METLIFE STATE STREET INCOME TRUST
24F-2NT, 1995-05-31
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                                                           May 26, 1995
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, DC 20549

Dear Sirs:

      On behalf of MetLife-State Street Income Trust, I am enclosing Rule 24f-2
Notice for the fiscal year ended March 31, 1995 

                                     Sincerely,
                                     (Signature of Edward T. Gallivan, Jr.)
                                     Edward T. Gallivan, Jr.

/tr01
Enclosures 
<PAGE>

SECURITIES AND EXCHANGE COMMISSION 
WASHINGTON, DC 20549 

RULE 24f-2 NOTICE 

FOR 

METLIFE - STATE STREET INCOME TRUST 
(Name of Registrant) 

One Financial Center 
Boston, Massachusetts 02111 

METLIFE - STATE STREET RESEARCH HIGH INCOME 
FUND shares, $.001 par value 
METLIFE - STATE STREET RESEARCH GOVERNMENT SECURITIES 
FUND shares, $.001 par value 
METLIFE - STATE STREET RESEARCH MANAGED ASSETS 
shares, $.001 par value 
(Title of Securities with respect to which Notice is Filed) 

1933 Act File No. 33-2697 
1940 Act File No. 811-4559 

1.   Fiscal year for which Notice is filed:                            1995 
2.   Number of shares of beneficial interest of the same 
     series which had been registered under the 
     Securities Act of 1933 other than pursuant to Rule 
     24f-2, but which remained unsold at the beginning of 
     such fiscal year: 
     MetLife-State Street Research High Income Fund 
     Shares                                                               0 
     MetLife-State Street Research Government Securities 
     Fund shares                                                          0 
     MetLife-State Street Research Managed Assets shares                  0 
3.   Number of shares of beneficial interest, if any, 
     registered during such fiscal year other than 
     pursuant to Rule 24f-2: 
     MetLife-State Street Research High Income Fund 
     shares                                                               0 
     MetLife-State Street Research Government Securities 
     Fund shares                                                          0 
     MetLife-State Street Research Managed Assets shares                  0 
4    Number of shares of beneficial interest sold during 
     such fiscal year: 
     MetLife-State Street Research High Income Fund 
     shares                                                      34,832,758 (1) 
     MetLife-State Street Research Government Securities 
     Fund shares                                                  2,017,880 (1) 
     MetLife-State Street Research Managed Assets shares         19,310,637 (1) 
5.   Number of shares of beneficial interest sold during 
     such fiscal year in reliance upon registration 
     pursuant to Rule 24f-2: 
     MetLife-State Street Research High Income Fund 
     shares                                                      34,832,758 (2) 
     MetLife-State Street Research Government Securities 
     Fund shares                                                  2,017,880 (2) 
     MetLife-State Street Research Managed Assets shares         19,310,637 (2) 
6.   The required opinion of counsel is attached hereto. 

(1)    Excludes shares issued upon reinvestment of dividends and 
       distributions. 

<PAGE> 
(2)    The actual aggregate sales price for which such 
       securities were sold was $213,129,525 for 
       MetLife-State Research High Income Fund, 
       $14,159,330 for MetLife-State Street Research 
       Government Securities Fund and $169,040,338 for 
       MetLife-State Research Managed Assets. During the 
       fiscal year ended March 31, 1995 the actual 
       aggregate redemption price of securities of the 
       same series redeemed by the Registrant was 
       $167,189,522 for MetLife-State Street Research 
       High Income Fund, $36,161,397 for MetLife-State 
       Street Research Government Securities Fund and 
       $77,616,549 for MetLife-State Street Research 
       Managed Assets. No portion of such aggregate 
       redemption price has been applied by the 
       Registrant pursuant to Rule 24e-2(a) in a filing 
       made pursuant to Section 24(e) (1) of the 
       Investment Company Act of 1940. Pursuant to Rule 
       24f-2(c), the registration fee with respect to the 
       securities sold is calculated as follows: 
       MetLife-State Street Research High Income Fund: 
       $213,129,525 - $167,189,522 = $45,940,003 [divided by sign] 2900 = 
       $15,841.38 (rounded to the next highest dollar). 
       MetLife-State Street Research Government Securities Fund: 
       $14,159,330 - $36,161,397 = $(22,002,067) [divided by sign] 2900 = 
       $(7,586.92) (rounded to the next highest dollar). 
       MetLife-State Street Research Managed Assets: 
       $169,040,338 - $77,661,549 = $91,378,789 [divided by sign] 2900 = 
       $31,509.93 (rounded to the next highest dollar). 
        

Dated: May 26, 1995 

METLIFE-STATE STREET INCOME TRUST 

By: [Signature of Douglas A. Romich] 
Douglas A. Romich 
Assistant Treasurer 

<PAGE> 
GOODWIN, PROCTER & HOAR 
A PARTNERSHIP INCLUDING PROFESSIONAL CORPORATIONS 
COUNSELLORS AT LAW 
EXCHANGE PLACE 
BOSTON, MASSACHUSETTS 02109-2881 

TELEPHONE (617) 570-1000 
TELECOPIER (617) 523-1231 
CABLE (bullet) GOODPROCT, BOSTON 

May 26, 1995 

Securities and Exchange Commission 
Judiciary Plaza 
450 Fifth Street, N.W. 
Washington, D.C. 20549 

Re: Rule 24f-2 Notice for MetLife-State Street Income Trust 
1933 Act File No. 33-2697 
1940 Act File No. 811-4559 

Gentlemen: 

As counsel to MetLife-State Street Income Trust (the "Trust") we have been 
requested to render this opinion in connection with the filing by the Trust of 
a Rule 24f-2 Notice with respect to its fiscal year ended March 31, 1995. 

Reference is made to paragraph 5 of such Notice and the footnote thereto 
wherein the Trust reports the number of shares (the "Shares") representing 
interests in the MetLife-State Street Research High Income Fund, MetLife-State 
Street Research Government Securities Fund and MetLife-State Street Research 
Managed Assets series of the Trust sold during the fiscal year ended March 31, 
1995, in reliance upon Rule 24f-2 under the Investment Company Act of 1940, as 
amended. 

We have examined the Trust's First Amended and Restated Master Trust Agreement 
dated June 1, 1993, the By-Laws of the Trust, as amended, the Rule 24f-2 Notice 
of the Trust dated May 26, 1995, certain resolutions adopted by the Trustees of 
the Trust, and such other documents as we deemed necessary for purposes of this 
opinion. 

We are attorneys admitted to practice in The Commonwealth of Massachusetts. We 
express no opinion concerning the laws of any jurisdiction other than the laws 
of The Commonwealth of Massachusetts. 

Based upon the foregoing, and assuming that all of the Shares were sold, issued 
and paid for in accordance with the terms of the applicable Prospectus and 
Statement of Additional Information contained in the Trust's Registration 
Statement on Form N-1A in effect at the time of sale, in our opinion the shares 
were legally issued and fully paid and non-assessable by the Trust. 

Very truly yours, 
[Signature Goodwin, Procter & Hoar] 
GOODWIN, PROCTER & HOAR 

82732.c1 



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