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PAYDEN & RYGEL INVESTMENT GROUP
Purchases Redemptions Total Fee
<S> <C> <C> <C> <C>
Global Fixed Income Fund $111,729,615.37 $65,305,725.42 $46,423,889.95 $9,284.78
International Bond Fund 19,111,192.98 1,936.70 19,109,256.28 3,821.85
Short Duration Tax Exempt Fund 17,480,221.59 22,546,344.25 -5,066,122.66 0.00
Tax Exempt Bond Fund 14,684,139.03 3,795,557.17 10,888,581.86 2,177.72
Limited Maturity Fund 30,816,504.83 27,606,713.85 3,209,790.98 641.96
Short Bond Fund 22,625,118.13 6,894,440.33 15,730,677.80 3,146.14
Intermediate Bond Fund 19,805,492.00 2,135,209.65 17,670,282.35 3,534.06
Opportunity Fund 25,177,484.90 3,718,335.45 21,459,149.45 4,291.83
U.S. Treasury Fund 11,528,561.46 1,353,749.47 10,174,811.99 2,034.96
$272,958,330.29 $133,358,012.29 $139,600,318.00 $28,933.29
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[GOODWIN, PROCTER & HOAR LETTERHEAD]
November 14, 1995
PAYDEN & RYGEL INVESTMENT GROUP
333 SOUTH GRAND AVENUE
LOS ANGELES, CA 90071
Ladies and Gentlemen:
As Massachusetts counsel to Payden & Rygel Investment Group (formerly
P & R Investment 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
(the "Notice") with respect to its fiscal year ended October 31, 1995.
Reference is made to the Notice, wherein the Trust reports the number
and amount of Class A shares (the "Shares") representing interests in each of
the Payden & Rygel Global Fixed Income Fund, Payden & Rygel Tax-Exempt Bond
Fund, Payden & Rygel Limited Maturity Fund, Payden & Rygel Short Bond Fund,
Payden & Rygel Intermediate Bond Fund, Payden & Rygel Opportunity Fund,
Payden & Rygel Short Duration Tax Exempt Fund, Payden & Rygel International
Bond Fund and Payden & Rygel U.S. Treasury Fund series of the Trust sold
during the fiscal year ended October 31, 1995 in reliance upon Rule 24f-2
under the Investment Company Act of 1940, as amended.
We have examined the Master Trust Agreement, as amended, and By-Laws, as
amended, of the Trust, resolutions of certain meetings of the Trustees of the
Trust, and such other documents as we deemed necessary for purposes of this
opinion.
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 are fully paid and non-assessable by the Trust.
Very truly yours,
GOODWIN, PROCTER & HOAR
