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U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 24F-2
Annual Notice of Securities Sold
Pursuant to Rule 24f-2
1. Name and address of issuer:
PaineWebber Managed Investments Trust
1285 Avenue of the Americas
New York, NY 10019
2. Name of each series or class of funds for which this notice is
filed:
PaineWebber High Income Fund
(Class A, B and C shares)
PaineWebber Investment Grade Income Fund
(Class A, B and C shares)
PaineWebber Low Duration U.S. Government Income Fund
(Class A, B, C and Y shares)
PaineWebber U.S. Government Income Fund
(Class A, B, C and Y shares)
PaineWebber U.S. Government Income Fund for Credit Unions
(Class A and D shares)
PaineWebber Utility Income Fund
(Class A, B and C shares)
3. Investment Company Act File Number:
811-4040
Securities Act File Number:
2-91362
4. Last day of fiscal year for which this notice is filed:
November 30, 1995
5. Check box if this notice is being filed more than 180 days
after the close of the issuer's fiscal year for purposes of
reporting securities sold after the close of the fiscal year
but before termination of the issuer's 24f-2 declaration:
/_/
6. Date of termination of issuer's declaration rule 24f-2(a)(1),
if applicable (see Instruction A.6):
1
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7. Number and amount of securities of the same class or series
which had been registered under the Securities Act of 1933
other than pursuant to rule 24f-2 in a prior fiscal year, but
which remained unsold at the beginning of the fiscal year:
48,711,020 shares representing $429,144,089
8. Number and amount of securities registered during the fiscal
year other than pursuant to rule 24f-2:
171,499,271 shares representing $1,438,878,882
9. Number and aggregate sale price of securities sold during the
fiscal year:
56,670,660 shares representing $342,766,595
10. Number and aggregate sale price of securities sold during the
fiscal year in reliance upon registration pursuant to rule 24f-
2:
56,670,660 shares representing $342,766,595
11. Number and aggregate sale price of securities issued during the
fiscal year in connection with dividend reinvestment plans, if
applicable (see Instruction B.7):
12,734,498 shares representing $75,417,470
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12. Calculation of registration fee:
(i) Aggregate sale price of
securities sold during the
fiscal year in reliance on
rule 24f-2 (from Item 10): $342,766,595
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(ii) Aggregate price of shares
issued in connection with
dividend reinvestment plans
(from Item 11, if applicable): $ 75,417,470
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(iii) Aggregate price of shares
redeemed or repurchased during
the fiscal year
(if applicable): $418,184,065
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(iv) Aggregate price of shares
redeemed or repurchased and
previously applied as a
reduction to filing fees
pursuant to rule 24e-2
(if applicable): $
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(v) Net aggregate price of
securities sold and issued
during the fiscal year in
reliance on rule 24f-2
[line (i), plus line (ii),
less line (iii), plus line
(iv)] (if applicable): $ 0
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(vi) Multiplier prescribed by
Section 6(b) of the
Securities Act of 1933 or
other applicable law or
regulation (see Instruction
C.6): $ 0
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13. Check box if fees are being remitted to the Commission's
lockbox depository as described in section 3a of the
Commission's Rules of Informal and Other Procedures (17 CFR
202.3a).
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Date of mailing or wire transfer of filing fees to the
Commission's lockbox depository:
3
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SIGNATURES
This report has been signed below by the following persons on behalf of
the issuer and in the capacities and on the dates indicated.
By (Signature and Title) /s/ Paul H. Schubert
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Paul H. Schubert
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Vice President and Assistant Treasurer
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Date January 26, 1996
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KIRKPATRICK & LOCKHART
1800 MASSACHUSETTS AVENUE, N.W.
2ND FLOOR
WASHINGTON, D.C. 20036-1800
(202) 778-9000
January 26, 1996
PaineWebber Managed Investments Trust
1285 Avenue of the Americas
New York, New York 10019
Dear Sir or Madam:
PaineWebber Managed Investments Trust ("Trust") is an
unincorporated voluntary association organized under the laws of the
Commonwealth of Massachusetts on November 21, 1986. During the Trust's
fiscal year ended November 30, 1995, the Trust had six operating series of
shares of beneficial interest: U.S. Government Income Fund, High Income
Fund, Investment Grade Income Fund, PaineWebber Utility Income Fund,
PaineWebber Low Duration U.S. Government Income Fund (formerly named
"PaineWebber Short-Term U.S. Government Income Fund") and PaineWebber
Short-Term U.S. Government Income Fund for Credit Unions. We understand
that the Trust is about to file a Rule 24f-2 Notice pursuant to Rule 24f-2
under the Investment Company Act of 1940, as amended ("1940 Act"), for the
purpose of making definite the number or amount of shares of such series
which it has registered under the Securities Act of 1933, as amended
("1933 Act"), and which were sold during the fiscal year ended November
30, 1995.
We have, as counsel, participated in various business and other
matters relating to the Trust. We have examined copies, either certified
or otherwise proved to be genuine, of the Declaration of Trust and By-Laws
of the Trust, the minutes of meetings of the trustees and other documents
relating to the organization and operation of the Trust, and we generally
are familiar with its business affairs. Based on the foregoing, it is our
opinion that the shares of each series of the Trust sold during the fiscal
year ended November 30, 1995, the registration of which will be made
definite by the filing of the Rule 24f-2 Notice, were legally issued,
fully paid and nonassessable.
The Trust is an entity of the type commonly known as a
"Massachusetts business trust." Under Massachusetts law, shareholders
could, under certain circumstances, be held personally liable for the
obligations of the Trust. The Declaration of Trust states that creditors
of, contractors with, and claimants against the Trust or any series shall
look only to the assets of the Trust or the appropriate series for
payment. It also requires that notice of such disclaimer be given in each
note, bond, contract, certificate, undertaking or instrument made or
issued by the officers or the trustees of the Trust on behalf of the
Trust. The Declaration of Trust further provides: (i) for
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PaineWebber Managed Investments Trust
January 26, 1996
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indemnification from the assets of the appropriate series for all loss and
expense of any shareholder held personally liable for the obligations of
the Trust or any series by virtue of ownership of shares of such series;
and (ii) for the appropriate series to assume the defense of any claim
against the shareholder for any act or obligation of such series. Thus,
the risk of a shareholder incurring financial loss on account of
shareholder liability is limited to circumstances in which the Trust or
series would be unable to meet its obligations.
We hereby consent to this opinion accompanying the
Rule 24f-2 Notice which you are about to file with the Securities and
Exchange Commission.
Very truly yours,
KIRKPATRICK & LOCKHART LLP
/s/ Elinor W. Gammon
By:-----------------------
Elinor W. Gammon
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