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Exhibit No. 10(a)
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 dated April 14,
2000, in this Registration Statement (Form N-1A No.2-98149) of PaineWebber
Mutual Fund Trust (comprising, respectively, the PaineWebber California Tax-Free
Income Fund and PaineWebber National Tax-Free Income Fund).
/s/ ERNST & YOUNG LLP
ERNST & YOUNG LLP
New York, New York
June 21, 2000