REPORT OF INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM
Board of
Directors
Lapolla
Industries, Inc.
Houston,
Texas
We have
audited the accompanying balance sheets of Lapolla Industries, Inc. as of
December 31, 2008 and 2007 and the related statements of operations, change in
stockholders’ equity and cash flows for the years ended December 31, 2008 and
2007. We have also audited the Schedule II listed in the accompanying
Item 15(a)2. These financial statements are the responsibility of the Company’s
management. Our responsibility is to express an opinion on these
financial statements 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
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, the financial statements referred to above present fairly, in all
material respects, the financial position of Lapolla Industries, Inc. as of
December 31, 2008 and 2007, and the results of their operations and their cash
flows for the years ended December 31, 2008 and 2007 in conformity with
accounting principles generally accepted in the United States of
America.
Also, in
our opinion, the Schedule II presents fairly, in all material respects, the
information set forth therein in relation to the financial statements taken as a
whole.
We were
not engaged to examine management’s assertion about the effectiveness of Lapolla
Industries, Inc.’s internal control over financial reporting as of December 31,
2008 included in Item 9A(T) of Part II in the Company’s Annual Report on Form
10-K for the Year Ended December 31, 2008 and, accordingly, we do not express an
opinion thereon.
HEIN
& ASSOCIATES LLP
/s/ Hein
& Associates LLP
Houston,
Texas
April 15,
2009