June 3, 1997
Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street, N.W.
Washington, D.C. 20549
ATTN.: Office of Filings, Information and Consumer Services
RE: Smith Barney Equity Funds (the "Fund")
File No. 033-02627, Accession Number: 0000091155-97-000258
Gentlemen:
Pursuant to Rule 497(j) under the Securities Act of 1933, as
amended, please accept this letter as certification that the prospectus
and statement of additional information of each of the Fund's do not
differ from that contained in Post-Effective Amendment No. 41 (the
"Amendment") to the Fund's Registration Statement on Form N-1A. This
Amendment was filed electronically on May 29, 1997.
Any comments on this filing should be directed to the undersigned
at (212) 816-6393. Please return an electronic transmittal as evidence
of your receipt of this filing.
Very truly yours,
SMITH BARNEY EQUITY FUNDS
/s/ Robert A. Vegliante
Robert A. Vegliante
Deputy General Counsel
