Page 642 - Auditing Standards
P. 642

As of December 15, 2017
       registration statement and prospectus include the Form 10-K for the year ended December 31, 19X5, and

       Form 10-Q for the quarter ended March 31, 19X6, which have been incorporated by reference. In addition to
       the information presented below, the letter would also contain paragraphs 6 and 7 of the typical letter in
       example A. A Form S-2 registration statement will often both incorporate and include the registrant's financial
       statements. In such situations, the language in the following example should be appropriately modified to

       refer to such information as being both incorporated and included.


                                                                                                      June 28, 19X6





          [Addressee]





          Dear Sirs:



          We have audited the consolidated balance sheets of The Blank Company, Inc. (the company) and
          subsidiaries as of December 31, 19X5 and 19X4, and the consolidated statements of income, retained
          earnings (stockholders' equity), and cash flows for each of the three years in the period ended December

          31, 19X5, and the related financial statement schedules, all included (incorporated by reference) in the
          company's annual report on Form 10-K for the year ended December 31, 19X5, and incorporated by
          reference in the registration statement (no. 33-00000) on Form S-3 filed by the company under the

          Securities Act of 1933 (the Act); our report with respect thereto is also incorporated by reference in that
          registration statement. The registration statement, as amended on June 28, 19X6, is herein referred to as
          the registration statement.



          In connection with the registration statement—


          1. We are independent certified public accountants with respect to the company within the meaning of the

          Act and the applicable rules and regulations thereunder adopted by the SEC.


          2. In our opinion, the consolidated financial statements and financial statement schedules audited by us
          and incorporated by reference in the registration statement comply as to form in all material respects with

          the applicable accounting requirements of the Act and the Securities Exchange Act of 1934 and the
          related rules and regulations adopted by the SEC.



          3. We have not audited any financial statements of the company as of any date or for any period
          subsequent to December 31, 19X5; although we have conducted an audit for the year ended December
          31, 19X5, the purpose (and therefore the scope) of the audit was to enable us to express our opinion on

          the consolidated financial statements as of December 31, 19X5, and for the year then ended, but not on



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