First Data Investor Services Group, Inc.
3200 Horizon Drive
King of Prussia, PA 19406
(610) 239-4500
RULE 497(j) LETTER
VIA EDGAR
April 17, 1998
SECURITIES AND EXCHANGE COMMISSION
450 Fifth Street, N.W.
Attention: Filing Desk
Stop 1-4
Washington, D.C. 20549-1004
Re: Stratton Monthly Dividend REIT Shares, Inc. (the "Registrant")
No. 2-42379
No. 811-2240
Dear Sir or Madam:
This letter is to certify that the forms of Prospectus and the Statement of
Additional Information that would have been filed under paragraph (b) or (c)
of Rule 497 under the Securities Act of 1933 by the above-referenced
Registrant would not have differed from that contained in the
most recent Post-Effective Amendment to the Registration Statement on
Form N-1A, which was filed pursuant to Rule 485(b) and transmitted
electronically via EDGAR on April 15, 1998.
Please contact me at the above number should you have any questions.
Sincerely,
Michelle A. Whalen
Senior Compliance Administrator
cc: Patricia Sloan
K:\WDATA\ADMIN\EDGAR\STRATTON\SMDS\497J-04.98
