WPG GROWTH AND INCOME FUND
One New York Plaza
New York, New York 10004
May 5, 1998
VIA ELECTRONIC TRANSMISSION
Securities and Exchange Commission
File Desk
Judiciary Plaza
450 Fifth Street, N.W.
Washington, D.C. 20549
RE: WPG GROWTH AND INCOME FUND (THE "TRUST")
(FILE NOS. 2-64715; 811-1447)
---------------------------------------
Ladies and Gentlemen:
The Trust hereby certifies pursuant to paragraph (j) of Rule 497 under
the Securities Act of 1933 that the prospectus and statement of additional
information relating to shares of beneficial interest of the Trust that would
have been filed under paragraph (c) of Rule 497 do not differ from those
contained in Post-Effective Amendment No. 25 to the Trust's Registration
Statement on Form N-1A, which was filed electronically with the Commission of
April 30, 1998.
If you have any questions or comments concerning this filing, please
contact Leonard A. Pierce, Esq., counsel to the Trust, at (617) 526-6440
(collect).
Very truly yours,
/s/ Joseph J. Reardon
Joseph J. Reardon
