August 24, 1995
SECURITIES AND EXCHANGE COMMISSION
450 Fifth Street, N. W.
Judiciary Plaza
Washington, D. C. 20549
RE: Rule 24f-2 Notice for United Cash Management, Inc.
File No. 2-64526 and 811-2922/CIK #311405
Dear Sir or Madam:
1. This Notice is being filed for the fiscal year ended June 30, 1995;
2. At the beginning of such fiscal year the issuer had no securities
registered under the Securities Act of 1933, other than pursuant to this
section;
3. During such fiscal year the issuer registered no securities other than
pursuant to this section;
4. The issuer sold 845,981,959 shares during such fiscal year; and*
5. The 845,981,959 shares sold during such fiscal year were sold in reliance
upon registration pursuant to this section.
This Notice is accompanied by an opinion of counsel as prescribed by
paragraph(b)(1)(v) of Rule 24f-2. We have wired $12,611.78 in payment of the
additional filing fee as prescribed by paragraph (c) of said Rule.
Very truly yours,
Sharon K. Pappas
Secretary
*During such fiscal year the issuer sold 845,981,959 shares at an aggregate
sale
price of $845,981,959 and redeemed 809,407,787 shares at an aggregate
redemption price of $809,407,787. None of the aggregate redemption price of
such redeemed securities has previously been applied by the issuer pursuant to
Section 24e-2(a) in filings made pursuant to Section 24(e)(1) of the
Investment Company Act of 1940. The filing fee, calculated in the manner
specified in Section 6(b) of the Securities Act of 1933, is based on the
actual sale price of $845,981,959 for which shares were sold during the
issuer's previous year reduced by the actual redemption price of $809,407,787
for which shares were redeemed by the issuer during such previous fiscal year.
August 24, 1995
United Cash Management, Inc.
6300 Lamar Avenue
P. O. Box 29217
Shawnee Mission, Kansas 66202-9217
Dear Sir or Madam:
In connection with the public offering of shares of Capital Stock, par value
$0.01 per share, of United Cash Management, Inc. (the "Fund"), I have examined
such corporate records and documents and have made such further investigation
and examination as I deemed necessary for the purpose of this opinion.
It is my opinion that the 845,981,959 shares of Capital Stock of the Fund,
registration of which the Notice makes definite in number, were legally issued,
fully paid and non-assessable.
I hereby consent to the filing of this opinion with the Rule 24f-2 Notice.
Very truly yours,
Sharon K. Pappas
Attorney at Law
SKP:ss
