<PAGE> 1
EXHIBIT 99.2
INDEPENDENT AUDITORS' REPORT
To The Board of Directors and Shareholders
BTG, Inc.:
Under date of May 24, 1999, we reported on the consolidated balance sheets of
BTG, Inc. and subsidiaries (the "Company") as of March 31, 1999 and 1998, and
the related consolidated statements of operations, shareholders' equity, cash
flows, and comprehensive income for each of the years in the two-year period
ended March 31, 1999, as contained in the Company's annual report on Form 10-K
for the year 2000. In connection with our audits of the aforementioned
consolidated financial statements, we also have audited the related
consolidated financial statement schedule as listed in Item 14(a)1 in the
Company's Form 10-K for the year 2000. This consolidated financial statement
schedule is the responsibility of the Company's management. Our responsibility
is to express an opinion on the consolidated financial statement schedule based
on our audits.
In our opinion, based on our audits, such consolidated financial statement
schedule, when considered in relation to the basic consolidated financial
statements taken as a whole, presents fairly, in all material respects, the
information set forth therein.
/s/ KPMG LLP
McLean, Virginia
May 24, 1999
