==============================================================================
UNITED STATES
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: JANUARY 21, 1997
TEXAS PETROCHEMICALS CORPORATION
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
TEXAS 333-11569 74-1778313
(STATE OR OTHER JURISDICTION OF (REGISTRATION (I.R.S. EMPLOYER
INCORPORATION OR ORGANIZATION) NUMBER) IDENTIFICATION NO.)
8707 KATY FREEWAY, SUITE 300
HOUSTON, TEXAS 77024
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
(713) 461-3322
(REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)
==============================================================================
<PAGE>
ITEM 4. CHANGES IN THE REGISTRANT'S CERTIFYING ACCOUNTANT.
On January 15, 1997 the Audit Committee of the Board of Directors of Texas
Petrochemicals Corporation (the "Corporation") recommended and the Corporation's
Board of Directors approved, the engagement of Deloitte & Touche LLP ("D&T") to
audit the consolidated financial statements of the Corporation for the year
ending June 30, 1997. Accordingly, the engagement of Coopers & Lybrand L.L.P.
("C&L") as the Corporation's auditors will be discontinued. C&L's reports on the
Corporation's combined financial statements for the year ended May 31, 1995, the
twelve months ended May 31, 1996 and the one month ended June 30, 1996 did not
contain an adverse opinion or disclaimer of opinion, and were not qualified or
modified as to uncertainty, audit scope or accounting principles. In connection
with the audits of the Corporation's combined financial statements for the year
ended May 31, 1995, the twelve months ended May 31, 1996 and the one month ended
June 30, 1996, (i) the Corporation had no disagreements with C&L on any matter
of accounting principles or practices, financial statement disclosure or
auditing scope or procedure, (ii) C&L did not advise the Corporation of any
"reportable event" as defined in Regulation S-K under the Securities Exchange
Act of 1934 and (iii) the Corporation did not consult with D&T on any
accounting, auditing, or financial reporting matters.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) None
(b) None
(c) Exhibits
16.1 Letter dated January 21, 1997 from Coopers & Lybrand L.L.P.
regarding change in certifying accountant.
1
<PAGE>
SIGNATURES
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.
TEXAS PETROCHEMICALS CORPORATION
Dated: January 21, 1997 By: /s/ CLAUDE E. MANNING
(Signature)
Claude E. Manning
Chief Financial Officer
2
Exhibit 16.1
January 21, 1997
Securities and Exchange Commission
450 5th Street, N.W.
Washington, D.C. 20549
Gentlemen:
We have read the statement made by Texas Petrochemicals Corporation (the
"Corporation") (copy attached) which we understand will be filed with the
Commission, pursuant to Item 4 of Form 8-K, as part of the Corporation's Form
8-K report. We agree with the statements concerning our Firm in such Form 8-K.
Very truly yours,
Coopers & Lybrand L.L.P.
