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Praxair's consolidated
financial statements are prepared by management, which is responsible
for their fairness, integrity and objectivity. The accompanying
financial statements have been prepared in conformity with accounting
principles generally accepted in the United States of America applied
on a consistent basis except for accounting changes as disclosed
and include amounts that are estimates and judgments. All historical
financial information in this annual report is consistent with the
accompanying financial statements.
Praxair maintains accounting systems, including
internal accounting controls monitored by a staff of internal auditors,
that are designed to provide reasonable assurance of the reliability
of financial records and the protection of assets. The concept of
reasonable assurance is based on recognition that the cost of a
system should not exceed the related benefits. The effectiveness
of those systems depends primarily upon the careful selection of
financial and other managers, clear delegation of authority and
assignment of accountability, inculcation of high business ethics
and conflict-of-interest standards, policies and procedures for
coordinating the management of corporate resources and the leadership
and commitment of top management.
Praxair's consolidated financial statements
are audited by PricewaterhouseCoopers LLP, independent accountants,
in accordance with auditing standards generally accepted in the
United States of America. These standards provide for a review of
Praxair's internal accounting controls to the extent they deem appropriate
in order to issue their opinion on the financial statements.
The Audit Committee of the Board of Directors,
which consists solely of non-employee directors, is responsible
for overseeing the functioning of the accounting system and related
controls and the preparation of annual financial statements. The
Audit Committee periodically meets with management, internal auditors
and the independent accountants to review and evaluate their accounting,
auditing and financial reporting activities and responsibilities.
The independent accountants and internal auditors have full and
free access to the Audit Committee and meet with the Committee,
with and without management present.

Dennis H. Reilley
Chairman, President and Chief Executive Officer

James S. Sawyer
Vice President and Chief Financial Officer

George P. Ristevski
Vice President and Controller
Danbury, Connecticut
February 8, 2001
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