CARTER LEDYARD & MILBURN
2 Wall Street
New York, New York 10005
(212)732-3200
October 6, 2000
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: PaineWebber Pathfinders Trust,
Treasury and Growth Stock Series 21
File #333-22641
Rule 497J Filing
Dear Sir/Madam:
On behalf of the Registrant, the undersigned
certifies that the form of Prospectus that
would have been filed under Section 497(b)
would not have differed from that contained
in the text of the Registrant's most recent
registration statement that was filed
electronically via EDGAR with the Securities
and Exchange Commission on October 6, 2000.
Very truly yours,
/s/ Kathleen H. Moriarty, Esq.
Kathleen H. Moriarty, Esq.
cc: Patricia Mengiste
