RULE 497(J) CERTIFICATION
Date: January 28, 1998
Pursuant to Rule 497(j) under the Securities Act of 1933, as amended
(the "1933 Act"), First Funds (the "Trust"), on behalf of each of its
outstanding series (the "Portfolios"), hereby certifies that:
(1) the forms of Prospectuses and Statements of Additional Information
relating to the Portfolios that would have been filed pursuant to
Rule 497(b) or (c) under the 1933 Act would not have differed from
those contained in Post-Effective Amendment No. 13 to the Trust's
Registration Statement on Form N-1A, constituting the most recent
amendment to the Trust's Registration Statement pertaining to the
Portfolios; and
(2) the text of Post-Effective Amendment No. 13 to the Trust's
Registration Statement on Form N-1A was filed electronically with
the Securities and Exchange Commission on October 27, 1997.
FIRST FUNDS
By: /S/ JAMES V. HYATT
Title: James V. Hyatt, Secretary