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Exhibit No. 10
CONSENT OF INDEPENDENT AUDITORS
We consent to the reference to our firm under the captions "Financial
Highlights" in the Prospectus and "Auditors" in the Statement of Additional
Information and to the incorporation by reference of our report on PaineWebber
Growth and Income Fund dated October 17, 2000 in this Registration Statement
(Form N-1A No. 2-78626) of PaineWebber America Fund.
/s/ ERNST & YOUNG LLP
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ERNST & YOUNG LLP
New York, New York
December 21, 2000
