EX-99.2 3 dex992.htm CONSENT OF INDEPENDENT AUDITORS Consent of Independent Auditors

Exhibit 99.2

 

Consent of Independent Auditors

 

The Board of Directors of Star Gas LLC

 

We consent to incorporation by reference in the registration statements No. 333-100976 on Form S-3, No. 333-49751 on Form S-4 and Nos. 333-40138, 333-46714 and 333-53716 on Form S-8 of Star Gas Partners, L.P. (the “Partnership”) of our report dated December 10, 2004, except for Note 3 which is as of April 18, 2005, relating to the balance sheets of Star Gas LLC as of September 30, 2003 and 2004, which report appears in this Form 8-K of Star Gas Partners L.P.

 

Our report contains an explanatory paragraph that states the heating oil segment of the Partnership will not have sufficient borrowing capacity after December 17, 2004, which raises substantial doubt about the Partnership’s ability to continue as a going concern, which consequently raises substantial doubt about the ability of Star Gas LLC to continue as a going concern. The balance sheets do not include any adjustments that might result from the outcome of this uncertainty.

 

/S/ KPMG LLP

 

Stamford, Connecticut

 

May 12, 2005