THERMO OPPORTUNITY FUND INC
497J, 1996-08-07
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                    THE THERMO OPPORTUNITY FUND, INC.
                      312 Walnut Street, Suite 2100
                         Cincinnati, Ohio 45202




August 7, 1996


Securities and Exchange Commission
Public Filing Desk
Judiciary Plaza
450 Fifth Street, NW
Washington, DC 20549

Re:  The Thermo Opportunity Fund, Inc.
     File Nos. 333-04039 and 811-7633

Ladies and Gentlemen:

Pursuant to Rule 497(j) under the Securities Act of 1933, the undersigned
certifies that (i) the form of Prospectus and Statement of Additional
Information that would have been filed under paragraph (c) of Rule 497 would not
have differed from that contained in Pre-Effective Amendment No. 2 to The Thermo
Opportunity Fund's registration statement on Form N-2 and (ii) the text of
Pre-Effective Amendment No. 2 has been filed electronically.

Very truly yours,


/s/ John F. Splain
John F. Splain
Secretary



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