-----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, KB5KZ+nihJYDsR/A0Xfq+iRLoxK0kBUfIiAVxuzoJBpl7j2EkAO4QMZOtQVufY6x qvUTO6HF4HyjNndAIgb7oQ== 0000077231-97-000017.txt : 19970529 0000077231-97-000017.hdr.sgml : 19970529 ACCESSION NUMBER: 0000077231-97-000017 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19970522 ITEM INFORMATION: Bankruptcy or receivership FILED AS OF DATE: 19970528 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: PENNSYLVANIA ENTERPRISES INC CENTRAL INDEX KEY: 0000077231 STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS DISTRIBUTION [4924] IRS NUMBER: 231920170 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11325 FILM NUMBER: 97614823 BUSINESS ADDRESS: STREET 1: ONE PEI CTR STREET 2: WILKES BARRE CTR CITY: WILKES BARRE STATE: PA ZIP: 18711-0601 BUSINESS PHONE: 7178298843 MAIL ADDRESS: STREET 1: 39 PUBLIC SQUARE CITY: WILKES BARRE STATE: PA ZIP: 18711-0601 8-K 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): May 22, 1997
Pennsylvania Enterprises, Inc. (Exact name of registrant as specified in its charter Pennsylvania 0-7812 23-1920170 (State or other jurisdiction) (Commission File Number) (IRS Employer Identification No.) One PEI Center, Wilkes-Barre, Pennsylvania 18711-0601 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (717)829-8843 Not Applicable (Former name or former address, if changed since last report) Page 1 of 6 Pages The Index to Exhibits is on Page 5
Item 4. Changes in Registrant's Certifying Accountant (a) Previous independent accountants (i) On May 22, 1997, Pennsylvania Enterprises, Inc. dismissed Arthur Andersen LLP as its independent accountants. (ii) The reports of Arthur Andersen LLP on the Registrant's financial statements for the past two fiscal years contained no adverse opinion or disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principle. (iii) The Registrant's Audit Committee participated in and approved the decision to change independent accountants. (iv) In connection with its audits for the two most recent fiscal years and through May 22, 1997, there have been no disagreements with 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 the satisfaction of Arthur Andersen LLP would have caused them to make reference thereto in their report on the financial statements for such years. (v) During the two most recent fiscal years and through May 22, 1997, there have been no reportable events (as defined in Regulation S-K Item 304(a)(1)(v)). (vi) The Registrant has requested that Arthur Andersen LLP furnish it with a letter stating whether or not it agrees with the above statements. A copy of such letter, dated May 28, 1997, is filed as Exhibit 16-1 to this Form 8-K. (b) New independent accountants (i) The Registrant engaged Price Waterhouse LLP as its new independent accountants as of May 22, 1997. During the two most recent fiscal years and through May 22, 1997, the Registrant has not consulted with Price Waterhouse LLP regarding (i) 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 Registrant's financial statements, and either a written report was provided to the Registrant or oral advice was provided that Price Waterhouse LLP concluded was an important factor considered by the Registrant in reaching a decision as to the accounting, auditing or financial reporting issue; or (ii) any matter that was either the subject of a disagreement, as that term is defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions to Item 304 of Regulation S-K, or a reportable event, as that term is defined in Item 304(a)(1)(v) of Regulation S-K. Page 2 of 6 Pages Item 7. Financial Statements and Exhibits.
(c) Exhibits Exhibit 16-1 - Letter from Arthur Andersen LLP dated May 28, 1997, regarding the change in independent accountants.
Page 3 of 6 Pages
SIGNATURE 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, thereunto duly authorized. Dated: May 28, 1997 PENNSYLVANIA ENTERPRISES, INC. By: /s/ John F. Kell, Jr. Name: John F. Kell, Jr. Title: Vice President, Financial Services
Page 4 of 6 Pages Index to Exhibits Exhibit Number Description
(16) Letter Re Change in Certifying Accountant 16-1 Letter dated as of May 28, 1997, from Arthur Andersen LLP regarding the change in independent accountants -- filed herewith.
Page 5 of 6 Pages EX-16 2 Exhibit 16-1 Arthur Andersen LLP 1345 Avenue of the Americas New York, NY 10105-0032 May 28, 1997 Mr. John Kell, Jr. Vice President, Financial Services Pennsylvania Enterprises, Inc. One PEI Center Wilkes-Barre, PA 18711 Dear Mr. Kell: This is to confirm that the client-auditor relationship between Pennsylvania Enterprises, Inc. (Commission File Number 0-7812) and PG Energy Inc. (Commission File Number 1-3490) and Arthur Andersen LLP has ceased. Very truly yours, /s/ Arthur Andersen LLP Arthur Andersen LLP Copy to: Mr. Michael Sutton, Chief Accountant Securities and Exchange Commission Page 6 of 6 Pages -----END PRIVACY-ENHANCED MESSAGE-----