EXHIBIT 99.1

KAUFMAN
ROSSIN &
CO.      PROFESSIONAL
         ASSOCIATION
CERTIFIED PUBLIC ACCOUNTANTS

miami, florida 33133

305 858 5600
305 856 3284 fax


February 14, 2002

Securities and Exchange Commission
450 Fifth Street
Washington, DC

Re: Clements Golden Phoenix Enterprises, Inc.

This letter is written in response to the  requirement of Rule  12b-25(c)  under
the Securities  Exchange Act of 1934 and in  satisfaction of item (c) of Part II
of Form 12b-25.

We are the  independent  auditors of Clements Golden Phoenix  Enterprises,  Inc.
(the "Registrant").  The Registrant has stated in Part III of its filing on Form
12b-25 that it is unable to timely file, without unreasonable effort or expense,
its  Quarterly  Report on Form 10QSB for the  quarter  ended  December  31, 2001
because our Firm has not yet completed our review of the financial statements of
the Registrant for the quarter ended December 31, 2001.

We hereby advise you that we have read the statements  made by the Registrant in
Part III of its filing on Form 12b-25 for the quarter  ended  December 31, 2001,
and agree with the  statements  made  therein as they relate to  accounting  and
auditing matters.



Very truly yours,

/s/ Kaufman, Rossin & Co.
Kaufman, Rossin & Co.





                       MIAMI * FT. LAUDERDALE * BOCA RATON