SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
RULE 24f-2 NOTICE
for
NUVEEN MULTISTATE TAX-FREE TRUST
File Number 33-43285
Arizona Tax-Free Value Fund, Class R
Rule 24f-2(b)(1) under the Investment Company Act of 1940 ("1940 Act").
(i) Fiscal year for which notice is filed:
January 31, 1995 (fiscal year end)
(ii) The amount of shares of the same series, if any, which had been
registered under the Securities Act of 1933 ("1933 Act") other than pursuant
to Rule 24f-2 but which remained unsold at the beginning of such fiscal year:
$ - 0 -
(iii) The amount of shares, if any, registered during such fiscal year
other than pursuant to Rule 24f-2:
$ - 0 -
(iv) The amount of shares sold during such fiscal year:
$ 4,468,667
(v) The amount of shares sold during such fiscal year in reliance upon
registration pursuant to Rule 24f-2*:
$ 4,468,667
* Computation of Fee pursuant to Section 6(b) of the 1933 Act
and Rule 24f-2(c) under the 1940 Act:
1. Actual aggregate sale price for which such shares were sold during
the previous fiscal year:
$ 4,468,667
2. Actual aggregate redemption price of such
shares redeemed during such previous fiscal year: ($2,482,522)
3. Actual aggregate redemption price of such
redeemed shares previously applied pursuant to
Section 24e-2(a) under the 1940 Act: ($ -0- )
4. Net Adjustment to aggregate sale price:
$ 2,482,522
5. Aggregate sale price to be used as basis computation of fee:
$ 1,986,145
6. Fee of .034483% (.00034483)
$ 684.88
page 1 of 22
Arizona Tax-Free Value Fund, Class A
Rule 24f-2(b)(1) under the Investment Company Act of 1940 ("1940 Act").
(i) Fiscal year for which notice is filed:
January 31, 1995 (fiscal year end)
(ii) The amount of shares of the same series, if any, which had been
registered under the Securities Act of 1933 ("1933 Act") other than pursuant
to Rule 24f-2 but which remained unsold at the beginning of such fiscal year:
$ - 0 -
(iii) The amount of shares, if any, registered during such fiscal year
other than pursuant to Rule 24f-2:
$ - 0 -
(iv) The amount of shares sold during such fiscal year:
$ 1,126,711
(v) The amount of shares sold during such fiscal year in reliance upon
registration pursuant to Rule 24f-2*:
$ 1,126,711
* Computation of Fee pursuant to Section 6(b) of the 1933 Act
and Rule 24f-2(c) under the 1940 Act:
1. Actual aggregate sale price for which such shares were sold during
the previous fiscal year:
$ 1,126,711
2. Actual aggregate redemption price of such
shares redeemed during such previous fiscal year: ($30,002)
3. Actual aggregate redemption price of such
redeemed shares previously applied pursuant to
Section 24e-2(a) under the 1940 Act: ($ -0- )
4. Net Adjustment to aggregate sale price:
$ 30,002
5. Aggregate sale price to be used as basis computation of fee:
$ 1,096,709
6. Fee of .034483% (.00034483)
$ 378.18
page 2 of 22
Arizona Tax-Free Value Fund, Class C
Rule 24f-2(b)(1) under the Investment Company Act of 1940 ("1940 Act").
(i) Fiscal year for which notice is filed:
January 31, 1995 (fiscal year end)
(ii) The amount of shares of the same series, if any, which had been
registered under the Securities Act of 1933 ("1933 Act") other than pursuant
to Rule 24f-2 but which remained unsold at the beginning of such fiscal year:
$ - 0 -
(iii) The amount of shares, if any, registered during such fiscal year
other than pursuant to Rule 24f-2:
$ - 0 -
(iv) The amount of shares sold during such fiscal year:
$ 52,203
(v) The amount of shares sold during such fiscal year in reliance upon
registration pursuant to Rule 24f-2*:
$ 52,203
* Computation of Fee pursuant to Section 6(b) of the 1933 Act
and Rule 24f-2(c) under the 1940 Act:
1. Actual aggregate sale price for which such shares were sold during
the previous fiscal year:
$ 52,203
2. Actual aggregate redemption price of such
shares redeemed during such previous fiscal year: ($9,346)
3. Actual aggregate redemption price of such
redeemed shares previously applied pursuant to
Section 24e-2(a) under the 1940 Act: ($ -0- )
4. Net Adjustment to aggregate sale price:
$ 9,346
5. Aggregate sale price to be used as basis computation of fee:
$ 42,857
6. Fee of .034483% (.00034483)
$ 14.78
page 3 of 22
Florida Tax-Free Value Fund, Class R
Rule 24f-2(b)(1) under the Investment Company Act of 1940 ("1940 Act").
(i) Fiscal year for which notice is filed:
January 31, 1995 (fiscal year end)
(ii) The amount of shares of the same series, if any, which had been
registered under the Securities Act of 1933 ("1933 Act") other than pursuant
to Rule 24f-2 but which remained unsold at the beginning of such fiscal year:
$ - 0 -
(iii) The amount of shares, if any, registered during such fiscal year
other than pursuant to Rule 24f-2:
$ - 0 -
(iv) The amount of shares sold during such fiscal year:
$ 15,128,037
(v) The amount of shares sold during such fiscal year in reliance upon
registration pursuant to Rule 24f-2*:
$ 15,128,037
* Computation of Fee pursuant to Section 6(b) of the 1933 Act
and Rule 24f-2(c) under the 1940 Act:
1. Actual aggregate sale price for which such shares were sold during
the previous fiscal year:
$ 15,128,037
2. Actual aggregate redemption price of such
shares redeemed during such previous fiscal year: ($6,261,459)
3. Actual aggregate redemption price of such
redeemed shares previously applied pursuant to
Section 24e-2(a) under the 1940 Act: ($ -0- )
4. Net Adjustment to aggregate sale price:
$ 6,261,459
5. Aggregate sale price to be used as basis computation of fee:
$ 8,866,578
6. Fee of .034483% (.00034483)
$ 3,057.46
page 4 of 22
Florida Tax-Free Value Fund, Class A
Rule 24f-2(b)(1) under the Investment Company Act of 1940 ("1940 Act").
(i) Fiscal year for which notice is filed:
January 31, 1995 (fiscal year end)
(ii) The amount of shares of the same series, if any, which had been
registered under the Securities Act of 1933 ("1933 Act") other than pursuant
to Rule 24f-2 but which remained unsold at the beginning of such fiscal year:
$ - 0 -
(iii) The amount of shares, if any, registered during such fiscal year
other than pursuant to Rule 24f-2:
$ - 0 -
(iv) The amount of shares sold during such fiscal year:
$ 1,669,723
(v) The amount of shares sold during such fiscal year in reliance upon
registration pursuant to Rule 24f-2*:
$ 1,669,723
* Computation of Fee pursuant to Section 6(b) of the 1933 Act
and Rule 24f-2(c) under the 1940 Act:
1. Actual aggregate sale price for which such shares were sold during
the previous fiscal year:
$ 1,669,723
2. Actual aggregate redemption price of such
shares redeemed during such previous fiscal year: ($314,814)
3. Actual aggregate redemption price of such
redeemed shares previously applied pursuant to
Section 24e-2(a) under the 1940 Act: ($ -0- )
4. Net Adjustment to aggregate sale price:
$ 314,814
5. Aggregate sale price to be used as basis computation of fee:
$ 1,354,909
6. Fee of .034483% (.00034483)
$ 467.21
page 5 of 22
Florida Tax-Free Value Fund, Class C
Rule 24f-2(b)(1) under the Investment Company Act of 1940 ("1940 Act").
(i) Fiscal year for which notice is filed:
January 31, 1995 (fiscal year end)
(ii) The amount of shares of the same series, if any, which had been
registered under the Securities Act of 1933 ("1933 Act") other than pursuant
to Rule 24f-2 but which remained unsold at the beginning of such fiscal year:
$ - 0 -
(iii) The amount of shares, if any, registered during such fiscal year
other than pursuant to Rule 24f-2:
$ - 0 -
(iv) The amount of shares sold during such fiscal year:
$ 73,330
(v) The amount of shares sold during such fiscal year in reliance upon
registration pursuant to Rule 24f-2*:
$ 73,330
* Computation of Fee pursuant to Section 6(b) of the 1933 Act
and Rule 24f-2(c) under the 1940 Act:
1. Actual aggregate sale price for which such shares were sold during
the previous fiscal year:
$ 73,330
2. Actual aggregate redemption price of such
shares redeemed during such previous fiscal year: ($ -0- )
3. Actual aggregate redemption price of such
redeemed shares previously applied pursuant to
Section 24e-2(a) under the 1940 Act: ($ -0- )
4. Net Adjustment to aggregate sale price:
$ - 0 -
5. Aggregate sale price to be used as basis computation of fee:
$ 73,330
6. Fee of .034483% (.00034483)
$ 25.29
page 6 of 22
Maryland Tax-Free Value Fund, Class R
Rule 24f-2(b)(1) under the Investment Company Act of 1940 ("1940 Act").
(i) Fiscal year for which notice is filed:
January 31, 1995 (fiscal year end)
(ii) The amount of shares of the same series, if any, which had been
registered under the Securities Act of 1933 ("1933 Act") other than pursuant
to Rule 24f-2 but which remained unsold at the beginning of such fiscal year:
$ - 0 -
(iii) The amount of shares, if any, registered during such fiscal year
other than pursuant to Rule 24f-2:
$ - 0 -
(iv) The amount of shares sold during such fiscal year:
$ 10,501,266
(v) The amount of shares sold during such fiscal year in reliance upon
registration pursuant to Rule 24f-2*:
$ 10,501,266
* Computation of Fee pursuant to Section 6(b) of the 1933 Act
and Rule 24f-2(c) under the 1940 Act:
1. Actual aggregate sale price for which such shares were sold during
the previous fiscal year:
$ 10,501,266
2. Actual aggregate redemption price of such
shares redeemed during such previous fiscal year: ($10,757,200)
3. Actual aggregate redemption price of such
redeemed shares previously applied pursuant to
Section 24e-2(a) under the 1940 Act: ($ -0- )
4. Net Adjustment to aggregate sale price:
$ 10,757,200
5. Aggregate sale price to be used as basis computation of fee:
$ (255,934)
6. Fee of .034483% (.00034483)
$ - 0 -
page 7 of 22
Maryland Tax-Free Value Fund, Class A
Rule 24f-2(b)(1) under the Investment Company Act of 1940 ("1940 Act").
(i) Fiscal year for which notice is filed:
January 31, 1995 (fiscal year end)
(ii) The amount of shares of the same series, if any, which had been
registered under the Securities Act of 1933 ("1933 Act") other than pursuant
to Rule 24f-2 but which remained unsold at the beginning of such fiscal year:
$ - 0 -
(iii) The amount of shares, if any, registered during such fiscal year
other than pursuant to Rule 24f-2:
$ - 0 -
(iv) The amount of shares sold during such fiscal year:
$ 1,567,492
(v) The amount of shares sold during such fiscal year in reliance upon
registration pursuant to Rule 24f-2*:
$ 1,567,492
* Computation of Fee pursuant to Section 6(b) of the 1933 Act
and Rule 24f-2(c) under the 1940 Act:
1. Actual aggregate sale price for which such shares were sold during
the previous fiscal year:
$ 1,567,492
2. Actual aggregate redemption price of such
shares redeemed during such previous fiscal year: ($2,267)
3. Actual aggregate redemption price of such
redeemed shares previously applied pursuant to
Section 24e-2(a) under the 1940 Act: ($ -0- )
4. Net Adjustment to aggregate sale price:
$ 2,267
5. Aggregate sale price to be used as basis computation of fee:
$ 1,565,225
6. Fee of .034483% (.00034483)
$ 539.74
page 8 of 22
Maryland Tax-Free Value Fund, Class C
Rule 24f-2(b)(1) under the Investment Company Act of 1940 ("1940 Act").
(i) Fiscal year for which notice is filed:
January 31, 1995 (fiscal year end)
(ii) The amount of shares of the same series, if any, which had been
registered under the Securities Act of 1933 ("1933 Act") other than pursuant
to Rule 24f-2 but which remained unsold at the beginning of such fiscal year:
$ - 0 -
(iii) The amount of shares, if any, registered during such fiscal year
other than pursuant to Rule 24f-2:
$ - 0 -
(iv) The amount of shares sold during such fiscal year:
$ 824,487
(v) The amount of shares sold during such fiscal year in reliance
upon registration pursuant to Rule 24f-2*:
$ 824,487
* Computation of Fee pursuant to Section 6(b) of the 1933 Act
and Rule 24f-2(c) under the 1940 Act:
1. Actual aggregate sale price for which such shares were sold during
the previous fiscal year:
$ 824,487
2. Actual aggregate redemption price of such
shares redeemed during such previous fiscal year: ($ 226)
3. Actual aggregate redemption price of such
redeemed shares previously applied pursuant to
Section 24e-2(a) under the 1940 Act: ($ -0- )
4. Net Adjustment to aggregate sale price:
$ 226
5. Aggregate sale price to be used as basis computation of fee:
$ 824,261
6. Fee of .034483% (.00034483)
$ 284.23
page 9 of 22
Michigan Tax-Free Value Fund, Class R
Rule 24f-2(b)(1) under the Investment Company Act of 1940 ("1940 Act").
(i) Fiscal year for which notice is filed:
January 31, 1995 (fiscal year end)
(ii) The amount of shares of the same series, if any, which had been
registered under the Securities Act of 1933 ("1933 Act") other than pursuant
to Rule 24f-2 but which remained unsold at the beginning of such fiscal year:
$ - 0 -
(iii) The amount of shares, if any, registered during such fiscal year
other than pursuant to Rule 24f-2:
$ - 0 -
(iv) The amount of shares sold during such fiscal year:
$ 7,241,952
(v) The amount of shares sold during such fiscal year in reliance upon
registration pursuant to Rule 24f-2*:
$ 7,241,952
* Computation of Fee pursuant to Section 6(b) of the 1933 Act
and Rule 24f-2(c) under the 1940 Act:
1. Actual aggregate sale price for which such shares were sold during
the previous fiscal year:
$ 7,241,952
2. Actual aggregate redemption price of such
shares redeemed during such previous fiscal year: ($3,253,109)
3. Actual aggregate redemption price of such
redeemed shares previously applied pursuant to
Section 24e-2(a) under the 1940 Act: ($ -0- )
4. Net Adjustment to aggregate sale price:
$ 3,253,109
5. Aggregate sale price to be used as basis computation of fee:
$ 3,988,843
6. Fee of .034483% (.00034483)
$ 1,375.47
page 10 of 22
Michigan Tax-Free Value Fund, Class A
Rule 24f-2(b)(1) under the Investment Company Act of 1940 ("1940 Act").
(i) Fiscal year for which notice is filed:
January 31, 1995 (fiscal year end)
(ii) The amount of shares of the same series, if any, which had been
registered under the Securities Act of 1933 ("1933 Act") other than pursuant
to Rule 24f-2 but which remained unsold at the beginning of such fiscal year:
$ - 0 -
(iii) The amount of shares, if any, registered during such fiscal year
other than pursuant to Rule 24f-2:
$ - 0 -
(iv) The amount of shares sold during such fiscal year:
$ 884,206
(v) The amount of shares sold during such fiscal year in reliance upon
registration pursuant to Rule 24f-2*:
$ 884,206
* Computation of Fee pursuant to Section 6(b) of the 1933 Act
and Rule 24f-2(c) under the 1940 Act:
1. Actual aggregate sale price for which such shares were sold during
the previous fiscal year:
$ 884,206
2. Actual aggregate redemption price of such
shares redeemed during such previous fiscal year: ($9,411)
3. Actual aggregate redemption price of such
redeemed shares previously applied pursuant to
Section 24e-2(a) under the 1940 Act: ($ -0- )
4. Net Adjustment to aggregate sale price:
$ 9,411
5. Aggregate sale price to be used as basis computation of fee:
$ 874,795
6. Fee of .034483% (.00034483)
$ 301.66
page 11 of 22
Michigan Tax-Free Value Fund, Class C
Rule 24f-2(b)(1) under the Investment Company Act of 1940 ("1940 Act").
(i) Fiscal year for which notice is filed:
January 31, 1995 (fiscal year end)
(ii) The amount of shares of the same series, if any, which had been
registered under the Securities Act of 1933 ("1933 Act") other than pursuant
to Rule 24f-2 but which remained unsold at the beginning of such fiscal year:
$ - 0 -
(iii) The amount of shares, if any, registered during such fiscal year
other than pursuant to Rule 24f-2:
$ - 0 -
(iv) The amount of shares sold during such fiscal year:
$ 73,683
(v) The amount of shares sold during such fiscal year in reliance upon
registration pursuant to Rule 24f-2*:
$ 73,683
* Computation of Fee pursuant to Section 6(b) of the 1933 Act
and Rule 24f-2(c) under the 1940 Act:
1. Actual aggregate sale price for which such shares were sold during
the previous fiscal year:
$ 73,683
2. Actual aggregate redemption price of such
shares redeemed during such previous fiscal year: ($ - 0 - )
3. Actual aggregate redemption price of such
redeemed shares previously applied pursuant to
Section 24e-2(a) under the 1940 Act: ($ -0- )
4. Net Adjustment to aggregate sale price:
$ - 0 -
5. Aggregate sale price to be used as basis computation of fee:
$ 73,683
6. Fee of .034483% (.00034483)
$ 25.41
page 12 of 22
New Jersey Tax-Free Value Fund, Class R
Rule 24f-2(b)(1) under the Investment Company Act of 1940 ("1940 Act").
(i) Fiscal year for which notice is filed:
January 31, 1995 (fiscal year end)
(ii) The amount of shares of the same series, if any, which had been
registered under the Securities Act of 1933 ("1933 Act") other than pursuant
to Rule 24f-2 but which remained unsold at the beginning of such fiscal year:
$ - 0 -
(iii) The amount of shares, if any, registered during such fiscal year
other than pursuant to Rule 24f-2:
$ - 0 -
(iv) The amount of shares sold during such fiscal year:
$ 12,375,961
(v) The amount of shares sold during such fiscal year in reliance upon
registration pursuant to Rule 24f-2*:
$ 12,375,961
* Computation of Fee pursuant to Section 6(b) of the 1933 Act
and Rule 24f-2(c) under the 1940 Act:
1. Actual aggregate sale price for which such shares were sold during
the previous fiscal year:
$ 12,375,961
2. Actual aggregate redemption price of such
shares redeemed during such previous fiscal year: ($5,795,917)
3. Actual aggregate redemption price of such
redeemed shares previously applied pursuant to
Section 24e-2(a) under the 1940 Act: ($ -0- )
4. Net Adjustment to aggregate sale price:
$ 5,795,917
5. Aggregate sale price to be used as basis computation of fee:
$ 6,580,044
6. Fee of .034483% (.00034483)
$ 2,269.00
page 13 of 22
New Jersey Tax-Free Value Fund, Class A
Rule 24f-2(b)(1) under the Investment Company Act of 1940 ("1940 Act").
(i) Fiscal year for which notice is filed:
January 31, 1995 (fiscal year end)
(ii) The amount of shares of the same series, if any, which had been
registered under the Securities Act of 1933 ("1933 Act") other than pursuant
to Rule 24f-2 but which remained unsold at the beginning of such fiscal year:
$ - 0 -
(iii) The amount of shares, if any, registered during such fiscal year
other than pursuant to Rule 24f-2:
$ - 0 -
(iv) The amount of shares sold during such fiscal year:
$ 2,844,819
(v) The amount of shares sold during such fiscal year in reliance upon
registration pursuant to Rule 24f-2*:
$ 2,844,819
* Computation of Fee pursuant to Section 6(b) of the 1933 Act
and Rule 24f-2(c) under the 1940 Act:
1. Actual aggregate sale price for which such shares were sold during
the previous fiscal year:
$ 2,844,819
2. Actual aggregate redemption price of such
shares redeemed during such previous fiscal year: ($122,722)
3. Actual aggregate redemption price of such
redeemed shares previously applied pursuant to
Section 24e-2(a) under the 1940 Act: ($ -0- )
4. Net Adjustment to aggregate sale price:
$ 122,722
5. Aggregate sale price to be used as basis computation of fee:
$ 2,722,097
6. Fee of .034483% (.00034483)
$ 938.66
page 14 of 22
New Jersey Tax-Free Value Fund, Class C
Rule 24f-2(b)(1) under the Investment Company Act of 1940 ("1940 Act").
(i) Fiscal year for which notice is filed:
January 31, 1995 (fiscal year end)
(ii) The amount of shares of the same series, if any, which had been
registered under the Securities Act of 1933 ("1933 Act") other than pursuant
to Rule 24f-2 but which remained unsold at the beginning of such fiscal year:
$ - 0 -
(iii) The amount of shares, if any, registered during such fiscal year
other than pursuant to Rule 24f-2:
$ - 0 -
(iv) The amount of shares sold during such fiscal year:
$ 461,155
(v) The amount of shares sold during such fiscal year in reliance upon
registration pursuant to Rule 24f-2*:
$ 461,155
* Computation of Fee pursuant to Section 6(b) of the 1933 Act
and Rule 24f-2(c) under the 1940 Act:
1. Actual aggregate sale price for which such shares were sold during
the previous fiscal year:
$ 461,155
2. Actual aggregate redemption price of such
shares redeemed during such previous fiscal year: ($ 1,205 )
3. Actual aggregate redemption price of such
redeemed shares previously applied pursuant to
Section 24e-2(a) under the 1940 Act: ($ -0- )
4. Net Adjustment to aggregate sale price:
$ 1,205
5. Aggregate sale price to be used as basis computation of fee:
$ 459,950
6. Fee of .034483% (.00034483)
$ 158.60
page 15 of 22
Pennsylvania Tax-Free Value Fund, Class R
Rule 24f-2(b)(1) under the Investment Company Act of 1940 ("1940 Act").
(i) Fiscal year for which notice is filed:
January 31, 1995 (fiscal year end)
(ii) The amount of shares of the same series, if any, which had been
registered under the Securities Act of 1933 ("1933 Act") other than pursuant
to Rule 24f-2 but which remained unsold at the beginning of such fiscal year:
$ - 0 -
(iii) The amount of shares, if any, registered during such fiscal year
other than pursuant to Rule 24f-2:
$ - 0 -
(iv) The amount of shares sold during such fiscal year:
$ 14,507,326
(v) The amount of shares sold during such fiscal year in reliance upon
registration pursuant to Rule 24f-2*:
$ 14,507,326
* Computation of Fee pursuant to Section 6(b) of the 1933 Act
and Rule 24f-2(c) under the 1940 Act:
1. Actual aggregate sale price for which such shares were sold during
the previous fiscal year:
$ 14,507,326
2. Actual aggregate redemption price of such
shares redeemed during such previous fiscal year: ($6,616,545)
3. Actual aggregate redemption price of such
redeemed shares previously applied pursuant to
Section 24e-2(a) under the 1940 Act: ($ -0- )
4. Net Adjustment to aggregate sale price:
$ 6,616,545
5. Aggregate sale price to be used as basis computation of fee:
$ 7,890,781
6. Fee of .034483% (.00034483)
$ 2,720.98
page 16 of 22
Pennsylvania Tax-Free Value Fund, Class A
Rule 24f-2(b)(1) under the Investment Company Act of 1940 ("1940 Act").
(i) Fiscal year for which notice is filed:
January 31, 1995 (fiscal year end)
(ii) The amount of shares of the same series, if any, which had been
registered under the Securities Act of 1933 ("1933 Act") other than pursuant
to Rule 24f-2 but which remained unsold at the beginning of such fiscal year:
$ - 0 -
(iii) The amount of shares, if any, registered during such fiscal year
other than pursuant to Rule 24f-2:
$ - 0 -
(iv) The amount of shares sold during such fiscal year:
$ 1,475,279
(v) The amount of shares sold during such fiscal year in reliance upon
registration pursuant to Rule 24f-2*:
$ 1,475,279
* Computation of Fee pursuant to Section 6(b) of the 1933 Act
and Rule 24f-2(c) under the 1940 Act:
1. Actual aggregate sale price for which such shares were sold during
the previous fiscal year:
$ 1,475,279
2. Actual aggregate redemption price of such
shares redeemed during such previous fiscal year: ($27,047)
3. Actual aggregate redemption price of such
redeemed shares previously applied pursuant to
Section 24e-2(a) under the 1940 Act: ($ -0- )
4. Net Adjustment to aggregate sale price:
$ 27,047
5. Aggregate sale price to be used as basis computation of fee:
$ 1,448,232
6. Fee of .034483% (.00034483)
$ 499.39
page 17 of 22
Pennsylvania Tax-Free Value Fund, Class C
Rule 24f-2(b)(1) under the Investment Company Act of 1940 ("1940 Act").
(i) Fiscal year for which notice is filed:
January 31, 1995 (fiscal year end)
(ii) The amount of shares of the same series, if any, which had been
registered under the Securities Act of 1933 ("1933 Act") other than pursuant
to Rule 24f-2 but which remained unsold at the beginning of such fiscal year:
$ - 0 -
(iii) The amount of shares, if any, registered during such fiscal year
other than pursuant to Rule 24f-2:
$ - 0 -
(iv) The amount of shares sold during such fiscal year:
$ 483,812
(v) The amount of shares sold during such fiscal year in reliance upon
registration pursuant to Rule 24f-2*:
$ 483,812
* Computation of Fee pursuant to Section 6(b) of the 1933 Act
and Rule 24f-2(c) under the 1940 Act:
1. Actual aggregate sale price for which such shares were sold during
the previous fiscal year:
$ 483,812
2. Actual aggregate redemption price of such
shares redeemed during such previous fiscal year: ($ - 0 - )
3. Actual aggregate redemption price of such
redeemed shares previously applied pursuant to
Section 24e-2(a) under the 1940 Act: ($ -0- )
4. Net Adjustment to aggregate sale price:
$ - 0 -
5. Aggregate sale price to be used as basis computation of fee:
$ 483,812
6. Fee of .034483% (.00034483)
$ 166.83
page 18 of 22
Virginia Tax-Free Value Fund, Class R
Rule 24f-2(b)(1) under the Investment Company Act of 1940 ("1940 Act").
(i) Fiscal year for which notice is filed:
January 31, 1995 (fiscal year end)
(ii) The amount of shares of the same series, if any, which had been
registered under the Securities Act of 1933 ("1933 Act") other than pursuant
to Rule 24f-2 but which remained unsold at the beginning of such fiscal year:
$ - 0 -
(iii) The amount of shares, if any, registered during such fiscal year
other than pursuant to Rule 24f-2:
$ - 0 -
(iv) The amount of shares sold during such fiscal year:
$ 11,090,949
(v) The amount of shares sold during such fiscal year in reliance
upon registration pursuant to Rule 24f-2*:
$ 11,090,949
* Computation of Fee pursuant to Section 6(b) of the 1933 Act
and Rule 24f-2(c) under the 1940 Act:
1. Actual aggregate sale price for which such shares were sold during
the previous fiscal year:
$ 11,090,949
2. Actual aggregate redemption price of such
shares redeemed during such previous fiscal year: ($6,855,537)
3. Actual aggregate redemption price of such
redeemed shares previously applied pursuant to
Section 24e-2(a) under the 1940 Act: ($ -0- )
4. Net Adjustment to aggregate sale price:
$ 6,855,537
5. Aggregate sale price to be used as basis computation of fee:
$ 4,235,412
6. Fee of .034483% (.00034483)
$ 1,460.50
page 19 of 22
Virginia Tax-Free Value Fund, Class A
Rule 24f-2(b)(1) under the Investment Company Act of 1940 ("1940 Act").
(i) Fiscal year for which notice is filed:
January 31, 1995 (fiscal year end)
(ii) The amount of shares of the same series, if any, which had been
registered under the Securities Act of 1933 ("1933 Act") other than pursuant
to Rule 24f-2 but which remained unsold at the beginning of such fiscal year:
$ - 0 -
(iii) The amount of shares, if any, registered during such fiscal year
other than pursuant to Rule 24f-2:
$ - 0 -
(iv) The amount of shares sold during such fiscal year:
$ 2,175,574
(v) The amount of shares sold during such fiscal year in reliance upon
registration pursuant to Rule 24f-2*:
$ 2,175,574
* Computation of Fee pursuant to Section 6(b) of the 1933 Act
and Rule 24f-2(c) under the 1940 Act:
1. Actual aggregate sale price for which such shares were sold during
the previous fiscal year:
$ 2,175,574
2. Actual aggregate redemption price of such
shares redeemed during such previous fiscal year: ($10,247)
3. Actual aggregate redemption price of such
redeemed shares previously applied pursuant to
Section 24e-2(a) under the 1940 Act: ($ -0- )
4. Net Adjustment to aggregate sale price:
$ 10,247
5. Aggregate sale price to be used as basis computation of fee:
$ 2,165,327
6. Fee of .034483% (.00034483)
$ 746.67
page 20 of 22
Virginia Tax-Free Value Fund, Class C
Rule 24f-2(b)(1) under the Investment Company Act of 1940 ("1940 Act").
(i) Fiscal year for which notice is filed:
January 31, 1995 (fiscal year end)
(ii) The amount of shares of the same series, if any, which had been
registered under the Securities Act of 1933 ("1933 Act") other than pursuant
to Rule 24f-2 but which remained unsold at the beginning of such fiscal year:
$ - 0 -
(iii) The amount of shares, if any, registered during such fiscal year
other than pursuant to Rule 24f-2:
$ - 0 -
(iv) The amount of shares sold during such fiscal year:
$ 362,738
(v) The amount of shares sold during such fiscal year in reliance upon
registration pursuant to Rule 24f-2*:
$ 362,738
* Computation of Fee pursuant to Section 6(b) of the 1933 Act
and Rule 24f-2(c) under the 1940 Act:
1. Actual aggregate sale price for which such shares were sold during
the previous fiscal year:
$ 362,738
2. Actual aggregate redemption price of such
shares redeemed during such previous fiscal year: ($ -0- )
3. Actual aggregate redemption price of such
redeemed shares previously applied pursuant to
Section 24e-2(a) under the 1940 Act: ($ -0- )
4. Net Adjustment to aggregate sale price:
$ -0-
5. Aggregate sale price to be used as basis computation of fee:
$ 362,738
6. Fee of .034483% (.00034483)
$ 125.08
page 21 of 22
SIGNATURE
The undersigned Registrant has duly caused this Rule 24f-2 Notice to be
signed on its behalf by the undersigned in the City of Chicago, State of
Illinois.
Dated: March 22, 1995 NUVEEN MULTISTATE TAX-FREE TRUST
(name of registrant)
By: /s/ Gifford R. Zimmerman
Gifford R. Zimmerman
Vice President and Assistant Secretary
Exhibit: Opinion of Counsel
page 22 of 22
March 17, 1995
Nuveen Multistate Tax-Free Trust
333 West Wacker Drive
Chicago, Illinois 60606
RE: Rule 24f-2 Notice
Ladies and Gentlemen:
We have acted as counsel to Nuveen Multistate Tax-Free Trust, a
Massachusetts business trust (the "Trust"), with respect to the following
series of the Trust: Nuveen Arizona Tax-Free Value Fund, Nuveen Florida
Tax-Free Value Fund, Nuveen Maryland Tax-Free Value Fund, Nuveen Michigan
Tax-Free Value Fund, Nuveen New Jersey Tax-Free Value Fund, Nuveen
Pennsylvania Tax-Free Value Fund and Nuveen Virginia Tax-Free Value Fund,
in connection with the Trust's registration, pursuant to Rule 24f-2 under
the Investment Company Act of 1940, as amended, of an indefinite number
of its Shares of Beneficial Intereset, par value $.01 per share,
designated as (i) Class A Common Shares, (the "Class A Shares"), (ii) Class
C Common Shares, (the "Class C Shares"), and (iii) Class R Common Shares
(the "Class R Shares") (such Class A Shares, Class C Shares and Class R
Shares referred to collectively herein as the "Shares") under the Securities
Act of 1933 (the "1933 Act"). We understand that, pursuant to such Rule
24f-2, the Trust proposes to file a notice (the "Notice") with the
Securities and Exchange Commission (the "Commission") with respect to
the fiscal year ended January 31, 1995, in order to make definite the
registration of Shares in the aggregate amount of $ 89,389,370.
This opinion is being delivered to you in connection with the Trust's
filing of such Notice.
In connection with this opinion, we have reviewed, among other things,
executed copies of the following documents:
(a) a certificate of the Secretary of State of the Commonwealth of
Massachusetts as to the existence of the Trust;
(b) copies, certified by the Secretary of State of the Commonwealth of
Massachusetts, of the Trust's Declaration of Trust and of all amendments
thereto on file in the office of the Secretary of State;
(c) a certificate executed by H. William Stabenow, the Treasurer of the
Trust, as to the issuance of the Shares in accordance with the Trust's
Declaration of Trust and By-Laws and as to the receipt by the Trust of
the net asset value of the Shares covered by the Notice; and
(d) a certificate executed by Karen L. Healy, the Assistant Secretary of
the Trust, certifying as to, and attaching copies of, the Trust's
Declaration of Trust and By-Laws, and certain votes of the Trustees
of the Trust authorizing the issuance of the Shares covered by the Notice.
In our capacity as counsel to the Trust, we have examined the originals, or
certified, conformed or reproduced copies, of all records, agreements,
instruments and documents as we have deemed relevant or necessary as the
basis for the opinion hereinafter expressed. In all such examinations,
we have assumed the legal capacity of all natural persons executing
documents, the genuineness of all signatures, the authenticity of all
original or certified copies, and the conformity to original or certified
copies of all copies submitted to us as conformed or reproduced copies.
As to various questions of fact relevant to such opinion, we have relied
upon, and assume the accuracy of, certificates and oral or written
statements of public officials and officers or representatives of the Trust.
Based upon and subject to, the limitations set forth herein, we are of the
opinion that the Shares in the aggregate amount of $89,389,370 covered by
the Notice were legally issued and (to the extent still outstanding) are
fully paid and nonassessable, except that, as set forth in the Trust's
registration statement as currently in effect filed with the Commission
pursuant to the 1933 Act, shareholders of the Trust may, under certain
circumstances, be held personally liable for its obligations.
This opinion expressed herein is limited to the laws of the Commonwealth of
Massachusetts. As to matters of Massachusetts law covered thereby, we
have relied solely upon the opinion of Bingham, Dana & Gould, addressed to
us and dated March 17, 1995.
Very truly yours,
FRIED, FRANK, HARRIS, SHRIVER & JACOBSON
/s/Thomas S. Harman
Thomas S. Harman
