NATIONAL MUNICIPAL TRUST SERIES 128, 497J, 1994-01-05

NATIONAL MUNICIPAL TRUST SERIES 128
497J, 1994-01-05

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                                              Rule 497(j)
                                              Reg. No. 33-36168

Pursuant to Rule 497(j) promulgated under the Securities Act of
1933, the Registrant, National Municipal Trust, Series 128 and
Multistate Series 31 hereby certifies as follows:

1)   the form of prospectus that would have been filed under
     paragraph (b) of Rule 497 does not differ from that con-
     tained in the most recent amendment to the registration
     statement, and

2)   the text of the said amendment to the registration state-   
     ment has been filed electronically.

                                  NATIONAL MUNICIPAL TRUST
                                  SERIES 128
                                  MULTISTATE SERIES 31
                                  (Registrant)
                                  

    
                                  By:  Prudential Securities
                                       Incorporated

                                                                
                                                                 

                                       Richard R. Hoffmann
                                       Richard R. Hoffmann
                                       First Vice President
                                       Authorized Signatory

Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D. C.  20549