[Letterhead]
May 5, 1999
Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street, N.W.
Washington, DC 20549
Attn: Office of Filings, Information and Consumer Services
Re: Eclipse Financial Asset Trust (the "Trust")
File Nos. 33-8865 and 811-4847
Dear Sir or Madam:
Pursuant to Rule 497(j) under the Securities Act of 1933, as amended, please
accept this letter as certification (1) that the prospectus and statement of
additional information for the above-referenced Trust do not differ from those
contained in Post-Effective Amendment No. 19 (the "Amendment") to the Trust's
Registration Statement on Form N-1A and (2) that the Amendment was filed
electronically on April 30, 1998 as Accession No. 0000945621-99-000136.
If you have any questions regarding this certification, please call me at
212.696.4130.
Very truly yours,
/s/ Sigrid A. Hess
Sigrid A. Hess
Executive Vice President and Secretary
