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[LETTERHEAD OF MAYER, BROWN & PLATT APPEARS HERE]
December 22, 1997
EDGAR FILING
United States Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Security Capital U.S. Real Estate Shares Incorporated
(File Nos. 333-20649 and 811-8033)
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Dear Sir or Madam:
Transmitted herewith pursuant to Rule 497(j) under the Securities Act of
1933, as amended ("1933 Act") is a certification of the above-referenced
Registrant, that the prospectus and statement of additional information that
would have been filed under Rule 497(c) of the 1933 Act would not have differed
from that contained in Post-Effective Amendment No. 4 to the Registrant's
registration statement on Form N-1A under the 1933 Act filed with the Securities
and Exchange Commission on December 17, 1997.
Please contact Kathy Kresch Ingber at (202) 955-0820 or the undersigned
at the above-referenced number with any questions or comments.
Sincerely,
/s/ Diane E. Ambler
Diane E. Ambler
cc: H.R. Hallock, Jr. (w/encl.)
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[SECURITY CAPITAL REAL ESTATE SHARES INCORPORATED LETTERHEAD]
December 22, 1997
EDGAR FILING
United States Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Security Capital U.S. Real Estate Shares Incorporated
(File Nos. 333-20649 and 811-8033)
-----------------------------------------------------
Dear Sir or Madam:
Pursuant to Rule 497(j) of Regulation C under the Securities Act of
1933, as amended ("1933 Act") this letter serves to certify that the prospectus
and statement of additional information that would have been filed pursuant to
Rule 497(c) under the 1933 Act, would not have differed from that contained in
Post-Effective Amendment No. 4 to the Registrant's registration statement on
Form N-1A filed with the Securities and Exchange Commission ("SEC")
electronically, which became effective December 17, 1997.
Very truly yours,
/s/ John H. Gardner, Jr.
John H. Gardner, Jr.
Managing Director
cc: H.R. Hallock, Jr.
