UNITED STATES

                       SECURITIES AND EXCHANGE COMMISSION

                              WASHINGTON, DC 20549

                             -----------------------

                                    FORM 8-K

                                 CURRENT REPORT
                     PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

         Date of Report (Date of earliest event reported): MAY 12, 2003

                     HANOVER CAPITAL MORTGAGE HOLDINGS, INC.
               (Exact Name of Registrant as Specified in Charter)

           MARYLAND                      001-13417               13-3950486
(State or Other Jurisdiction of   (Commission File Number)      (IRS Employer
        Incorporation)                                       Identification No.)

                  379 THORNALL STREET, EDISON, NEW JERSEY           08837
               (Address of Principal Executive Offices)           (ZIP Code)

        Registrant's telephone number, including area code (732) 548-0101



ITEM 9.  REGULATION FD DISCLOSURE (ITEM 12, DISCLOSURE OF RESULTS OF OPERATIONS
AND FINANCIAL CONDITION).

         The following information is furnished pursuant to Item 12, "Disclosure
of Results of Operations and Financial Condition":

         On May 12, 2003 Hanover Capital Mortgage Holdings, Inc. held a
conference call relating to the Company's first-quarter 2003 financial results.
The transcript of that conference call is attached hereto as Exhibit 99.1.

Pursuant to the interim guidance of the Securities and Exchange Commission in
Release No. 33-8216, the Company is including this Item 12 information under
Item 9 because Item 12 has not yet been added to the EDGAR system.

         The attached transcript includes a statement that "combined, our
subsidiaries had a pre-tax GAAP loss of 141,000. That included 385,000 in
amortization, so they have been a contributor to cash on an operating non-GAAP
basis". This may be considered a "non-GAAP" financial measure under Regulation
G. The Company believes that this measure is important and useful to investors
because it provides a clearer indication of the ability of the Company's
subsidiaries to conduct their operations without seeking additional capital from
the Company for the first quarter of 2003. However, there can be no assurance
that they will not need additional capital from the Company in the future.

Exhibit 99.1 contains "forward-looking statements" within the meaning of the
Private Securities Litigation Reform Act of 1995, including but not limited to
statements regarding our ability to pay future dividends, successfully invest
capital, achieve greater returns on investments, provide continued growth for
our stockholders, our second quarter 2003 results, and the performance of our
operating subsidiaries. Such forward-looking statements involve known and
unknown risks, uncertainties or other factors which may cause our actual
results, performance or achievements to be materially different from any future
results, performances or achievements expressed or implied by such
forward-looking statements. Those risks and uncertainties can include:
regulatory limitations on the types of investments in which we can participate;
fluctuation of interest rates, accelerated prepayment of principal, adverse
general economic trends, the ability of HanoverTrade and Hanover Capital
Partners to secure additional contracts, and our ability to retain key
employees, among others. For more complete information concerning factors that
could affect our results, please refer to our registration statements, reports
and other documents filed with the Securities and Exchange Commission. Investors
are cautioned that current results are not necessarily indicative of future
results, and actual results may differ from projected amounts.

ITEM 7.  EXHIBITS.

         Exhibit  Description

         99.1     Transcript of May 12, 2003 conference call

                         [Signature on following page.]

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                                   SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.

                                         Hanover Capital Mortgage Holdings, Inc.

                                         /s/ J. Holly Loux
                                         ---------------------------------------
                                         Name:  J. Holly Loux
                                         Title: Chief Financial Officer and
                                                Treasurer

Date: May 19, 2003

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                                  EXHIBIT INDEX



Exhibit                          Description
-------                          -----------
               
 99.1             Transcript of May 12, 2003 conference call


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