497J 1 c45911_497j.htm
Teachers Insurance and Annuity Association of America    Rachael M. Zufall 
College Retirement and Equities Fund    Senior Counsel 
8500 Andrew Carnegie Boulevard    rzufall@tiaa-cref.org 
Charlotte, NC 28262    704.988.4446 (tel) 
    704.595.0946 (fax) 

January 22, 2007

VIA EDGAR TRANSMISSION

U.S. Securities and Exchange Commission
100 F Street, NE
Washington, D.C. 20549

Re:    Rule 497(j) Filing for TIAA-CREF Institutional 
    Mutual Funds (the “Funds”) 

Commissioners:

      In accordance with the provisions of Rule 497(j) under the Securities Act of 1933 (the “Securities Act”), this letter serves as certification that: (i) the form of prospectus and Statement of Additional Information (SAI) that the Funds would have filed under Rule 497(c) under the Securities Act would not have differed from the prospectus and SAI contained in Post-Effective Amendment No. 20 to the Funds’ Registration Statement on Form N-1A (File No. 333-76651); and (ii) the text of this amendment was filed electronically via EDGAR on January 17, 2007.

      Additionally, in accordance with the provisions of Rule 497(j) under the Securities Act, this letter serves as certification that: (i) the form of proxy statement/prospectus and SAI that the Funds would have filed under Rule 497(b) under the Securities Act would not have differed from the proxy statement/prospectus and SAI contained in Post-Effective Amendment No. 1 to the Funds’ Registration Statement on Form N-14 (File No. 333-133458); and (ii) the text of this amendment was filed electronically via EDGAR on January 18, 2007.

      Please contact the undersigned at the number listed above, if you have any questions or comments regarding this letter.

 
Sincerely, 
 
 
 
/s/
Rachael M. Zufall 
   
Rachael M. Zufall