EXHIBIT 99.1

                         Report of Independent Auditors

Board of Directors
Nitres, Inc.

We have audited the accompanying  balance sheets of Nitres,  Inc. as of June 30,
1999 and 1998 and the related  statements of  operations,  shareholders'  equity
(deficit),  and cash flows for each of the three years in the period  ended June
30, 1999.  These financial  statements are the  responsibility  of the Company's
management.  Our  responsibility  is to express  an  opinion on these  financial
statements based on our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the United States. Those standards require that we plan and perform the audit
to obtain reasonable  assurance about whether the financial  statements are free
of material misstatement. An audit includes examining, on a test basis, evidence
supporting  the amounts and  disclosures in the financial  statements.  An audit
also includes assessing the accounting principles used and significant estimates
made by  management,  as well as  evaluating  the  overall  financial  statement
presentation.  We believe  that our audits  provide a  reasonable  basis for our
opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material  respects,  the financial  position of Nitres,  Inc. as of June 30,
1999 and 1998,  and the results of its operations and its cash flows for each of
the three years in the period ended June 30, 1999, in conformity with accounting
principles generally accepted in the United States.

                                     /s/ Ernst & Young LLP


March 26, 2000, except for Note 8,
as to which the date is
April 10, 2000