INDEPENDENT ACCOUNTANTS REPORT
To the Trustees of The Managers Funds:
Managers Emerging Markets Equity Fund:
We have examined management's assertion about Managers Emerging
Markets Equity Fund's (the "Fund") compliance with the
requirements of subsections (b) and (c) of Rule 17f-2 under the
Investment Company Act of 1940 as of August 31, 1998, October 30,
1998 and December 31, 1998, included in the accompanying
Management Statement Regarding Compliance with Certain Provisions
of the Investment Company Act of 1940. Management is responsible
for the Fund's compliance with those requirements. Our
responsibility is to express an opinion on management's assertion
about the Fund's compliance based on our examination.
Our examination was made in accordance with standards established
by the American Institute of Certified Public Accountants and,
accordingly, included examining, on a test basis, evidence about
the Fund's compliance with those requirements and performing such
other procedures as we considered necessary in the circumstances.
Included among our procedures were the following tests performed
as of August 31, 1998 and October 30, 1998, without prior notice
to management, and December 31, 1998, and with respect to the
test of selected security purchases and sales, for the period
from February 9, 1998 (date of commencement of operations)
through December 31, 1998:
* Confirmation of all securities held by institutions in book
entry form (i.e., The Depository Trust Company).
* Reconciliation of all such securities to the books and
records of the Fund and the custodian.
* Test of selected security purchases and sales from the books
and records of the Fund to broker confirmations.
We believe that our examination provides a reasonable basis for
our opinion. Our examination does not provide a legal
determination of the Fund's compliance with specified
requirements.
In our opinion, management's assertion that the Fund was in
compliance with the requirements of subsections (b) and (c) of
Rule 17f-2 of the Investment Company Act of 1940 as of August 31,
1998, October 30, 1998 and December 31, 1998, with respect to
securities reflected in the investment account of the Fund is
fairly stated, in all material respects.
This report is intended solely for the information and use of
management of the Fund and the Securities and Exchange Commission
and should not be used for any other purpose.
PricewaterhouseCoopers LLP
February 23, 1999
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[THE MANAGERS FUNDS LOGO]
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Management Statement Regarding Compliance
With Certain Provisions of the Investment Company Act of 1940
We, as members of management of Managers Emerging Markets Equity
Fund (the "Fund"), are responsible for complying with the
requirements of subsections (b) and (c) of rule 17f-2, "Custody
of Investments by Registered Management Investment Companies," of
the Investment Company Act of 1940. We are also responsible for
establishing and maintaining effective internal controls over
compliance with those requirements. We have performed an
evaluation of the Fund's compliance with the requirements of
subsections (b) and (c) of rule 17f-2 as of August 31, 1998,
October 30, 1998 and December 31, 1998, and from February 9, 1998
(date of commencement of operations) through December 31, 1998.
Based on this evaluation, we assert that the Fund was in
compliance with the requirements of subsections (b) and (c) of
rule 17f-2 of the Investment Company Act of 1940 as of August 31,
1998, October 30, 1998 and December 31, 1998, and from February
9, 1998 (date of commencement of operations) through December 31,
1998, with respect to securities reflected in the investment
account of the Fund.
The Managers Funds
/s/Donald S. Rumery
Donald S. Rumery
Treasurer
