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Filing tables
Filing exhibits
- S-4/A Registration of securities issued in business combination transactions
- 5.1 Opinion of Pillsbury Winthrop Shaw Pittman LLP.
- 5.2 Opinion of Harlan M. Hatfield, Esq., General Council of Headwaters Incorporated.
- 5.3 Opinion of Braun Kendrick Finkbeiner P.L.C.
- 5.4 Opinion of Wegman, Hessler & Vanderburg.
- 5.5 Opinion of Duane Morris LLP.
- 5.6 Opinion of Rogers, Townsend & Thomas, PC.
- 8.1 Tax Opinion of Pillsbury Winthrop Shaw Pittman LLP.
- 23.1 Consent of Bdo Seidman, LLP.
- 23.2 Consent of Ernst & Young LLP, Independent Registered Public Accounting Firm.
- 99.1 Form of Letter of Transmittal.
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Exhibit 23.2
Consent of Ernst & Young LLP, Independent Registered Public Accounting Firm
We consent to the reference to our firm under the caption “Experts” in Amendment No. 1 to the Registration Statement (Form S-4 No. 333-163285) and related Prospectus of Headwaters Incorporated for the registration of $328,250,000 of 113/8% Senior Secured Notes due 2014 and to the incorporation by reference therein of our report dated November 19, 2008, with respect to the consolidated financial statements of Headwaters Incorporated, included in its Annual Report (Form 10-K) for the year ended September 30, 2009, filed with the Securities and Exchange Commission.
/s/ Ernst & Young LLP
Salt Lake City, Utah
January 14, 2010