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- S-4 Registration of securities issued in business combination transactions
- 1.1 Purchase Agreement
- 3.1 Artic. of Incorp. for Harland Clarke Holdings Corp
- 3.5 Articles of Incorporation Centralia Holding Corp.
- 3.5 Bylaws of Centralia Holding Corp.
- 3.6 Amended &Amp; Restated Articles Harland Checks &Amp; SVCS
- 3.6 Amended &Amp; Restated Bylaws of Harland Checks &Amp; SVCS
- 3.7 Certificate of Incorporation Harland Clarke Corp.
- 3.7 Bylaws of Harland Clarke Corp.
- 3.8 Articles of Inc. Harland Financial Solutions, Inc.
- 3.8 Bylaws of Harland Financial Solutions, Inc.
- 3.9 Amd &Amp; Rest. Art. of Incorp. HFS Core Systems, Inc.
- 3.9 Bylaws of HFS Core Systems, Inc.
- 3.10 Cert. of Incorp. of HFS Scantron Holdings Corp.
- 3.10 Bylaws for HFS Scantron Holdings Corp.
- 3.11 Art. of Incorp. of John H. Harland Co. of P. R.
- 3.11 Bylaws of John H. Harland Company of Puerto Rico
- 3.12 Amended &Amp; Restated Articles of Incorp. Scantron
- 3.12 Bylaws of Scantron Corporation
- 4.1 Indenture Dated 5/1/07
- 4.4 Registration Rights Agreement
- 4.5 Credit Agreement
- 4.6 Amendment of Credit Agreement
- 4.7 Guarantee and Collateral Agreement
- 4.8 Assumption Agreement
- 4.9 Intellectual Property Security Agreement
- 4.10 Intellectual Property Security Agreement
- 4.11 Joinder Agreement
- 4.12 Joinder Agreement
- 4.13 Mortgage with Credit Suisse
- 4.14 Deed to Secure Debt
- 4.15 Security Agreement
- 4.16 Mortgage Agreement Dated May 1, 2007
- 4.17 Mortgage Agreement from John H. Harland
- 4.18 Deed of Trust
- 4.19 Deed of Trust
- 4.20 Deed of Trust
- 5.1 Opinion of Paul, Weiss
- 5.2 Opinion of Schwabe, Williamson &Amp; Wyatt, P.C.
- 5.3 Opinion of Troutman Sanders LLP
- 8.1 Paul, Weiss Tax Opinion
- 12.1 Ratio of Earnings to Fixed Charges
- 21.1 List of Subsidiaries
- 23.1 Consent of Ernst &Amp; Young LLP
- 23.2 Consent of Pricewaterhousecoopers LLP
- 23.3 Consent of Deloitte &Amp; Touche LLP
- 25.1 Form T-1
- 99.1 Form of Letter of Transmittal
- 99.2 Form of Notice of Guaranteed Delivery
- 99.3 Form of Broker Letter
- 99.4 Form of Client Letter
- 99.5 Form of Instructions to Brokers
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
We consent to the use in this Registration Statement of Harland Clarke Holdings Corp. on Form S-4 of our report on the financial statements and financial statement schedule of John H. Harland Company (the ‘‘Company’’) dated February 27, 2007 (which report expresses an unqualified opinion and includes an explanatory paragraph regarding the Company’s adoption of Statement of Financial Accounting Standards No. 123(R), Share Based Payment, on January 1, 2006 and Statement of Financial Accounting Standards No. 158, Employer’s Accounting for Defined Benefit Pension and Other Postretirement Plans-An amendment of FASB Statements No. 87, 88, 106, and 132R, on December 31, 2006), and our report relating to management’s report on the effectiveness of internal control over financial reporting dated February 27, 2007, appearing in the Prospectus, which is part of this Registration Statement.
We also consent to the reference to us under the heading ‘‘Experts’’ in such Prospectus.
/s/DELOITTE & TOUCHE LLP
Atlanta, Georgia
June 12, 2007