EXHIBIT 99

                                                                   April 1, 2002

SECURITIES AND EXCHANGE COMMISSION
450 Fifth Street, N.W.
Judiciary Plaza
Washington, DC  20549

         Re: Confirmation of Arthur Andersen LLP Representations

Ladies and Gentlemen:

      This letter confirms that Katy Industries, Inc. has received from Arthur
Andersen LLP ("Andersen"), the independent public accountant engaged by the
company to audit the company's financial statements that are included in the
Form 10-K to which this letter is filed as an exhibit, a representation letter
addressed to the company and stating that:

      o     the audit conducted by Andersen was subject to Andersen's quality
            control system for the U.S. accounting and auditing practice to
            provide reasonable assurance that the engagement was conducted in
            compliance with professional standards; and

      o     there was appropriate continuity of Arthur Andersen personnel
            working on the audit and availability of national office
            consultation. Availability of personnel at foreign affiliates of
            Arthur Andersen is not relevant to this audit.

                                                     Very truly yours,


                                                     Katy Industries, Inc.

                                                     Amir Rosenthal
                                                     Chief Financial Officer