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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
BANK STOCK PORTFOLIO SERIES 2
Registration Number 33-55217
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- captioned 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 1, 1994 and ending on and
including December 31, 1994 (the "Period").
(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
14,709,363.1
(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
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1 Actual aggregate sale price for which securities were sold was
$13,790,294.00, less actual aggregate price of securities redeemed or
repurchased, 0, equals the net aggregate sale price of
$13,790,294.00.
A filing fee in the amount of $4,755.31 in respect of $13,790,294.00
amount of securities has been included in this filing via wire
transfer to the designated lock-box.
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-2-
during the Period in reliance upon registration pursuant to Rule 24f-2 was
14,709,363.
Very truly yours,
DEAN WITTER REYNOLDS INC.
By Michael D. Browne
Michael D. Browne
Vice President
(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,
BANK STOCK PORTFOLIO SERIES 2
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 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 the Trustee, in either case in accordance with the
Indenture.
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We have examined copies of such documents delivered by the 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 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
