1.  We have audited the accompanying financial statements of Union Bank
 of India as at March 31, 2011, which comprise the Balance Sheet as at
 March 31, 2011, and Profit and Loss Account and the cash flow statement
 for the year then ended, and a summary of signifcant accounting
 policies and other explanatory information. Incorporated in these
 financial statements are the returns of 20 branches audited by us and
 2385 branches (including one foreign branch) audited by branch
 auditors.  The branches audited by us and those audited by other
 auditors 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 and Loss
 are the returns from 611 branches which have not been subjected to
 audit. These unaudited branches account for 0.68% of advances, 4.21% of
 deposits, 0.37% of interest income and 3.13% of interest expenses.
 
 Managements Responsibility for the Financial Statements
 
 2.  Management is responsible for the preparation of these financial
 statements in accordance with the Banking Regulation Act, 1949 of
 India. This responsibility includes the design, implementation and
 maintenance of internal control relevant to the preparation of the
 financial statements that are free from material misstatement, 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 the 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 misstatement.
 
 4.  An audit involves performing procedures to obtain audit evidence
 about the amounts and disclosure in the financial statements.  The
 procedures selected depend on the auditors judgment, including the
 assessment of the risks 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 the
 Banks 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 the audit evidence we have obtained is suffcient
 and appropriate to provide a basis for our audit opinion.
 
 Opinion
 
 6.  Without qualifying our opinion, we draw attention to Note No.4 of
 schedule 18, which describes deferment of pension liability of the Bank
 to the extent of Rs. 1352.17 crore pursuant to the circular issued by the
 Reserve Bank of India to the public sector banks on the provisions of
 AS 15, Employee benefits (circular no. DBOD.BP.BC/80/21.04.018/2010-11
 dated February 9, 2011) on Re-opening of Pension Option to Employees of
 Public Sector Banks.
 
 7.  In our opinion, as shown by the books of the bank, 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, 2011 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 the Profit, in conformity with 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 and Regulatory Requirements:
 
 8.  The Balance Sheet and the Profit and Loss Account have been drawn up
 in Forms Rs.A and Rs.B respectively of the Third Schedule to the Banking
 Regulation Act, 1949.
 
 9.  Subject to the limitations of the audit indicated in paragraph 1 to
 5 above and as required by the Banking Companies (Acquisition and
 Transfer of Undertakings) Act, 1970, 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 offces and branches of the Bank have
 been found adequate for the purposes 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 G. D. APTE & CO.  For JAGANNATHAN & SARABESWARAN   For ARUN K.
                                                        AGARWAL & 
                                                        ASSOCIATES
 
 CHARTERED ACCOUNTANTS  CHARTERED ACCOUNTANTS           CHARTERED 
                                                        ACCOUNTANTS
 
 (CHETAN R. SAPRE)      (P S NARASIMHAN)                (VIMAL KUMAR
                                                         JAIN)
 
 PARTNER (M. No. 
 116952)               PARTNER (M. No.20936)           PARTNER 
                                                       (M. No.86657)
 
 Firm Regn. 
 No.: 100515W          Firm Regn. No.: 001204S         Firm Regn. 
                                                       No.: 003917N
 
 For J. L. SENGUPTA 
 & CO.               For OM PRAKASH S. CHAPLOT & CO.   For G. S. MATHUR
                                                         & CO.
 
 CHARTERED 
 ACCOUNTANTS          CHARTERED ACCOUNTANTS            CHARTERED
                                                       ACCOUNTANTS
 
 (S. R. 
 ANANTHAKRISHNAN)      (MAHAVEER CHAPLOT)         (RAJIV KUMAR WADHAVAN)
 
 PARTNER (M. 
 No.18073)            PARTNER (M. No.403633)      PARTNER (M. No.091007)
 
 Firm Regn. 
 No.: 307092E         Firm Regn. No.: 000127C     Firm Regn. No.: 008744N
 
 Place : MUMBAI
 Date  : 6th May, 2011