8-K 1 midwest2.txt SMITH BARNEY MID-WEST FUTURES FUND L.P. II SECURITIES AND EXHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) July 9, 2002 ------------- Smith Barney Mid-West Futures Fund L.P. II ------------------------------------------ (Exact Name of Registrant as Specified in Its Charter) New York -------------------------------------------------------------------------------- (State or Other Jurisdiction of Incorporation) 0-28336 13-3772374 -------------------------------------------------------------------------------- (Commission File Number) (IRS Employer Identification No.) c/o Smith Barney Futures Management LLC 388 Greenwich St. - 7th Fl. New York, New York 10013 -------------------------------------------------------------------------------- (Address of Principal Executive Offices) (212) 723 - 5424 ---------------- (Registrant's Telephone Number, Including Area Code) Form 8-K Item 4: Change in Registrant's Certifying Accountant PricewaterhouseCoopers LLP was previously the principal accountant for Smith Barney Mid-West Futures Fund L.P. II (the "Pool"). On July 9, 2002, that firm was dismissed as principal accountant and KPMG LLP was engaged as principal accountant. The decision to change accountants was approved by the general partner of the Pool. In connection with the audits of the two fiscal years ended December 31, 2001, and through July 9, 2002, there were no disagreements with PricewaterhouseCoopers LLP on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedures, which disagreements if not resolved to their satisfaction would have caused them to make reference thereto in their reports on the financial statements for such years. The audit reports of PricewaterhouseCoopers LLP on the financial statements of the Pool as of and for the years ended December 31, 2001 and 2000 did not contain any adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope, or accounting principle. A letter from PricewaterhouseCoopers LLP is attached as Exhibit 16 to this Form 8-K. Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Smith Barney Mid-West Futures Fund L.P. II /s/ Daniel R. McAuliffe, Jr. Daniel R. McAuliffe, Jr. Director and Chief Financial Officer Smith Barney Futures Management LLC General Partner Date: July 17, 2002