DEVCAP TRUST
497J, 2000-02-22
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                              MAYER, BROWN & PLATT
                                 1675 BROADWAY
                         NEW YORK, NEW YORK 10019-5820



        BETH KRAMER                                               MAIN TELEPHONE
Direct Dial (212) 506-2670                                         212-506-2500
Direct Fax (212) 849-5670                                            MAIN FAX
[email protected]                                             212-262-1910



                                February 22, 2000


Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C.  20549
Attention: Filing Desk

                  Re:  DEVCAP Trust - DEVCAP Shared Return Fund
                       Securities Act Registration No. 33-94668
                       Investment Company Registration No. 811-9070

Dear Sir or Madam:

         Pursuant to Rule 497(j) of  Regulation  C under the  Securities  Act of
1933,  as amended (the "1933 Act"),  on behalf of DEVCAP Trust (the "Trust") and
DEVCAP  Shared Return Fund (the  "Fund"),  we transmit  this letter  herewith to
certify that the prospectus and statement of additional  information  that would
have been  filed  pursuant  to Rule  497(c)  under the 1933 Act,  would not have
differed from that contained in  Post-Effective  Amendment No. 8 to Registrant's
registration  statement  on Form  N-1A,  Amendment  No. 10 under the  Investment
Company Act of 1940,  filed with the Commission  electronically  on February 18,
2000.

         Please contact Michael G. Palek at (202) 263-3239 or the undersigned at
the above-referenced number with any questions or comments.

                                                     Very truly yours,



                                                     Beth R. Kramer

cc:  John M. Ganley (w. encl.)
     Joseph N. St. Clair (w. encl.)


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