<DOCUMENT>
<TYPE>EX-99.77B ACCT LTTR
<SEQUENCE>3
<FILENAME>auditlet.txt
<TEXT>

Report of Independent Auditors


To the Shareholders and Board of Directors of
Neuberger Berman Intermediate Municipal Fund Inc.

In planning and performing our audits of the financial statements
of Neuberger Berman
Intermediate Municipal Fund Inc., for the period ended October
31, 2002, 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 NSAR, not to provide
assurance on internal control.

The management of Neuberger Berman Intermediate Municipal Fund
Inc., 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 entitys 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 as of October 31, 2002.

This report is intended solely for the information and use of
management and the Board of
Directors of Neuberger Berman Intermediate Municipal Fund Inc.,
and the Securities and
Exchange Commission and is not intended to be and should not be
used by anyone other than
these specified parties.



Boston, Massachusetts
December 6, 2002


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