EX-99.j

INDEPENDENT AUDITORS' REPORT

To the Shareholders and Board of Directors of AMCON Distributing Company:

In our opinion, the accompanying consolidated statements of income and
shareholders' equity and comprehensive income and of cash flows present
fairly, in all material respects, the consolidated results of operations and
cash flows of AMCON Distributing Company and its subsidiaries for the year
ended September 29, 2000, in conformity with accounting principles generally
accepted in the United States of America.  These financial statements are
the responsibility of the Company's management; our responsibility is to
express an opinion on these financial statements based on our audit.  We
conducted our audit of these statements in accordance with auditing
standards generally accepted in the United States of America, which require
that we plan and perform the audit to obtain reasonable assurance about
whether the financial statements are free of material misstatement.  An
audit includes examining, on a test basis, evidence supporting the amounts
and disclosures in the financial statements, assessing the accounting
principles used and significant estimates made by management, and evaluating
the overall financial statement presentation.  We believe that our audit
provides a reasonable basis for our opinion.


PRICEWATERHOUSECOOPERS LLP
Omaha, Nebraska
November 22, 2000, except for paragraph 1
 of Note 1 and paragraph 10 of Note 2,
 for which the date is March 23, 2001