Document rejZeMyYL3G8RzpmvrzVnjKXr

elOvk Page 37 of 84 Table of Contents PART IV ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES (a) 1 Financial Statements and Other Financial Data Report of Management on Internal Contiol Over Financial Reporting Report of Independent Registered Public Accounting Firm on Internal Control Over Financial Reporting Report of Independent Registered Public Accounting Firm Consolidated Income Statements foi each of the three years in the period ended December 31. 2004 Consolidated Balance Sheets as of December 31. 2004 and 2003 Consolidated Statements of Cash Flows for each of the three years in the period ended December 31. 2004 Consolidated Statements of Shareholders' Equity for each of the three years in the period ended December 31.2004 Notes to Consolidated Financial Statements Page F-1 F-2 F-3 F-4 F-5 F-6 F-7 F-8 Financial information with respect to subsidiaries not consolidated and 50 percent or less owned entities accounted for by the equity method has not been included because in the aggregate such subsidiaries and investments do not constitute a significant subsidiary 2 Financial Statement Schedules Financial statement schedules are not included in this Form 10-K Annual Report because they are not applicable or the required information is shown in the financial statements or notes thereto 3 Exhibits 2 0 Agreement and Plan of Merger among Cooper Industries, Inc , Cooper Mergerco, Inc and Cooper Industries, Ltd (incorporated herein by reference to Annex I to Cooper's Registration Statement on Form S-4, Registration No 333-62740) 3 1 Memorandum of Association of Cooper Industries, Ltd (incorporated herein by reference to Annex II to Cooper's Registration Statement on Form S-4, Registration No 333-62740) 3 2 Amended and Restated Bye-Laws of Cooper Industries, Ltd (incorporated herein by reference to Annex III to Cooper's Registration Statement on Form S-4, Registration No 333-62740) 4 1 Rights Agreement dated as of May 16, 2002 between Cooper Industries, Ltd and EquiServe Trust Company, N A , as Rights Agent (incorporated herein by reference to Exhibit 4 4 to Cooper's Registration Statement on Form 8-A, Registration No 001-31330) 4 2 Amended and Restated Voting Agreement between Cooper Industries, Ltd , Cooper Industries, Inc and Cooper Bermuda Investments Ltd (incorporated herein by reference to Exhibit 4 to Cooper's Form 10-Q for the quarter ended March 31, 2004) 31 http //www sec gov/Archives/edgar/data/1141982/000095012905001490/h22660el0vk htm 2/6/2006