March 29, 1996
Re:Prospectus Supplement for The Hanover
Funds, Inc. (File Nos. 33-24753, 811-5668)
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Attention: Filing Desk
Ladies and Gentlemen:
On behalf of The Hanover Funds, Inc. (the "Company"),in lieu
of filing, pursuant to Rule 497(c) under the Securities Act of 1933,
as amended (the "1933 Act"), the prospectus, dated the date hereof,
relating to shares of each of The 100% U.S. Treasury Securities Money
Market Fund, The U.S. Treasury Money Market Fund, The Government
Money Market Fund, The Cash Management Fund, The Tax Free Money
Market Fund and The New York Tax Free Money Market Fund and the
Company's Statement of Additional Information, dated the date hereof,
we hereby certify that the form of prospectus and statement of
additional information which would be required to be filed under
Rule 497(c) does not differ from that contained in the Company's
most recent amendment to its Registration Statement on Form N-1A,
which has been filed electronically on the date hereof.
In addition, on behalf of the Company, we submit for filing,
pursuant to Rule 497(e) under the 1933 Act, by direct transmission via the
Securities and Exchange Commission's EDGAR system, a supplement dated March
29, 1996 to the Company's prospectus dated the date hereof. No filing fee
is enclosed, as none is required.
Any questions or communications concerning the enclosed should be
directed to Robert M. Kaner, Esq. at (212) 455-3275.
Very truly yours,
/s/ Simpson Thacher & Bartlett
SIMPSON THACHER & BARTLETT
Enclosure
