<PAGE>
DECHERT PRICE & RHOADS
1500 K STREET, N.W.
WASHINGTON, D.C. 20005
(202) 626-3300
August 5, 1996
VIA ELECTRONIC TRANSMISSION
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Rea-Graham Funds, Inc.
File Nos. 2-76762 and 811-3434
Dear Sirs:
Pursuant to Rule 497(j) under the Securities Act of 1933, we hereby certify
on behalf of Rea-Graham Funds, Inc. (the "Company"), that the form of Prospectus
and Statement of Additional Information for the Company's separate investment
series, Rea-Graham Balanced Fund, that would have been filed under Rule 497(c),
does not differ from those contained in Post-Effective Amendment No. 19 which
was filed on July 31, 1996. The text of Post-Effective Amendment No. 19 was
filed electronically.
Please do not hesitate to contact the undersigned at (202) 626-3364 if you
have any questions concerning this certification.
Very truly yours,
/s/ Patrick W.D. Turley
Patrick W.D. Turley