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March 6, 1997
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Prudential Structured Maturity Fund, Inc.
(File No. 33-22363)
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Ladies and Gentlemen:
Pursuant to subparagraph (j) of Rule 497 under the Securities Act of 1933
(the "1933 Act"), the Fund hereby certifies (i) that its Prospectus that would
have been filed pursuant to Rule 497 (c) would not have differed from the
Prospectus contained in Post-Effective Amendment No. 15 and (ii) that the text
of Post-Effective Amendment No. 15 was filed electronically on March 3, 1997.
By:/s/ Deborah A. Docs
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Deborah A. Docs
Assistant Secretary
