SPECTRA FUND INC
497J, 1996-05-13
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                                  Spectra Fund

                   REGISTRATION FUND NOS. 33-98102, 811-05550
                   -----------------------------------------


                     CERTIFICATION PURSUANT TO RULE 497(j)

     Pursuant to paragraph (j) of Rule 497 (the "Rule") under the Securities Act
of 1933, the captioned registrant hereby certifies, in lieu of filing under
paragraph (c) of the Rule, that the form of prospectus and Statement of
Additional Information that would have been filed under paragraph (c) would not
have differed from that contained in the registrant's most recent amendment to
its registraion statement, Post-Effective Amendment No. 1.


                                  SPECTRA FUND

                                           By: /s/ Mary Marsden-Cochran
                                               -------------------------------
                                               Mary Marsden-Cochran, Secretary

                                               Date: 5/13/96





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