-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, QD0Ii5JrhTzTPKV2Ch2TdW9zmbEXc4K4zlNsEfxyMXXvTewkymmqleinNwVSZKzd ac0g6YUBY57UAqnPDNd9Iw== 0001193125-04-032094.txt : 20040301 0001193125-04-032094.hdr.sgml : 20040301 20040301134903 ACCESSION NUMBER: 0001193125-04-032094 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040223 ITEM INFORMATION: Changes in registrant's certifying accountant ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040301 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ROGERS INTERNATIONAL RAW MATERIALS FUND LP CENTRAL INDEX KEY: 0001118384 STANDARD INDUSTRIAL CLASSIFICATION: [6221] IRS NUMBER: 364368292 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-41780 FILM NUMBER: 04638459 BUSINESS ADDRESS: STREET 1: 1000 HART RD STREET 2: SUITE 210 CITY: BARRINGTON STATE: IL ZIP: 60010 BUSINESS PHONE: 8473040450 MAIL ADDRESS: STREET 1: 1000 HART RD STREET 2: SUITE 210 CITY: BARRINGTON STATE: IL ZIP: 60010 8-K 1 d8k.htm FORM 8-K FORM 8-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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): February 23, 2004

 


 

ROGERS INTERNATIONAL RAW MATERIALS FUND, L.P.

(Exact name of registrant as specified in its charter)

 


 

Illinois   333-105040   36-4368292

(State or other jurisdiction of

incorporation)

  (Commission File Number)   (IRS Employer Identification No.)

 

1000 Hart Road, Suite 210    
Barrington, Illinois   60010
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (312) 264-4375

 

Former Name or Former Address, if Changed Since Last Report: Not applicable

 



Item 4. Changes in Registrant’s General Partner’s Certifying Accountant

 

  (a) On February 23, 2004, Beeland Management Company, L.L.C., as general partner (“General Partner”) of the Rogers International Raw Materials Fund, L.P., dismissed Nykiel, Carlin & Co., Ltd. (“Nykiel Carlin”) as the General Partner’s independent accountants, effective immediately, and engaged the services of Altschuler, Melvoin and Glasser, LLP (“AMG”) to serve as the General Partner’s independent public accountants for the 2003 fiscal year.

 

  (b) Nykiel Carlin’s reports on the General Partner’s financial statements for each of the years ended December 31, 2002 and 2001 did not contain an adverse opinion or disclaimer of opinion, nor were such reports qualified or modified as to uncertainty, audit scope, or accounting principles.

 

  (c) During the fiscal years ended December 31, 2002 and 2001 and through the date hereof, there were no disagreements with Nykiel Carlin on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which, if not resolved to the satisfaction of Nykiel Carlin, would have caused Nykiel Carlin to make reference to the subject matter of the disagreement(s) in connection with its reports covering such periods.

 

  (d) During the fiscal years ended December 31, 2002 and 2001 and through the date hereof, there were no “reportable events” (hereinafter defined) requiring disclosure pursuant to Item 304 (a) (1) (v) of Regulation S-K. As used herein, the term “reportable events” means any of the items listed in paragraphs (a) (1) (v) (A) – (D) of Item 304 of Regulation S-K.

 

  (e) Effective February 23, 2004, the General Partner engaged AMG as its independent accountants. During the two years ended December 31, 2002 and through the date hereof, neither the General Partner nor anyone on its behalf consulted AMG regarding either the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the General Partner’s financial statements, nor has AMG provided to the General Partner a written report or oral advice regarding such principles or audit opinion.

 

  (f) The General Partner has requested that Nykiel Carlin furnish it with a letter addressed to the Securities and Exchange Commission stating whether or not it agrees with the above statements. A copy of the letter from Nykiel Carlin dated February 25, 2004 is filed as Exhibit 16.1 to this Form 8-K.


Item 7. Financial Statements and Exhibits

 

(c) Exhibits.

 

Exhibit
Number


  

Description


16.1    Letter from Nykiel, Carlin & Co., Ltd. to the Securities and Exchange Commission, dated February 25, 2004, regarding change in certifying accountant.


SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

 

Date: February 23, 2004

 

Rogers International Raw Materials Fund, L.P.

By:

 

Beeland Management Company, L.L.C.


   

General Partner

By:

 

/s/ Walter T. Price III


   

Managing Member


EXHIBIT INDEX

 

Exhibit
Number


  

Description


16.1    Letter from Nykiel, Carlin & Co., Ltd. to the Securities and Exchange Commission, dated February 25, 2004, regarding change in certifying accountant.
EX-16.1 3 dex161.htm LETTER FROM NYKIEL, CARLIN & CO., LTD LETTER FROM NYKIEL, CARLIN & CO., LTD

Exhibit 16.1

 

February 25, 2004

 

Office of the Chief Accountant

Securities and Exchange Commission

450 Fifth Street, N.W.

Washington, D.C. 20549

 

Dear Sir or Madam:

 

We have read paragraphs (b), (c) and (d) of Item 4 included in the Form 8-K dated February 23, 2004 of Rogers International Raw Materials Fund, L.P. to be filed with the Securities and Exchange Commission and are in agreement with the statements contained therein. We have no basis to agree or disagree with other statements of the registrant contained therein.

 

Very truly yours,

 

/s/ NYKIEL, CARLIN & CO., LTD.

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