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Exhibit (10)(c)
August 30, 2000
Mitchell Hutchins Asset Management Inc.
1285 Avenue of the Americas
New York, New York 10019
Re: PaineWebber RMA California Municipal Money Fund, a
series of the PaineWebber Managed Municipal Trust
(the "California Fund")
We hereby consent to the filing of this consent as an exhibit
to the registration statement on Form N-1A for the California Fund filed as of
the date hereof (the "Registration Statement") and to the use of our name as
counsel to the California Fund in the Registration Statement and the Prospectus
for the California Fund.
Very truly yours,
/s/Orrick, Herrington & Sutcliffe, LLP
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Orrick, Herrington & Sutcliffe, LLP
