Midas U.S. and Overseas Fund Ltd.
11 Hanover Square, 12th Floor
New York, NY 10005
June 1, 2000
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Midas U.S. and Overseas Fund Ltd. (the "Fund")
Registration File No. 33-6898; 811-4741
Final Prospectus and Statement of Additional Information
Ladies and Gentlemen:
Pusuant to Rule 497(j) under the Securities Act of 1933, as amended, the
undersigned hereby certifies on behalf of the Fund that:
(1) The form of Prospectus and Statement of Additional Information that
would have been filed under paragraph (c) of Rule 497 would not have differed
from that contained in Post-Effective Amendment No. 26 to the Fund's
Registration Statement, and
(2) The text of Post-Effective Amendment No. 26 to the Fund's Registration
Statement has been filed electronically.
Very truly yours,
Midas U.S. and Overseas Fund Ltd.
By: /s/ Thomas B. Winmill
President
