Cosmo Communications Corp – ‘10KSB’ for 3/31/02 – EX-2

On:  Thursday, 9/26/02, at 3:08pm ET   ·   For:  3/31/02   ·   Accession #:  718096-2-31   ·   File #:  0-11968

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Annual Report — Small Business   —   Form 10-KSB
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10KSB       Cosmo Communications Corporation 10KSB                38±   173K 
 2: EX-1        Consent Letter                                         1      7K 
 3: EX-2        Audit Report                                           2±    11K 
 4: EX-3        Ceo's Certificate                                      1      6K 
 5: EX-4        CFO's Certificate                                      1      6K 

EX-2   —   Audit Report
Exhibit Table of Contents

REPORT OF INDEPENDENT AUDITORS                                  

To the Board of Directors and Stockholders of                                   
Cosmo Communications Corporation and Subsidiaries                               

We have audited the accompanying consolidated balance sheets of                 
Cosmo Communications Corporation and subsidiaries                               
(incorporated in Florida) as of March 31, 2002 and December 31, 2001,           
and the related consolidated statements of operations, stockholders'            
deficiency, and cash flows for the three months ended March 31, 2002            
and for the year ended December 31, 2001.  These consolidated                   
financial statements are the responsibility of the Company's                    
management.  Our responsibility is to express an opinion on these               
consolidated 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 referred to              
above present fairly, in all material respects, the consolidate                 
financial position of Cosmo Communication Corporation and                       
Subsidiaries as of March 31, 2002 and December 31, 2001 and the                 
results of its operations and its cash flows for the three months               
ended March 31, 2002 and for the year ended December 31, 2001, in               
accordance with accounting principles generally accepted in the                 
United States of America.                                                       

The accompanying consolidated financial statements have been                    
prepared assuming the Company will continue as a going concern.                 
As discussed in Note 1 to the consolidated financial statements,                
the Company has incurred significant losses and has significant                 
working capital and stockholder deficiencies.  These conditions                 
raise substantial doubt about its ability to continue as a going                
concern. Management's plans relating to those matters are also                  
described in Note 1. The consolidated financial statements do                   
not include any adjustments that might result from the outcome                  
of this uncertainty.                                                            

"SCHWARTZ LEVITSKY FELDMAN LLP"                 
Toronto, Canada                                                                 
July 10, 2002           Chartered Accountants                                   

Schwartz Levitsky Feldman llp                                                   
CHARTERED ACCOUNTANTS                                                           
TORONTO, MONTREAL, OTTAWA                                                       

1167 Caledonia Road                                             
Toronto, Ontario M6A 2X1                                        
Tel:  416 785 5353                                              
Fax:  416 785 5663                                              

Schwartz Levitsky Feldman llp                                                   
CHARTERED ACCOUNTANTS                                                           
TORONTO, MONTREAL, OTTAWA                                                       

1167 Caledonia Road                                             
Toronto, Ontario M6A 2X1                                        
Tel:  416 785 5353                                              
Fax:  416 785 5663                                              

Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘10KSB’ Filing		Date		Other Filings
Filed on:		9/26/02
		7/10/02
For Period End:		3/31/02		10-Q/A
		12/31/01		10-K,  10KSB
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