-----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, CxGo8I49CTEzJqMgZrwXaRZCFWQ5/28rfHa5x6joZCsIrHO1XymYeWyqYoH7VDvO C4cO3lbmO+B+1MLOgLPLFA== 0000950129-02-002634.txt : 20020517 0000950129-02-002634.hdr.sgml : 20020517 20020517154029 ACCESSION NUMBER: 0000950129-02-002634 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20020517 ITEM INFORMATION: Changes in registrant's certifying accountant ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20020517 FILER: COMPANY DATA: COMPANY CONFORMED NAME: POGO PRODUCING CO CENTRAL INDEX KEY: 0000230463 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 741659398 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-07792 FILM NUMBER: 02656239 BUSINESS ADDRESS: STREET 1: 5 GREENWAY PLAZA STE 2700 STREET 2: P O BOX 2504 CITY: HOUSTON STATE: TX ZIP: 77252-0504 BUSINESS PHONE: 7132975000 MAIL ADDRESS: STREET 1: 5 GREENWAY PLAZA SUITE 2700 STREET 2: P O BOX 2504 CITY: HOUSTON STATE: TX ZIP: 77252 FORMER COMPANY: FORMER CONFORMED NAME: PENNZOIL OFFSHORE GAS OPERATORS INC /TX/ DATE OF NAME CHANGE: 19600201 8-K 1 h97007e8-k.txt POGO PRODUCING COMPANY TAX-ADVANTAGED SAVINGS PLAN ================================================================================ 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): MAY 17, 2002 ---------- TAX-ADVANTAGED SAVINGS PLAN OF POGO PRODUCING COMPANY (Exact name of registrant as specified in its charter) DELAWARE 1-7792 74-1659398 (State or other jurisdiction (Commission File Number) (IRS Employer of incorporation) Identification No.)
5 GREENWAY PLAZA, SUITE 2700 HOUSTON, TEXAS 77046-0504 (Address of principal executive offices and zip code) Registrant's telephone number, including area code: (713) 297-5000 ---------- ================================================================================ ITEM 4. CHANGE IN THE REGISTRANT'S CERTIFYING ACCOUNTANT On May 17, 2002, the administrative board of the Tax Advantaged Savings Plan of Pogo Producing Company (the "Plan") determined to appoint PricewaterhouseCoopers LLP as the Plan's independent public accountants, replacing Arthur Andersen LLP, which the administrative board dismissed on the same date. The audit reports of Arthur Andersen LLP on the financial statements of the Plan as of and for the fiscal years ended December 31, 1999 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 principles. During the two most recent fiscal years of the Plan ended December 31, 2000 and the subsequent interim period to the date hereof, there were no disagreements between the administrative board of the Plan and Arthur Andersen LLP on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to Arthur Andersen LLP's satisfaction, would have caused Arthur Andersen LLP to make reference to the subject matter of the disagreement in connection with its reports. None of the reportable events described under Item 304(a)(1)(v) of Regulation S-K occurred within the two most recent fiscal years of the Plan ended December 31, 2000 and the subsequent interim period to the date hereof. During the two most recent fiscal years of the Plan ended December 31, 2000 and the subsequent interim period to the date hereof, neither the trustee nor the administrative board of the Plan consulted with PricewaterhouseCoopers LLP regarding any of the matters or events set forth in Item 304(a)(2)(i) and (ii) of Regulation S-K. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits.
EXHIBIT NUMBER DESCRIPTION -------------- ----------- 16.1 Letter from Arthur Andersen LLP to the Securities and Exchange Commission dated May 17, 2002
2 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the trustee (or other persons who administer the employee benefit plan) have duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. TAX-ADVANTAGED SAVINGS PLAN OF POGO PRODUCING COMPANY Date: May 17, 2002 By: /S/ JOHN O. MCCOY, JR. ----------------------------------------- John O. McCoy, Jr. Member of the Administrative Board 3 EXHIBIT INDEX
EXHIBIT NUMBER DESCRIPTION -------------- ----------- 16.1 Letter from Arthur Andersen LLP to the Securities and Exchange Commission dated May 17, 2002
4 EX-16.1 3 h97007ex16-1.txt LETTER FROM ARTHUR ANDERSEN LLP EXHIBIT 16.1 [Arthur Andersen LLP Letterhead] May 17, 2002 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 the second through the fourth paragraphs of Item 4 included in the Current Report on Form 8-K dated May 17, 2002 of the Tax-Advantaged Savings Plan of Pogo Producing Company to be filed with the Securities and Exchange Commission and are in agreement with the statements contained therein. Very truly yours, /s/ Arthur Andersen LLP Arthur Andersen LLP Copy to: Mr. John O. McCoy, Jr. - Pogo Producing Company 5 -----END PRIVACY-ENHANCED MESSAGE-----