This document is a comprehensive guide on the Quality of Earnings (QoE) report, which is essential in the due diligence process for private acquisitions. It defines QoE by examining the nature of earnings, differentiating between cash and noncash, recurring and nonrecurring income. The guide outlines the importance of QoE reports in assessing a company's financial stability, particularly when net income may not accurately reflect financial performance. It discusses the characteristics of high-quality versus lower-quality earnings, emphasizing that lower-quality earnings do not necessarily indicate poor financial health. The document details the scope of a QoE analysis, which includes evaluating financial statements, conducting ratio analysis, and assessing operational efficiency. Additionally, it explains the methodology for conducting a QoE analysis, focusing on the collection and scrutiny of account-level data to identify potential issues. The guide also distinguishes between buy-side and sell-side QoE analyses, highlighting their respective objectives and scopes.