REPORT OF INDEPENDENT ACCOUNTANTS
To the Board of Directors of Firstar Funds, Inc.
We have examined management's assertion, included in the accompanying Management
Statement Regarding Compliance with Certain Provisions of the Investment Company
Act of 1940, about Firstar Funds, Inc.'s (the "Company's") compliance with the
requirements of subsections (b) and (c) of Rule 17f-2 under the Investment
Company Act of 1940 ("the Act") as of March 31, 2000. Management is responsible
for the Company's compliance with those requirements. Our responsibility is to
express an opinion on management's assertion about the Company's compliance
based on our examination.
Our examination was conducted in accordance with attestation standards
established by the American Institute of Certified Public Accountants and,
accordingly, included examining, on a test basis, evidence about the Company'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 March 31, 2000, and with respect to
agreement of security purchases and sales, for the period from October 29, 1999
(the date of our last examination), through March 31, 2000:
o Count and inspection of securities located in the vault of Firstar Bank
Milwaukee, N.A. in Milwaukee, Wisconsin;
o Confirmation of securities held by the following institutions in book entry
form: the Federal Reserve Bank of Chicago and the Depository Trust Company;
o Confirmation of securities and similar investments held by the following
sub-custodians: Bank of New York and Chase Manhattan Bank;
o Confirmation of securities and similar investments held by outside brokers and
other third parties;
o Reconciliation of such securities to the books and records of the Company and
the custodian;
o Agreement of 5 security purchases and 5 security sales or maturities since our
last report from the books and records of the Company to broker confirmations.
We believe that our examination provides a reasonable basis for our opinion. Our
examination does not provide a legal determination on the Company's compliance
with specified requirements.
In our opinion, management's assertion that Firstar Funds, Inc. was in
compliance with the requirements of subsections (b) and (c) of Rule 17f-2 of the
Investment Company Act of 1940 as of March 31, 2000 with respect to securities
reflected in the investment account of the Company, except for the exceptions
noted, is fairly stated in all material respects.
This report is intended solely for the information and use of the Board of
Directors, management, and the Securities and Exchange Commission and is not
intended to be and should not be used by anyone other than these specified
parties.
May 30, 2000
PRICEWATERHOUSECOOPER LLP
