TO THE BOARD OF DIRECTORS AND
SHAREHOLDERS OF WATSON WYATT & COMPANY HOLDINGS

In our opinion, the accompanying consolidated balance sheets and the related consolidated statements of operations, of cash flows and of changes in permanent stockholders’ equity and redeemable common stock, after the restatement described in Note 1, present fairly, in all material respects, the financial position of Watson Wyatt & Company Holdings and its subsidiaries at June 30, 2002 and 2001, and the results of their operations and their cash flows for each of the three years in the period ended June 30, 2002, in conformity with accounting principles generally accepted in the United States of America. These financial statements are the responsibility of the Company’s management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these statements in accordance with auditing standards generally accepted in the United States of America, which require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP
Washington, D.C.
August 19, 2002,
except for Note 10, as to which
the date is September 12, 2002