Exhibit to Accompany
Item 77J
Form N-SAR
Wasatch Funds, Inc.
(the "Funds")



In accordance to the provisions of Statement of
Position 93 - 2 (SOP 93 - 2) "Determination,
Disclosure and Financial Statement Presentation of
Income, Capital Gain and Return of Capital
Distributions by Investment Companies," the
Funds are required to report the accumulated net
investment income (loss) and accumulated net capital
gain (loss) accounts to approximate amounts available
for future distributions on a tax basis (or to offset
future realized capital gains).  Accordingly,
reclassifications were recorded to increase
(decrease)paid-in-capital in excess of par by
$4,896,907, $(26,493), $11,937,191, $6,453,598,
$567,110, $10,117,266 and $0, increase undistributed
net investment income by $935,946, $99,356,
$3,130,427, $4,748,358, $872,789, $4,952,765 and $0
and decrease undistributed net realized gain on
investments by $5,832,853, $72,863, $15,067,618,
$11,201,956, $1,439,899, $15,070,031 and $0 for the
Ultra Growth, Global Technology, Small Cap Growth,
Core Growth, Small Cap Value, Micro Cap and U.S.
Treasury Funds, respectively, for the fiscal year
ended September 30, 2001.

The reclassification has no impact on the net asset
value of the Fund and is designed to present the
Funds' capital accounts on a tax basis.