INDEPENDENT AUDITORS' REPORT
To the Board of Trustees and Shareholders of Nottingham Investment Trust II:
In planning and performing our audits of each of the separate financial
statements of Nottingham Investment Trust II (the "Trust") (including The Brown
Capital Management Balance Fund, The Brown Capital Management Equity Fund, The
Brown Capital Management Small Company Fund, The Brown Capital Management
International Equity Fund, Capital Value Fund, Investek Fixed Income Trust and
WST Growth Fund) for the year ended March 31, 2000 (on which we have issued our
reports dated April 20, 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, and not to provide
assurance on the Trust's internal control.
The management of the Trust 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 any internal control, misstatements due to
error or fraud may occur and not be detected. Also, projections of any
evaluation of internal control to future periods are subject to the risk that
the internal control may become inadequate because of changes in conditions, or
that the degree of compliance with policies and procedures may deteriorate.
Our consideration of the Trust's 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 the
Trust's internal control and its operation, including controls for safeguarding
securities, that we consider to be material weaknesses as defined above as of
March 31, 2000.
This report is intended solely for the information and use of management, the
Board of Trustees and Shareholders of Nottingham Investment Trust II, and the
Securities and Exchange Commission and is not intended to be and should not be
used by anyone other than these specified parties.
/s/ Deloitte & Touche LLP
Princeton, New Jersey
April 20, 2000
