PAINEWEBBER AMERICA FUND
1285 Avenue of the Americas
New York, New York 10019
June 29, 1995
Via Facsimile
Mr. Randolph S. Koch
Office of Disclosure and Review
Division of Investment Management
Securities and Exchange Commission
450 Fifth Street, N.W. - Stop 105
Washington, D.C. 20549
RE: PaineWebber America Fund
Registration Statement on Form N-14 No. 33-59727
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Dear Mr. Koch:
We are writing to request the withdrawal of the above-referenced
registration statement, pursuant to Rule 477 under the Securities Act of
1933.
As we discussed on the telephone at the beginning of last week,
we are requesting withdrawal of the registration statement as the
reorganization to which it pertains is being restructured in some
respects. The restructuring of the reorganization will require amendment
of the registration statement, which we do not believe can be accomplished
prior to July 3, 1995, the date the registration statement would become
automatically effective were it not withdrawn.
Thank you for your assistance in this matter.
Sincerely,
/s/ Dianne E. O'Donnell
Dianne E. O'Donnell
Vice President and Secretary
