1933 ACT FILE NO.:
1940 ACT FILE NO.: 811-21056
CIK NO.: 1662309

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

REGISTRATION STATEMENT ON FORM S-6

FOR REGISTRATION UNDER THE SECURITIES ACT
OF 1933 OF SECURITIES OF UNIT INVESTMENT
TRUSTS REGISTERED ON FORM N-8B-2

A. Exact name of trust: ADVISORS DISCIPLINED TRUST 1659

B. Name of depositor: ADVISORS ASSET MANAGEMENT, INC.

C. Complete address of depositor's principal executive offices:

18925 Base Camp Road
Monument, Colorado 80132

D. Name and complete address of agent for service:

WITH A COPY TO:

SCOTT COLYER SCOTT R. ANDERSON
Advisors Asset Management, Inc. Chapman and Cutler LLP
18925 Base Camp Road 111 West Monroe Street
Monument, Colorado 80132 Chicago, Illinois 60603-4080

E. Title of securities being registered: Units of undivided beneficial
interest in the trust

F. Approximate date of proposed public offering:

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 ____________, 2016 at _____ pursuant to Rule 487.

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

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

The information in this prospectus is not complete and may be changed. No one
may sell units of the trusts until the registration statement filed with the
Securities and Exchange Commission 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.

PRELIMINARY PROSPECTUS DATED MARCH 17, 2016
SUBJECT TO COMPLETION

ADVISORS CORE EQUITY STRATEGY PORTFOLIO, SERIES 2016-2Q

BAHL & GAYNOR INCOME GROWTH PORTFOLIO, SERIES 2016-2Q

DIVIDEND ADVANTAGE PORTFOLIO, SERIES 2016-2Q

EUROPEAN SELECT PORTFOLIO,
SERIES 2016-2Q--A CYRUS J. LAWRENCE LLC ("CJL") PORTFOLIO

MINIMUM VOLATILITY EQUITY INCOME PORTFOLIO,
SERIES 2016-2Q--A HARTFORD INVESTMENT
MANAGEMENT COMPANY ("HIMCO") PORTFOLIO

(ADVISORS DISCIPLINED TRUST 1659)

PROSPECTUS

MAY ___, 2016

[LOGO] As with any investment, the Securities
and Exchange Commission has not approved
AAM or disapproved of these securities or
passed upon the adequacy or accuracy of
ADVISORS this prospectus. Any contrary
ASSET MANAGEMENT representation is a criminal offense.

---------------------------------------
ADVISORS CORE EQUITY STRATEGY PORTFOLIO
---------------------------------------

INVESTMENT OBJECTIVE

The trust seeks to provide above average total return primarily through
capital appreciation. There is no assurance the trust will achieve its
objective.

PRINCIPAL INVESTMENT STRATEGY

The trust seeks to provide above average total return, primarily through
capital appreciation, by investing in a portfolio of stocks of companies that
we<F1>* believe can take advantage of the current economic landscape. The
securities were selected by analyzing factors including market capitalization,
economic sectors, revenues, revenue growth, earnings, earnings growth, balance
sheet strength and valuation. In selecting stocks for the portfolio, we sought
to include both growth and value stocks and provide diversification across
market capitalizations and multiple industry sectors. The trust may be
appropriate as a core position in the equity allocation portion of an investor's
overall portfolio.

PRINCIPAL RISKS

As with all investments, you can lose money by investing in this trust. The
trust also might not perform as well as you expect. This can happen for reasons
such as these:

* SECURITY PRICES WILL FLUCTUATE. The value of your investment may fall over
time.

* AN ISSUER MAY BE UNWILLING OR UNABLE TO DECLARE DIVIDENDS IN THE FUTURE, OR
MAY REDUCE THE LEVEL OF DIVIDENDS DECLARED. This may result in a reduction
in the value of your units.

* THE FINANCIAL CONDITION OF AN ISSUER 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 initial offering period.

* THE TRUST INVESTS SIGNIFICANTLY IN SECURITIES OF SMALL AND MID-SIZE
COMPANIES. These securities are often more volatile and have lower trading
volumes than securities of larger companies. Small and mid-size companies
may have limited products or financial resources, management inexperience
and less publicly available information.

* WE DO NOT ACTIVELY MANAGE THE PORTFOLIO. Except in limited circumstances,
the trust will hold, and continue to buy, shares of the same securities
even if their market value declines.

--------------------
<F1>* "AAM," "we" and related terms mean Advisors Asset Management, Inc., the
trust sponsor, unless the context clearly suggests otherwise.

2 Investment Summary

WHO SHOULD INVEST

You should consider this investment if you want:

* to own a defined portfolio of stocks.

* to pursue a long-term, growth-oriented investment strategy that includes
investment in subsequent portfolios, if available.

* the potential for capital appreciation.

You should not consider this investment if you:

* are uncomfortable with the risks of an unmanaged investment in common
stocks.

* are uncomfortable with the trust's strategy.

* seek current income or capital preservation.

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

ESSENTIAL INFORMATION
---------------------

UNIT PRICE AT INCEPTION $10.0000

INCEPTION DATE ____________, 2016
TERMINATION DATE ____________, ____

ESTIMATED NET ANNUAL
DISTRIBUTIONS* $______ per unit

DISTRIBUTION DATES 25th day of June & December
RECORD DATES 10th day of June & December

CUSIP NUMBERS
Standard Accounts
Cash distributions _________
Reinvest distributions _________
Fee Based Accounts
Cash distributions _________
Reinvest distributions _________

TICKER SYMBOL ______

MINIMUM INVESTMENT $1,000/100 units

TAX STRUCTURE Regulated Investment Company

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

<FN>
* As of ___________, 2016 and may vary thereafter.
</FN>

FEES AND EXPENSES

The amounts below are estimates of the direct and indirect expenses that you
may incur based on a $10 unit price. Actual expenses may vary.

AS A % AMOUNT
OF $1,000 PER 100
SALES FEE INVESTED UNITS
------------------------

Initial sales fee 1.00% $10.00
Deferred sales fee 1.45 14.50
Creation & development fee 0.50 5.00
------- -------
Maximum sales fee 2.95% $29.50
======= =======

ORGANIZATION COSTS 0.38% $3.80
======= =======

AS A % AMOUNT
ANNUAL OF NET PER 100
OPERATING EXPENSES ASSETS UNITS
------------------------

Trustee fee & expenses _.__% $____
Supervisory, evaluation
and administration fees _.__ ____
------- -------
Total _.__% $____
======= =======

The initial sales fee is the difference between the total sales fee (maximum
of 2.95% of the unit offering price) and the sum of the remaining deferred sales
fee and the total creation and development fee. The deferred sales fee is fixed
at $0.145 per unit and is paid in three monthly installments beginning on
_________, ____. The creation and development fee is fixed at $0.05 per unit
and is paid at the end of the initial offering period (anticipated to be
approximately three months).

EXAMPLE

This example helps you compare the cost of this trust with other unit trusts
and mutual funds. In the example we assume that the expenses do not change and
that 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 in the trust:

1 year $_____
3 years $_____
5 years $_____
10 years $_____

This example assumes that you continue to follow the trust strategy and roll
your investment, including all distributions, into a new series of the trust
each year subject to a reduced rollover sales charge of 1.95%.

Investment Summary 3

ADVISORS CORE EQUITY STRATEGY PORTFOLIO, SERIES 2016-2Q
(ADVISORS DISCIPLINED TRUST 1659)
PORTFOLIO
AS OF THE TRUST INCEPTION DATE, ____________, 2016

PERCENTAGE OF MARKET COST OF
NUMBER TICKER AGGREGATE OFFERING VALUE PER SECURITIES
OF SHARES SYMBOL ISSUER(1) PRICE SHARE(1) TO TRUST(2)
------------------------------------------------------------------------------------------------------------------------

COMMON STOCKS -- 100.00%

(continued)

4 Investment Summary

ADVISORS CORE EQUITY STRATEGY PORTFOLIO, SERIES 2016-2Q
(ADVISORS DISCIPLINED TRUST 1659)
PORTFOLIO (CONTINUED)
AS OF THE TRUST INCEPTION DATE, ____________, 2016

(continued)

Investment Summary 5

ADVISORS CORE EQUITY STRATEGY PORTFOLIO, SERIES 2016-2Q
(ADVISORS DISCIPLINED TRUST 1659)
PORTFOLIO (CONTINUED)
AS OF THE TRUST INCEPTION DATE, ____________, 2016

(continued)

6 Investment Summary

ADVISORS CORE EQUITY STRATEGY PORTFOLIO, SERIES 2016-2Q
(ADVISORS DISCIPLINED TRUST 1659)
PORTFOLIO (CONTINUED)
AS OF THE TRUST INCEPTION DATE, ____________, 2016

--------- ----------
100.00% $_______
========= ==========

<FN>
Notes to Portfolio

(1) Securities are represented by contracts to purchase securities. The value
of each security is based on the most recent closing sale price of each
security as of the close of regular trading on the New York Stock Exchange
on the business day prior to the trust's inception date. In accordance
with Accounting Standards Codification 820, "Fair Value Measurements", the
trust's investments are classified as Level 1, which refers to security
prices determined using quoted prices in active markets for identical
securities.

(2) The cost of the securities to the sponsor and the sponsor's profit or
(loss) (which is the difference between the cost of the securities to the
sponsor and the cost of the securities to the trust) are $__________ and
$__________, respectively.

(3) This is a security issued by a foreign company.

Common Stocks comprise approximately 100.00% of the investments in the
trust, broken down by country of organization as set forth below:

(4) This is a non-income producing security.
</FN>

Investment Summary 7

--------------------------------------
BAHL & GAYNOR INCOME GROWTH PORTFOLIO
--------------------------------------

INVESTMENT OBJECTIVE

The trust seeks to provide high current and growing dividend income with
capital appreciation as a secondary objective. There is no assurance the trust
will achieve its objective.

PRINCIPAL INVESTMENT STRATEGY

The trust seeks to achieve its objective by investing in a portfolio of high-
quality companies that have historically paid dividends and demonstrated steady
earnings and dividend growth selected by Bahl & Gaynor, Inc. (the "Portfolio
Consultant"). Although the trust's portfolio may include securities of
companies with a range of market capitalizations, it consists primarily of
securities of companies categorized as large capitalization by the Portfolio
Consultant as of the trust's inception. The Portfolio Consultant defines large
capitalization companies to be those with market capitalizations of $10 billion
or higher. Weightings of individual sectors were based on the Portfolio
Consultant's assessment of company fundamentals, valuations and overall economic
conditions.

PRINCIPAL RISKS

As with all investments, you can lose money by investing in this trust. The
trust also might not perform as well as you expect. This can happen for reasons
such as these:

* SECURITY PRICES WILL FLUCTUATE. The value of your investment may fall over
time.

* AN ISSUER MAY BE UNWILLING OR UNABLE TO DECLARE DIVIDENDS IN THE FUTURE, OR
MAY REDUCE THE LEVEL OF DIVIDENDS DECLARED. This may result in a reduction
in the value of your units.

* NEITHER WE<F1>* NOR THE PORTFOLIO CONSULTANT ACTIVELY MANAGES THE PORTFOLIO.
Except in limited circumstances, the trust will hold, and continue to buy,
shares of the same securities even if their market value declines.

PORTFOLIO CONSULTANT

The Portfolio Consultant, Bahl & Gaynor, Inc., is a registered investment
adviser. The Portfolio Consultant was founded in 1990 and is owned entirely by
its investment professionals.

The Portfolio Consultant is not an affiliate of the sponsor. The Portfolio
Consultant makes no representations that the portfolio will achieve the
investment objectives or will be profitable or suitable for any particular
potential investor. The sponsor did not select the securities for the trust.

The Portfolio Consultant and/or its affiliates may use the list of securities
in its independent capacity as an investment adviser and distribute this
information to various individuals and entities. The Portfolio Consultant
and/or its affiliates may recommend to other clients or otherwise effect
transactions in the securities held by the trust. This may have an adverse
effect on the prices of the securities. This also may have an impact on the
price the trust pays for the securities and the price received upon unit
redemptions or liquidation of the securities. The Portfolio Consultant and/or
its affiliates also may issue reports and makes recommendations on securities,
which may include the securities in the trust.

Neither the Portfolio Consultant nor the sponsor manages the trust. Opinions
expressed by the Portfolio Consultant are not necessarily those of the sponsor,
and may not actually come to pass. The trust will pay the Portfolio Consultant
a fee for selecting the trust's portfolio.

--------------------
<F1>* "AAM," "we" and related terms mean Advisors Asset Management, Inc., the
trust sponsor, unless the context clearly suggests otherwise.

8 Investment Summary

WHO SHOULD INVEST

You should consider this investment if you want:

* to own a portfolio primarily of stocks.

* the potential for high current and growing dividend income with capital
appreciation as a secondary objective.

You should not consider this investment if you:

* are uncomfortable with the risks of an unmanaged investment in common
stocks.

* seek capital preservation or capital appreciation as a primary objective.

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

ESSENTIAL INFORMATION
---------------------

UNIT PRICE AT INCEPTION $10.0000

INCEPTION DATE ____________, 2016
TERMINATION DATE ____________, ____

ESTIMATED NET ANNUAL
DISTRIBUTIONS* $______ per unit

DISTRIBUTION DATES 25th day of each month
RECORD DATES 10th day of each month

CUSIP NUMBERS
Standard Accounts
Cash distributions _________
Reinvest distributions _________
Fee Based Accounts
Cash distributions _________
Reinvest distributions _________

TICKER SYMBOL ______

MINIMUM INVESTMENT $1,000/100 units

TAX STRUCTURE Regulated Investment Company

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

<FN>
* As of ____________, 2016 and may vary thereafter.
</FN>

FEES AND EXPENSES

The amounts below are estimates of the direct and indirect expenses that you
may incur based on a $10 unit price. Actual expenses may vary.

AS A % AMOUNT
OF $1,000 PER 100
SALES FEE INVESTED UNITS
------------------------

Initial sales fee 1.00% $10.00
Deferred sales fee 1.45 14.50
Creation & development fee 0.50 5.00
------- -------
Maximum sales fee 2.95% $29.50
======= =======

ORGANIZATION COSTS 0.38% $3.80
======= =======

AS A % AMOUNT
ANNUAL OF NET PER 100
OPERATING EXPENSES ASSETS UNITS
------------------------

Trustee fee & expenses _.__% $____
Supervisory, evaluation
and administration fees _.__ ____
------- -------
Total _.__% $____
======= =======

The initial sales fee is the difference between the total sales fee (maximum
of 2.95% of the unit offering price) and the sum of the remaining deferred sales
fee and the total creation and development fee. The deferred sales fee is fixed
at $0.145 per unit and is paid in three monthly installments beginning on
______________, ____. The creation and development fee is fixed at $0.05 per
unit and is paid at the end of the initial offering period (anticipated to be
approximately three months).

EXAMPLE

1 year $_____
3 years $_____
5 years $_____
10 years $_____

Investment Summary 9

BAHL & GAYNOR INCOME GROWTH PORTFOLIO, SERIES 2016-2Q
(ADVISORS DISCIPLINED TRUST 1659)
PORTFOLIO
AS OF THE TRUST INCEPTION DATE, ____________, 2016

COMMON STOCKS -- 100.00%

(Continued)

10 Investment Summary

BAHL & GAYNOR INCOME GROWTH PORTFOLIO, SERIES 2016-2Q
(ADVISORS DISCIPLINED TRUST 1659)
PORTFOLIO (CONTINUED)
AS OF THE TRUST INCEPTION DATE, ____________, 2016

(Continued)

Investment Summary 11

BAHL & GAYNOR INCOME GROWTH PORTFOLIO, SERIES 2016-2Q
(ADVISORS DISCIPLINED TRUST 1659)
PORTFOLIO (CONTINUED)
AS OF THE TRUST INCEPTION DATE, ____________, 2016

--------- ----------
100.00% $_______
========= ==========

<FN>
Notes to Portfolio

(3) This is a security issued by a foreign company.

Common stocks comprise approximately 100.00% of the investments in the
trust, broken down by country of organization as set forth below:
</FN>

12 Investment Summary

----------------------------
DIVIDEND ADVANTAGE PORTFOLIO
----------------------------

INVESTMENT OBJECTIVE

The trust seeks to provide above average total return. There is no assurance
the trust will achieve its objective.

PRINCIPAL INVESTMENT STRATEGY

The trust consists of stocks selected through application of a combination of
Eugene E. Peroni Jr.'s proprietary method of technical analysis, the Peroni
Method, historical quantitative analysis and fundamental analysis. Mr. Peroni
initially screened stocks based on the following criteria:

* companies with a longer-term history of paying dividends with special
consideration to those companies that have historically increased their
dividends;

* companies with current annual dividend yields of 2.5% or higher;

* companies with cash flows that appear sufficient for such company to
continue to pay dividends; and

* companies with good longer-term earnings growth prospects.

Mr. Peroni narrowed this universe of stocks through application of the Peroni
Method. From these stocks, Mr. Peroni selected a final portfolio focusing on
financial strength, prospects for revenue and earnings growth and sustainability
of the dividend, among other criteria. Dividends may be an important component
to total return.

Eugene E. Peroni Jr. has regularly published his insights in reports offering
stock market forecasts and specific stock recommendations for both short and
longer-term investments. Mr. Peroni regularly appears on CNBC, CBS MarketWatch,
PBS Nightly Business Report, Fox Business News and Bloomberg Radio, and has
been quoted in publications such as The Wall Street Journal, The New York Times,
U.S. News and World Report and Investors Business Daily.

Mr. Peroni began training in the field of technical research at age 16 with
his father, Eugene E. Peroni, Sr., who founded the Peroni Method more than 50
years ago. Mr. Peroni has more than 39 years of experience in his field. The
Peroni Method uses a bottom-up approach, primarily emphasizing the technical
merits of individual stocks.

Mr. Peroni has a library of approximately 1,000 hand-charted stocks that is
the result of extensive technical research and is regularly refreshed to include
new opportunities gleaned through ticker tape analysis, news outlets, corporate
developments and practical observations. Charts with attractive price
architecture are noted and stocks are ranked and screened on a regular basis.
Historical characteristics are analyzed for price and volume shifts and
evaluations are made using money flow and relative strength trends. Sector
relative strength is then determined by unbiased groupings of attractive stocks.
Portfolio construction progresses as weightings are determined by analyzing
individual stock price behavior, economic factors, monetary trends,
psychological oscillators and investor psychology. Those stocks with the best
technical characteristics in strong or emerging leadership sectors are
candidates for inclusion in the portfolio while also taking into consideration
appropriate diversification.

The Peroni Method is a bottom-up approach to stock selection that is
primarily based on technical analysis. The methodology examines a stock's price
architecture, accumulation and distribution

Investment Summary 13

trends and relative strength patterns, among other more subtle trading
characteristics. This information is partly gathered and analyzed through hand
drawn point and figure charts which have been a part of the methodology for over
half a century. While the Peroni Method is primarily focused on the technical
characteristics of individual stocks, economic, monetary, geopolitical and
sentiment factors at play in the market place are also incorporated to identify
leading stocks and sectors.

Technical analysis differs from fundamental analysis, which generally
involves financial scrutiny of the issuing company and considers such factors as
earnings projections, P/E ratios, cash flow and other balance sheet data. The
Peroni Method may be an investment alternative to fundamental analysis. Mr.
Peroni believes that technical factors can help identify industry sector
relative strength patterns that may play an important role in investment
success. The methodology allows an unconstrained approach to stock selection,
spanning all market caps and investment styles, i.e. growth and value.

The Peroni Method examines numerous technical, psychological and fundamental
data. The data may include:

* a stock's historical price architecture

* net money flow trends in individual stocks

* the relative behavior of a stock's price performance compared to other
stocks in the same sector

* sentiment readings such as the volatility index

* fiscal and monetary factors

* geopolitical events and their impact on specific sectors

PRINCIPAL RISKS

As with all investments, you can lose money by investing in this trust. The
trust also might not perform as well as you expect. This can happen for reasons
such as these:

* SECURITY PRICES WILL FLUCTUATE. The value of your investment may fall over
time.

* AN ISSUER MAY BE UNWILLING OR UNABLE TO DECLARE DIVIDENDS IN THE FUTURE, OR
MAY REDUCE THE LEVEL OF DIVIDENDS DECLARED. This may result in a reduction
in the value of your units.

* THE TRUST MAY INVEST SIGNIFICANTLY IN SECURITIES OF SMALL AND MID-SIZE
COMPANIES. These securities are often more volatile and have lower trading
volumes than securities of larger companies. Small and mid-size companies
may have limited products or financial resources, management inexperience
and less publicly available information.

-
* WE<F1>* DO NOT ACTIVELY MANAGE THE PORTFOLIO. Except in limited
circumstances, the trust will hold, and continue to buy, shares of the same
securities even if their market value declines.

--------------------
<F1>* "AAM," "we" and related terms mean Advisors Asset Management, Inc., the
trust sponsor, unless the context clearly suggests otherwise.

14 Investment Summary

WHO SHOULD INVEST

You should consider this investment if you want:

* to own a defined portfolio of stocks selected based on technical,
historical quantitative and fundamental analysis.

* to pursue a long-term investment strategy that includes investment in
subsequent portfolios, if available.

* the potential to receive above average total returns (a combination of
capital appreciation and dividend income).

You should not consider this investment if you:

* are uncomfortable with the risks of an unmanaged investment in common
stocks.

* are uncomfortable with the trust's strategy.

* seek capital preservation.

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

ESSENTIAL INFORMATION
---------------------

UNIT PRICE AT INCEPTION $10.0000

INCEPTION DATE ____________, 2016
TERMINATION DATE ____________, ____

ESTIMATED NET ANNUAL
DISTRIBUTIONS* $______ per unit

DISTRIBUTION DATES 25th day of each month
RECORD DATES 10th day of each month

CUSIP NUMBERS
Standard Accounts
Cash distributions _________
Reinvest distributions _________
Fee Based Accounts
Cash distributions _________
Reinvest distributions _________

TICKER SYMBOL ______

MINIMUM INVESTMENT $1,000/100 units

TAX STRUCTURE Regulated Investment Company

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

<FN>
* As of ____________, 2016 and may vary thereafter.
</FN>

FEES AND EXPENSES

The amounts below are estimates of the direct and indirect expenses that you
may incur based on a $10 unit price. Actual expenses may vary.

AS A % AMOUNT
OF $1,000 PER 100
SALES FEE INVESTED UNITS
------------------------

Initial sales fee 1.00% $10.00
Deferred sales fee 1.45 14.50
Creation & development fee 0.50 5.00
------- -------
Maximum sales fee 2.95% $29.50
======= =======

ORGANIZATION COSTS 0.38% $3.80
======= =======

AS A % AMOUNT
ANNUAL OF NET PER 100
OPERATING EXPENSES ASSETS UNITS
------------------------

Trustee fee & expenses _.__% $____
Supervisory, evaluation
and administration fees _.__ ____
------- -------
Total _.__% $____
======= =======

The initial sales fee is the difference between the total sales fee (maximum
of 2.95% of the unit offering price) and the sum of the remaining deferred sales
fee and the total creation and development fee. The deferred sales fee is fixed
at $0.145 per unit and is paid in three monthly installments beginning on
____________, ____. The creation and development fee is fixed at $0.05 per unit
and is paid at the end of the initial offering period (anticipated to be
approximately three months).

EXAMPLE

1 year $_____
3 years $_____
5 years $_____
10 years $_____

Investment Summary 15

DIVIDEND ADVANTAGE PORTFOLIO, SERIES 2016-2Q
(ADVISORS DISCIPLINED TRUST 1659)
PORTFOLIO -- AS OF THE TRUST INCEPTION DATE, ____________, 2016

COMMON STOCKS -- 100.00%

(Continued)

16 Investment Summary

DIVIDEND ADVANTAGE PORTFOLIO, SERIES 2016-2Q
(ADVISORS DISCIPLINED TRUST 1659)
PORTFOLIO (CONTINUED) -- AS OF THE TRUST INCEPTION DATE, ____________, 2016

--------- ----------
100.00% $_______
========= ==========

<FN>
Notes to Portfolio

(3) This is a security issued by a foreign company.

Common stocks comprise approximately 100.00% of the investments in the
trust, broken down by country of organization as set forth below:

(4) This is a non-income producing security.
</FN>

Investment Summary 17

-------------------------
EUROPEAN SELECT PORTFOLIO
-------------------------

INVESTMENT OBJECTIVE

The trust seeks to provide above average total return. There is no assurance
the trust will achieve its objective.

PRINCIPAL INVESTMENT STRATEGY

The trust seeks to achieve its objective by investing in a diversified
portfolio of stocks of companies organized in Europe selected by Cyrus J.
Lawrence LLC (the "Portfolio Consultant"). Portfolio Consultant sought to
identify stocks of companies exhibiting improving and sustainable earnings
supported by attractive relative stock valuations. Companies selected for
inclusion in the portfolio are expected by Portfolio Consultant to be leaders in
their respective industry, dominant regionally and recognized as either
established or emerging global competitors. The trust's "European Select"
strategy has a dual focus of targeting companies that will be potential
beneficiaries of global accelerating economic growth but also companies geared
towards a sustainable European recovery.

The trust's portfolio was selected from an investment universe that includes
all equities traded on the recognized registered exchanges of the European
region. This list includes large, mid and small capitalization stocks
representing a comprehensive cross section of the European economy. The trust
was constructed using a combination of top-down (macro analysis) and bottom-up
(individual stock selection) criteria. Starting with a country and industry
matrix, the framework of the portfolio was aligned with the Portfolio
Consultant's macro economic outlook while capturing a cross-section of the
European investment universe. Once the framework was identified, the trust's
portfolio was selected through comprehensive quantitative screening and
qualitative validation. The screening process sought to identify stocks of
companies organized in Europe that exhibit superior characteristics according to
multiple factors broken down as growth, valuation and market measures. Stocks
were selected based on evidence of superior relative earnings growth
expectations coupled with strong balance sheets and the expectation of
accelerating shareholder returns either through increasing dividends and/or
share buybacks.

Under normal circumstances, the trust will invest at least 80% of its assets
in stocks of companies organized in European countries.

PRINCIPAL RISKS

As with all investments, you can lose money by investing in this trust. The
trust also might not perform as well as you expect. This can happen for reasons
such as these:

* SECURITY PRICES WILL FLUCTUATE. The value of your investment may fall over
time.

* AN ISSUER MAY BE UNWILLING OR UNABLE TO DECLARE DIVIDENDS IN THE FUTURE, OR
MAY REDUCE THE LEVEL OF DIVIDENDS DECLARED. This may result in a reduction
in the value of your units.

* SECURITIES OF FOREIGN COMPANIES HELD BY THE TRUST PRESENT RISKS BEYOND THOSE
OF U.S. ISSUERS. These risks may include market and political

18 Investment Summary

factors related to the company's foreign market, international trade
conditions, less regulation, smaller or less liquid markets, increased
volatility, differing accounting practices and changes in the value of
foreign currencies.

* THE TRUST IS CONSIDERED TO BE CONCENTRATED IN SECURITIES OF EUROPEAN
COMPANIES. Negative developments in Europe will affect the value of your
investment more than would be the case in a more diversified investment.

* THE TRUST IS CONCENTRATED IN SECURITIES ISSUED BY CONSUMER PRODUCTS AND
SERVICES COMPANIES. Negative developments in this sector will affect the
value of your investment more than would be the case in a more diversified
investment.

* WE<F1>* DO NOT ACTIVELY MANAGE THE PORTFOLIO. Except in limited
circumstances, the trust will hold, and continue to buy, shares of the same
securities even if their market value declines.

PORTFOLIO CONSULTANT

The Portfolio Consultant, Cyrus J. Lawrence LLC, is a registered investment
adviser formed in November 2014.

--------------------
<F1>* *"AAM," "we" and related terms mean Advisors Asset Management, Inc., the
trust sponsor, unless the context clearly suggests otherwise.

Investment Summary 19

WHO SHOULD INVEST

You should consider this investment if you want:

* to own a portfolio primarily of stocks of European companies.

* the potential to receive above average total return (a combination of
capital appreciation and dividend income).

You should not consider this investment if you:

* are uncomfortable with the risks of an unmanaged investment in common
stocks.

* are uncomfortable investing in European companies.

* seek capital preservation.

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

ESSENTIAL INFORMATION
---------------------

UNIT PRICE AT INCEPTION $10.0000

INCEPTION DATE ____________, 2016
TERMINATION DATE ____________, ____

ESTIMATED NET ANNUAL
DISTRIBUTIONS* $______ per unit

DISTRIBUTION DATES 25th day of each month
RECORD DATES 10th day of each month

CUSIP NUMBERS
Standard Accounts
Cash distributions _________
Reinvest distributions _________
Fee Based Accounts
Cash distributions _________
Reinvest distributions _________

TICKER SYMBOL ______

MINIMUM INVESTMENT $1,000/100 units

TAX STRUCTURE Regulated Investment Company

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

<FN>
* As of ____________, 2016 and may vary thereafter.
</FN>

FEES AND EXPENSES

The amounts below are estimates of the direct and indirect expenses that you
may incur based on a $10 unit price. Actual expenses may vary.

AS A % AMOUNT
OF $1,000 PER 100
SALES FEE INVESTED UNITS
------------------------

Initial sales fee 1.00% $10.00
Deferred sales fee 1.45 14.50
Creation & development fee 0.50 5.00
------- -------
Maximum sales fee 2.95% $29.50
======= =======

ORGANIZATION COSTS 0.38% $3.80
======= =======

AS A % AMOUNT
ANNUAL OF NET PER 100
OPERATING EXPENSES ASSETS UNITS
------------------------

Trustee fee & expenses _.__% $____
Supervisory, evaluation
and administration fees _.__ ____
------- -------
Total _.__% $____
======= =======

The initial sales fee is the difference between the total sales fee (maximum
of 2.95% of the unit offering price) and the sum of the remaining deferred sales
fee and the total creation and development fee. The deferred sales fee is fixed
at $0.145 per unit and is paid in three monthly installments beginning on
____________, 2016. The creation and development fee is fixed at $0.05 per unit
and is paid at the end of the initial offering period (anticipated to be
approximately three months).

EXAMPLE

1 year $_____
3 years $_____
5 years $_____
10 years $_____

20 Investment Summary

EUROPEAN SELECT PORTFOLIO, SERIES 2016-2Q -
A CYRUS J. LAWRENCE LLC ("CJL") PORTFOLIO
(ADVISORS DISCIPLINED TRUST 1659)
PORTFOLIO
AS OF THE TRUST INCEPTION DATE, ____________, 2016

COMMON STOCKS -- 100.00%

(Continued)

Investment Summary 21

EUROPEAN SELECT PORTFOLIO, SERIES 2016-2Q -
A CYRUS J. LAWRENCE LLC ("CJL") PORTFOLIO
(ADVISORS DISCIPLINED TRUST 1659)
PORTFOLIO (CONTINUED)
AS OF THE TRUST INCEPTION DATE, ____________, 2016

(Continued)

22 Investment Summary

EUROPEAN SELECT PORTFOLIO, SERIES 2016-2Q -
A CYRUS J. LAWRENCE LLC ("CJL") PORTFOLIO
(ADVISORS DISCIPLINED TRUST 1659)
PORTFOLIO (CONTINUED)
AS OF THE TRUST INCEPTION DATE, ____________, 2016

--------- ----------
100.00% $_______
========= ==========

<FN>
Notes to Portfolio

(1) Securities are represented by contracts to purchase securities. The value
of each security is based on the evaluation of each security as of the
close of regular trading on the New York Stock Exchange on the business day
prior to the trust's inception date. Accounting Standards Codification
820, "Fair Value Measurements" establishes a framework for measuring fair
value and expands disclosure about fair value measurements in financial
statements for the trust. The framework under the standard is comprised of
a fair value hierarchy, which requires an entity to maximize the use of
observable inputs and minimize the use of unobservable inputs when
measuring fair value. The standard describes three levels of inputs that
may be used to measure fair value:

Level 1: Quoted prices (unadjusted) for identical assets or
liabilities in active markets that the trust has the ability to access
as of the measurement date.

Level 2: Significant observable inputs other than Level 1 prices,
such as quoted prices for similar assets or liabilities, quoted prices
in markets that are not active, and other inputs that are observable
or can be corroborated by observable market data. Certain securities
traded on non-U.S. exchanges may be valued using indications of fair
value provided by an independent pricing service to reflect any
significant market movements between the time the trust values such
securities and the earlier closing of such non-U.S. markets. Such
fair valuations are categorized as Level 2 in the fair value
hierarchy.

Level 3: Significant unobservable inputs that reflect the trust's own
assumptions about the assumptions that market participants would use
in pricing an asset or liability.

The inputs or methodologies used for valuing securities are not
necessarily an indication of the risk associated with investing those
securities.

Changes in valuation techniques may result in transfers in or out of an
investment's assigned level as described above.

The following table summarizes the trust's investments as of the trust's
inception, based on inputs used to value them:

LEVEL 1 LEVEL 2 LEVEL 3
---------------------------------------------------------------
Common Stocks $ $ $
===============================================================

(3) This is a security issued by a foreign company.

Common stocks comprise approximately 100.00% of the investments in the
trust, broken down by country of organization as set forth below:

(4) This is a non-income producing security.
</FN>

Investment Summary 23

------------------------------------------
MINIMUM VOLATILITY EQUITY INCOME PORTFOLIO
------------------------------------------

INVESTMENT OBJECTIVE

The trust seeks to provide above average dividend income and lower volatility
compared to the broader U.S. equity market with capital appreciation as a
secondary objective. There is no assurance the trust will achieve its
objective.

PRINCIPAL INVESTMENT STRATEGY

The trust seeks to achieve its objective by investing in a portfolio
primarily consisting of common stocks of large capitalization companies (defined
as companies with capitalizations within the collective range of the Russell
1000r and S&P 500 Indices as of the trust's inception) selected by Hartford
Investment Management Company ("HIMCO"). In selecting the portfolio, HIMCO
sought to achieve the lowest amount of expected volatility compared to the broad
U.S. equity market over the life of the trust subject to a set of reasonable
constraints related to quality and dividend yield designed by HIMCO. Low
volatility stocks tend to have lower risk profiles than the equity market in
general. Investing in low volatility stocks may not protect the trust from
market declines and may reduce the trust's participation in market gains.

HIMCO used a structured quantitative approach for its stock selection
focusing on three main characteristics: minimum volatility, quality and
dividend yield. From a minimum volatility perspective, the process sought to
identify a portfolio of stocks with lower expected volatility than the broader
U.S. equity market. This analysis considered a stock's beta, as well as its
idiosyncratic risk determined by HIMCO. From a quality perspective, stock
selection focused on identifying companies with attractive fundamentals focusing
on solid balance sheets, high quality earnings, and attractive growth prospects
(e.g. margin expansion, asset quality, low leverage, etc.). This analysis also
considered the impact of potential corporate events that may alter a company's
future fundamentals. Finally, from a dividend yield perspective, the process
focused on stocks of companies with above average dividend yield. Final stock
selection was based primarily on the overall portfolio from the minimum
volatility perspective with consideration of the quality and dividend yield
perspectives. In selecting the trust's portfolio, HIMCO also considered the
portfolio's sector exposures relative to custom sector classifications defined
by HIMCO (based on Russell Industry classifications). The trust's sector
weightings may vary significantly from the sector weightings of the Russell
1000r or S&P 500 Indices.

PRINCIPAL RISKS

As with all investments, you can lose money by investing in this trust. The
trust also might not perform as well as you expect. This can happen for reasons
such as these:

* SECURITY PRICES WILL FLUCTUATE. The value of your investment may fall over
time.

* THE ISSUER OF A SECURITY MAY BE UNWILLING OR UNABLE TO MAKE DIVIDEND PAYMENTS
IN THE FUTURE. This may reduce the level of dividends the trust receives
which would reduce your income and cause the value of your units to fall.

24 Investment Summary

* THE TRUST INVESTS IN SECURITIES SELECTED BY HIMCO. In the event that HIMCO
incorrectly assesses an issuer's prospects for growth or if HIMCO's
judgment about how other investors will value an issuer's growth is wrong,
then the price of an issuer's stock may decrease or not increase to the
level anticipated.

* WE<F1>* DO NOT ACTIVELY MANAGE THE PORTFOLIO. Except in limited
circumstances, the trust will generally hold, and continue to buy, shares
of the same securities even if their market value declines.

PORTFOLIO CONSULTANT

HIMCO, Hartford Investment Management Company, is a registered investment
adviser.

HIMCO is not an affiliate of the sponsor. HIMCO selected a list of
securities to be included in the portfolio based on the criteria provided by the
sponsor. HIMCO makes no representations that the portfolio will achieve the
investment objectives or will be profitable or suitable for any particular
potential investor. The sponsor did not select the securities for the trust.

HIMCO may use the list of securities in its independent capacity as an
investment adviser and distribute this information to various individuals and
entities. HIMCO may recommend to other clients or otherwise effect transactions
in the securities held by the trust. This may have an adverse effect on the
prices of the securities. This also may have an impact on the price the trust
pays for the securities and the price received upon unit redemptions or
liquidation of the securities. HIMCO also issues reports and makes
recommendations on securities, which may include the securities in the trust.

Neither HIMCO nor the sponsor manages the trust. Opinions expressed by HIMCO
are not necessarily those of the sponsor, and may not actually prove correct.
The trust will pay HIMCO a fee for selecting the trust's portfolio.

--------------------
<F1>* "AAM," "we" and related terms mean Advisors Asset Management, Inc., the
trust sponsor, unless the context clearly suggests otherwise.

Investment Summary 25

WHO SHOULD INVEST

You should consider this investment if you want:

* to own a portfolio primarily consisting of stocks.

* the potential for dividend income and lower volatility compared to the
broader U.S. equity market with capital appreciation as a secondary
objective.

You should not consider this investment if you:

* are uncomfortable with the risks of an unmanaged investment in stocks.

* seek capital preservation or capital appreciation as a primary objective.

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

ESSENTIAL INFORMATION
---------------------

UNIT PRICE AT INCEPTION $10.0000

INCEPTION DATE ____________, 2016
TERMINATION DATE ____________, ____

ESTIMATED NET ANNUAL
DISTRIBUTIONS* $______ per unit

DISTRIBUTION DATES 25th day of each month
RECORD DATES 10th day of each month

CUSIP NUMBERS
Standard Accounts
Cash distributions _________
Reinvest distributions _________
Fee Based Accounts
Cash distributions _________
Reinvest distributions _________

TICKER SYMBOL ______

MINIMUM INVESTMENT $1,000/100 units

TAX STRUCTURE Regulated Investment Company

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

<FN>
*As of ____________, 2016 and may vary thereafter.
</FN>

FEES AND EXPENSES

The amounts below are estimates of the direct and indirect expenses that you
may incur based on a $10 unit price. Actual expenses may vary.

AS A % AMOUNT
OF $1,000 PER 100
SALES FEE INVESTED UNITS
------------------------

Initial sales fee 1.00% $10.00
Deferred sales fee 1.45 14.50
Creation & development fee 0.50 5.00
------- -------
Maximum sales fee 2.95% $29.50
======= =======

ORGANIZATION COSTS 0.38% $3.80
======= =======

AS A % AMOUNT
ANNUAL OF NET PER 100
OPERATING EXPENSES ASSETS UNITS
------------------------

Trustee fee & expenses _.__% $____
Supervisory, evaluation
and administration fees _.__ ____
------- -------
Total _.__% $____
======= =======

The initial sales fee is the difference between the total sales fee (maximum
of 2.95% of the unit offering price) and the sum of the remaining deferred sales
fee and the total creation and development fee. The deferred sales fee is fixed
at $0.145 per unit and is paid in three monthly installments beginning
____________, 2016. The creation and development fee is fixed at $0.05 per unit
and is paid at the end of the initial offering period (anticipated to be
approximately three months).

EXAMPLE

1 year $_____
3 years $_____
5 years $_____
10 years $_____

26 Investment Summary

MINIMUM VOLATILITY EQUITY INCOME PORTFOLIO,
SERIES 2016-2Q - A HARTFORD INVESTMENT MANAGEMENT COMPANY ("HIMCO") PORTFOLIO
(ADVISORS DISCIPLINED TRUST 1659)
PORTFOLIO -- AS OF THE TRUST INCEPTION DATE, ____________, 2016

COMMON STOCKS -- 100.00%

(Continued)

Investment Summary 27

MINIMUM VOLATILITY EQUITY INCOME PORTFOLIO,
SERIES 2016-2Q - A HARTFORD INVESTMENT MANAGEMENT COMPANY ("HIMCO") PORTFOLIO
(ADVISORS DISCIPLINED TRUST 1659)
PORTFOLIO (CONTINUED) -- AS OF THE TRUST INCEPTION DATE, ____________, 2016

(Continued)

28 Investment Summary

--------- ----------
100.00% $_______
========= ==========

<FN>
Notes to Portfolio

(3) This is a security issued by a foreign company.

Common stocks comprise approximately 100.00% of the investments in the
trust, broken down by country of organization as set forth below:

(4) This is a non-income producing security.
</FN>

Investment Summary 29

-----------------------------
UNDERSTANDING YOUR INVESTMENT
-----------------------------

HOW TO BUY UNITS

You can buy units of a trust on any business day the New York Stock Exchange
is open by contacting your financial professional. Unit prices are available
daily on the Internet at WWW.AAMLIVE.COM. The public offering price of units
includes:

* the net asset value per unit plus

* organization costs plus

* the sales fee.

The "net asset value per unit" is the value of the securities, cash and other
assets in your trust reduced by the liabilities of your trust divided by the
total units or your trust outstanding. We often refer to the public offering
price of units as the price" or "purchase price." The offer price will be
effective for all orders received prior to the close of regular trading on the
New York Stock Exchange (normally 4:00 p.m. Eastern time). If we receive your
order prior to the close of regular trading on the New York Stock Exchange or
authorized financial professionals receive your order prior to that time and
properly transmit the order to us by the time that we designate, then you will
receive the price computed on the date of receipt. If we receive your order
after the close of regular trading on the New York Stock Exchange, if authorized
financial professionals receive your order after that time or if orders are
received by such persons and are not transmitted to us by the time that we
designate, then you will receive the price computed on the date of the next
determined offer price provided that your order is received in a timely manner
on that date. It is the responsibility of the authorized financial professional
to transmit the orders that they receive to us in a timely manner. Certain
broker-dealers may charge a transaction or other fee for processing unit
purchase orders.

VALUE OF THE SECURITIES. We determine the value of the securities as of the
close of regular trading on the New York Stock Exchange on each day that
exchange is open. We generally determine the value of securities using the last
sale price for securities traded on a national securities exchange. For this
purpose, the trustee provides us closing prices from a reporting service
approved by us. In some cases we will price a security based on its fair value
after considering appropriate factors relevant to the value of the security. We
will only do this if a security is not principally traded on a national
securities exchange or if the market quotes are unavailable or inappropriate.

We determined the initial prices of the securities shown under each
"Portfolio" section in this prospectus as described above at the close of
regular trading on the New York Stock Exchange on the business day before the
date of this prospectus. On the first day we sell units we will compute the
unit price as of the close of regular trading on the New York Stock Exchange or
the time the registration statement filed with the Securities and Exchange
Commission becomes effective, if later.

ORGANIZATION COSTS. During the initial offering period, part of the value of
the units represents an amount that will pay the costs of creating your trust.
These costs include the costs of preparing the registration statement and legal
documents, a portfolio consultant's security selection fee (if any), federal and
state registration fees, the initial fees and expenses of the trustee and the
initial audit. Your trust will sell securities to reimburse us for these costs
at the end of the initial offering period or after six months, if earlier. The
value of your units will decline when your trust pays these costs.

30 Understanding Your Investment

TRANSACTIONAL SALES FEE. You pay a fee in connection with purchasing units.
We refer to this fee as the "transactional sales fee." The transactional sales
fee has both an initial and a deferred component and equals 2.45% of the public
offering price per unit based on a $10 public offering price per unit. This
percentage amount of the transactional sales fee is based on the unit price on
your trust's inception date. The transactional sales fee equals the difference
between the total sales fee and the creation and development fee. As a result,
the percentage and dollar amount of the transactional sales fee will vary as the
public offering price per unit varies. The transactional sales fee does not
include the creation and development fee which is described under "Fees and
Expenses" for your trust.

The maximum sales fee equals 2.95% of the public offering price per unit at
the time of purchase. You pay the initial sales fee at the time you buy units.
The initial sales fee is the difference between the total sales fee percentage
(maximum of 2.95% of the public offering price per unit) and the sum of the
remaining fixed dollar deferred sales fee and the total fixed dollar creation
and development fee. The initial sales fee will be approximately 1.00% of the
public offering price per unit depending on the public offering price per unit.
The deferred sales fee is fixed at $0.145 per unit. Your trust pays the
deferred sales fee in equal monthly installments as described under "Fees and
Expenses" for your trust. If you redeem or sell your units prior to collection
of the total deferred sales fee, you will pay any remaining deferred sales fee
upon redemption or sale of your units.

If you purchase units after the last deferred sales fee payment has been
assessed, the secondary market sales fee is equal to 2.95% of the public
offering price and does not include deferred payments (i.e. unitholders who buy
in the secondary market after collection of the deferred sales fee are not
charged deferred sales fees).

MINIMUM PURCHASE. The minimum amount you can purchase appears under
"Essential Information" for your trust, but such amounts may vary depending on
your selling firm.

REDUCING YOUR SALES FEE. We offer a variety of ways for you to reduce the
fee you pay. It is your financial professional's responsibility to alert us of
any discount when you order units. Except as expressly provided herein, you may
not combine discounts. Since the deferred sales fee and the creation and
development fee are fixed dollar amounts per unit, your trust must charge these
fees per unit regardless of any discounts. However, if you are eligible to
receive a discount such that your total sales fee is less than the fixed dollar
amounts of the deferred sales fee and the creation and development fee, we will
credit you the difference between your total sales fee and these fixed dollar
fees at the time you buy units.

Large Purchases. You can reduce your sales fee by increasing the size of
your investment:

IF YOU PURCHASE: YOUR FEE WILL BE:
------------------------------------------

Less than $50,000 2.95%
$50,000 - $99,999 2.70
$100,000 - $249,999 2.45
$250,000 - $499,999 2.20
$500,000 - $999,999 1.95
$1,000,000 or more 1.40

We apply these fees as a percent of the public offering price per unit at the
time of purchase. The breakpoints will be adjusted to take into consideration
purchase orders stated in dollars which cannot be completely fulfilled due to
the requirements that only whole units be issued.

Understanding Your Investment 31

You aggregate initial offering period unit orders submitted by the same
person for units of any of the trusts we sponsor on any single day from any one
broker-dealer to qualify for a purchase level. If you purchase initial offering
period units that qualify for the fee account or rollover/exchange discount
described below and also purchase additional initial offering period units on a
single day from the same broker-dealer that do not qualify for the fee account
or rollover/exchange discount, you aggregate all initial offering period units
purchased for purposes of determining the applicable breakpoint level in the
table above on the additional units, but such additional units will not qualify
for the fee account or rollover/exchange discount described below. Secondary
market unit purchases are not aggregated with initial offering period unit
purchases for purposes of determining the applicable breakpoint level. You can
also include these orders as your own for purposes of this aggregation:

* orders submitted by your spouse or children (including step-children)
under 21 years of age living in the same household and

* orders submitted by your trust estate or fiduciary accounts.

The discounts described above apply only to initial offering period
purchases.

Fee Accounts. Investors may purchase units through registered investment
advisers, certified financial planners or registered broker-dealers who in each
case either charge investor accounts ("Fee Accounts") periodic fees for
brokerage services, financial planning, investment advisory or asset management
services, or provide such services in connection with an investment account for
which a comprehensive "wrap fee" charge ("Wrap Fee") is imposed. You should
consult your financial advisor to determine whether you can benefit from these
accounts. To purchase units in these Fee Accounts, your financial advisor must
purchase units designated with one of the Fee Account CUSIP numbers, if
available. Please contact your financial advisor for more information. If
units are purchased for a Fee Account and the units are subject to a Wrap Fee in
such Fee Account (i.e., the trust is "Wrap Fee Eligible") then investors may be
eligible to purchase units in these Fee Accounts that are not subject to the
transactional sales fee but will be subject to the creation and development fee
that is retained by the sponsor. For example, this table illustrates the sales
fee you will pay as a percentage of the initial $10 public offering price per
unit (the percentage will vary with the unit price).

Initial sales fee 0.00%
Deferred sales fee 0.00%
-------
Transactional sales fee 0.00%
=======
Creation and development fee 0.50%
-------
Total sales fee 0.50%
=======

This discount applies only during the initial offering period. Certain Fee
Account investors may be assessed transaction or other fees on the purchase
and/or redemption of units by their broker-dealer or other processing
organizations for providing certain transaction or account activities. We
reserve the right to limit or deny purchases of units in Fee Accounts by
investors or selling firms whose frequent trading activity is determined to be
detrimental to a trust.

Employees. We waive the transactional sales fee for purchases made by
officers, directors and employees (and immediate family members) of the sponsor
and its affiliates. These purchases are not subject to the transactional sales
fee but will be subject to the creation and development fee. We also waive a
portion of the sales fee for purchases

32 Understanding Your Investment

made by officers, directors and employees (and immediate family members) of
selling firms. These purchases are made at the public offering price per unit
less the applicable regular dealer concession. Immediate family members for the
purposes of this section include your spouse, children (including step-children)
under the age of 21 living in the same household, and parents (including step-
parents). These discounts apply to initial offering period and secondary market
purchases. All employee discounts are subject to the policies of the related
selling firm, including but not limited to, householding policies or
limitations. Only officers, directors and employees (and their immediate family
members) of selling firms that allow such persons to participate in this
employee discount program are eligible for the discount.

Rollover/Exchange Option. We waive a portion of the sales fee on units of
the trusts offered in this prospectus if you buy your units with redemption or
termination proceeds from any unit investment trust (regardless of sponsor).
The discounted public offering price per unit for these transactions is equal to
the regular public offering price per unit less 1.00%. However, if you invest
redemption or termination proceeds of $500,000 or more in units, the maximum
sales fee on your units will be limited to the maximum sales fee for the
applicable amount invested in the table under "Large Purchases" above. To
qualify for this discount, the termination or redemption proceeds used to
purchase units of a trust offered in this prospectus must be derived from a
transaction that occurred within 30 calendar days of your purchase of units of a
trust offered in this prospectus. In addition, the discount will only be
available for investors that utilize the same broker-dealer (or a different
broker-dealer with appropriate notification) for both the unit purchase and the
transaction resulting in the receipt of the termination or redemption proceeds
used for the unit purchase. You may be required to provide appropriate
documentation or other information to your broker-dealer to evidence your
eligibility for this sales fee discount.

Please note that if you purchase units of a trust in this manner using
redemption proceeds from trusts which assess the amount of any remaining
deferred sales fee at redemption, you should be aware that any deferred sales
fee remaining on these units will be deducted from those redemption proceeds.
These discounts apply only to initial offering period purchases.

Dividend Reinvestment Plan. We do not charge any sales fee when you reinvest
distributions from your trust into additional units of your trust. This sales
fee discount applies to initial offering period and secondary market purchases.
Since the deferred sales fee and the creation and development fee are fixed
dollar amounts per unit, your trust must charge these fees per unit regardless
of this discount. If you elect the distribution reinvestment plan, we will
credit you with additional units with a dollar value sufficient to cover the
amount of any remaining deferred sales fee or creation and development fee that
will be collected on such units at the time of reinvestment. The dollar value
of these units will fluctuate over time.

RETIREMENT ACCOUNTS. Your portfolio may be suitable for purchase in tax-
advantaged retirement accounts. You should contact your financial professional
about the accounts offered and any additional fees imposed.

HOW TO SELL YOUR UNITS

You can sell or redeem your units on any business day the New York Stock
Exchange is open by contacting your financial professional. Unit prices are
available daily on the Internet at

Understanding Your Investment 33

WWW.AAMLIVE.COM or through your financial professional. The sale and redemption
price of units is equal to the net asset value per unit, provided that you will
not pay any remaining creation and development fee or organization costs if you
sell or redeem units during the initial offering period. The sale and
redemption price is sometimes referred to 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 or other fee for processing unit
redemption or sale requests.

SELLING UNITS. We may maintain a secondary market for units. This means
that if you want to sell your units, we may buy them at the current net asset
value, provided that you will not pay any remaining creation and development fee
or organization costs if you sell units during the initial offering period. 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
the same as the redemption price. Certain broker-dealers might also maintain a
secondary market in units. You should contact your financial professional for
current repurchase 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 redemption price.

REDEEMING UNITS. You may also redeem your units directly with the trustee,
The Bank of New York Mellon, on any day the New York Stock Exchange is open.
The redemption price that you will receive for units is equal to the net asset
value per unit, provided that you will not pay any remaining creation and
development fee or organization costs if you redeem units during the initial
offering period. You will pay any remaining deferred sales fee at the time you
redeem units. You will receive the net asset value for a particular day if the
trustee receives your completed redemption request prior to the close of regular
trading on the New York Stock Exchange. Redemption requests received by
authorized financial professionals prior to the close of regular trading on the
New York Stock Exchange that are properly transmitted to the trustee by the time
designated by the trustee, are priced based on the date of receipt. Redemption
requests received by the trustee after the close of regular trading on the New
York Stock Exchange, redemption requests received by authorized financial
professionals after that time or redemption requests received by such persons
that are not transmitted to the trustee until after the time designated by the
trustee, are priced based on the date of the next determined redemption price
provided they are received in a timely manner by the trustee on such date. It
is the responsibility of authorized financial professionals to transmit
redemption requests received by them to the trustee so they will be received in
a timely manner. If your request is not received in a timely manner or is
incomplete in any way, you will receive the next net asset value computed after
the trustee receives your completed request.

If you redeem your units, the trustee will generally send you a payment for
your units no later than seven days after it receives all necessary
documentation (this will usually only take three business days). The only time
the trustee can delay your payment is if the New York Stock Exchange is closed
(other than weekends or holidays), the Securities and Exchange Commission
determines that trading on that exchange is restricted or an emergency exists
making sale or evaluation of the securities not reasonably practicable, and for
any other period that the Securities and Exchange Commission permits.

34 Understanding Your Investment

You can request an in-kind distribution of the securities underlying your
units if you tender at least 2,500 units for redemption (or such other amount as
required by your financial professional's firm). This option is generally
available only for securities traded and held in the United States. The trustee
will make any in-kind distribution of securities by distributing applicable
securities in book entry form to the account of your financial professional at
Depository Trust Company. You will receive whole shares of the applicable
securities and cash equal to any fractional shares. You may not request this
option in the last 30 days of your trust's life. We may discontinue this option
upon sixty days notice.

EXCHANGE OPTION. You may be able to exchange your units for units of our
unit trusts at a reduced sales fee. You can contact your financial professional
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. We may discontinue
this option at any time upon sixty days notice.

ROLLOVER OPTION. Your trust's strategy may be a long-term investment
strategy designed to be followed on an annual basis. You may achieve more
consistent long-term investment results by following the strategy. As part of
the strategy, we currently intend to offer a subsequent series of your trust for
a rollover when the current trust terminates. When your trust terminates you
will have the option to (1) participate in a rollover and have your units
reinvested into a subsequent trust series through a cash rollover as described
in this section, (2) receive an in-kind distribution of securities or (3)
receive a cash distribution.

If you elect to participate in a rollover, your units will be redeemed on
your trust's termination date. As the redemption proceeds become available, the
proceeds (including dividends) will be invested in a new trust series, if
available, at the public offering price for the new trust. The trustee will
attempt to sell securities to satisfy the redemption as quickly as practicable
on the termination date. We do not anticipate that the sale period will be
longer than one day, however, certain factors could affect the ability to sell
the securities and could impact the length of the sale period. The liquidity of
any security depends on the daily trading volume of the security and the amount
available for redemption and reinvestment on any day.

We intend to make subsequent trust series available for sale at various times
during the year. Of course, we cannot guarantee that a subsequent trust or
sufficient units will be available or that any subsequent trusts will offer the
same investment strategies or objectives as current trusts. We cannot guarantee
that a rollover will avoid any negative market price consequences resulting from
trading large volumes of securities. Market price trends may make it
advantageous to sell or buy securities more quickly or more slowly than
permitted by the trust procedures. We may, in our sole discretion, modify a
rollover or stop creating units of any future trust at any time regardless of
whether all proceeds of unitholders have been reinvested in a rollover. We may
decide not to offer a rollover option upon sixty days notice. Cash which has
not been reinvested in a rollover will be distributed to unitholders shortly
after the termination date. Rollover participants may receive taxable dividends
or realize taxable capital gains which are reinvested in connection with a

Understanding Your Investment 35

rollover but may not be entitled to a deduction for capital losses due to the
"wash sale" tax rules. Due to the reinvestment in a subsequent trust, no cash
will be distributed to pay any taxes. See "Understanding Your Investment--
Taxes".

DISTRIBUTIONS

DISTRIBUTIONS. Your trust generally pays distributions of its net investment
income along with any excess capital on each distribution date to unitholders of
record on the preceding record date. If your trust is a "grantor trust" for
federal tax purposes, the trust will generally only make a distribution if the
total cash held for distribution equals at least 0.1% of the trust's net asset
value as determined under the trust agreement. The record and distribution
dates are shown under "Essential Information" in the "Investment Summary"
section of this prospectus for each trust. In some cases, your trust might pay
a special distribution if it holds an excessive amount of cash pending
distribution. For example, this could happen as a result of a merger or similar
transaction involving a company whose stock is in your portfolio. Your trust
will also generally make required distributions or distributions to avoid
imposition of tax at the end of each year if it is structured as a "regulated
investment company" for federal tax purposes. The amount of your distributions
will vary from time to time as companies change their dividends or trust
expenses change.

When your trust receives dividends from a portfolio security, the trustee
credits the dividends to the trust's accounts. In an effort to make relatively
regular income distributions, if your trust is a "regulated investment company"
for tax purposes and makes monthly distributions, your trust's monthly income
distribution is equal to one-twelfth of the estimated net annual dividends to be
received by your trust after deduction of trust operating expenses. Because a
trust does not receive dividends from the portfolio securities at a constant
rate throughout the year, the income distributions to unitholders from such a
trust may be more or less than the amount credited to your trust accounts as of
the record date. For the purpose of minimizing fluctuation in income
distributions, the trustee is authorized to advance such amounts as may be
necessary to provide income distributions of approximately equal amounts. The
trustee will be reimbursed, without interest, for any such advances from
available income received by a trust on the ensuing record date.

ESTIMATED ANNUAL DISTRIBUTIONS. The estimated net annual distributions for
your trust is shown under "Essential Information" section of this prospectus
related to your trust. We generally base the estimate of the income your trust
may receive on annualizing the most recent ordinary dividend declared by an
issuer (or adding the most recent interim and final dividends declared for
certain foreign issuers) or on scheduled income payments. However, dividend
conventions for certain companies and/or certain countries differ from those
typically used in the United States and in certain instances, dividends paid or
declared over several years or other periods were used to estimate annual
distributions. Due to this and various other factors, actual dividends received
by your trust will most likely differ from the most recent annualized dividends
or scheduled income payments. The actual net annual distributions you will
receive will vary with changes in your trust's fees and expenses, in dividends
received and with the sale of securities.

REPORTS. The trustee or your financial professional will make available to
you a statement showing income and other receipts of your trust for each
distribution. Each year the trustee will

36 Understanding Your Investment

also provide an annual report on your trust's activity and certain tax
information. You can request copies of security evaluations to enable you to
complete your tax forms and audited financial statements for your trust, if
available.

INVESTMENT RISKS

All investments involve risk. This section describes the main risks that can
impact the value of the securities in your portfolio. You should understand
these risks before you invest. If the value of the securities 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.

MARKET RISK is the risk that the value of the securities in your trust will
fluctuate. This could cause the value of your units to fall below your original
purchase price. Market value fluctuates in response to various factors. These
can include changes in interest rates, inflation, the financial condition of a
security's issuer, perceptions of the issuer, or ratings on a security. Even
though we supervise your portfolio, you should remember that we do not manage
your portfolio. Your trust will not sell a security solely because the market
value falls as is possible in a managed fund.

DIVIDEND PAYMENT RISK is the risk that an issuer of a security is unwilling
or unable to pay income on a security. Stocks represent ownership interests in
the issuers and are not obligations of the issuers. Common stockholders have a
right to receive dividends only after the company has provided for payment of
its creditors, bondholders and preferred stockholders. Common stocks do not
assure dividend payments. Dividends are paid only when declared by an issuer's
board of directors and the amount of any dividend may vary over time.

SMALL AND MID-SIZE COMPANIES. Your trust may invest in securities issued by
small and mid-size companies. The share prices of these companies are often
more volatile than those of larger companies as a result of several factors
common to many such issuers, including limited trading volumes, products or
financial resources, management inexperience and less publicly available
information.

CONCENTRATION RISK is the risk that the value of your trust is more
susceptible to fluctuations based on factors that impact a particular sector
because the portfolio concentrates in securities issued by companies within that
sector. A portfolio "concentrates" in a sector when securities in a particular
sector make up 25% or more of the portfolio.

EUROPEAN ISSUER RISKS. The European Select Portfolio invests in securities
issued by companies in Europe. The trust is therefore subject to certain risks
associated specifically with Europe. A significant number of countries in
Europe are member states in the European Union, and the member states no longer
control their own monetary policies by directing independent interest rates for
their currencies. In these member states, the authority to direct monetary
policies including money supply and official interest rates for the Euro is
exercised by the European Central Bank. Furthermore, the European sovereign
debt crisis and the related austerity measures in certain countries have had,
and continue to have, a significant impact on the economies of certain European
countries and their future economic outlooks.

FOREIGN ISSUER RISK. An investment in securities of foreign issuers involves
certain risks that are different in some respects from an investment in
securities of domestic issuers. These include risks associated with future
political and economic developments, international trade conditions,

Understanding Your Investment 37

foreign withholding taxes, liquidity concerns, currency fluctuations,
volatility, restrictions on foreign investments and exchange of securities,
potential for expropriation of assets, confiscatory taxation, difficulty in
obtaining or enforcing a court judgment, potential inability to collect when a
company goes bankrupt and economic, political or social instability. Moreover,
individual foreign economies may differ favorably or unfavorably from the U.S.
economy for reasons including differences in growth of gross domestic product,
rates of inflation, capital reinvestment, resources, self-sufficiency and
balance of payments positions. There may be less publicly available information
about a foreign issuer than is available from a domestic issuer as a result of
different accounting, auditing and financial reporting standards. Some foreign
markets are less liquid than U.S. markets which could cause securities to be
bought at a higher price or sold at a lower price than would be the case in a
highly liquid market.

Securities of certain foreign issuers may be denominated or quoted in
currencies other than the U.S. dollar. Foreign issuers also make payments and
conduct business in foreign currencies. Many foreign currencies have fluctuated
widely in value against the U.S. dollar for various economic and political
reasons. Changes in foreign currency exchange rates may affect the value of
foreign securities and income payments. Generally, when the U.S. dollar rises
in value against a foreign currency, a security denominated in that currency
loses value because the currency is worth fewer U.S. dollars. Conversely, when
the U.S. dollar decreases in value against a foreign currency, a security
denominated in that currency gains value because the currency is worth more U.S.
dollars. The U.S. dollar value of income payments on foreign securities will
fluctuate similarly with changes in foreign currency values.

Certain foreign securities may be held in the form of American Depositary
Receipts ("ADRs"), Global Depositary Receipts ("GDRs"), or other similar
receipts. Depositary receipts represent receipts for foreign securities
deposited with a custodian (which may include the trustee of your trust).
Depository receipts may not be denominated in the same currency as the
securities into which they may be converted. ADRs typically trade in the U.S.
in U.S. dollars and are registered with the Securities and Exchange Commission.
GDRs are similar to ADRs, but GDRs typically trade outside of the U.S. and
outside of the country of the issuer in the currency of the country where the
GDR trades. Depositary receipts generally involve most of the same types of
risks as foreign securities held directly but typically also involve additional
expenses associated with the cost of the custodian's services. Some depositary
receipts may experience less liquidity than the underlying securities traded in
their home market. Certain depositary receipts are unsponsored (i.e. issued
without the participation or involvement of the issuer of the underlying
security). The issuers of unsponsored depositary receipts are not obligated to
disclose information that may be considered material in the U.S. Therefore,
there may be less information available regarding these issuers which can impact
the relationship between certain information impacting a security and the market
value of the depositary receipts.

LEGISLATION OR LITIGATION RISK is the risk that various legislative
initiatives will be proposed from time to time in the United States and abroad
which may have a negative impact on certain of the companies represented in your
trust. In addition, litigation regarding any of the issuers of the securities
or of the industries represented by these issuers may negatively impact the
share prices of these securities. No one can predict what impact any pending or
threatened litigation will have on the share prices of the securities.

38 Understanding Your Investment

LIQUIDITY RISK is the risk that the value of a security will fall if trading
in the security is limited or absent. No one can guarantee that a liquid
trading market will exist for any security.

NO FDIC GUARANTEE. An investment in the trust is not a deposit of any bank
and is not insured or guaranteed by the Federal Deposit Insurance Corporation or
any other government agency.

HOW THE TRUST WORKS

YOUR TRUST. Your trust is a unit investment trust registered under the
Investment Company Act of 1940. We created your trust under a trust agreement
between Advisors Asset Management, Inc. (as depositor/sponsor, evaluator and
supervisor) and The Bank of New York Mellon (as trustee). To create your trust,
we deposited securities with the trustee (or contracts to purchase securities
along with an irrevocable letter of credit or other consideration to pay for the
securities). In exchange, the trustee delivered units of your trust to us.
Each unit represents an undivided interest in the assets of your trust. These
units remain outstanding until redeemed or until your trust terminates. At the
close of the New York Stock Exchange on your trust's inception date, the number
of units may be adjusted so that the public offering price per unit equals $10.
The number of units and fractional interest of each unit in your trust will
increase or decrease to the extent of any adjustment.

CHANGING YOUR PORTFOLIO. Your trust is not a managed fund. Unlike a managed
fund, we designed your portfolio to remain relatively fixed. Your trust will
generally buy and sell securities:

* to pay expenses,

* to issue additional units or redeem units,

* to take actions in response to certain corporate actions and other events
impacting portfolio securities,

* in limited circumstances to protect the trust,

* to make required distributions or avoid imposition of taxes on the trust,
or

* as permitted by the trust agreement.

When your trust sells securities, the composition and diversification of the
securities in the portfolio may be altered. If a public tender offer has been
made for a security or a merger, acquisition or similar transaction has been
announced affecting a security, the sponsor may direct the trustee to sell the
security or accept a tender offer if the supervisor determines that the action
is in the best interest of unitholders. The trustee will distribute any
available cash proceeds to unitholders.

If an offer by the issuer of any of the portfolio securities or any other
party is made to issue new securities, or to exchange securities, for trust
portfolio securities, the trustee will reject the offer unless your trust is a
"regulated investment company" for tax purposes. If your trust is a "regulated
investment company" for tax purposes and an offer by the issuer of any of the
portfolio securities or any other party is made to issue new securities, or to
exchange securities, for trust portfolio securities, the trustee may either vote
for or against, or accept or reject, any offer for new or exchanged securities
or property in exchange for a trust portfolio security at the direction of the
sponsor.

If any issuance, exchange or substitution of new or exchanged securities or
property in exchange for a trust portfolio security occurs

Understanding Your Investment 39

(regardless of any action or rejection by a trust), any securities and/or
property received will be deposited into the trust and will be promptly sold by
the trustee pursuant to the sponsor's direction, unless the sponsor advises the
trustee to keep such securities or property.

If any contract for the purchase of securities fails, the sponsor will refund
the cash and sales fee attributable to the failed contract to unitholders on or
before the next distribution date unless substantially all of the moneys held to
cover the purchase are reinvested in substitute securities in accordance with
the trust agreement. If your trust is a "regulated investment company" for tax
purposes, the sponsor may direct the reinvestment of security sale proceeds if
the sale is the direct result of serious adverse credit factors which, in the
opinion of the supervisor, would make retention of the securities detrimental to
the trust. In such a case, the sponsor may, but is not obligated to, direct the
reinvestment of sale proceeds in any other securities that meet the criteria for
inclusion in the trust on the trust's inception date. The sponsor may also
instruct the trustee to take action necessary to ensure that a portfolio
continues to satisfy the qualifications of a "regulated investment company" for
tax purposes. Your trust will not participate in rights offerings of closed-end
funds, if any.

We will increase the size of your trust as we sell units. When we create
additional units, we will seek to replicate the existing portfolio to the extent
practicable. When your trust buys securities, it may pay brokerage or other
acquisition fees. You could experience a dilution of your investment because of
these fees and fluctuations in security prices between the time we create units
and the time your trust buys the securities. When your trust buys or sells
securities, we may direct that it place orders with and pay brokerage
commissions to brokers that sell units or are affiliated with us, your trust or
the trustee.

Pursuant to an exemptive order, your trust may be able to purchase securities
from other trusts that we sponsor when we create additional units. Your trust
may also be able to sell securities to other trusts that we sponsor to satisfy
unit redemption, pay deferred sales charges or expenses, in connection with
periodic tax compliance or in connection with the termination of your trust.
The exemption may enable each trust to eliminate commission costs on these
transactions. The price for those securities will be the closing price on the
sale date on the exchange where the securities are principally traded as
certified by us to the trustee.

AMENDING THE TRUST AGREEMENT. The sponsor and the trustee can change the
trust agreement without your consent to correct any provision that may be
defective or to make other provisions that will not materially adversely affect
your interest (as determined by the sponsor and the trustee). We cannot change
this agreement to reduce your interest in your trust without your consent.
Investors owning two-thirds of the units in your trust may vote to change this
agreement.

TERMINATION OF YOUR TRUST. Your trust will terminate on the termination date
set forth under "Essential Information" in the "Investment Summary" section of
this prospectus for your trust. The trustee may terminate your trust early if
the value of the trust is less than 40% of the original value of the securities
in your trust at the time of deposit. At this size, the expenses of your trust
may create an undue burden on your investment. Investors owning two-thirds of
the units in your trust may also vote to terminate the trust early. The trustee
will liquidate your trust in the event that a sufficient number of units not yet

40 Understanding Your Investment

sold to the public are tendered for redemption so that the net worth of your
trust would be reduced to less than 40% of the value of the securities at the
time they were deposited in the trust. If this happens, we will refund any
sales charge that you paid.

The trustee will notify you of any termination and sell any remaining
securities. The trustee will send your final distribution to you within a
reasonable time following liquidation of all the securities after deducting
final expenses. Your termination distribution may be less than the price you
originally paid for your units.

THE SPONSOR. The sponsor of your trust is Advisors Asset Management, Inc.
We are a broker-dealer specializing in providing trading and support services to
broker-dealers, registered representatives, investment advisers and other
financial professionals. Our headquarters are located at 18925 Base Camp Road,
Monument, Colorado 80132. You can contact our unit investment trust division at
8100 East 22nd Street North, Building 800, Suite 102, Wichita, Kansas 67226 or
by using the contacts listed on the back cover of this prospectus. AAM is a
registered broker-dealer and investment adviser, a member of the Financial
Industry Regulatory Authority, Inc. (FINRA) and Securities Investor Protection
Corporation (SIPC) and a registrant of the Municipal Securities Rulemaking Board
(MSRB). 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 your trust.

We and your trust have adopted a code of ethics requiring our 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 your
trust.

The sponsor or an affiliate may use the list of securities in your trust in
its independent capacity (which may include acting as an investment adviser or
broker-dealer) and distribute this information to various individuals and
entities. The sponsor or an affiliate may recommend or effect transactions in
the securities. This may also have an impact on the price your trust pays for
the securities and the price received upon unit redemption or trust termination.
The sponsor may act as agent or principal in connection with the purchase and
sale of securities, including those held by your trust, and may act as a
specialist market maker in the securities. The sponsor may also issue reports
and make recommendations on the securities in your trust. The sponsor or an
affiliate may have participated in a public offering of one or more of the
securities in your trust. The sponsor, an affiliate or their employees may have
a long or short position in these securities or related securities. An officer,
director or employee of the sponsor or an affiliate may be an officer or
director for the issuers of the securities.

THE TRUSTEE. The Bank of New York Mellon is the trustee of your trust with
its principal unit investment trust division offices located at 2 Hanson Place,
12th Floor, Brooklyn, New York 11217. You can contact the trustee by calling
the telephone number on the back cover of this prospectus or by writing to its
unit investment trust office. We may remove and replace the trustee in some
cases without your consent. The trustee may also resign by notifying us and
investors.

HOW WE DISTRIBUTE UNITS. We sell units to the public through broker-dealers
and other firms. These distribution firms each pay part of the sales

Understanding Your Investment 41

fee when they sell units. During the initial offering period, the broker-dealer
concession or agency commission for broker-dealers and other firms is as
follows:

TRANSACTION CONCESSION OR
AMOUNT: AGENCY COMMISSION:
------------------------------------------

Less than $50,000 2.25%
$50,000 - $99,999 2.00
$100,000 - $249,999 1.75
$250,000 - $499,999 1.50
$500,000 - $999,999 1.25
$1,000,000 or more 0.70

We apply these concessions or agency commissions as a percent of the public
offering price per unit at the time of the transaction. The broker-dealer
concession or agency commission is 65% of the sales fee for secondary market
sales. For transactions involving unitholders of other unit investment trusts
who use their redemption or termination proceeds to purchase units of your
trust, the broker-dealer concession or agency commission is 1.30% of the public
offering price per unit. No broker-dealer concession or agency commission is
paid to broker-dealers, investment advisers or other selling firms in connection
with unit sales in Fee Accounts subject to a Wrap Fee.

Broker-dealers and other firms that sell units of certain unit investment
trusts for which AAM acts as sponsor are eligible to receive additional
compensation for volume sales. The sponsor offers two separate volume
concession structures for certain trusts that are referred to as "Volume
Concession A" and "Volume Concession B." The trusts offered in this prospectus
are Volume Concession A trusts. Broker-dealers and other firms that sell units
of any Volume Concession A trust are eligible to receive the additional
compensation described below. Such payments will be in addition to the regular
concessions paid to firms as set forth in the applicable trust's prospectus.
The additional concession is based on total initial offering period sales of all
Volume Concession A trusts during a calendar quarter as set forth in the
following table:

INITIAL OFFERING PERIOD SALES VOLUME
DURING CALENDAR QUARTER CONCESSION
---------------------------------------------------------

Less than $10,000,000 0.000%
$10,000,000 but less than $25,000,000 0.050
$25,000,000 but less than $50,000,000 0.100
$50,000,000 but less than $75,000,000 0.110
$75,000,000 but less than $100,000,000 0.120
$100,000,000 but less than $250,000,000 0.125
$250,000,000 but less than $500,000,000 0.135
$500,000,000 or more 0.150

This volume concession will be paid on units of all Volume Concession A
trusts sold in the initial offering period, except as described below. For a
trust to be eligible for this additional Volume Concession A compensation for
calendar quarter sales, the trust's prospectus must include disclosure related
to this additional Volume Concession A compensation; a trust is not eligible for
this additional Volume Concession A compensation if the prospectus for such
trust does not include disclosure related to this additional Volume Concession A
compensation. Broker-dealer firms will not receive additional compensation
unless they sell at least $10.0 million of units of Volume Concession A trusts
during a calendar quarter. For example, if a firm sells $9.5 million of units
of Volume Concession A trusts in the initial offering period during a calendar
quarter, the firm will not receive any additional compensation with respect to
such trusts. Once a firm reaches a particular breakpoint during a quarter, the
firm will receive the stated volume concession on all initial offering period
sales of Volume Concession A trusts during the applicable quarter. For example,

42 Understanding Your Investment

if a firm sells $12.5 million of units of Volume Concession A trusts in the
initial offering period during a calendar quarter, the firm will receive
additional compensation of 0.05% of $12.5 million and if a firm sells $27.0
million of units of Volume Concession A trusts in the initial offering period
during a calendar quarter, the firm will receive additional compensation of
0.100% of $27.0 million.

In addition, dealer firms will not receive volume concessions on the sale of
units which are not subject to a transactional sales charge. However, such
sales will be included in determining whether a firm has met the sales level
breakpoints for volume concessions subject to the policies of the related
selling firm. Secondary market sales of all unit trusts are excluded for
purposes of these volume concessions. We will pay these amounts out of our own
assets within a reasonable time following each calendar quarter.

Any sales fee discount is borne by the broker-dealer or selling firm out of
the broker-dealer concession or agency commission. We reserve the right to
change the amount of concessions or agency commissions from time to time.

We currently may provide, at our own expense and out of our own profits,
additional compensation and benefits to broker-dealers who sell units of your
trust and our other products. This compensation is intended to result in
additional sales of our 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 our products by the intermediary or its
agents, the placing of our products on a preferred or recommended product list
and access to an intermediary's personnel. We may make these payments for
marketing, promotional or related expenses, including, but not limited to,
expenses of entertaining retail customers and financial advisors, 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 our products. We make such payments to a substantial majority of
intermediaries that sell our products. We may also make certain payments to, or
on behalf of, intermediaries to defray a portion of their costs incurred for the
purpose of facilitating unit sales, such as the costs of developing or
purchasing trading systems to process unit trades. Payments of such additional
compensation described in this paragraph and the volume concessions described
above, some of which may be characterized as "revenue sharing," may create an
incentive for financial intermediaries and their agents to sell or recommend our
products, including your trust, over other products. These arrangements will
not change the price you pay for your units.

We generally register units for sale in various states in the U.S. We do not
register units for sale in any foreign 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. The amount of

Understanding Your Investment 43

our profit or loss on the initial deposit of securities into your trust is shown
in the "Notes to Portfolio" section for your trust.

TAXES--REGULATED INVESTMENT COMPANIES

This section summarizes some of the main U.S. federal income tax consequences
of owning units of your trust if your trust intends to qualify as a "regulated
investment company" under federal tax laws. 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 your 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. Your trust intends to qualify as a "regulated investment
company" under the federal tax laws. If your trust qualifies as a regulated
investment company and distributes its income as required by the tax law, your
trust generally will not pay federal income taxes. An adverse federal income
tax audit of a partnership that the trust invests in could result in the trust
being required to pay federal income tax or pay a deficiency dividend (without
having received additional cash).

DISTRIBUTIONS. Trust distributions are generally taxable. After the end of
each year, you will receive a tax statement that separates your trust's
distributions into three categories, ordinary income distributions, capital gain
dividends and return of capital. Ordinary income distributions are generally
taxed at your ordinary tax rate, however, as further discussed below, certain
ordinary income distributions received from your trust may be taxed at the
capital gains tax rates. Generally, you will treat all capital gain dividends
as long-term capital gains regardless of how long you have owned your units. To
determine your actual tax liability for your capital gain 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, your
trust may make distributions that represent a return of capital for tax purposes
and thus will generally not be taxable to you. A return of capital, although
not initially taxable to you, will result in a reduction in the basis in your
units and subsequently result in higher levels of taxable capital gains in the
future. In addition, if the non-dividend distribution exceeds your basis in
your units, you will have long-term or short-term gain depending upon your
holding period. 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. Income from your trust may also be subject to a 3.8 percent
"medicare

44 Understanding Your Investment

tax". This tax generally applies 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 many
dividends received from your trust because the dividends received deduction is
generally not available for distributions from regulated investment companies.
However, certain ordinary income dividends on units that are attributable to
qualifying dividends received by your trust from certain corporations may be
reported by the trust as being eligible for the dividends received deduction.

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 AND CERTAIN ORDINARY INCOME DIVIDENDS. If you are
an individual, the maximum marginal stated federal tax rate for net capital gain
is generally 20% for taxpayers in the 39.6% tax bracket, 15% for taxpayers in
the 25%, 28%, 33% and 35% tax brackets and 0% for taxpayers in the 10% and 15%
tax brackets. Some portion of your capital gain dividends may be subject to
higher maximum marginal stated federal income tax rates. Capital gains may also
be subject to the "medicare tax" described above. Capital gain received from
assets held for more than one year that is considered "unrecaptured section 1250
gain" (which may be the case, for example, with some capital gains attributable
to equity interests in real estate investment trusts that constitute interests
in entities treated as real estate investment trusts for federal income tax
purposes) is taxed at a maximum stated tax rate of 25%. In the case of capital
gain dividends, the determination of which portion of the capital gain dividend,
if any, is subject to the 25% tax rate, will be made based on rules prescribed
by the United States Treasury.

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.

Ordinary income dividends received by an individual unitholder from a
regulated investment company such as your trust are generally taxed at the same
rates that apply to net capital gain (as discussed above), provided certain
holding period requirements are satisfied and provided the dividends are
attributable to qualifying dividends received by your trust itself.
Distributions with respect to shares in real estate investment trusts are
qualifying dividends only in limited circumstances.

Understanding Your Investment 45

Your trust will provide notice to its unitholders of the amount of any
distribution which may be taken into account as a dividend which is eligible for
the capital gains tax rates.

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 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. Some individuals may also
be subject to further limitations on the amount of their itemized deductions,
depending on their income.

FOREIGN TAX CREDIT. If your trust invests in any foreign securities, the tax
statement that you receive may include an item showing foreign taxes your trust
paid to other countries. In this case, dividends taxed to you will include your
share of the taxes your trust paid to other countries. You may be able to
deduct or receive a tax credit for your share of these taxes.

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

FOREIGN INVESTORS. If you are a foreign investor (i.e., an investor other
than a U.S. citizen or resident or a U.S. corporation, partnership, estate or
trust), you should be aware that, generally, subject to applicable tax treaties,
distributions from your

46 Understanding Your Investment

trust will be characterized as dividends for federal income tax purposes (other
than dividends which your trust properly reports as capital gain dividends) and
will be subject to U.S. income taxes, including withholding taxes, subject to
certain exceptions described below. However, distributions received by a
foreign investor from your trust that are properly reported by your trust as
capital gain dividends may not be subject to U.S. federal income taxes,
including withholding taxes, provided that your trust makes certain elections
and certain other conditions are met. In addition, distributions in respect of
units 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 are not resident in a jurisdiction that has entered into such an
agreement with the U.S. Treasury and (ii) certain other non-U.S. entities that
do not provide certain certifications and information about the entity's U.S.
owners. Dispositions of units by such persons may be subject to such
withholding after December 31, 2018. You should also consult your tax advisor
with respect to other U.S. tax withholding and reporting requirements.

EXPENSES

Your trust will pay various expenses to conduct its operations. The "Fees
and Expenses" section for each trust in this prospectus shows the estimated
amount of these expenses.

The sponsor will receive a fee from your trust for creating and developing
the trust, including determining the trust's objectives, policies, composition
and size, selecting service providers and information services and for providing
other similar administrative and ministerial functions. This "creation and
development fee" is a charge of $0.05 per unit. The trustee will deduct this
amount from your trust's assets as of the close of the initial offering period.
No portion of this fee is applied to the payment of distribution expenses or as
compensation for sales efforts. This fee will not be deducted from proceeds
received upon a repurchase, redemption or exchange of units before the close of
the initial public offering period.

Your trust will pay a fee to the trustee for its services. The trustee also
benefits when it holds cash for your trust in non-interest bearing accounts.
Your trust will reimburse us as supervisor, evaluator and sponsor for providing
portfolio supervisory services, for evaluating your portfolio and for providing
bookkeeping and administrative services. Our reimbursements may exceed the
costs of the services we provide to your trust but will not exceed the costs of
services provided to all of our unit investment trusts in any calendar year.
All of these fees may adjust for inflation without your approval.

Your trust will also pay its general operating expenses. Your trust may pay
expenses such as trustee expenses (including legal and auditing expenses),
various governmental charges, fees for extraordinary trustee services, costs of
taking action to protect your trust, costs of indemnifying the trustee and the
sponsor, legal fees and expenses, expenses incurred in contacting you and any
applicable license fee for the use of certain service marks, trademarks and/or
trade names. Your trust may pay the costs of updating its registration
statement each year. The trustee will generally pay trust expenses from
distributions received on the securities but in some cases may sell securities
to pay trust expenses.

Understanding Your Investment 47

EXPERTS

LEGAL MATTERS. Chapman and Cutler LLP acts as counsel for your trust and has
given an opinion that the units are validly issued. Dorsey & Whitney LLP acts
as counsel for the trustee.

INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM. Grant Thornton LLP,
independent registered public accounting firm, audited the statements of
financial condition and the portfolios included in this prospectus.

ADDITIONAL INFORMATION

This prospectus does not contain all the information in the registration
statement that your trust filed with the Securities and Exchange Commission.
The Information Supplement, which was filed with the Securities and Exchange
Commission, includes more detailed information about the securities in your
portfolio, investment risks and general information about your trust. You can
obtain the Information Supplement by contacting us or the Securities and
Exchange Commission as indicated on the back cover of this prospectus. This
prospectus incorporates the Information Supplement by reference (it is legally
considered part of this prospectus).

48 Understanding Your Investment

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

UNITHOLDERS
ADVISORS DISCIPLINED TRUST 1659

We have audited the accompanying statement of financial condition, including the
trust portfolios on pages __, __, __, __, __ and __ of Advisors Disciplined
Trust 1659, as of ___________, 2016, the initial date of deposit. The
statements of financial condition are the responsibility of the trust's sponsor.
Our responsibility is to express an opinion on these statements of financial
condition based on our audits.

We conducted our audits in accordance with auditing standards of the Public
Company Accounting Oversight Board (United States). Those standards require
that we plan and perform the audits to obtain reasonable assurance about whether
the statements of financial condition are free of material misstatement. We
were not engaged to perform audits of the trusts' internal control over
financial reporting. Our audits 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 trusts' 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 statements of financial condition, assessing the accounting principles used
and significant estimates made by the sponsor, as well as evaluating the overall
financial statement presentation. 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 statements of financial
condition as of ___________, 2016. We believe that our audits of the statements
of financial condition provides a reasonable basis for our opinion.

In our opinion, the statements of financial condition referred to above present
fairly, in all material respects, the financial position of Advisors Disciplined
Trust 1659 as of ___________, 2016, in conformity with accounting principles
generally accepted in the United States of America.

Chicago, Illinois GRANT THORNTON LLP
___________, 2016

ADVISORS DISCIPLINED TRUST 1659 ADVISORS CORE BAHL & GAYNOR DIVIDEND
EQUITY STRATEGY INCOME GROWTH ADVANTAGE
STATEMENTS OF FINANCIAL CONDITION AS OF ___________, 2016 PORTFOLIO PORTFOLIO PORTFOLIO
----------------------------------------------------------------------------------------------------------------------------------

INVESTMENT IN SECURITIES
Contracts to purchase underlying securities (1)(2) . . . . . . . . . . . $ $ $
---------- ---------- ----------
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ $ $
========== ========== ==========

LIABILITIES AND INTEREST OF INVESTORS
Liabilities:
Organization costs (3) . . . . . . . . . . . . . . . . . . . . . . . . $ $ $
Deferred sales fee (4) . . . . . . . . . . . . . . . . . . . . . . . .
Creation and development fee (4) . . . . . . . . . . . . . . . . . . .
---------- ---------- ----------

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

Interest of investors:
Cost to investors (5) . . . . . . . . . . . . . . . . . . . . . . . .
Less: initial sales fee (4)(5) . . . . . . . . . . . . . . . . . . . .
Less: deferred sales fee, creation and development fee
and organization costs (3)(4)(5) . . . . . . . . . . . . . . . .
---------- ---------- ----------
Net interest of investors . . . . . . . . . . . . . . . . . . . . . .
---------- ---------- ----------
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .$ $ $
========== ========== ==========

Number of units . . . . . . . . . . . . . . . . . . . . . . . . . . . .
========== ========== ==========

Net asset value per unit . . . . . . . . . . . . . . . . . . . . . . . .$ $ $
========== ========== ==========

(Continued)

<FN>
See Notes to Statements of Financial Condition on page 50.
</FN>

Understanding Your Investment 49

ADVISORS DISCIPLINED TRUST 1659 EUROPEAN MINIMUM VOLATILITY
SELECT EQUITY INCOME
STATEMENTS OF FINANCIAL CONDITION AS OF ___________, 2016 PORTFOLIO PORTFOLIO
------------------------------------------------------------------------------------------------------------------------

INVESTMENT IN SECURITIES
Contracts to purchase underlying securities (1)(2) . . . . . . . . . . . $ $
---------- ----------
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ $
========== ==========

LIABILITIES AND INTEREST OF INVESTORS
Liabilities:
Organization costs (3) . . . . . . . . . . . . . . . . . . . . . . . . $ $
Deferred sales fee (4) . . . . . . . . . . . . . . . . . . . . . . . .
Creation and development fee (4) . . . . . . . . . . . . . . . . . . .
---------- ----------

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

Interest of investors:
Cost to investors (5) . . . . . . . . . . . . . . . . . . . . . . . .
Less: initial sales fee (4)(5) . . . . . . . . . . . . . . . . . . . .
Less: deferred sales fee, creation and development fee
and organization costs (3)(4)(5) . . . . . . . . . . . . . . . .
---------- ----------
Net interest of investors . . . . . . . . . . . . . . . . . . . . . .
---------- ----------
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ $
========== ==========

Number of units . . . . . . . . . . . . . . . . . . . . . . . . . . . .
========== ==========

Net asset value per unit . . . . . . . . . . . . . . . . . . . . . . . . $ $
========== ==========

<FN>
NOTES TO STATEMENTS OF FINANCIAL CONDITION

(1) Aggregate cost of the securities is based on the closing sale price
evaluations as determined by the evaluator.

(2) Cash or an irrevocable letter of credit has been deposited with the trustee
covering the funds (aggregating $________ with $________ aggregated to each
trust) necessary for the purchase of securities in the trusts represented
by purchase contracts.

(3) A portion of the public offering price represents an amount sufficient to
pay for all or a portion of the costs incurred in establishing the trusts.
These costs have been estimated at $_____ per unit for each trust. A
distribution will be made as of the earlier of the close of the initial
offering period or six months following the trust's inception date to an
account maintained by the trustee from which this obligation of the
investors will be satisfied. To the extent the actual organization costs
are greater than the estimated amount, only the estimated organization
costs added to the public offering price will be reimbursed to the sponsor
and deducted from the assets of the trust.

(4) The total sales fee consists of an initial sales fee, a deferred sales fee
and a creation and development fee. The initial sales fee is equal to the
difference between the maximum sales fee and the sum of the remaining
deferred sales fee and the total creation and development fee. The maximum
sales fee is 2.95% of the public offering price per unit. The deferred
sales fee is equal to $0.145 per unit and the creation and development fee
is equal to $0.05 per unit.

(5) The aggregate cost to investors includes the applicable sales fee assuming
no reduction of sales fees.
</FN>

50 Understanding Your Investment

CONTENTS

INVESTMENT SUMMARY
-----------------------------------------------------------------------

A concise description 2 ADVISORS CORE EQUITY
of essential information STRATEGY PORTFOLIO
about the portfolio
8 BAHL & GAYNOR
INCOME GROWTH PORTFOLIO

13 DIVIDEND ADVANTAGE PORTFOLIO

18 EUROPEAN SELECT PORTFOLIO

24 MINIMUM VOLATILITY EQUITY
INCOME PORTFOLIO

UNDERSTANDING YOUR INVESTMENT
-----------------------------------------------------------------------

Detailed information to 30 How to Buy Units
help you understand 33 How to Sell Your Units
your investment 36 Distributions
37 Investment Risks
39 How the Trust Works
44 Taxes--Regulated Investment
Companies
47 Expenses
48 Experts
48 Additional Information
49 Report of Independent Registered
Public Accounting Firm
49 Statement of Financial Condition

WHERE TO LEARN MORE
-----------------------------------------------------------------------

You can contact us for VISIT US ON THE INTERNET
free information about http://www.AAMlive.com
this and other investments, CALL ADVISORS ASSET
including the Information MANAGEMENT, INC.
Supplement (877) 858-1773
CALL THE BANK OF NEW YORK MELLON
(800) 848-6468

ADDITIONAL INFORMATION
-----------------------------------------------------------------------

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

E-MAIL: publicinfo@sec.gov
WRITE: Public Reference Section
Washington, D.C. 20549
VISIT: http://www.sec.gov
(EDGAR Database)
CALL: 1-202-551-8090
(only for information on the operation of the
Public Reference Section)

REFER TO:
ADVISORS DISCIPLINED TRUST 1659
Securities Act file number: 333-__________
Investment Company Act file number: 811-21056

ADVISORS CORE EQUITY
STRATEGY PORTFOLIO,
SERIES 2016-2Q

BAHL & GAYNOR
INCOME GROWTH PORTFOLIO,
SERIES 2016-2Q

DIVIDEND ADVANTAGE
PORTFOLIO,
SERIES 2016-2Q

EUROPEAN SELECT PORTFOLIO,
SERIES 2016-2Q - A CYRUS J.
LAWRENCE LLC
("CJL") PORTFOLIO

MINIMUM VOLATILITY EQUITY
INCOME PORTFOLIO,
SERIES 2016-2Q - A HARTFORD
INVESTMENT MANAGEMENT
COMPANY ("HIMCO")
PORTFOLIO

PROSPECTUS

___________, 2016

[LOGO]

AAM

ADVISORS
ASSET MANAGEMENT

ADVISORS DISCIPLINED TRUST 1659

ADVISORS CORE EQUITY STRATEGY PORTFOLIO, SERIES 2016-2Q

BAHL & GAYNOR INCOME GROWTH PORTFOLIO, SERIES 2016-2Q

DIVIDEND ADVANTAGE PORTFOLIO SERIES, 2016-2Q

EUROPEAN SELECT PORTFOLIO, SERIES 2016-2Q - A CYRUS J. LAWRENCE LLC ("CJL")
PORTFOLIO

MINIMUM VOLATILITY EQUITY INCOME PORTFOLIO, SERIES 2016-2Q - A HARTFORD
INVESTMENT MANAGEMENT COMPANY ("HIMCO") PORTFOLIO

INFORMATION SUPPLEMENT

This Information Supplement provides additional information concerning each
trust described in the prospectus for the Advisors Disciplined Trust series
identified above. This Information Supplement should be read in conjunction
with the prospectus. It is not a prospectus. It does not include all of the
information that an investor should consider before investing in a trust. It
may not be used to offer or sell units of a trust without the prospectus. This
Information Supplement is incorporated into the prospectus by reference and has
been filed as part of the registration statement with the Securities and
Exchange Commission. Investors should obtain and read the prospectus prior to
purchasing units of a trust. You can obtain the prospectus without charge by
contacting your financial professional or by contacting the unit investment
trust division of Advisors Asset Management, Inc. at 18925 Base Camp Road, Suite
203, Monument, Colorado 80132, at 8100 East 22nd Street North, Building 800,
Suite 102, Wichita, Kansas 67226 or by calling (877) 858-1773. This Information
Supplement is dated as of the date of the prospectus.

CONTENTS

General Information 2
Investment Objective and Policies 3
Risk Factors 5
Administration of the Trust 7
Portfolio Transactions and Brokerage Allocation 17
Purchase, Redemption and Pricing of Units 17
Performance Information 23

GENERAL INFORMATION

Each trust is one of a series of separate unit investment trusts created
under the name Advisors Disciplined Trust and registered under the Investment
Company Act of 1940. Each trust was created as a common law trust on the
inception date described in the prospectus under the laws of the state of
New York. Each trust was created under a trust agreement among Advisors Asset
Management, Inc. (as sponsor, evaluator and supervisor) and The Bank of New York
Mellon (as trustee).

When your trust was created, the sponsor delivered to the trustee
securities or contracts for the purchase thereof for deposit in the trust and
the trustee delivered to the sponsor documentation evidencing the ownership of
units of the trust. At the close of the New York Stock Exchange on the trust's
inception date, the number of units may be adjusted so that the public offering
price per unit equals $10. The number of units, fractional interest of each
unit in the trust and estimated income distributions per unit will increase or
decrease to the extent of any adjustment. Additional units of each trust may be
issued from time to time by depositing in the trust additional securities (or
contracts for the purchase thereof together with cash or irrevocable letters of
credit) or cash (including a letter of credit or the equivalent) with
instructions to purchase additional securities. As additional units are issued
by a trust as a result of the deposit of additional securities by the sponsor,
the aggregate value of the securities in the trust will be increased and the
fractional undivided interest in the trust represented by each unit will be
decreased. The sponsor may continue to make additional deposits of securities
into a trust, provided that such additional deposits will be in amounts, which
will generally maintain the existing relationship among the shares of the
securities in such trust. Thus, although additional units will be issued, each
unit will generally continue to represent the same number of shares of each
security. If the sponsor deposits cash to purchase additional securities,
existing and new investors may experience a dilution of their investments and a
reduction in their anticipated income because of fluctuations in the prices of
the securities between the time of the deposit and the purchase of the
securities and because the trust will pay any associated brokerage fees.

The trustee has not participated in the selection of the securities
deposited in the trust and has no responsibility for the composition of the
trust portfolio.

Each unit initially offered represents an undivided interest in the related
trust. To the extent that any units are redeemed by the trustee or additional
units are issued as a result of additional securities being deposited by the
sponsor, the fractional undivided interest in a trust represented by each
unredeemed unit will increase or decrease accordingly, although the actual
interest in such trust represented by such fraction will remain unchanged.
Units will remain outstanding until redeemed upon tender to the trustee by
unitholders, which may include the sponsor, or until the termination of the
trust agreement.

A trust consists of (a) the securities listed under "Portfolio" in the
prospectus as may continue to be held from time to time in the trust, (b) any
additional securities acquired and held by the trust pursuant to the provisions
of the trust agreement and (c) any cash held in the accounts of the trust.
Neither the sponsor nor the trustee shall be liable in any way for any failure
in any of the securities. However, should any contract for the purchase of any
of the securities initially

-2-

deposited in a trust fail, the sponsor will, unless substantially all of the
moneys held in the trust to cover such purchase are reinvested in substitute
securities in accordance with the trust agreement, refund the cash and sales fee
attributable to such failed contract to all unitholders on the next distribution
date.

INVESTMENT OBJECTIVE AND POLICIES

The trust is a unit investment trust and is not an "actively managed" fund.
Traditional methods of investment management for a managed fund typically
involve frequent changes in a portfolio of securities on the basis of economic,
financial and market analysis. The portfolio of a trust, however, will not be
actively managed and therefore the adverse financial condition of an issuer will
not necessarily require the sale of its securities from a portfolio.

The sponsor may not alter the portfolio of a trust by the purchase, sale or
substitution of securities, except in special circumstances as provided in the
trust agreement. Thus, the assets of a trust will generally remain unchanged
under normal circumstances. The trust agreement provides that the sponsor may
(but need not) direct the trustee to dispose of a security in certain events
such as the issuer having defaulted on the payment on any of its outstanding
obligations or the price of a security has declined to such an extent or other
such credit factors exist so that in the opinion of the supervisor the retention
of such securities would be detrimental to the trust.

If a public tender offer has been made for a security or a merger,
acquisition or similar transaction has been announced affecting a security, the
trustee may either sell the security or accept a tender offer if the supervisor
determines that the action is in the best interest of unitholders. The trustee
will distribute any cash proceeds to unitholders. If an offer by the issuer of
any of the portfolio securities or any other party is made to issue new
securities, or to exchange securities, for trust portfolio securities, the
trustee will at the direction of the sponsor, vote for or against, or accept or
reject, any offer for new or exchanged securities or property in exchange for a
trust portfolio security. If any such issuance, exchange or substitution occurs
(regardless of any action or rejection by a trust), any securities and/or
property received will be deposited into the trust and will be promptly sold by
the trustee pursuant to the sponsor's direction, unless the sponsor advises the
trustee to keep such securities or property. If any contract for the purchase
of securities fails, the sponsor will refund the cash and sales fee attributable
to the failed contract to unitholders on or before the next distribution date
unless substantially all of the moneys held to cover the purchase are reinvested
in substitute securities in accordance with the trust agreement. The sponsor may
direct the reinvestment of security sale proceeds if the sale is the direct
result of serious adverse credit factors which, in the opinion of the sponsor,
would make retention of the securities detrimental to the trust. In such a case,
the sponsor may, but is not obligated to, direct the reinvestment of sale
proceeds in any other securities that meet the criteria for inclusion in the
trust on the trust's inception date. The sponsor may also instruct the trustee
to take action necessary to ensure that the portfolio continues to satisfy the
qualifications of a regulated investment company.

The trustee may sell securities, designated by the supervisor, from a trust
for the purpose of redeeming units of such trust tendered for redemption and the
payment of expenses.

-3-

In addition, if a trust has elected to be taxed as a regulated investment
company, the trustee may dispose of certain securities and take such further
action as may be needed from time to time to ensure that a trust continues to
satisfy the qualifications of a regulated investment company, including the
requirements with respect to diversification under Section 851 of the Internal
Revenue Code, and as may be needed from time to time to avoid the imposition of
any tax on a trust or undistributed income of a trust as a regulated investment
company.

Proceeds from the sale of securities (or any securities or other property
received by a trust in exchange for securities) are credited to the Capital
Account of a trust for distribution to unitholders or to meet redemptions.
Except for failed securities and as provided herein, in the prospectus or in the
trust agreement, the acquisition by a trust of any securities other than the
portfolio securities is prohibited.

Because certain of the securities in certain of the trusts may from time to
time under certain circumstances be sold or otherwise liquidated and because the
proceeds from such events will be distributed to unitholders and will not be
reinvested, no assurance can be given that a trust will retain for any length of
time its present size and composition. Neither the sponsor nor the trustee
shall be liable in any way for any default, failure or defect in any security.
In the event of a failure to deliver any security that has been purchased for a
trust under a contract ("Failed Securities"), the sponsor is authorized under
the trust agreement to direct the trustee to acquire other securities
("Replacement Securities") to make up the original corpus of such trust.

The Replacement Securities must be purchased within 20 days after delivery
of the notice that a contract to deliver a security will not be honored and the
purchase price may not exceed the amount of funds reserved for the purchase of
the Failed Securities. The Replacement Securities must be equity securities of
the type selected for the trust and must not adversely affect the federal income
tax status of the trust. Whenever a Replacement Security is acquired for a
trust, the trustee shall notify all unitholders of the trust of the acquisition
of the Replacement Security and shall, on the next monthly 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 Security exceeded
the cost of the Replacement Security. Once all of the securities in a trust are
acquired, the trustee will have no power to vary the investments of the trust,
i.e., the trustee will have no managerial power to take advantage of market
variations to improve a unitholder's investment.

If the right of limited substitution described in the preceding paragraphs
is not utilized to acquire Replacement Securities in the event of a failed
contract, the sponsor will refund the sales fee attributable to such Failed
Securities to all unitholders of the trust and the trustee will distribute the
cash attributable to such Failed Securities not more than 30 days after the date
on which the trustee would have been required to purchase a Replacement
Security. In addition, unitholders should be aware that, at the time of receipt
of such cash, they may not be able to reinvest such proceeds in other securities
at a return equal to or in excess of the return which such proceeds would have
earned for unitholders of such trust.

In the event that a Replacement Security is not acquired by a trust, the
income for such trust may be reduced.

-4-

To the best of the sponsor's knowledge, there is no litigation pending as
of the trust's inception in respect of any security that might reasonably be
expected to have a material adverse effect on the trust. At any time after the
trust's inception, litigation may be instituted on a variety of grounds with
respect to the securities. The sponsor is unable to predict whether any such
litigation may be instituted, or if instituted, whether such litigation might
have a material adverse effect on the trust. The sponsor and the trustee shall
not be liable in any way for any default, failure or defect in any security.

RISK FACTORS

MARKET RISK. Because the trust invests in stocks, you should understand the
risks of investing in stocks before purchasing units. These risks include the
risk that the financial condition of the company or the general condition of the
stock market may worsen and the value of the stocks (and therefore units) will
fall. Stocks are especially susceptible to general stock market movements. The
value of stocks often rises or falls rapidly and unpredictably as market
confidence and perceptions of companies change. These perceptions are based on
factors including expectations regarding government economic policies,
inflation, interest rates, economic expansion or contraction, political climates
and economic or banking crises. The value of units will fluctuate with the value
of the stocks in the trust and may be more or less than the price you originally
paid for your units. As with any investment, we cannot guarantee that the
performance of the trust will be positive over any period of time. Because the
trust is unmanaged, the Trustee will not sell stocks in response to market
fluctuations as is common in managed investments. In addition, because some
trusts hold a relatively small number of stocks, you may encounter greater
market risk than in a more diversified investment.

SMALL-CAP AND MID-CAP COMPANIES. Small and mid-size company stocks have
customarily involved more investment risk than large company stocks. Small and
mid-size companies may have limited product lines, markets or financial
resources; may lack management depth or experience; and may be more vulnerable
to adverse general market or economic developments than large companies. Some of
these companies may distribute, sell or produce products which have recently
been brought to market and may be dependent on key personnel.

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

EUROPEAN ISSUERS. The European Select Portfolio invests in securities
issued by companies in Europe. The trust is therefore subject to certain risks
associated specifically with Europe. A significant number of countries in
Europe are member states in the European Union, and the member states no longer
control their own monetary policies by directing independent interest rates for
their currencies. In these member states, the authority to direct monetary
policies including money supply and official interest rates for the Euro is
exercised by the

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European Central Bank. Furthermore, the European sovereign debt crisis and the
related austerity measures in certain countries have had, and continue to have,
a significant impact on the economies of certain European countries and their
future economic outlooks.

FOREIGN ISSUERS. Because the trust may invest in foreign stocks, they
involve additional risks that differ from an investment in domestic stocks.
Investments in foreign securities may involve a greater degree of risk than
those in domestic securities. There is generally less publicly available
information about foreign companies in the form of reports and ratings similar
to those that are published about issuers in the United States. Also, foreign
issuers are generally not subject to uniform accounting, auditing and financial
reporting requirements comparable to those applicable to United States issuers.
With respect to certain foreign countries, there is the possibility of adverse
changes in investment or exchange control regulations, expropriation,
nationalization or confiscatory taxation, limitations on the removal of funds or
other assets of the trust, political or social instability, or diplomatic
developments which could affect United States investments in those countries.
Moreover, industrial foreign economies may differ favorably or unfavorably from
the United States' economy in terms of growth of gross national product, rate of
inflation, capital reinvestment, resource self-sufficiency and balance of
payments position. Foreign securities markets are generally not as developed or
efficient as those in the United States. While growing in volume, they usually
have substantially less volume than the New York Stock Exchange, and securities
of some foreign issuers are less liquid and more volatile than securities of
comparable United States issuers. Fixed commissions on foreign exchanges are
generally higher than negotiated commissions on United States exchanges. There
is generally less government supervision and regulation of securities exchanges,
brokers and listed issuers than in the United States.

A trust may also involve the risk that fluctuations in exchange rates
between the U.S. dollar and foreign currencies may negatively affect the value
of the stocks. For example, if a foreign stock rose 10% in price but the U.S.
dollar gained 5% against the related foreign currency, a U.S. investor's return
would be reduced to about 5%. This is because the foreign currency would "buy"
fewer dollars or, conversely, a dollar would buy more of the foreign currency.
Many foreign currencies have fluctuated widely against the U.S. dollar for a
variety of reasons such as supply and demand of the currency, investor
perceptions of world or country economies, political instability, currency
speculation by institutional investors, changes in government policies, buying
and selling of currencies by central banks of countries, trade balances and
changes in interest rates. A trust's foreign currency transactions will be
conducted with foreign exchange dealers acting as principals on a spot (i.e.,
cash) buying basis. These dealers realize a profit based on the difference
between the price at which they buy the currency (bid price) and the price at
which they sell the currency (offer price). The evaluator will estimate the
currency exchange rates based on current activity in the related currency
exchange markets, however, due to the volatility of the markets and other
factors, the estimated rates may not be indicative of the rate a trust might
obtain had the trustee sold the currency in the market at that time.

DIVIDENDS. Stocks represent ownership interests in a company and are not
obligations of the company. Common stockholders have a right to receive payments
from the company that is subordinate to the rights of creditors, bondholders or
preferred stockholders of the company. This

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means that common stockholders have a right to receive dividends only if a
company's board of directors declares a dividend and the company has provided
for payment of all of its creditors, bondholders and preferred stockholders. If
a company issues additional debt securities or preferred stock, the owners of
these securities will have a claim against the company's assets before common
stockholders if the company declares bankruptcy or liquidates its assets even
though the common stock was issued first. As a result, the company may be less
willing or able to declare or pay dividends on its common stock.

ADDITIONAL DEPOSITS. The trust agreement authorizes the sponsor to
increase the size of a trust and the number of units thereof by the deposit of
additional securities, or cash (including a letter of credit or the equivalent)
with instructions to purchase additional securities, in such trust and the
issuance of a corresponding number of additional units. In connection with
these deposits, existing and new investors may experience a dilution of their
investments and a reduction in their anticipated income because of fluctuations
in the prices of the securities between the time of the deposit and the purchase
of the securities and because a trust will pay the associated brokerage fees and
other acquisition costs.

ADMINISTRATION OF THE TRUST

DISTRIBUTIONS TO UNITHOLDERS BY REGULATED INVESTMENT COMPANIES MAKING
SEMIANNUAL/QUARTERLY DISTRIBUTIONS OR GRANTOR TRUSTS. The discussion in this
section applies to all trusts other than trusts that are "regulated investment
companies" for tax purposes that have monthly distribution dates. Income
received by a trust is credited by the trustee to the Income Account for the
trust. All other receipts are credited by the trustee to a separate Capital
Account for the trust. The trustee will normally distribute any income received
by a trust on each distribution date or shortly thereafter to unitholders of
record on the preceding record date. A trust will also generally make required
distributions or distributions to avoid imposition of tax at the end of each
year if it has elected to be taxed as a "regulated investment company" for
federal tax purposes. Unitholders will receive an amount substantially equal to
their pro rata share of the available balance of the Income Account of the
related trust. All distributions will be net of applicable expenses. There is
no assurance that any actual distributions will be made since all dividends
received may be used to pay expenses. In addition, excess amounts from the
Capital Account of a trust, if any, will be distributed on each distribution
date or shortly thereafter to unitholders of record on the preceding record
date, provided that the trustee is not required to make a distribution from the
Capital Account unless the amount available for distribution is at least $1.00
per 100 units. Proceeds received from the disposition of any of the securities
after a record date and prior to the following distribution date will be held in
the Capital Account and not distributed until the next distribution date
applicable to the Capital Account. Notwithstanding the foregoing, if a trust is
designed to be a grantor trust for tax purposes, the trustee is not required to
make a distribution from the Income Account or the Capital Account unless the
total cash held for distribution equals at least 0.1% of the trust's net asset
value as determined under the trust agreement, provided that the trustee is
required to distribute the balance of the Income Account and Capital Account on
the distribution date occurring in December of each year. The trustee is not
required to pay interest on funds held in the Capital or Income Accounts (but
may itself earn interest thereon and therefore benefits from the use of such
funds).

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The distribution to the unitholders of a trust as of each record date will
be made on the following distribution date or shortly thereafter and shall
consist of an amount substantially equal to the unitholders' pro rata share of
the available balance of the Income Account of the trust after deducting
estimated expenses. Because dividends are not received by a trust at a constant
rate throughout the year, such distributions to unitholders are expected to
fluctuate.

DISTRIBUTIONS TO UNITHOLDERS BY REGULATED INVESTMENT COMPANIES MAKING
MONTHLY DISTRIBUTIONS. The discussion in this section applies if your trust is
a "regulated investment company" and that has monthly distribution dates.
Income received by a trust is credited by the trustee to the Income Account for
the trust. All other receipts are credited by the trustee to a separate Capital
Account for the trust. The trustee will normally distribute income received by
a trust on each distribution date or shortly thereafter to unitholders of record
on the preceding record date. The trust generally pays distributions from its
Income Account (pro-rated on an annual basis) along with any excess balance from
the Capital Account on each monthly distribution date to unitholders of record
on the preceding record date as described in greater detail below. All
distributions will be net of applicable expenses. The amount of your
distributions will vary from time to time as companies change their dividends or
trust expenses change. The trust will also generally make required
distributions or distributions to avoid imposition of tax at the end of each
year if it has elected to be taxed as a "regulated investment company" for
federal tax purposes. Excess amounts from the Capital Account of a trust, if
any, will be distributed at least annually to the unitholders then of record.
Proceeds received from the disposition of any of the securities after a record
date and prior to the following distribution date will be held in the Capital
Account and not distributed until the next distribution date applicable to the
Capital Account. The trustee shall not be required to make a distribution from
the Capital Account unless the cash balance on deposit therein available for
distribution shall be sufficient to distribute at least $1.00 per 100 units.
The trustee is not required to pay interest on funds held in the Capital or
Income Accounts (but may itself earn interest thereon and therefore benefits
from the use of such funds).

The distribution to the unitholders as of each record date will be made on
the following distribution date or shortly thereafter. When the trust receives
dividends from a portfolio security, the trustee credits the dividends to the
trust's accounts. In an effort to make relatively regular income distributions,
the trust's distribution from the Income Account on each distribution date to
each unitholder is equal to such unitholder's pro rata share of the cash balance
in the Income Account calculated on the basis of a fraction (the numerator of
which is one and the denominator of which is the total number of distribution
dates per year) of the estimated annual income to the trust for the ensuing
twelve months computed as of the close of business on the record date
immediately preceding such distribution after deduction of (1) the fees and
expenses then deductible pursuant to the trust agreement and (2) the trustee's
estimate of other expenses properly chargeable to the Income Account pursuant to
the trust agreement which have accrued as of such record date or are otherwise
properly attributable to the period to which such distribution relates. Because
the trust does not receive dividends from the portfolio securities at a constant
rate throughout the year, the trust's income distributions to unitholders may be
more or less than the amount credited to the trust accounts as of the record
date. In the event that the amount on deposit in the Income Account is not
sufficient for the payment of the amount intended to be distributed to
unitholders on the basis of the computation described above,

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the trustee is authorized to advance its own funds and cause to be deposited in
and credited to the Income Account such amounts as may be required to permit
payment of the related distribution to be made as described above. In such an
event, the trustee shall be entitled to be reimbursed, without interest, out of
income payments received by the trust subsequent to the date of such advance.
Any such advance shall be reflected in the Income Account until repaid. A
person will become the owner of units, and thereby a unitholder of record, on
the date of settlement provided payment has been received.

GENERAL. Persons who purchase units will commence receiving distributions
only after such person becomes a record owner. A person will become the owner
of units, and thereby a unitholder of record, on the date of settlement provided
payment has been received. Notification to the trustee of the transfer of units
is the responsibility of the purchaser, but in the normal course of business the
selling broker-dealer provides such notice.

The trustee will periodically deduct from the Income Account of a trust
and, to the extent funds are not sufficient therein, from the Capital Account of
the trust amounts necessary to pay the expenses of the trust. 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 a trust.
Amounts so withdrawn shall not be considered a part of the related trust's
assets until such time as the trustee shall return all or any part of such
amounts to the appropriate accounts. In addition, the trustee may withdraw from
the Income and Capital Accounts of a trust such amounts as may be necessary to
cover redemptions of units.

DISTRIBUTION REINVESTMENT. Unitholders may reinvest distributions into
additional units of their trust without a sales fee. Your trust will pay any
deferred sales fee and creation and development fee per unit regardless of any
sales fee discounts. However, if you are eligible to receive a discount such
that the sales fee you must pay is less than the applicable deferred sales fee
and creation and development fee, you will be credited the difference between
your sales fee and the deferred sales fee and the creation and development fee
at the time you buy your units. Accordingly, if you reinvest distributions into
additional units of your trust, you will be credited the amount of any remaining
deferred sales fee and creation and development fee on such units at the time of
reinvestment.

STATEMENTS TO UNITHOLDERS. With each distribution, the trustee will
furnish to each unitholder a statement of the amount of income and the amount of
other receipts, if any, which are being distributed, expressed in each case as a
dollar amount per unit.

The accounts of a trust are required to be audited annually, at the related
trust's expense, by independent public accountants designated by the sponsor,
unless the sponsor determines that such an audit would not be in the best
interest of the unitholders of the trust. The accountants' report will be
furnished by the trustee to any unitholder upon written request. Within a
reasonable period of time after the end of each calendar year, the trustee shall
furnish to each person who at any time during the calendar year was a unitholder
of a trust a statement, covering the calendar year, setting forth for the trust:

(A) As to the Income Account:

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(1) the amount of income received on the securities (including income
received as a portion of the proceeds of any disposition of
securities);

(2) the amounts paid for purchases of replacement securities or for
purchases of securities otherwise pursuant to the trust
agreement, if any, and for redemptions;

(3) the deductions, if any, from the Income Account for payment into
the Reserve Account;

(4) the deductions for applicable taxes and fees and expenses of the
trustee, the depositor, the evaluator, the supervisor, counsel,
auditors and any other expenses paid by the trust;

(5) the amounts reserved for purchases of contract securities, for
purchases made pursuant to replace failed contract securities or
for purchases of securities otherwise pursuant to the trust
agreement, if any;

(6) the deductions for payment of the depositor's expenses of
maintaining the registration of the trust units, if any;

(7) the aggregate distributions to unitholders; and

(8) the balance remaining after such deductions and distributions,
expressed both as a total dollar amount and as a dollar amount
per unit outstanding on the last business day of such calendar
year;

(B) As to the Capital Account:

(1) the net proceeds received due to sale, maturity, redemption,
liquidation or disposition of any of the securities, excluding
any portion thereof credited to the Income Account;

(2) the amount paid for purchases of replacement securities or for
purchases of securities otherwise pursuant to the trust
agreement, if any, and for redemptions;

(3) the deductions, if any, from the Capital Account for payments
into the Reserve Account;

(4) the deductions for payment of applicable taxes and fees and
expenses of the trustee, the depositor, the evaluator, the
supervisor, counsel, auditors and any other expenses paid by the
trust;

(5) the deductions for payment of the depositor's expenses of
organizing the trust;

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(6) the amounts reserved for purchases of contract securities, for
purchases made pursuant to replace failed contract securities or
for purchases of securities otherwise pursuant to the trust
agreement, if any;

(7) the deductions for payment of deferred sales fee and creation and
development fee, if any;

(8) the deductions for payment of the depositor's expenses of
maintaining the registration of the trust units, if any;

(9) the aggregate distributions to unitholders; and

(10) the balance remaining after such distributions and deductions,
expressed both as a total dollar amount and as a dollar amount
per unit outstanding on the last business day of such calendar
year; and

(1) a list of the securities held as of the last business day of such
calendar year and a list which identifies all securities sold or
other securities acquired during such calendar year, if any;

(2) the number of units outstanding on the last business day of such
calendar year;

(3) the unit value based on the last trust evaluation of such trust
made during such calendar year; and

(4) the amounts actually distributed during such calendar year from
the Income and Capital Accounts, separately stated, expressed
both as total dollar amounts and as dollar amounts per unit
outstanding on the record dates for such distributions.

RIGHTS OF UNITHOLDERS. A unitholder may at any time tender units to the
trustee for redemption. The death or incapacity of any unitholder will not
operate to terminate a trust nor entitle legal representatives or heirs to claim
an accounting or to bring any action or proceeding in any court for partition or
winding up of a trust. No unitholder shall have the right to control the
operation and management of a trust in any manner, except to vote with respect
to the amendment of the trust agreement or termination of a trust.

AMENDMENT AND TERMINATION. The trust agreement may be amended from time to
time by the sponsor and trustee or their respective successors, without the
consent of any of the unitholders, (i) to cure any ambiguity or to correct or
supplement any provision which may be defective or inconsistent with any other
provision contained in the trust agreement, (ii) to make such other provision in
regard to matters or questions arising under the trust agreement as shall not
materially adversely affect the interests of the unitholders or (iii) to make
such amendments

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as may be necessary (a) for the trust to continue to qualify as a regulated
investment company for federal income tax purposes if the trust has elected to
be taxed as such under the United States Internal Revenue Code of 1986, as
amended, or (b) to prevent the trust from being deemed an association taxable as
a corporation for federal income tax purposes if the trust has not elected to be
taxed as a regulated investment company under the United States Internal Revenue
Code of 1986, as amended. The trust agreement may not be amended, however,
without the consent of all unitholders then outstanding, so as (1) to permit,
except in accordance with the terms and conditions thereof, the acquisition
hereunder of any securities other than those specified in the schedules to the
trust agreement or (2) to reduce the percentage of units the holders of which
are required to consent to certain of such amendments. The trust agreement may
not be amended so as to reduce the interest in a trust represented by units
without the consent of all affected unitholders. Except for the
amendments, changes or modifications described above, neither the sponsor nor
the trustee may consent to any other amendment, change or modification of the
trust agreement without the giving of notice and the obtaining of the approval
or consent of unitholders representing at least 66 2/3% of the units then
outstanding of the affected trust. No amendment may reduce the aggregate
percentage of units the holders of which are required to consent to any
amendment, change or modification of the trust agreement without the consent of
the unitholders of all of the units then outstanding of the affected trust and
in no event may any amendment be made which would (1) alter the rights to the
unitholders as against each other, (2) provide the trustee with the power to
engage in business or investment activities other than as specifically provided
in the trust agreement, (3) adversely affect the tax status of the trust for
federal income tax purposes or result in the units being deemed to be sold or
exchanged for federal income tax purposes or (4) unless the trust has elected to
be taxed as a regulated investment company for federal income tax purposes,
result in a variation of the investment of unitholders in the trust. The
trustee will notify unitholders of the substance of any such amendment.

The trust agreement provides that a trust shall terminate upon the
liquidation, redemption or other disposition of the last of the securities held
in the trust but in no event is it to continue beyond the mandatory termination
date. If the value of a trust shall be less than the applicable minimum value
stated in the prospectus (generally 40% of the total value of securities
deposited in the trust during the initial offering period), the trustee may, in
its discretion, and shall, when so directed by the sponsor, terminate the trust.
A trust may be terminated at any time by the holders of units representing 66
2/3% of the units thereof then outstanding. In addition, the sponsor may
terminate a trust if it is based on a security index and the index is no longer
maintained. A trust will be liquidated by the trustee in the event that a
sufficient number of units of the trust not yet sold are tendered for redemption
by the sponsor, so that the net worth of the trust would be reduced to less than
40% of the value of the securities at the time they were deposited in the trust.
If a trust is liquidated because of the redemption of unsold units by the
sponsor, the sponsor will refund to each purchaser of units the entire sales fee
paid by such purchaser.

Beginning nine business days prior to, but no later than, the scheduled
termination date described in the prospectus, the trustee may begin to sell all
of the remaining underlying securities on behalf of unitholders in connection
with the termination of the trust. The sponsor may assist the trustee in these
sales and receive compensation to the extent permitted by applicable law. The
sale proceeds will be net of any incidental expenses involved in the sales.

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The sponsor will generally instruct the trustee to sell the securities as
quickly as practicable during the termination proceedings without in its
judgment materially adversely affecting the market price of the securities, but
it is expected that all of the securities will in any event be disposed of
within a reasonable time after a trust's termination. The sponsor does not
anticipate that the period will be longer than one month, and it could be as
short as one day, depending on the liquidity of the securities being sold. The
liquidity of any security depends on the daily trading volume of the security
and the amount that the sponsor has available for sale on any particular day.
Of course, no assurances can be given that the market value of the securities
will not be adversely affected during the termination proceedings.

Approximately thirty days prior to termination of a trust, the trustee will
notify unitholders of the termination and provide a form allowing qualifying
unitholders to elect an in-kind distribution. A unitholder who owns the minimum
number of units described in the prospectus may request an in-kind distribution
from the trustee instead of cash. The trustee will make an in-kind distribution
through the distribution of each of the securities of the trust in book entry
form to the account of the unitholder's bank or broker-dealer at Depository
Trust Company. The unitholder will be entitled to receive whole shares of each
of the securities comprising the portfolio of a trust and cash from the Capital
Account equal to the fractional shares to which the unitholder is entitled. The
trustee may adjust the number of shares of any security included in a
unitholder's in-kind distribution to facilitate the distribution of whole
shares. The sponsor may terminate the in-kind distribution option at any time
upon notice to the unitholders. Special federal income tax consequences will
result if a unitholder requests an in-kind distribution.

Within a reasonable period after termination, the trustee will sell any
securities remaining in a trust and, after paying all expenses and charges
incurred by the trust, will distribute to unitholders thereof their pro rata
share of the balances remaining in the Income and Capital Accounts of the trust.

The sponsor may, but is not obligated to, offer for sale units of a
subsequent series of a trust at approximately the time of the mandatory
termination date. If the sponsor does offer such units for sale, unitholders
may be given the opportunity to purchase such units at a public offering price
that includes a reduced sales fee. There is, however, no assurance that units
of any new series of a trust will be offered for sale at that time, or if
offered, that there will be sufficient units available for sale to meet the
requests of any or all unitholders.

THE TRUSTEE. The trustee is The Bank of New York Mellon, a trust company
organized under the laws of New York. The Bank of New York Mellon has its
principal unit investment trust division offices at 2 Hanson Place, 12th Floor,
Brooklyn, New York 11217, (800) 848-6468. The Bank of New York Mellon is subject
to supervision and examination by the Superintendent of Banks of the State of
New York and the Board of Governors of the Federal Reserve System, and its
deposits are insured by the Federal Deposit Insurance Corporation to the extent
permitted by law.

The trustee, whose duties are ministerial in nature, has not participated
in selecting the portfolio of any trust. 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

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units held by, every unitholder of a 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 available for inspection at all
reasonable times during usual business hours by any unitholder, together with a
current list of the securities held in each trust. Pursuant to the trust
agreement, the trustee may employ one or more agents for the purpose of custody
and safeguarding of securities comprising a trust.

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. In case at any time the trustee
shall not meet the requirements set forth in the trust agreement, or shall
become incapable of acting, or if a court having jurisdiction in the premises
shall enter a decree or order for relief in respect of the trustee in an
involuntary case, or the trustee shall commence a voluntary case, under any
applicable bankruptcy, insolvency or other similar law now or hereafter in
effect, or any receiver, liquidator, assignee, custodian, trustee, sequestrator
(or similar official) for the trustee or for any substantial part of its
property shall be appointed, or the trustee shall generally fail to pay its
debts as they become due, or shall fail to meet such written standards for the
trustee's performance as shall be established from time to time by the sponsor,
or if the sponsor determines in good faith that there has occurred either (1) a
material deterioration in the creditworthiness of the trustee or (2) one or more
grossly negligent acts on the part of the trustee with respect to a trust, the
sponsor, upon sixty days' prior written notice, may remove the trustee and
appoint a successor trustee, as hereinafter provided, by written instrument, in
duplicate, one copy of which shall be delivered to the trustee so removed and
one copy to the successor trustee. 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 SPONSOR. The sponsor of the trust is Advisors Asset Management, Inc.
acting through its unit investment trust division. The sponsor is a broker-
dealer specializing in providing services to broker-dealers, registered
representatives, investment advisers and other financial professionals. The
sponsor's headquarters are located at 18925 Base Camp Road, Monument, Colorado
80132. You can contact the unit investment trust division at 8100 East 22nd
Street North, Building 800, Suite 102, Wichita, Kansas 67226 or by using the
contacts listed on the back cover of the prospectus. The sponsor is a registered
broker-dealer and investment

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adviser and a member of the Financial Industry Regulatory Authority, Inc.
(FINRA) and the Securities Investor Protection Corporation (SIPC), and a
registrant of the Municipal Securities Rulemaking Board (MSRB).

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 a
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, (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 EVALUATOR AND SUPERVISOR. Advisors Asset Management, Inc., the
sponsor, also serves as evaluator and supervisor. The evaluator and supervisor
may resign or be removed by the sponsor and trustee in which event the sponsor
or trustee is to use its best efforts to appoint a satisfactory successor. Such
resignation or removal shall become effective upon 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. Notice of such resignation or removal and appointment shall be
mailed by the trustee to each unitholder.

LIMITATIONS ON LIABILITY. The sponsor, evaluator, and supervisor are
liable for the performance of their obligations arising from their
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
pursuant to the trust agreement or for errors in judgment, except in cases of
its own gross negligence, bad faith or willful misconduct or its reckless
disregard for its duties thereunder. The sponsor shall not be liable or
responsible in any way for depreciation or loss incurred by reason of the sale
of any securities.

The trust agreement provides that the trustee shall be under no liability
for any action taken in good faith in reliance upon prima facie properly
executed documents or for the disposition of moneys, securities or certificates
except by reason of its own gross negligence, bad faith or willful misconduct,
or its reckless disregard for its duties under the trust agreement, nor shall
the trustee be liable or responsible in any way for depreciation or loss
incurred by reason of the sale by the trustee of any securities. In the event
that the sponsor shall fail to act, the trustee may act and shall not be liable
for any such action taken by it in good faith. The trustee shall not be
personally liable for any taxes or other governmental charges imposed upon or in
respect of the securities or upon the interest thereof. In addition, the trust
agreement contains other customary provisions limiting the liability of the
trustee.

The trustee and unitholders may rely on any evaluation furnished by the
evaluator and shall have no responsibility for the accuracy thereof. The trust
agreement provides that the determinations made by the evaluator 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 or
unitholders for errors in judgment, but shall be liable for its gross
negligence, bad faith or willful misconduct or its reckless disregard for its
obligations under the trust agreement.

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EXPENSES OF THE TRUST. The sponsor will not charge a trust any fees for
services performed as sponsor. The sponsor will receive a portion of the sale
commissions paid in connection with the purchase of units and will share in
profits, if any, related to the deposit of securities in the trust.

The sponsor may receive a fee from your trust for creating and developing
the trust, including determining the trust's objectives, policies, composition
and size, selecting service providers and information services and for providing
other similar administrative and ministerial functions. The amount of this
"creation and development fee" is set forth in the prospectus. The trustee will
deduct this amount from your trust's assets as of the close of the initial
offering period. No portion of this fee is applied to the payment of
distribution expenses or as compensation for sales efforts. This fee will not be
deducted from proceeds received upon a repurchase, redemption or exchange of
units before the close of the initial public offering period.

The trustee receives for its services that fee set forth in the prospectus.
The trustee's fee which is calculated and paid monthly is based on the total
number of units of the related trust outstanding as of January 1 for any annual
period, except during the initial offering period the fee will be based on the
units outstanding at the end of each month. The trustee benefits to the extent
there are funds for future distributions, payment of expenses and redemptions in
the Capital and Income Accounts since these Accounts are non-interest bearing
and the amounts earned by the trustee are retained by the trustee. Part of the
trustee's compensation for its services to a trust is expected to result from
the use of these funds.

The supervisor will charge a trust a surveillance fee for services
performed for the trust in an amount not to exceed that amount set forth in the
prospectus but in no event will such compensation, when combined with all
compensation received from other unit investment trusts for which the sponsor
both acts as sponsor and provides portfolio surveillance, exceed the aggregate
cost to the sponsor of providing such services. Such fee shall be based on the
total number of units of the related trust outstanding as of January 1 for any
annual period, except during the initial offering period the fee will be based
on the units outstanding at the end of each month.

For evaluation of the securities in a trust, the evaluator shall receive an
evaluation fee in an amount not to exceed that amount set forth in the
prospectus but in no event will such compensation, when combined with all
compensation from other unit investment trusts for which the sponsor acts as
sponsor and provides evaluation services, exceed the aggregate cost of providing
such services. Such fee shall be based on the total number of units of the
related trust outstanding as of January 1 for any annual period, except during
the initial offering period the fee will be based on the units outstanding at
the end of each month.

For providing bookkeeping and administrative services to a trust, the
sponsor shall receive an administration fee in an amount not to exceed that
amount set forth in the prospectus but in no event will such compensation, when
combined with all compensation from other unit investment trusts for which the
sponsor acts as sponsor and provides evaluation services, exceed the aggregate
cost of providing such services. Such fee shall be based on the total number of

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units of the related trust outstanding as of January 1 for any annual period,
except during the initial offering period the fee will be based on the units
outstanding at the end of each month.

The trustee's fee, sponsor's fee for providing bookkeeping and
administrative services to the trust, supervisor's fee and evaluator's fee are
deducted from the Income Account of the related trust to the extent funds are
available and then from the Capital Account. Each such fee (other than any
creation and development fee) may be increased without approval of unitholders
by amounts not exceeding a proportionate increase in the Consumer Price Index or
any equivalent index substituted therefor.

The following additional charges are or may be incurred by the trust:
(a) fees for the trustee's extraordinary services; (b) expenses of the trustee
(including legal and auditing expenses and reimbursement of the cost of advances
to the trust for payment of expenses and distributions, but not including any
fees and expenses charged by an agent for custody and safeguarding of
securities) and of counsel, if any; (c) various governmental charges;
(d) expenses and costs of any action taken by the trustee to protect the trust
or the rights and interests of the unitholders; (e) indemnification of the
trustee for any loss, liability or expense incurred by it in the administration
of the trust not resulting from negligence, bad faith or willful misconduct on
its part or its reckless disregard of its obligations under the trust agreement;
(f) indemnification of the sponsor for any loss, liability or expense incurred
in acting in that capacity without gross negligence, bad faith or willful
misconduct or its reckless disregard for its obligations under the trust
agreement; and (g) expenditures incurred in contacting unitholders upon
termination of the trust. The fees and expenses set forth herein are payable
out of a trust and, when owing to the trustee, are secured by a lien on the
trust. If the balances in the Income and Capital Accounts are insufficient to
provide for amounts payable by the trust, the trustee has the power to sell
securities to pay such amounts. These sales may result in capital gains or
losses to unitholders. A trust may pay the costs of updating its registration
statement each year.

PORTFOLIO TRANSACTIONS AND BROKERAGE ALLOCATION

When a trust sells securities, the composition and diversity of the
securities in the trust may be altered. In order to obtain the best price for a
trust, it may be necessary for the sponsor to specify minimum amounts in which
blocks of securities are to be sold. In effecting purchases and sales of a
trust's portfolio securities, the sponsor may direct that orders be placed with
and brokerage commissions be paid to brokers, including brokers which may be
affiliated with the trust, the sponsor or dealers participating in the offering
of units.

PURCHASE, REDEMPTION AND PRICING OF UNITS

PUBLIC OFFERING PRICE. Units of a trust are offered at the public offering
price thereof. The public offering price per unit is equal to the net asset
value per unit plus organization costs plus the applicable sales fee referred to
in the prospectus. The initial sales fee is equal to the difference between the
maximum sales fee and the sum of the remaining deferred sales fee and the total
creation and development fee. The sales fee as a percentage of the public
offering price and the net amount invested is set forth in the prospectus. The
deferred sales fee is a fixed dollar

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amount and will be collected in installments as described in the prospectus.
The creation and development fee is a fixed dollar amount and will be collected
at the end of the initial offering period as described in the prospectus. Units
purchased after the initial deferred sales fee payment will be subject to the
remaining deferred sales fee payments. Units sold or redeemed prior to such
time as the entire applicable deferred sales fee has been collected will be
assessed the remaining deferred sales fee at the time of such sale or
redemption. Units sold or redeemed prior to such time as the entire applicable
creation and development fee has been collected will not be assessed the
remaining creation and development fee at the time of such sale or redemption.
During the initial offering period, a portion of the public offering price
includes an amount of securities to pay for all or a portion of the costs
incurred in establishing a trust. These costs include the cost of preparing the
registration statement, the trust indenture and other closing documents,
registering units with the Securities and Exchange Commission and states, the
initial audit of the trust portfolio, legal fees and the initial fees and
expenses of the trustee. These costs will be deducted from a trust as of the
end of the initial offering period or after six months, if earlier. Certain
broker-dealers may charge a transaction fee for processing unit purchases.

As indicated above, the initial public offering price of the units was
established by dividing the aggregate underlying value of the securities by the
number of units outstanding. Such price determination as of the opening of
business on the date a trust was created was made on the basis of an evaluation
of the securities in the trust prepared by the evaluator. After the opening of
business on this date, the evaluator will appraise or cause to be appraised
daily the value of the underlying securities as of the close of regular trading
on the New York Stock Exchange on days the New York Stock Exchange is open and
will adjust the public offering price of the units commensurate with such
valuation. Such public offering price will be effective for all orders received
at or prior to the close of regular trading on the New York Stock Exchange on
each such day as discussed in the prospectus. Orders received by the trustee,
sponsor or authorized financial professional for purchases, sales or redemptions
after that time, or on a day when the New York Stock Exchange is closed, will be
held until the next determination of price as discussed in the prospectus.

Had units of a trust been available for sale at the close of business on
the business day before the inception date of the trust, the public offering
price would have been as shown under "Essential Information" in the prospectus.
The public offering price per unit of a trust on the date of the prospectus or
on any subsequent date will vary from the amount stated under "Essential
Information" in the prospectus in accordance with fluctuations in the prices of
the underlying securities. Net asset value per unit is determined by dividing
the value of a trust's portfolio securities, cash and other assets, less all
liabilities, by the total number of units outstanding. The portfolio securities
are valued by the evaluator as follows: If the security is listed on a national
securities exchange, the evaluation will generally be based on the last sale
price on the exchange (unless the evaluator deems the price inappropriate as a
basis for evaluation). If the security is not so listed or, if so listed and
the principal market for the security is other than on the exchange, the
evaluation will generally be made by the evaluator in good faith based on an
appraisal of the fair value of the securities using recognized pricing methods.

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The foregoing evaluations and computations shall be made as of the close of
regular trading on the New York Stock Exchange, on each business day commencing
with the trust's inception date of the securities, effective for all sales made
during the preceding 24-hour period.

Although payment is normally made three business days following the order
for purchase, payments may be made prior thereto. A person will become the
owner of units on the date of settlement provided payment has been received.
Cash, if any, made available to the sponsor prior to the date of settlement for
the purchase of units may be used in the sponsor's business and may be deemed to
be a benefit to the sponsor, subject to the limitations of the Securities
Exchange Act of 1934.

PUBLIC DISTRIBUTION OF UNITS. The sponsor intends to qualify the units for
sale in a number of states. Units will be sold through dealers who are members
of the Financial Industry Regulatory Authority, Inc. and through others. Sales
may be made to or through dealers at prices which represent discounts from the
public offering price as set forth in the prospectus. Certain commercial banks
may be making units available to their customers on an agency basis. The
sponsor reserves the right to change the discounts from time to time.

We currently provide, at our own expense and out of our own profits,
additional compensation and benefits to broker-dealers who sell units of this
trust and our other products. This compensation is intended to result in
additional sales of our 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 our products by the intermediary or its
agents, the placing of our products on a preferred or recommended product list
and access to an intermediary's personnel. We may make these payments for
marketing, promotional or related expenses, including, but not limited to,
expenses of entertaining retail customers and financial advisors, advertising,
sponsorship of events or seminars, obtaining information about the breakdown of
unit sales among an intermediary's representations or offices, obtaining shelf
space in broker-dealer firms and similar activities designed to promote the sale
of our products. We make such payments to a substantial majority of
intermediaries that sell our products. We may also make certain payments to, or
on behalf of, intermediaries to defray a portion of their costs incurred for the
purpose of facilitating unit sales, such as the costs of developing or
purchasing trading systems to process unit trades. Payments of such additional
compensation described in this paragraph and the volume concessions described
above, some of which may be characterized as "revenue sharing," may create an
incentive for financial intermediaries and their agents to sell or recommend our
products, including this trust, over other products. These arrangements will not
change the price you pay for your units. The sponsor reserves the right to
reject, in whole or in part, any order for the purchase of units.

The sponsor reserves the right to reject, in whole or in part, any order
for the purchase of units.

PROFITS OF SPONSOR. The sponsor will receive gross sales fees equal to the
percentage of the offering price of the units of such trusts stated in the
prospectus and will pay a portion of such

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sales fees to dealers and agents. In addition, the sponsor may realize a profit
or a loss resulting from the difference between the purchase prices of the
securities to the sponsor and the cost of such securities to a trust. The
sponsor may also realize profits or losses with respect to securities deposited
in a trust which were acquired from underwriting syndicates of which the sponsor
was a member. An underwriter or underwriting syndicate purchases securities
from the issuer on a negotiated or competitive bid basis, as principal, with the
motive of marketing such securities to investors at a profit. The sponsor may
realize additional profits or losses during the initial offering period on
unsold units as a result of changes in the daily evaluation of the securities in
a trust.

MARKET FOR UNITS. After the initial offering period, while not obligated
to do so, the sponsor may, subject to change at any time, maintain a market for
units of the trust offered hereby and to continuously offer to purchase said
units at the net asset value determined by the evaluator, provided that the
repurchase price will not be reduced by any remaining creation and development
fee or organization costs during the initial offering period. While the sponsor
may repurchase units from time to time, it does not currently intend to maintain
an active secondary market for units. Unitholders who wish to dispose of their
units should inquire of their broker as to current market prices in order to
determine whether there is in existence any price in excess of the redemption
price and, if so, the amount thereof. Unitholders who sell or redeem units
prior to such time as the entire deferred sales fee on such units has been
collected will be assessed the amount of the remaining deferred sales fee at the
time of such sale or redemption. Unitholders who sell or redeem units prior to
such time as the entire creation and development fee on such units has been
collected will not be assessed the amount of the remaining creation and
development fee at the time of such sale or redemption. The offering price of
any units resold by the sponsor will be in accord with that described in the
currently effective prospectus describing such units. Any profit or loss
resulting from the resale of such units will belong to the sponsor. If the
sponsor decides to maintain a secondary market, it may suspend or discontinue
purchases of units of the trust if the supply of units exceeds demand, or for
other business reasons.

REDEMPTION. A unitholder who does not dispose of units in the secondary
market described above may cause units to be redeemed by the trustee by making a
written request to the trustee at its unit investment trust division office.
Unitholders must sign the request exactly as their names appear on the records
of the trustee. Additional documentation may be requested, and a signature
guarantee is always required, from corporations, executors, administrators,
trustees, guardians or associations. The signatures must be guaranteed by a
participant in the Securities Transfer Agents Medallion Program ("STAMP") or
such other signature guaranty program in addition to, or in substitution for,
STAMP, as may be accepted by the trustee.

Redemption shall be made by the trustee no later than the seventh day
following the day on which a tender for redemption is received (the "Redemption
Date") by payment of cash equivalent to the redemption price, determined as set
forth below under "Computation of Redemption Price," as of the close of regular
trading on the New York Stock Exchange next following such tender, multiplied by
the number of units being redeemed. Any units redeemed shall be canceled and
any undivided fractional interest in the related trust extinguished. The price
received upon redemption might be more or less than the amount paid by the
unitholder depending on the value of the securities in the trust at the time of
redemption. Unitholders who

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sell or redeem units prior to such time as the entire deferred sales fee on such
units has been collected will be assessed the amount of the remaining deferred
sales fee at the time of such sale or redemption. Unitholders who sell or
redeem units prior to such time as the entire creation and development fee on
such units has been collected will not be assessed the amount of the remaining
creation and development fee at the time of such sale or redemption. Certain
broker-dealers may charge a transaction fee for processing redemption requests.

Under regulations issued by the Internal Revenue Service, the trustee is
required to withhold a specified percentage of the principal amount of a unit
redemption if the trustee has not been furnished the redeeming unitholder's tax
identification number in the manner required by such regulations. Any amount so
withheld is transmitted to the Internal Revenue Service and may be recovered by
the unitholder only when filing a tax return. Under normal circumstances, the
trustee obtains the unitholder's tax identification number from the selling
broker. However, any time a unitholder elects to tender units for redemption,
such unitholder should make sure that the trustee has been provided a certified
tax identification number in order to avoid this possible "back-up withholding."
In the event the trustee has not been previously provided such number, one must
be provided at the time redemption is requested. Any amounts paid on redemption
representing interest shall be withdrawn from the Income Account of a trust to
the extent that funds are available for such purpose. All other amounts paid on
redemption shall be withdrawn from the Capital Account for a trust.

Unitholders tendering units for redemption may request a distribution in
kind (a "Distribution In Kind") from the trustee in lieu of cash redemption of
an amount and value of securities per unit equal to the redemption price per
unit as determined as of the evaluation time next following the tender, provided
that the tendering unitholder meets the requirements stated in the prospectus
and the unitholder has elected to redeem at least thirty days prior to the
termination of the trust. If the unitholder meets these requirements, a
Distribution In Kind will be made by the trustee through the distribution of
each of the securities of the trust in book entry form to the account of the
unitholder's bank or broker-dealer at Depository Trust Company. The tendering
unitholder shall be entitled to receive whole shares of each of the securities
comprising the portfolio of the trust and cash from the Capital Account equal to
the fractional shares to which the tendering unitholder is entitled. The
trustee shall make any adjustments necessary to reflect differences between the
redemption price of the units and the value of the securities distributed in
kind as of the date of tender. If funds in the Capital Account are insufficient
to cover the required cash distribution to the tendering unitholder, the trustee
may sell securities. The in kind redemption option may be terminated by the
sponsor at any time.

The trustee is empowered to sell securities in order to make funds
available for the redemption of units. To the extent that securities are sold
or redeemed in-kind, the size of a trust will be, and the diversity of a trust
may be, reduced but each remaining unit will continue to represent approximately
the same proportional interest in each security. Sales may be required at a
time when securities would not otherwise be sold and may result in lower prices
than might otherwise be realized. The price received upon redemption may be
more or less than the amount paid by the unitholder depending on the value of
the securities in the portfolio at the time of redemption.

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The trustee is irrevocably authorized in its discretion, if the sponsor
does not elect to purchase any unit tendered for redemption, in lieu of
redeeming such units, to sell such units in the over-the-counter market for the
account of tendering unitholders at prices which will return to the unitholders
amounts in cash, net after brokerage commissions, transfer taxes and other
charges, equal to or in excess of the redemption price for such units. In the
event of any such sale, the trustee shall pay the net proceeds thereof to the
unitholders on the day they would otherwise be entitled to receive payment of
the redemption price.

The right of redemption may be suspended and payment postponed (1) for any
period during which the New York Stock Exchange is closed, other than customary
weekend and holiday closings, or during which (as determined by the Securities
and Exchange Commission) trading on the New York Stock Exchange is restricted;
(2) for any period during which an emergency exists as a result of which
disposal by the trustee of securities is not reasonably practicable or it is not
reasonably practicable to fairly determine the value of the underlying
securities in accordance with the trust agreement; or (3) for such other period
as the Securities and Exchange Commission may by order permit. The trustee is
not liable to any person in any way for any loss or damage which may result from
any such suspension or postponement.

COMPUTATION OF REDEMPTION PRICE. The redemption price for units of each
trust is computed by the evaluator as of the evaluation time stated in the
prospectus next occurring after the tendering of a unit for redemption and on
any other business day desired by it, by:

A. Adding: (1) the cash on hand in the trust other than cash deposited in the
trust to purchase securities not applied to the purchase of such securities
and (2) the aggregate value of each issue of the securities held in the
trust as determined by the evaluator as described above;

B. Deducting therefrom (1) amounts representing any applicable taxes or
governmental charges payable out of the trust and for which no deductions
have been previously made for the purpose of additions to the Reserve
Account; (2) an amount representing estimated accrued expenses, including
but not limited to fees and expenses of the trustee (including legal and
auditing fees), the evaluator, the sponsor and counsel, if any; (3) cash
held for distribution to unitholders of record as of the business day prior
to the evaluation being made; and (4) other liabilities incurred by the
trust, provided that the redemption price will not be reduced by any
remaining creation and development fee or organization costs during the
initial offering period; and

C. Finally dividing the results of such computation by the number of units of
the trust outstanding as of the date thereof.

RETIREMENT PLANS. A trust may be suited for purchase by Individual
Retirement Accounts, Keogh Plans, pension funds and other qualified retirement
plans. Generally, capital gains and income received under each of the foregoing
plans are deferred from Federal taxation. All distributions from such plans are
generally treated as ordinary income but may, in some cases, be eligible for
special income averaging or tax-deferred rollover treatment. Investors
considering participation in any such plan should review specific tax laws
related thereto and

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should consult their attorneys or tax advisers with respect to the establishment
and maintenance of any such plan. Such plans are offered by brokerage firms and
other financial institutions. The trust will lower the minimum investment
requirement for IRA accounts. Fees and charges with respect to such plans may
vary.

OWNERSHIP OF UNITS. Ownership of units will not be evidenced by
certificates. Units may be purchased in denomination of one unit or any
multiple thereof, subject to the minimum investment requirement. Fractions of
units, if any, will be computed to three decimal places.

PERFORMANCE INFORMATION

Information contained in this Information Supplement or in the prospectus,
as it currently exists or as further updated, may also be included from time to
time in other prospectuses or in advertising material. Information on the
performance of a trust strategy or the actual performance of a trust may be
included from time to time in other prospectuses or advertising material and may
reflect sales fees and expenses of a trust. The performance of a trust may also
be compared to the performance of money managers as reported in SEI Fund
Evaluation Survey or of mutual funds as reported by Lipper Analytical Services
Inc. (which calculates total return using actual dividends on ex-dates
accumulated for the quarter and reinvested at quarter end), Money Magazine Fund
Watch (which rates fund performance over a specified time period after sales fee
and assuming all dividends reinvested) or Wiesenberger Investment Companies
Service (which states fund performance annually on a total return basis) or of
the New York Stock Exchange Composite Index, the American Stock Exchange Index
(unmanaged indices of stocks traded on the New York and American Stock
Exchanges, respectively), the Dow Jones Industrial Average (an index of 30
widely traded industrial common stocks) or the Standard & Poor's 500 Index (an
unmanaged diversified index of 500 stocks) or similar measurement standards
during the same period of time.

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CONTENTS OF REGISTRATION STATEMENT

This Registration Statement comprises the following:
The facing sheet
The prospectus and information supplement
The signatures
The consents of evaluator, independent auditors and legal counsel

The following exhibits:

1.1 Trust Agreement (to be filed by amendment).

1.1.1 Standard Terms and Conditions of Trust (to be filed by amendment).

1.2 Certificate of Amendment of Certificate of Incorporation and Certificate
of Merger of Advisors Asset Management, Inc. Reference is made to
Exhibit 1.2 to the Registration Statement on Form S-6 for Advisors
Disciplined Trust 647 (File No. 333-171079) as filed on January 6, 2011.

1.3 Bylaws of Advisors Asset Management, Inc. Reference is made to
Exhibit 1.3 to the Registration Statement on Form S-6 for Advisors
Disciplined Trust 647 (File No. 333-171079) as filed on January 6, 2011.

1.5 Form of Dealer Agreement. Reference is made to Exhibit 1.5 to the
Registration Statement on Form S-6 for Advisors Disciplined Trust 262
(File No. 333-150575) as filed of June 17, 2008.

2.2 Form of Code of Ethics. Reference is made to Exhibit 2.2 to the
Registration Statement on Form S-6 for Advisor's Disciplined Trust 73
(File No. 333-131959) as filed on March 16, 2006.

3.1 Opinion of counsel as to legality of securities being registered (to be
filed by amendment).

3.3 Opinion of counsel as to the Trustee and the Trust (to be filed by
amendment).

4.1 Consent of evaluator (to be filed by amendment).

4.2 Consent of independent auditors (to be filed by amendment).

6.1 Directors and Officers of Advisors Asset Management, Inc. Reference is
made to Exhibit 6.1 to the Registration Statement on Form S-6 for
Advisors Disciplined Trust 1539 (File No. 333-206376) as filed on
November 17, 2015.

7.1 Power of Attorney. Reference is made to Exhibit 7.1 to the Registration
Statement on Form S-6 for Advisors Disciplined Trust 1485
(File No. 333-203629) as filed on May 15, 2015.

S-1

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant,
Advisors Disciplined Trust 1659 has duly caused this Registration Statement to
be signed on its behalf by the undersigned, thereunto duly authorized, in the
City of Wichita and State of Kansas on March 17, 2016.

ADVISORS DISCIPLINED TRUST 1659

By ADVISORS ASSET MANAGEMENT, INC., DEPOSITOR

By /s/ ALEX R MEITZNER
-----------------------------
Alex R. Meitzner
Senior Vice President

Pursuant to the requirements of the Securities Act of 1933, this Amendment to
the Registration Statement has been signed below on March 17, 2016 by the
following persons in the capacities indicated.

SIGNATURE TITLE

Scott I. Colyer Director of Advisors Asset )
Management, Inc. )

Lisa A. Colyer Director of Advisors Asset )
Management, Inc. )

James R. Costas Director of Advisors Asset )
Management, Inc. )

Christopher T. Genovese Director of Advisors Asset )
Management, Inc. )

Randy J. Pegg Director of Advisors Asset )
Management, Inc. )

R. Scott Roberg Director of Advisors Asset )
Management, Inc. )

S-2

Jack Simkin Director of Advisors Asset )
Management, Inc. )

Andrew Williams Director of Advisors Asset )
Management, Inc. )

Bart P. Daniel Director of Advisors Asset )
Management, Inc. )

By /s/ ALEX R MEITZNER
-----------------------------
Alex R. Meitzner
Attorney-in-Fact*

-------------------------------------------------------------------------------
*An executed copy of each of the related powers of attorney is filed
herewith or incorporated herein by reference as Exhibit 7.1.

S-3