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FORM 24F-2
UST MASTER VARIABLE SERIES, INC.
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1. Name and Address of issuer:
UST Master Variable Series, Inc.
One Granite Place, Concord, NM 03301
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2. Name of each series or class of funds for which this notice is filed:
Equity Portfolio, Early Life Cycle Portfolio, Intermediate-Term Managed
Income Portfolio, Managed Income Portfolio, International Equity
Portfolio, International Bond Portfolio and Money Portfolio
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3. Investment Company Act File Number: 811-8554
Securities Act File Number: 33-79886
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4. Last day of fiscal period for which this notice is filed:
March 28, 1996
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5. Check box if this notice is being filed more than 180 days after the close
of the issuer's fiscal year for purposes of reporting securities sold after
the close of the fiscal year but before termination of the issuer's 24f-2
declaration. ------- [_]
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6. Date of termination of issuer's declaration under rule 24f-2(a)(i), if
applicable (see Instruction A.6):
N/A
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7. Number and amount of securities of the same class or series which had been
registered under the Securities Act of 1933 other than pursuant to rule
24f-2 in a prior fiscal year, but which remained unsold at the beginning of
the fiscal year.
N/A
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8. Number and amount of securities registered during the fiscal year other
than pursuant to rule 24f-2:
N/A
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9. Number and aggregate sale price of securities sold during the fiscal year:
<TABLE>
<CAPTION>
Portfolio Name Shares* Aggregate Dollar Amount
-------------- --------- -----------------------
<S> <C> <C>
Equity 0 $ 0
Early Life Cycle 0 0
Intermediate-Term Managed
Income 0 0
Managed Income 0 0
International Equity 0 0
International Bond 0 0
Money 0 0
Totals 0 $ 0
</TABLE>
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10. Number and aggregate sale price of securities sold during the fiscal year in
reliance upon registration pursuant to rule 24f-2:
<TABLE>
<CAPTION>
Portfolio Name Shares* Aggregate Dollar Amount
-------------- --------- -----------------------
<S> <C> <C>
Equity 0 $ 0
Early Life Cycle 0 0
Intermediate-Term Managed
Income 0 0
Managed Income 0 0
International Equity 0 0
International Bond 0 0
Money 0 0
Totals 0 $ 0
</TABLE>
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11. Number and aggregate sale price of securities issued during the fiscal year
in connection with dividend reinvestment plans, if applicable (see
Instruction B.7):
<TABLE>
<CAPTION>
Portfolio Name Shares* Aggregate Dollar Amount
-------------- --------- -----------------------
<S> <C> <C>
Equity 60,992 $ 585,494
Early Life Cycle 16,323 165,474
Intermediate-Term Managed
Income 12,367 129,088
Managed Income 12,654 132,401
International Equity 34,913 355,188
International Bond 40,795 426,015
Money 11,511 11,511
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Totals 189,555 $ 1,805,171
</TABLE>
* Excludes shares sold to and redeemed by unmanaged separate accounts that offer
Interests therein that were registered under the Securities Act of 1933.
(See Investment Company Act Rel. No. 21332 (Sept. 1, 1995).)
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<PAGE>
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12. Calculation of registration fee:
(i) Aggregate sale price of securities sold during the fiscal year in
reliance on rule 24f-2 (from Item 10): 0
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(ii) Aggregate price of shares issued in connection with dividend
reinvestment plans (from Item 11, if applicable): + 1,805,171
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(iii) Aggregate price of shares redeemed or repurchased during the
fiscal year (if applicable): - 12,040,561**
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(iv) Aggregate price of shares redeemed or repurchased and previously
applied as a reduction to filing fees pursuant to rule 24e-2 (if
applicable): + 0
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(v) Net aggregate price of securities sold and issued during the fiscal
year in reliance on rule 24f-2 [line (1), plus line (ii), less line
(iii), plus line (iv)] (if applicable): 0
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(vi) Multiplier prescribed by Section 6(b) of the Securities Act of 1993
or other applicable law or regulation (see Instruction C.6):
X 1/2900
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(vii) Fee due [line (i) or line (v) multiplied by line (vi)]: 0
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Instructions: Issuers should complete lines (ii), (iii), (iv), and (v) only if
the form is being filed within 60 days after the close of the issuer's fiscal
year. See Instruction C.3.
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13. Check box if fees are being remitted to the Commission's lockbox depository
as described in section 3a of the Commission's Rules of Informal and Other
Procedures (17CFR202.3a). [_]
Date of mailing or wire transfer of filing fees to the Commission's lockbox
depository:
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SIGNATURES
This report has been signed below by the following persons on behalf of the
issuer and in the capacities and on the dates indicated.
By (Signature and title) /s/ Jack Weston
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Assistant Treasurer
Date May 28, 1996 -------------------
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<TABLE>
<CAPTION>
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**Redemptions: Shares Aggregate Dollar Amount
- ------------- ------ -----------------------
<S> <C> <C>
Equity 160,993 1,521,809
Early Life Cycle 116,324 1,165,953
Intermediate - Term Managed
Income 112,368 1,129,098
Managed Income 112,655 1,132,412
International Equity 259,914 2,602,286
International Bond 340,796 3,426,023
Money 1,063,062 1,062,980
--------- ----------
Totals 2,166,112 12,040,561
</TABLE>
<PAGE>
May 28, 1996
UST Master Variable Series, Inc.
114 West 47th Street
New York, New York 10036
Re: Rule 24f-2 Notice for UST Master Variable Series, Inc.
(Registration Nos. 33-79886; 811-8554)
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Gentlemen:
We have acted as counsel for UST Master Variable Series, Inc., a Maryland
corporation (the "Company"), in connection with the filing of its Form 24f-2
dated the date hereof. We have relied upon information provided to us on behalf
of the Company with respect to the number of its Class A Common Stock, Class B
Common Stock, Class C Common Stock, Class D Common Stock, Class E Common Stock,
Class F Common Stock and Class G Common Stock (collectively, the "Shares") that
were issued in connection with the Company's dividend reinvestment plan during
its fiscal period ended March 28, 1996.
In giving the opinion stated below, we have reviewed the Company's Articles
of Incorporation, its Bylaws, resolutions adopted by its Board of Directors and
such other documents and legal and factual matters as we have deemed
appropriate; and we have relied upon a certificate of the Company's transfer
agent as to certain matters including whether at any time during the period
from January 1, 1996 through March 28, 1996 the number of issued and outstanding
Shares of any class of the Company's Common Stock exceeded the number of such
shares that the Company was then authorized to issue. We express no opinion
concerning the laws of any jurisdiction other than the Maryland General
Corporation Law and the Federal law of the United States of America.
Based on the foregoing, we are of the opinion that the Shares issued in
connection with the Company's dividend reinvestment plan have been validly
issued, fully paid and non-assessable by the Company.
We hereby consent to the filing of this opinion with the Securities and
Exchange Commission as part of the Company's Rule 24f-2 Notice.
Very truly yours,
/s/ Drinker Biddle & Reath
DRINKER BIDDLE & REATH
