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) January 28, 2000


                              ZYDECO ENERGY, INC.
            (Exact name of registrant as specified in its charter)


          DELAWARE                     0-22076            76-0404904
(State or other jurisdiction of      (Commission       (I.R.S. Employer
incorporation or organization)       File Number)      Identification No.)

                 2170 PLAZA OF THE AMERICAS, 700 N. PEARL ST.
                                 DALLAS, TEXAS
                   (Address of principal executive offices)

                                     75201
                                  (Zip Code)

                                (214) 999-9300
             (Registrant's telephone number, including area code)


                                   NO CHANGE
         (Former name or former address, if changed since last report)

                                       1


ITEM 4.  CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT


     In December, 1999, Zydeco Energy, Inc. ("Zydeco") determined to replace
Arthur Andersen LLP ("Andersen") as its independent accountants to audit its
financial statements for economic reasons.

     Andersen's reports on Zydeco's financial statements for the two most recent
fiscal years did not contain any adverse opinion or disclaimer of opinion;
however, the report included in the 1998 Form 10-K was modified to disclose
uncertainties regarding the Company's ability to continue as a going concern.

     The decision to change accountants was approved by Zydeco's Board of
Directors on December 31, 1999.

     During Zydeco's two most recent fiscal years and any subsequent interim
period preceding the change in accountants, there were no disagreements with
Andersen on any matter of accounting principles or practices, financial
statement disclosure, or auditing scope or procedure. The decision to change
accountants was based on the comparative cost of the audit services provided by
both firms.

     Zydeco has engaged the firm of Hein + Associates LLP ("Hein") as of January
21, 2000. Hein was not consulted during the two most recent fiscal years or any
subsequent interim period on any matters relating to accounting principles or a
specific transaction, either completed or proposed.

ITEM 6.


Exhibit 1   Letter from Arthur Andersen

                                       2


                                   SIGNATURES



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


                                ZYDECO ENERGY, INC.



                                /s/ Sam B. Myers, Jr.
                                --------------------------
                                Sam B. Myers, Jr.
                                Chairman, President, CEO and COO
                                (Principal Executive Officer and Principal
                                Financial and Accounting Officer)



Dated:  January 28, 2000

                                       3

EX-1

                                                                 ARTHUR ANDERSEN


January 28, 2000                                      Arthur Andersen LLP

                                                      Suite 1300
                                                      711 Louisiana Street
                                                      Houston TX 77002-2786

Office of the Chief Accountant                        Tel 713 237 2323
Securities and Exchange Commission                    Fax 713 237 2780
450 Fifth Street, N.W.
Washington, D.C. 20549

Dear Sir/Madam:

We have read the paragraphs of Item 4 included in the Form 8-K dated January 28,
2000 of Zydeco Energy, Inc. 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

cc: Mr. Sam B. Myers
    Chief Executive Officer
    Zydeco Energy, Inc.