UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. . . . .)*
Hancock Fabrics Incorporated
(Name of Issuer)
Common Stock
(Title of Class of Securities)
409900107
(Cusip Number)
March 13, 1998
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule
pursuant to which this Schedule is filed:
[ ] Rule 13d-1(b)
[X] Rule 13d-1(c)
[ ] Rule 13d-1(d)
* The remainder of this cover page shall be
filled out for a reporting person's initial filing on
this form with respect to the subject class of
securities, and for any subsequent amendment containing
information which would alter the disclosures provided
in a prior cover page.
The information required in the remainder of this
cover page shall not be deemed to be "filed" for the
purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of
that section of the Act but shall be subject to all
other provisions of the Act (however, see
the Notes).
<PAGE>
CUSIP No 409900107
_______________________________________________________
1) Names of Reporting Persons
I.R.S. Identification Nos. of Above Persons
(entities only)
Lincluden Management Limited
_______________________________________________________
2) Check the Appropriate Box if a Member of a
Group (See Instructions)
(a) [ ]
(b) [ ]
_______________________________________________________
3) SEC Use Only
_______________________________________________________
4) Citizenship or Place of Organization
Ontario, Canada
- -------------------------------------------------------
________________________________________
Number of (5) Sole Voting Power 518,000
Shares ________________________________________
Beneficially (6) Shared Voting Power 580,200
Owned by ________________________________________
Each Reporting- (7) Sole Dispositive Power 1,098,200
Person ________________________________________
With (8) Shared Dispositive Power 0
_______________________________________________________
9) Aggregate Amount Beneficially Owned by Each
Reporting Person
1,098,200
_______________________________________________________
10) Check if the Aggregate Amount in Row (9)
Excludes Certain Shares (See Instructions)
_______________________________________________________
11) Percent of Class Represented by Amount in Row 9
5.2%
_______________________________________________________
12) Type of Reporting Person (See Instructions)
CO
_______________________________________________________
<PAGE>
Item 1
(a) Name of Issuer:
Hancock Fabrics Incorporated
(b) Address of Issuer's Principal Executive
Offices:
3406 West Main Street
Tupelo, MS 38801-9412
Item 2
(a) Name of Person Filing:
Lincluden Management Limited
(b) Address of Principal Business Office or,
if none, Residence:
1275 North Service Road West
Suite 607
Oakville, Ontario, Canada L6M 3G4
(c) Citizenship:
Ontario, Canada
(d) Title of Class of Securities:
Common Stock
(e) CUSIP Number:
409900107
Item 3 If this statement is filed pursuant to sections
240.13d-1(b) or 240.13d-2(b) or (c), check whether the
person filing is a:
(a) [ ] Broker or dealer registered under
section 15 of the Act (15 U.S.C. 78o).
(b) [ ] Bank as defined in section 3(a)(6) of
the Act (15 U.S.C. 78c).
(c) [ ] Insurance company as defined in section
3(a)(19) of the Act (15 U.S.C. 78c).
(d) [ ] Investment company registered under
section 8 of the Investment Com-pany Act of
1940 (15 U.S.C. 80a-8).
(e) [ ] An investment adviser in accordance with
240.13d-1(b)(1)(ii)(E);
(f) [ ] An employee benefit plan or endowment
fund in accordance with
240.13d-1(b)(1)(ii)(F);
(g) [ ] A parent holding company or control
person in accordance with
240.13d-1(b)(1)(ii)(G);
(h) [ ] A savings association as defined in
Section 3(b) of the Federal Deposit Insurance
Act (12 U.S.C. 1813);
(i) [ ] A church plan that is excluded from the
definition of an investment company under
section 3(c)(14) of the Investment Company
Act of 1940 (15 U.S.C. 80a-3);
(j) [ ] Group, in accordance with 240.13d-
1(b)(1)(ii)(J).
If this statement is filed pursuant to 240.13d-1(c),
check this box [X].
<PAGE>
Item 4 Ownership.
Provide the following information regarding the
aggregate number and percentage of the class of
securities of the issuer identified in Item 1.
(a) Amount beneficially owned: 1,098,200
(b) Percent of class: 5.2%
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote
518,000
(ii) Shared power to vote or to direct the
vote 580,200
(iii)Sole power to dispose or to direct the
disposition of 1,098,200
(iv) Shared power to dispose or to direct the
disposition of 0
Item 5 Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the
fact that as of the date hereof the reporting person
has ceased to be the beneficial owner of more than five
percent of the class of securities, check the following
[ ].
Item 6 Ownership of More than Five Percent on Behalf
of Another Person.
Not applicable.
Item 7 Identification and Classification of the
Subsidiary Which Acquired the Security Being Reported
on By the Parent Holding Company.
Not applicable.
Item 8 Identification and Classification of Members of
the Group.
Not applicable.
Item 9 Notice of Dissolution of Group.
Not applicable.
<PAGE>
Item 10 Certifications.
(a) The following certification shall be included
if the statement is filed pursuant to Section 240.13d-
1(b):
By signing below I certify that, to the best of my
knowledge and belief, the securities referred to above
were acquired and are held in the ordinary course of
business and were not acquired and are not held for the
purpose of or with the effect of changing or
influencing the control of the issuer of the securities
and were not acquired and are not held in connection
with or as a participant in any transaction having that
purpose or effect.
Date:__________ ___________________________
(Signature)
____________________________
(Print Name)
(b) The following certification shall be included
if the statement is filed pursuant to Section 240.13d-
1(c):
By signing below I certify that, to the best of my
knowledge and belief, the securities referred to above
were not acquired and are not held for the purpose of
or with the effect of changing or influencing the
control of the issuer of the securities and were not
acquired and are not held in connection with or as a
participant in any transaction having that purpose or
effect.
Date: March 18, 1998 /s/ Bruce Monus
-------------------------
(Signature)
Bruce Monus
--------------------------
(Print Name)
