April 6, 1999
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, DC 20549
RE: Value Equity Trust: Scudder Select 500 Fund and Scudder Select 1000 Growth
Fund, each a series of Value Equity Trust (the "Trust") (Reg. No. 2-78724)
(811-1444) Post Effective Amendment No. 33 to Registration Statement on
Form N-1A
Ladies and Gentlemen:
Pursuant to Rule 497(j) under the Securities Act of 1933, as amended,
the Trust hereby certifies that the forms of Prospectus and Statement of
Additional Information that would have been filed on behalf of the Trust
pursuant to Rule 497(c) upon the effectiveness of Post-Effective Amendment No.
33 to the Trust's Registration Statement on Form N-1A (the "Amendment") do not
differ from that contained in the Amendment, which is the most recent amendment
to such Registration Statement and was filed electronically on March 30, 1999.
Comments or questions concerning this certificate may be directed to
Lauren Giudice at (617) 295-2560.
Very truly yours,
/s/Dennis P. Gallagher
-----------------------
Dennis P. Gallagher, Esq.
Mutual Fund Administration
cc: Allison First, Esq., Dechert Price & Rhoads
