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Cogentrix Energy Inc – ‘10-K’ for 12/31/02 – EX-99.5

On:  Monday, 3/31/03, at 5:04pm ET   ·   For:  12/31/02   ·   Accession #:  917711-3-7   ·   File #:  33-74254

Previous ‘10-K’:  ‘10-K’ on 4/16/02 for 12/31/01   ·   Latest ‘10-K’:  This Filing

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  As Of                Filer                Filing    For·On·As Docs:Size

 3/31/03  Cogentrix Energy Inc              10-K       12/31/02   14:878K

Annual Report   —   Form 10-K
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-K        Cei 12/31/02 10-K                                   HTML    624K 
 2: EX-10.33A   Amendment No. 2 to Power Purchase and Operating     HTML     14K 
                          Agreement                                              
 3: EX-10.38B   Cri Amendment No.5 to Coal Sales Agreement          HTML     19K 
 4: EX-10.54    Affiliate Performance Agreement                     HTML     11K 
 5: EX-10.55    Guarantee in Favor of Dynegy Power Marketing        HTML     33K 
 6: EX-21.1     Subs of Cei                                         HTML     14K 
 7: EX-99.1     Cedar Bay Auditors' Opinion                         HTML      9K 
 8: EX-99.2     Carneys Point/Chambers Auditors' Opinion            HTML      9K 
 9: EX-99.3     Indiantown Auditors' Opinion                        HTML      9K 
10: EX-99.4     Logan Auditors' Opinion                             HTML      9K 
11: EX-99.5     Northampton Auditors' Opinion                       HTML      9K 
12: EX-99.6     Scrubgrass Auditors' Opinion                        HTML      9K 
13: EX-99.7     Logan Generating Co. L.P. 2002 Financials           HTML    118K 
14: EX-99.8     Logan Generating Co. L.P. 2000 Financials           HTML    112K 


EX-99.5   —   Northampton Auditors’ Opinion


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Exhibit 99.5

Report of Independent Auditors



The Board of Control of
Northampton Generating Company, L.P.

We have audited the accompanying consolidated balance sheet of Northampton Generating Company, L.P. and subsidiaries as of December 31, 2002 and the related consolidated statements of operations, changes in partners' capital and cash flows for the year then ended. These financial statements are the responsibility of the Partnership's management. Our responsibility is to express an opinion on these financial statements based on our audit. The financial statements of Northampton Generating Company, L.P. and subsidiaries for the year ended December 31, 2001, were audited by other auditors who have ceased operations and whose report dated January 23, 2002, expressed an unqualified opinion on those statements.

We conducted our audit in accordance with auditing standards generally accepted in the United States. 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 audit provides a reasonable basis for our opinion.

In our opinion, the 2002 financial statements referred to above present fairly, in all material respects, the consolidated financial position of Northampton Generating Company, L.P. and subsidiaries at December 31, 2002, and the consolidated results of their operations and their cash flows for the year then ended in conformity with accounting principles generally accepted in the United States.

As discussed in Note 2 to the consolidated financial statements, in 2002 the Partnership changed its method of accounting for certain derivative contracts.


    /s/   Ernst & Young LLP    


February 24, 2003
McLean, Virginia


Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘10-K’ Filing    Date    Other Filings
Filed on:3/31/0310-Q
2/24/03
For Period End:12/31/02
1/23/02
12/31/0110-K,  NT 10-K
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Filing Submission 0000917711-03-000007   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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