COLLEGE RETIREMENT EQUITIES FUND
730 Third Avenue
New York, New York 10017-3206
May 4, 1998
Securities and Exchange Commission
450 Fifth Avenue, N.W.
Washington, D.C. 20549
Re: College Retirement Equities Fund
(File No. 33-480)
Rule 497(j) Certification
Dear Commissioners:
In lieu of filing with the Commission its definitive
Prospectus and Statement of Additional Information dated May 1,
1998, as otherwise required by Rule 497(c) under the Securities
Act of 1993, College Retirement Equities Fund hereby certifies
that:
(1) the form of Prospectus and Statement of Additional
Information that would have been filed under Rule
497(c) would not have differed from that contained
in Post-Effective Amendment No. 29 to its
Registration Statement on Form N-3 ("Amendment No.
29"), as filed with the Commission on April 24,
1998; and
(2) the text of Amendment No. 29 has been filed with
the Commission electronically.
Sincerely,
Peter C. Clapman
Senior Vice President and Chief
Counsel, Investments
