SMITH BARNEY SHEARSON EQUITY FUNDS, 497J, 1994-06-06

SMITH BARNEY SHEARSON EQUITY FUNDS
497J, 1994-06-06

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June 6, 1994

Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549

Re:  Smith Barney Shearson Equity Funds
     Registration Statement on Form N-14
     Securities Act File No. 33-53305


Ladies and Gentlemen:


This certification is made pursuant to Rule 497(j) under the Securities Act of
1933.  The undersigned hereby certifies that the form of prospectus that would
have been filed under Rule 497(b) would not have differed from that contained
in Pre-Effective Amendment No. 1 to the Registration Statement on Form N-14,
and the text of such amendment was filed electronically with the Securities
and Exchange Commission on June 2, 1994.


                         Very truly yours,

                         SMITH BARNEY SHEARSON EQUITY FUNDS


                         By:/s/ RICHARD P. ROELOFS
                              Richard P. Roelofs
                              Executive Vice President