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Prudential Distressed Securities Fund, Inc.
Gateway Center Three
Newark, NJ 07102-4077
February 4, 1997
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, DC 20549
RE: Prudential Distressed Securities Fund, Inc.
Registration Nos. 333-00203 and 811-07491
Ladies and Gentlemen:
Pursuant to subparagraph (j) of Rule 497 under the Securities Act of 1933, the
Fund hereby certifies (1) that the form of Prospectus and Statement of
Additional Information that would have been filed pursuant to Rule 497(c) would
not have differed from that contained in Post-Effective Amendment No. 2 to the
Fund's registration statement, and (2) that the text of Post-Effective Amendment
No. 2 to the Fund's registration statement was filed electronically via the
EDGAR system on January 28, 1997.
Sincerely,
/s/ S. Jane Rose
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S. Jane Rose
Secretary
