenses,including, but not limited to, expenses of entertainingretail customers and financial advisors, advertising,sponsorship of events or seminars, obtaining shelfspace in broker-dealer firms and similar activitiesdesigned to promote the sale of the Portfolio and ourother products. Fees may include payment for travelexpenses, including lodging, incurred in connectionwith trips taken by invited registered representativesfor meetings or seminars of a business nature. Thesearrangements will not change the price you pay foryour Units.

Sponsor Compensation. The Sponsor will receivethe total sales charge applicable to each transaction.Except as provided under “Unit Distribution,” any salescharge discount provided to investors will be borne bythe selling dealer or agent. In addition, the Sponsor willrealize a profit or loss as a result of the differencebetween the price paid for the Securities by the Sponsorand the cost of the Securities to the Portfolio on theInitial Date of Deposit as well as on subsequentdeposits. See “Notes to Portfolio”. The Sponsor has notparticipated as sole underwriter or as manager or as amember of the underwriting syndicates or as an agent ina private placement for any of the Securities. TheSponsor may realize profit or loss as a result of the

possible fluctuations in the market value of Units held bythe Sponsor for sale to the public. In maintaining asecondary market, the Sponsor will realize profits orlosses in the amount of any difference between the priceat which Units are purchased and the price at whichUnits are resold (which price includes the applicablesales charge) or from a redemption of repurchased Unitsat a price above or below the purchase price. Cash, ifany, made available to the Sponsor prior to the date ofsettlement for the purchase of Units may be used in theSponsor’s business and may be deemed to be a benefitto the Sponsor, subject to the l imitations of theSecurities Exchange Act of 1934.

The Sponsor or an affiliate may have participated in apublic offering of one or more of the Securities. TheSponsor, an affiliate or their employees may have a longor short position in these Securities or related securities.An affiliate may act as a specialist or market maker forthese Securities. An officer, director or employee of theSponsor or an affiliate may be an officer or director forissuers of the Securities.

Market for Units. Although it is not obligated to doso, the Sponsor may maintain a market for Units and topurchase Units at the secondary market repurchase price(which is described under “Right of Unitholders--Redemption of Units”). The Sponsor may discontinuepurchases of Units or discontinue purchases at this priceat any time. In the event that a secondary market is notmaintained, a Unitholder will be able to dispose of Unitsby tendering them to the Trustee for redemption at theRedemption Price. See “Rights of Unitholders--Redemption of Units”. Unitholders should contact theirbroker to determine the best price for Units in thesecondary market. Units sold prior to the time the entiredeferred sales charge has been collected will be assessedthe amount of any remaining deferred sales charge at thetime of sale. The Trustee will notify the Sponsor of anyUnits tendered for redemption. If the Sponsor’s bid in thesecondary market equals or exceeds the RedemptionPrice per Unit, it may purchase the Units not later than theday on which Units would have been redeemed by theTrustee. The Sponsor may sell repurchased Units at thesecondary market Public Offering Price per Unit.

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RETIREMENT ACCOUNTS

Units are available for purchase in connection withcertain types of tax-sheltered retirement plans, includingIndividual Retirement Accounts for individuals, SimplifiedEmployee Pension Plans for employees, qualified plansfor self-employed individuals, and qualified corporatepension and profit sharing plans for employees. Theminimum purchase for these accounts is reduced to 25Units but may vary by selling firm. The purchase ofUnits may be limited by the plans’ provisions and doesnot itself establish such plans.

FEE ACCOUNTS

As described above, Units may be available forpurchase by investors in Fee Accounts where thePortfolio is Wrap Fee Eligible. You should consult yourfinancial professional to determine whether you canbenefit from these accounts. This table illustrates thesales charge you will pay if the Portfolio is Wrap FeeEligible as a percentage of the initial Public OfferingPrice per Unit on the Initial Date of Deposit (thepercentage will vary thereafter).

Initial sales charge 0.00%Deferred sales charge 0.00______

Transactional sales charge 0.00%____________Creation and development fee 0.50%______

Total sales charge 0.50%____________

You should consult the “Public Offering--Reducing YourSales Charge” section for specific information on this andother sales charge discounts. That section governs thecalculation of all sales charge discounts. The Sponsorreserves the right to limit or deny purchases of Units inFee Accounts by investors or selling firms whose frequenttrading activity is determined to be detrimental to thePortfolio. To purchase Units in these Fee Accounts, yourfinancial professional must purchase Units designatedwith one of the Wrap Fee CUSIP numbers set forth under“Essential Information,” either Wrap Fee Cash for cashdistributions or Wrap Fee Reinvest for the reinvestment ofdistributions in additional Units, if available. See “Rights ofUnitholders--Reinvestment Option.”

RIGHTS OF UNITHOLDERS

Distributions. Dividends and interest, net of expenses,and any net proceeds from the sale of Securities receivedby the Portfolio will generally be distributed to Unitholderson each Distribution Date to Unitholders of record on thepreceding Record Date. These dates appear under“Essential Information”. In addition, the Portfolio willgenerally make required distributions at the end of eachyear because it is structured as a “regulated investmentcompany” for federal tax purposes. Unitholders will alsoreceive a final distribution of income when the Portfolioterminates. A person becomes a Unitholder of record onthe date of settlement (generally three business days afterUnits are ordered). Unitholders may elect to receivedistributions in cash or to have distributions reinvestedinto additional Units. See “Rights of Unitholders--Reinvestment Option”.

Dividends and interest received by the Portfolio arecredited to the Income Account of the Portfolio. Otherreceipts (e.g., capital gains, proceeds from the sale ofSecurities, etc.) are credited to the Capital Account.Proceeds received on the sale of any Securities, to theextent not used to meet redemptions of Units or paydeferred sales charges, fees or expenses, will bedistributed to Unitholders. Proceeds received from thedisposition of any Securities after a Record Date andprior to the following Distribution Date will be held in theCapital Account and not distributed until the nextDistribution Date. Any distribution to Unitholdersconsists of each Unitholder’s pro rata share of theavailable cash in the Income and Capital Accounts as ofthe related Record Date.

Estimated Distributions. The estimated initialdistribution and estimated net annual income per Unitmay be shown under “Essent ia l Informat ion.”Generally, the estimate of the income the Portfolio mayreceive is based on the most recent ordinary quarterlydividends declared by an issuer, the most recentinterim and final dividends declared for certain foreignissuers, or scheduled income payments (in all casesaccounting for any applicable foreign withholdingtaxes). In certain cases, estimated net annual incomemay also be based upon several recently declared

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dividends of an issuer. However, common stocks donot assure dividend payments and therefore theamount of future dividend income to your Portfolio isuncertain. The actual net annual distributions maydecrease over time because a portion of the Securitiesincluded in the Portfolio will be sold to pay for theorganization costs, deferred sales charge and creationand development fee. Securities may also be sold topay regular fees and expenses during the Portfolio’slife. Dividend and income conventions for certaincompanies and/or certain countries differ from thosetypically used in the United States and in certaininstances, dividends/income paid or declared overseveral years or other per iods may be used toestimate annual distributions. The actual net annualincome distributions you receive will vary from theestimated amount due to changes in the Portfolio’sfees and expenses, in actual income received by thePortfolio, currency fluctuations and with changes inthe Portfolio such as the acquisition, call, maturity orsale of Securities. Due to these and various otherfactors, actual income received by the Portfolio willmost likely differ from the most recent dividends orscheduled income payments.

Reinvestment Option. Unitholders may havedistributions automatically reinvested in additional Unitswithout a sales charge (to the extent Units may belawfully offered for sale in the state in which theUnitholder resides). The CUSIP numbers for either“Cash” distributions or “Reinvest” for the reinvestmentof distr ibut ions are set forth under “EssentialInformation”. Brokers and dealers can use the DividendReinvestment Service through Depository TrustCompany (“DTC”) or purchase a Reinvest (or Wrap FeeReinvest in the case of Wrap Fee Eligible Units held inFee Accounts) CUSIP, if available. To participate in thisreinvestment option, a Unitholder must file with theTrustee a written notice of election, together with anyother documentation that the Trustee may then require,at least five days prior to the related Record Date. AUnitholder’s election will apply to all Units owned by theUnitholder and will remain in effect until changed by theUnitholder. The reinvestment option is not offeredduring the 30 calendar days prior to termination. If

Units are unavai lable for reinvestment or thisreinvestment option is no longer available, distributionswill be paid in cash. Distributions will be taxable toUnitholders if paid in cash or automatically reinvested inadditional Units. See “Taxation”.

A participant may elect to terminate his or herreinvestment plan and receive future distributions incash by notifying the Trustee in writing no later thanfive days before a Distribution Date. The Sponsor shallhave the r ight to suspend or terminate thereinvestment plan at any time. The reinvestment planis subject to availability or limitation by each broker-dealer or selling firm. Broker-dealers may suspend orterminate the offering of a reinvestment plan at anytime. Please contact your financial professional foradditional information.

Redemption of Units. All or a portion of your Unitsmay be tendered to The Bank of New York Mellon, theTrustee, for redemption at Unit Investment TrustDivision, 111 Sanders Creek Parkway, East Syracuse,New York 13057, on any day the New York StockExchange is open. No redemption fee will be chargedby the Sponsor or the Trustee, but you are responsiblefor applicable governmental charges, if any. Unitsredeemed by the Trustee will be canceled. You mayredeem all or a portion of your Units by sending arequest for redemption to your bank or broker-dealerthrough which you hold your Units. No later than threebusiness days fol lowing satisfactory tender, theUnitholder will be entitled to receive in cash an amountfor each Unit equal to the Redemption Price per Unitnext computed on the date of tender. The “date oftender” is deemed to be the date on which Units arereceived by the Trustee, except that with respect toUnits received by the Trustee after the Evaluation Timeor on a day which is not a business day, the date oftender is deemed to be the next business day.Redemption requests received by the Trustee after theEvaluation Time, and redemption requests received byauthorized financial professionals after the EvaluationTime or redemption requests received by such personsthat are not transmitted to the Trustee until after thetime designated by the Trustee, are priced based on thedate of the next determined redemption price provided

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they are received timely by the Trustee on such date. Itis the responsibility of authorized financial professionalsto transmit redemption requests received by them tothe Trustee so they will be received in a timely manner.Certain broker-dealers or selling firms may charge anorder handling fee for processing redemption requests.Units redeemed directly through the Trustee are notsubject to such fees.

The Trustee may sell Securities to satisfy Unitredemptions. To the extent that Securities are sold,the size of the Portfolio will be, and the diversity of thePortfolio may be, reduced. Sales may be required at atime when Securities would not otherwise be sold andmay result in lower prices than might otherwise berealized. The price received upon redemption may bemore or less than the amount paid by the Unitholderdepending on the value of the Securities at the timeof redemption.

The Redemption Price per Unit and the secondarymarket repurchase price per Unit are equal to the pro ratashare of each Unit in the Portfolio determined on the basisof (i) the cash on hand in the Portfolio, (ii) the value of theSecurities in the Portfolio and (iii) dividends or otherincome distributions receivable on the Securities in thePortfolio trading ex-dividend as of the date ofcomputation, less (a) amounts representing taxes or othergovernmental charges payable out of the Portfolio, (b) theaccrued expenses of the Portfolio (including costsassociated with liquidating securities after the end of theinitial offering period) and (c) any unpaid deferred salescharge payments. During the initial offering period, theredemption price and the secondary market repurchaseprice are not reduced by the estimated organization costsor the creation and development fee. For these purposes,the Trustee will determine the value of the Securities asdescribed under “Public Offering--Unit Price”.

The right of redemption may be suspended andpayment postponed for any period during which the NewYork Stock Exchange is closed, other than for customaryweekend and holiday closings, or any period during whichthe SEC determines that trading on that Exchange isrestricted or an emergency exists, as a result of whichdisposal or evaluation of the Securities is not reasonablypracticable, or for other periods as the SEC may permit.

Exchange Option. When you redeem Units of yourPortfolio or when your Portfolio terminates, you may beable to exchange your Units for units of other Invescounit trusts at a reduced sales charge. You shouldcontact your financial professional for more informationabout trusts currently available for exchanges. Beforeyou exchange Units, you should read the prospectus ofthe new trust carefully and understand the risks andfees. You should then discuss this option with yourfinancial professional to determine whether yourinvestment goals have changed, whether current trustssuit you and to discuss tax consequences. Anexchange is a taxable event to you. We maydiscontinue this option at any time.

Rollover. We may offer a subsequent series of thePortfolio, for a Rollover when the Portfolio terminates.

On the Mandatory Termination Date you will have theoption to (1) participate in a Rollover and have yourUnits reinvested into a subsequent trust series or (2) receive a cash distribution.

If you elect to participate in a cash Rollover, yourUnits will be redeemed on the Mandatory TerminationDate. As the redemption proceeds become available,the proceeds (including dividends) will be invested in anew trust series at the public offering price for the newtrust. The Trustee will attempt to sell Securities to satisfythe redemption as quickly as practicable on theMandatory Termination Date. We do not anticipate thatthe sale period will be longer than one day, however,certain factors could affect the ability to sell theSecurities and could impact the length of the saleperiod. The liquidity of any Security depends on thedaily trading volume of the Security and the amountavailable for redemption and reinvestment on any day.

We may make subsequent trust series available forsale at various times during the year. Of course, wecannot guarantee that a subsequent trust or sufficientunits will be available or that any subsequent trusts willoffer the same investment strategy or objective as thecurrent Portfolio. We cannot guarantee that a Rollover willavoid any negative market price consequences resultingfrom trading large volumes of securities. Market pricetrends may make it advantageous to sell or buy securities

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more quickly or more slowly than permitted by thePortfolio procedures. We may, in our sole discretion,modify a Rollover or stop creating units of a trust at anytime regardless of whether all proceeds of Unitholdershave been reinvested in a Rollover. If we decide not tooffer a subsequent series, Unitholders will be notifiedprior to the Mandatory Termination Date. Cash which hasnot been reinvested in a Rollover will be distributed toUnitholders shortly after the Mandatory Termination Date.Rollover participants may receive taxable dividends orrealize taxable capital gains which are reinvested inconnection with a Rollover but may not be entitled to adeduction for capital losses due to the “wash sale” taxrules. Due to the reinvestment in a subsequent trust, nocash will be distributed to pay any taxes. See “Taxation”.

Units. Ownership of Units is evidenced in book-entryform only and will not be evidenced by certificates. Unitspurchased or held through your bank or broker-dealer willbe recorded in book-entry form and credited to theaccount of your bank or broker-dealer at DTC. Units aretransferable by contacting your bank or broker-dealerthrough which you hold your Units. Transfer, and therequirements therefore, wil l be governed by theapplicable procedures of DTC and your agreement withthe DTC participant in whose name your Units areregistered on the transfer records of DTC.

Reports Provided. Unitholders will receive astatement of dividends and other amounts received bythe Portfolio for each distribution. Within a reasonabletime after the end of each year, each person who was aUnitholder during that year will receive a statementdescribing dividends and capital received, actualPortfolio distributions, Portfolio expenses, a list of theSecurities and other Portfolio information. Unitholdersmay obtain evaluations of the Securities upon requestto the Trustee. If you have questions regarding youraccount or your Portfolio, please contact your financialadvisor or the Trustee. The Sponsor does not haveaccess to individual account information.

PORTFOLIO ADMINISTRATION

Portfolio Administration. The Portfolio is not amanaged fund and, except as provided in the TrustAgreement, Securities generally will not be sold or

replaced. The Sponsor may, however, direct thatSecurities be sold in certain limited circumstances toprotect the Portfol io based on advice from theSupervisor. These situations may include events suchas the issuer having defaulted on payment of any of itsoutstanding obligations or the price of a Security hasdeclined to such an extent or other credit factors existso that in the opinion of the Supervisor retention of theSecurity would be detrimental to the Portfolio. If a publictender offer has been made for a Security or a mergeror acquisition has been announced affecting a Security,the Trustee may either sell the Security or accept anoffer if the Supervisor determines that the sale orexchange is in the best interest of Unitholders. TheTrustee will distribute any cash proceeds to Unitholders.In addition, the Trustee may sell Securities to redeemUnits or pay Portfolio expenses or deferred salescharges. If securities or property are acquired by thePortfolio, the Sponsor may direct the Trustee to sell thesecurities or property and distribute the proceeds toUnitholders or to accept the securities or property fordeposit in the Portfolio. Should any contract for thepurchase of any of the Securities fail, the Sponsor will(unless substantially all of the moneys held in thePortfolio to cover the purchase are reinvested insubstitute Securities in accordance with the TrustAgreement) refund the cash and sales chargeattributable to the failed contract to all Unitholders on orbefore the next Distribution Date.

The Sponsor may direct the reinvestment ofproceeds of the sale of Securities if the sale is the directresult of serious adverse credit factors which, in theopinion of the Sponsor, would make retention of theSecurities detrimental to the Portfolio. In such a case,the Sponsor may, but is not obligated to, direct thereinvestment of sale proceeds in any other securitiesthat meet the criteria for inclusion in the Portfolio on theInitial Date of Deposit. The Sponsor may also instructthe Trustee to take action necessary to ensure that thePortfolio continues to satisfy the qualifications of aregulated investment company and to avoid impositionof tax on undistributed income of the Portfolio.

When your Portfolio sells Securities, the compositionand diversity of the Securities in the Portfolio may be

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altered. In order to obtain the best price for the Portfolio,it may be necessary for the Supervisor to specifyminimum amounts (generally 100 shares) in whichblocks of Securit ies are to be sold. In effectingpurchases and sales of portfolio securities, the Sponsormay direct that orders be placed with and brokeragecommissions be paid to brokers, including brokerswhich may be affiliated with the Portfolio, the Sponsoror dealers participating in the offering of Units.

Pursuant to an exemptive order, your Portfolio maybe permitted to sell Securities to a new trust when itterminates if those Securities are included in the newtrust. The exemption may enable your Portfolio toeliminate commission costs on these transactions. Theprice for those securities will be the closing sale price onthe sale date on the exchange where the Securities areprincipally traded, as certified by the Sponsor.

Amendment of the Trust Agreement. The Trusteeand the Sponsor may amend the Trust Agreement withoutthe consent of Unitholders to correct any provision whichmay be defective or to make other provisions that will notmaterially adversely affect Unitholders (as determined ingood faith by the Sponsor and the Trustee). The TrustAgreement may not be amended to increase the numberof Units or permit acquisition of securities in addition to orsubstitution for the Securities (except as provided in theTrust Agreement). The Trustee will notify Unitholders of anyamendment.

Termination. The Portfolio will terminate on theMandatory Termination Date specified under “EssentialInformation” or upon the sale or other disposition of thelast Security held in the Portfolio. The Portfolio may beterminated at any time with consent of Unitholdersrepresenting two-thirds of the outstanding Units or by theTrustee when the value of the Portfolio is less than$500,000 ($3,000,000 if the value of the Portfolio hasexceeded $15,000,000) (the “Minimum TerminationValue”). The Portfolio will be liquidated by the Trustee inthe event that a sufficient number of Units of the Portfolionot yet sold are tendered for redemption by the Sponsor,so that the net worth of the Portfolio would be reduced toless than 40% of the value of the Securities at the timethey were deposited in the Portfolio. If the Portfolio isliquidated because of the redemption of unsold Units by

the Sponsor, the Sponsor will refund to each purchaser ofUnits the entire sales charge paid by such purchaser. TheTrustee may begin to sell Securities in connection with thePortfolio termination nine business days before, and nolater than, the Mandatory Termination Date. Unitholderswill receive a final cash distribution within a reasonabletime after the Mandatory Termination Date. Al ldistributions will be net of the Portfolio’s expenses andcosts. Unitholders will receive a final distributionstatement following termination. The InformationSupplement contains further information regardingtermination of the Portfolio. See “Additional Information”.

Limitations on Liabilities. The Sponsor, Supervisorand Trustee are under no liability for taking any action orfor refraining from taking any action in good faith pursuantto the Trust Agreement, or for errors in judgment, but shallbe liable only for their own willful misfeasance, bad faith orgross negligence (negligence in the case of the Trustee) inthe performance of their duties or by reason of theirreckless disregard of their obligations and dutieshereunder. The Trustee is not liable for depreciation or lossincurred by reason of the sale by the Trustee of any of theSecurities. In the event of the failure of the Sponsor to actunder the Trust Agreement, the Trustee may actthereunder and is not liable for any action taken by it ingood faith under the Trust Agreement. The Trustee is notliable for any taxes or other governmental chargesimposed on the Securities, on it as Trustee under the TrustAgreement or on the Portfolio which the Trustee may berequired to pay under any present or future law of theUnited States of America or of any other taxing authorityhaving jurisdiction. In addition, the Trust Agreementcontains other customary provisions limiting the liability ofthe Trustee. The Sponsor and Supervisor may rely on anyevaluation furnished by the Trustee and have noresponsibility for the accuracy thereof. Determinations bythe Trustee shall be made in good faith upon the basis ofthe best information available to it.

Sponsor. Invesco Capital Markets, Inc. is theSponsor of your Portfolio. The Sponsor is a whollyowned subsidiary of Invesco Advisers, Inc. (“InvescoAdvisers”). Invesco Advisers is an indirect wholly ownedsubsidiary of Invesco Ltd., a leading independent globalinvestment manager that provides a wide range of

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investment strategies and vehicles to its retai l,institutional and high net worth clients around the globe.The Sponsor’s principal office is located at 11 GreenwayPlaza, Houston, Texas 77046-1173. As of June 30,2014, the total stockholders’ equity of Invesco CapitalMarkets, Inc. was $93,347,964 (unaudited). The currentassets under management and supervision by InvescoLtd. and its affiliates were valued at approximately$802.4 billion as of June 30, 2014.

The Sponsor and your Portfolio have adopted a codeof ethics requiring Invesco Ltd.’s employees who haveaccess to information on Portfolio transactions to reportpersonal securities transactions. The purpose of thecode is to avoid potential conflicts of interest and toprevent fraud, deception or misconduct with respect toyour Portfolio. The Information Supplement containsadditional information about the Sponsor.

If the Sponsor shall fail to perform any of its dutiesunder the Trust Agreement or become incapable ofacting or shall become bankrupt or its affairs are takenover by public authorities, then the Trustee may ( i ) appoint a successor Sponsor at rates ofcompensat ion deemed by the Trustee to bereasonable and not exceeding amounts prescribed bythe SEC, ( i i ) terminate the Trust Agreement andl iquidate the Port fo l io as provided therein or (iii) continue to act as Trustee without terminating theTrust Agreement.

Trustee. The Trustee is The Bank of New YorkMellon, a trust company organized under the laws ofNew York. The Bank of New York Mellon has itsprincipal unit investment trust division offices at 2 Hanson Place, 12th Floor, Brooklyn, New York11217, (800) 856-8487. I f you have quest ionsregarding your account or your Portfolio, pleasecontact the Trustee at its principal unit investment trustdivision offices or your financial adviser. The Sponsordoes not have access to indiv idual accountinformation. The Bank of New York Mellon is subject tosupervision and examination by the Superintendent ofBanks of the State of New York and the Board ofGovernors of the Federal Reserve System, and itsdeposits are insured by the Federal Deposit InsuranceCorporation to the extent permitted by law. Additional

information regarding the Trustee is set forth in theInformation Supplement, including the Trustee’squalifications and duties, its ability to resign, the effectof a merger involving the Trustee and the Sponsor’sabi l i ty to remove and replace the Trustee. See“Additional Information”.

TAXATION

This section summarizes some of the principal U.S.federal income tax consequences of owning Units of thePortfolio as of the date of this prospectus. Tax laws andinterpretations are subject to change, possibly withretroactive effect, and this summary does not describeall of the tax consequences to all taxpayers. Forexample, this summary generally does not describeyour situation if you are a corporation, a non-U.S.person, a broker/dealer, a tax-exempt entity, financialinstitution, person who marks to market their Units orother investor with special circumstances. In addition,this section does not describe your alternativeminimum, state, local or foreign tax consequences.

This federal income tax summary is based in part onthe advice of counsel to the Sponsor. The InternalRevenue Service could disagree with any conclusionsset forth in this section. In addition, our counsel was notasked to review the federal income tax treatment of theassets to be deposited in the Portfolio.

Additional information related to taxes is contained inthe Information Supplement. As with any investment,you should seek advice based on your individualcircumstances from your own tax advisor.

Portfolio Status. Your Portfolio intends to elect andto qualify annually as a “regulated investment company”under the federal tax laws. If your Portfolio qualifiesunder the tax law as a regulated investment companyand distributes its income consistently with suchqualification, the Portfolio generally will not pay federalincome taxes. But there is no assurance that thedistributions made by your Portfolio will eliminate alltaxes for every year at the level of your Portfolio.

Distributions. Portfolio distributions are generallytaxable to you. After the end of each year, you will receivea tax statement reporting your Portfolio’s distributions,

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including the amounts of ordinary income distributionsand capital gains dividends. Ordinary income distributionsare generally taxed at your tax rate for ordinary income,however, as further discussed below, certain ordinaryincome distributions received from your Portfolio may betaxed, under current law, at the capital gains tax rates.Certain ordinary income dividends on Units that areattributable to qualifying dividends received by yourPortfolio from certain corporations may be reported by thePortfolio as being eligible for the dividends receiveddeduction for corporate Unitholders provided certainholding period requirements are met. Income from thePortfolio may also be subject to a 3.8% Medicare taximposed generally on net investment income if youradjusted gross income exceeds certain thresholdamounts, which are $250,000 in the case of marriedcouples filing joint returns and $200,000 in the case ofsingle individuals. In addition, your Portfolio may makedistributions that represent a return of capital for taxpurposes to the extent of the Unitholder’s basis in theUnits, and any additional amounts in excess of basiswould be taxed as a capital gain. Generally, you will treatall capital gains dividends as long-term capital gainsregardless of how long you have owned your Units. Thetax status of your distributions from your Portfolio is notaffected by whether you reinvest your distributions inadditional Units or receive them in cash. The income fromyour Portfolio that you must take into account for federalincome tax purposes is not reduced by amounts used topay a deferred sales charge, if any. The tax laws mayrequire you to treat certain distributions made to you inJanuary as if you had received them on December 31 ofthe previous year.

A distribution paid by your Portfolio reduces thePortfolio’s net asset value per Unit on the date paid bythe amount of the distr ibut ion. Accordingly, adistribution paid shortly after a purchase of Units by aUnitholder would represent, in substance, a partialreturn of capital, however, it would be subject toincome taxes.

Sale or Redemption of Units. If you sell or redeemyour Units, you will generally recognize a taxable gain orloss. To determine the amount of this gain or loss, youmust subtract your adjusted tax basis in your Units from

the amount you receive in the transaction. Your initial taxbasis in your Units is generally equal to the cost of yourUnits, generally including sales charges. In some cases,however, you may have to adjust your tax basis after youpurchase your Units.

Capital Gains and Losses and CertainOrdinary Income Dividends. If you are an individual,the maximum marginal federal tax rate for net capitalgain under current law is generally 28%. Taxpayerswhose marginal ordinary income bracket is below 25%are generally not subject to tax on their net capital gains.

Net capital gain equals net long-term capital gain minusnet short-term capital loss for the taxable year. Capitalgain or loss is long-term if the holding period for the assetis more than one year and is short-term if the holdingperiod for the asset is one year or less. You must excludethe date you purchase your Units to determine yourholding period. However, if you receive a capital gaindividend from your Portfolio and sell your Units at a lossafter holding it for six months or less, the loss will berecharacterized as long-term capital loss to the extent ofthe capital gain dividend received. The tax rates for capitalgains realized from assets held for one year or less aregenerally the same as for ordinary income. The InternalRevenue Code of 1986, as amended, treats certaincapital gains as ordinary income in special situations.

In certain circumstances, ordinary income dividendsreceived by an individual Unitholder from a regulatedinvestment company such as the Portfolio may be taxedat the same rates that apply to net capital gain (asdiscussed above), provided certain holding periodrequirements are satisfied and provided the dividendsare attributable to qualified dividend income received bythe Portfolio itself. The Portfolio will provide notice to itsUnitholders of the amount of any distribution which maybe taken into account as qualified dividend incomewhich is eligible for the capital gains tax rates.

Rollovers and Exchanges. If you elect to haveyour proceeds from your Portfolio rolled over into afuture trust, it is considered a sale for federal income taxpurposes and any gain on the sale will be treated as acapital gain, and, in general, any loss will be treated as acapital loss. However, any loss realized on a sale or

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exchange will be disallowed to the extent that Unitsdisposed of are replaced ( including throughreinvestment of dividends) within a period of 61 daysbeginning 30 days before and ending 30 days afterdisposition of Units or to the extent that the Unitholder,during such period, acquires or enters into an option orcontract to acquire, substantially identical stock orsecurities. In such a case, the basis of the Unitsacquired will be adjusted to reflect the disallowed loss.

Deductibility of Portfolio Expenses. Expensesincurred and deducted by your Portfolio will generally notbe treated as income taxable to you. In some cases,however, you may be required to treat your portion ofthese Portfolio expenses as income. In these cases youmay be able to take a deduction for these expenses.However, certain miscellaneous itemized deductions,such as investment expenses, may be deducted byindividuals only to the extent that all of these deductionsexceed 2% of the individual’s adjusted gross income.Such deductions may be subject to limitation fortaxpayers whose income exceeds certain levels.

Foreign Investors. If you are a foreign investor (i.e.,an investor other than a U.S. citizen or resident or aU.S. corporation, partnership, estate or trust), generally,subject to applicable tax treaties, distributions to youfrom the Portfolio will be characterized as dividends forfederal income tax purposes (other than dividendswhich the Portfolio reports as capital gain dividends)and will be subject to U.S. income taxes, includingwithholding taxes, subject to certain exceptionsdescribed below. You may be eligible under certainincome tax treaties for a reduction in withholding rates.However distributions received by a foreign investorfrom the Portfolio that are properly reported by the trustas capital gain dividends may not be subject to U.S.federal income taxes, including withholding taxes,provided that the Portfolio makes certain elections andcertain other conditions are met.

The Foreign Account Tax Compliance Act(“FATCA”). A 30% withholding tax on your Portfolio’sdistributions, including capital gains distributions, and ongross proceeds from the sale or other disposition of Unitsgenerally applies if paid to a foreign entity unless: (i) if theforeign entity is a “foreign financial institution” as defined

under FATCA, the foreign entity undertakes certain duediligence, reporting, withholding, and certificationobligations, (ii) if the foreign entity is not a “foreign financialinstitution,” it identifies certain of its U.S. investors or (iii)the foreign entity is otherwise excepted under FATCA.Withholding under FATCA is required: (i) with respect tocertain distributions from your Portfolio beginning on July1, 2014; and (ii) with respect to certain capital gainsdistributions and gross proceeds from a sale ordisposition of Units that occur on or after January 1,2017. If withholding is required under FATCA on apayment related to your Units, investors that otherwisewould not be subject to withholding (or that otherwisewould be entitled to a reduced rate of withholding) onsuch payment generally will be required to seek a refundor credit from the IRS to obtain the benefit of suchexemption or reduction. Your Portfolio will not pay anyadditional amounts in respect of amounts withheld underFATCA. You should consult your tax advisor regarding theeffect of FATCA based on your individual circumstances.

Foreign Tax Credit. If the Portfolio invests in anyforeign securities, the tax statement that you receive mayinclude an item showing foreign taxes the Portfolio paidto other countries. In this case, dividends taxed to youwill include your share of the taxes the Portfolio paid toother countries. You may be able to deduct or receive atax credit for your share of these taxes if the Portfoliomeets certain requirements for passing through suchdeductions or credits to you.

Backup Withholding. By law, your Portfolio mustwithhold as backup withholding a percentage (currently28%) of your taxable distributions and redemptionproceeds if you do not provide your correct socialsecurity or taxpayer identification number and certifythat you are not subject to backup withholding, or if theIRS instructs your Portfolio to do so.

Investors should consult their advisors concerningthe federal, state, local and foreign tax consequences ofinvesting in the Portfolio.

PORTFOLIO OPERATING EXPENSES

General. The fees and expenses of your Portfoliowill generally accrue on a daily basis. Portfolio operating

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fees and expenses are generally paid out of the IncomeAccount to the extent funds are available, and then fromthe Capital Account. The deferred sales charge,creation and development fee and organization costsare generally paid out of the Capital Account of yourPortfolio. It is expected that Securities will be sold topay these amounts which will result in capital gains orlosses to Unitholders. See “Taxation”. These sales willreduce future income distributions. The Sponsor’s,Supervisor’s and Trustee’s fees may be increasedwithout approval of the Unitholders by amounts notexceeding proportionate increases under the category“Services Less Rent of Shelter” in the Consumer PriceIndex for All Urban Consumers or, if this category is notpublished, in a comparable category.

Organization Costs. You and the other Unitholderswill bear all or a portion of the organization costs andcharges incurred in connection with the establishmentof your Portfolio. These costs and charges will includethe cost of the preparation, printing and execution ofthe trust agreement, registration statement and otherdocuments relating to your Portfolio, federal and stateregistration fees and costs, the init ial fees andexpenses of the Trustee, and legal and auditingexpenses. The Public Offering Price of Units includesthe estimated amount of these costs. The Trustee willdeduct these expenses from your Portfolio’s assets atthe end of the initial offering period.

Creation and Development Fee. The Sponsor willreceive a fee from your Portfolio for creating anddeveloping the Portfolio, including determining thePortfolio’s objectives, policies, composition and size,selecting service providers and information services andfor providing other similar administrative and ministerialfunctions. The creation and development fee is a chargeof $0.05 per Unit. The Trustee will deduct this amountfrom your Portfolio’s assets as of the close of the initialoffering period. No portion of this fee is applied to thepayment of distribution expenses or as compensation forsales efforts. This fee will not be deducted from proceedsreceived upon a repurchase, redemption or exchange ofUnits before the close of the initial public offering period.

Trustee’s Fee. For its services the Trustee willreceive the fee from your Portfolio set forth in the “Fee

Table” (which includes the estimated amount ofmiscellaneous Portfolio expenses). The Trustee benefitsto the extent there are funds in the Capital and IncomeAccounts since these Accounts are non-interest bearingto Unitholders and the amounts earned by the Trusteeare retained by the Trustee. Part of the Trustee’scompensation for its services to your Portfolio isexpected to result from the use of these funds.

Compensation of Sponsor and Supervisor. TheSponsor and the Supervisor, which is an affiliate of theSponsor, will receive the annual fees for providingbookkeeping and administrative services and portfoliosupervisory services set forth in the “Fee Table”. Thesefees may exceed the actual costs of providing theseservices to your Portfolio but at no time will the totalamount received for these services rendered to allInvesco unit investment trusts in any calendar yearexceed the aggregate cost of providing these servicesin that year.

Miscellaneous Expenses. The following additionalcharges are or may be incurred by your Portfolio: (a) normal expenses (including the cost of mailingreports to Unitholders) incurred in connection with theoperation of the Portfolio, (b) fees of the Trustee forextraordinary services, (c) expenses of the Trustee(including legal and auditing expenses) and of counseldesignated by the Sponsor, (d) various governmentalcharges, (e) expenses and costs of any action taken bythe Trustee to protect the Portfolio and the rights andinterests of Unitholders, (f) indemnification of the Trusteefor any loss, l iabil ity or expenses incurred in theadministration of the Portfolio without negligence, badfaith or wilful misconduct on its part, (g) foreign custodialand transaction fees (which may include compensationpaid to the Trustee or its subsidiaries or affiliates),(h) costs associated with liquidating the securities heldin the Portfolio, (i) any offering costs incurred after theend of the initial offering period and (j) expendituresincurred in contacting Unitholders upon termination ofthe Portfolio. The Portfolio may pay the expenses ofupdating its registration statement each year. ThePortfolio will pay a licensee fee to BofAML for the use ofcertain trademarks and other property.

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OTHER MATTERS

Legal Opinions. The legality of the Units offeredhereby has been passed upon by Paul Hastings LLP.Dorsey & Whitney LLP has acted as counsel to theTrustee.

Independent Registered Public AccountingFirm. The statement of condition and the relatedportfol io included in this prospectus have beenaudi ted by Grant Thornton LLP, independentregistered public accounting firm, as set forth in theirreport in this prospectus, and are included herein inreliance upon the authority of said firm as experts inaccounting and auditing.

ADDITIONAL INFORMATION

This prospectus does not contain all the informationset forth in the registration statements filed by yourPortfolio with the SEC under the Securities Act of1933 and the Investment Company Act of 1940 (fileno. 811-2754). The Information Supplement, whichhas been filed with the SEC and is incorporated hereinby reference, includes more detailed informationconcerning the Securit ies, investment risks andgeneral information about the Portfolio. Informationabout your Port fo l io ( including the Informat ionSupplement) can be reviewed and copied at the SEC’sPublic Reference Room in Washington, DC. You mayobtain information about the Public Reference Roomby cal l ing 1-202-551-8090. Reports and otherinformation about your Portfolio are available on theEDGAR Database on the SEC’s Internet site athttp://www.sec.gov. Copies of this information may beobtained, after paying a duplication fee, by electronicrequest at the fo l lowing e-mai l address:publicinfo@sec.gov or by writing the SEC’s PublicReference Section, Washington, DC 20549-0102.

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TABLE OF CONTENTS

Title Page

BofA Merrill Lynch Global Water Picks Portfolio.. 2Notes to Portfolio............................................... 6Report of Independent Registered

Public Accounting Firm .................................. 8Statement of Condition ..................................... 9The Portfolio ...................................................... A-1Objective and Securities Selection ..................... A-2Risk Factors....................................................... A-2Public Offering ................................................... A-8Retirement Accounts ......................................... A-14Fee Accounts .................................................... A-14Rights of Unitholders ......................................... A-14Portfolio Administration ...................................... A-17Taxation ............................................................. A-19Portfolio Operating Expenses............................. A-21Other Matters .................................................... A-23Additional Information ........................................ A-23

______________When Units of the Portfolio are no longer available thisprospectus may be used as a preliminary prospectus for afuture Portfolio. If this prospectus is used for future Portfoliosyou should note the following:

The information in this prospectus is not complete with respectto future Portfolio series and may be changed. No person maysell Units of future Portfolios until a registration statement isfiled with the Securities and Exchange Commission and iseffective. This prospectus is not an offer to sell Units and is notsoliciting an offer to buy Units in any state where the offer orsale is not permitted.

U-EMSPRO1479

PROSPECTUS

______, 2014

BofA Merrill Lynch Global Water Picks Portfolio, Series 1

Please retain this prospectus for future reference.

INVESCO

Information Supplement

BofA Merrill Lynch Global Water Picks Portfolio, Series 1

This Information Supplement provides additional information concerning the risks and operations of thePortfolio which is not described in the prospectus. You should read this Information Supplement in conjunction withthe prospectus. This Information Supplement is not a prospectus (but is incorporated into the prospectus byreference). It does not include all of the information that you should consider before investing in the Portfolio. ThisInformation Supplement may not be used to offer or sell Units without the prospectus. You can obtain copies of theprospectus by contacting the Sponsor’s unit investment trust division at 3500 Lacey Road, Suite 700, DownersGrove, Illinois 60515-5456, or by contacting your broker. This Information Supplement is dated as of the date of theprospectus. All capitalized terms have been defined in the prospectus.

Table of ContentsPage

Risk Factors . . . . . . . . . . . . . . . . . . . . . . . . . . . 2Sponsor Information . . . . . . . . . . . . . . . . . . . . . 5Trustee Information . . . . . . . . . . . . . . . . . . . . . . 6Taxation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6Portfolio Termination . . . . . . . . . . . . . . . . . . . . . 8

INVESCO

2

RISK FACTORSPrice Volatility. Because the Portfolio invests in

stocks of foreign companies, you should understandthe risks of investing in stocks before purchasing Units.These risks include the risk that the financial conditionof the company or the general condition of the stockmarket may worsen and the value of the stocks (andtherefore Units) wi l l fal l . Stocks are especial lysusceptible to general stock market movements. Thevalue of stocks often r ises or fal ls rapidly andunpredictably as market confidence and perceptions ofcompanies change. These perceptions are based onfactors including expectations regarding governmenteconomic policies, inflation, interest rates, economicexpansion or contraction, polit ical cl imates andeconomic or banking crises. The value of Units willfluctuate with the value of the stocks in the Portfolio andmay be more or less than the price you originally paidfor your Units. As with any investment, we cannotguarantee that the performance of the Portfolio will bepositive over any period of time. Because the Portfoliois unmanaged, the Trustee will not sell stocks inresponse to market fluctuations as is common inmanaged investments.

Dividends. Stocks represent ownership interests ina company and are not obligations of the company.Common stockholders have a right to receive paymentsfrom the company that is subordinate to the rights ofcreditors, bondholders or preferred stockholders of thecompany. This means that common stockholders havea right to receive dividends only if a company’s board ofdirectors declares a dividend and the company hasprovided for payment of all of its creditors, bondholdersand preferred stockholders. If a company issuesadditional debt securities or preferred stock, the ownersof these securit ies wil l have a claim against thecompany’s assets before common stockholders if thecompany declares bankruptcy or liquidates its assetseven though the common stock was issued first. As aresult, the company may be less willing or able todeclare or pay dividends on its common stock.

Foreign Stocks. Because your Portfolio invests inforeign stocks, the Portfolio involves additional risks thatdiffer from an investment in domestic stocks.

Investments in foreign securities may involve a greaterdegree of risk than those in domestic securities. Thereis generally less publicly available information aboutforeign companies in the form of reports and ratingssimilar to those that are published about issuers in theUnited States. Also, foreign issuers are generally notsubject to uniform accounting, auditing and financialreporting requirements comparable to those applicableto United States issuers. With respect to certain foreigncountries, there is the possibility of adverse changes ininvestment or exchange control regulat ions,expropriation, nationalization or confiscatory taxation,limitations on the removal of funds or other assets ofthe Portfolio, political or social instability, or diplomaticdevelopments which could affect United Statesinvestments in those countries. Moreover, industrialforeign economies may differ favorably or unfavorablyfrom the United States’ economy in terms of growth ofgross national product, rate of inf lat ion, capitalreinvestment, resource self-sufficiency and balance ofpayments position. Foreign securities markets aregenerally not as developed or efficient as those in theUnited States. While growing in volume, they usuallyhave substantially less volume than the New York StockExchange, and securities of some foreign issuers areless l iquid and more volat i le than securit ies ofcomparable United States issuers. Fixed commissionson foreign exchanges are general ly higher thannegotiated commissions on United States exchanges.There is generally less government supervision andregulation of securities exchanges, brokers and listedissuers than in the United States.

Foreign Currencies. Your Portfolio also involvesthe risk that fluctuations in exchange rates between theU.S. dollar and foreign currencies may negatively affectthe value of the stocks. For example, if a foreign stockrose 10% in price but the U.S. dollar gained 5% againstthe related foreign currency, a U.S. investor’s returnwould be reduced to about 5%. This is because theforeign currency would “buy” fewer dol lars or,conversely, a dollar would buy more of the foreigncurrency. Many foreign currencies have fluctuatedwidely against the U.S. dollar for a variety of reasonssuch as supply and demand of the currency, investor

perceptions of world or country economies, politicalinstability, currency speculation by institutional investors,changes in government policies, buying and selling ofcurrencies by central banks of countries, trade balancesand changes in interest rates. The Portfolio’s foreigncurrency transactions will be conducted with foreignexchange dealers acting as principals on a spot (i.e.,cash) buying basis. These dealers realize a profit basedon the difference between the price at which they buythe currency (bid price) and the price at which they sellthe currency (offer price). The Trustee will estimate thecurrency exchange rates based on current activity in therelated currency exchange markets, however, due tothe volatility of the markets and other factors, theestimated rates may not be indicative of the rate thePortfolio might obtain had the Trustee sold the currencyin the market at that time.

Utility Issuers. Your Portfolio invests significantlyin utility and related companies. An investment in Unitsof your Port fo l io should be made with anunderstanding of the characteristics of the public utilityindustry and the risks which such an investment mayentail. General problems of the public utility industryinclude the difficulty in obtaining an adequate returnon invested capital despite frequent increases in rateswhich have been granted by the publ ic servicecommissions having jurisdiction, the diff iculty infinancing large construction programs during aninflationary period, the restrictions on operations andincreased cost and delays attr ibutable toenvironmental, nuclear safety and other regulatoryconsiderations, the difficulty of the capital marketsabsorbing uti l i ty debt and equity securit ies, thedifficulty in obtaining fuel for electric generation atreasonable prices, regulatory restrictions on the abilityto pass increasing wholesale costs along to the retailand business customer, and the effects of energyconservation. There is no assurance that publicservice commissions will grant rate increases in thefuture or that any such increases will be timely oradequate to cover operating and other expenses anddebt service requirements. All of the public utilitieswhich are issuers of the Secur i t ies have beenexperiencing many of these problems in varying

degrees. Furthermore, utility stocks are particularlysusceptible to interest rate risk, generally exhibiting aninverse relationship to interest rates. As a result,electric utility stock prices may be adversely affectedas interest rates rise. Similarly, the success of certaincompanies is tied to a relatively small concentration ofproducts or technologies with intense competitionbetween companies. There can be no assurance thatthese customers will place additional orders, or that anissuer of Securit ies wil l obtain orders of similarmagnitude as past orders from other customers.Accordingly, a decline in demand for products ortechnologies or from such customers could have amaterial adverse impact on issuers of the Securities.

Utilities are generally subject to extensive regulation bystate utility commissions which, for example, establishthe rates which may be charged and the appropriate rateof return on an approved asset base, which must beapproved by the state commissions. Certain utilities havehad difficulty from time to time in persuading regulators,who are subject to political pressures, to grant rateincreases necessary to maintain an adequate return oninvestment. Any unexpected limitations could negativelyaffect the profitability of utilities whose budgets areplanned far in advance. In addition, gas pipeline anddistribution companies have had difficulties in adjusting toshort and surplus energy supplies, enforcing or beingrequired to comply with long-term contracts and avoidinglitigation with their customers, on the one hand, orsuppliers, on the other. Furthermore, regulatoryauthorities, which may be subject to political and otherpressures, may not grant future rate increases, or mayimpose accounting or operational policies, any of whichcould adversely affect a company’s profitability and itsstock price. Certain utility companies have experiencedfull or partial deregulation in recent years. These utilitycompanies are frequently more similar to industrialcompanies in that they are subject to greater competitionand have been permitted by regulators to diversifyoutside of their original geographic regions and theirtraditional lines of business. These opportunities maypermit certain utility companies to earn more than theirtraditional regulated rates of return. Some companies,

3

however, may be forced to defend their core businessand may be less profitable.

Certain of the issuers of the Securities may own oroperate nuclear generating facilities. Governmentalauthorities may from time to time review existing, andimpose addit ional, requirements governing thelicensing, construction and operation of nuclear powerplants. Nuclear generating projects in the electric utilityindustry have experienced substantial cost increases,construction delays and licensing difficulties. Thesehave been caused by various factors, including inflation,high financing costs, required design changes andrework, allegedly faulty construction, objections bygroups and governmental officials, limits on the ability toobtain f inancing, reduced forecasts of energyrequirements and economic conditions. This experienceindicates that the risk of significant cost increases,delays and licensing difficulties remain present untilcompletion and achievement of commercial operationof any nuclear project. Also, nuclear generating units inservice have experienced unplanned outages orextensions of scheduled outages due to equipmentproblems or new regulatory requirements sometimesfollowed by a significant delay in obtaining regulatoryapproval to return to service. A major accident at anuclear plant anywhere could cause the imposition oflimits or prohibitions on the operation, construction orlicensing of nuclear units.

In view of the uncertainties discussed above, therecan be no assurance that any utility company’s share ofthe full cost of nuclear units under construction ultimatelywill be recovered in rates or the extent to which acompany could earn an adequate return on itsinvestment in such units. The likelihood of a significantlyadverse event occurring in any of the areas of concerndescribed above varies, as does the potential severity ofany adverse impact. It should be recognized, however,that one or more of such adverse events could occur andindividually or collectively could have a material adverseimpact on a company’s financial condition, the results ofits operations, its ability to make interest and principalpayments on its outstanding debt or to pay dividends.

Other general problems of the electric, gas and waterutility industries (including state and local joint action

power agencies) include r ising costs of rai ltransportation to transport fossil fuels, the uncertainty oftransmission service costs for both interstate andintrastate transactions, changes in tax laws whichadversely affect a utility’s ability to operate profitably,increased competit ion in service costs, recentreductions in estimates of future demand for electricityand gas in certain areas of the country, restrictions onoperations and increased cost and delays attributableto environmental considerations, uncertain availabilityand increased cost of capital, unavailability of fuel forelectric generation at reasonable prices, including thesteady rise in fuel costs and the costs associated withconversion to alternate fuel sources such as coal,availability and cost of natural gas for resale, technicaland cost factors and other problems associated withconstruction, licensing, regulation and operation ofnuclear facilities for electric generation, including,among other considerations, the problems associatedwith the use of radioactive materials and the disposal ofradioactive wastes, and the effects of energy andenvironmental conservation efforts. Each of theproblems referred to could adversely affect the ability ofthe issuers of any Securit ies to make dividendpayments and the value of such Securit ies onredemption of your Units.

Water Utility & Infrastructure Issuers. YourPortfolio invests signif icantly in water uti l ity andinfrastructure stocks. General problems of such issuersinclude the imposit ion of rate caps, increasedcompetition due to deregulation, the difficulty inobtaining an adequate return on invested capital or infinancing large construction programs, the limitations onoperations and increased costs and delays attributableto environmental considerations, and the capitalmarket’s ability to absorb utility debt. In addition, taxes,government regulation, international politics, price andsupply fluctuations, volatile interest rates and waterconservation may cause difficulties for water utilities. Allof such issuers have been experiencing certain of theseproblems in varying degrees.

Today, the water industry represents the third largestindustry in the world behind oil and electricity. The waterindustry is comprised of many companies that provide

4

products and services geared toward the collection,conveyance, treatment and monitoring/analysis of waterand wastewater for multiple purposes. Water is by far themost stable of all commodities due to the constantdemand and uninterrupted supply. In the developingworld, dirty water is a major health problem. In developedcountries, demand is ever-increasing while waterinfrastructure is falling apart. The fact is, clean and cheapwater is no longer something we can take for granted.

The ever-increasing population and demands fromindustrial output continue to strain the aging waterinfrastructure. This has placed pressure ongovernments to rehabilitate their water infrastructuresystems and raise the standards for quality andenforcement. Consider the following: In the UnitedStates, as much as $1 trillion is needed over the next20 years to upgrade and replace the nation’s aging anddeter iorat ing water infrastructure. There areapproximately 54,000 community water systems in theUnited States serving roughly 300 million people. Themajor i ty of the populat ion is being served bygovernment-owned water systems. The bulk of thesesystems tend to be small (serving less than 3,300customers) and typically do not have the capitalresources to meet the challenge of maintaining thesystem as well as making necessary improvements.The current environment may provide an opportunityfor privately owned utilities, which together currentlyserve only a small percentage of the population, toacquire these smaller systems for prices that provide avery high return on invested capital and allow forsignificant economies of scale.

Liquidity. Whether or not the stocks in the Portfolioare listed on a stock exchange, the stocks may delistfrom the exchange or principal ly trade in anover-the-counter market. As a result, the existence of aliquid trading market could depend on whether dealerswill make a market in the stocks. We cannot guaranteethat dealers will maintain a market or that any marketwill be liquid. The value of the stocks could fall if tradingmarkets are limited or absent.

Additional Units. The Sponsor may create additionalUnits of the Portfolio by depositing into the Portfolioadditional stocks or cash with instructions to purchase

additional stocks. A deposit could result in a dilution ofyour investment and anticipated income because offluctuations in the price of the stocks between the time ofthe deposit and the purchase of the stocks and becausethe Portfolio will pay brokerage or acquisition fees.

Voting. Only the Trustee may sell or vote the stocksin the Portfolio. While you may sell or redeem yourUnits, you may not sell or vote the stocks in yourPortfolio. The Sponsor will instruct the Trustee how tovote the stocks. The Trustee will vote the stocks in thesame general proportion as shares held by othershareholders if the Sponsor fails to provide instructions.

SPONSOR INFORMATION

Invesco Capital Markets, Inc. is the Sponsor of yourPortfolio. The Sponsor is a wholly owned subsidiary ofInvesco Advisers, Inc. (“Invesco Advisers”). InvescoAdvisers is an indirect wholly owned subsidiary of InvescoLtd., a leading independent global investment managerthat provides a wide range of investment strategies andvehicles to its retail, institutional and high net worth clientsaround the globe. The Sponsor’s principal office is locatedat 11 Greenway Plaza, Houston, Texas 77046-1173. Asof June 30, 2014, the total stockholders’ equity of InvescoCapital Markets, Inc. was $93,347,964 (unaudited). Thecurrent assets under management and supervision byInvesco Ltd. and its affiliates were valued at approximately$802.4 billion as of June 30, 2014. (This paragraph relatesonly to the Sponsor and not to your Portfolio or to anyother Series thereof. The information is included hereinonly for the purpose of informing investors as to thefinancial responsibility of the Sponsor and its ability tocarry out its contractual obligations. More detailedfinancial information will be made available by the Sponsorupon request).

The Sponsor and your Portfolio have adopted a codeof ethics requiring Invesco Ltd.’s employees who haveaccess to information on Portfolio transactions to reportpersonal securities transactions. The purpose of thecode is to avoid potential conflicts of interest and toprevent fraud, deception or misconduct with respect toyour Portfolio.

If the Sponsor shall fail to perform any of its dutiesunder the Trust Agreement or become incapable of

5

acting or shall become bankrupt or its affairs are takenover by public authorities, then the Trustee may ( i ) appoint a successor Sponsor at rates ofcompensation deemed by the Trustee to be reasonableand not exceeding amounts prescribed by theSecurities and Exchange Commission, (ii) terminate theTrust Agreement and liquidate the Portfolio as providedtherein or (i i i ) continue to act as Trustee withoutterminating the Trust Agreement.

TRUSTEE INFORMATIONThe Trustee is The Bank of New York Mellon, a trust

company organized under the laws of New York. TheBank of New York Mellon has its principal unitinvestment trust division offices at 2 Hanson Place, 12thFloor, Brooklyn, New York 11217, (800) 856-8487. TheBank of New York Mellon is subject to supervision andexamination by the Superintendent of Banks of theState of New York and the Board of Governors of theFederal Reserve System, and its deposits are insuredby the Federal Deposit Insurance Corporation to theextent permitted by law.

The duties of the Trustee are primarily ministerial innature. It did not part icipate in the selection ofSecurities for the Portfolio.

In accordance with the Trust Agreement, the Trusteeshall keep proper books of record and account of alltransactions at its office for the Portfolio. Such recordsshall include the name and address of, and the number ofUnits of the Portfolio held by, every Unitholder. Suchbooks and records shall be open to inspection by anyUnitholder at all reasonable times during the usualbusiness hours. The Trustee shall make such annual orother reports as may from time to time be required underany applicable state or federal statute, rule or regulation.The Trustee is required to keep a certified copy orduplicate original of the Trust Agreement on file in its officeavailable for inspection at all reasonable times during theusual business hours by any Unitholder, together with acurrent list of the Securities held in the Portfolio.

Under the Trust Agreement, the Trustee or anysuccessor trustee may resign and be discharged of itsresponsibilities created by the Trust Agreement byexecuting an instrument in writing and filing the same

with the Sponsor. The Trustee or successor trusteemust mail a copy of the notice of resignation to allUnitholders then of record, not less than 60 days beforethe date specified in such notice when such resignationis to take effect. The Sponsor upon receiving notice ofsuch resignation is obligated to appoint a successortrustee promptly. I f , upon such resignation, nosuccessor trustee has been appointed and hasaccepted the appointment within 30 days afternotification, the retiring Trustee may apply to a court ofcompetent jurisdiction for the appointment of asuccessor. The Sponsor may remove the Trustee andappoint a successor trustee as provided in the TrustAgreement at any time with or without cause. Notice ofsuch removal and appointment shall be mailed to eachUnitholder by the Sponsor. Upon execution of a writtenacceptance of such appointment by such successortrustee, all the rights, powers, duties and obligations ofthe original trustee shall vest in the successor. Theresignation or removal of a Trustee becomes effectiveonly when the successor trustee accepts itsappointment as such or when a court of competentjurisdiction appoints a successor trustee.

Any corporation into which a Trustee may bemerged or with which it may be consolidated, or anycorporation resulting from any merger or consolidationto which a Trustee shall be a party, shall be thesuccessor trustee. The Trustee must be a bankingcorporation organized under the laws of the UnitedStates or any state and having at al l t imes anaggregate capital, surplus and undivided profits of notless than $5,000,000.

TAXATIONThe prospectus contains a discussion of certain U.S.

federal income tax issues concerning the Portfolio andthe purchase, ownership and disposition of PortfolioUnits. The discussion below supplements theprospectus discussion and is qualified in its entirety bythe prospectus discussion. Prospective investorsshould consult their own tax advisors with regard to thefederal tax consequences of the purchase, ownership,or disposition of Portfolio Units, as well as the taxconsequences arising under the laws of any state,locality, non-U.S. country, or other taxing jurisdiction.

6

The federal income tax summary below and in theprospectus is based in part on the advice of counsel tothe Portfolio. The Internal Revenue Service coulddisagree with any conclusions set forth in thesediscussions. In addition, our counsel was not asked toreview, and has not reached a conclusion with respectto the federal income tax treatment of the assets to beheld by the Portfolio.

The Portfolio intends to elect and to qualify annuallyas a regulated investment company under the InternalRevenue Code of 1986, as amended (the “Code”) andto comply with applicable distribution requirements sothat it will not pay federal income tax on income andcapital gains distributed to its Unitholders.

To qualify for the favorable U.S. federal income taxtreatment generally accorded to regulated investmentcompanies, the Portfolio must, among other things, (a) derive in each taxable year at least 90% of its grossincome from dividends, interest, payments with respectto securities loans and gains from the sale or otherdisposition of stock, securities or foreign currencies orother income derived with respect to its business ofinvesting in such stock, securities or currencies, and netincome from qualified publicly traded partnerships; (b) diversify its holdings so that, at the end of eachquarter of the taxable year, (i) at least 50% of the marketvalue of the Portfolio’s assets is represented by cashand cash items (including receivables), U.S. governmentsecurities, the securities of other regulated investmentcompanies and other securities, with such othersecurities of any one issuer generally limited for thepurposes of this calculation to an amount not greaterthan 5% of the value of the Portfolio’s total assets andnot greater than 10% of the outstanding votingsecurities of such issuer, and (ii) not more than 25% ofthe value of its total assets is invested in the securities(other than U.S. government securities or the securitiesof other regulated investment companies) of any oneissuer, or two or more issuers which the Portfoliocontrols (by owning 20% or more of the issuer’soutstanding voting securities) and which are engaged inthe same, similar or related trades or businesses, or thesecurities of qualified publicly traded partnerships; and(c) distribute at least 90% of its investment company

taxable income (which includes, among other items,dividends, interest and net short-term capital gains inexcess of net long-term capital losses but excludes netcapital gain, i f any) and at least 90% of its nettax-exempt interest income, if any, each taxable year.

As a regulated investment company, the Portfoliogenerally will not be subject to U.S. federal income taxon its investment company taxable income (as that termis defined in the Code, but without regard to thededuction for dividends paid) and net capital gain (theexcess of net long-term capital gain over net short-termcapital loss), if any, that it distributes to Unitholders. ThePortfolio intends to distribute to its Unitholders, at leastannually, substantially all of its investment companytaxable income and net capital gain. If the Portfolioretains any net capital gain or investment companytaxable income, it will generally be subject to federalincome tax at regular corporate rates on the amountretained. In addition, amounts not distributed on atimely basis in accordance with a calendar yeardistribution requirement are subject to a nondeductible4% excise tax unless, generally, the Portfolio distributesduring each calendar year an amount equal to the sumof (1) at least 98% of its ordinary income (not taking intoaccount any capital gains or losses) for the calendaryear, (2) at least 98.2% of its capital gains in excess ofits capital losses (adjusted for certain ordinary losses)for the one-year period ending October 31 of thecalendar year, and (3) any ordinary income and capitalgains for previous years that were not distributed ortaxed during those years. To prevent application of theexcise tax, the Portfolio intends to make its distributionsin accordance with the calendar year distributionrequirement. Further, if the Portfolio retains any netcapital gain, the Portfolio may designate the retainedamount as undistributed capital gains in a notice toUnitholders who, if subject to federal income tax onlong-term capital gains (i) will be required to include inincome for federal income tax purposes, as long-termcapital gain, their share of such undistributed amount,and (ii) will be entitled to credit their proportionate shareof the tax paid by the Portfolio against their federalincome tax liabilities, if any, and to claim refunds to theextent the credit exceeds such liabilities. A distribution

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will be treated as paid on December 31 of the currentcalendar year if it is declared by the Portfolio in October,November or December with a record date in such amonth and paid by the Portfolio during January of thefollowing calendar year. These distributions will betaxable to Unitholders in the calendar year in which thedistributions are declared, rather than the calendar yearin which the distributions are received.

If the Portfolio failed to qualify as a regulatedinvestment company or failed to satisfy the 90%distribution requirement in any taxable year, the Portfoliowould be taxed as an ordinary corporation on itstaxable income (even if such income were distributed toits Unitholders) and all distributions out of earnings andprofits would be taxable to Unitholders as ordinarydividend income. There is no assurance that thedistributions from your Portfolio will be sufficient toeliminate all taxes in all years. A Portfolio may maketaxable distributions to you even during periods inwhich the share price has declined.

Your Portfolio may be required to withhold as backupwithholding federal income tax at the backupwithholding rate on all taxable distributions payable toyou i f you fai l to provide your correct taxpayeridentification number or to make required certifications,or if the IRS indicates that you are subject to backupwithholding. Backup withholding is not an additionaltax. Any amounts withheld may be credited againstyour federal income tax liability if you provide therequired information or certification.

If your Portfolio is treated as holding directly orindirectly 10 percent or more of the combined votingpower of the stock of a foreign corporation, and all U.S.shareholders collectively own more than 50 percent ofthe vote or value of the stock of such corporation, theforeign corporation may be treated as a “controlledforeign corporation” (a “CFC”) for U.S. federal incometax purposes. In such circumstances, your Portfolio willbe required to include certain types of passive incomeand certain other types of income relating to insurance,sales and services with related parties and oil relatedincome in the Portfolio’s taxable income whether or notsuch income is distributed.

If your Portfolio holds an equity interest in any “passiveforeign investment companies” (“PFICs”), which aregenerally certain foreign corporations that receive at least75% of their annual gross income from passive sources(such as interest, dividends, certain rents and royalties orcapital gains) or that hold at least 50% of their assets ininvestments producing such passive income, the Portfoliocould be subject to U.S. federal income tax and additionalinterest charges on gains and certain distributions withrespect to those equity interests, even if all the income orgain is timely distributed to its Unitholders. Your Portfoliowill not be able to pass through to its Unitholders anycredit or deduction for such taxes. Your Portfolio may beable to make an election that could ameliorate theseadverse tax consequences. In this case, your Portfoliowould recognize as ordinary income any increase in thevalue of such PFIC shares, and as ordinary loss anydecrease in such value to the extent it did not exceedprior increases included in income. Under this election,your Portfolio might be required to recognize in a yearincome in excess of its distributions from PFICs and itsproceeds from dispositions of PFIC stock during that year,and such income would nevertheless be subject to thedistribution requirement and would be taken into accountfor purposes of the 4% excise tax (described above).Dividends paid by PFICs will not be treated as qualifieddividend income.

PORTFOLIO TERMINATIONThe Portfolio may be liquidated at any time by

consent of Unitholders representing 66 2/3% of theUnits of such Portfolio then outstanding or by theTrustee when the value of the Securities owned by thePortfolio, as shown by any evaluation, is less than$500,000 ($3,000,000 if the value of the Portfolio hasexceeded $15,000,000). The Portfolio will be liquidatedby the Trustee in the event that a sufficient number ofUnits of such Portfolio not yet sold are tendered forredemption by the Sponsor, so that the net worth ofsuch Portfolio would be reduced to less than 40% of thevalue of the Securities at the time they were deposited insuch Portfolio. If the Portfolio is liquidated because of theredemption of unsold Units by the Sponsor, the Sponsorwill refund to each purchaser of Units the entire salescharge paid by such purchaser. The Trust Agreement will

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terminate upon the sale or other disposition of the lastSecurity held thereunder, but in no event will it continuebeyond the Mandatory Termination Date.

Commencing during the period beginning ninebusiness days prior to, and no later than, the MandatoryTermination Date, Securities will begin to be sold inconnection with the termination of the Portfolio. TheSponsor will determine the manner, timing and executionof the sales of the Securities. The Sponsor shall direct theliquidation of the Securities in such manner as toeffectuate orderly sales and a minimal market impact. Inthe event the Sponsor does not so direct, the Securitiesshall be sold within a reasonable period and in suchmanner as the Trustee, in its sole discretion, shalldetermine. Unitholders will receive a cash distribution fromthe sale of the remaining Securities within a reasonabletime following the Mandatory Termination Date. TheTrustee will deduct from the funds of the Portfolio anyaccrued costs, expenses, advances or indemnitiesprovided by the Trust Agreement, including estimatedcompensation of the Trustee, costs of liquidation and anyamounts required as a reserve to provide for payment ofany applicable taxes or other governmental charges. Anysale of Securities in the Portfolio upon termination mayresult in a lower amount than might otherwise be realizedif such sale were not required at such time. The Trusteewill then distribute to each Unitholder of the Portfolio hispro rata share of the balance of the Income and CapitalAccounts of such Portfolio.

The Sponsor may, but is not obligated to, offer forsale units of a subsequent series of the Portfoliopursuant to the Rollover Option. There is, however, noassurance that units of any new series of the Portfoliowill be offered for sale at that time, or if offered, thatthere will be sufficient units available for sale to meet therequests of any or all Unitholders.

Within 60 days of the final distribution Unitholders willbe furnished a final distribution statement of the amountdistributable. At such time as the Trustee in its solediscretion will determine that any amounts held inreserve are no longer necessary, it will make distributionthereof to Unitholders in the same manner.

U-EMSSUP1479

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