Report of Independent Auditors
To the Board of Trustees of
Professionally Managed Portfolios
In planning and performing our audit of the financial
statements of The Osterweis Fund (the Fund), a
series of Professionally Managed Portfolios, 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 opinion on the financial
statements and to comply with the requirements of
Form N-SAR, not to provide assurance on internal control.
The management of 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 Trustees of
Professionally Managed Portfolios 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 LLP
Los Angeles, California
May 5, 2000