May 7, 1998
Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street, N.W.
Washington, D.C. 20549
Attention: Filings - Rule 497(j)
Re: Dreyfus Appreciation Fund, Inc.
CIK No. 0000318478
1940 Act File No. 811-3081
Registration Statement File No. 2-68671
Dear Sir/Madam:
Pursuant to Rule 497(j) under the Securities Act of 1933, please be
advised that there are no changes to the Prospectus and Statement of
Additional Information contained in Post-Effective Amendment No. 31 to the
Fund's Registration Statement on Form N-1A filed pursuant to Rule 485(b) with
the Securities and Exchange Commission on April 22, 1998.
Please address any comments or questions to the undersigned at (212) 922-
6785.
Very truly yours,
Lawrence T. Shepps
LTS:kwm
Enclosure
cc: J. Farragher
Stroock & Stroock & Lavan
Ernst & Young LLP
