May 9, 1995
Securities and Exchange Commission
450 Fifth Street, NW
Washington, DC 20549
Re: Tri-Continental Corporation - File No. 33-58605
Dear Sir or Madam:
Pursuant to Rule 497(j) under the Securities Act of 1933, I hereby
certify that the form of Prospectus and Statement of Additional Information
filed electronically on April 14, 1995 with the Securities and Exchange
Commission as part of the Fund's Registration Statement is identical to that
which would have been filed pursuant to Rule 497(c). The Fund's Registration
Statement was declared effective on May 1, 1995.
Please do not hesitate to call me at (212)850-1368.
Very truly yours,
/s/ Frank J. Nasta
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Frank J. Nasta
Secretary
