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STONE BRIDGE FUNDS, INC.
Two Portland Square
Portland, Maine 04101
November 6, 1996
VIA EDGAR
Securities and Exchange Commission
Office of Document Control
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Stone Bridge Funds, Inc. ("Registrant")
File Nos. 33-46268; 811-6585
CIK: 0000884777
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Ladies and Gentlemen:
Pursuant to Rule 497(j) under the Securities Act of 1933 (the "1933 Act"), the
undersigned hereby certifies that the form of prospectuses and statements of
additional information relating to each series of the Registrant that would have
been filed under paragraph (c) of Rule 497 under the 1933 Act, would not have
differed from that contained in the most recent amendment to the Registrant's
registration statement. This further certifies that the text of such
registration statement amendment, dated November 1, 1996, was filed with the
Commission via EDGAR on October 31, 1996 (accession no.: 0000912057-96-024251).
Sincerely,
Stone Bridge Funds, Inc.
By: /s/ John Y. Keffer
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John Y. Keffer, Chairman
and President
cc: Aviva Grossman
Kramer, Levin, Naftalis & Frankel
