SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM S-6

For Registration Under the Securities Act of 1933 of Securities
of Unit Investment Trusts Registered on Form N-8B-2

A. Exact Name of Trust: FT 659

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

C. Complete Address of Depositor's 1001 Warrenville Road
Principal Executive Offices: Lisle, Illinois 60532

D. Name and Complete Address of
Agents for Service: FIRST TRUST PORTFOLIOS L.P.
Attention: James A. Bowen
Suite 300
1001 Warrenville Road
Lisle, Illinois 60532

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

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

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

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

SUBJECT TO COMPLETION, DATED JULY 9, 2002

Target VIP Portfolio, Qualified 2002 Series

FT 659

FT 659 is a series of a unit investment trust, the FT Series. FT 659
consists of a single portfolio known as Target VIP Portfolio, Qualified
2002 Series (the "Trust"). The Trust invests in a diversified portfolio
of common stocks ("Securities") selected by applying six uniquely
specialized strategies. The Trust seeks to provide the potential for
above-average capital appreciation.

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

THE INFORMATION IN THIS PROSPECTUS IS NOT COMPLETE AND MAY BE CHANGED.
WE MAY NOT SELL THESE SECURITIES UNTIL THE REGISTRATION STATEMENT FILED
WITH THE SECURITIES AND EXCHANGE COMMISSION IS EFFECTIVE. THIS
PROSPECTUS IS NOT AN OFFER TO SELL THESE SECURITIES AND IS NOT
SOLICITING AN OFFER TO BUY THESE SECURITIES IN ANY STATE WHERE THE OFFER
OR SALE IS NOT PERMITTED.

FIRST TRUST (R)

1-800-621-9533

The date of this prospectus is _________, 2002
Page 1

Table of Contents

Summary of Essential Information 3
Fee Table 4
Report of Independent Auditors 5
Statement of Net Assets 6
Schedule of Investments 7
The FT Series 11
Portfolio 12
Risk Factors 14
Hypothetical Performance Information 16
Public Offering 17
Distribution of Units 18
The Sponsor's Profits 18
The Secondary Market 18
How We Purchase Units 19
Expenses and Charges 19
Tax Status 20
Rights of Unit Holders 20
Income and Capital Distributions 20
Redeeming Your Units 20
Investing in a New Trust 21
Removing Securities from the Trust 22
Amending or Terminating the Indenture 22
Information on the Sponsor, Trustee,
Shareholder Servicing Agent and Evaluator 23
Other Information 24

Page 2

Summary of Essential Information

Target VIP Portfolio, Qualified 2002 Series
FT 659

At the Opening of Business on the
Initial Date of Deposit-_________, 2002

Sponsor: First Trust Portfolios L.P.
Trustee: JPMorgan Chase Bank
Shareholder Servicing Agent:
Evaluator: First Trust Advisors L.P.

Initial Number of Units (1)
Fractional Undivided Interest in the Trust per Unit (1) 1/
Public Offering Price:
Aggregate Offering Price Evaluation of Securities per Unit (2) $15.0000
Maximum Sales Charge of 1.15% of the Public Offering Price per Unit
(1.15% of the net amount invested) (3) $ .1725
Less Deferred Sales Charge per Unit $ (.1350)
Less Creation and Development Fee per Unit $ (.0375)
Public Offering Price per Unit (4) $15.0000
Sponsor's Initial Repurchase Price per Unit (5) $15.0000
Redemption Price per Unit (based on aggregate underlying value of Securities) (5) $15.0000
CUSIP Number
Security Code
Ticker Symbol

First Settlement Date _________, 2002
Mandatory Termination Date (6) August 29, 2003

_____________
<FN>

NOTES TO SUMMARY OF ESSENTIAL INFORMATION

(1) As of the close of business on the Initial Date of Deposit, we may
adjust the number of Units of the Trust. If we make such an adjustment,
the fractional undivided interest per Unit will vary from the amounts
indicated above.

(2) Each listed Security is valued at its last closing sale price. If a
Security is not listed, or if no closing sale price exists, it is valued
at its closing ask price. Evaluations for purposes of determining the
purchase, sale or redemption price of Units are made as of the close of
trading on the New York Stock Exchange ("NYSE") (generally 4:00 p.m.
Eastern time) on each day on which it is open (the "Evaluation Time").

(3) The maximum sales charge you will pay includes the deferred sales
charge and the creation and development fee which are collected as
described in "Fee Table" and "Public Offering." If you redeem or sell
Units, you will not be assessed any remaining unaccrued deferred sales
charge payments or creation and development fee at the time of sale or
redemption.

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

(5) Until the earlier of six months after the Initial Date of Deposit or
the end of the initial offering period the Sponsor's Initial Repurchase
Price per Unit and Redemption Price per Unit will include the estimated
organization costs per Unit set forth under "Fee Table." After such
date, the Sponsor's Initial Repurchase Price per Unit and Redemption
Price per Unit will not include such estimated organization costs. See
"Redeeming Your Units."

(6) See "Amending or Terminating the Indenture."
</FN>

Page 3

Fee Table

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

Amount
per Unit
_______

Unit Holder Transaction Expenses
(as a percentage of public offering price)
Maximum sales charge
Initial sales charge 0.00%(a) $.0000
Deferred sales charge 0.90%(b) $.1350
Creation and development fee cap 0.25%(c) $.0375
_______ ______
Maximum Sales Charge (including creation and development fee cap) 1.15% $.1725
===== ======

Organization Costs
(as a percentage of public offering price)
Estimated organization costs .200%(d) $.0300
===== ======

Estimated Annual Trust Operating Expenses(e)
(as a percentage of average net assets)
Portfolio supervision, bookkeeping, administrative and evaluation fees .039% $.0060
Trustee's fee, Shareholder Servicing Agent's fee and other operating expenses .235%(f) $.0362
_____ ______
Total .274% $.0422
===== ======

Example

This example is intended to help you compare the cost of investing in
the Trust with the cost of investing in other investment products. The
example assumes that you invest $10,000 in the Trust for the periods
shown and then sell your Units at the end of those periods. The example
also assumes a 5% return on your investment each year and that the
Trust's operating expenses stay the same. Although your actual costs may
vary, based on these assumptions your costs would be:

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

The example assumes that the principal amount and distributions are
rolled annually into a New Trust, and you are subject to the maximum
sales charge.

________________
<FN>

(a) There is no initial sales charge on Trust Units.

(b) The deferred sales charge is a fixed dollar amount equal to $.1350
per Unit which will be accrued on a daily basis and deducted monthly
commencing September 20, 2002 over the life of the Trust and at the
Trust's termination. The deferred sales charge, as a percentage of the
Public Offering Price, will vary over time. When you purchase Units you
will only be subject to deferred sales charge payments not yet accrued.

(c) The creation and development fee compensates the Sponsor for creating
and developing the Trust. The creation and development fee is a charge
of .25% per Unit collected at the end of the initial offering period
which is generally 365 days. The creation and development fee is accrued
daily and computed based on the Trust's average daily net asset value
through the date of collection. If the value of your Units decreases
over the initial offering period, the creation and development fee as a
percentage of your initial investment will be less than .25%. However,
in no event will we collect more than .25% of your initial investment if
the value of your Units increases over the initial offering period.

(d) Estimated organization costs will be deducted from the assets of the
Trust at the earlier of six months after the Initial Date of Deposit or
the end of the initial offering period.

(e) Each of the fees listed herein is assessed on a fixed dollar amount
per Unit basis which, as a percentage of average net assets, will vary
over time. The Sponsor will bear annual Trust Operating Expenses in
excess of the amounts set forth above (if applicable) for the Trust.

(f) Other operating expenses include estimated per Unit costs associated
with a license fee as described in "Expenses and Charges," but do not
include brokerage costs and other portfolio transaction fees. In certain
circumstances the Trust may incur additional expenses not set forth
above. See "Expenses and Charges."
</FN>

Page 4

Report of Independent Auditors

The Sponsor, First Trust Portfolios L.P., and Unit Holders

FT 659

We have audited the accompanying statement of net assets, including the
schedule of investments, of FT 659, comprising the Target VIP Portfolio,
Qualified 2002 Series (the "Trust"), as of the opening of business on
_________, 2002 (Initial Date of Deposit). This statement of net assets
is the responsibility of the Trust's Sponsor. Our responsibility is to
express an opinion on this statement of net assets based on our audit.

We conducted our audit in accordance with auditing standards generally
accepted in the United States of America. Those standards require that
we plan and perform the audit to obtain reasonable assurance about
whether the statement of net assets is free of material misstatement. An
audit includes examining, on a test basis, evidence supporting the
amounts and disclosures in the statement of net assets. Our procedures
included confirmation of the cash held by JPMorgan Chase Bank, the
Trustee, and deposited in the Trust for the purchase of Securities, as
shown in the statement of net assets as of the opening of business on
_________, 2002, by correspondence with the Trustee. An audit also
includes assessing the accounting principles used and significant
estimates made by the Sponsor, as well as evaluating the overall
presentation of the statement of net assets. We believe that our audit
of the statement of net assets provides a reasonable basis for our
opinion.

In our opinion, the statement of net assets referred to above presents
fairly, in all material respects, the financial position of FT 659,
comprising the Target VIP Portfolio, Qualified 2002 Series, at the
opening of business on _________, 2002 (Initial Date of Deposit) in
conformity with accounting principles generally accepted in the United
States of America.

DELOITTE & TOUCHE LLP

Chicago, Illinois
_________, 2002

Page 5

Statement of Net Assets

Target VIP Portfolio, Qualified 2002 Series
FT 659

At the Opening of Business on the
Initial Date of Deposit-_________, 2002

NET ASSETS
Investment in Securities represented by purchase contracts (1) (2) $
Less liability for reimbursement to Sponsor for organization costs (3) ( )
________
Net assets $
========
Units outstanding

ANALYSIS OF NET ASSETS
Cost to investors (4) $
Less estimated reimbursement to Sponsor for organization costs (3) ( )
________
Net assets $
========

__________
<FN>

NOTES TO STATEMENT OF NET ASSETS

(1) Aggregate cost of the Securities listed under "Schedule of
Investments" is based on their aggregate underlying value.

(2) Cash totaling $_______ has been deposited with the Trustee as
collateral, covering the monies necessary for the purchase of the
Securities according to their purchase contracts.

(3) A portion of the Public Offering Price consists of an amount
sufficient to reimburse the Sponsor for all or a portion of the costs of
establishing the Trust. These costs have been estimated at $.0300 per
Unit for the Trust. A payment will be made as of the earlier of six
months after the Initial Date of Deposit or the end of the initial
offering period to an account maintained by the Trustee from which the
obligation of the investors to the Sponsor will be satisfied. To the
extent that actual organization costs are greater than the estimated
amount, only the estimated organization costs added to the Public
Offering Price will be reimbursed to the Sponsor and deducted from the
assets of the Trust.

(4) No initial sales charge will be assessed on Trust Units. A deferred
sales charge, which accrues on a daily basis and which will total $.1350
per Unit over the life of the Trust, will be paid to the Sponsor in
monthly installments beginning on September 20, 2002 and on the
twentieth day of each month thereafter (or if such date is not a
business day, on the preceding business day) over the life of the Trust
and at the Trust's termination. If Unit holders redeem Units, they will
not have to pay the unaccrued amount of the deferred sales charge
applicable to such Units when they redeem them.
</FN>

Page 6

Schedule of Investments

Target VIP Portfolio, Qualified 2002 Series
FT 659

At the Opening of Business on the
Initial Date of Deposit-_________, 2002

Number Percentage Market Cost of
of Ticker Symbol and Name of of Aggregate Value Securities to
Shares Issuer of Securities (1) Offering Price per Share the Trust (2)
______ _______________________________ ____________ _________ _____________

The Dow(sm) DART 5 Strategy Stocks (xx.xx%):
____________________________________
% $ $
%
%
%
%

European Target 20 Strategy Stocks (xx.xx%):
____________________________________
%
%
%
%
%
%
%
%
%
%
%
%
%
%
%
%
%
%
%
%

The Nasdaq(R) Target 15 Strategy Stocks (xx.xx%):
_______________________________________
%
%
%
%
%
%
%
%
%
%
%
%
%
%
%

Page 7

Schedule of Investments (cont'd.)

Target VIP Portfolio, Qualified 2002 Series
FT 659

At the Opening of Business on the Initial Date of Deposit-_________, 2002

The S&P Target 24 Strategy Stocks (xx.xx%):
____________________________________
% $ $
%
%
%
%
%
%
%
%
%
%
%
%
%
%
%
%
%
%
%
%
%
%
%

Target Small-Cap Strategy Stocks (xx.xx%):
____________________________________
%
%
%
%
%
%
%
%
%
%
%
%
%
%
%
%
%
%
%
%
%

Page 8

Schedule of Investments (cont'd.)

Target VIP Portfolio, Qualified 2002 Series
FT 659

At the Opening of Business on the Initial Date of Deposit-_________, 2002

Target Small-Cap Strategy Stocks (cont'd.):
____________________________________
% $ $
%
%
%
%
%
%
%
%
%
%
%
%
%
%
%
%
%
%

Value Line(R) Target 25 Strategy Stocks (xx.xx%):
_______________________________________
%
%
%
%
%
%
%
%
%
%
%
%
%
%
%
%
%
%
%
%
%
%
%
%
%
_______ ________
Total Investments 100.00% $
======= ========

___________
<FN>

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

Page 9

NOTES TO SCHEDULES OF INVESTMENTS

(1) All Securities are represented by regular way contracts to purchase
such Securities which are backed by cash deposited with the Trustee. The
Sponsor entered into purchase contracts for the Securities on _________,
2002. The Trust has a mandatory termination date of August 29, 2003.

(2) The cost of the Securities to the Trust represents the aggregate
underlying value with respect to the Securities acquired (generally
determined by the closing sale prices of the listed Securities and the
ask prices of the over-the-counter traded Securities at the Evaluation
Time on the business day preceding the Initial Date of Deposit). The
valuation of the Securities has been determined by the Evaluator, an
affiliate of the Sponsor. The cost of the Securities to the Sponsor and
the Sponsor's profit or loss (which is the difference between the cost
of the Securities to the Sponsor and the cost of the Securities to the
Trust) are $ and $ , respectively.
</FN>

Page 10

The FT Series

The FT Series Defined.

We, First Trust Portfolios L.P. (formerly known as Nike Securities L.P.)
(the "Sponsor"), have created hundreds of similar yet separate series of
a unit investment trust which we have named the FT Series. The series to
which this prospectus relates, FT 659, consists of a single portfolio
known as Target VIP Portfolio, Qualified 2002 Series.

Units of the Trust are only available to employee benefit plans
established pursuant to Sections 401(a) or 457 of the Internal Revenue
Code of 1986, as amended ("Eligible Plans"). Eligible Plans will invest
in Units of the Trust in accordance with allocation instructions
received from employees pursuant to their respective terms. Accordingly,
the interests of an employee in the Units of the Trust are subject to
the terms of their respective Eligible Plan and the terms on which Units
of the Trust are offered as an investment alternative under such
Eligible Plan. As used herein, Unit holder shall refer to an Eligible
Plan.

The Trust was created under the laws of the State of New York by a Trust
Agreement (the "Indenture") dated the Initial Date of Deposit. This
agreement, entered into among First Trust Portfolios L.P., as Sponsor,
JPMorgan Chase Bank as Trustee, ____________________ as Shareholder
Servicing Agent and First Trust Advisors L.P. as Portfolio Supervisor
and Evaluator, governs the operation of the Trust.

YOU MAY GET MORE SPECIFIC DETAILS CONCERNING THE NATURE, STRUCTURE AND
RISKS OF THIS PRODUCT IN AN "INFORMATION SUPPLEMENT" BY CALLING THE
TRUSTEE AT 1-800-682-7520.

How We Created the Trust.

On the Initial Date of Deposit, we deposited a portfolio of common
stocks with the Trustee and in turn, the Trustee delivered documents to
us representing our ownership of the Trust in the form of units ("Units").

After the Initial Date of Deposit, additional Securities, or cash
(including a letter of credit) with instructions to buy more Securities,
may be deposited in the Trust to create new Units for sale. Additional
Units will be created, to the extent practicable, according to the
percentage relationship established among the Securities on the Initial
Date of Deposit (as set forth in "Schedule of Investments"), and not the
actual percentage relationship existing on the day new Units are
created, since the two may differ. This difference may be due to the
sale, redemption or liquidation of any of the Securities.

Since the prices of the Securities will fluctuate daily, the ratio of
Securities in the Trust, on a market value basis, will also change
daily. The portion of Securities represented by each Unit will not
change as a result of the deposit of additional Securities or cash in
the Trust. If cash is deposited, you and new investors may experience a
dilution of your investment. This is because prices of Securities will
fluctuate between the time of the cash deposit and the purchase of the
Securities, and because the Trust pays the associated brokerage fees. To
reduce this dilution, the Trust will try to buy the Securities as close
to the Evaluation Time and as close to the evaluation price as possible.
However, the time it takes the Trust to buy the Securities and their
variance in price from the evaluation price will generally be greater in
situations in which a large number of Units needs to be created in a
short period of time. In addition, because the Trust pays the brokerage
fees associated with the creation of new Units and with the sale of
Securities to meet redemption and exchange requests, frequent redemption
and exchange activity will result in higher brokerage expenses.

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

We cannot guarantee that the Trust will keep its present size and
composition for any length of time. Securities may periodically be sold
under certain circumstances, and the proceeds from these sales will be
used to meet Trust obligations or distributed to Unit holders, but will
not be reinvested. However, Securities will not be sold to take
advantage of market fluctuations or changes in anticipated rates of
appreciation or depreciation, or if they no longer meet the criteria by
which they were selected. You will not be able to dispose of or vote any
of the Securities in the Trust. As the holder of the Securities, the
Trustee will vote all of the Securities and will do so based on our
instructions.

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

Page 11

Portfolio

Objectives.

When you invest in the Trust you are purchasing a quality portfolio of
attractive common stocks in one convenient purchase. The objective of
the Trust is to provide the potential for an above-average total return.
To achieve this objective the Trust will invest in the common stocks of
companies which are selected by applying six uniquely specialized
strategies. While each of these strategies also seeks to provide an
above-average total return, each follows a different investment
strategy. The Trust seeks to outperform the Standard & Poor's 500
Composite Stock Price Index ("S&P 500 Index"). The Trust provides
investors with exposure to both growth and value stocks, as well as
several different sectors of the worldwide economy. We believe this
approach offers investors a better opportunity for investment success
regardless of which investment styles prevail in the market. The
composition of the Trust on the Initial Date of Deposit is as follows:

- - Approximately 1/6 common stocks which comprise the Dow(sm) Dividend
and Repurchase Target ("DART") 5 Strategy;

- - Approximately 1/6 common stocks which comprise the European Target 20
Strategy;

- - Approximately 1/6 common stocks which comprise the Nasdaq Target 15
Strategy;

- - Approximately 1/6 common stocks which comprise the S&P Target 10
Strategy;

- - Approximately 1/6 common stocks which comprise the Target Small-Cap
Strategy; and

- - Approximately 1/6 common stocks which comprise the Value Line(R)
Target Strategy.

Because the Trust's life is short (approximately one year), we cannot
guarantee that the Trust will achieve its objective or that the Trust
will make money once expenses are deducted.

Portfolio Strategies.

The Dow(sm) DART 5 Strategy.

The Dow(sm) DART 5 Strategy selects a portfolio of five Dow Jones
Industrial Average ("DJIA") stocks with high dividend yields and/or high
buyback ratios and high return on assets, as a means to achieving this
Strategy's investment objective. By selecting stocks with the highest
dividend yields, the Strategy seeks to uncover stocks that may be out of
favor or undervalued. More recently, many companies have turned to stock
reduction programs as a tax efficient way to bolster their stock prices
and reward shareholders. Companies which have reduced their shares
through a share buyback program may provide a strong cash flow position
and, in turn, high quality earnings. Buyback ratio is the ratio of a
company's shares of common stock outstanding 12 months prior to the date
of this prospectus divided by a company's shares outstanding as of the
business day prior to the date of this prospectus, minus "1." The
Dow(sm) DART 5 Strategy stocks are determined as follows:

Step 1: We rank all 30 stocks contained in the DJIA by the sum of their
dividend yield and buyback ratio as of the business day prior to the
date of this prospectus.

Step 2: We then select the ten stocks with the highest combined dividend
yields and buyback ratios.

Step 3: From the ten stocks selected in Step 2, we select the five
stocks with the greatest increase in the percentage change in return on
assets in the most recent year as compared to the previous year for The
Dow(sm) DART 5 Strategy.

European Target 20 Strategy.

The European Target 20 Strategy invests in stocks with high dividend
yields. By selecting stocks with the highest dividend yields, the
European Target 20 Strategy seeks to uncover stocks that may be out of
favor or undervalued. Investing in stocks with high dividend yields may
be effective in achieving the investment objective of the European
Target 20 Strategy because regular dividends are common for established
companies, and dividends have historically accounted for a large portion
of the total return on stocks. The European Target 20 Strategy is
determined as follows:

Step 1: We rank the 120 largest companies based on market capitalization
which are headquartered in Austria, Belgium, Denmark, Finland, Germany,
Greece, Ireland, Italy, the Netherlands, Norway, Portugal, Spain,
Sweden, Switzerland and the United Kingdom by dividend yield as of three
business days prior to the date of this prospectus.

Step 2: We select the 20 highest dividend-yielding stocks for the
European Target 20 Strategy.

The Nasdaq Target 15 Strategy.

The Nasdaq Target 15 Strategy selects a portfolio of the 15 Nasdaq 100
Index stocks with the best overall ranking on both 12- and 6-month price
appreciation, return on assets and price to cash flow as a means to
achieving its investment objective. The Nasdaq Target 15 Strategy stocks
are determined as follows:

Step 1: We select stocks which are components of the Nasdaq 100 Index as
of two business days prior to the date of this prospectus and

Page 12

numerically rank them by 12-month price appreciation (best (1) to worst
(100)).

Step 2: We then numerically rank the stocks by six-month price
appreciation.

Step 3: The stocks are then numerically ranked by return on assets ratio.

Step 4: We then numerically rank the stocks by the ratio of cash flow
per share to stock price.

Step 5: We add up the numerical ranks achieved by each company in the
above steps and select the 15 stocks with the lowest sums for The Nasdaq
Target 15 Strategy.

The stocks which comprise The Nasdaq Target 15 Strategy are weighted by
market capitalization subject to the restriction that only whole shares
are purchased and that no stock will comprise approximately less than 1%
or 25% or more of the Nasdaq Target 15 Strategy portion of the portfolio
on the date of this prospectus. The Securities will be adjusted on a
proportionate basis to accommodate this constraint.

The S&P Target 24 Strategy.

The S&P Target 24 Strategy selects a portfolio of 24 common stocks from
the S&P 500 Index which are based on the following steps:

Step 1:All of the economic sectors in the S&P 500 Index are ranked by
market capitalization as of two business days prior to the date of this
prospectus and the eight largest sectors are selected.

Step 2:The stocks in each of those eight sectors are then ranked among
their peers based on three distinct factors:

Factor 1: Trailing four quarters' return on assets, which is net
income divided by average assets. Those stocks with high return on
assets achieve better rankings.

Factor 2: Buyback yield, which measures the percentage decrease in
common stock outstanding versus one year earlier. Those stocks with
greater percentage decreases receive better rankings.

Factor 3: Bullish interest indicator, which compares the number of
shares traded in months in which the stock price rose to the number of
shares traded in months in which the stock price declined. Those stocks
with a high bullish interest indicator achieve better rankings.

Step 3: The three stocks from each of the eight sectors with the highest
combined ranking on these three factors are selected for The S&P Target
24 Strategy. In the event of a tie within a sector, the stock with the
higher market capitalization is selected.

Each stock receives a weighting equivalent to its relative market value
among the three stocks from the individual sector. The combined weight
of the three stocks for a sector is equal to the sector's equivalent
weighting among the eight sectors being selected from.

Target Small-Cap Strategy.

The Target Small-Cap Strategy invests in stocks with small market
capitalizations which have recently exhibited certain positive financial
attributes. The Target Small-Cap Strategy is determined as follows:

Step 1: We select the stocks of all U.S. corporations which trade on the
NYSE, the American Stock Exchange ("AMEX") or The Nasdaq Stock Market
("Nasdaq") (excluding limited partnerships, American Depositary Receipts
and mineral and oil royalty trusts) as of two business days prior to the
date of this prospectus.

Step 2: We then select companies which have a market capitalization of
between $150 million and $2 billion and whose stock has an average daily
dollar trading volume of at least $500,000.

Step 3: We next select stocks with positive three-year sales growth.

Step 4: From there we select those stocks whose most recent annual
earnings are positive.

Step 5: We eliminate any stock whose price has appreciated by more than
75% in the last 12 months.

Step 6: We select the 40 stocks with the greatest price appreciation in
the last 12 months on a relative market capitalization basis (highest to
lowest) for the Target Small-Cap Strategy.

For purposes of applying the Target Small-Cap Strategy, market
capitalization and average trading volume are based on 1996 dollars
which are periodically adjusted for inflation. All steps apply monthly
and rolling quarterly data instead of annual figures where possible.

Value Line(R) Target Strategy.

The Value Line(R) Target Strategy invests in 25 of the 100 stocks that
Value Line(R) gives a #1 ranking for Timeliness(TM) which have recently
exhibited certain positive financial attributes. Value Line(R) ranks
1,700 stocks which represent approximately 94% of the trading volume on
all U.S. stock exchanges. Of these 1,700 stocks, only 100 are given

Page 13

their #1 ranking for Timeliness(TM), which measures Value Line's view of
their probable price performance during the next six to 12 months
relative to the others. Value Line(R) bases their rankings on a long-
term trend of earnings, prices, recent earnings, price momentum, and
earnings surprise. The Value Line Target Strategy is determined as
follows:

Step 1: We start with the 100 stocks which Value Line(R) at the initial
date of deposit gives their #1 ranking for Timeliness(TM), remove the
stocks of companies considered to be securities related issuers and the
stocks of companies whose shares are not listed on a U.S. securities
exchange, and apply the following screens as of two business days prior
to the date of this prospectus.

Step 2: We screen for consistent growth by ranking these remaining stocks
based on 12-month and 6-month price appreciation (best [1] to worst
[100]).

Step 3: We then screen for profitability by ranking the stocks by their
return on assets.

Step 4: Finally, we screen for value by ranking the stocks based on their
price to cash flow.

Step 5: We add up the numerical ranks achieved by each company in the
above steps and select the 25 stocks with the lowest sums for the Value
Line(R) Target Strategy.

The stocks which comprise the Value Line(R) Target Strategy are weighted
by market capitalization subject to the restriction that no stock will
comprise approximately less than 1% or 25% or more of the Value Line(R)
Target Strategy portion of the portfolio on the date of this prospectus.
The Securities will be adjusted on a proportionate basis to accommodate
this constraint.

"Dow Jones Industrial Average,(sm)" "Dow(sm)" and "DJIA(sm)" are service
marks of Dow Jones & Company, Inc. ("Dow Jones") and have been licensed
for use for certain purposes by First Trust Advisors L.P., an affiliate
of ours. Dow Jones does not endorse, sell or promote the Trust. Dow
Jones makes no representation regarding the advisability of investing in
such products.

"S&P," "S&P 500," and "Standard & Poor's" are trademarks of The McGraw-
Hill Companies, Inc. and have been licensed for use by us. The Trust is
not sponsored, endorsed, sold or promoted by Standard & Poor's and
Standard & Poor's makes no representation regarding the advisability of
investing in such Trust. Please see the Information Supplement which
sets forth certain additional disclaimers and limitations of liabilities
on behalf of Standard & Poor's.

The "Nasdaq 100(R)," "Nasdaq 100 Index(R)," and "Nasdaq(R)" are trade or
service marks of The Nasdaq Stock Market, Inc. (which with its
affiliates are the "Corporations") and are licensed for use by us. The
Trust has not been passed on by the Corporations as to its legality or
suitability. The Trust is not issued, endorsed, sold, or promoted by the
Corporations. The Corporations make no warranties and bear no liability
with respect to the Trust.

"Value Line(R)," "The Value Line Investment Survey," and "Value Line
Timeliness(TM) Ranking System" are registered trademarks of Value Line
Securities, Inc. or Value Line Publishing, Inc. that have been licensed
to First Trust Portfolios L.P. The Value Line(R) Target Strategy is not
sponsored, recommended, sold or promoted by Value Line Publishing, Inc.
Value Line, Inc. or Value Line Securities, Inc. ("Value Line"). Value
Line makes no representation regarding the advisability of investing in
the Trust.

Dow Jones, Standard & Poor's, The Nasdaq Stock Market, Inc. and Value
Line are not affiliated with us and have not participated in creating
the Trust or selecting the Securities for the Trust. Except as noted
above, none of the index publishers have given us a license to use their
index nor have they approved of any of the information in this prospectus.

Of course, as with any similar investments, there can be no assurance
that the objective of the Trust will be achieved. See "Risk Factors" for
a discussion of the risks of investing in the Trust.

Risk Factors

Price Volatility. The Trust invests in common stocks. The value of the
Trust's Units will fluctuate with changes in the value of these common
stocks. Common stock prices fluctuate for several reasons including
changes in investors' perceptions of the financial condition of an
issuer or the general condition of the relevant stock market, or when
political or economic events affecting the issuers occur. In addition,
common stock prices may be particularly sensitive to rising interest
rates, as the cost of capital rises and borrowing costs increase.

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

Page 14

Certain of the Securities in the Trust are issued by companies with
market capitalizations of less than $1.5 billion. Smaller companies
present some unique investment risks. Small-caps may have limited
product lines, as well as shorter operating histories, less experienced
management and more limited financial resources than larger companies.
Stocks of smaller companies may be less liquid than those of larger
companies and may experience greater price fluctuations than larger
companies. In addition, small-cap stocks may not be widely followed by
the investment community, which may result in low demand.

Certain of the strategies included in the Trust use dividend yield as a
selection criterion, which employs a contrarian strategy in which the
Securities selected share qualities that have caused them to have lower
share prices or higher dividend yields than other common stocks in their
peer group. There is no assurance that negative factors affecting the
share price or dividend yield of these Securities will be overcome over
the life of the Trust or that these Securities will increase in value.

Dividends. There is no guarantee that the issuers of the Securities will
declare dividends in the future or that if declared they will either
remain at current levels or increase over time.

Strategy. Please note that we applied each strategy which makes up the
portfolio for the Trust at a particular time. If we create additional
Units of the Trust after the Initial Date of Deposit, we will deposit
the Securities originally selected by applying the strategies at such
time. This is true even if a later application of a strategy would have
resulted in the selection of different securities. There is no guarantee
that the investment objective of the Trust will be achieved. The actual
performance of the Trust will be different than the hypothetical returns
of the Trust's strategies or comparative index. Because the Trust is
unmanaged and follows six strategies, the Trustee will not buy or sell
Securities in the event the strategies are not achieving the desired
results. In addition, companies which, based on publicly available
information as of two business days prior to the date of this
prospectus, are the subject of an announced business combination which
we expect will happen within six months of the date of this prospectus
have been excluded from the universe of securities from which the
Trust's Securities are selected.

Legislation/Litigation. From time to time, various legislative
initiatives are proposed in the United States and abroad which may have
a negative impact on certain companies represented in the Trust. In
addition, litigation regarding any of the issuers of the Securities, or
the industries represented by these issuers, may negatively impact the
share prices of these Securities. We cannot predict what impact any
pending or proposed legislation or pending or threatened litigation will
have on the share prices of the Securities.

Foreign Stocks. Certain of the Securities in the Trust are issued by
foreign companies, which makes the Trust subject to more risks than if
it invested solely in domestic common stocks. Risks of foreign common
stocks include higher brokerage costs; different accounting standards;
expropriation, nationalization or other adverse political or economic
developments; currency devaluations, blockages or transfer restrictions;
restrictions on foreign investments and exchange of securities;
inadequate financial information; lack of liquidity of certain foreign
markets; and less government supervision and regulation of exchanges,
broker, and issuers in foreign countries.

The purchase and sale of the foreign Securities will generally occur
only in foreign securities markets. Although we do not believe that the
Trust will have problems buying and selling these Securities, certain of
the factors stated above may make it impossible to buy or sell them in a
timely manner. Custody of certain of the foreign Securities is
maintained by Clearstream Banking, a global custody and clearing
institution which has entered into a sub-custodian relationship with the
Trustee.

Exchange Rates. Because securities of foreign issuers generally pay
dividends and trade in foreign currencies, the U.S. dollar value of
these Securities (and therefore Units of the Trust) will vary with
fluctuations in foreign exchange rates. Most foreign currencies have
fluctuated widely in value against the U.S. dollar for various economic
and political reasons. The conversion by 11 of the 15 EU members of
their national currencies to the euro could negatively impact the market
rate of exchange between such currencies (or the euro) and the U.S.
dollar.

To determine the value of foreign Securities or their dividends, the
Evaluator will estimate current exchange rates for the relevant
currencies based on activity in the various currency exchange markets.
However, these markets can be quite volatile, depending on the activity
of the large international commercial banks, various central banks,
large multi-national corporations, speculators and other buyers and
sellers of foreign currencies. Since actual foreign currency
transactions may not be instantly reported, the exchange rates estimated
by the Evaluator may not reflect the amount the Trust would receive, in
U.S. dollars, had the Trustee sold any particular currency in the market.

Page 15

Hypothetical Performance Information

The following table compares the hypothetical performance information
for the specified combination of the six strategies which comprise the
Trust in their respective proportions ("Target VIP Strategy") and the
actual performance of the S&P 500 Index, in each of the full years
listed below (and as of the most recent quarter).

These hypothetical returns should not be used to predict future
performance of the Trust. Returns from the Trust will differ from its
respective strategies for several reasons, including the following:

- - Total Return figures shown do not reflect commissions paid by the
Trust on the purchase of Securities or taxes incurred by you.

- - Strategy returns are for calendar years (and through the most recent
quarter), while the Trust begins and ends on various dates.

- - The Trust has a maturity of approximately one year.

- - The Trust may not be fully invested at all times or equally weighted
in each of the strategies or the stocks comprising the strategies.

- - Securities are often purchased or sold at prices different from the
closing prices used in buying and selling Units.

- - Currency exchange rates may differ.

You should note that the Trust is not designed to parallel movements in
any index, and it is not expected that it will do so. In fact, the
Trust's strategy underperformed its comparative index in certain years
and we cannot guarantee that the Trust will outperform the comparative
index over the life of the Trust or over consecutive rollover periods,
if available. The performance information for the S&P 500 Index has been
included for comparative purposes only. The S&P 500 Index, which
consists of 500 large-cap stocks chosen by Standard and Poor's to be
representative of the leaders of various industries, does not represent
all of the market sectors (such as domestic small-cap and foreign
stocks) in which the Trust invests.

COMPARISON OF TOTAL RETURN(2)

Hypothetical Index
Strategy Total Returns
Total Returns(1) ___________
______________
Target VIP S&P 500
Year Strategy Index
______________ ___________

1986 28.64% 18.31%
1987 10.51% 5.33%
1988 7.92% 16.64%
1989 33.28% 31.35%
1990 0.97% -3.30%
1991 57.64% 30.40%
1992 4.56% 7.62%
1993 22.70% 9.95%
1994 3.33% 1.34%
1995 43.79% 37.22%
1996 39.22% 22.82%
1997 26.95% 33.21%
1998 52.27% 28.57%
1999 49.71% 20.94%
2000 -3.79% -9.08%
2001 -10.42% -11.83%
2002 -6.74% -13.09%
(thru 6/28)

____________
<FN>

(1) The Strategy stocks for a given year consist of the common stocks
selected by applying the Target VIP Strategy as of the beginning of the
period (and not the date the Trust actually sells Units).

(2) Total Return represents the sum of the change in market value of
each group of stocks between the first and last trading day of a period
plus the total dividends paid on each group of stocks during such period
divided by the opening market value of each group of stocks as of the
first trading day of a period. Total Return figures assume that all
dividends are reinvested semi-annually. Strategy figures reflect the
deduction of sales charges and expenses but have not been reduced by
estimated brokerage commissions paid by the Trust in acquiring
Securities or any taxes incurred by investors. Based on the year-by-year
returns contained in the table, over the full years listed above, the
Target VIP Strategy achieved an average annual total return of 21.15%.
In addition, over the full years listed above, the Target VIP Strategy
achieved a greater average annual total return than the S&P 500 Index,
which was 13.94%.

Past performance is no guarantee of future results.
</FN>

Page 16

Public Offering

The Public Offering Price.

You may buy Units at the Public Offering Price, the price per Unit of
which is comprised of the following:

- - The aggregate underlying value of the Securities;

- - The amount of any cash in the Income and Capital Accounts; and

- - Dividends receivable on Securities.

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

Although you are not required to pay for your Units until the business
day following your order (the "date of settlement"), you may pay before
then. You will become the owner of Units ("Record Owner") on the date of
settlement if payment has been received. If you pay for your Units
before the date of settlement, we may use your payment during this time
and it may be considered a benefit to us, subject to the limitations of
the Securities Exchange Act of 1934.

Organization Costs. Securities purchased with the portion of the Public
Offering Price intended to be used to reimburse the Sponsor for the
Trust's organization costs (including costs of preparing the
registration statement, the Indenture and other closing documents,
registering Units with the Securities and Exchange Commission ("SEC")
and states, the initial audit of the Trust portfolio, legal fees and the
initial fees and expenses of the Trustee) will be purchased in the same
proportionate relationship as all the Securities contained in the Trust.
Securities will be sold to reimburse the Sponsor for the Trust's
organization costs at the earlier of six months after the Initial Date
of Deposit or the end of the initial offering period. During the period
ending with the earlier of six months after the Initial Date of Deposit
or the end of the initial offering period, there may be a decrease in
the value of the Securities. To the extent the proceeds from the sale of
these Securities are insufficient to repay the Sponsor for Trust
organization costs, the Trustee will sell additional Securities to allow
the Trust to fully reimburse the Sponsor. In that event, the net asset
value per Unit of the Trust will be reduced by the amount of additional
Securities sold. Although the dollar amount of the reimbursement due to
the Sponsor will remain fixed and will never exceed the per Unit amount
set forth for the Trust in "Notes to Statement of Net Assets," this will
result in a greater effective cost per Unit to Unit holders for the
reimbursement to the Sponsor. To the extent actual organization costs
are less than the estimated amount, only the actual organization costs
will be deducted from the assets of the Trust. When Securities are sold
to reimburse the Sponsor for organization costs, the Trustee will sell
Securities, to the extent practicable, which will maintain the same
proportionate relationship among the Securities contained in the Trust
as existed prior to such sale.

Maximum Sales Charge.

The maximum sales charge you will pay is comprised of the following:

Deferred Sales Charge. The deferred sales charge is a fixed dollar
amount equal to approximately $.1350 per Unit, which accrues on a daily
basis, and will be deducted from the Trust's assets on the twentieth day
of each month over the life of the Trust and at the Trust's termination.
You will only be subject to the deferred sales charge that accrues while
you own your Units. At the Public Offering Price per Unit set forth in
"Summary of Essential Information," the deferred sales charge equals
...90% of the Public Offering Price. The deferred sales charge will vary
from .90% with changes in the Public Offering Price but in no case will
it exceed .90% of the Public Offering Price (equivalent to .90% of the
net amount invested, exclusive of the deferred sales charge).

Creation and Development Fee. As Sponsor, we will also receive, and Unit
holders will pay, a creation and development fee. See "Expenses and
Charges" for a description of the services provided for this fee.

The Value of the Securities.

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

The aggregate underlying value of the Securities in the Trust will be
determined as follows: if the Securities are listed on a securities
exchange or The Nasdaq Stock Market, their value is generally based on
the closing sale prices on that exchange or system (unless it is
determined that these prices are not appropriate as a basis for

Page 17

valuation). However, if there is no closing sale price on that exchange
or system, they are valued based on the closing ask prices. If the
Securities are not so listed, or, if so listed and the principal market
for them is other than on that exchange or system, their value will
generally be based on the current ask prices on the over-the-counter
market (unless it is determined that these prices are not appropriate as
a basis for valuation). If current ask prices are unavailable, the
valuation is generally determined:

a) On the basis of current ask prices for comparable securities;

b) By appraising the value of the Securities on the ask side of the
market; or

c) By any combination of the above.

After the initial offering period is over, the aggregate underlying
value of the Securities will be determined as set forth above, except
that bid prices are used instead of ask prices when necessary.

Distribution of Units

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

Dealer Concessions.

Dealers and others can purchase Units at prices which represent a
concession or agency commission of up to $____ per Unit.

We reserve the right to change the amount of concessions or agency
commissions from time to time. If we reacquire, or the Trustee redeems,
Units from brokers, dealers or other selling agents while a market is
being maintained for such Units, such entities agree to immediately
repay to us any concession or agency commission relating to the
reacquired Units. Certain commercial banks may be making Units of the
Trust available to their customers on an agency basis. A portion of the
sales charge paid by these customers is kept by or given to the banks in
the amounts shown above.

Advertising and Investment Comparisons.

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

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

The Sponsor's Profits

We will receive the amount of any accrued and collected deferred sales
charge and creation and development fee as stated in "Public Offering."
Also, any difference between our cost to purchase the Securities and the
price at which we sell them to the Trust is considered a profit or loss
(see Note 2 of "Schedule of Investments"). During the initial offering
period, dealers and others may also realize profits or sustain losses as
a result of fluctuations in the Public Offering Price they receive when
they sell the Units.

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

The Secondary Market

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

Page 18

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

How We Purchase Units

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

Expenses and Charges

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

First Trust Advisors L.P., an affiliate of ours, will be compensated for
providing bookkeeping and other administrative services to the Trust
and, as Sponsor, we will receive brokerage fees when the Trust uses us
(or an affiliate of ours) as agent in buying or selling Securities. In
addition, First Trust Advisors L.P. acts as both Portfolio Supervisor
and Evaluator to the Trust and will receive the fees set forth under
"Fee Table" for providing portfolio supervisory and evaluation services
to the Trust. In providing portfolio supervisory services, the Portfolio
Supervisor may purchase research services from a number of sources,
which may include underwriters or dealers of the Trust.

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

As Sponsor, we will receive a fee from the Trust for creating and
developing the Trust, including determining the Trust's objectives,
policies, composition and size, selecting service providers and
information services and for providing other similar administrative and
ministerial functions. The "creation and development fee" is a charge of
...25% of the Trust's average daily net asset value through the date of
collection. In connection with the creation and development fee, in no
event will the Sponsor collect more than .25% of a Unit holder's initial
investment. We do not use this fee to pay distribution expenses or as
compensation for sales efforts.

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

- - A quarterly license fee (which will fluctuate with a Trust's net asset
value) payable by the Trust for the use of certain trademarks and trade
names of Dow Jones, Standard & Poor's, The Nasdaq Stock Market, Inc.
and/or Value Line;

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

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

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

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

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

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

The above expenses and the Trustee's annual fee are secured by a lien on
the Trust. Since the Securities are all common stocks and dividend
income is unpredictable, we cannot guarantee that dividends will be
sufficient to meet any or all expenses of the Trust. If there is not
enough cash in the Income or Capital Account, the Trustee has the power
to sell Securities to make cash available to pay these charges. Any

Page 19

compensation or other consideration we or our affiliates receive on
Units held in Eligible Plans offered to employees of ours or our
affiliates will be remitted to such Eligible Plans to the extent the
receipt of such compensation or other consideration by us or our
affiliates is not permitted by ERISA.

Tax Status

The Trust is not an association taxable as a corporation for federal
income tax purposes. Because the Eligible Plans are exempt from tax
under Sections 501(a) or 457 of the Internal Revenue Code of 1986, as
amended, while Units are held by Eligible Plans, neither such Eligible
Plans nor any participating employee will be taxed on income from the
Trust.

Under the existing income tax laws of the State and City of New York,
the Trust is not an association taxable as a corporation.

Rights of Unit Holders

Unit Ownership.

The Trustee will treat the Shareholder Servicing Agent as sole Record
Owner of Units on its books. The Shareholder Servicing Agent will keep a
record of all individual Unit holders on its books. It is your
responsibility to notify the Shareholder Servicing Agent when you become
Record Owner. All Units will be held in uncertificated (book-entry) form.

The Shareholder Servicing Agent will establish an account for you and
credit your account with the number of Units you purchase. Within two
business days of the issuance or transfer of Units, the Shareholder
Servicing Agent will send you:

- - A written initial transaction statement containing a description of
the Trust;

- - A list of the number of Units issued or transferred;

- - Your name, address and Taxpayer Identification Number ("TIN");

- - A notation of any liens or restrictions of the issuer and any adverse
claims; and

- - The date the transfer was registered.

Unit Holder Reports.

In connection with each distribution, the Shareholder Servicing Agent
will provide you with a statement detailing the per Unit amount of
income (if any) distributed. After the end of each calendar year, the
Shareholder Servicing Agent will provide Eligible Plans with the
following information:

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

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

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

- - Amounts of income and capital distributed during the year.

You may request from the Shareholder Servicing Agent copies of the
evaluations of the Securities as prepared by the Evaluator.

Income and Capital Distributions

You will be eligible to receive distributions on your Units only after
you become a Record Owner. The Trustee will credit dividends received on
the Trust's Securities to the Income Account. All other receipts, such
as return of capital, are credited to the Capital Account.

The Trustee will distribute any net income in the Income Account as well
as amounts in the Capital Account as part of the final liquidation
distribution in the case of Rollover Unit holders and others. No income
distribution will be paid if accrued expenses of the Trust exceed
amounts in the Income Account. Distribution amounts will vary with
changes in the Trust's fees and expenses, in dividends received and with
the sale of Securities. For purposes of distributions, the Record Date
shall be the Mandatory Termination Date and Unit holders on the Record
Date shall receive distributions as part of the final liquidation
distribution (the "Distribution Date").

We anticipate that there will be enough money in the Capital Account to
pay the deferred sales charge. If not, the Trustee may sell Securities
to meet the shortfall.

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

Redeeming Your Units

Each Eligible Plan may redeem all or a portion of its Units at any time
by sending a request for redemption to the Shareholder Servicing Agent,
who will forward such information to the Trustee. The redemption request
must be properly endorsed with proper instruments of transfer and
signature guaranteed by an eligible institution. No redemption fee will
be charged, but you are responsible for any governmental charges that

Page 20

apply. One business day after the day you tender your Units (the "Date
of Tender") you will receive cash in an amount for each Unit equal to
the Redemption Price per Unit calculated at the Evaluation Time on the
Date of Tender.

The Date of Tender is considered to be the date on which the Shareholder
Servicing Agent receives your redemption request (if such day is a day
the NYSE is open for trading). However, if your redemption request is
received after 4:00 p.m. Eastern time (or after any earlier closing time
on a day on which the NYSE is scheduled in advance to close at such
earlier time), the Date of Tender is the next day the NYSE is open for
trading.

Any amounts paid on redemption representing income will be withdrawn
from the Income Account if funds are available for that purpose, or from
the Capital Account. All other amounts paid on redemption will be taken
from the Capital Account.

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

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

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

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

- - For any other period permitted by SEC order.

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

The Redemption Price.

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

adding

1. cash in the Income and Capital Accounts not designated to purchase
Securities;

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

3. dividends receivable on the Securities trading ex-dividend as of the
date of computation; and

deducting

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

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

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

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

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

6. other liabilities incurred by the Trust; and

dividing

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

Until the earlier of six months after the Initial Date of Deposit or the
end of the initial offering period, the Redemption Price per Unit will
include estimated organization costs as set forth under "Fee Table."

Investing in a New Trust

The Trust's portfolio has been selected on the basis of capital
appreciation potential for a limited time period. When the Trust is
about to terminate, you may have the option to roll your proceeds into
the next series of the Trust (the "New Trust") if one is available. We
intend to create the New Trust in conjunction with the termination of
the Trust and plan to apply the same strategy we used to select the
portfolio for the Trust to the New Trust.

If your Eligible Plan assets are invested in Units of the Trust on the
Mandatory Termination Date set forth under "Summary of Essential
Information" (a "Rollover Unit holder"), the Trustee, acting in its
capacity as Distribution Agent, will redeem such Units and reinvest the
proceeds into the New Trust, provided such New Trust is offered and
Units are available. If you no longer wish to have your Eligible Plan
assets invested in the Trust you can change your Eligible Plan
allocation instructions at any time as permitted by your Eligible Plan.
As a Rollover Unit holder, your Units will be redeemed and the
underlying Securities sold by the Distribution Agent on the Mandatory
Termination Date. The Distribution Agent may engage us or other brokers
as its agent to sell the Securities.

Once all of the Securities are sold, your proceeds, less any brokerage
fees, governmental charges or other expenses involved in the sales, will
be used to buy units of the New Trust or trust with a similar investment
strategy that you have selected, provided such trusts are registered and
being offered. Accordingly, proceeds may be uninvested for up to several
days. Units purchased with rollover proceeds will generally be purchased
subject to the maximum sales charge on such units.

We intend to create New Trust units as quickly as possible, depending on
the availability of the Securities contained in the New Trust's

Page 21

portfolio. Rollover Unit holders will be given first priority to
purchase New Trust units. We cannot, however, assure the exact timing of
the creation of New Trust units or the total number of New Trust units
we will create. Any proceeds not invested on behalf of Rollover Unit
holders in New Trust units will be distributed within a reasonable time
after such occurrence. Although we believe that enough New Trust units
can be created, monies in the New Trust may not be fully invested on the
next business day.

If you elect not to participate as a Rollover Unit holder ("Remaining
Unit holders"), you will not be charged any additional sales charge due
to the Special Redemption and Liquidation Period. We may modify, amend
or terminate this rollover option upon 60 days notice.

Removing Securities from the Trust

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

- - The issuer of the Security defaults in the payment of a declared
dividend;

- - Any action or proceeding prevents the payment of dividends;

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

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

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

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

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

Except in the limited instance in which the Trust acquires Replacement
Securities, as described in "The FT Series," the Trust may not acquire
any securities or other property other than the Securities. The Trustee,
on behalf of the Trust, will reject any offer for new or exchanged
securities or property in exchange for a Security, such as those
acquired in a merger or other transaction. If such exchanged securities
or property are nevertheless acquired by the Trust, at our instruction
they will either be sold or held in the Trust. In making the
determination as to whether to sell or hold the exchanged securities or
property we may get advice from the Portfolio Supervisor. Any proceeds
received from the sale of Securities, exchanged securities or property
will be credited to the Capital Account for distribution to Unit holders
or to meet redemption requests. The Trustee may retain and pay us or an
affiliate of ours to act as agent for the Trust to facilitate selling
Securities, exchanged securities or property from the Trust. If we or
our affiliate act in this capacity, we will be held subject to the
restrictions under the Investment Company Act of 1940, as amended.

The Trustee may sell Securities designated by us, or, absent our
direction, at its own discretion, in order to meet redemption requests
or pay expenses. In designating Securities to be sold, we will try to
maintain the proportionate relationship among the Securities. If this is
not possible, the composition and diversification of the Trust may be
changed. To get the best price for the Trust we may specify minimum
amounts (generally 100 shares) in which blocks of Securities are to be
sold. We may consider sales of Units of unit investment trusts which we
sponsor when we make recommendations to the Trustee as to which
broker/dealers they select to execute the Trust's portfolio
transactions, or when acting as agent for the Trust in acquiring or
selling Securities on behalf of the Trust.

Amending or Terminating the Indenture

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

- - To cure ambiguities;

- - To correct or supplement any defective or inconsistent provision;

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

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

Termination. As provided by the Indenture, the Trust will terminate on
the Mandatory Termination Date. The Trust may be terminated prior to the
Mandatory Termination Date:

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

- - If the value of the Securities owned by the Trust as shown by any
evaluation is less than the lower of $2,000,000 or 20% of the total

Page 22

value of Securities deposited in the Trust during the initial offering
period ("Discretionary Liquidation Amount"); or

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

Prior to termination, the Trustee will send written notice to all Unit
holders which will specify how you should tender your Units. If the
Trust is terminated due to this last reason, we will refund your entire
deferred sales charge; however, termination of the Trust before the
Mandatory Termination Date for any other stated reason will result only
in the waiver of any remaining unaccrued sales charges on your Units at
the time of termination. For various reasons, including Unit holders'
participation as Rollover Unit holders, the Trust may be reduced below
the Discretionary Liquidation Amount and could therefore be terminated
before the Mandatory Termination Date.

Unless terminated earlier, the Trustee will begin to sell Securities in
connection with the termination of the Trust during the period beginning
nine business days prior to, and no later than, the Mandatory
Termination Date. We will determine the manner and timing of the sale of
Securities. Because the Trustee must sell the Securities within a
relatively short period of time, the sale of Securities as part of the
termination process may result in a lower sales price than might
otherwise be realized if such sale were not required at this time.

If you do not elect to participate in the Rollover Option, you will
receive a cash distribution from the sale of the remaining Securities,
along with your interest in the Income and Capital Accounts, within a
reasonable time after the Trust is terminated. Regardless of the
distribution involved, the Trustee will deduct from the Trust any
accrued costs, expenses, advances or indemnities provided for by the
Indenture, including estimated compensation of the Trustee and costs of
liquidation and any amounts required as a reserve to pay any taxes or
other governmental charges.

Information on the Sponsor, Trustee, Shareholder Servicing
Agent and Evaluator

The Sponsor.

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

- - The First Trust Combined Series

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

- - The First Trust Insured Corporate Trust

- - The First Trust of Insured Municipal Bonds

- - The First Trust GNMA

First Trust introduced the first insured unit investment trust in 1974.
To date we have deposited more than $40 billion in First Trust unit
investment trusts. Our employees include a team of professionals with
many years of experience in the unit investment trust industry.

We are a member of the National Association of Securities Dealers, Inc.
and Securities Investor Protection Corporation. Our principal offices
are at 1001 Warrenville Road, Lisle, Illinois 60532; telephone number
(630) 241-4141. As of December 31, 2001, the total partners' capital of
First Trust Portfolios L.P. was $17,560,001 (audited).

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

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

The Trustee.

The Trustee is JPMorgan Chase Bank, with its principal executive office
located at 270 Park Avenue, New York, New York 10017 and its unit
investment trust office at 4 Chase MetroTech Center, 3rd Floor,
Brooklyn, New York 11245. If you have questions regarding the Trust, you
may call the Customer Service Help Line at 1-800-682-7520. The Trustee
is supervised by the Superintendent of Banks of the State of New York,
the Federal Deposit Insurance Corporation and the Board of Governors of
the Federal Reserve System.

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

The Shareholder Servicing Agent.

Page 23

Limitations of Liabilities of Sponsor, Shareholder Servicing Agent and
Trustee.

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

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

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

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

- - Terminate the Indenture and liquidate the Trust; or

- - Continue to act as Trustee without terminating the Indenture.

The Evaluator.

The Evaluator is First Trust Advisors L.P., an Illinois limited
partnership formed in 1991 and an affiliate of the Sponsor. The
Evaluator's address is 1001 Warrenville Road, Lisle, Illinois 60532.

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

Other Information

Legal Opinions.

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

Experts.

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

Supplemental Information.

If you write or call the Trustee, you will receive free of charge
supplemental information about this Series, which has been filed with
the SEC and to which we have referred throughout. This information
states more specific details concerning the nature, structure and risks
of this product.

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Page 27

First Trust(R)

Target VIP Portfolio, Qualified 2002 Series
FT 659

Sponsor:

FIRST TRUST PORTFOLIOS L.P.

Formerly known as Nike Securities L.P.

1001 Warrenville Road, Suite 300
Lisle, Illinois 60532
1-630-241-4141

Shareholder Servicing Agent: Trustee:

JPMorgan Chase Bank

4 Chase MetroTech Center, 3rd floor
Brooklyn, New York 11245
1-800-682-7520
24-Hour Pricing Line:
1-800-446-0132

________________________

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

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

This prospectus contains information relating to Target VIP Portfolio,
Qualified 2002 Series, but does not contain all of the information about
this investment company as filed with the Securities and Exchange
Commission in Washington, D.C. under the:

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

- - Investment Company Act of 1940 (file no. 811-05903)

Information about the Trust, including its Code of Ethics, can be
reviewed and copied at the Securities and Exchange Commission's Public
Reference Room in Washington D.C. Information regarding the operation of
the Commission's Public Reference Room may be obtained by calling the
Commission at 1-202-942-8090.

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

To obtain copies at prescribed rates -

Write: Public Reference Section of the Commission
450 Fifth Street, N.W.
Washington, D.C. 20549-0102
e-mail address: publicinfo@sec.gov

_________, 2002

PLEASE RETAIN THIS PROSPECTUS FOR FUTURE REFERENCE

Page 28

First Trust(R)

The FT Series

Information Supplement

This Information Supplement provides additional information concerning
the structure, operations and risks of the unit investment trust
contained in FT 659 not found in the prospectus for the Trust. This
Information Supplement is not a prospectus and does not include all of
the information you should consider before investing in the Trust. This
Information Supplement should be read in conjunction with the prospectus
for the Trust in which you are considering investing.

This Information Supplement is dated _________, 2002. Capitalized terms
have been defined in the prospectus.

Table of Contents

Dow Jones & Company, Inc. 1
Standard & Poor's 2
The Nasdaq Stock Market, Inc. 2
Value Line Publishing, Inc. 3
Risk Factors
Securities 3
Dividends 3
Small-Cap Companies 3
Foreign Issuers 4
Portfolio 6

Dow Jones & Company, Inc.

The Trust is not sponsored, endorsed, sold or promoted by Dow Jones &
Company, Inc. ("Dow Jones"). Dow Jones makes no representation or
warranty, express or implied, to the owners of the Trust or any member
of the public regarding the advisability of investing in securities
generally or in the Trust particularly. Dow Jones' only relationship to
the Sponsor is the licensing of certain trademarks, trade names and
service marks of Dow Jones and of the Dow Jones Industrial Average(sm),
which is determined, composed and calculated by Dow Jones without regard
to the Sponsor or the Trust. Dow Jones has no obligation to take the
needs of the Sponsor or the owners of the Trust into consideration in
determining, composing or calculating the Dow Jones Industrial
Average(sm). Dow Jones is not responsible for and has not participated
in the determination of the timing of, prices at, or quantities of the
Trust to be issued or in the determination or calculation of the
equation by which the Trust is to be converted into cash. Dow Jones has
no obligation or liability in connection with the administration,
marketing or trading of the Trust.

DOW JONES DOES NOT GUARANTEE THE ACCURACY AND/OR THE COMPLETENESS OF THE
DOW JONES INDUSTRIAL AVERAGE(SM) OR ANY DATA INCLUDED THEREIN AND DOW
JONES SHALL HAVE NO LIABILITY FOR ANY ERRORS, OMISSIONS, OR
INTERRUPTIONS THEREIN. DOW JONES MAKES NO WARRANTY, EXPRESS OR IMPLIED,
AS TO RESULTS TO BE OBTAINED BY THE SPONSOR, OWNERS OF THE TRUST, OR ANY
OTHER PERSON OR ENTITY FROM THE USE OF THE DOW JONES INDUSTRIAL
AVERAGE(SM) OR ANY DATA INCLUDED THEREIN. DOW JONES MAKES NO EXPRESS OR
IMPLIED WARRANTIES, AND EXPRESSLY DISCLAIMS ALL WARRANTIES, OF
MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE WITH RESPECT
TO THE DOW JONES INDUSTRIAL AVERAGE(SM) OR ANY DATA INCLUDED THEREIN.
WITHOUT LIMITING ANY OF THE FOREGOING, IN NO EVENT SHALL DOW JONES HAVE
ANY LIABILITY FOR ANY LOST PROFITS OR INDIRECT, PUNITIVE, SPECIAL OR
CONSEQUENTIAL DAMAGES, EVEN IF NOTIFIED OF THE POSSIBILITY THEREOF.

Standard & Poor's

The Trust is not sponsored, endorsed, sold or promoted by Standard &
Poor's, a division of The McGraw-Hill Companies, Inc. ("S&P"). S&P makes
no representation or warranty, express or implied, to the owners of the
Trust or any member of the public regarding the advisability of

Page 1

investing in securities generally or in the Trust particularly or the
ability of the S&P 500 Index to track general stock market performance.
S&P's only relationship to the licensee is the licensing of certain
trademarks and trade names of S&P and of the S&P 500 Index, which is
determined, composed and calculated by S&P without regard to the
licensee or the Trust. S&P has no obligation to take the needs of the
licensee or the owners of the Trust into consideration in determining,
composing or calculating the S&P 500 Index. S&P is not responsible for
and has not participated in the determination of the prices and amount
of the Trust or the timing of the issuance or sale of the Trust or in
the determination or calculation of the equation by which the Trust is
to be converted into cash. S&P has no obligation or liability in
connection with the administration, marketing or trading of the Trust.

S&P DOES NOT GUARANTEE THE ACCURACY AND/OR THE COMPLETENESS OF THE S&P
500 INDEX OR ANY DATA INCLUDED THEREIN AND S&P SHALL HAVE NO LIABILITY
FOR ANY ERRORS, OMISSIONS, OR INTERRUPTIONS THEREIN. S&P MAKES NO
WARRANTY, EXPRESS OR IMPLIED, AS TO RESULTS TO BE OBTAINED BY THE
LICENSEE, OWNERS OF THE TRUST, OR ANY OTHER PERSON OR ENTITY FROM THE
USE OF THE S&P 500 INDEX OR ANY DATA INCLUDED THEREIN. S&P MAKES NO
EXPRESS OR IMPLIED WARRANTIES, AND EXPRESSLY DISCLAIMS ALL WARRANTIES,
OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE WITH
RESPECT TO THE S&P 500 INDEX OR ANY DATA INCLUDED THEREIN. WITHOUT
LIMITING ANY OF THE FOREGOING, IN NO EVENT SHALL S&P HAVE ANY LIABILITY
FOR ANY SPECIAL, PUNITIVE, INDIRECT OR CONSEQUENTIAL DAMAGES (INCLUDING
LOST PROFITS), EVEN IF NOTIFIED OF THE POSSIBILITY THEREOF.

The Nasdaq Stock Market, Inc.

The Target VIP Portfolio Series is not sponsored, endorsed, sold or
promoted by The Nasdaq Stock Market, Inc. (including its affiliates)
(Nasdaq, with its affiliates, are referred to as the "Corporations").
The Corporations have not passed on the legality or suitability of, or
the accuracy or adequacy of descriptions and disclosures relating to the
Target VIP Portfolio Series. The Corporations make no representation or
warranty, express or implied, to the owners of Units of the Target VIP
Portfolio Series or any member of the public regarding the advisability
of investing in securities generally or in the Target VIP Portfolio
Series particularly, or the ability of the Nasdaq 100 Index(R) to track
general stock market performance. The Corporations' only relationship to
the Sponsor ("Licensee") is in the licensing of the Nasdaq 100(R),
Nasdaq 100 Index(R) and Nasdaq(R) trademarks or service marks, and
certain trade names of the Corporations and the use of the Nasdaq 100
Index(R) which is determined, composed and calculated by Nasdaq without
regard to Licensee or the Target VIP Portfolio Series. Nasdaq has no
obligation to take the needs of the Licensee or the owners of Units of
the Target VIP Portfolio Series into consideration in determining,
composing or calculating the Nasdaq 100 Index(R). The Corporations are
not responsible for and have not participated in the determination of
the timing of, prices at or quantities of the Target VIP Portfolio
Series to be issued or in the determination or calculation of the
equation by which the Target VIP Portfolio Series is to be converted
into cash. The Corporations have no liability in connection with the
administration, marketing or trading of the Target VIP Portfolio Series.

THE CORPORATIONS DO NOT GUARANTEE THE ACCURACY AND/OR UNINTERRUPTED
CALCULATION OF THE NASDAQ 100 INDEX(R) OR ANY DATA INCLUDED THEREIN. THE
CORPORATIONS MAKE NO WARRANTY, EXPRESS OR IMPLIED, AS TO RESULTS TO BE
OBTAINED BY THE LICENSEE, OWNERS OF THE TARGET VIP PORTFOLIO SERIES OR
ANY OTHER PERSON OR ENTITY FROM THE USE OF THE NASDAQ 100 INDEX(R) OR
ANY DATA INCLUDED THEREIN. THE CORPORATIONS MAKE NO EXPRESS OR IMPLIED
WARRANTIES AND EXPRESSLY DISCLAIM ALL WARRANTIES OF MERCHANTABILITY OR
FITNESS FOR A PARTICULAR PURPOSE OR USE WITH RESPECT TO THE NASDAQ 100
INDEX(R) OR ANY DATA INCLUDED THEREIN. WITHOUT LIMITING ANY OF THE
FOREGOING, IN NO EVENT SHALL THE CORPORATIONS HAVE ANY LIABILITY FOR ANY
LOST PROFITS OR SPECIAL, INCIDENTAL, PUNITIVE, INDIRECT OR CONSEQUENTIAL
DAMAGES, EVEN IF NOTIFIED OF THE POSSIBILITY OF SUCH DAMAGES.

Value Line Publishing, Inc.

Value Line Publishing, Inc.'s ("VLPI") only relationship to the Sponsor
is VLPI's licensing to the Sponsor of certain VLPI trademarks and trade
names and the Value Line(R) Timeliness(TM) Ranking System (the
"System"), which is composed by VLPI without regard to the Sponsor, this
Product or any investor. VLPI has no obligation to take the needs of the
Sponsor or any investor in the Product into consideration in composing
the System. The Product results may differ from the hypothetical or

Page 2

published results of the Value Line(R) Timeliness(TM) Ranking System.
VLPI is not responsible for and has not participated in the
determination of the prices and composition of the Product or the timing
of the issuance for sale of the Product or in the calculation of the
equations by which the Product is to be converted into cash.

VLPI MAKES NO WARRANTY CONCERNING THE SYSTEM, EXPRESS OR IMPLIED,
INCLUDING BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY
OR FITNESS FOR A PARTICULAR PURPOSE OR ANY IMPLIED WARRANTIES ARISING
FROM USAGE OF TRADE, COURSE OF DEALING OR COURSE OF PERFORMANCE, AND
VLPI MAKES NO WARRANTY AS TO THE POTENTIAL PROFITS OR ANY OTHER BENEFITS
THAT MAY BE ACHIEVED BY USING THE SYSTEM OR ANY INFORMATION OR MATERIALS
GENERATED THEREFROM. VLPI DOES NOT WARRANT THAT THE SYSTEM WILL MEET ANY
REQUIREMENTS OR THAT IT WILL BE ACCURATE OR ERROR-FREE. VLPI ALSO DOES
NOT GUARANTEE ANY USES, INFORMATION, DATA OR OTHER RESULTS GENERATED
FROM THE SYSTEM. VLPI HAS NO OBLIGATION OR LIABILITY (I) IN CONNECTION
WITH THE ADMINISTRATION, MARKETING OR TRADING OF THE PRODUCT; OR (II)
FOR ANY LOSS, DAMAGE, COST OR EXPENSE SUFFERED OR INCURRED BY ANY
INVESTOR OR OTHER PERSON OR ENTITY IN CONNECTION WITH THIS PRODUCT, AND
IN NO EVENT SHALL VLPI BE LIABLE FOR ANY LOST PROFITS OR OTHER
CONSEQUENTIAL, SPECIAL, PUNITIVE, INCIDENTAL, INDIRECT OR EXEMPLARY
DAMAGES IN CONNECTION WITH THE PRODUCT.

Risk Factors

Securities. An investment in Units should be made with an understanding
of the risks which an investment in common stocks entails, including the
risk that the financial condition of the issuers of the Securities or
the general condition of the relevant stock market may worsen, and the
value of the Securities and therefore the value of the Units may
decline. Common stocks are especially susceptible to general stock
market movements and to volatile increases and decreases of value, as
market confidence in and perceptions of the issuers change. These
perceptions are based on unpredictable factors, including expectations
regarding government, economic, monetary and fiscal policies, inflation
and interest rates, economic expansion or contraction, and global or
regional political, economic or banking crises. Both U.S. and foreign
markets have experienced substantial volatility and significant declines
recently as a result of certain or all of these factors.

Dividends. Shareholders of common stocks have rights to receive payments
from the issuers of those common stocks that are generally subordinate
to those of creditors of, or holders of debt obligations or preferred
stocks of, such issuers. Shareholders of common stocks of the type held
by the Trust have a right to receive dividends only when and if, and in
the amounts, declared by the issuer's board of directors and have a
right to participate in amounts available for distribution by the issuer
only after all other claims on the issuer have been paid or provided
for. Common stocks do not represent an obligation of the issuer and,
therefore, do not offer any assurance of income or provide the same
degree of protection of capital as do debt securities. The issuance of
additional debt securities or preferred stock will create prior claims
for payment of principal, interest and dividends which could adversely
affect the ability and inclination of the issuer to declare or pay
dividends on its common stock or the rights of holders of common stock
with respect to assets of the issuer upon liquidation or bankruptcy.
Cumulative preferred stock dividends must be paid before common stock
dividends, and any cumulative preferred stock dividend omitted is added
to future dividends payable to the holders of cumulative preferred
stock. Preferred stockholders are also generally entitled to rights on
liquidation which are senior to those of common stockholders.

Small-Cap Companies. While historically small-cap company stocks have
outperformed the stocks of large companies, the former have customarily
involved more investment risk as well. Small-cap companies may have
limited product lines, markets or financial resources; may lack
management depth or experience; and may be more vulnerable to adverse
general market or economic developments than large companies. Some of
these companies may distribute, sell or produce products which have
recently been brought to market and may be dependent on key personnel.

The prices of small company securities are often more volatile than
prices associated with large company issues, and can display abrupt or
erratic movements at times, due to limited trading volumes and less
publicly available information. Also, because small cap companies
normally have fewer shares outstanding and these shares trade less
frequently than large companies, it may be more difficult for the Trusts
which contain these Securities to buy and sell significant amounts of
such shares without an unfavorable impact on prevailing market prices.

Page 3

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

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

On the basis of the best information available to the Sponsor at the
present time, none of the Securities in the Trust are subject to
exchange control restrictions under existing law which would materially
interfere with payment to the Trust of dividends due on, or proceeds
from the sale of, the Securities. However, there can be no assurance
that exchange control regulations might not be adopted in the future
which might adversely affect payment to such a Trust. The adoption of
exchange control regulations and other legal restrictions could have an
adverse impact on the marketability of international securities in the
Trust and on the ability of the Trust to satisfy its obligation to
redeem Units tendered to the Trustee for redemption. In addition,
restrictions on the settlement of transactions on either the purchase or
sale side, or both, could cause delays or increase the costs associated
with the purchase and sale of the foreign Securities and correspondingly
could affect the price of the Units.

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

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

Portfolio

Dow DART 5 Strategy Stocks
__________________________

, headquartered in

European Target 20 Strategy Stocks
__________________________________

, headquartered in

Page 4

, headquartered in

Nasdaq Target 15 Strategy Stocks
________________________________

, headquartered in

S&P Target 24 Strategy Stocks
_____________________________

, headquartered in

Page 5

, headquartered in

Target Small-Cap Strategy Stocks
________________________________

, headquartered in

Value Line(R) Target Strategy Stocks
____________________________________

, headquartered in

Page 6

, headquartered in

We have obtained the foregoing company descriptions from sources we deem
reliable. We have not independently verified the provided information
either in terms of accuracy or completeness.

Page 7

MEMORANDUM

Re: FT 659

The only difference of consequence (except as described
below) between FT 645, which is the current fund, and FT 659, the
filing of which this memorandum accompanies, is the change in the
series number. The list of securities comprising the Fund, the
evaluation, record and distribution dates and other changes
pertaining specifically to the new series, such as size and
number of Units in the Fund and the statement of condition of the
new Fund, will be filed by amendment.

1940 ACT

FORMS N-8A AND N-8B-2

These forms were not filed, as the Form N-8A and Form N-8B-2
filed in respect of Templeton Growth and Treasury Trust, Series 1
and subsequent series (File No. 811-05903) related also to the
subsequent series of the Fund.

1933 ACT

PROSPECTUS

The only significant changes in the Prospectus from the
Series 645 Prospectus relate to the series number and size and
the date and various items of information which will be derived
from and apply specifically to the securities deposited in the
Fund.

CONTENTS OF REGISTRATION STATEMENT

ITEM A Bonding Arrangements of Depositor:

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

ITEM B This Registration Statement on Form S-6 comprises the
following papers and documents:

The facing sheet

The Prospectus

The signatures

Exhibits

S-1
SIGNATURES

Pursuant to the requirements of the Securities Act of 1933,
the Registrant, FT 659 has duly caused this Registration
Statement to be signed on its behalf by the undersigned,
thereunto duly authorized, in the Village of Lisle and State of
Illinois on July 9, 2002.

FT 659
(Registrant)

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

By Robert M. Porcellino
Senior Vice President

S-2

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

NAME TITLE* DATE

David J. Allen Director )
of The Charger )
Corporation, the ) July 9, 2002
General Partner of )
First Trust )
Portfolios, L.P. )

Judith M. Van Kampen Director )
of The Charger ) Robert M. Porcellino
Corporation, the ) Attorney-in-Fact**
General Partner of )
First Trust )
Portfolios, L.P. )

Karla M. Van Kampen-Pierre Director )
of The Charger )
Corporation, the )
General Partner of )
First Trust )
Portfolios, L.P. )

David G. Wisen Director )
of The Charger )
Corporation, the )
General Partner of )
First Trust )
Portfolios, L.P. )

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

** An executed copy of the related power of attorney
was filed with the Securities and Exchange Commission in
connection with the Amendment No. 1 to Form S-6 of FT 597
(File No. 333-76518) and the same is hereby incorporated
herein by this reference.

S-3
CONSENTS OF COUNSEL

The consents of counsel to the use of their names in the
Prospectus included in this Registration Statement will be
contained in their respective opinions to be filed as Exhibits
3.1, 3.2, 3.3 and 3.4 of the Registration Statement.

CONSENT OF DELOITTE & TOUCHE LLP

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

CONSENT OF FIRST TRUST ADVISORS L.P.

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

S-4
EXHIBIT INDEX

1.1 Form of Standard Terms and Conditions of Trust for The
First Trust Special Situations Trust, Series 22 and
certain subsequent Series, effective November 20, 1991
among Nike Securities, L.P., as Depositor, United States
Trust Company of New York as Trustee, Securities
Evaluation Service, Inc., as Evaluator, and Nike
Financial Advisory Services L.P. as Portfolio Supervisor
(incorporated by reference to Amendment No. 1 to Form S-6
[File No. 33-43693] filed on behalf of The First Trust
Special Situations Trust, Series 22).

1.1.1* Form of Trust Agreement for FT 659 among First Trust
Portfolios, L.P., as Depositor, JPMorgan Chase Bank, as
Trustee and First Trust Advisors L.P., as Evaluator and
Portfolio Supervisor.

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

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

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

1.5 Copy of By-Laws of The Charger Corporation, the general
partner of First Trust Portfolios, L.P., Depositor
(incorporated by reference to Amendment No. 1 to Form S-6
[File No. 33-42683] filed on behalf of The First Trust
Special Situations Trust, Series 18).

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

2.2 Copy of Code of Ethics (incorporated by reference to
Amendment No. 1 to form S-6 [File No. 333-31176] filed on behalf
of FT 415).

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

S-5

3.2* Opinion of counsel as to Federal income tax status of
Securities being registered.

3.3* Opinion of counsel as to New York income tax status of
Securities being registered.

3.4* Opinion of counsel as to advancement of funds by Trustee.

4.1* Consent of First Trust Advisors L.P.

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

7.1 Power of Attorney executed by the Directors listed on
page S-3 of this Registration Statement (incorporated by
reference to Amendment No. 1 to Form S-6 [File No.
333-76518] filed on behalf of FT 597).

___________________________________
* To be filed by amendment.

S-6