ERNST & YOUNG
Ernst & Young LLP
Two Commerce Square
Suite 4000
2001 Market Street
Philadelphia, PA 19103-7096
Phone 215-448-5000
Fax 215-448-4069
www.ey.com
Report of Independent Auditors
To the Shareholders and Board of Directors of the
The Commonwealth Cash Reserve Fund, Inc.
In planning and performing our audit of the financial statements of The
Commonwealth Cash Reserve Fund, Inc. (the "Fund") for the year ended March
31, 2000, we considered its internal control, including control activities
for safeguarding securities, in order to determine our auditing procedures
for the purpose of expressing our opinions on the financial statements and
to comply with the requirements of Form N-SAR, not to provide assurance on
internal control.
The management of the Fund is responsible for establishing and maintaining
internal control. In fulfilling this responsibility, estimates and judgments
by management are required to assess the expected benefits and related costs
of controls. Generally, controls that are relevant to an audit pertain to
the entity's objective of preparing financial statements for external
purposes that are fairly presented in conformity with generally accepted
accounting principles. Those controls include the safeguarding of assets
against unauthorized acquisition, use or disposition.
Because of inherent limitations in internal control, error or fraud may
occur and not be detected. Also, projection of any evaluation of internal
control to future periods is subject to the risk that it may become
inadequate because of changes in conditions or that the effectiveness of
the design and operation may deteriorate.
Our consideration of internal control would not necessarily disclose all
matters in internal control that might be material weaknesses under
standards established by the American Institute of Certified Public
Accountants. A material weakness is a condition in which the design or
operation of one or more of the internal control components does not reduce
to a relatively low level the risk that misstatements caused by error or
fraud in amounts that would be material in relation to the financial
statements being audited may occur and not be detected within a timely period
by employees in the normal course of performing their assigned functions.
However, we noted no matters involving internal control and its operation,
including controls for safeguarding securities, that we consider to be
material weaknesses as defined above at March 31, 2000.
This report is intended solely for the information and use of management,
the Board of Directors of the Fund, and the Securities and Exchange
Commission and is not intended to be and should not be used by anyone other
than these specified parties.
Ernst & Young
/s/ Ernst & Young
April 28, 2000
