1.  We have audited the accompanying financial statements of BANK OF
 MAHARASHTRA as at 31st March, 2012 which comprise the Balance Sheet as
 at March 31, 2012, and the Profit and Loss Account and the Cash Flow
 statement for the year then ended, and a summary of significant
 accounting policies and other explanatory information. Incorporated in
 these financial statements are the returns of 20 branches & The
 Treasury & International Banking Branch (TIBB) audited by us and 1203
 branches audited by Branch Auditors.
 
 The branches audited by us and those audited by other auditors, as
 informed to us, have been selected by the Bank in accordance with the
 guidelines issued to the Bank by the Reserve Bank of India. Also
 incorporated in the Balance Sheet and the Statement of Profit & Loss
 are the returns from 22.97% branches which have not been subjected to
 audit but certified by the management. These unaudited branches account
 for 1.67% of advances, 5.95% of deposits, and 1.12% of interest income
 and 5.21% of interest expenses.
 
 Management''s Responsibility for the Financial Statements -
 
 2.  Management is responsible for the preparation of these financial
 statements in accordance with Banking Regulation Act, 1949. This
 responsibility includes the design, implementation and maintenance of
 internal control relevant to the preparation of the financial
 statements that are free from material misstatements, whether due to
 fraud or error.
 
 Auditors Responsibility -
 
 3.  Our responsibility is to express an opinion on these financial
 statements based on our audit. We conducted our audit in accordance
 with standards on auditing issued by the Institute of Chartered
 Accountants of India. Those standards require that we comply with
 ethical requirements and plan and perform the audit to obtain
 reasonable assurance about whether the financial statements are free
 from material misstatements.
 
 4.  An audit involves performing procedures to obtain audit evidence
 about the amounts and disclosures in the financial statements. The
 procedures selected depend on auditor''s judgment, including the
 assessment of the risk of material misstatement of the financial
 statements, whether due to fraud or error. In making those risk
 assessments, the auditor considers internal control relevant to Banking
 Company''s preparation and fair presentation of the financial statements
 in order to design audit procedures that are appropriate in the
 circumstances. An audit also includes evaluating the appropriateness of
 accounting policies used and the reasonableness of the accounting
 estimates made by management, as well as evaluating the overall
 presentation of the financial statements.
 
 5.  We believe that our audit evidence we have obtained is sufficient
 and appropriate to provide a basis for our audit opinion.
 
 Emphasis of Matters -
 
 6.  Without qualifying our opinion, we draw attention to -
 
 Note No. 10.4D in Schedule 18 which describes deferment of pension and
 gratuity liability of the bank to the extent of Rs 307.42 crores,
 pursuant to the exemption granted by the Reserve Bank of India to the
 public sector banks from application of the provisions of Accounting
 Standard 15 (Revised) - Employees Benefit vide its Circular DBOD.
 BP.BC/80/21.04.018/2010-11 of 9th February, 2011 on Reopening of
 pension Option to Employees of Public Sector Bank and Enhancement in
 Gratuity limits - Prudential Regulatory Treatment.
 
 Had the said Circular not been issued, the profit before tax of the
 Bank would have been lower by Rs 307.42 crores pursuant to application
 of the requirements of AS 15 (Revised), the consequential effect of
 which has not been ascertained on other related components of the
 financial statements.
 
 Opinion -
 
 7.  We have observed that -
 
 a) the effect of adjustments that may arise from the ongoing
 reconciliation of certain assets/liabilities, clearing differences,
 inter branch accounts/inter branch transfer of fixed assets and charge
 of depreciation on fixed assets, (as stated in Note No. 9.3 of Schedule 
 18 annexed to the Balance Sheet), the consequential impact thereof on 
 the accounts is not ascertainable; and
 
 b) the Bank is following the policy of recognizing the income from
 commission, locker rent etc. on cash basis during the year, instead of
 accrual basis as stated in Para no. 6.1 Schedule 17 Significant
 Accounting Policies which are not in conformity with the Accounting
 Standard 9 Revenue Recognition, issued by The Institute of Chartered
 Accountants of India. The impact thereof on the accounts is not
 ascertainable.
 
 Subject to our observations above, in our opinion as shown by the books
 of the bank, and to the best of our information and according to the
 explanations given to us:
 
 i.  The balance sheet, read with the notes thereon is a full and fair
 Balance Sheet containing all the necessary particulars, is properly
 drawn up so as to exhibit a true and fair view of the state of affairs
 of the Bank as at 31st March, 2012 in conformity with accounting
 principles generally accepted in India;
 
 ii.  The Profit and Loss Account, read with the notes thereon shows a
 true balance of profit, in conformity with the accounting principles
 generally accepted in India, for the year covered by the account; and
 
 iii. The Cash Flow Statement gives a true and fair view of the cash
 flows for the year ended on that date.
 
 Report on Other Legal & Regulatory Requirements
 
 8.  The Balance Sheet and Profit & Loss Account have been drawn up in
 Forms ''A'' and ''B'' respectively of the Third Schedule to the Banking
 Regulation Act, 1949.
 
 9.  Subject to the limitations of audit indicated in paragraph 1 to 5
 above and as required by the Banking Companies (Acquisition and
 Transfer of Undertakings) Act, 1970/1980, and subject also to the
 limitations of disclosure required therein, we report that:
 
 a.  We have obtained all the information and explanations, which to the
 best of our knowledge and belief, were necessary for the purposes of
 our audit and have found them to be satisfactory.
 
 b.  The transactions of the Bank, which have come to our notice, have
 been within the powers of the Bank.
 
 c.  The returns received from the offices and branches of the Bank have
 been found adequate for the purpose of our audit.
 
 10.  In our opinion, the Balance Sheet, Profit and Loss Account and
 Cash Flow Statement comply with the applicable accounting standards.
 
 
 For Ray & Co.     For Jodh Joshi And Co     For JCR & Co.  For N.Kumar 
                                                            Chhabra & Co.
 FRN : 313124E     FRN : 104317W             FRN : 105270W  FRN : 000837N
 Chartered         Chartered                 Chartered      Chartered 
 Accountants       Accountants               Accountants    Accountants
 
 
 
 For DSP & 
 Associates       For Kirtane & Pandit
 FRN:006791       FRN: 105215
 Charactor        Charactor
 Accounts         Accounts
 
 
 
 Sumit Sikdar    Aparna P. S. Sankaran    Jashvant Raval    Navtej Kumar 
 Partner         Partner                  Partner           Partner  
 Membership      Membership              Membership         Membership 
 No.120622       No.:113982              No.:012926         No.:080426
 
 
 
 Atul Jain       Shared Bhagwat
 Partner         Partner
 Membership      Membership
 No.:080496      No.:008072