1.  We have audited the attached Balance Sheet of OIL COUNTRY TUBULAR
 LIMITED as at March 31,2012 and also the Profit and Loss Account and
 Cash Flow statement for the year ended on that date, annexed thereto.
 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.
 
 2.  We conducted our audit in accordance with auditing standards
 generally accepted in India. 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 the management, as well as evaluating the overall financial
 statement presentation. We believe that our audit provides a reasonable
 basis for our opinion.
 
 3.  As required by Companies ( Auditor''s Report) Order, 2003, ( as
 amended ) issued by the Central Government in terms of section 227 (4A)
 of the Companies Act, 1956, we enclose in the Annexure a statement on
 the matters specified in paragraphs 4 and 5 of the said Order.
 
 4.  Further to our comments in the Annexure referred to above, 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 purpose of our
 audit;
 
 b.  In our opinion, proper books of account, as required by law, have
 been kept by the Company, so far as appears from our examination of
 those books;
 
 c.  The Balance Sheet, Profit and Loss Account and Cash Flow statement
 dealt with by this report are in agreement with the books of account;
 
 d.  In our opinion, the Balance Sheet, Profit and Loss Account and Cash
 Flow Statement dealt with by this report comply with the accounting
 standards referred to in sub-section (3C) of Section 211 of the
 Companies Act, 1956;
 
 e.  On the basis of written representations received from the directors
 as on March 31, 2012, and taken on record by the Board of Directors, we
 report that none of the directors is disqualified as on March 31, 2012
 from being appointed as a Director in terms of clause (g) of
 sub-section (1) of Section 274 of the Companies Act, 1956.
 
 f.  In our opinion and to the best of our information and according to
 the explanations given to us, the said accounts give the information
 required by the Companies Act, 1956, in the manner so required and give
 a true and fair view in conformity with the accounting principles
 generally accepted in India:
 
 1.  in the case of the Balance Sheet of the state of affairs of the
 Company as at March 31, 2012 and
 
 2.  in the case of the Profit and Loss Account of the Profit of the
 Company for the year ended on that date.
 
 3.  in the case of Cash Flow statement, of the cash flows for the year
 ended on that date.
 
 ANNEXURE TO THE AUDITORS''REPORT : ( Referred to in Paragraph 3 of our
 report of even date)
 
 1.1.  The company has maintained proper records showing full
 particulars including quantitative details and situation of fixed
 assets.
 
 1.2.  All the assets have been physically verified by the management
 during the year and no material discrepancies were noticed on such
 verification.
 
 1.3.  During the year, the company has not disposed off a substantial
 part of fixed assets during the year.
 
 2.1.  The inventories have been physically verified during the year by
 the management. In our opinion, the frequency of verification is
 reasonable.
 
 2.2.  in our opinion and according to the information and explanations
 given to us, the procedures of physical verification of inventories
 followed by the management are reasonable and adequate in relation to
 the size of the company and the nature of its business.
 
 2.3.  In our opinion and according to the information and explanations
 given to us, the Company has maintained proper records of its
 inventories and no material discrepancies were noticed on such physical
 verification.
 
 3.  The company has neither granted nor taken any loan, secured or
 unsecured, to or from companies, firms or other parties covered in the
 register maintained under section 301 of the Companies Act 1956.
 Accordingly, the sub-clauses (a), (b), (c), (d), (e), (f) and (g) of
 clause (iii) are not applicable to the company.
 
 4.  In our opinion and according to the information and explanations
 given to us, there are adequate internal control procedures
 commensurate with the size of the company and the nature of its
 business with regard to purchases of inventory, fixed assets and with
 regard to the sale of goods and services.  During the course of our
 audit, we have not observed any continuing failure to correct major
 weaknesses in internal controls.
 
 5.1.  According to the information and explanations given to us, we are
 of the opinion that the transactions that need to be entered into the
 register maintained under section 301 of the Companies Act, 1956 have
 been so entered.
 
 5.2.  In our opinion and according to the information and explanations
 given to us, the transactions made in pursuance of contracts or
 arrangements entered in the register maintained under section 301 of
 the Companies Act, 1956 have been made at prices which are reasonable
 having regard to prevailing market prices at the relevant time.
 
 6.  The Company has not accepted any deposits from the public to which
 the directives issued by Reserve Bank of India and the provisions of
 Sections 58A, 58 AA or any other relevant provisions of the Companies
 Act, 1956 and the rules framed there under apply.
 
 7.  In our opinion, the company has an internal audit system
 commensurate with the size and nature of its business.
 
 8.  We have broadly reviewed the books of account maintained by the
 Company pursuant to the rules prescribed by the Central Government for
 maintenance of cost records under Section 209(1) (d) of the Companies
 Act, 1956 and are of the opinion that prima facie, the prescribed
 accounts and records have been made and maintained.
 
 9.1. The company is generally regular in depositing with appropriate
 authorities undisputed statutory dues including provident fund,
 investor education & protection fund, employees state insurance, income
 tax, sales tax, wealth tax, customs duty, excise duty, cess, service
 tax and other material statutory dues applicable to it.
 
 9.2. According to the information and explanations given to us, no
 undisputed amounts payable in respect of income tax, wealth tax,
 service tax, sales tax, customs duty, excise duty, and cess were in
 arrears, as at March 31, 2012, for a period of more than six months
 from the date they became payable.
 
 10.  The Company has no accumulated losses. The company has not
 incurred cash losses during the financial year covered by our audit and
 the immediately preceding financial year.
 
 11.  In our opinion and according to the information and explanations
 given to us, the company has not defaulted in repayment of dues to a
 financial institution or bank.
 
 12.  In our opinion and according to the information and explanations
 given to us, the company has not granted any loans and advances, on the
 basis of security by way of pledge of shares, debentures and other
 securities.
 
 13.  In our opinion, the company is not a chit fund or a nidhi/mutual
 benefit fund/ society. Therefore, the provisions of clause 4(xiii) of
 the Companies (Auditor''s Report) Order, 2003 are not applicable to the
 company.
 
 14.  In our opinion, the company is not dealing in or trading in
 shares, securities, debentures and other investments. Accordingly, the
 provisions of clause 4(xiv) of the Companies (Auditor''s Report) Order,
 2003 are not applicable to the company.
 
 15.  In our opinion and according to the information and explanations
 given to us, the company has not given any guarantees for loans taken
 by others from banks or financial institutions.
 
 16.  To the best of our knowledge and belief and according to the
 information''s and explanations given to us, in our opinion, the term
 loans raised during the year were used for the purposes for which they
 were raised other than temporary deployment pending application.
 
 17.  According to the information and explanations given to us and on
 an overall examination of the balance sheet of the company, we report
 that no funds raised on short-term basis have been used for long term
 investment.
 
 18.  The company has not made any preferential allotment of shares to
 parties and companies covered in the register maintained under section
 301 of the Act, during the year under report.
 
 19.  The Company has not issued any debentures.
 
 20.  The Company has not raised any money by public issue during the
 year.
 
 21.  According to the information and explanations given to us, no
 fraud on or by the company has been noticed or reported during the
 course of our audit.
 
                                                For C K S ASSOCIATES
 
                                               Chartered Accountants
 
                                                         FRN 007390S
 
                                                      P GANAPATI RAO
 
 HYDERABAD                                                   Partner
 
 April 26th 2012                                         M.No. 24113