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Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
RULE 24F-2 NOTICE FOR
DEAN WITTER SELECT EQUITY TRUST
SELECT 10 INDUSTRIAL PORTFOLIO 94-1
Registration Number 33-51207
February 27, 1995
Pursuant to Regulation 270.24f-2 ("Rule 24f-2")
promulgated under the Investment Company Act of 1940, as
amended, Dean Witter Reynolds Inc., as Sponsor of the
above-referenced trust (the "Trust"), a unit investment trust
which elected to register an indefinite number of units in
accordance with Rule 24f-2, hereby submits the notice and
information required by Rule 24f-2:
(i) The fiscal year for which this notice is filed
is the period beginning on and including January 3, 1994 and
ending on and including December 31, 1994 (the "Period"). The
election to register an indefinite number of securities pursu-
ant to Rule 24f-2 was terminated, effective December 31, 1994,
by Post-Effective Amendment No. 1 to the Registration Statement
filed on February 24, 1995.
(ii) The number or amount of securities of the same
class or series which have been registered under the Securities
Act of 1933, as amended, other than pursuant to Rule 24f-2 but
which remain unsold at the beginning of the Period was none.
(iii) The number or amount of securities registered
during the Period other than pursuant to Rule 24f-2 was none.
(iv) The number of securities sold during the Period
was 25,351,138.1
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1 Actual aggregate sale price for which securities were sold was
$249,778,008.00, less actual aggregate price of securities redeemed
or repurchased, $29,340,828.00, equals the net aggregate sale price
of $220,437,180.00.
A filing fee in the amount of $75,513.35 (the total fee of $76,013.35,
in respect of $220,437,180.00 amount of
Footnote continued on next page.
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-2-
(v) Based on the number of securities referred to in
paragraph (iv) above, net of redemptions or repurchases
referred to in the footnote, the number of securities sold dur-
ing the Period in reliance upon registration pursuant to
Rule 24f-2 was 22,599,312.
Very truly yours,
DEAN WITTER REYNOLDS INC.
By Michael D. Browne
Michael D. Browne
Vice President
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Footnote continued from previous page.
securities of the Sponsor, net of the $500.00 initial filing fee for the
Trust as the 24f-2 election was terminated, effective December 31,
1994, by Post-Effective Amendment No. 1 to the Registration Statement
filed February 24, 1995), has been included in this filing via wire
transfer to the designated lock-box.
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(Letterhead of Cahill Gordon & Reindel)
February 27, 1995
(212) 701-3000
Dean Witter Reynolds Inc.
Two World Trade Center
New York, New York 10048
Re: DEAN WITTER SELECT EQUITY TRUST,
SELECT 10 INDUSTRIAL PORTFOLIO 94-1
Gentlemen:
We have acted as special counsel for you, as
Sponsor of the above-referenced trust, (a unit investment
trust, herein called the "Trust"), in connection with the
issuance under a Trust Indenture and Agreement and related
Reference Trust Agreement (collectively, the "Indenture"),
among you and The Bank of New York, as Trustee, of units of
fractional undivided interest in the Trust (in the aggre-
gate, the "Units").
During the fiscal year ended December 31, 1994,
certain Units were sold by you upon their initial issuance
and/or in connection with your maintenance of a secondary
market for Units. The Bank of New York, as Trustee, has
confirmed that certificates evidencing the Units have been
executed and delivered by the depositor and the Trustee or
the ownership of Units has been recorded on the books of
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the Trustee, in either case in accordance with the
Indenture.
We have examined copies of such documents deliv-
ered by The Bank of New York, the Indenture, the form of
certificate evidencing the Units, the Rule 24f-2 Notice
being filed today with the Securities and Exchange Commis-
sion and such other documents as we have deemed necessary
or advisable for purposes of this opinion. We have assumed
that the copies of the documents we have reviewed and the
signatures thereon are genuine.
Based upon the foregoing, and in reliance upon
such documents delivered by The Bank of New York, we are of
the opinion that the Units, registration of which such Rule
24f-2 Notice makes definite in number, were legally issued,
fully paid and nonassessable.
Very truly yours,
CAHILL GORDON & REINDEL
