Initial Public Offering (IPO): Pre-Effective Amendment to Registration Statement (General Form) — Form S-1 Filing Table of Contents
Document/ExhibitDescriptionPagesSize
1: S-1/A Amendment No. 3 to Form S-1 on U.S. Auto Parts HTML 2.08M
Network, Inc.
12: CORRESP ¶ Comment-Response or Other Letter to the SEC HTML 13K
2: EX-1.1 Form of Underwriting Agreement HTML 157K
3: EX-3.4 Proposed Amended and Restated Certificate of HTML 23K
Incorporation
4: EX-3.6 Proposed Amended and Restated Bylaws HTML 74K
5: EX-4.1 Specimen Common Stock Certificate HTML 13K
7: EX-10.28 Employment Agreement HTML 43K
8: EX-10.30 Offer Letter of Employment HTML 22K
6: EX-10.5 2007 Omnibus Plan HTML 236K
9: EX-23.1 Consent of Ernst & Young LLP HTML 7K
10: EX-23.2 Consent of Stonefield Josephson, Inc. HTML 7K
11: EX-23.3 Consent of J.H. Cohn LLP HTML 7K
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
We consent to the reference to our firm
under the caption “Experts” and to the use of our report dated February 3, 2006 (except Note 13, as to which the date is January 10, 2007), in Amendment No. 3 to the Registration Statement (Form S-1 No. 333-138379) and related
Prospectus of U.S. Auto Parts Network, Inc., to be filed on or about January 22, 2007.