1933 Act
Rule 497(j)
May 6, 1996
VIA EDGAR
- ---------
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
RE: Phoenix Total Return Fund, Inc.
Registration No. 33-9069
To the Commission Staff:
In accordance with Rule 497(j) of the Securities Act of 1933, as amended,
the undersigned certifies that the form of Prospectus and Statement of
Additional Information that would have been filed under Rule 497(c) did not
differ from that contained in the most recent registration statement for such
registrant, filed electronically on Form N-1A pursuant to Rule 485(b) on May 1,
1996.
Very truly yours,
PHOENIX HOME LIFE MUTUAL INSURANCE
COMPANY
/S/ Richard J. Wirth
Richard J. Wirth, Counsel
funds\2173
