TD WATERHOUSE TRUST
497J, 1999-12-27
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TD Waterhouse Trust
100 Wall Street
New York, New York 10005



December 27, 1999

VIA EDGAR

Securities and Exchange Commission
Division of Investment Management
Judiciary Plaza
450 Fifth Street, N.W.
Washington, D.C.  20549

         RE:      TD Waterhouse Trust
                  File Nos. 333-84623; 811-9519
                  Rule 497(j) Filing

Dear Sir or Madam:

         Pursuant to Rule 497(j) under the  Securities  Act of 1933, as amended,
TD Waterhouse  Trust (the  "Trust")  certifies  that the form of Prospectus  and
Statement of Additional Information dated December 23, 1999 that would have been
filed  under  paragraph  (c) of Rule  497,  would  not have  differed  from that
contained  in  Post-Effective  Amendment  No.  1  to  the  Trust's  Registration
Statement on Form N-1A that was filed  electronically  with the  Securities  and
Exchange Commission (Accession No. 0001089355-99-000081) on December 23, 1999.

         Please call the undersigned at (617) 557-3416 if you have any questions
with respect to this certification.

         Kindly return an electronic  transmittal as evidence of your receipt of
this filing.

Sincerely,

/s/ Christopher J. Kelley
Christopher J. Kelley
Vice President and Secretary


cc:      B. Leibert, Esq.
         M. Neale, Esq.
         M. Teichner


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