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INDEPENDENT AUDITORS' REPORT To the Board of County Commissioners Orange County, North Carolina We have audited the accompanying financial statements of the governmental activities, the business-type activities, the discretely presented component unit, each major fund, and the aggregate remaining fund information of Orange County, North Carolina, as of and for the year ended June 30, 2012 listed in the table of contents. These financial statements are the responsibility of Orange County's management. Our responsibility is to express an opinion on these basic financial statements based on our audit. We did not audit the financial statements of the Orange County ABC Board (the "Board") which represents 100% of the assets, net assets, and revenues of the discretely presented component unit. Those financial statements were audited by another auditor whose report thereon has been furnished to us, and our opinion, insofar as it relates to the amounts included for the Board, is based solely on the report of the other auditor. 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. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the basic financial statements are free of material misstatement. The Board was not audited in accordance with Government Auditing Standards. 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 and the report of the other auditor provide a reasonable basis for our opinions. In our opinion, based on our audit and the report of the other auditor, the financial statements referred to above present fairly, in all material respects, the financial position of the governmental activities, the business-type activities, the discretely presented component unit, each major fund, and the aggregate remaining fund information of Orange County, North Carolina, as of June 30, 2012, the respective changes in financial position and cash flows, where appropriate thereof, and the respective budgetary comparison for the General Fund for the year then ended in conformity with accounting principles generally accepted in the United States of America. 730 13th Avenue Drive SE Hickory, North Carolina 28602 Phone 828-327-2727 Fax 828-328-2324 13 South Center Street Taylorsville, North Carolina 28681 Phone 828-632-9025 Fax 828-632-9085 Toll Free Both Locations 1-800-948-0585 Website: www.martinstarnes.com