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S UL L I VA N SULLIVAN, ROGER & COMPANY, LLC R O G E R S Corporate Place I,Suite 204 . 99 South Bedford Street , Burlington,Massachusetts 01803 C Y P•781-229-5600 F-781-229-5610 w .sullivan-rogersxom Certified Public Accountants Independent Auditors'Report on Compliance and on Internal Control Over Financial Reporting Based on an Audit of Financial Statements Performed in ' Accordance with Government Auditing Standards To the Honorable Board of Selectmen Town of Mashpee,Massachusetts , We have audited the financial statements of the Town of Mashpee,Massachusetts as of and for the fiscal year ended June 30,2004,and have issued our report thereon dated November 3,2004. We conducted our audit in ' accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards,issued by the Comptroller General of the United States. ' Compliance As part of obtaining reasonable assurance about whether the Town of Mashpee,Massachusetts' financial ' statements are free of material misstatement,we performed tests of its compliance with certain provisions of laws,regulations,contracts,and grants,noncompliance with which could have a direct and material effect on the determination of financial statement amounts. However,providing an opinion on compliance with those provisions was not an objective of our audit,and accordingly,we do not express such an opinion. The results of our tests disclosed an instance of noncompliance that is required to be reported under Government Auditing Standards,which is described in the accompanying schedule of findings and questioned costs as item 04-1. Internal Control Over Financial Reporting In planning and performing our audit,we considered the Town of Mashpee,Massachusetts' internal control over ' financial reporting in order to determine our auditing procedures for the purpose of expressing our opinion on the financial statements and not to provide assurance on the internal control over financial reporting. Our ' consideration of the internal control over financial reporting would not necessarily disclose all matters in the internal control over financial reporting that might be material weaknesses. A material weakness is a condition in which the design or operation of one or more of the internal control components does not reduce to a relatively low level the risk that misstatements in amounts that would be material in relation to the financial statements , being audited may occur and not be detected within a timely period by employees in the normal course of performing their assigned functions. We noted no matters involving the internal control over financial reporting and its operation that we consider to be material weaknesses. However,we noted other matters involving the , internal control over financial reporting,which we have reported to management of the Town of Mashpee, Massachusetts in a separate letter dated November 3,2004. This report is intended solely for the information and use of management,federal awarding agencies and pass- , through entities and is not intended to be and should not be used by anyone other than these specified parties. November 3,2004 ' 1 — ,