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The Board of Directors and Shareholders
Pool Corporation
We have audited management’s assessment, included
in the accompanying Management’s Report on Internal Control Over
Financial Reporting, that Pool Corporation (formerly SCP Pool Corporation)
maintained effective internal control over financial reporting as
of December 31, 2006, based on criteria established in Internal
Control-Integrated Framework issued by the Committee of Sponsoring
Organizations of the Treadway Commission (the COSO criteria). Pool
Corporation’s management is responsible for maintaining effective
internal control over financial reporting and for its assessment
of the effectiveness of internal control over financial reporting.
Our responsibility is to express an opinion on management’s assessment
and an opinion on the effectiveness of the company’s internal control
over financial reporting based on our audit.
We conducted our audit in accordance with
the standards of the Public Company Accounting Oversight Board (United
States). Those standards require that we plan and perform the audit
to obtain reasonable assurance about whether effective internal
control over financial reporting was maintained in all material
respects. Our audit included obtaining an understanding of internal
control over financial reporting, evaluating management’s assessment,
testing and evaluating the design and operating effectiveness of
internal control, and performing such other procedures as we considered
necessary in the circumstances. We believe that our audit provides
a reasonable basis for our opinion. A company’s internal control
over financial reporting is a process designed to provide reasonable
assurance regarding the reliability of financial reporting and the
preparation of financial statements for external purposes in accordance
with generally accepted accounting principles.
A company’s internal control over financial
reporting includes those policies and procedures that (1) pertain
to the maintenance of records that, in reasonable detail, accurately
and fairly reflect the transactions and dispositions of the assets
of the company; (2) provide reasonable assurance that transactions
are recorded as necessary to permit preparation of financial statements
in accordance with generally accepted accounting principles, and
that receipts and expenditures of the company are being made only
in accordance with authorizations of management and directors of
the company; and (3) provide reasonable assurance regarding prevention
or timely detection of unauthorized acquisition, use, or disposition
of the company’s assets that could have a material effect on the
financial statements.
Because of its inherent limitations, internal
control over financial reporting may not prevent or detect misstatements.
Also, projections of any evaluation of effectiveness to future periods
are subject to the risk that controls may become inadequate because
of changes in conditions, or that the degree of compliance with
the policies or procedures may deteriorate.
In our opinion, management’s assessment that
Pool Corporation maintained effective internal control over financial
reporting as of December 31, 2006, is fairly stated, in all material
respects, based on the COSO criteria. Also, in our opinion, Pool
Corporation maintained, in all material respects, effective internal
control over financial reporting as of December 31, 2006, based
on the COSO criteria.
We also have audited, in accordance with the
standards of the Public Company Accounting Oversight Board (United
States), the consolidated balance sheets of Pool Corporation as
of December 31, 2006 and 2005, and the related consolidated statements
of income, shareholders’ equity, and cash flows for each of the
three years in the period ended December 31, 2006, and our report
dated February 28, 2007 expressed an unqualified opinion thereon.
New Orleans, Louisiana
February 28, 2007
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