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SEWARD & KISSEL
One Battery Park Plaza
New York, N.Y. 10004
Telephone: (212) 574-1200
Facsimile: (212) 480-8421
Writer's Direct Dial Number
(212) 574-1225
February 6, 1998
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Fiduciary Management Associates
File Nos. 2-33889 and 811-01897
Dear Sirs:
This letter is filed pursuant to Rule 497(j) under the
Securities Act of 1933 and is certification that the Prospectus
and Statement of Additional Information with respect to the above
referenced fund does not differ from those filed in the most
recent post-effective amendment, the text of which was filed
electronically.
Very truly yours,
/s/ Dominick H. Answini
00250061.AI9