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We have audited the accompanying consolidated balance sheets of TransTechnology Corporation and subsidiaries
as of March 31, 2002 and 2001, and the related statements of consolidated operations, stockholders' equity
(deficit) and cash flows for each of the three years in the period ended March 31, 2002. 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 audits.
We conducted our audits in accordance with auditing standards generally accepted in the United States of
America. Those standards 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. An audit also includes
assessing the accounting principles used and significant estimates made by management, as well as evaluating
the overall financial statement presentation. We believe that our audits provide a reasonable basis for
our opinion.
In our opinion, such consolidated financial statements present fairly, in all material respects, the financial
position of TransTechnology Corporation and subsidiaries at March 31, 2002 and 2001, and the results of their
operations and their cash flows for each of the three years in the period ended March 31, 2002 in conformity
with accounting principles generally accepted in the United States of America.
Parsippany, New Jersey
June 14, 2002
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