EXHIBIT 1COOPERS & LYBRAND LETTER RESCINDING 1996 AUDIT OPINIONMay 31, 1996Mr. Joseph Sutton Chief Executive Officer Happiness Express, Inc. One Harbor Park DrivePort Washington, NY 11050 Dear Mr. Sutton:In connection with the investigation into the financial irregularities recently discovered with respect to the financial statements and accounting records of Happiness Express, Inc., certain information has come to our attention regarding the Company’s financial statements as of and for the year ended March 31, 1996, that indicates a revision of those statements is necessary.Please notify persons who are known to be relying or who are likely to rely on the financial statements and the related auditors’ report that they should not be relied upon, and that revised financial statements and auditors’ report will be issued upon completion of the investigation.Also, you should discuss with the Securities and Exchange Commission, appropriate stock exchanges, and other regulatory authorities the disclosures to be made or other measures to be taken in the circumstances.
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