LAW OFFICES                                         BALTIMORE, MD
  BALLARD SPAHR ANDREWS & INGERSOLL                              CAMDEN, NJ
   1735 MARKET STREET, 51st FLOOR                                DENVER, CO
PHILADELPHIA, PENNSYLVANIA 19103-7599                          HARRISBURG, PA
           215-665-8500                                       SALT LAKE CITY, UT
        FAX: 215-884-8999                                      WASHINGTON, DC
     LAWYERS@BALLARDSPAHR.COM

Donna D. Bryen
Direct Dial: (215)864-8662



                                       June 13, 1996


VIA EDGAR
- ---------


Securities and Exchange
  Commission
450 Fifth Street, N.W.
Judiciary Plaza
Washington, DC 20549

          Re:  The RBB Fund, Inc. on behalf of the
               ni Micro Cap Fund, ni Growth Fund and
               ni Growth & Value Fund pursuant to Rule
               497(j) of the Securities Act of 1933.
               Securities Act No.:  33-20827
               Investment Company Act No.:  811-5518
               Cik No.:  831114
               ------------------------------------------

Dear Sir/Madam:

          On behalf of The RBB Fund, Inc. (the "Fund"), we hereby certify 
pursuant to Rule 497(j) of the Securities Act of 1933 that the form of 
Prospectus and Statement of Additional Information for the ni Micro Cap Fund, ni
Growth Fund and ni Growth & Value Fund that would have been filed under 
paragraph (c) of this section does not differ from that text contained in the 
most recent Post-Effective Amendment No. 36 to Registration Statement on Form 
N-1A as filed electronically on May 31, 1996.

                                   Very truly yours,

                                   /s/ Donna D. Bryen

                                   Donna D. Bryen
                                   Legal Assistant
DDB/rm
cc:  Rene Romain, Esq.
     Michael D. Mabry, Esq.