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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 94-4
Registration Number 33-55085
October 2, 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 October 3, 1994 and ending on
and including September 30, 1995 (the "Period"). The election to
register an indefinite number of securities pursuant to Rule 24f-2
was terminated, effective immediately, by Post-Effective Amendment
No. 1 to the Registration Statement filed on October 2, 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 6,665,230.*
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* Actual aggregate sale price for which securities were sold
was $64,258,754.00, less actual aggregate price of securities
redeemed or repurchased, $10,213,365.00, equals the net aggregate
sale price of $54,045,389.
Footnote continued on next page.
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(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 during the Period in
reliance upon registration pursuant to Rule 24f-2 was 5,566,499.
Very truly yours,
DEAN WITTER REYNOLDS INC.
By Michael D. Browne
Michael D. Browne
First Vice President
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Footnote continued from previous page.
A filing fee in the amount of $18,136.34 (the total fee of $18,636.34, in
respect of $54,045,389.00 amount of securities, net of the $500.00 initial
filing fee for the Trust as the 24f-2 election was terminated, effective
immediately, by Post-Effective Amendment No. 1 to the Registration Statement
filed October 2, 1995), has been included in this filing via wire transfer to
the designated lock-box.
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(Letterhead of Cahill Gordon & Reindel)
October 2, 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 94-4
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 aggregate, the "Units").
During the fiscal year ended September 30, 1995,
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 the Trustee, in either case in accordance
with the Indenture.
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We have examined copies of such documents delivered 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 Commission 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
