January 4, 1993
Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street, N.W.
Washingotn, D.C. 20549
ATTN: Office of Filings, Information and Consumer Services
RE: Smith Barney Shearson Aggressive Growth Fund Inc.
File No. 811-3762, Accession Number: 0000053798-93-000388
Gentlemen:
Pusuant to Rule 497 (j) under the Securites Act of 1933, as amended,
please accept this letter as certification that the prospectus and statement
of additional information for the above-referenced fund does not differ from
that contained inPost-Effective Amendment No. 16 (the "Amendment") to the
fund's Registration Statement on Form N-1A. This Amendment was filed
electronically on December 29, 1993.
Any comments on this filing should be directed to James B. O'Connell,
Senior Legal Product Manager, at (617) 248-6308.
Please return an electronic transmittal as evidence of your receipt of
this filing.
Very truly yours,
/s/ Lee D. Augsburger
Lee D. Augsburger
Vice President and
Associate General Counsel
funds\grow\497j.doc
