497

500 E. Swedesford Road, Suite 104 Wayne, PA 19087 610.687.5320 www.cipperman.com

January 7, 2013

VIA EDGAR TRANSMISSION

Securities and Exchange Commission

100 F. Street, N.E.

Washington, D.C.  20549

Re: Cheswold Lane Funds

Registration Nos. 333-133392; 811-21891

CIK Number: 0001359318

Dear Sir or Madam:

Pursuant to Rule 497(c) under the Securities Act of 1933, as amended, please find the XBRL-coded version of prospectus disclosure for the above-referenced Registrant as it pertains to the Cheswold Lane Fund’s Prospectus. The attached XBRL-coded Prospectus disclosure is based on the disclosure found in the Trust’s Prospectus Supplement dated December 31, 2012 (to the Prospectus dated April 30, 2012)

If you have any questions regarding this letter, please do not hesitate to contact me at 484-588-2115.

Very truly yours,

/s/ Gino Malaspina, Esq.

XML

Label

Element

Value

Risk/Return:

rr_RiskReturnAbstract

Document Type

dei_DocumentType

Other

Period End Date

dei_DocumentPeriodEndDate

Dec. 31, 2011

Registrant Name

dei_EntityRegistrantName

Cheswold Lane Funds

CIK

dei_EntityCentralIndexKey

0001359318

Amendment

dei_AmendmentFlag

false

Creation Date

dei_DocumentCreationDate

Dec. 31, 2012

Effective Date

dei_DocumentEffectiveDate

Dec. 31, 2012

Prospectus Date

rr_ProspectusDate

Apr. 30, 2012

Cheswold Lane International High Dividend Fund

Risk/Return:

rr_RiskReturnAbstract

Risk/Return

rr_RiskReturnHeading

Summary Section

CHESWOLD LANE INTERNATIONAL HIGH DIVIDEND FUND

Investment objective:

rr_ObjectiveHeading

INVESTMENT OBJECTIVE

Investment objective

rr_ObjectivePrimaryTextBlock

The Cheswold Lane International High Dividend Fund (the “Fund”) seeks long-term growth of capital and income.

Fees and expenses of the fund:

rr_ExpenseHeading

FUND FEE AND EXPENSES

Fees and expenses of the fund, narrative

rr_ExpenseNarrativeTextBlock

These tables describe the fees and expense that you may pay if you buy and hold shares of the Fund.

Shareholder fees, caption

rr_ShareholderFeesCaption

Shareholder Fees (fees paid directly from your investment)

Annual fund operating expenses, heading

rr_OperatingExpensesCaption

Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)

Date Of Termination

rr_FeeWaiverOrReimbursementOverAssetsDateOfTermination

2014-04-30

Portfolio turnover, heading

rr_PortfolioTurnoverHeading

PORTFOLIO TURNOVER

Portfolio turnover, narrative

rr_PortfolioTurnoverTextBlock

The fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the previous expense example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 52.2%.

Portfolio Turnover Rate

rr_PortfolioTurnoverRate

52.20%

Expenses Restated to Reflect Current

rr_ExpensesRestatedToReflectCurrent

The total annual fund operating expenses have been restated to reflect the expected amount for the Fund’s fiscal year ended December 31, 2012.

Example, heading

rr_ExpenseExampleHeading

EXAMPLE

Expense Example, Narrative

rr_ExpenseExampleNarrativeTextBlock

The following example is intended to help you compare the cost of investing in the Fund to the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the Fund and then redeem all of your shares at the end of those periods. The example also assumes that your investment has an annual 5% return over the time shown and operating expenses remain the same (giving effect to the expense reimbursement only in Year 1). Although your actual expenses may be higher or lower, based on these assumptions your cumulative estimated expenses would be:

Strategy, Heading

rr_StrategyHeading

PRINCIPAL INVESTMENT STRATEGIES

Strategy, Narrative

rr_StrategyNarrativeTextBlock

Under normal circumstances, the Fund invests at least 80% of its net assets, plus any borrowings for investment purposes (the “80% policy”), in dividend paying equity securities (including common, convertible and preferred stocks) of companies located in developed markets outside of the United States. The Fund invests in a diversified portfolio of medium-to-large, well-established companies based on the standards of the applicable country’s stock market. The Fund generally invests in companies with market capitalizations in excess of U.S. $1.5 billion. The Adviser follows a value style of investing.

Risk, Heading

rr_RiskHeading

PRIMARY RISKS

Risk, Narrative

rr_RiskNarrativeTextBlock

Investing in any mutual fund involves risk, including the risk that you may lose part or all of the money that you invest. Over time, the value of your investment in the Fund will increase and decrease according to changes in the value of the stocks in the Fund’s portfolio. The Fund’s performance could be hurt by:

Stock Market and Foreign Investment Risk, which is the chance that stock prices overall, will decline. Stock markets tend to move in cycles, with periods of rising prices and periods of falling prices. Because the Fund invests in foreign stocks, it is affected by risks not typically associated with U.S. stocks. These risks include political and economic instability and different accounting and regulatory standards, as well as reduced liquidity and transparency compared to U.S. markets.

Investment Style Risk, which is the chance that foreign large and mid capitalization value stocks, especially dividend paying stocks, trail the returns of the overall stock market. The Fund’s investments in mid capitalization companies may also increase the volatility of its portfolio because such companies often have narrower markets and limited managerial and financial resources compared to those of larger, more established companies.

Currency Risk, which is the chance that the value of a foreign investment, measured in U.S. dollars, will decrease because of unfavorable changes in currency exchange rates.

Manager Risk, which is the chance that poor security selection or focus on securities in a particular sector, country, region, category, or group of companies will cause the Fund to underperform relevant benchmarks or other funds with a similar investment objective.

May Lose Money

rr_RiskLoseMoney

Investing in any mutual fund involves risk, including the risk that you may lose part or all of the money that you invest.

Bar Chart and Performance Table, Heading

rr_BarChartAndPerformanceTableHeading

PERFORMANCE INFORMATION

Performance, Narrative

rr_PerformanceNarrativeTextBlock

The return information provided in the bar chart and tables below provides some indication of the risks of investing in the Fund by showing how the Fund’s average annual returns compare with returns of a broad measure of market performance. The Fund commenced operations on June 29, 2006. Please keep in mind that the Fund’s past performance (before and after taxes) is not necessarily indicative of how the Fund will perform in the future. To obtain the Fund’s most current performance information, please call 1-800-771-4701.

The MSCI EAFE® Index (Europe, Australasia, Far East) is an unmanaged free float-adjusted market capitalization index that is designed to measure developed market equity performance, excluding the U.S. and Canada.

Performance, Information Illustrates Variability of Returns

rr_PerformanceInformationIllustratesVariabilityOfReturns

The return information provided in the bar chart and tables below provides some indication of the risks of investing in the Fund by showing how the Fund’s average annual returns compare with returns of a broad measure of market performance.

Performance, Availability by Phone

rr_PerformanceAvailabilityPhone

1-800-771-4701

Performance, Past Does Not Indicate Future

rr_PerformancePastDoesNotIndicateFuture

Please keep in mind that the Fund’s past performance (before and after taxes) is not necessarily indicative of how the Fund will perform in the future.

Bar Chart, Heading

rr_BarChartHeading

Calendar Year Returns as of December 31

Bar Chart, Closing

rr_BarChartClosingTextBlock

Best and Worst Quarterly Performance (during the period shown above)

Best Quarter Return	Worst Quarter Return
31.63% (2nd quarter, 2009)	-21.85% (4th quarter, 2008)

The after-tax returns of the Fund shown in the following table are intended to show the impact of assumed federal income taxes on an investment in the Fund. The after tax returns are calculated using the highest individual federal marginal income tax rates in effect at the time of each distribution of income or capital gains or upon redemption. State and local income taxes are not reflected in the calculations. In certain cases, the “Return After Taxes on Distributions and Sale of Fund Shares” may be higher than the other return figures for the same period. This will occur when a capital loss is realized upon the sale of Fund shares and provides an assumed tax benefit that increases the return. Your actual after-tax returns depend on your tax situation and may differ from those shown. The after-tax returns are not relevant if you hold your Fund shares through a tax-deferred account, such as a 401(k) plan or an individual retirement account (“IRA”) because such accounts are generally subject to taxes only upon withdrawal or other receipt of assets from said accounts.

Highest Quarterly Return, Label

rr_HighestQuarterlyReturnLabel

Best Quarter Return

Highest Quarterly Return Date

rr_BarChartHighestQuarterlyReturnDate

Jun. 30, 2009

Highest Quarterly Return

rr_BarChartHighestQuarterlyReturn

31.63%

Lowest Quarterly Return, Label

rr_LowestQuarterlyReturnLabel

Worst Quarter Return

Lowest Quarterly Return Date

rr_BarChartLowestQuarterlyReturnDate

Dec. 31, 2008

Lowest Quarterly Return

rr_BarChartLowestQuarterlyReturn

(21.85%)

Performance Table:

rr_PerformanceTableHeading

Average Annual Total Returns (For the periods ended December 31, 2011)

Performance Table Uses Highest Federal Rate

rr_PerformanceTableUsesHighestFederalRate

The after tax returns are calculated using the highest individual federal marginal income tax rates in effect at the time of each distribution of income or capital gains or upon redemption. State and local income taxes are not reflected in the calculations.

Performance Table Not Relevant to Tax Deferred

rr_PerformanceTableNotRelevantToTaxDeferred

Your actual after-tax returns depend on your tax situation and may differ from those shown. The after-tax returns are not relevant if you hold your Fund shares through a tax-deferred account, such as a 401(k) plan or an individual retirement account (“IRA”) because such accounts are generally subject to taxes only upon withdrawal or other receipt of assets from said accounts.

Performance Table Explains why after Tax Higher

rr_PerformanceTableExplanationAfterTaxHigher

In certain cases, the “Return After Taxes on Distributions and Sale of Fund Shares” may be higher than the other return figures for the same period. This will occur when a capital loss is realized upon the sale of Fund shares and provides an assumed tax benefit that increases the return.

Cheswold Lane International High Dividend Fund | MSCI EAFE® Index (does not reflect fees, expenses, or taxes)

Risk/Return:

rr_RiskReturnAbstract

1 Year

rr_AverageAnnualReturnYear01

(12.14%)

5 Years

rr_AverageAnnualReturnYear05

(4.72%)

Since Inception

rr_AverageAnnualReturnSinceInception

(1.25%)

Inception Date

rr_AverageAnnualReturnInceptionDate

Jun. 29, 2006

Cheswold Lane International High Dividend Fund | Institutional

Risk/Return:

rr_RiskReturnAbstract

Maximum sales charge (load) imposed on purchases

rr_MaximumSalesChargeImposedOnPurchasesOverOfferingPrice

none

Maximum contingent deferred sales charge (load)

rr_MaximumDeferredSalesChargeOverOfferingPrice

none

Maximum sales charge (load) imposed on reinvested dividends

rr_MaximumSalesChargeOnReinvestedDividendsAndDistributionsOverOther

none

Redemption fee (as a percentage of redemption proceeds)

rr_RedemptionFeeOverRedemption

(2.00%)

Exchange fee

rr_ExchangeFee

none

Management fees

rr_ManagementFeesOverAssets

0.90%

Distribution (12b-1) fees

rr_DistributionAndService12b1FeesOverAssets

none

Other expenses

rr_OtherExpensesOverAssets

0.70%

Total annual fund operating expenses

rr_ExpensesOverAssets

1.60%

^[1]

Less waiver and/or expense reimbursement

rr_FeeWaiverOrReimbursementOverAssets

(0.65%)

^[2]

Total annual fund operating expenses after waivers and expense reimbursements

rr_NetExpensesOverAssets

0.95%

Expense Example, 1 YEAR

rr_ExpenseExampleYear01

97

Expense Example, 3 YEARS

rr_ExpenseExampleYear03

441

Expense Example, 5 YEARS

rr_ExpenseExampleYear05

809

Expense Example, 10 YEARS

rr_ExpenseExampleYear10

1,845

2007

rr_AnnualReturn2007

13.57%

2008

rr_AnnualReturn2008

(47.58%)

2009

rr_AnnualReturn2009

37.84%

2010

rr_AnnualReturn2010

1.53%

2011

rr_AnnualReturn2011

(9.27%)

1 Year

rr_AverageAnnualReturnYear01

(9.27%)

5 Years

rr_AverageAnnualReturnYear05

(5.44%)

Since Inception

rr_AverageAnnualReturnSinceInception

(1.95%)

Inception Date

rr_AverageAnnualReturnInceptionDate

Jun. 29, 2006

Cheswold Lane International High Dividend Fund | Institutional | - Return After Taxes on Distributions

Risk/Return:

rr_RiskReturnAbstract

1 Year

rr_AverageAnnualReturnYear01

(9.25%)

5 Years

rr_AverageAnnualReturnYear05

(5.57%)

Since Inception

rr_AverageAnnualReturnSinceInception

(2.11%)

Inception Date

rr_AverageAnnualReturnInceptionDate

Jun. 29, 2006

Cheswold Lane International High Dividend Fund | Institutional | - Return After Taxes on Distributions and Sale of Fund Shares

Risk/Return:

rr_RiskReturnAbstract

1 Year

rr_AverageAnnualReturnYear01

(5.48%)

5 Years

rr_AverageAnnualReturnYear05

(4.22%)

Since Inception

rr_AverageAnnualReturnSinceInception

(1.34%)

Inception Date

rr_AverageAnnualReturnInceptionDate

Jun. 29, 2006

[1] The total annual fund operating expenses have been restated to reflect the expected amount for the Fund's fiscal year ended December 31, 2012.

[2] Cheswold Lane Asset Management LLC has contractually agreed to waive all or a portion of its management fees and/or reimburse expenses at least through April 30, 2014 in order to keep the Fund's net annual fund operating expenses (excluding any taxes, interest, brokerage commissions and other costs relating to portfolio securities transactions and other extraordinary expenses) from exceeding 0.95% of its average daily net assets.

XML

Cheswold Lane International High Dividend Fund

Summary Section

CHESWOLD LANE INTERNATIONAL HIGH DIVIDEND FUND

INVESTMENT OBJECTIVE

The Cheswold Lane International High Dividend Fund (the “Fund”) seeks long-term growth of capital and income.

FUND FEE AND EXPENSES

These tables describe the fees and expense that you may pay if you buy and hold shares of the Fund.

Shareholder Fees (fees paid directly from your investment)

Shareholder Fees (USD $)	Cheswold Lane International High Dividend Fund Institutional
Maximum sales charge (load) imposed on purchases	none
Maximum contingent deferred sales charge (load)	none
Maximum sales charge (load) imposed on reinvested dividends	none
Redemption fee (as a percentage of redemption proceeds)	2.00%
Exchange fee	none

Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)

Annual Fund Operating Expenses		Cheswold Lane International High Dividend Fund Institutional
Management fees		0.90%
Distribution (12b-1) fees		none
Other expenses		0.70%
Total annual fund operating expenses	[1]	1.60%
Less waiver and/or expense reimbursement	[2]	(0.65%)
Total annual fund operating expenses after waivers and expense reimbursements		0.95%

EXAMPLE

The following example is intended to help you compare the cost of investing in the Fund to the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the Fund and then redeem all of your shares at the end of those periods. The example also assumes that your investment has an annual 5% return over the time shown and operating expenses remain the same (giving effect to the expense reimbursement only in Year 1). Although your actual expenses may be higher or lower, based on these assumptions your cumulative estimated expenses would be:

Expense Example (USD $)	1 Year	3 Years	5 Years	10 Years
Cheswold Lane International High Dividend Fund Institutional	97	441	809	1,845

PORTFOLIO TURNOVER

The fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the previous expense example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was 52.2%.

PRINCIPAL INVESTMENT STRATEGIES

Under normal circumstances, the Fund invests at least 80% of its net assets, plus any borrowings for investment purposes (the “80% policy”), in dividend paying equity securities (including common, convertible and preferred stocks) of companies located in developed markets outside of the United States. The Fund invests in a diversified portfolio of medium-to-large, well-established companies based on the standards of the applicable country’s stock market. The Fund generally invests in companies with market capitalizations in excess of U.S. $1.5 billion. The Adviser follows a value style of investing.

PRIMARY RISKS

Investing in any mutual fund involves risk, including the risk that you may lose part or all of the money that you invest. Over time, the value of your investment in the Fund will increase and decrease according to changes in the value of the stocks in the Fund’s portfolio. The Fund’s performance could be hurt by:

Stock Market and Foreign Investment Risk, which is the chance that stock prices overall, will decline. Stock markets tend to move in cycles, with periods of rising prices and periods of falling prices. Because the Fund invests in foreign stocks, it is affected by risks not typically associated with U.S. stocks. These risks include political and economic instability and different accounting and regulatory standards, as well as reduced liquidity and transparency compared to U.S. markets.

Investment Style Risk, which is the chance that foreign large and mid capitalization value stocks, especially dividend paying stocks, trail the returns of the overall stock market. The Fund’s investments in mid capitalization companies may also increase the volatility of its portfolio because such companies often have narrower markets and limited managerial and financial resources compared to those of larger, more established companies.

Currency Risk, which is the chance that the value of a foreign investment, measured in U.S. dollars, will decrease because of unfavorable changes in currency exchange rates.

Manager Risk, which is the chance that poor security selection or focus on securities in a particular sector, country, region, category, or group of companies will cause the Fund to underperform relevant benchmarks or other funds with a similar investment objective.

PERFORMANCE INFORMATION

The return information provided in the bar chart and tables below provides some indication of the risks of investing in the Fund by showing how the Fund’s average annual returns compare with returns of a broad measure of market performance. The Fund commenced operations on June 29, 2006. Please keep in mind that the Fund’s past performance (before and after taxes) is not necessarily indicative of how the Fund will perform in the future. To obtain the Fund’s most current performance information, please call 1-800-771-4701.

The MSCI EAFE® Index (Europe, Australasia, Far East) is an unmanaged free float-adjusted market capitalization index that is designed to measure developed market equity performance, excluding the U.S. and Canada.

Calendar Year Returns as of December 31

Best and Worst Quarterly Performance (during the period shown above)

Best Quarter Return	Worst Quarter Return
31.63% (2nd quarter, 2009)	-21.85% (4th quarter, 2008)

The after-tax returns of the Fund shown in the following table are intended to show the impact of assumed federal income taxes on an investment in the Fund. The after tax returns are calculated using the highest individual federal marginal income tax rates in effect at the time of each distribution of income or capital gains or upon redemption. State and local income taxes are not reflected in the calculations. In certain cases, the “Return After Taxes on Distributions and Sale of Fund Shares” may be higher than the other return figures for the same period. This will occur when a capital loss is realized upon the sale of Fund shares and provides an assumed tax benefit that increases the return. Your actual after-tax returns depend on your tax situation and may differ from those shown. The after-tax returns are not relevant if you hold your Fund shares through a tax-deferred account, such as a 401(k) plan or an individual retirement account (“IRA”) because such accounts are generally subject to taxes only upon withdrawal or other receipt of assets from said accounts.

Average Annual Total Returns (For the periods ended December 31, 2011)

Average Annual Total Returns Cheswold Lane International High Dividend Fund	1 Year	5 Years	Since Inception	Inception Date
Institutional	(9.27%)	(5.44%)	(1.95%)	Jun. 29, 2006
Institutional - Return After Taxes on Distributions	(9.25%)	(5.57%)	(2.11%)	Jun. 29, 2006
Institutional - Return After Taxes on Distributions and Sale of Fund Shares	(5.48%)	(4.22%)	(1.34%)	Jun. 29, 2006
MSCI EAFE® Index (does not reflect fees, expenses, or taxes)	(12.14%)	(4.72%)	(1.25%)	Jun. 29, 2006

[1] The total annual fund operating expenses have been restated to reflect the expected amount for the Fund's fiscal year ended December 31, 2012.

[2] Cheswold Lane Asset Management LLC has contractually agreed to waive all or a portion of its management fees and/or reimburse expenses at least through April 30, 2014 in order to keep the Fund's net annual fund operating expenses (excluding any taxes, interest, brokerage commissions and other costs relating to portfolio securities transactions and other extraordinary expenses) from exceeding 0.95% of its average daily net assets.