AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON AUGUST 20, 2010

1933 ACT FILE NO. 333-168381
1940 ACT FILE NO. 811 - 03763

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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

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REGISTRATION STATEMENT ON
FORM S-6
AMENDMENT NO. 1

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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: CLAYMORE SECURITIES DEFINED PORTFOLIOS,
SERIES 708

B. NAME OF DEPOSITOR: CLAYMORE SECURITIES, INC.

C. COMPLETE ADDRESS OF DEPOSITOR'S PRINCIPAL EXECUTIVE OFFICES:

Claymore Securities, Inc.
2455 Corporate West Drive
Lisle, Illinois 60532

D. NAME AND COMPLETE ADDRESS OF AGENT FOR SERVICE:

Copies to:

KEVIN ROBINSON, ESQ. ERIC F. FESS
Senior Managing Director, General Chapman and Cutler LLP
Counsel and Secretary 111 West Monroe Street
Claymore Securities, Inc. Chicago, Illinois 60603
2455 Corporate West Drive (312) 845-3000
Lisle, Illinois 60532
(630) 505-3736

It is proposed that this filing will become effective (check appropriate box)

/ / immediately upon filing pursuant to paragraph (b)

/ / on (date) pursuant to paragraph (b)

/ / 60 days after filing pursuant to paragraph (a)

/ / on (date) pursuant to paragraph (a) of rule 485 or 486

/ / This post-effective amendment designates a new effective date for a
previously filed post-effective amendment.

E. TITLE OF SECURITIES BEING REGISTERED: Units of fractional undivided
beneficial interest.

F. APPROXIMATE DATE OF PROPOSED SALE TO PUBLIC: As soon as practicable
after the effective date of the Registration Statement.

/ / Check box if it is proposed that this filing will become effective on
(date) at (time) pursuant to Rule 487.

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The registration 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.

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.

Preliminary Prospectus Dated August 20, 2010, Subject to Completion

Claymore Securities Defined Portfolios, Series 708

Claymore/Guggenheim Build America Bonds Trust, Series 3

CLAYMORE LOGO

GUGGENHEIM LOGO

A portfolio of long-term investment-grade taxable municipal bonds, primarily
consisting of Build America Bonds, selected by Claymore Securities, Inc.

Prospectus
Dated _____ , 2010

The Securities and Exchange Commission has not approved or
disapproved of these securities or passed upon the adequacy or accuracy of this
prospectus. Any representation to the contrary is a criminal offense.

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INVESTMENT SUMMARY

Use this Investment Summary to help you decide whether an investment in
this trust is right for you. More detailed information can be found later in
this prospectus.

Overview

Claymore Securities Defined Portfolio, Series 708, is a unit investment
trust that consists of Claymore/Guggenheim Build America Bonds Trust, Series 3
(the "trust"). Claymore Securities, Inc. ("Claymore" or the "sponsor") serves
as the sponsor of the trust.

The trust is scheduled to terminate in approximately ___ years.

Investment Objective

The trust seeks to provide a high level of current income and to preserve
capital by investing in a portfolio of long-term investment-grade taxable
municipal bonds that are principally Build America Bonds.

Principal Investment Strategy

As of the trust's initial date of deposit (the "Inception Date"), the trust
will invest in a portfolio of taxable municipal bonds, of which at least 80% of
its assets will be invested in Build America Bonds. The sponsor will select
bonds that it believes have the best chance to meet the trust's investment
objective over its life.

Municipal bonds are debt instruments issued by state and local governments
to raise money for various public works projects such as highways, airports and
schools.

With the signing into law of the American Recovery and Reinvestment Act of
2009 (the "Recovery Act"), an entirely new type of taxable municipal bond was
created--Build America Bonds. Build America Bonds are largely similar to
traditional tax-exempt municipal bonds except that the interest is taxable at
the federal, and possibly state and local, levels and they provide a government
subsidy feature to the issuer. The federal government reimburses the
municipality for 35% (45% in the case of certain bonds) of the interest paid on
Build America Bonds issued through 2010. More specifically, a Build America Bond
is defined as any obligation (other than a private activity bond) if (i) the
interest on such obligation would, but for the new provisions, be excludable
from gross income under Section 103 of the Internal Revenue Code, (ii) such
obligation is issued before January 1, 2011 and (iii) the issuer makes an
irrevocable election to have the new tax credit provision apply. The subsidy
provided by the government will allow issuers to offer higher interest rates on
bonds than they do on their tax-free debt, while offsetting some or all of the
additional financing burden. The available subsidy for any applicable bond in
the portfolio will be paid to the bond issuers only; neither the trust nor
unitholders will be entitled to a tax credit.

The Build America Bonds market is smaller and less diverse than the
broader municipal bonds market. In addition, because Build America Bonds are a
new form of municipal financing and because bonds issued after December 31,
2010 currently will not qualify as Build America Bonds unless the relevant
provisions of the Recovery Act are extended, it is difficult to predict the
extent to which a market for such bonds will develop. Therefore, Build America
Bonds may experience greater illiquidity than other types of municipal bonds.

As of the Inception Date, all of the bonds in the portfolio were rated
investment-grade quality by at least one nationally recognized statistical
rating organization. Such ratings relate to the underlying bonds and not the
units of the trust. After the Inception Date, a bond's rating may be lowered.
See "Description of Bond Ratings" for additional information.

Certain bonds in the trust may be covered by insurance policies obtained
from municipal bond insurers identified in "Trust Portfolio," which guarantee
payment of principal and interest on the bonds when due. As a result of such
insurance, the insured bonds have received ratings that may reflect the
creditworthiness of the bond issuer. Please note that the insurance relates
only to the insured bonds in the trust and not to the units or the market value
of the bonds or of the units.

The trust intends to pay interest distributions each month and expects to
prorate the interest distributed on an annual basis; see "Distributions." The
record dates and distribution dates for principal and interest distribution
dates are the 15th and 25th of each month, respectively. Furthermore, investors
may receive principal distributions from bonds being called or sold prior to
their maturity or as bonds mature.

The sponsor has selected Guggenheim Partners Asset Management, LLC
("GPAM"), a wholly-owned subsidiary of Guggenheim Partners, LLC, to assist the
sponsor with the selection of the trust's portfolio.

Bond Selection

The sponsor considered the following factors, among others, in selecting
the bonds:

o The bonds must be rated as investment-grade or above by at least one
nationally recognized statistical rating organization;

o The price of the bonds relative to other bonds with comparable
characteristics;

o The diversification of bonds with respect to the issuer with no one
issuer comprising more than 20% of the final portfolio;

o Attractiveness of the interest payments relative to bonds with similar
characteristics; and

o The potential for early return of principal or any event risk which
could have a negative impact on the price of the bonds.

Guggenheim Partners
Asset Management, LLC (GPAM)

Guggenheim Partners Asset Management, LLC, is a wholly-owned subsidiary of
Guggenheim Partners, LLC and an affiliate of the sponsor which offers financial
services expertise within its asset management, investment advisory, capital
markets, institutional finance and merchant banking business lines. Clients
consist of an elite mix of individuals, family offices, endowments,
foundations, insurance companies, pension plans and other institutions that
together have entrusted the firm with supervision of more than $100 billion in
assets. A global diversified financial services firm, Guggenheim Partners, LLC
office locations include New York, Chicago, Los Angeles, Miami, Boston,
Philadelphia, St. Louis, Houston, London, Dublin, Geneva, Hong Kong, Singapore,
Mumbai and Dubai.

The sponsor is also a wholly-owned subsidiary of Guggenheim Partners, LLC.
See "General Information" for additional information.

Future Trusts

The sponsor intends to create future trusts that follow the same investment
strategy. If these future trusts are available, you may be able to reinvest into
one of the trusts at a reduced sales charge. Each trust is designed to be part
of a longer term strategy.

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Essential Information
(as of the Inception Date)

Inception Date
(Initial Date of Deposit) _____ , 2010

First Settlement Date ____ , 2010

Unit Price $____

Mandatory
Termination Date ____

Distribution Date 25th day of each month
(commencing ____ 15, 2010, if any)

Record Date 15th day of each month
(commencing ____ 15, 2010, if any)

Evaluation Time As of the close of trading of
the New York Stock Exchange
(normally 4:00 p.m. Eastern Time).
(However, on the first day units are
sold the Evaluation Time will be as
of the close of trading on the New
York Stock Exchange or the time the
registration statement filed with the
Securities and Exchange Commission
becomes effective, if later.)

CUSIP Numbers

Cash Distributions
Standard Accounts ____
Fee Account Cash ____

Ticker CGBACX

Dollar Weighted Average Maturity
of Bonds in the Trust ____ years

Minimum Principal Distributions $1.00 per unit

Minimum Par Value of the Bonds
in the Trust under which the
Trust Agreement may be
Terminated $200 per unit

Types of Bonds

Approximate
Type of Issuer Portfolio Percentage*
- --------------------- --------------------

------
Total 100.00%
======

Bond Ratings

Approximate
Standard & Poor's Portfolio Percentage*
- --------------------- --------------------
AAA %
AA+
AA
AA-
A+
A
A-
NR
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Total 100.00%
======

States and Territories

Approximate
State or Territory Portfolio Percentage*
- --------------------- --------------------

------
Total 100.00%
======
Minimum Investment

All accounts 1 unit

* Based upon fair value.
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Claymore/Guggenheim Build America Bonds Trust, Series 3
SUMMARY OF ESSENTIAL FINANCIAL INFORMATION
As of the Inception Date, _____ , 2010
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Principal Amount of Bonds in Trust(1): $
Number of Units:
Fractional Undivided Interest in Trust per Unit:
Principal Amount of Bonds per Unit(1): $
Public Offering Price:
Aggregate Offering Price of Bonds in the Portfolio: $
Aggregate Offering Price of Bonds per Unit: $
Organization Costs per Unit(2): $
Public Offering Price per Unit: $
Sales Charge of $49.00 per unit: $
Redemption Price per Unit(3): $
Excess of Public Offering Price Over Redemption Price per Unit: $
Estimated Annual Interest Income per Unit
(includes cash income accrual only): $
Less Estimated Annual Expenses per Unit: $
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Estimated Net Annual Interest Income per Unit(4): $
-------------
Estimated Daily Rate of Net Interest Accrual per Unit(5): $
Estimated Current Return Based on Public Offering Price
(includes cash income accrual only)(6): %
Estimated Long-Term Return(6): %
Estimated Interest Distributions per Unit(7):
o Date of First Distribution: ____ 25, 2010
o Amount of First Distribution: $
o Record Date of First Distribution: ____ 15, 2010
o Date of Regular Distribution: 25th of each Month
o Amount of Regular Distribution: $
o Record Date of Regular Distribution: 15th of each Month

(1) Represents the principal amount of the underlying bonds held in the trust
as of the Inception Date and does not take into account the impact of the
sale of bonds to pay the deferred sales fee or any expenses of the trust.
Bonds will be sold to pay the deferred sales fees, to meet redemptions, to
pay expenses and in other limited circumstances. The sale of bonds will
affect the principal amount of bonds included in the trust and the
principal amount of bonds per unit. Units of the trust, when redeemed or
upon termination, may be worth more or less than their original cost and
there can be no assurance that a unitholder will receive the principal
amount of bonds at any particular point in time.

(2) During the initial offering period, a portion of the Public Offering Price
represents an amount of cash deposited to pay all or a portion of the costs
of organizing the trust.

(3) Based upon the bid prices of the bonds plus the organization costs per unit
less the deferred sales charge. Upon tender for redemption, the price to be
paid will include accrued interest as described in "How to Sell Your
Units--Redemption--Computation of Redemption Price per Unit."

(4) Estimated Net Annual Interest Income per Unit will vary with changes in
fees and expenses of the trustee and the evaluator and with principal
prepayment, redemption, maturity, exchange or sale of bonds. The Estimated
Net Annual Interest Income per Unit also assumes the sale of securities as
needed to allow the trust to pay the deferred sales fee.

(5) Estimated Daily Rate of Net Interest Accrual per Unit is calculated as of
the Inception Date and does not take into account the sale of trust
securities necessary to pay the deferred sales fee.

(6) See "Estimated Current Return and Estimated Long-Term Return to
Unitholders" for an explanation of estimated current return and estimated
long-term return.

(7) Distributions, if any, will be made monthly commencing ____ 25, 2010.
The amount of distributions of the trust may be lower or greater than the
above stated amounts due to certain factors that may include, but are not
limited to, changes in distributions paid by issuers, deduction of trust
expenses or the sale or maturity of trust securities in the portfolio. In
particular, trust securities will be sold to pay the deferred sales fee and
under other circumstances. Fees and expenses of the trust may vary as a
result of a variety of factors including the trust's size, redemption
activity, brokerage and other transaction costs and extraordinary expenses.

Principal Risks

As with all investments, you may lose some or all of your investment in
the trust. The value of the units and the bonds held in the portfolio can each
decline in value. 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. The trust also might not perform as well as you expect. This
can happen for reasons such as these:

o The sponsor does not actively manage the portfolio. Because the
portfolio is fixed and not managed, in general, the sponsor only sells
bonds at the trust's termination or in order to meet redemptions, for
tax purposes or to pay sales charges and expenses. As a result, the
price at which a bond is sold may not be the highest price the trust
could have received during the life of the trust.

o No assurance can be given that the trust's investment objective will
be achieved. This objective is subject to the continuing ability of
the respective issuers of the bonds to meet their obligations.

o Due to the current state of the economy, the value of the securities
held by the trust may be subject to steep declines or increased
volatility due to changes in performance or perception of the issuers.
Starting in December 2007, economic activity declined across all
sectors of the economy, and the United States experienced increased
unemployment. The economic crisis affected the global economy with
European and Asian markets also suffering historic losses.
Extraordinary steps have been taken by the governments of several
leading countries to combat the economic crisis; however, the impact
of these measures is not yet fully known and cannot be predicted.

o An issuer or an insurer of the bonds may be unwilling or unable to
make principal payments and/or interest payments in the future, may
call a security before its stated maturity or may reduce the level of
payments made. This may result in a reduction in the value of your
units.

o The financial condition of an issuer or an insurer of the bonds may
worsen or its credit ratings may drop, resulting in a reduction in the
value of your units. This may occur at any point in time, including
during the primary offering period.

o Municipal bonds are fixed-rate debt obligations that generally decline
in value with increases in interest rates, an issuer's or an insurer's
worsening financial condition or a drop in bond ratings. Typically,
bonds with longer periods before maturity are more sensitive to
interest rate changes.

o Certain municipal bonds may be rated as investment-grade by only one
rating agency. As a result, such split-rated securities may have more
speculative characteristics and are subject to a greater risk of
default than securities rated as investment-grade by more than one
rating agency.

o Any issuer of a Build America Bond in the trust portfolio that fails
to continue to meet the requirements imposed by the Recovery Act may
not receive federal cash subsidy payments, which could impair the
issuer's ability to make scheduled interest payments.

o Changes in the tax treatment of bonds either due to future legislation
or due to the failure of a public issuer of a bond (or private
guarantor) to meet certain conditions imposed by various tax laws may
have an adverse impact on the value of the units and the bonds held in
the trust.

o The income generated by the trust may be reduced over time in response
to bond sales, changes in distributions paid by issuers, unit
redemptions and expenses.

o The trust may sell bonds to meet redemptions, to pay deferred sales
fees and expenses, for credit issues and in other circumstances.
Accordingly, the size, diversity, composition, returns and income
generated by the trust may be adversely affected. In addition, such
sales of bonds may be at a loss. If such sales are substantial enough,
provisions of the trust's indenture could cause a complete and
unexpected liquidation of the trust before its scheduled maturity,
resulting in unanticipated losses for investors.

o Certain of the bonds included in the trust may be original issue
discount bonds, as noted in "Trust Portfolio." These bonds may be
subject to greater price fluctuations with changing interest rates and
contain additional risks.

o Inflation may lead to a decrease in the value of assets or income from
investments.

See "Investment Risks" for additional information.

Distributions

Holders of units will receive interest payments from the trust each month.
The trust prorates the interest distributed on an annual basis. Annual interest
distributions are expected to vary from year to year. Furthermore, investors
may receive principal distributions from bonds being called or sold prior to
their maturity or as bonds mature.

Each unit of the trust at the Inception Date represents the fractional
undivided interest in the principal amount of underlying bonds set forth in the
"Trust Portfolio" and net income of the trust.

Market for Units

The sponsor currently intends to repurchase units from unitholders who
want to redeem their units. These redemptions will generally be at prices based
upon the aggregate bid price of the underlying bonds, however, a unitholder
will pay any remaining deferred sales fees upon the sale or redemption of
units. The sponsor is not obligated to maintain a market and may stop doing so
without prior notice for any business reason. If the sponsor stops repurchasing
units, a unitholder may dispose of its units by redemption through The Bank of
New York Mellon, which serves as the trustee of the trust (the "trustee"). The
price received from the trustee by the unitholder for units being redeemed is
generally based upon the aggregate bid price of the underlying bonds.
Unitholders will be assessed any remaining deferred sales fees upon the sale or
redemption of units.

Until six months after the Inception Date or the end of the initial
offering period, at the discretion of the sponsor, the price at which the
trustee will redeem units and the price at which the sponsor may repurchase
units includes estimated organization costs. After such period, the amount paid
will not include such estimated organization costs.

Who Should Invest

You should consider this investment if:

o You want to own a defined portfolio of long-term investment-grade
taxable municipal bonds;

o The trust is part of a longer-term investment strategy; and

o You are seeking capital preservation.

You should not consider this investment if:

o You are uncomfortable with the risks associated with a defined
portfolio of taxable municipal bonds; or

o You are uncomfortable with the risks of an unmanaged investment in
securities.

Fees and Expenses

The amounts below are estimates of the direct and indirect expenses that
you may incur for primary market purchases based on a $1,000 unit price. Actual
expenses may vary.

Percentage
of Public
Offering Amount
Investor Fees Price (1) Per Unit
- ---------------------------- ----------- --------
Initial sales fee
paid on purchase 0.00% $ 0.00
Deferred sales fee (1) (2) 4.90 49.00
======= =======
Maximum sales fee (1) 4.90% $ 49.00
======= =======
Estimated organization
costs (3) $
=======

Approximate
Annual Fund % of Public
Operating Offering Amount
Expenses Price (4) Per Unit
- ---------------------------- ----------- --------
Trustee's fee (5)(6) 0.093% $ 0.93
Sponsor's supervisory fee (5) 0.030 0.30
Evaluator's fee (5) 0.035 0.35
Bookkeeping and
administrative fee (5) 0.035 0.35
Estimated other trust
operating expenses (7)
------- -------
Total % $
======= =======

(1) The deferred sales fee is a fixed dollar amount equaling $49.00 per unit.
Because of this, the maximum sales fee, as a percentage of the Public
Offering Price, will vary with changes in the Public Offering Price.
Assuming a Public Offering Price of $1,000 per unit, the maximum sales fee
will be 4.90% of the Public Offering Price per unit. If the price you pay
for your units exceeds $1,000 per unit, the maximum sales fee will be less
than 4.90% of the Public Offering Price. However, if the price you pay for
your units is less than $1,000 per unit, the maximum sales fee will not
exceed 4.90% of the Public Offering Price.

(2) The deferred sales fee will be deducted in four monthly installments
commencing ____ 2010 and ending ____ 2011 ($____ on the last business
day of each month). If units are redeemed prior to the deferred sales
charge period, the entire deferred sales fee will be collected. If you
purchase units in the secondary market, your maximum sales fee will be
4.90% of the Public Offering Price and may consist of an initial sales fee
and the amount of any remaining deferred sales charge payments. The initial
sales fee, which you will pay at the time of purchase, is equal to the
difference between 4.90% of the Public Offering Price and the maximum
remaining deferred sales fee. If you purchase units after the last deferred
sales charge payment has been assessed, your maximum sales fee will consist
of a one-time sales charge of 4.90% of the Public Offering Price per unit.

(3) The estimated organization costs include the amount per unit paid by the
trust at the end of the initial offering period or after six months, at the
discretion of the sponsor.

(4) Based on a unit with a $1,000 per unit Public Offering Price as of the
Inception Date.

(5) The trustee's fees and the sponsor's evaluation fee are based on the
principal amount of the bonds in the trust on a monthly basis. Because such
fees are based on the principal amount of the bonds in the trust, rather
than the trust's net asset value, the fees will represent a greater
percentage of the trust's net asset value if the bonds in the trust, on
average, are valued below par. The sponsor's supervisory fee and the
bookkeeping and administrative fee are based on the largest number of units
in the trust at any time during that period. Because these fees are based
on the largest number of units during a particular period, these fees will
represent a greater percentage of the trust's net asset value as the number
of units will decrease during that period. The sponsor serves as the
evaluator.

(6) During the first year the trustee may reduce its fee by a nominal amount
that relates to the estimated interest to be earned prior to the expected
delivery dates for the "when, as and if issued" or "delayed delivery"
bonds. Should the interest exceed this amount, the trustee will reduce its
fee up to its annual fee. After the first year, the trustee's fee will be
the amount indicated above.

(7) The estimated trust operating expenses are based upon an estimated trust
size of approximately $10 million. Because certain of the operating
expenses are fixed amounts, if the trust does not reach such estimated size
or falls below the estimated size over its life, the actual amount of the
operating expenses may exceed the amounts reflected. In some cases, the
actual amount of the operating expenses may greatly exceed the amounts
reflected. Other operating expenses do not include brokerage costs and
other transactional fees.

Example

This example helps you compare the costs of this trust with other unit
trusts and mutual funds. In the example we assume that the trust's operating
expenses do not change and the trust's annual return is 5%. Your actual returns
and expenses will vary. Based on these assumptions, you would pay these
expenses for every $10,000 you invest:

1 year $
3 years
5 years
10 years

These amounts are the same regardless of whether you sell your investment
at the end of a period or continue to hold your investment. The example does
not consider any transaction fees paid by the trust or that broker-dealers may
charge for processing redemption requests.

Trust Portfolio

Claymore Securities Defined Portfolios, Series 708
Claymore/Guggenheim Build America Bonds Trust, Series 3
As of the Inception Date, _____ , 2010
- ---------------------------------------------------------------------------------------------------------------------------
1st Optional
Aggregate Redemption Cost To
Principal Company Name (1) Provisions (2) S&P (3) Portfolio (4)(5)(6)
- ---------------------------------------------------------------------------------------------------------------------------

$ Arizona Board of Regents, Arizona State University, Speed
Revenue Bonds (Stimulus Plan for Economic and
Ecucational Development) Taxable Series 2010A
(Build America Bonds) 8/1/2020 @ 100
5.50% Due 8/1/2025 (8) *................................... 8/1/2022 @ 100 S.F. AA- $
City of Memphis, Tennessee, General Improvement Bonds,
Series 2010B (Build America Bonds)
5.995% Due 5/1/2028 (7)(8)................................. AA
City of Memphis, Tennessee, General Improvement Bonds,
Series 2010B (Build America Bonds)
6.045% Due 5/1/2029 (7)(8)................................. AA
County of Hawaii, Hawaii, Taxable General Obligaiton Bonds,
2010 Series B
6.10% Due 3/1/2030 (8)..................................... 3/1/2020 @ 100 AA-
City of Columbus, Ohio, Various Purpose Unlimited Tax
(Build America Bonds) Series 2010C 6/1/2020 @ 100
5.42% Due 6/1/2030 (8)..................................... 6/1/2028 @ 100 S.F. AAA
Maryland Transportation Authority, Transportation Facilities
Projects Revenue Bonds, Series 2010B (Build America
Bonds)
5.604% Due 7/3/2030 (7)(8)................................. 7/1/2026 @ 100 S.F. AA-
County of Prince William, Virginia, General Obligation Public
Improvement Bonds, Series 2010B (Build America Bonds) 8/1/2020 @ 100
5.308% Due 8/1/2030 (8).................................... 8/1/2026 @ 100 S.F. NR
Arlington County, Virginia, General Obligation Public
Improvement Bonds, Series 2010B (Build
America Bonds) 8/15/2020 @ 100
5.301% Due 8/15/2030 (7)(8)................................ 8/15/2026 @ 100 S.F. AAA
Passaic County Improvement Authority, New Jersey, County
of Passaic Guaranteed Loan Program Bonds (Recovery
Zone Projects) Series 2010 (Recovery Zone Economic
Development Bonds) 8/1/2020 @ 100
6.54% Due 8/1/2031 (7)(8).................................. 8/1/2026 @ 100 S.F. NR
Metropolitan Transportation Authority, New York, Transportation
Revenue Bond, Series 2010B-1 (Build America Bonds)
6.548% Due 11/15/2031 (7)(8)............................... 11/15/2024 @ 100 S.F. A
Missouri Highways and Transportation Commission, Federal
Reimbursement State Road Bonds, Taxable Federal
Reimbursement State Road Bonds (Build America
Bonds) Series B 2009
5.445% Due 5/1/2033 (7)(8)................................. 5/1/2027 @ 100 S.F. AA+
State of Illinois, General Obligation Bonds, Pension Funding
Series of June 2003
5.10% Due 6/1/2033......................................... 6/1/2024 @ 100 S.F. A+
The County of Cook, Illinois, Taxable General Obligation
Bonds, Series 2010D (Build America Bonds)
6.229% Due 11/15/2034 (7)(8)............................... 11/15/2031 @ 100 S.F. AA
Beachwood City School District, Ohio, General Obligation
(Unlimited Tax) School Improvement Bonds,
Series 2010B (Build America Bonds) 12/1/2019 @ 100
5.60% Due 12/1/2034 (8).................................... 12/1/2031 @ 100 S.F. NR

Trust Portfolio (continued)

$ Santa Monica-Malibu Unified School District (Los Angeles
County, California) Election of 2006 General Obligation
Bonds, Series C-1 (Build America Bonds) 7/1/2021 @ 100
6.634% Due 7/1/2035 (8).................................... 7/1/2031 @ 100 S.F. AA $
State of California, General Obligation Bonds (Build America
Bonds) 3/1/2020 @ 100
7.95% Due 3/1/2036 (7)(8).................................. 3/1/2025 @ 100 S.F. A-
Los Angeles, California, Community College District, Taxable
Bonds, Election Series 2008D
6.68% Due 8/1/2036 (7)..................................... 08/01/2034 @ 100 S.F. AA
Ottawa-Glandorf Local School District, Putnam County, Ohio,
School Facilities Construction and Improvement Bonds,
Series 2010B (Build America Bonds) 6/1/2020 @ 100
6.40% Due 12/1/2036 (8).................................... 12/1/2031 @ 100 S.F. NR
North Carolina Turnpike Authority, Triangle Expressway
System, State Annual Appropriation Revenue Bonds,
Series 2009B (Build America Bonds) 1/1/2019 @ 100
6.70% Due 1/1/2039 (7)(8) *................................ 1/1/2026 @ 100 S.F. AA
Metropolitan St. Louis Water District, Missouri, Taxable
Wastewater System Revenue Bonds (Build America
Bonds) Series 2010B
5.856% Due 5/1/2039 (7)(8)................................. 5/1/2035 @ 100 S.F. AA+
School District of the City of Detroit, (County of Wayne,
State of Michigan) School Building and Site Bonds,
Unlimited Tax General Obligation, Series 2009B,
Build America Bonds
7.747% Due 5/1/2039 (7)(8)................................. 5/1/2020 @ 100 S.F. AA-
State of Washington, Motor Vehicle Fuel Tax General Obligation
Bonds, Series 2010D (Build America Bonds)
5.481% Due 8/1/2039 (7)(8)................................. 8/1/2030 @ 100 S.F. AA+
Utah County, Utah, Taxable Excise Tax Revenue Bonds,
Series 2010C (Recovery Zone Bonds) 12/1/2019 @ 100
7.13% Due 12/1/2039........................................ 12/1/2030 @ 100 S.F. AA-
City of Orlando, Florida, Community Redevelopment Agency,
Taxable Tax Increment Revenue Bonds, Series 2010B
(Downtown District - Build America Bonds) 9/1/2020 @ 100
7.784% Due 9/1/2040 (8).................................... 9/1/2031 @ 100 S.F. A
Rector and Visitors of the University of Virginia, Taxable
General Revenue Pledge Build America Bonds,
Series 2010
5.00% Due 9/1/2040 (7)..................................... AAA
Metropolitan Transportation Authority, New York,
Transportation Revenue Bonds, Series C-1
(Build America Bonds)
6.687% Due 11/15/2040 (7)(8)............................... 11/15/2031 @ 100 S.F. A
Xenia Community City School District, Greene and Warren
Counties, Ohio, School Facilities Construction and
Improvement Bonds, Series 2010C (Build America
Bonds) 6/1/2020 @ 100
6.60% Due 12/1/2040 (8).................................... 12/1/2037 @ 100 S.F. AA

Trust Portfolio (continued)

$ Hospital Service District No.1 of the Parish of Tangipahoa, State
of Louisiana, Taxable Hospital Revenue Bonds (north Oaks
Health System Project - Build America Bonds)
Series 2009A (Assured Guaranty) 2/1/2020 @ 100
7.20% Due 2/1/2042 (8)..................................... 2/1/2030 @ 100 S.F. AAA $
Clark County, Nevada, Airport System Revenue Bonds, Senior
Series 2009B (Build America Bonds) 7/1/2019 @ 100
6.881% Due 7/1/2042 (7)(8)................................. 7/1/2030 @ 100 S.F. AA-
- ----------- ------------
$ $
=========== ============

(1) Bonds of these issuers are all represented by "regular way" or "when
issued" contracts to purchase bonds. All contracts to purchase the bonds
were entered into on ____ , and ____ , 2010. All contracts are
expected to be settled prior to or on ____ 3, 2010.

(2) If applicable, this heading shows the year in which each issue of bonds is
initially redeemable and the redemption price for that year unless
otherwise indicated. Each such issue generally continues to be redeemable
at declining prices thereafter, but not below par. "S.F." indicates a
sinking fund has been or will be established with respect to an issue of
bonds. In addition, certain bonds in the trust may be redeemed in whole or
in part other than by operation of the stated optional call or sinking fund
provisions under certain unusual or extraordinary circumstances specified
in the instruments setting forth the terms and provisions of such bonds. A
sinking fund is a reserve fund accumulated over a period of time for the
retirement of debt. A sinking fund may be estimated based upon various
factors or may be mandatory.

Redemption pursuant to call provisions generally will, and redemption
pursuant to sinking fund provisions may, occur at times when the redeemed
bonds have an offering side valuation which represents a premium over par.
To the extent that the bonds were deposited in the trust at a price higher
than the price at which they are redeemed, this will represent a loss of
capital when compared with the original Public Offering Price of the units.
Conversely, to the extent that the bonds were acquired at a price lower
than the redemption price, this will represent an increase in capital when
compared with the original Public Offering Price of the units.
Distributions generally will be reduced by the amount of the income which
would otherwise have been paid with respect to redeemed bonds and there
will be distributed to unitholders the principal amount and any premium
received on such redemption. The estimated current return in this event may
be affected by such redemptions. The tax effect on unitholders of such
redemptions and resultant distributions is described in the section
entitled "Tax Status."

(3) The Standard & Poor's municipal bond ratings are a current assessment of
the creditworthiness of an obligor with respect to a specific obligation.
This assessment of creditworthiness may take into consideration obligors
such as guarantors, insurers or lessees. The bond rating is not a
recommendation to purchase, sell or hold a bond, inasmuch as it does not
comment as to market price or suitability for a particular investor. A
brief description of the rating symbols and their meanings is set forth
under "Description of Bond Ratings."

(4) See Note (1) to "Statement of Financial Condition" regarding cost of bonds.
The prices used to determine the Cost to Portfolio was determined as of the
open of trading on the Inception Date. The sponsor is responsible for
initially acquiring the bonds that it selects for the trust and will
deliver the bonds or arrange for the delivery of the bonds to the trust on
the Inception Date at a price determined by the evaluator based upon the
"offered side" prices provided by Standard & Poor's Securities Evaluations,
an independent, industry-recognized corporate bond pricing service. The
sponsor may acquire bonds from Guggenheim Capital Markets, LLC, a
wholly-owned subsidiary of Guggenheim Partners, LLC and affiliate of the
sponsor, and GPAM, who may accumulate such bonds at the request of the
sponsor. The offering prices are greater than the current bid prices of the
bonds which are the basis on which redemption price per unit is determined
for purposes of redemption of units (see the first paragraphs under "Public
Offering--Offering Price" and "How to Sell Your Units--Redemption--
Computation of Redemption Price Per Unit"). The cost to sponsor and the
resulting profit or loss to sponsor may include the gain or loss on certain
futures contracts entered into by the sponsor in an effort to hedge the
impact of interest rate fluctuations on the value of certain of the bonds.
Other information regarding the bonds is as follows:

Cost to Sponsor Profit (Loss) to Sponsor
(on the deposit (on the deposit
of the bonds) of the bonds)
--------------- ------------------------
$____ $____

(5) Estimated annual interest income to the trust is $____ (unaudited).

(6) In accordance with Accounting Standards Codification 820, "Fair Value
Measurements and Disclosures" ("ASC 820"), fair value is defined as the
price that the trust would receive upon selling an investment in a orderly
transaction to an independent buyer in the principal or most advantageous
market of the investment. ASC 820 established a three-tier hierarchy to
maximize the use of the observable market data and minimize the use of
unobservable inputs and to establish classification of the fair value
measurements for disclosure purposes. Inputs refer broadly to the
assumptions that market participants would use in pricing the asset or
liability, including the technique or pricing model used to measure fair
value and the risk inherent in the inputs to the valuation technique.
Inputs may be observable or unobservable. Observable inputs are inputs that
reflect the assumptions market participants would use in pricing the asset
or liability, developed based on market data obtained from sources
independent of the reporting entity. Unobservable inputs are inputs that
reflect the reporting entity's own assumptions about the assumptions market
participants would use in pricing the asset or liability, developed based
on the best information available in the circumstances. The three-tier
hierarchy of inputs is summarized in the three broad levels. Level 1 which
represents quoted prices in active markets for identical investments. Level
2 which represents fair value based on other significant observable inputs
(including quoted prices for similar investments, interest rates,
prepayment speeds, credit risks, etc.). Level 3 which represents fair value
based on significant unobservable inputs (including the trust's own
assumptions in determining the fair value of investments). At the Inception
Date, all of the trust's investments are classified as Level 2 as the
securities are transacted through a dealer network.

(7) This bond has a "make whole" call option and is redeemable in whole or in
part at any time at the option of the issuer at a redemption price that is
generally equal to the sum of the principal amount of the bonds, a "make
whole" amount, and any accrued and unpaid interest to the date of
redemption. The "make whole" amount is generally equal to the excess, if
any, of (i) the aggregate present value as of the date of redemption of
principal being redeemed and the amount of interest (exclusive of interest
accrued to the date of redemption) that would have been payable if
redemption had not been made, determined by discounting the remaining
principal and interest at a specified rate (which varies from bond to bond
and is generally equal to an average of yields on U.S. Treasury obligations
with maturities corresponding to the remaining life of the bond plus a
premium rate) from the dates on which the principal and interest would have
been payable if the redemption had not been made, over (ii) the aggregate
principal amount of the bonds being redeemed. In addition, the bonds may
also be subject to redemption without premium at any time pursuant to
extraordinary optional or mandatory redemptions if certain events occur.

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

* This bond was issued at an original discount. See "Investment Risks" for
additional information.

================================================================================
UNDERSTANDING YOUR INVESTMENT

The Trust

Organization. The trust is one of a series of similar but separate unit
investment trusts created under the laws of the State of New York by a Trust
Indenture and Agreement (the "Trust Agreement"). The Trust Agreement is dated
as of the Inception Date and is between Claymore Securities, Inc. as sponsor
and as evaluator ("evaluator") and The Bank of New York Mellon, as trustee. The
evaluator determines the value of the bonds held in the trust generally based
upon prices provided by a pricing service. On the Inception Date, the sponsor
deposited bonds, contracts and/or funds (represented by cash or a certified
check(s) and/or an irrevocable letter(s) of credit, issued by a major
commercial bank) for the purchase of certain interest-bearing obligations.
After the deposit of the bonds and the creation of the trust, the trustee
delivered to the sponsor the units (the "units") comprising the ownership of
the trust. These units are now being offered pursuant to this prospectus.

Units. Each unit represents the fractional undivided interest in the
principal and net income of the trust. If any units of the trust are redeemed
after the Inception Date, the fractional undivided interest in the trust
represented by each unredeemed unit will increase. Units will remain
outstanding until redeemed or until the termination of the Trust Agreement for
the related trust.

Public Offering

Offering Price. The sponsor will serve as the trust's principal
underwriter. The price of the units of the trust as of the Inception Date was
determined by adding to the evaluator's determination of the aggregate offering
price of the bonds per unit, based upon prices provided by Standard & Poor's
Securities Evaluations, cash and other net assets in the portfolio, and a pro
rata portion of estimated organization costs. Included within the Public
Offering Price is a sales charge. During the initial public offering period, for
sales of at least $100,000 or 100 units investors will be entitled to a volume
discount from the sales charge as described below. For units purchased during
the initial offering period, the sales charge will be deferred. For purchases
settling after the First Settlement Date, a proportionate share of accrued and
undistributed interest on the bonds at the date of delivery of the units to the
purchaser is also added to the Public Offering Price. However, after the initial
offering period or six months after the Inception Date, at the discretion of the
sponsor, the Public Offering Price of the units will not include a pro rata
portion of estimated organizational costs.

During the initial offering period the aggregate offering price of the
bonds in the trust is determined by the evaluator. To determine such prices, the
evaluator utilizes prices received from Standard & Poor's Securities
Evaluations. Standard & Poor's Securities Evaluations determines such offering
prices (1) on the basis of current offering prices for the bonds, (2) if
offering prices are not available for any bonds, on the basis of current
offering prices for comparable bonds, (3) by making an appraisal of the value of
the bonds on the basis of offering prices in the market, or (4) by any
combination of the above. On or after the Inception Date, such determinations
are made each business day during the initial public offering period as of the
Evaluation Time set forth in "Essential Information," effective for all sales
made subsequent to the last preceding determination. For information relating to
the calculation of the redemption price, which is based upon the aggregate bid
price of the underlying bonds and which is be expected to be less than the
aggregate offering price, see "How to Sell Your Units--Redemption."

Organization Costs. During the initial offering period, part of your
purchase price includes a per unit amount sufficient to reimburse us for some
or all of the costs of creating your trust. These costs include the costs of
preparing the registration statement and legal documents, legal fees, federal
and state registration fees, and the initial fees and expenses of the trustee.
Cash has been deposited in the trust for purposes of the payment of
organization costs. Organization costs will not exceed the estimate set forth
under "Fees and Expenses."

Deferred Sales Fee. You pay a sales fee when you buy units. In the primary
market, the transactional sales fee for the trust typically has only a deferred
component and is a fixed-dollar amount of $49.00 per unit which, as a
percentage of the Public Offering Price, will vary over time. At a Public
Offering Price of $1,000 per unit, the deferred sales fee will be 4.90% of the
Public Offering Price per unit. If the price you pay for your units exceeds
$1,000 per unit, the deferred sales fee will be less than 4.90% . However, if
the price you pay for your units is less than $1,000 per unit, the deferred
sales fee will not exceed 4.90% . You pay any remaining deferred sales fee when
you sell or redeem units. The trust may sell securities to meet the trust's
obligations with respect to the deferred sales fee. Thus, no assurance can be
given that the trust will retain its present size and composition for any
length of time.

In limited circumstances and only if deemed in the best interests of
unitholders, the sponsor may delay the payment of the deferred sales fee from
the dates listed under "Fees and Expenses."

Initial Sales Fee. Typically, the trust does not charge an initial sales
fee. However, if you purchase units of the trust in the secondary market, your
maximum sales fee will be 4.90% of the Public Offering Price per unit and may
consist of an initial sales fee and the amount of any remaining deferred sales
charge payments. The initial sales fee, which you will pay at the time of
purchase, is equal to the difference between 4.90% of the Public Offering Price
per unit and the remaining deferred sales fee. If you purchase units after the
last deferred sales charge payment has been assessed, your maximum sales fee
will consist of a one-time sales fee of 4.90% of the Public Offering Price per
unit.

Reducing Your Sales Fee. We offer a variety of ways for you to reduce the
maximum sales fee you pay. It is your financial professional's responsibility
to alert us of any discount when you order units. Since the deferred sales fee
is a fixed dollar amount per unit, your trust must charge the deferred sales
fee per unit regardless of any discounts. However, when you purchase units of
your trust, if you are eligible to receive a discount such that your total
maximum sales fee is less than the fixed dollar amount of the deferred sales
fee the sponsor will credit you the difference between your maximum sales fee
and the deferred sales fee at the time you buy units by providing you with
additional units.

Large Purchases. During the primary offering period, you can reduce your
maximum sales fee by increasing the size of your investment.

Investors who make large purchases during the primary offering period are
entitled to the following sales charge reductions:

Sales Charge
Reductions
Purchase Amount (Per Unit)
- ------------------- -----------
$99,999 or less $ 0.00
$100,000 - $249,999 4.00
$250,000 - $499,999 6.00
$500,000 - $999,999 14.00
$1,000,000 or more 19.00

You may aggregate unit purchases of any Claymore trust by the same person
on any single day from any one broker-dealer to qualify for a purchase level.
You can include these purchases as your own for purposes of this aggregation:

o purchases by your spouse or minor children, and

o purchases by your trust estate or fiduciary accounts.

The discounts described above apply only during the primary offering
period. There can be no assurance that the sponsor will create future trusts
with investment strategies similar to your trust or that may fit within your
investment parameters.

Advisory and Fee Accounts. We reduce your sales fee for purchases made
through registered investment advisers, certified financial planners or
registered broker-dealers who charge periodic fees in lieu of commissions or
who charge for financial planning or for investment advisory or asset
management services or provide these services as part of an investment account
where a comprehensive "wrap fee" is imposed (a "Fee Account"). If you purchase
units for a Fee Account, you will pay the Public Offering Price less the
maximum applicable concession the sponsor typically allows to broker-dealers
for non-breakpoint trades.

This discount applies during the initial offering period. Your financial
professional may purchase units with the Fee Account CUSIP numbers to
facilitate purchases under this discount, however, we do not require that you
buy units with these CUSIP numbers to qualify for the discount. If you purchase
units with these special CUSIP numbers, you should be aware that you may
receive cash distributions. We reserve the right to limit or deny purchases of
units with this discount by investors whose frequent trading activity we
determine to be detrimental to your trust. See "Rights of Unitholders--Expenses
and Fees" in this prospectus.

Exchange or Rollover Option. If you are buying units of your trust in the
primary market with redemption or termination proceeds from any other Claymore
unit trust, you may purchase units with a reduction of $10 per unit from the
maximum Public Offering Price, which will include a deferred sales charge. You
may also buy units with this reduced sales fee if you are purchasing units in
the primary market with (1) the termination proceeds from a non-Claymore unit
trust with a similar investment strategy, or (2) the redemption proceeds from a
non-Claymore trust if such trust has a similar investment strategy and that
trust is scheduled to terminate within 30 days of redemption. To qualify for
this sales charge reduction, the termination or redemption proceeds being used
to purchase units of the trust must be no more than 30 days old. Such purchases
entitled to this sales charge reduction may be classified as "Rollover
Purchases." An exchange or rollover is generally treated as a sale for federal
income tax purposes. See "Tax Status" in this prospectus. See "Expenses and
Fees" in this prospectus.

Employees. We do not charge the portion of the sales fee that we would
normally pay to your financial professional for purchases made by officers,
directors and employees and their family members (spouses, children and parents)
of Claymore and its affiliates, or by registered representatives of selling
firms and their family members (spouses, children and parents). You pay only the
portion of the fee that the sponsor retains. This discount applies during the
initial offering period. Only those broker-dealers that allow their employees to
participate in employee discount programs will be eligible for this discount.

Distribution of Units. We sell units to the public through broker-dealers
and other firms. We pay part of the sales fee you pay to these distribution
firms when they sell units. For units sold during the primary offering period,
the distribution fee paid for a given transaction is as follows:

Concession
Purchase Amount per Unit
- ------------------- ---------
$99,999 or less $ 35.00
$100,000 - $249,999 33.00
$250,000 - $499,999 32.00
$500,000 - $999,999 25.00
$1,000,000 or more 20.00
Rollover Purchases 20.00

We apply these amounts at the time of the transaction. Firms that are
serving as underwriters are entitled to additional compensation as described in
"Underwriting Concessions" below. For secondary market sales, the dealer
concession will be 80% of the applicable sales charge.

Broker-dealers and other firms that sell units of certain Claymore unit
trusts are eligible to receive additional compensation for volume sales. Such
payments will be in addition to the regular concessions paid to dealer firms as
set forth in the applicable trust's prospectus. The additional payments will be
equal to 0.10% of the value of eligible Claymore unit trusts sold in the primary
market during a calendar quarter so long as the broker-dealers or other firms
sell at least $25 million of eligible Claymore unit trusts during the calendar
quarter. Eligible unit trusts include all Claymore unit trusts sold in the
primary market. Redemptions of units during the primary offering period will
reduce the amount of units used to calculate the volume concessions. In
addition, dealer firms will not receive volume concessions on the sale of units
which are not subject to a transactional sales fee. However, such sales will be
included in determining whether a firm has met the sales level breakpoints for
volume concessions.

Underwriters other than the sponsor will sell units of the trust to other
broker-dealers and selling agents at the Public Offering Price per unit less a
concession or agency commission not in excess of the underwriter concession
allowed to the underwriters by the sponsor as described in "Underwriting
Concessions" below.

Claymore reserves the right to modify or terminate the volume concession
program at any time. The sponsor may also pay to certain dealers an
administrative fee for information or service used in connection with the
distribution of trust units. Such amounts will be in addition to any
concessions received for the sale of units.

In addition to the concessions described above, the sponsor may pay
additional compensation out of its own assets to broker-dealers that meet
certain sales targets and that have agreed to provide services relating to the
trust to their customers.

Other Compensation and Benefits to Broker-Dealers. The sponsor, at its own
expense and out of its own profits, may provide additional compensation and
benefits to broker-dealers who sell shares of units of this trust and other
Claymore products. This compensation is intended to result in additional sales
of Claymore products and/or compensate broker-dealers and financial advisors for
past sales. A number of factors are considered in determining whether to pay
these additional amounts. Such factors may include, but are not limited to, the
level or type of services provided by the intermediary, the level or expected
level of sales of Claymore products by the intermediary or its agents, the
placing of Claymore products on a preferred or recommended product list, access
to an intermediary's personnel, and other factors.

The sponsor makes these payments for marketing, promotional or related
expenses, including, but not limited to, expenses of entertaining retail
customers and financial advisers, advertising, sponsorship of events or
seminars, obtaining information about the breakdown of unit sales among an
intermediary's representatives or offices, obtaining shelf space in
broker-dealer firms and similar activities designed to promote the sale of the
sponsor's products. The sponsor may make such payments to many intermediaries
that sell Claymore products. The sponsor may also make certain payments to, or
on behalf of, intermediaries to defray a portion of their costs incurred for
the purpose of facilitating unit sales, such as the costs of developing trading
or purchasing trading systems to process unit trades.

Payments of such additional compensation, some of which may be
characterized as "revenue sharing," may create an incentive for financial
intermediaries and their agents to sell or recommend a Claymore product,
including your trust, over products offered by other sponsors or fund
companies. These arrangements will not change the price you pay for your
units.

We generally register units for sale in various states in the United
States. We do not register units for sale in any foreign country. It is your
financial professional's responsibility to make sure that units are registered
or exempt from registration if you are a foreign investor or if you want to buy
units in another country. This prospectus does not constitute an offer of units
in any state or country where units cannot be offered or sold lawfully. We may
reject any order for units in whole or in part.

We may gain or lose money when we hold units in the primary or secondary
market due to fluctuations in unit prices. The gain or loss is equal to the
difference between the price we pay for units and the price at which we sell or
redeem them. We may also gain or lose money when we deposit securities to
create units in the amounts set forth in the "Trust Portfolio."

Additional Units. After your trust is created, additional units of the
trust may be issued by depositing in the trust cash (or a bank letter of credit
in lieu of cash) with instructions to purchase bonds, contracts to purchase
bonds or additional bonds.

Underwriting Concessions

The sponsor has entered into an Agreement Among Underwriters pursuant to
which it shall serve as the principal underwriter for units of the trust. The
Agreement Among Underwriters provides that a public offering of the units of
the trust will be made at the Public Offering Price described in the
prospectus. Units may also be sold to or through dealers and other selling
agents during the initial offering period and in the secondary market at prices
representing a concession as described in "Public Offering--Distribution of
Units." Dealers that do not enter into the Agreement Among Underwriters but
sell at least $500,000 of the trust on the first day units are sold publicly
will also be entitled to receive the concession available to underwriters.
However, such dealers will not be eligible to receive any acquisition profit
(as defined below).

In lieu of the concessions provided in "Public Offering--Distribution of
Units," the entities that have executed the Agreement Among Underwriters and
acquired at least $500,000 in units of the trust from the sponsor on the first
day units are sold publicly (the "Underwriters") will receive from the sponsor
the maximum dealer concession contained in the following table:

Maximum
Dealer
Concession
Purchase Amount (Per Unit)
- ---------------------- ----------
$499,999 or less $35.00
$500,000 - $999,999 36.00
$1,000,000 - $1,999,999 37.00
$2,000,000 - $2,999,999 38.00
$3,000,000 or more 40.00

Following the first day that units are sold publicly, Underwriters that
sell $499,999 or less of the trust on a given day will be entitled to a maximum
dealer concession of $35.00 per unit, and Underwriters that sell at least
$500,000 on a given day will be entitled to a maximum dealer concession per
unit equal to the amount received for sales occurring on the first day units
are sold publicly.

The dealer concessions provided above represent the maximum compensation
available for dealer firms for non-breakpoint trades. For breakpoint trades by
investors, the compensation received by dealer firms for a given transaction
will be reduced by the amount of the sales charge reduction provided to the
investor purchasing units. (See "Public Offering--Large Purchases" in the
prospectus for the Sales Charge Reductions schedule.)

In addition to any other benefits, the sponsor will share with the
Underwriters, on a pro rata basis, 50% of the net gain, if any, represented by
the difference between the sponsor's cost of the securities in connection with
their acquisition (including the cost of insurance obtained by the sponsor prior
to the Inception Date for individual securities, if any, and including the
effects of portfolio hedging gains and losses and portfolio hedging transaction
costs, if any) and the aggregate offering price thereof on the Inception Date
(the "acquisition profit") less a charge for acquiring the bonds in the
portfolio and for the sponsor maintaining a secondary market for the units. For
purposes of determining the acquisition profit, the sponsor will utilize the
prices of the bonds derived from Standard & Poor's Securities Evaluations. All
units created by the sponsor on the Inception Date will be eligible for the
purpose of determining the acquisition profit. Dealers who are Underwriters will
be eligible for a portion of such acquisition profit, if any.

Underwriting

Name and Address Number of Units
- ------------------------ ---------------
Sponsor and Underwriter:
Claymore Securities, Inc.
2455 Corporate West Drive
Lisle, Illinois 60532

Underwriters:

Total:

Sponsor's and Dealers' Profits. As set forth under "Public Offering--
Offering Price," the sponsor and the dealers will receive gross commissions
equal to the specified percentages of the Public Offering Price of the units of
the trust.

Also, any difference between the sponsor's cost to purchase the securities
and the price at which it sells them to the trust is considered profit or loss.
In offering units of the trust the sponsor and dealers will also realize profits
or sustain losses in the amount of any difference between the price at which
they acquire or buy units and the price at which they resell or redeem such
units and to the extent they earn sales charges on purchases.

Investment Risks

All investments involve risk. This section describes the main risks that
can impact the value of the bonds in your trust. You should understand these
risks before you invest. You could lose some or all of your investment in the
trust. Recently, securities markets have experienced significant volatility. If
the value of the bonds falls, the value of your units will also fall. We cannot
guarantee that your trust will achieve its objective or that your investment
return will be positive over any period.

Failure of Issuers or Insurers to Pay Interest and/or Principal. The
primary risk associated with an investment in bonds is that the issuer or
insurer of a bond may default on principal and/or interest payments when due on
the bond. Such a default would have the effect of lessening the income
generated by the trust and/or the value of the bonds and the trust's units. The
bond ratings assigned by major rating organizations are an indication of the
issuer's ability to make interest and principal payments when due on its bonds.
Subsequent to the Inception Date the rating assigned to a bond may decline.
Neither the sponsor nor the trustee shall be liable in any way for any default,
failure or defect in any bond or responsible for a decline in the rating of any
bond in the portfolio.

Current economic conditions risk. The U.S. economy's recession began in
December 2007. This recession began with problems in the housing and credit
markets, many of which were caused by defaults on "subprime" mortgages and
mortgage-backed securities, eventually leading to the failures of some large
financial institutions. Economic activity declined across all sectors of the
economy, and the United States experienced increased unemployment. The economic
crisis affected the global economy with European and Asian markets also
suffering historic losses. Due to the current state of uncertainty in the
economy, the value of the securities held by the trust may be subject to steep
declines or increased volatility due to changes in performance or perception of
the issuers. Extraordinary steps have been taken by the governments of several
leading economic countries to combat the economic crisis; however, the impact of
these measures is not yet fully known and cannot be predicted.

Build America Bonds. As of the initial date of deposit, at least 80% of
the bonds in the trust are Build America Bonds. The Build America Bonds market
is smaller and less diverse than the broader municipal securities market. In
addition, because Build America Bonds are a new form of municipal financing and
because bonds issued after December 31, 2010 currently will not qualify as
Build America Bonds unless the relevant provisions of the Recovery Act are
extended, it is difficult to predict the extent to which a market for such
bonds will develop. Therefore, Build America Bonds may experience greater
illiquidity than other types of municipal securities.

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

Because the Build America Bonds program is new, certain aspects of the
Build America Bonds program may be subject to additional Federal or state level
guidance or subsequent legislation. For example, the IRS or U.S. Treasury could
impose restriction or limitations on the payments received. Aspects of the Build
America Bonds program for which the IRS and U.S. Treasury have solicited public
comment include, but have not been limited to, methods for making direct
payments to issuers, the tax procedural framework for such payments, and
compliance safeguards. It is not known what additional procedures will be
implemented with respect to direct pay Build America Bonds, if any, nor is it
known what effect such possible procedures would have on the Build America Bonds
market.

Legislation is currently being considered which would extend the
provisions of the Recovery Act applicable to Build America Bonds. This
legislation, if enacted, may modify the characteristics of Build America Bonds
issued after December 31, 2010, including reducing the amount of subsidy paid
to issuers.

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

Income Risk. The income from the trust's portfolio may decline for a
variety of reasons including, but not limited to, falling market interest
rates, bonds that are sold from the trust's portfolio and increased expenses.

Price Volatility of Fixed-Rate Bonds. An investment in units of the trust
should be made with an understanding of the risks entailed in investments in
fixed-rate bonds, including the risk that the value of such bonds (and,
therefore, of the units) will decline with increases in interest rates.
Inflation and the overall economy are two of the major factors, among others,
which contribute to fluctuations in interest rates and the values of fixed-rate
bonds. Bonds are also subject to the risk that their values may decline if the
issuer's financial condition worsens or if perceptions of the issuer's financial
condition change.

Original Issue Discount Bonds. Certain of the bonds in the trust may be
original issue discount bonds. Original issue discount bonds are bonds
originally issued at less than the market interest rate.

Original issue discount bonds typically pay a lower interest rate than
comparable bonds that were issued at or above their par value. Under current
law, the original issue discount, which is the difference between the stated
redemption price at maturity and the issue price of the bonds, is deemed to
accrue on a daily basis. The trust may also pay a premium when it buys a bond,
even a bond issued with original issue discount. The trust may be required to
amortize the premium over the term of the bond and reduce its basis for the
bond even though it does not get any deduction for the amortization. Therefore,
sometimes the trust may have a taxable gain when it sells a bond for an amount
equal to or less than its original tax basis.

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

The current value of an original issue discount bond reflects the present
value of its stated redemption price at maturity. In a stable interest rate
environment, the market value of these bonds tends to increase more slowly in
early years and greater increments as the bonds approach maturity. The issuers
of these bonds may be able to call or redeem a bond before its stated maturity
date and at a price less than the bond's par value. See "Tax Status" herein.

"When Issued" and "Delayed Delivery" Bonds. Certain bonds in the trust may
have been purchased by the sponsor on a "when issued" basis. Bonds purchased on
a "when issued" basis have not yet been issued by the issuer on the Inception
Date (although such issuer had committed to issue such bonds). In the case of
these and/or certain other bonds, the delivery of the bonds may be delayed
("delayed delivery") or may not occur. The effect of the trust containing
"delayed delivery" or "when issued" bonds is that unitholders who purchased
their units prior to the date such bonds are actually delivered to the trustee
may have to make a downward adjustment in the tax basis of their units. Such
downward adjustment may be necessary to account for interest accruing on such
"when issued" or "delayed delivery" bonds during the time between their
purchase of units and delivery of such bonds to the trust.

Redemption or Sale Prior to Maturity. Certain of the bonds in the portfolio
of the trust may be called prior to their stated maturity date pursuant to
sinking fund or call provisions. A call provision is more likely to be exercised
by an issuer when the offering price valuation of a bond is higher than its call
price. Such price valuation is likely to be higher in periods of declining
interest rates. Certain of the bonds may be sold or otherwise mature. In such
cases, the proceeds from such events will be distributed to unitholders. The
sponsor may also direct the trustee to sell certain securities held by the trust
to meet the trust's obligations with respect to the deferred sales fee and
expenses. Thus, no assurance can be given that the trust will retain for any
length of time its present size and composition.

The trust may contain bonds that have "make whole" call options that
generally cause the bonds to be redeemable at any time at a designated price.
Such bonds are generally more likely to be subject to early redemption and may
result in the reduction of income received by the trust and the early
termination of the trust.

To the extent that a bond was deposited in the trust at a price higher
than the price at which it is redeemable, or at a price higher than the price
at which it is sold, a sale or redemption will result in a loss in the value of
units. Distributions will generally be reduced by the amount of the income
which would otherwise have been paid with respect to sold or redeemed bonds.
The Estimated Current Return and Estimated Long-Term Return of the Units may be
adversely affected by such sales or redemptions.

Market Discount. The portfolio of the trust may consist of some bonds
whose current market values were below principal value on the Inception Date. A
primary reason for the market value of such bonds being less than principal
value at maturity is that the interest rate of such bonds is at lower rates
than the current market interest rate for comparably rated bonds. Bonds selling
at market discounts tend to increase in market value as they approach maturity.
Because the trust is not actively managed, the trustee will not sell bonds in
response to or in anticipation of market discounts or fluctuations.

Failure of a Contract to Purchase Bonds and Substitution of Bonds. In the
event of a failure to deliver any bond that has been purchased for the trust
under a contract ("failed bonds"), the sponsor is authorized to purchase other
bonds ("replacement bonds"). The trustee shall pay for replacement bonds out of
funds held in connection with the failed bonds and will accept delivery of such
bonds to make up the original principal of the trust. The replacement bonds must
be purchased within 20 days after delivery of the notice of the failed contract,
and the purchase price (exclusive of accrued interest) may not exceed the
principal attributable to the failed bonds. Whenever a replacement bond has been
acquired for the trust, the trustee shall, within five days thereafter, notify
all unitholders of the trust of the acquisition of the replacement bond and
shall, on the next distribution date which is more than 30 days thereafter, make
a pro rata distribution of the amount, if any, by which the cost to the trust of
the failed bond exceeded the cost of the replacement bond. In addition, a
replacement bond must (at the time of purchase):

o be a taxable municipal bond;

o have a fixed maturity or disposition date comparable to that of the
failed bond it replaces;

o be purchased at a price that results in a yield to maturity and in a
current return which is approximately equivalent to the yield to
maturity and current return of the failed bond which it replaces; and

o be rated at least in the category of BBB or Baa by a major rating
organization.

If the right of limited substitution described above shall not be used to
acquire replacement bonds in the event of a failed contract, the sponsor will
refund the sales charge attributable to such failed bonds to all unitholders of
the trust, and distribute the principal attributable to such failed bonds on the
next monthly distribution date which is more than 30 days thereafter. In the
event a replacement bond is not acquired by the trust, the Estimated Net Annual
Interest Income per unit for the trust would be reduced and the Estimated
Current Return thereon might be lowered.

Risk Inherent in an Investment in Different Types of Bonds. Taxable
Municipal Bonds. The trust may invest significantly or exclusively in taxable
municipal bonds. State, municipalities and public authorities issue these bonds
to raise money for a variety of purposes. This section briefly describes
different bond types to help you better understand your investment.

Concentration Risk. The trust may contain or be concentrated in one or
more of the classifications of bonds referred to below. A trust is considered
to be "concentrated" in a particular category when the bonds in that category
constitute 25% or more of the aggregate value of the portfolio. This makes a
trust less diversified and subject to more market risk. An investment in units
of the trust should be made with an understanding of the risks that these
investments may entail, certain of which are described below.

General Obligation Bonds. Certain of the bonds in the portfolio may be
general obligations of a governmental entity that are secured by the taxing
power of the entity. General obligation bonds are backed by the issuer's pledge
of its full faith, credit and taxing power for the payment of principal and
interest. The taxing power of any governmental entity may be limited, however,
by provisions of state constitutions or laws. An entity's credit will depend on
many factors: tax base, reliance on federal or state aid, and factors which are
beyond the entity's control.

Appropriations Bonds. Certain bonds in the trust may be bonds that are, in
whole or in part, subject to and dependent upon either the governmental entity
making appropriations from time to time or the continued existence of special
temporary taxes which require legislative action for their reimposition. The
availability of any appropriation is subject to the willingness or ability of
the governmental entity to continue to make such special appropriations or to
reimpose such special taxes. The obligation to make lease payments exists only
to the extent of the monies available to the governmental entity therefor, and
no liability is incurred by the governmental entity beyond the monies so
appropriated. Once an annual appropriation is made, the governmental entity's
obligation to make lease rental payments is absolute and unconditional
regardless of any circumstances or occurrences which might arise. In the event
of non-appropriation, certificateholders' or bondowners' sole remedy (absent
credit enhancement) generally is limited to repossession of the collateral for
resale or releasing. In the event of non-appropriation, the sponsor may instruct
the trustee to sell such bonds.

Industrial Development Revenue Bonds ("IDRs"). IDRs, including pollution
control revenue bonds, are bonds issued by states, municipalities, public
authorities or similar entities to finance the cost of acquiring, constructing
or improving various projects. These projects are usually operated by corporate
entities. IDRs are not general obligations of governmental entities backed by
their taxing power. Issuers are only obligated to pay amounts due on the IDRs
to the extent that funds are available from the unexpended proceeds of the IDRs
or receipts or revenues of the issuer. Payment of IDRs is solely dependent upon
the creditworthiness of the corporate operator of the project or corporate
guarantor. Such corporate operators or guarantors that are industrial companies
may be affected by many factors which may have an adverse impact on the credit
quality of the particular company or industry.

Hospital and Health Care Facility Bonds. The ability of hospitals and other
health care facilities to meet their obligations with respect to revenue bonds
issued on their behalf is dependent on various factors. Some such factors are
the level of payments received from private third-party payors and government
programs and the cost of providing health care services. There can be no
assurance that payments under governmental programs will remain at levels
comparable to present levels or will be sufficient to cover the costs associated
with their bonds. It also may be necessary for a hospital or other health care
facility to incur substantial capital expenditures or increased operating
expenses to effect changes in its facilities, equipment, personnel and services.
Hospitals and other health care facilities are additionally subject to claims
and legal actions by patients and others in the ordinary course of business.
There can be no assurance that a claim will not exceed the insurance coverage of
a health care facility or that insurance coverage will be available to a
facility.

Housing Bonds. Multi-family housing revenue bonds and single family
mortgage revenue bonds are state and local housing issues that have been issued
to provide financing for various housing projects. Multi-family housing revenue
bonds are payable primarily from mortgage loans to housing projects for low to
moderate income families. Single family mortgage revenue bonds are issued for
the purpose of acquiring notes secured by mortgages on residences. The ability
of housing issuers to make debt service payments on their obligations may be
affected by various economic and non-economic factors. Such factors include:
occupancy levels, adequate rental income in multi-family projects, the rate of
default on mortgage loans underlying single family issues and the ability of
mortgage insurers to pay claims. All single family mortgage revenue bonds and
certain multifamily housing revenue bonds are prepayable over the life of the
underlying mortgage or mortgage pool. Therefore, the average life of housing
obligations cannot be determined. However, the average life of these obligations
will ordinarily be less than their stated maturities. Mortgage loans are
frequently partially or completely prepaid prior to their final stated
maturities. To the extent that these obligations were valued at a premium when a
unitholder purchased units, any prepayment at par would result in a loss of
capital to the unitholder and reduce the amount of income that would otherwise
have been paid to unitholders.

Power Bonds. The ability of utilities to meet their obligations with
respect to bonds they issue is dependent on various factors. These factors
include the rates they may charge their customers, the demand for a utility's
services and the cost of providing those services. Utilities may also be
subject to extensive regulations relating to the rates which they may charge
customers. Utilities can experience regulatory, political and consumer
resistance to rate increases. Utilities engaged in long-term capital projects
are especially sensitive to regulatory lags in granting rate increases.
Utilities are additionally subject to increased costs due to governmental
environmental regulation and decreased profits due to increasing competition.
Any difficulty in obtaining timely and adequate rate increases could adversely
affect a utility's results of operations. The sponsor cannot predict at this
time the ultimate effect of such factors on the ability of any issuers to meet
their obligations with respect to bonds.

Water and Sewer Revenue Bonds. Water and sewer bonds are generally payable
from user fees. The ability of state and local water and sewer authorities to
meet their obligations may be affected by a number of factors. Some such factors
are the failure of municipalities to utilize fully the facilities constructed by
these authorities, declines in revenue from user charges, the possible inability
to obtain rate increases, rising construction and maintenance costs, impact of
environmental requirements, the difficulty of obtaining or discovering new
supplies of fresh water, the effect of conservation programs, the impact of "no
growth" zoning ordinances and the continued availability of federal and state
financial assistance and of municipal bond insurance for future bond issues.

Education, University and College Bonds. The ability of educational
institutions, including universities and colleges, to meet their obligations is
dependent upon various factors. Some of these factors include the size and
diversity of their sources of revenues, enrollment, reputation, management
expertise, the availability and restrictions on the use of endowments and other
funds, the quality and maintenance costs of campus facilities. Also, in the case
of public institutions, the financial condition of the relevant state or other
governmental entity and its policies with respect to education may affect an
institution's ability to make payment on its own.

Lease Rental Bonds. Lease rental bonds are predominantly issued by
governmental authorities that have no taxing power or other means of directly
raising revenues. Rather, the authorities are financing vehicles created solely
for the construction of buildings or the purchase of equipment that will be used
by a state or local government. Thus, the bonds are subject to the ability and
willingness of the lessee government to meet its lease rental payments which
include debt service on the bonds. Lease rental bonds are subject to the risk
that the lessee government is not legally obligated to budget and appropriate
for the rental payments beyond the current fiscal year. These bonds are also
subject to the risk of abatement in many states as rental bonds cease in the
event that damage, destruction or condemnation of the project prevents its use
by the lessee. Also, in the event of default by the lessee government, there may
be significant legal and/or practical difficulties involved in the reletting or
sale of the project.

Capital Improvement Facility Bonds. The portfolio of the trust may contain
bonds which are in the capital improvement facilities category. Capital
improvement bonds are bonds issued to provide funds to assist political
subdivisions or agencies of a state through acquisition of the underlying debt
of a state or local political subdivision or agency. The risks of an investment
in such bonds include the risk of possible prepayment or failure of payment of
proceeds on and default of the underlying debt.

Solid Waste Disposal Bonds. Bonds issued for solid waste disposal
facilities are generally payable from tipping fees and from revenues that may
be earned by the facility on the sale of electrical energy generated in the
combustion of waste products. The ability of solid waste disposal facilities to
meet their obligations depends upon the continued use of the facility, the
successful and efficient operation of the facility and, in the case of
waste-to-energy facilities, the continued ability of the facility to generate
electricity on a commercial basis. Also, increasing environmental regulation of
the federal, state and local level has a significant impact on waste disposal
facilities. While regulation requires most waste producers to use waste
disposal facilities, it also imposes significant costs on the facilities.

Moral Obligation Bonds. The trust may also include "moral obligation"
bonds. If an issuer of moral obligation bonds is unable to meet its obligations,
the repayment of the bonds becomes a moral commitment but not a legal obligation
of the state or municipality in question. Thus, such a commitment generally
requires appropriation by the state legislature and accordingly does not
constitute a legally enforceable obligation of debt of the state. The agencies
or authorities generally have no taxing power.

Refunded Bonds. Refunded bonds are typically secured by direct obligations
of the U.S. Government, or in some cases obligations guaranteed by the U.S.
Government, placed in an escrow account maintained by an independent party
until maturity or a predetermined redemption date. These obligations are
generally non-callable prior to maturity or the predetermined redemption date.
In a few isolated instances to date, however, bonds which were thought to be
escrowed to maturity have been called for redemption prior to maturity.

Airport, Port and Highway Revenue Bonds. Certain facility revenue bonds are
payable from and secured by the revenues from the ownership and operation of
particular facilities, such as airports, highways and port authorities. Airport
operating income may be affected by the ability of airlines to meet their
obligations under the agreements with airports. Similarly, payment on bonds
related to other facilities is dependent on revenues from the projects, such as
use fees from ports, tolls on turnpikes and bridges and rents from buildings.
Payment may be adversely affected by reduction in revenues due to such factors
and increased cost of maintenance or decreased use of a facility. The sponsor
cannot predict what effect conditions may have on revenues which are dependent
for payment on these bonds.

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

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

Transit Authority Bonds. Mass transit is generally not self-supporting
from fare revenues. Additional financial resources must be made available to
ensure operation of mass transit systems as well as the timely payment of debt
service. Often such financial resources include federal and state subsidies,
lease rentals paid by funds of the state or local government or a pledge of a
special tax. If fare revenues or the additional financial resources do not
increase appropriately to pay for rising operating expenses, the ability of the
issuer to adequately service the debt may be adversely affected.

Convention Facility Bonds. The portfolio of the trust may contain bonds of
issuers in the convention facilities category. Bonds in the convention
facilities category include special limited obligation bonds issued to finance
convention and sports facilities payable from rental payments and annual
governmental appropriations. The governmental agency is not obligated to make
payments in any year in which the monies have not been appropriated to make
such payments. In addition, these facilities are limited use facilities that
may not be used for purposes other than as convention centers or sports
facilities.

Correctional Facility Bonds. The portfolio of the trust may contain bonds
of issuers in the correctional facilities category. Bonds in the correctional
facilities category include special limited obligation bonds issued to
construct, rehabilitate and purchase correctional facilities payable from
governmental rental payments and/or appropriations.

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

Litigation and Legislation. To the best knowledge of the sponsor, there is
no litigation pending as of the Inception Date in respect of any bonds which
might reasonably be expected to have a material adverse effect upon the trust.
Nevertheless, lawsuits involving the bonds included in the trust or their
issuers may exist. At any time after the Inception Date, litigation may be
initiated on a variety of grounds, or legislation may be enacted, with respect
to bonds in the trust. The outcome of litigation of this nature can never be
entirely predicted. In addition, other factors may arise from time to time
which potentially may impair the ability of issuers to make payments due on the
bonds.

The Secondary Market

Although it is not obligated to do so, the sponsor intends to maintain a
market for the units of the trust and continuously to offer to purchase units of
the trust during the initial offering period at prices based upon the aggregate
offering price of the securities in the trust, and thereafter at prices based on
the aggregate bid price of the related securities. After the initial offering
period, the sponsor's repurchase price shall be not less than the redemption
price plus accrued interest through the expected date of settlement. See "Rights
of Unitholders--Redemption--Computation of Redemption Price per Unit."
Unitholders pay any remaining deferred sales fee when they sell or redeem units.
Any units repurchased by the sponsor may be reoffered to the public by the
sponsor at the Public Offering Price at such time, plus accrued interest.

If the supply of units of any series exceeds demand, or for some other
business reason, the sponsor may discontinue purchases of units of such series
at prices based on the aggregate bid price of the securities. The sponsor does
not in any way guarantee the enforceability, marketability, or price of any
security in the portfolio or of the units of the trust. In the event that a
market is not maintained or for some other business reason, the sponsor may
discontinue purchases of units of such series at prices based on the aggregate
bid price of the underlying securities. In the event that a market is not
maintained for the units of the trust, a unitholder may be able to dispose
units by tendering such units to the trustee for redemption at the redemption
price, which is based upon the aggregate bid price of the underlying
securities. The aggregate bid price of the securities in the trust may be
expected to be less than the aggregate offering price. A unitholder should
inquire of the sponsor as to current market prices prior to making a tender for
redemption to the trustee. See "Rights of Unitholders--Redemption" and
"Claymore."

Estimated Current Return and
Estimated Long-Term Return to Unitholders

The rate of return on each unit is measured in terms of both Estimated
Current Return and Estimated Long-Term Return. The Estimated Current Return per
unit and Estimated Long-Term Return per unit, each as of the Inception Date, is
set forth under "Summary of Essential Financial Information." Information
regarding the estimated distributions of principal and interest to unitholders
of the trust is available from the sponsor on request.

Estimated Current Return is computed by dividing the Estimated Net Annual
Interest Income per unit by the Public Offering Price. Estimated Net Annual
Interest Income per unit will vary with changes in fees and expenses of the
trustee and the evaluator and with principal prepayment, redemption, maturity,
exchange or sale of bonds. The Estimated Net Annual Interest Income per unit
also assumes the sale of securities as needed to allow the trust to pay the
deferred sales fee. The Estimated Net Annual Interest Income per unit assumes
that such sales of securities will be made on a pro rata basis, however, the
trust may sell a portion of some or all of the securities as needed to pay the
deferred sales fee. Non-pro rata sales may impact the net annual interest
income a unitholder receives. The Public Offering Price per unit will vary with
changes in the offering price of the bonds. Estimated Current Return takes into
account only the interest payable on the bonds and does not involve a
computation of yield to maturity or to an earlier redemption date nor does it
reflect any amortization of premium or discount from principal value on the
bond's purchase price. Moreover, because interest rates on bonds purchased at a
premium are generally higher than current interest rates on newly issued bonds
of a similar type with comparable ratings, the Estimated Current Return per
unit may be affected adversely if such bonds are redeemed prior to their
maturity. Therefore, there is no assurance that the Estimated Current Return as
set forth under "Summary of Essential Financial Information" will be realized
in the future.

Estimated Long-Term Return is calculated using a formula that (i) takes
into consideration, and determines and factors in the relative weightings of,
the market values, yields (taking into account the amortization of premiums and
the accretion of discounts) and estimated retirements of all the bonds in the
trust and (ii) takes into account the expenses and sales charge associated with
each unit of the trust. The Estimated Long-Term Return assumes that each bond is
retired on its pricing life date (i.e., that date which produces the lowest
dollar price when yield price calculations are done for each optional call date
and the maturity date of a callable bond). If the bond is retired on any
optional call or maturity date other than the pricing life date, the yield to
the holder of that bond may be different than the initial quoted yield. Since
the market values and estimated retirements of the bonds, the expenses of the
trust and the Net Annual Interest Income and Public Offering Price per unit may
change, there is no assurance that the Estimated Long-Term Return as set forth
under "Summary of Essential Financial Information" will be realized in the
future. Contact the sponsor, as indicated on the back page of the Prospectus,
for information regarding the estimated principal and interest distribution
schedule of the trust.

Tax Status

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

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

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

Trust Status. The trust intends to qualify as a "regulated investment
company" under the federal tax laws. If the trust qualifies as a regulated
investment company and distributes its income as required by the tax law, the
trust generally will not pay federal income taxes.

Distributions. Trust distributions are generally taxable. After the end of
each year, you will receive a tax statement that separates the trust's
distributions into two categories, ordinary income distributions and capital
gains dividends. Ordinary income distributions are generally taxed at your
ordinary tax rate. Generally, you will treat all capital gains dividends as
long-term capital gains regardless of how long you have owned your units. To
determine your actual tax liability for your capital gains dividends, you must
calculate your total net capital gain or loss for the tax year after considering
all of your other taxable transactions, as described below. In addition, the
trust may make distributions that represent a return of capital for tax purposes
and thus will generally not be taxable to you. The tax status of your
distributions from your trust is not affected by whether you reinvest your
distributions in additional units or receive them in cash. The income from your
trust that you must take into account for federal income tax purposes is not
reduced by amounts used to pay a deferred sales fee, if any. The tax laws may
require you to treat distributions made to you in January as if you had received
them on December 31 of the previous year. Under the "Health Care and Education
Reconciliation Act of 2010," income from the trust may also be subject to a new
3.8% "medicare tax" imposed for taxable years beginning after 2012. This tax
will generally apply to your net investment income if your adjusted gross income
exceeds certain threshold amounts, which are $250,000 in the case of married
couples filing joint returns and $200,000 in the case of single individuals.

Dividends Received Deduction. A corporation that owns units generally will
not be entitled to the dividends received deduction with respect to dividends
received from the trust because the dividends received deduction is generally
not available for distributions from regulated investment companies.

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

Capital Gains and Losses. If you are an individual, the maximum marginal
federal tax rate for net capital gain is generally 15% (generally 5% for certain
taxpayers in the 10% and 15% tax brackets). These new capital gains rates are
generally effective for taxable years beginning before January 1, 2011. Because
these lower rates expire after December 31, 2010, it is unlikely that you will
receive any long-term capital gains from the trust eligible for these lower
rates (except for any "capital gains dividends" as discussed above). For later
periods, if you are an individual, the maximum marginal federal tax rate for net
capital gain is generally 20% (10% for certain taxpayers in the 10% and 15% tax
brackets). The 20% rate is reduced to 18% and the 10% rate is reduced to 8% for
long-term capital gains from most property acquired after December 31, 2000 with
a holding period of more than five years.

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

In-Kind Distributions. Under certain circumstances, as described in this
prospectus, you may receive an in-kind distribution of trust securities when
you redeem units or when your trust terminates. This distribution will be
treated as a sale for federal income tax purposes and you will generally
recognize gain or loss, generally based on the value at that time of the
securities and the amount of cash received. The Internal Revenue Service could
however assert that a loss could not be currently deducted.

Exchanges. If you elect to have your proceeds from your trust rolled over
into a future series of the trust, the exchange would generally be considered a
sale for federal income tax purposes.

Deductibility of Trust Expenses. Expenses incurred and deducted by your
trust will generally not be treated as income taxable to you. In some cases,
however, you may be required to treat your portion of these trust expenses as
income. In these cases you may be able to take a deduction for these expenses.
However, certain miscellaneous itemized deductions, such as investment
expenses, may be deducted by individuals only to the extent that all of these
deductions exceed 2% of the individual's adjusted gross income.

Foreign Investors. If you are a foreign investor (i.e., an investor other
than a U.S. citizen or resident or a U.S. corporation, partnership, estate or
trust), you should be aware that, generally, subject to applicable tax treaties,
distributions from the trust will be characterized as dividends for federal
income tax purposes (other than dividends which the trust designates as capital
gain dividends) and will be subject to U.S. income taxes, including withholding
taxes, subject to certain exceptions described below. However, distributions
received by a foreign investor from the trust that are properly designated by
the trust as capital gain dividends may not be subject to U.S. federal income
taxes, including withholding taxes, provided that the trust makes certain
elections and certain other conditions are met. In addition, distributions after
December 31, 2012 may be subject to a U.S. withholding tax of 30% in the case of
distributions to (i) certain non-U.S. financial institutions that have not
entered into an agreement with the U.S. Treasury to collect and disclose certain
information and (ii) certain other non-U.S. entities that do not provide certain
certifications and information about the entity's U.S. owners.

Rights of Unitholders

Ownership of Units. Ownership of units of the trust will not be evidenced
by certificates. All evidence of ownership of uncertificated units will be
recorded in book-entry form at Depository Trust Company ("DTC") through an
investor's broker's account. Units held through DTC will be registered in the
nominee name Cede & Co. Individual purchases of beneficial ownership interest
in the trust will be made in book-entry form through DTC. Ownership and
transfer of book-entry units will be evidenced and accomplished by book-entries
made by DTC and its participants. DTC will record ownership and transfer of the
units among DTC participants and forward all notices and credit all payments
received in respect of the units held by the DTC participants.

Beneficial owners of book-entry units will receive written confirmation of
their purchases and sale from the broker-dealer or bank from whom their
purchase was made. Units are transferable by making a written request to the
trustee. Recordholders must sign such written request exactly as their names
appear on the records of the trustee.

Fractions of units, if any, will be computed to three decimal places.

Distribution of Interest and Principal. Unitholders will receive interest
distributions on a monthly basis. Principal, including capital gains, and
interest will be distributed on the distribution date; provided, however, that,
other than for purposes of redemption, no distribution need be made from the
Principal Account if the balance therein is less than $1.00 per unit then
outstanding. If such condition exists, the trustee shall, on the next succeeding
distribution date, distribute the unitholder's pro rata share of the balance of
the Principal Account. Interest received by the trust will be distributed on
each applicable distribution date to unitholders of record of the trust as of
the preceding applicable Record Date who are entitled to such distributions at
that time. All distributions will be net of applicable expenses and funds
required for the redemption of units. See "Essential Information," "Rights of
Unitholders--Expenses and Fees" and "How to Sell Your Units--Selling Units."

The trustee will credit to the Interest Account for the trust all interest
received by the trust, including that part of the proceeds of any disposition
of bonds which represents accrued interest. Other receipts of the trust will be
credited to the Principal Account for the trust. The pro rata share of the
Interest Account of the trust and the pro rata share of cash in the Principal
Account (other than amounts representing failed contracts as previously
discussed) represented by each unit thereof will be computed by the trustee
each applicable Record Date. See "Essential Information." The trustee is not
required to pay interest on funds held in the Principal or Interest Accounts
(but may itself earn interest thereon and therefore benefits from the use of
such funds). Proceeds received from the disposition of any of the bonds
subsequent to a monthly Record Date and prior to the next succeeding monthly
distribution date will be held in the Principal Account for the trust and will
not be distributed until the second succeeding monthly distribution date.
Because interest on the bonds is not received by the trust at a constant rate
throughout the year, any particular interest distribution may be more or less
than the amount credited to the Interest Account of the trust as of the
applicable Record Date. See "Essential Information." Persons who purchase units
between a Record Date and a distribution date will receive their first
distribution on the second distribution date following their purchase of
units.

The difference between the estimated net interest accrued to the first
Record Date and to the related distribution date is an asset of the respective
unitholder and will be realized in subsequent distributions or upon the earlier
of the sale of such units or the maturity, redemption or sale of bonds in the
trust.

Record dates for interest and principal distributions will be the 15th day
of the month. All unitholders, however, who purchase units during the initial
public offering period and who hold them of record on the first Record Date
will receive the first distribution of interest. Details of estimated interest
distributions, on a per unit basis, appear in the "Summary of Essential
Financial Information." The amount of the regular distributions will generally
change when bonds are redeemed, mature or are sold or when fees and expenses
increase or decrease, or if issuers or insurers are unwilling or unable to pay
distributions when due.

The trustee will, as of the last day of each month, deduct from the
Interest Account and, to the extent funds are not sufficient therein, from the
Principal Account, amounts necessary to pay the expenses of the trust as of the
first day of such month. See "Rights of Unitholders--Expenses and Fees." The
trustee also may withdraw from said accounts such amounts, if any, as it deems
necessary to establish a reserve for any governmental charges payable out of the
trust. Amounts so withdrawn shall not be considered a part of the trust's assets
until such time as the trustee shall return all or any part of such amounts to
the appropriate account. In addition, the trustee may withdraw from the Interest
Account and the Principal Account such amounts as may be necessary to cover
redemption of units by the trustee. See "Rights of Unitholders--Redemption."
Funds which are available for future distributions, payments of expenses and
redemptions are in accounts which are non-interest bearing to the unitholders
and are available for use by the trustee pursuant to normal banking procedures.

Because interest on bonds in the trust is payable at varying intervals,
usually in semiannual installments, the interest accruing to the trust will not
be equal to the amount of money received and available for distribution from
the Interest Account to unitholders. See "Tax Status." Therefore, on each
applicable distribution date, the amount of interest actually deposited in the
Interest Account and available for distribution may be slightly more or less
than the interest distribution made. In order to eliminate fluctuations in
interest distributions resulting from such variances during the first year of
the trust, the trustee is required by the Trust Agreement to advance such
amounts as may be necessary to provide interest distributions of approximately
equal amounts. In addition, the trustee has agreed to advance sufficient funds
to the trust in order to reduce the amount of time before distributions of
interest to unitholders commence. The trustee will be reimbursed, without
interest, for any such advances from funds available from the Interest Account
of the trust. The trustee's fee takes into account the costs attributable to
the outlay of capital needed to make such advances.

In order to acquire certain of the bonds subject to contract, it may be
necessary to pay on the settlement dates for delivery of such bonds amounts
covering accrued interest on such bonds which exceed the amounts paid by
unitholders. The trustee has agreed to pay for any amounts necessary to cover
any such excess and will be reimbursed therefor (without interest) when funds
become available from interest payments on the particular bonds with respect to
which such payments may have been made.

In addition, because of the varying interest payment dates of the bonds
comprising the trust portfolio, accrued interest at any point in time,
subsequent to the recovery of any advancements of interest made by the trustee,
will be greater than the amount of interest actually received by the trust and
distributed to unitholders.

Therefore, there will usually remain an item of accrued interest that is
added to the value of the units. If a unitholder sells all or a portion of his
units, he will be entitled to receive his proportionate share of the accrued
interest from the purchaser of his units. Similarly, if a unitholder redeems
all or a portion of his units, the redemption price per unit which he is
entitled to receive from the trustee will also include accrued interest on the
bonds. Thus, the accrued interest attributable to a unit will not be entirely
recovered until the unitholder either redeems or sells such unit or until the
trust is terminated.

Expenses and Fees. Investors will bear all or a portion of the costs
incurred in organizing the trust -- including costs of preparing the
registration statement, the trust indenture and other closing documents,
registering units with the Securities and Exchange Commission and the states,
the initial audit of the trust's portfolio, legal expenses, payment of closing
fees and any other out-of-pocket expenses. During the initial public offering
period only, a pro rata portion of such organization costs will be charged upon
the investor's purchase of units.

The trustee's, sponsor's supervisory, bookkeeping and administrative and
sponsor's evaluation fees are set forth under "Fees and Expenses." The trustee's
fee and the sponsor's evaluation fee, which is earned for portfolio evaluation
services, are based on the principal amount of bonds on a monthly basis. Because
such fees are based on the principal amount of the bonds in the trust, rather
than the trust's net asset value, the fees will represent a greater percentage
of the trust's net asset value if the bonds in the trust, on average, are valued
below par. The sponsor's supervisory fee, which is earned for portfolio
supervisory services, and the bookkeeping and administrative fees are based on
the largest number of units in the trust at any time during such period. Because
these fees are based on the largest number of units during a particular period,
these fees will represent a greater percentage of the trust's net asset value as
the number of units decreased during that period. The sponsor's supervisory fee,
bookkeeping and administrative and sponsor's evaluation fee, which are not to
exceed the maximum amount set forth under "Fees and Expenses" for the trust, may
exceed the actual costs of providing portfolio supervisory, bookkeeping and
administrative or evaluation services for the trust, but at no time will the
total amount the sponsor receives for portfolio supervisory services,
bookkeeping and administrative or evaluation services rendered to all series of
Claymore Securities Defined Portfolios in any calendar year exceed the aggregate
cost to them of supplying such services in such year. The trustee may reimburse
the sponsor out of its own assets for services performed by employees of the
sponsor in connection with the operation of the trust.

The trustee will receive for its ordinary recurring services to the trust
an annual fee in the amount set forth under "Fees and Expenses" for the trust.
There is no minimum fee and, except as hereinafter set forth, no maximum fee.
For a discussion of certain benefits derived by the trustee from the trust's
funds, see "Rights of Unitholders--Distribution of Interest and Principal." For
a discussion of the services performed by the trustee pursuant to its
obligations under the Trust Agreement, reference is made to the material set
forth under "Rights of Unitholders."

The trustee's fee, bookkeeping and administrative fees and the sponsor's
fees are payable monthly, each from the Interest Account to the extent funds are
available and then from the Principal Account. These fees may be increased
without approval of the unitholders by amounts not exceeding proportionate
increases in consumer prices for services as measured by the United States
Department of Labor's Consumer Price Index entitled "All Services Less Rent." If
the balances in the Principal and Interest Accounts are insufficient to provide
for amounts payable by the trust, or amounts payable to the trustee which are
secured by its prior lien on the trust, the trustee is permitted to sell bonds
to pay such amounts.

Other Charges. The following additional charges are or may be incurred by
the trust: all expenses (including audit and counsel fees) of the trustee
incurred in connection with its activities under the Trust Agreement, including
annual audit expenses by independent public accountants selected by the sponsor,
the expenses and costs of any action undertaken by the trustee to protect the
trust and the rights and interests of the unitholders; fees of the trustee for
any extraordinary services performed under the Trust Agreement; indemnification
of the trustee for any loss or liability accruing to it without willful
misconduct, bad faith, or gross negligence on its part, arising out of or in
connection with its acceptance or administration of the trust; and all taxes and
other governmental charges imposed upon the bonds or any part of the trust (no
such taxes or charges are being levied or made or, to the knowledge of the
sponsor, contemplated). To the extent lawful, the trust shall bear the expenses
associated with updating the trust's registration statement and maintaining
registration or qualification of the units and/or the trust under federal or
state bonds laws subsequent to initial registration. Such expenses shall include
legal fees, accounting fees, typesetting fees, electronic filing expenses and
regulatory filing fees. All direct distribution expenses of the trusts
(including the costs of maintaining the secondary market for the trusts), such
as printing and distributing prospectuses, and preparing, printing and
distributing any advertisements or sales literature will be paid at no cost to
the trust. Any payments received by the sponsor reimbursing it for payments made
to update the trust's registration statement will not exceed the costs incurred
by the sponsor. The above expenses, including the trustee's fee, when paid by or
owing to the trustee, are secured by a lien on the trust. The sponsor may direct
the trustee to sell bonds to meet the trust's obligations with respect to the
deferred sales fee. In addition, the trustee is empowered to sell bonds in order
to make funds available to pay all expenses. Thus, no assurance can be given
that the trust will retain for for any length of time its present size and
composition.

Reports and Records. The trustee shall furnish unitholders of a trust in
connection with each distribution a statement of the amount of interest, if any,
and the amount of other receipts, if any, which are being distributed, expressed
in each case as a dollar amount per unit. Within a reasonable time after the end
of each calendar year, the trustee will furnish to each person who at any time
during the calendar year was a unitholder of record, a statement providing the
following information: (1) as to the Interest Account: interest received
(including amounts representing interest received upon any disposition of bonds
and any earned original issue discount), deductions for payment of applicable
taxes and for fees and expenses of the trust, redemptions of units and the
balance remaining after such distributions and deductions, expressed both as a
total dollar amount and as a dollar amount representing the pro rata share of
each unit outstanding on the last business day of such calendar year; (2) as to
the Principal Account: the dates of disposition of any bonds and the net
proceeds received therefrom (excluding any portion representing interest),
deductions for payments of applicable taxes and for fees and expenses of the
trust, purchase of replacement bonds, redemptions of units, the amount of any
"when issued" interest treated as a return of capital and the balance remaining
after such distributions and deductions, expressed both as a total dollar amount
and as a dollar amount representing the pro rata share of each unit outstanding
on the last business day of such calendar year; (3) a list of the bonds held and
the number of units outstanding on the last business day of such calendar year;
(4) the redemption price per unit based upon the last computation thereof made
during such calendar year; and (5) amounts actually distributed during such
calendar year from the Interest Account and from the Principal Account,
separately stated, expressed both as total dollar amounts and as dollar amounts
representing the pro rata share of each unit outstanding.

The trustee shall keep available for inspection by unitholders at all
reasonable times during usual business hours, books of record and account of
its transactions as trustee including records of the names and addresses of
unitholders of the trust, certificates issued or held, a current list of bonds
in the trust and a copy of the Trust Agreement.

How to Sell Your Units

You can sell your units on any business day by contacting your financial
professional or, in some cases, the trustee. Unit prices are available daily on
the Internet at www.claymore.com or through your financial professional. We
often refer to the sale price of units as the "liquidation price." You pay any
remaining deferred sales fee when you sell or redeem your units. Certain
broker-dealers may charge a transaction fee for processing unit redemptions or
sale requests.

Until the end of the initial offering period or six months after the
Inception Date, at the discretion of the sponsor, the price at which the trustee
will redeem units and the price at which the sponsor may repurchase units
include estimated organization costs. After such period, the amount paid will
not include such estimated organization costs.

Selling Units. We intend to, but are not obligated to, maintain a
secondary market for units. This means that if you want to sell your units, we
may buy them at the current price which is based on their net asset value. We
may then resell the units to other investors at the public offering price or
redeem them for the redemption price. Our secondary market repurchase price is
generally the same as the redemption price. You pay any remaining deferred
sales fee when you sell or redeem your units. Certain broker-dealers might also
maintain a secondary market in units. You should contact your financial
professional for current unit prices to determine the best price available. We
may discontinue our secondary market at any time without notice. Even if we do
not make a market, you will be able to redeem your units with the trustee on
any business day for the current price.

Redemption. Tender of Units. Units may be tendered to The Bank of New York
Mellon, the trustee, for redemption at its Unit Investment Trust Division
offices at 2 Hanson Place, 12th Fl., Brooklyn, New York 11217, on any day the
New York Stock Exchange is open. At the present time there are no specific
taxes related to the redemption of the units. No redemption fee will be charged
by the sponsor or the trustee. Units redeemed by the trustee will be canceled.

The trustee must receive your completed redemption request prior to the
close of the New York Stock Exchange for you to receive the unit price for a
particular day. If your request is received after that time or is incomplete in
any way, you will receive the next price computed after the trustee receives
your completed request. Rather than contacting the trustee directly, your
financial professional may also be able to redeem your units by using the
Investors' Voluntary Redemptions and Sales (IVORS) automated redemption service
offered through Depository Trust Company.

Within three business days following such tender, the unitholder will be
entitled to receive in cash an amount for each unit tendered equal to the
redemption price per unit computed as of the Evaluation Time set forth under
"Essential Information" as of the next subsequent Evaluation Time. See "How to
Sell Your Units--Redemption--Computation of Redemption Price per Unit." You pay
any remaining deferred sales fee when you sell or redeem your units. The "date
of tender" is deemed to be the date on which units are properly received by the
trustee, except that with regard to units received after the Evaluation Time on
the New York Stock Exchange, the date of tender is the next day on which such
Exchange is open for trading and such units will be deemed to have been
tendered to the trustee on such day for redemption at the redemption price
computed on that day.

Accrued interest paid on redemption shall be withdrawn from the Interest
Account, or, if the balance therein is insufficient, from the Principal
Account. All other amounts paid on redemption shall be withdrawn from the
Principal Account. The trustee is empowered to sell securities in order to make
funds available for redemption. Such sales, if required, could result in a sale
of bonds by the trustee at a loss. To the extent bonds are sold, the size and
diversity of the trust may be reduced.

The trustee reserves the right to suspend the right of redemption and to
postpone the date of payment of the redemption price per unit for any period
during which the New York Stock Exchange is closed, other than weekend and
holiday closings, or during which trading on that Exchange is restricted (as
determined by the Securities and Exchange Commission by rule or regulation) or
during which an emergency exists as a result of which disposal or evaluation of
the underlying bonds is not reasonably practicable, or for such other periods as
the Securities and Exchange Commission has by order permitted.

Two months after the end of the initial offering period, you can generally
request an in-kind distribution of the bonds underlying your units if you own
units worth at least $1,000,000 or you originally paid at least that amount for
your units. This option is generally available only for bonds traded and held
in the United States and is not available within 30 business days of the
trust's termination. Additionally, only the sponsor may redeem units in-kind
during the primary offering period or during the subsequent two months. We may
modify or discontinue this option at any time without notice. If you request an
in-kind distribution of the bonds underlying units of your trust, you may incur
any distribution or service fees (Rule 12b-1 fees) applicable to those bonds.

Computation of Redemption Price per Unit. The redemption price per unit is
determined by the trustee on the basis of the bid prices of the bonds in the
trust, while the Public Offering Price of units during the initial offering
period is determined on the basis of the offering prices of the bonds, both as
of the Evaluation Time on the day any such determination is made. The bid prices
of the securities may be expected to be less than the offering prices. This
redemption price per unit is each unit's pro rata share, determined by the
trustee, of: (1) the aggregate value of the bonds in the trust (determined by
the evaluator, generally based upon prices provided by a pricing service as set
forth below), (2) cash on hand in the trust (other than cash covering contracts
to purchase bonds), and (3) accrued and unpaid interest on the bonds as of the
date of computation, less (a) amounts representing taxes or governmental charges
payable out of the trust, (b) the accrued expenses of a trust, (c) cash held for
distribution to unitholders of record as of a date prior to the evaluation, and
(d) unpaid organization costs. You pay any remaining deferred sales fee when you
sell or redeem your units. The evaluator, generally based upon prices provided
by a pricing service may determine the value of the bonds in the trust (1) on
the basis of current bid prices for the bonds, (2) if bid prices are not
available for any bonds, on the basis of current bid prices for comparable
bonds, (3) by appraisal, or (4) by any combination of the above.

The difference between the bid and offer prices of bonds with
characteristics consistent with the objectives of the trust are expected to be
___% to ___% of the principal value of the bonds. This value can fluctuate
depending on liquidity and the balance of supply and demand for the individual
issues. Immediately prior to the deposit of the trust, the aggregate bid side
evaluation was lower than the aggregate offering side evaluation by the amount
set forth in the footnotes to the "Trust Portfolio." For this reason, among
others, the price at which units may be redeemed could be less than the price
paid by the unitholder.

Purchase by the Sponsor of Units Tendered for Redemption. The Trust
Agreement requires that the trustee notify the sponsor of any tender of units
for redemption. So long as the sponsor maintains a bid in the secondary market,
the sponsor, prior to the close of business on the second succeeding business
day, may purchase any units tendered to the trustee for redemption at the price
so bid by making payment therefor to the unitholder in an amount not less than
the redemption price on the date of tender not later than the day on which the
units would otherwise have been redeemed by the trustee (see "Public
Offering--Offering Price"). Units held by the sponsor may be tendered to the
trustee for redemption as any other units. In addition, the sponsor may tender
units for redemption that were initially allocated to the sponsor on the
Inception Date if the sponsor was unable to sell such units. Such redemption
may impact the size, composition, returns, expenses and longevity of the
trust.

The offering price of any units resold by the sponsor will be the Public
Offering Price determined in the manner provided in this Prospectus (see
"Public Offering-Offering Price"). Any profit resulting from the resale of such
units will belong to the sponsor which likewise will bear any loss resulting
from a lower offering or redemption price subsequent to their acquisition of
such units (see "Public Offering--Other Compensation and Benefits to
Broker-Dealers").

Exchange Option. You may be able to exchange your units for units of other
Claymore unit trusts at a reduced sales fee. You can contact your financial
professional or Claymore for more information about trusts currently available
for exchanges. Before you exchange units, you should read the prospectus
carefully and understand the risks and fees. You should then discuss this option
with your financial professional to determine whether your investment goals have
changed, whether current trusts suit you and to discuss tax consequences. To
qualify for a reduced sales fee, you may need to meet certain criteria. We may
discontinue this option at any time.

General Information

Claymore. Claymore Securities, Inc. specializes in the creation,
development and distribution of investment solutions for advisors and their
valued clients. In November 2001, we changed our name from Ranson & Associates,
Inc. to Claymore Securities, Inc. During our history we have been active in
public and corporate finance, have underwritten closed-end funds and have
distributed bonds, mutual funds, closed-end funds, exchange-traded funds,
structured products and unit trusts in the primary and secondary markets. We
are a registered broker-dealer and member of the Financial Industry Regulatory
Authority (FINRA). If we fail to or cannot perform our duties as sponsor or
become bankrupt, the trustee may replace us, continue to operate your trust
without a sponsor, or terminate the trust. You can contact us at our
headquarters at 2455 Corporate West Drive, Lisle, Illinois 60532 or by using
the contacts listed on the back cover of this prospectus. Claymore personnel
may from time to time maintain a position in certain securities held by the
trust.

On October 14, 2009, Claymore Group Inc., the parent of the sponsor,
became a wholly-owned subsidiary of Claymore Holdings, LLC, which is a
wholly-owned, indirect subsidiary of Guggenheim Partners, LLC.

Claymore and the trust have adopted a code of ethics requiring Claymore'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.

If at any time the sponsor shall fail to perform any of its duties under
the Trust Agreement or shall become incapable of acting or shall be adjudged to
be bankrupt or insolvent or shall have its affairs taken over by public
authorities, then the trustee may (a) appoint a successor sponsor at rates of
compensation deemed by the trustee to be reasonable and not exceeding such
reasonable amounts as may be prescribed by the Securities and Exchange
Commission, or (b) terminate the Trust Agreement and liquidate any trust as
provided therein, or (c) continue to act as trustee without terminating the
Trust Agreement.

The foregoing information with regard to the sponsor relates to the
sponsor only and not to the trust. Such information is included in this
prospectus only for the purpose of informing investors as to the financial
responsibility of the sponsor and its ability to carry out its contractual
obligations with respect to the trust. More comprehensive financial information
can be obtained upon request from the sponsor.

Limitations on Liability. The sponsor is liable for the performance of its
obligations arising from its responsibilities under the Trust Agreement, but
will be under no liability to the unitholders for taking any action or
refraining from any action in good faith or for errors in judgment; nor will
they be responsible in any way for depreciation or loss incurred by reason of
the sale of any bonds, except in cases of their willful misconduct, bad faith,
gross negligence or reckless disregard for their obligations and duties.

Responsibility. The trustee shall sell, for the purpose of redeeming units
tendered by any unitholder and for the payment of expenses for which funds are
not available, such of the bonds in a list furnished by the sponsor as the
trustee in its sole discretion may deem necessary. The sponsor may also instruct
the trustee to sell bonds in order to maintain the qualification of the trust as
a regulated investment company or to provide funds to make any distribution for
a taxable year in order to avoid imposition of any income or excise taxes on
undistributed income in the trust.

It is the responsibility of the sponsor to instruct the trustee to reject
any offer made by an issuer of any of the bonds to issue new obligations in
exchange and substitution for any bonds pursuant to a refunding or refinancing
plan, except that the sponsor may instruct the trustee to accept such an offer
or to take any other action with respect thereto as the sponsor may deem proper
if the issuer is in default with respect to such bonds or in the judgment of
the sponsor the issuer will probably default in respect to such bonds in the
foreseeable future.

Any obligations so received in exchange or substitution will be held by
the trustee subject to the terms and conditions of the Trust Agreement to the
same extent as bonds originally deposited thereunder. Within five days after
the deposit of obligations in exchange or substitution for underlying bonds,
the trustee is required to give notice thereof to each unitholder, identifying
the obligations eliminated and the bonds substituted therefor. Except as stated
in the Trust Agreement or in this and the preceding paragraph and in the
discussion under "Investment Risks--Failure of a Contract to Purchase Bonds and
Substitution of Bonds" regarding the substitution of replacement bonds for
failed bonds, the acquisition by a trust of any bonds other than the bonds
initially deposited is prohibited.

The sponsor may direct the trustee to dispose of bonds in certain limited
circumstances, including upon default in the payment of principal or interest,
institution of certain legal proceedings or the existence of certain other
impediments to the payment of bonds, default under other documents which may
adversely affect debt service, default in the payment of principal or interest
on other obligations of the same issuer, decline in projected income pledged for
debt service on revenue bonds, or decline in price or the occurrence of other
market factors, including advance refunding, so that in the opinion of the
sponsor the retention of such bonds in a trust would be detrimental to the
interest of the unitholders. The proceeds from any such sales will be credited
to the Principal Account for distribution to the unitholders.

Resignation. If the sponsor resigns or becomes unable to perform its
duties under the Trust Agreement, and no express provision is made for action
by the trustee in such event, the trustee may appoint a successor sponsor,
terminate the Trust Agreement and liquidate the trusts or continue to act as
Trustee.

The Trustee. The Bank of New York Mellon is the trustee of your trust. It
is a trust company organized under New York law. You can contact the trustee by
calling the telephone number on the back cover of this prospectus or write to
Unit Investment Trust Division, 2 Hanson Place, 12th Fl., Brooklyn, New York
11217. The sponsor may remove and replace the trustee in some cases without
your consent. The trustee may also resign by notifying Claymore and investors.

In accordance with the Trust Agreement, the trustee shall keep records of
all transactions at its office. Such records shall include the name and address
of, and the number of units held by, every unitholder of the trust. Such books
and records shall be open to inspection by any unitholder at all reasonable
times during usual business hours. The trustee shall make such annual or other
reports as may from time to time be required under any applicable state or
federal statute, rule or regulation. The trustee shall keep a certified copy or
duplicate original of the Trust Agreement on file in its office or available for
inspection at all reasonable times during usual business hours by any
unitholder, together with a current list of the bonds held in the trust.
Pursuant to the Trust Agreement, the trustee may employ one or more agents for
the purpose of custody and safeguarding of bonds comprising the trust.

Limitations on Liability. The trustee shall not be liable or responsible
in any way for depreciation or loss incurred by reason of the disposition of
any monies, bonds or certificates or in respect of any evaluation or for any
action taken in good faith reliance on prima facie properly executed documents
except, generally, in cases of its willful misconduct, lack of good faith or
gross negligence. In addition, the trustee shall not be personally liable for
any taxes or other governmental charges imposed upon or in respect of the trust
which the trustee may be required to pay under current or future law of the
United States or any other taxing authority having jurisdiction. See "Trust
Portfolio."

Responsibility. For information relating to the responsibilities of the
trustee under the Trust Agreement, reference is made to the material set forth
under "Rights of Unitholders" and "Claymore--Resignation."

Resignation. Under the Trust Agreement, the trustee or any successor
trustee may resign and be discharged of a trust created by the Trust Agreement
by executing an instrument in writing and filing the same with the sponsor.

The trustee or successor trustee must mail a copy of the notice of
resignation to all unitholders then of record, not less than sixty days before
the date specified in such notice when such resignation is to take effect. The
sponsor upon receiving notice of such resignation is obligated to appoint a
successor trustee promptly. If, upon such resignation, no successor trustee has
been appointed and has accepted the appointment within thirty days after
notification, the retiring trustee may apply to a court of competent
jurisdiction for the appointment of a successor. The sponsor may at any time
remove the trustee, with or without cause, and appoint a successor trustee as
provided in the Trust Agreement. Notice of such removal and appointment shall be
mailed to each unitholder by the sponsor. Upon execution of a written acceptance
of such appointment by such successor trustee, all the rights, powers, duties
and obligations of the original trustee shall vest in the successor. The trustee
must be a corporation organized under the laws of the United States, or any
state thereof, be authorized under such laws to exercise trust powers and have
at all times an aggregate capital, surplus and undivided profits of not less
than $5,000,000.

The Evaluator. The sponsor will serve as the evaluator of the bonds in the
trust, and as such will appraise the bonds or cause the bonds to be appraised.
To appraise the bonds, the evaluator generally utilizes prices received from
Standard & Poor's Securities Evaluations.

Limitations on Liability. The trustee and the sponsor may rely on any
evaluation furnished by the evaluator and shall have no responsibility for the
accuracy thereof. Determinations by the evaluator under the Trust Agreement
shall be made in good faith upon the basis of the best information available to
it; provided, however, that the evaluator shall be under no liability to the
trustee, the sponsor or unitholders for errors in judgment. However, this
provision shall not protect the evaluator in cases of its willful misfeasance,
bad faith, gross negligence or reckless disregard of its obligations and duties.

Responsibility. The Trust Agreement requires the evaluator to evaluate the
bonds on the basis of their bid prices on each business day after the initial
offering period, when any unit is tendered for redemption and on any other day
such evaluation is desired by the trustee or is requested by the sponsor. For
information relating to the responsibility of the evaluator to evaluate the
bonds on the basis of their offering prices, see "Public Offering--Offering
Price."

Resignation. The evaluator may resign or may be removed by the sponsor and
the trustee, and the sponsor and the trustee are to use their best efforts to
appoint a satisfactory successor. Such resignation or removal shall become
effective upon the acceptance of appointment by the successor evaluator. If
upon resignation of the evaluator no successor has accepted appointment within
thirty days after notice of resignation, the evaluator may apply to a court of
competent jurisdiction for the appointment of a successor.

Amendment and Termination
of the Trust Agreement

The sponsor and the trustee have the power to amend the Trust Agreement
without the consent of any of the unitholders when such an amendment is (1) to
cure any ambiguity or to correct or supplement any provision of the Trust
Agreement which may be defective or inconsistent with any other provision
contained therein, (2) to change any provision required to be changed by the
Securities and Exchange Commission, (3) to maintain the qualification of the
trust as a regulated investment company, or (4) to make such other provisions as
shall not adversely affect the interest of the unitholders. The sponsor and the
trustee may amend the Trust Agreement with the consent of unitholders
representing 66 2/3% of the units then outstanding, provided that no such
amendment will reduce the interest in the trust of any unitholder without the
consent of such unitholder or reduce the percentage of units required to consent
to any such amendment without the consent of all the unitholders. In no event
shall the Trust Agreement be amended to permit the deposit or acquisition of
bonds either in addition to or in substitution for any of the bonds initially
deposited in a trust, except in accordance with the provisions of each Trust
Agreement. In the event of any amendment, the trustee is obligated to notify
promptly all unitholders of the substance of such amendment. The Trust Agreement
specifies other limitations on amending the Trust Agreement.

A trust shall terminate upon the maturity, redemption, sale or other
disposition, as the case may be, of the last of the bonds. The sponsor may
direct the trustee to terminate the trust if the par value of the trust falls
below $200 per unit. The trustee shall notify the sponsor when the par value of
the bonds in a trust is less than $2,000,000. A trust may also be terminated
(i) by the consent of 66 2/3% of the units or (ii) by the trustee in certain
circumstances. In no event, however, may a trust continue beyond the Mandatory
Termination Date set forth herein. In the event of termination, written notice
thereof will be sent by the trustee to all unitholders. Within a reasonable
period after termination, the trustee will sell any remaining bonds, and, after
paying all expenses and charges incurred by the trust, will distribute to each
unitholder, upon surrender of his units (including certificates, if any), his
pro rata share of the balances remaining in the Interest and Principal Accounts
of the trust.

Experts

Legal Matters. Chapman and Cutler LLP, 111 West Monroe Street, Chicago,
Illinois 60603, acts as counsel for the trust and has passed upon the legality
of the units.

Independent Registered Public Accounting Firm. The statement of financial
condition, including the Trust Portfolio, appearing herein, have been audited
by Grant Thornton LLP, an independent registered public accounting firm, as set
forth in their report thereon appearing elsewhere herein and is included in
reliance on such report given on the authority of such firm as experts in
accounting and auditing.

Description of Bond Ratings

Standard & Poor's Rating. A Standard & Poor's issue credit rating is a
forward-looking opinion about the creditworthiness of an obligor with respect
to a specific financial obligation, a specific class of financial obligations,
or a specific financial program (including ratings on medium-term note programs
and commercial paper programs). It takes into consideration the
creditworthiness of guarantors, insurers, or other forms of credit enhancement
on the obligation and takes into account the currency in which the obligation
is denominated. The opinion reflects Standard & Poor's view of the obligor's
capacity and willingness to meet its financial commitments as they come due,
and may assess terms, such as collateral security and subordination, which
could affect ultimate payment in the event of default.

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

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

o Nature of and provisions of the obligation; and

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

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

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

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

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

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

BBB- -- An obligation rated 'BBB-' is considered to be the lowest
investment grade by market participants.

BB+ -- An obligation rated 'BB+' is considered to be the highest
speculative grade by market participants.

BB -- An obligation rated 'BB' is less vulnerable in the near-term but
faces major ongoing uncertainties to adverse business, financial and economic
conditions.

B -- An obligation rated 'B' is more vulnerable to adverse business,
financial and economic conditions than higher rated obligations, but currently
has the capacity to meet financial commitments.

CCC -- An obligation rated 'CCC' is currently vulnerable and dependent on
favorable business, financial and economic conditions to meet financial
commitments.

CC -- An obligation rated 'CC' demonstrates high current vulnerability.

C -- An obligation rated 'C' demonstrates high current vulnerability as
well as other defined circumstances.

D -- An obligation rated 'D' is currently in payment default on some or
all of its financial commitments.

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

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

Report of Independent Registered Public Accounting Firm

Unitholders

Claymore Securities Defined Portfolios, Series 708

We have audited the accompanying statement of financial condition,
including the trust portfolio set forth on pages 10, 11 and 12 of this
prospectus, of Claymore Securities Defined Portfolios, Series 708, as of _____ ,
2010, the Inception Date. This statement of financial condition is the
responsibility of the trust's sponsor. Our responsibility is to express an
opinion on this statement of financial condition based on our audit.

We conducted our audit in accordance with the auditing standards of the
Public Company Accounting Oversight Board (United States). Those standards
require that we plan and perform the audit to obtain reasonable assurance about
whether the statement of financial condition is free of material misstatement.
The trust is not required to have, nor were we engaged to perform an audit of
its internal control over financial reporting. Our audit included consideration
of internal control over financial reporting as a basis for designing audit
procedures that are appropriate in the circumstances, but not for the purpose of
expressing an opinion on the effectiveness of the trust's internal control over
financial reporting. Accordingly, we express no such opinion. An audit also
includes examining, on a test basis, evidence supporting the amounts and
disclosures in the statement of financial condition, assessing the accounting
principles used and significant estimates made by the sponsor, as well as
evaluating the presentation of the overall statement of financial condition. Our
procedures included confirmation with The Bank of New York Mellon, trustee, of
cash or an irrevocable letter of credit deposited for the purchase of securities
as shown in the statement of financial condition as of _____ , 2010. We
believe that our audit of the statement of financial condition provides a
reasonable basis for our opinion.

In our opinion, the statement of financial condition referred to above
presents fairly, in all material respects, the financial position of Claymore
Securities Defined Portfolios, Series 708, as of _____ , 2010, in conformity
with accounting principles generally accepted in the United States of America.

Grant Thornton LLP

Chicago, Illinois

_____ , 2010

Claymore Securities Defined Portfolios, Series 708
Statement of Financial Condition
as of the Inception Date, _____ , 2010

Investment in bonds
Sponsor's contracts to purchase underlying securities backed by
letter of credit (1)(2) $
Cash (3)
Accrued interest receivable (4)
---------------
Total $
===============
Liabilities and interest of unitholders
Liabilities:
Amount due to Trustee (4) $
Organization costs and deferred sales fee
---------------
Total $
---------------
Interest of unitholders:
Cost to unitholders (5)
Less: deferred sales fee (6)
Less: organization costs (7)
---------------
Net interest of unitholders
---------------
Total $
===============
Number of units
===============
Net Asset Value per Unit $
===============

(1) Aggregate cost to the trust of the bonds listed under "Trust Portfolio" are
based on offering side valuations determined by the evaluator, based upon
prices provided by Standard & Poor's Securities Evaluations, on the basis
set forth under "Public Offering--Offering Price."

(2) An irrevocable letter of credit issued by The Bank of New York Mellon has
been deposited with the trustee as collateral, covering the monies
necessary for the purchase of the underlying securities according to their
purchase contracts and accrued interest from the Inception Date to the
expected dates of delivery.

(3) During the initial offering period, a portion of the Public Offering Price
represents an amount of cash deposited to pay all or a portion of the costs
of organizing the trust. Organization costs will not be assessed to units
that are redeemed prior to the close of the initial offering period or six
months after the initial date of deposit (at the discretion of the
sponsor). 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 deducted from the assets of the trust.

(4) On the basis set forth under "Rights of Unitholders--Distribution of
Interest and Principal" the trustee will advance an amount equal to the
accrued interest on the bonds as of the "First Settlement Date," plus any
cash received by the trustee with respect to interest on the bonds prior to
such date, and the same will be distributed to the sponsor on the First
Settlement Date. Consequently, the amount of interest accrued on a unit to
be added to the Public Offering Price thereof will include only such
accrued interest from the First Settlement Date to the date of settlement,
less all withdrawals and deductions from the Interest Account subsequent to
the First Settlement Date made with respect to the unit.

(5) Aggregate Public Offering Price (exclusive of interest) is computed on the
number of units set forth above under "Public Offering--Offering Price."

(6) The total sales fee consists of a deferred sales fee. On the Inception
Date, the sales fee is $49.00 per unit. If units are redeemed prior to the
deferred sales fee period, the entire deferred sales fee will be collected.

(7) A portion of the Public Offering Price consists of an amount sufficient to
pay for all or a portion of the costs of establishing the trust. These
costs have been estimated at $___ per unit for the trust and will not be
assessed to units that are redeemed prior to the close of the initial
offering period.

Contents
Investment Summary
- ------------------------------------------------------------------
A concise 2 Overview
description 2 Investment Objective
of essential 2 Principal Investment Strategy
information 3 Bond Selection
about the 3 Guggenheim Partners Asset Management,
portfolio LLC (GPAM)
3 Future Trusts
4 Essential Information
4 Types of Bonds
4 Bond Ratings
4 States and Territories
5 Summary of Essential Financial Information
6 Principal Risks
7 Distributions
7 Market for Units
8 Who Should Invest
8 Fees and Expenses
9 Example
10 Trust Portfolio

Understanding Your Investment
- ------------------------------------------------------------------
Detailed 13 The Trust
information 13 Public Offering
to help you 17 Underwriting Concessions
understand 18 Underwriting
your 19 Investment Risks
investment 27 The Secondary Market
28 Estimated Current Return and Estimated
Long-Term Return to Unitholders
29 Tax Status
31 Rights of Unitholders
35 How to Sell Your Units
38 General Information
41 Amendment and Termination
of the Trust Agreement
42 Experts
42 Description of Bond Ratings
45 Report of Independent Registered Public
Accounting Firm
46 Statement of Financial Condition

Where to Learn More
- ------------------------------------------------------------------
You can contact us for Visit us on the Internet
free information about http://www.claymore.com
these investments. By e-mail
invest@claymore.com
Call Claymore (800) 345-7999
Pricing Line (888) 248-4954
Call The Bank of New York Mellon
(800) 701-8178 (investors)
(800) 647-3383 (brokers)

Additional Information
- ------------------------------------------------------------------
This prospectus does not contain all information filed with the
Securities and Exchange Commission. To obtain or copy this
information (a duplication fee may be required):

E-mail: publicinfo@sec.gov
Write: Public Reference Section, Washington, D.C. 20549-0102
Visit: http://www.sec.gov (EDGAR Database)
Call: 1-202-942-8090 (only for information on
the operation of the Public Reference Section)

Refer to:
Claymore Securities Defined Portfolios, Series 708
Securities Act file number: 333-168381
Investment Company Act file number: 811-03763

When units of the trust are no longer available, we may use this prospectus as
a preliminary prospectus for a future trust. In this case you should note that:

The information in this prospectus is not complete with respect to future
trusts and may be changed. No one may sell units of a future trust until a
registration statement is filed with the Securities and Exchange Commission and
is effective. This prospectus is not an offer to sell units and is not
soliciting an offer to buy units in any state where the offer or sale is not
permitted.

CLAYMORE LOGO

GUGGENHEIM LOGO

PROSPECTUS

Claymore/Guggenheim
Build America Bonds
Trust, Series 3

Claymore Securities
Defined Portfolios
Series 708

DATED AUGUST 12, 2010

CONTENTS OF REGISTRATION STATEMENT

A. Bonding Arrangements of Depositor:

The Depositor has obtained the following Securities Dealer Blanket Bond
for its officers, directors and employees:

INSURER/POLICY NO. AMOUNT

National Union Fire Insurance
Company of Pittsburgh, Pennsylvania $4,000,000
5692790

This Registration Statement comprises the following papers and documents.

The Facing Sheet
The Prospectus
The Signatures
Consents of Counsel

The following exhibits:

1.1 Reference Trust Agreement (to be supplied by amendment).

1.1.1 Standard Terms and Conditions of Trust (Reference is made to Exhibit
1.1.1 to Amendment No. 1 to the Registration Statement on Form S-6 for
Claymore Securities Defined Portfolios, Series 118 (File No.
333-81826) filed on February 6, 2002).

2.1 Code of Ethics (Reference is made to Exhibit 2.1 to the Registration
Statement on Form S-6 for Claymore Securities Deferred Portfolios,
Series 213 (File No. 333-122184 filed on February 9, 2005).

3.1 Opinion of counsel as to legality of the securities being registered
including a consent to the use of its name in the Registration
Statement (to be supplied by amendment).

3.2 Opinion of counsel as to the Trustee and the Trust(s) including a
consent to the use of its name in the Registration Statement (to be
supplied by amendment).

4.1 Consent of Independent Registered Public Accounting Firm (to be
supplied by amendment).

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant,
Claymore Securities Defined Portfolios, Series 708 has duly caused this
Amendment No. 1 to the Registration Statement to be signed on its behalf by the
undersigned thereunto duly authorized, in the City of Lisle, and State of
Illinois, on the 20th day of August, 2010.

CLAYMORE SECURITIES DEFINED PORTFOLIOS, SERIES 708
Registrant

By: CLAYMORE SECURITIES, INC.
Depositor

By: /s/ Kevin Robinson
--------------------------
Kevin Robinson

Pursuant to the requirements of the Securities Act of 1933, this Amendment
No. 1 to the Registration Statement has been signed below on August 20, 2010 by
the following persons, who constitute a majority of the Board of Directors of
Claymore Securities, Inc.

SIGNATURE* TITLE** DATE

) By: /s/ Kevin Robinson
---------------------
) Kevin Robinson
) Attorney-in-Fact*
)
DAVID HOOTEN* Chief Executive Officer and ) August 20, 2010
Chairman of the Board of )
Directors )

MICHAEL RIGERT* Vice Chairman ) August 20, 2010

ANTHONY DILEONARDI* Vice Chairman ) August 20, 2010

BRUCE ALBELDA* Chief Financial Officer and August 20, 2010
Director

/s/ Kevin Robinson Senior Managing Director, August 20, 2010
KEVIN ROBINSON General Counsel and Secretary

- ---------------
* An executed copy of the related power of attorney was filed as Exhibit
6.0 to Registration Statement No. 333-149523 on April 9, 2008.

** The titles of the persons named herein represent their capacity in and
relationship to Claymore Securities, Inc., the Depositor.

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

The consent of Grant Thornton LLP to the use of its report and to the
reference to such firm in the Prospectus included in the Registration Statement
will be filed as Exhibit 4.1 to the Registration Statement.

CONSENT OF CHAPMAN AND CUTLER LLP

The consent of Chapman and Cutler LLP to the use of its name in the
Prospectus included in the Registration Statement will be contained in its
opinion to be filed as Exhibit 3.1 to the Registration Statement.

CONSENT OF DORSEY & WHITNEY LLP

The consent of Dorsey & Whitney LLP to the use of its name in the
Prospectus included in the Registration Statement will be contained in its
opinion to be filed as Exhibit 3.2 to the Registration Statement.

MEMORANDUM

Re: Claymore Securities Defined Portfolios, Series 708

The list of securities comprising the trust of the fund, the
evaluation, record and distribution dates and other changes pertaining
specifically to the new series, such as size and number of units of the trust in
the fund and the statement of financial condition of the new fund will be filed
by amendment.

1940 ACT

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

Form N-8A and Form N-8B-2 were filed in respect of Claymore Securities
Defined Portfolios, Series 118 (and subsequent series) (File No. 333-81826).

1933 ACT

THE INDENTURE

The form of the proposed Standard Terms and Conditions of Trust is
expected to be in all respects consistent with the form of the Standard Terms
and Conditions of Trust dated February 6, 2002 relative to Claymore Securities
Defined Portfolios, Series 118.

CHAPMAN AND CUTLER LLP

Chicago, Illinois
August 20, 2010