NEW PROVIDENCE INVESTMENT TRUST
N-30D, 1998-07-29
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The New Providence Capital Growth Fund uses a disciplined  approach to investing
that attempts to identify medium sized growth companies that are developing into
tomorrow's blue chip  enterprises.  Our goal is to build a focused  portfolio of
companies that will provide consistent  earnings growth above the market average
with stock valuations below the market average. As of 6/25/98, our portfolio had
met these guidelines:  the average 5 year earnings growth rate of companies held
by the fund was  approximately  40%  (above  the market  average);  the  average
price/earnings  ratio of these  companies was 19 times 1998 earnings  (below the
market average).

From 9/30/97 to 5/31/98,  we  under-performed  the S&P 400 Index by 6.3% and the
S&P 500 Index by 13.5%. A large contributor to our below par short-term  results
was our relative  concentration in the oil services industry.  These stocks were
negatively impacted by the large drop in oil prices which began last November. A
second  contributor to our performance  has been our focus on selecting  smaller
sized companies--a group that we think offers more bargains than the rest of the
market.  However,  despite their cheap relative  valuations,  the performance of
small and mid-cap stocks was well below that of large-cap stocks during the past
year.  We are  currently  focusing our  investments  in U.S.  retail and housing
related stocks,  two groups that we think have little exposure to  Asian-related
problems.

New  Providence  will continue to follow our  disciplined  approach to selecting
reasonably priced growth companies and hope for improved relative performance in
the future. Thanks for the opportunity to serve you.

New Providence Capital Management, L.L.C.
Atlanta, Georgia

<PAGE>

                       NEW PROVIDENCE CAPITAL GROWTH FUND

                    Performance Update - $10,000 Investment
    For the period from September 29, 1997 (Date of Initial Public Offering)
                                 to May 31, 1998


                   New Providence       Lipper Growth     S&P 500 Total
                 Capital Growth Fund     Fund Index       Return Index

 9/29/97              10,000               10,000             10,000
10/31/97               9,692                9,677              9,605
11/30/97               9,683                9,900             10,049
12/31/97               9,771               10,067             10,222
 1/31/98               9,490               10,134             10,335
 2/28/98              10,440               10,910             11,080
 3/31/98              10,756               11,377             11,648
 4/30/98              10,598               11,498             11,765
 5/31/98              10,176               11,215             11,563


This graph depicts the  performance  of the New  Providence  Capital Growth Fund
versus the Lipper  Growth Fund Index and the S&P 500 Total Return  Index.  It is
important  to  note  that  the  New   Providence   Capital   Growth  Fund  is  a
professionally  managed  mutual  fund while the indexes  are not  available  for
investment and are unmanaged.  The comparison is shown for illustrative purposes
only.


Cumulative Total Return

- -----------------------
       Since IPO
- -----------------------
         1.76%
- -----------------------


The graph  assumes an initial  $10,000  investment  at September  29, 1997.  All
dividends and distributions are reinvested.

At May 31,  1998,  the New  Providence  Capital  Growth Fund would have grown to
$10,176 - total investment return of 1.76% since September 29, 1997.

At May 31, 1998, a similar investment in the Lipper Growth Fund Index would have
grown to  $11,215 - total  investment  return of  12.15%;  and the S&P 500 Total
Return  Index would have grown to $11,563 - total  investment  return of 15.63%,
since September 29, 1997.

Past  performance  is not a guarantee of future  results.  A mutual fund's share
price and investment return will vary with market conditions,  and the principal
value of shares,  when  redeemed,  may be worth  more or less than the  original
cost. Average annual returns are historical in nature and measure net investment
income  and  capital   gain  or  loss  from   portfolio   investments   assuming
reinvestments of dividends.


<PAGE>
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                                                 NEW PROVIDENCE CAPITAL GROWTH FUND

                                                      PORTFOLIO OF INVESTMENTS

                                                            May 31, 1998

- ------------------------------------------------------------------------------------------------------------------------------------
                                                                                                                            Value
                                                                                                     Shares                (note 1)
- ------------------------------------------------------------------------------------------------------------------------------------

COMMON STOCKS - 96.84%

       Beverages - 1.49%
        (a) Canandaigua Brands, Inc. .............................................                    7,500              $   345,937
                                                                                                                         -----------

       Computers - 5.73%
            Compaq Computer Corporation ..........................................                   31,800                  870,525
        (a) Sun Microsystems, Inc. ...............................................                   11,400                  456,713
                                                                                                                         -----------
                                                                                                                           1,327,238
                                                                                                                         -----------
       Electronics - 6.26%
        (a) Lexmark International Group, Inc. ....................................                   11,300                  627,150
        (a) SCI Systems, Inc. ....................................................                   24,100                  822,412
                                                                                                                         -----------
                                                                                                                           1,449,562
                                                                                                                         -----------
       Entertainment - 3.69%
        (a) Rio Hotel and Casino, Inc. ...........................................                   39,300                  854,775
                                                                                                                         -----------

       Financial Services - 6.32%
            Capital One Financial Corporation ....................................                    9,300                  928,256
            SunAmerica Inc. ......................................................                   11,000                  534,875
                                                                                                                         -----------
                                                                                                                           1,463,131
                                                                                                                         -----------
       Furniture & Home Appliances - 3.63%
            Ethan Allen Interiors Inc. ...........................................                   16,700                  840,219
                                                                                                                         -----------

       Holding Companies - Diversified - 2.74%
        (a) Anixter International Inc. ...........................................                   31,500                  633,938
                                                                                                                         -----------

       Homebuilders - 2.08%
            Kaufman and Broad Home Corporation ...................................                   18,800                  482,925
                                                                                                                         -----------

       Manufactured Housing - 3.17%
            Oakwood Homes Corporation ............................................                   27,000                  734,063
                                                                                                                         -----------

       Oil & Gas - Equipment & Services - 13.97%
        (a) BJ Services Company ..................................................                   19,000                  621,062
            ENSCO International Incorporated .....................................                   35,950                  907,737
            Tidewater, Inc. ......................................................                   12,100                  459,800
        (a) EVI Weatherford, Inc. ................................................                   13,870                  701,302
        (a) Noble Drilling Corporation ...........................................                   18,500                  545,750
                                                                                                                         -----------
                                                                                                                           3,235,651
                                                                                                                         -----------


                                                                                                                         (Continued)
</TABLE>
<PAGE>
<TABLE>
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                                                 NEW PROVIDENCE CAPITAL GROWTH FUND

                                                      PORTFOLIO OF INVESTMENTS

                                                            May 31, 1998

- ------------------------------------------------------------------------------------------------------------------------------------
                                                                                                                            Value
                                                                                                     Shares                (note 1)
- ------------------------------------------------------------------------------------------------------------------------------------

COMMON STOCKS - (Continued)

       Retail - Apparel - 15.22%
            Intimate Brands, Inc. ................................................                   17,300              $   496,294
            Ross Stores, Inc. ....................................................                   26,800                1,182,550
        (a) The Gymboree Corporation .............................................                   34,300                  542,369
            The TJX Companies, Inc. ..............................................                   27,900                1,304,325
                                                                                                                         -----------
                                                                                                                           3,525,538
                                                                                                                         -----------
       Retail - Automotive Parts - 5.22%
        (a) AutoZone, Inc. .......................................................                   36,400                1,210,300
                                                                                                                         -----------

       Retail - Department Stores - 3.17%
        (a) Proffitt's, Inc. .....................................................                   18,700                  733,975
                                                                                                                         -----------

       Retail - Specialty Line - 5.25%
        (a) Office Depot, Inc. ...................................................                   41,200                1,215,400
                                                                                                                         -----------

       Telecommunications - 2.38%
            Century Telephone Enterprises, Inc. ..................................                   12,450                  551,691
                                                                                                                         -----------

       Transportation - Rail - 3.22%
            Kansas City Southern Industries, Inc. ................................                   17,600                  745,800
                                                                                                                         -----------

       Transportation - Air - 8.70%
        (a) Alaska Air Group, Inc. ...............................................                   21,400                  991,087
            Southwest Airlines Co. ...............................................                   38,400                1,024,800
                                                                                                                         -----------
                                                                                                                           2,015,887
                                                                                                                         -----------
       Textiles - 4.60%
        (a) Nautica Enterprises, Inc. ............................................                   36,400                1,064,700
                                                                                                                         -----------

            Total Common Stocks (Cost $20,994,911) ...............................                                        22,430,730
                                                                                                                         -----------


INVESTMENT COMPANY - 3.10%
       Evergreen Money Market Institutional Money
            Market Fund Institutional Service Shares
            (Cost $718,294) ......................................................                  718,294                  718,294
                                                                                                                         -----------


Total Value of Investments (Cost $21,713,205 (b)) ................................                    99.94%             $23,149,024
Other Assets Less Liabilities ....................................................                     0.06%                  14,753
                                                                                                     ------              -----------
       Net Assets ................................................................                   100.00%             $23,163,777
                                                                                                     ======              ===========



       (a)  Non-income producing investment.

       (b)  Aggregate  cost for  financial  reporting  and  federal  income  tax
            purposes  is the same.  Unrealized  appreciation  (depreciation)  of
            investments for financial  reporting and federal income tax purposes
            is as follows:


            Unrealized appreciation ...........................................................................          $2,829,484
            Unrealized depreciation ...........................................................................          (1,393,665)
                                                                                                                         ----------

                            Net unrealized appreciation .......................................................          $1,435,819
                                                                                                                         ==========


See accompanying notes to financial statements
</TABLE>
<PAGE>
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                                                 NEW PROVIDENCE CAPITAL GROWTH FUND

                                                 STATEMENT OF ASSETS AND LIABILITIES

                                                            May 31, 1998


ASSETS
       Investments, at value (cost $21,713,205) ........................................................                 $23,149,024
       Cash ............................................................................................                         250
       Income receivable ...............................................................................                       4,865
       Receivable for fund shares sold .................................................................                         584
       Deferred organization expenses, net (note 4) ....................................................                      27,722
                                                                                                                         -----------

            Total assets ...............................................................................                  23,182,445
                                                                                                                         -----------

LIABILITIES
       Accrued expenses ................................................................................                      18,668
                                                                                                                         -----------


NET ASSETS
       (applicable to 2,001,835 shares outstanding; unlimited
        shares of no par value beneficial interest authorized) .........................................                 $23,163,777
                                                                                                                         ===========

NET ASSET VALUE, REDEMPTION AND OFFERING PRICE PER SHARE
       ($23,163,777 / 2,001,835 shares) ................................................................                 $     11.57
                                                                                                                         ===========


NET ASSETS CONSIST OF
       Paid-in capital .................................................................................                 $21,675,010
       Undistributed net realized gain on investments ..................................................                      52,948
       Net unrealized appreciation on investments ......................................................                   1,435,819
                                                                                                                         -----------
                                                                                                                         $23,163,777
                                                                                                                         ===========








See accompanying notes to financial statements
</TABLE>
<PAGE>
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                                                 NEW PROVIDENCE CAPITAL GROWTH FUND

                                                      STATEMENT OF OPERATIONS

                                                 For the Period from July 11, 1997
                                                    (commencement of operations)
                                                          to May 31, 1998

INVESTMENT LOSS

       Income
            Interest ....................................................................................               $    17,260
            Dividends ...................................................................................                    45,821
                                                                                                                        -----------

                 Total income ...........................................................................                    63,081
                                                                                                                        -----------

       Expenses
            Investment advisory fees (note 2) ...........................................................                   100,098
            Fund administration fees (note 2) ...........................................................                    16,683
            Distribution fees (note 3) ..................................................................                    33,366
            Custody fees ................................................................................                     3,202
            Registration and filing administration fees (note 2) ........................................                     2,812
            Fund accounting fees (note 2) ...............................................................                    24,155
            Audit fees ..................................................................................                     9,706
            Legal fees ..................................................................................                     7,648
            Securities pricing fees .....................................................................                     1,401
            Shareholder recordkeeping fees ..............................................................                     7,606
            Other fees ..................................................................................                     1,798
            Shareholder servicing expenses ..............................................................                     1,682
            Registration and filing expenses ............................................................                    18,944
            Printing expenses ...........................................................................                     2,537
            Amortization of deferred organization expenses (note 4) .....................................                     4,779
            Trustee fees and meeting expenses ...........................................................                     2,633
            Other operating expenses ....................................................................                     3,054
                                                                                                                        -----------

                 Total expenses .........................................................................                   242,104
                                                                                                                        -----------

                 Less:
                       Investment advisory fees waived (note 2) .........................................                    (4,553)
                       Distribution fees waived (note 3) ................................................                   (18,357)
                                                                                                                        -----------

                 Net expenses ...........................................................................                   219,194
                                                                                                                        -----------

                       Net investment loss ..............................................................                  (156,113)
                                                                                                                        -----------

REALIZED AND UNREALIZED GAIN ON INVESTMENTS

       Net realized gain from investment transactions ...................................................                   209,061
       Increase in unrealized appreciation on investments ...............................................                 1,435,819
                                                                                                                        -----------

            Net realized and unrealized gain on investments .............................................                 1,644,880
                                                                                                                        -----------

                 Net increase in net assets resulting from operations ...................................               $ 1,488,767
                                                                                                                        ===========




See accompanying notes to financial statements
</TABLE>
<PAGE>
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                                                 NEW PROVIDENCE CAPITAL GROWTH FUND

                                                 STATEMENTS OF CHANGES IN NET ASSETS

                                                  For the Period from July 11, 1997
                                                    (commencement of operations)
                                                           to May 31, 1998



INCREASE IN NET ASSETS

     Operations
         Net investment loss ..............................................................................            $   (156,113)
         Net realized gain from investment transactions ...................................................                 209,061
         Increase in unrealized appreciation on investments ...............................................               1,435,819
                                                                                                                       ------------

              Net increase in net assets resulting from operations ........................................               1,488,767
                                                                                                                       ------------

     Capital share transactions
         Increase in net assets resulting from capital share transactions (a) .............................              21,675,010
                                                                                                                       ------------

                   Total increase in net assets ...........................................................              23,163,777

NET ASSETS

     Beginning of period ..................................................................................                       0
                                                                                                                       ------------

     End of period ........................................................................................            $ 23,163,777
                                                                                                                       ============



(a) A summary of capital share activity follows:


                                                                                                 -----------------------------------
                                                                                                     Shares               Value
                                                                                                 -----------------------------------

Shares sold .......................................................................                 2,002,953          $ 21,687,588

Shares redeemed ...................................................................                    (1,118)              (12,578)
                                                                                                    ---------          ------------

     Net increase .................................................................                 2,001,835          $ 21,675,010
                                                                                                    =========          ============





See accompanying notes to financial statements
</TABLE>
<PAGE>
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                                                 NEW PROVIDENCE CAPITAL GROWTH FUND

                                                        FINANCIAL HIGHLIGHTS

                                           (For a Share Outstanding Throughout the Period)

                                               For the Period from September 29, 1997
                                                  (date of initial public offering)
                                                             to May 31, 1998



Net asset value, beginning of period (a) ...........................................................                  $ 11.37

      Income (loss) from investment operations
           Net investment loss .....................................................................                    (0.08)
           Net realized and unrealized gain on investments .........................................                     0.28
                                                                                                                 ------------

               Total from investment operations ....................................................                     0.20
                                                                                                                 ------------


Net asset value, end of period .....................................................................                  $ 11.57
                                                                                                                 ============


Total return .......................................................................................                     1.76%
                                                                                                                 ============


Ratios/supplemental data

      Net assets, end of period ....................................................................             $ 23,163,777      
                                                                                                                 ============

      Ratio of expenses to average net assets
           Before expense reimbursements and waived fees .................................................              1.79 % (b)
           After expense reimbursements and waived fees ..................................................              1.62 % (b)

      Ratio of net investment loss to average net assets
           Before expense reimbursements and waived fees .................................................             (1.41)% (b)
           After expense reimbursements and waived fees ..................................................             (1.24)% (b)


      Portfolio turnover rate ............................................................................             57.27 %

      Average broker commissions per share (c) ...........................................................           $0.0503



      (a)  Includes  undistributed  net investment loss of $0.02 per share and undistributed net realized gains and unrealized gains
           of $1.39 per share, both of which were earned from July 11, 1997 (commencement of operations) through September 29, 1997.

      (b)  Annualized.

      (c)  Represents  total  commission paid on portfolio  securities  divided by total portfolio shares purchased or sold on which
           commissions were charged.





See accompanying notes to financial statements
</TABLE>
<PAGE>
                       NEW PROVIDENCE CAPITAL GROWTH FUND

                          NOTES TO FINANCIAL STATEMENTS

                                  May 31, 1998



NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND OTHER INFORMATION

         The New  Providence  Capital  Growth Fund (the "Fund") is a diversified
         series  of  shares  of  beneficial   interest  of  The  New  Providence
         Investment  Trust (the "Trust").  The Trust,  an open-ended  investment
         company,  was  organized  on July 9, 1997 as a  Massachusetts  Business
         Trust and is registered  under the  Investment  Company Act of 1940, as
         amended.   The   investment   objective  of  the  Fund  is  to  provide
         shareholders with long-term capital growth, consisting of both realized
         and  unrealized   capital   gains.   Current  income  is  of  secondary
         importance.  The Fund will seek to achieve this  objective by investing
         primarily in a portfolio of equity  securities  traded on domestic U.S.
         exchanges or on over-the-counter  markets. The Fund began operations on
         July 11, 1997. The Fund had a net investment loss of $19,330,  or $0.02
         per share,  and net realized and  unrealized  gains of  $1,407,769,  or
         $1.39 per share,  from the commencement of operations  through the date
         of initial public offering,  or September 29, 1997. During this period,
         there were no  distributions  of net investment  income or net realized
         gains. As of May 31, 1998, one shareholder of record owned 92.7% of the
         outstanding  shares  of  the  Fund.  The  following  is  a  summary  of
         significant accounting policies followed by the Fund.

         A.    Security  Valuation - The Fund's  investments  in securities  are
               carried at value. Securities listed on an exchange or quoted on a
               national  market  system are valued at the last sales price as of
               4:00 p.m. New York time on the day of valuation. Other securities
               traded in the  over-the-counter  market and listed securities for
               which no sale was  reported  on that date are  valued at the most
               recent bid price.  Securities for which market quotations are not
               readily  available,  if any,  are valued by using an  independent
               pricing service or by following  procedures approved by the Board
               of  Trustees.  Short-term  investments  are  valued at cost which
               approximates value.

         B.    Federal Income Taxes - The Fund is considered a personal  holding
               company as defined under Section 542 of the Internal Revenue Code
               since 50% of the value of the Fund's  shares were owned  directly
               or  indirectly  by five or fewer  individuals  at  certain  times
               during the last half of the year. As a personal  holding company,
               the Fund is  subject  to federal  income  taxes on  undistributed
               personal holding company income at the maximum  individual income
               tax rate.  No  provision  has been made for federal  income taxes
               since  substantially  all taxable income has been  distributed to
               shareholders.  It is the  policy of the Fund to  comply  with the
               provisions of the Internal  Revenue Code  applicable to regulated
               investment  companies  and to make  sufficient  distributions  of
               taxable income to relieve it from all federal income taxes.

         C.    Investment Transactions - Investment transactions are recorded on
               the trade date.  Realized gains and losses are  determined  using
               the  specific  identification  cost  method.  Interest  income is
               recorded daily on an accrual basis.  Dividend  income is recorded
               on the ex-dividend date.

         D.    Distributions  to  Shareholders - The Fund may declare  dividends
               quarterly,  payable in March, June, September and December,  on a
               date selected by the Trust's Trustees. In addition, distributions
               may be  made  annually  in  December  out of net  realized  gains
               through  October 31 of that year.  Distributions  to shareholders
               are  recorded  on the  ex-dividend  date.  The  Fund  may  make a
               supplemental  distribution  subsequent  to the end of its  fiscal
               year ending May 31.

         E.    Use of Estimates - The  preparation  of financial  statements  in
               conformity with generally accepted accounting principles requires
               management  to make  estimates  and  assumptions  that affect the
               amounts of assets, liabilities, expenses and revenues reported in
               the financial statements.  Actual results could differ from those
               estimated.

                                                                     (Continued)

<PAGE>

                       NEW PROVIDENCE CAPITAL GROWTH FUND

                          NOTES TO FINANCIAL STATEMENTS

                                  May 31, 1998



NOTE 2 - INVESTMENT ADVISORY FEE AND OTHER RELATED PARTY TRANSACTIONS

         Pursuant to an investment  advisory  agreement,  New Providence Capital
         Management,  Inc. (the  "Advisor")  provides the Fund with a continuous
         program of supervision  of the Fund's assets,  including the portfolio,
         and furnishes advice and  recommendations  with respect to investments,
         investment  policies  and  the  purchase  and  sale of  securities.  As
         compensation for its services, the Advisor receives a fee at the annual
         rate of 0.75% of the  Fund's  average  daily net  assets.  The  Advisor
         intends  to  voluntarily  waive a  portion  of its  fee  and  reimburse
         expenses of the Fund to limit total Fund operating expenses to 1.75% of
         the  average  daily net assets of the Fund.  There can be no  assurance
         that  the  foregoing  voluntary  fee  waivers  or  reimbursements  will
         continue.  The  Advisor  has  voluntarily  waived a portion  of its fee
         amounting to $4,553 for the period ended May 31, 1998.

         The Fund's administrator, The Nottingham Company (the "Administrator"),
         provides  administrative  services to and is generally  responsible for
         the overall  management and day-to-day  operations of the Fund pursuant
         to an  accounting  and  administrative  agreement  with the  Trust.  As
         compensation for its services,  the Administrator receives a fee at the
         annual rate of 0.125% of the Fund's first $50 million of average  daily
         net assets,  0.10% of the next $50 million of average daily net assets,
         and  0.075%  of  average  daily  net  assets  over  $100  million.  The
         Administrator  also receives a monthly fee of $2,250 for accounting and
         recordkeeping  services.  Additionally,  the Administrator  charges the
         Fund for  servicing of  shareholder  accounts and  registration  of the
         Fund's shares.  The contract with the  Administrator  provides that the
         aggregate fees for the  aforementioned  administration,  accounting and
         recordkeeping  services  shall not be less than  $50,000 per year.  The
         Administrator  also charges the Fund for certain expenses involved with
         the daily valuation of portfolio securities.

         Certain  Trustees  and  officers of the Trust are also  officers of the
         Advisor, the distributor or the Administrator.


NOTE 3 - DISTRIBUTION AND SERVICE FEES

         The Board of Trustees, including a majority of the Trustees who are not
         "interested  persons" of the Trust as defined in the Investment Company
         Act of 1940 (the "Act"),  adopted a distribution  plan pursuant to Rule
         12b-1 of the Act (the "Plan").  The Act regulates the manner in which a
         regulated  investment  company may assume expenses of distributing  and
         promoting  the sales of its shares  and  servicing  of its  shareholder
         accounts.

         The Plan provides that the Fund may incur certain  expenses,  which may
         not exceed 0.25% per annum of the Fund's  average  daily net assets for
         each year elapsed  subsequent  to adoption of the Plan,  for payment to
         the  Distributor  and others for items  such as  advertising  expenses,
         selling  expenses,  commissions,  travel or other  expenses  reasonably
         intended to result in sales of shares of the Fund or support  servicing
         of shareholder accounts.  Expenditures incurred as service fees may not
         exceed 0.25% per annum of the Fund's average daily net assets. The Fund
         waived $18,357 of such expenses under the Plan for the period ended May
         31, 1998.

                                                                     (Continued)

<PAGE>

                       NEW PROVIDENCE CAPITAL GROWTH FUND

                          NOTES TO FINANCIAL STATEMENTS

                                  May 31, 1998



NOTE 4 - DEFERRED ORGANIZATION EXPENSES

         All expenses of the Fund incurred in connection  with its  organization
         and the  registration  of its shares have been assumed by the Fund. The
         organization  expenses  are  being  amortized  over a  period  of sixty
         months. Investors purchasing shares of the Fund bear such expenses only
         as they are amortized against the Fund's investment income.


NOTE 5 - PURCHASES AND SALES OF INVESTMENTS

         Purchases and sales of investments,  other than short-term investments,
         aggregated  $29,705,651  and $8,919,801,  respectively,  for the period
         ended May 31, 1998.

<PAGE>

INDEPENDENT AUDITORS' REPORT


To the Board of Trustees of The New Providence Investment Trust and Shareholders
 of New Providence Capital Growth Fund:

We have audited the accompanying statement of assets and liabilities,  including
the portfolio of  investments,  of New Providence  Capital Growth Fund as of May
31, 1998, and the related statements of operations and changes in net assets for
the period from July 11, 1997  (commencement of operations) to May 31, 1998, and
financial  highlights for the period presented.  These financial  statements and
financial  highlights  are the  responsibility  of the  Fund's  management.  Our
responsibility  is to  express  an opinion  on these  financial  statements  and
financial highlights based on our audit.

We conducted our audit in accordance with generally accepted auditing standards.
Those standards  require that we plan and perform the audit to obtain reasonable
assurance  about whether the financial  statements and financial  highlights are
free of material  misstatement.  An audit includes  examining,  on a test basis,
evidence supporting the amounts and disclosures in the financial statements. Our
procedures  included  confirmation of the securities owned as of May 31, 1998 by
correspondence with the custodian and brokers;  where replies were not received,
we performed  other auditing  procedures.  An audit also includes  assessing the
accounting principles used and significant estimates made by management, as well
as evaluating the overall financial statement presentation.  We believe that our
audit provides a reasonable basis for our opinion.

In our opinion,  such  financial  statements  and financial  highlights  present
fairly,  in all material  respects,  the  financial  position of New  Providence
Capital  Growth Fund as of May 31, 1998,  the results of its  operations and the
changes in its net assets for the period from July 11, 1997 to May 31, 1998, and
its financial highlights for the period presented,  in conformity with generally
accepted accounting principles.



Deloitte & Touche LLP

Pittsburgh, Pennsylvania
June 12, 1998



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