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EXHIBIT 23.4
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KPMG LLP
Chartered Accountants
2000 McGill College Avenue Telephone (514) 840-2100
Suite 1800 Telefax (514) 840-2187
Montreal (Quebec) H3A 3H6 www.kmpg.ca
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REPORT AND CONSENT OF INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
The Board of Directors
Videotron Ltee
300 Viger Avenue East
Montreal, Quebec, Canada
H2X 3W4
The audits referred to in our report dated January 28, 2004, except as to
note 23 which is as of November 15, 2004, included the related financial
statement schedule as at and for each of the years in the three-year period
ended December 31, 2003, included in the registration statement. This financial
statement schedule is the responsibility of the Company's management. Our
responsibility is to express an opinion on this financial statement schedule
based on our audits. In our opinion, such financial statement schedule, when
considered in relation to the basic combined financial statements taken as a
whole, presents fairly in all material respects the information set forth
therein.
We consent to the use of our auditors' report dated January 28, 2004, except as
to note 23, which is as of November 15, 2004, on the consolidated balance sheets
of Videotron Ltee and its subsidiaries as at December 31, 2002 and 2003, and the
consolidated statements of operations, shareholder's equity and cash flows for
each of the years in the three-year period ended December 31, 2003 included
herein. We consent to the use of our auditors' report dated January 22, 2004 on
the balance sheets of Videotron Telecom Ltd. as at December 31, 2002 and 2003,
and the statements of operations and deficit and cash flows for each of the
years in the two-year period ended December 31, 2003 included herein and to the
reference to our firm under the heading "Independent Auditors" and "Selected
Consolidated Financial and Operating Data" in the Prospectus.
/s/ KPMG LLP
Chartered Accountants
Montreal, Canada
January 14, 2005
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[GRAPHIC] 212.715.1000
212.715.1399 Fax
399 Park Avenue
New York, NY 10022-4690
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January 14, 2005
VIA EDGAR
Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Videotron Ltee and
the Additional Registrants listed below
Amendment No. 1 to the
Registration Statement on Form F-4
(REGISTRATION NUMBER 333-121032)
Ladies and Gentlemen:
On behalf of Videotron Ltee (the "Company"), and the Company's subsidiary
guarantors Videotron TVN inc., Le SuperClub Videotron ltee, Videotron (1998)
ltee, Groupe de Divertissement SuperClub Inc., SuperClub Videotron Canada inc.
and Les Proprietes SuperClub inc. (collectively, the "Additional Registrants"),
we enclose for filing under the Securities Act of 1933, as amended, Amendment
No. 1 to the Registration Statement on Form F-4 of the Company and the
Additional Registrants.
If you have any questions or comments with regard to this filing, please
call Christine D. Rogers at (212) 715-1090.
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Very truly yours,
/s/ CHRISTINE D. ROGERS
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Christine D. Rogers
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