BNY HAMILTON FUNDS INC
24F-2NT, 1997-02-26
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                     U.S. SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                   FORM 24F-2
                        Annual Notice of Securities Sold
                             Pursuant to Rule 24f-2

             Read instructions at end of Form before preparing Form.
                              Please print or type.

1.  Name and address of issuer:
    BNY Hamilton Funds, Inc.
    3435 Stelzer Road
    Columbus, OH  43219

2.  Name of each series or class of funds for which this notice is filed:
    BNY Hamilton Equity Income Fund
    BNY Hamilton Intermediate Government Fund
    BNY Hamilton Intermediate New York Tax Exempt Fund
    BNY Hamilton Money Fund Hamilton Shares
    BNY Hamilton Money Fund Hamilton Premier Shares
    BNY Hamilton Money Fund Hamilton Classic Shares

3.  Investment Company Act File Number: 811-6654
    Securities Act File Number: 33-47703

4.  Last day of fiscal year for which this notice is filed:
    December 31, 1996

5.  Check box if this notice is being filed more than 180 days after the close
    of the issuer's fiscal year for purposes of reporting securities sold after
    the close of the fiscal year but before termination of the issuer's 24f-2
    declaration:
    [ ]

6.  Date of termination of issuer's declaration under rule 24f-2(a)(1), if
    applicable (see instruction A.6):

7.  Number and amount of securities of the same class or series which had been
    registered under the Securities Act of 1933 other than pursuant to rule
    24f-2 in a prior fiscal year, but which remained unsold at the beginning of
    the fiscal year:
    0 (zero) Shares

8.  Number and amount of securities registered during the fiscal year other than
    pursuant to rule 24f-2:
    0 (zero) Shares

9.  Number and aggregate sale price of securities sold during the fiscal year:

                                                  Shares            Dollars
                                              -------------     ---------------
    BNY Hamilton Equity Income Fund               3,366,850     $    45,850,655
    BNY Hamilton Intermediate Government Fund     2,285,237          22,217,396
    BNY Hamilton Intermediate New York Tax
     Exempt Fund                                    607,912           6,200,028
    BNY Hamilton Money Fund Hamilton Shares   2,408,255,035       2,408,255,035
    BNY Hamilton Money Fund Hamilton Premier
     Shares                                   4,388,644,318       4,388,644,318
    BNY Hamilton Money Fund Hamilton Classic
     Shares                                      28,058,002          28,058,002
                                              -------------      --------------
        Total                                 6,831,217,354      $6,899,225,434

<PAGE>
10. Number and aggregate sale price of securities sold during the fiscal year
    in reliance upon registration pursuant to rule 24f-2:

                                                  Shares            Dollars
                                              -------------     ---------------
    BNY Hamilton Equity Income Fund               3,366,850     $    45,850,655
    BNY Hamilton Intermediate Government Fund     2,285,237          22,217,396
    BNY Hamilton Intermediate New York Tax
     Exempt Fund                                    607,912           6,200,028
    BNY Hamilton Money Fund Hamilton Shares   2,408,255,035       2,408,255,035
    BNY Hamilton Money Fund Hamilton Premier
     Shares                                   4,388,644,318       4,388,644,318
    BNY Hamilton Money Fund Hamilton Classic
     Shares                                      28,058,002          28,058,002
                                              -------------      --------------
        Total                                 6,831,217,354      $6,899,225,434

11. Number and aggregate sale price of securities issued during the fiscal year
    in connection with dividend reinvestment plans, if applicable (see
    instruction B.7):
                                                          Shares      Dollars
                                                        ----------  -----------
    BNY Hamilton Equity Income Fund                      1,107,533  $15,622,755
    BNY Hamilton Intermediate Government Fund              250,971    2,429,127
    BNY Hamilton Intermediate New York Tax Exempt Fund      48,215      493,674
    BNY Hamilton Money Fund Hamilton Shares              4,380,461    4,380,461
    BNY Hamilton Money Fund Hamilton Premier Shares     11,294,784   11,294,784
    BNY Hamilton Money Fund Hamilton Classic Shares        599,324      599,324
                                                        ----------  -----------
        Total                                           17,681,288  $34,820,125

12. Calculation of registration fee:
    (i)   Aggregate sale price of securities sold during the
          fiscal year in reliance on rule 24f-2 (from Item 10):  $6,899,225,434
    (ii)  Aggregate price of shares issued in connection with
          dividend reinvestment plans (from Item 11, if
          applicable):                                           +   34,820,125
    (iii) Aggregate price of shares redeemed or repurchased
          during the fiscal year (if applicable):                -6,763,701,605
    (iv)  Aggregate price of shares redeemed or repurchased and
          previously applied as a reduction to filing fees
          pursuant to rule 24e-2 (if applicable):                +            0
                                                                 --------------
    (v)   Net aggregate price of securities sold and issued
          during the fiscal year in reliance on rule 24f-2
          [line (i), plus line (ii), less line (iii), plus
          line (iv)] (if applicable):                               170,343,954
                                                                 --------------
    (vi)  Multiplier prescribed by Section 6(b) of the
          Securities Act of 1933 or other applicable law or
          regulation (see Instruction C.6):                      x       1/3300
                                                                 --------------
    (vii) Fee due [line (i) or line (v) multiplied by
          line (vi)]:                                            $    51,619.38
                                                                 ==============
    Instruction: Issuers should complete lines (ii), (iii), (iv), and (v) only
                 if the form is being filed within 60 days after the close of
                 the issuer's fiscal year. See Instruction C.3.

13. Check box if fees are being remitted to the Commission's lockbox depository
    as described in section 3a of the Commission's Rules of Informal and Other
    Procedures (17 CFR 202.3a).
    [X]
    Date of mailing or wire transfer of filing fees to the Commission's lockbox
    depository:
    February 24, 1997

                                   SIGNATURES

This report has been signed below by the following persons on behalf of the
issuer and in the capacities and on the dates indicated.

By (Signature and Title)*   /s/ Martin R. Dean
                            Martin R. Dean, Assistant Treasurer

Date February 24, 1997

  *Please print the name and title of the signing officer below the signature.



<PAGE>
                              SULLIVAN & CROMWELL
                                125 Broad Street
                            New York, NY 10004-2498

                                                     February 24, 1997

BNY Hamilton Funds, Inc.,
 125 West 55th Street,
  New York, New York  10019.

Dear Sirs:

     You have requested our opinion in connection with the notice which you
propose to file pursuant to Rule 24f-2 under the Investment Company Act of 1940
with respect to your Common Stock, $.001 par value (the "Shares"), as follows:
2,412,635,496 shares of Common Stock of your BNY Hamilton Money Fund Hamilton
Shares (the "Money Fund Hamilton Shares"); 4,399,939,102 shares of Common Stock
of your BNY Hamilton Money Fund Hamilton Premier Shares (the "Money Fund Premier
Shares"); 28,657,326 shares of Common Stock of your BNY Hamilton Money Fund
Hamilton Classic Shares (the "Money Fund Classic Shares"); 2,536,208 shares of
Common Stock of your BNY Hamilton Intermediate Government Fund (the "Government
Shares"); 656,127 shares of Common Stock of your BNY Hamilton Intermediate New
York Tax-Exempt Fund (the "New York Shares"); and 4,474,383 shares of Common
Stock of your BNY Hamilton Equity Income Fund (the "Equity Shares").

<PAGE>
BNY Hamilton Funds, Inc.                                                     -2-

     As your counsel, we are familiar with your organization and corporate
status and the validity of your Common Stock.

     We advise you that, in our opinion, the Money Fund Hamilton Shares, the
Money Fund Premier Shares, the Money Fund Classic Shares, the Government Shares,
the New York Shares, and the Equity Shares are legally and validly issued, fully
paid and nonassessable.

     The foregoing opinion is limited to the General Corporation Law of the
State of Maryland, and we are expressing no opinion as to the effect of the laws
of any other jurisdiction.

     We consent to the filing of this opinion with the Securities and Exchange
Commission in connection with the notice referred to above. In giving such
consent, we do not thereby admit that we come within the category of persons
whose consent is required under Section 7 of the Securities Act of 1933.

                                       Very truly yours,

                                       /s/ Sullivan & Cromwell
                                       -----------------------
                                       SULLIVAN & CROMWELL


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