U.S. Bancorp Fund Services, LLC

2020 East Financial Way, Suite 100

Glendora, CA 91741

November 4, 2010

VIA EDGAR TRANSMISSION

United States Securities and Exchange Commission

Division of Investment Management

100 F Street, N.E.

Washington, DC 20549

Re: Matrix Advisors Value Fund, Inc. (the “Company”)

File Nos.: 002-84222 and 811-03758

Dear Sir or Madam:

Pursuant to Rule 497(j) under the Securities Act of 1933, the Company hereby certifies that the forms of Prospectus and Statement of Additional Information that would have been filed under Rule 497(b) or (c) would not have differed from that contained in the most recent amendment dated October 30, 2010 and filed electronically as Post-Effective Amendment No. 34 to the Company’s Registration Statement on Form N-1A on October 29, 2010.

If you have any questions regarding the enclosed, please do not hesitate to contact the undersigned at (626) 914-7363.

Sincerely,

/s/Elaine E. Richards          

Elaine E. Richards, Esq.

for U.S. Bancorp Fund Services, LLC