U.S. 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: October 15, 1999
Commission file number 0-8898
Midcoast Energy Resources, Inc.
(Exact name of Registrant as Specified in Its Charter)
Nevada 76-0378638
(State or other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
1100 Louisiana, Suite 2950
Houston, Texas 77002
(Address of Principal Executive Officers) (Zip Code)
Registrant's telephone number, including area code: (713) 650-8900
Item 4.Changes in Registrant's Certifying Accountant
On October 11, 1999, Midcoast Energy Resources, Inc.
("Midcoast") notified Hein & Associates, LLP ("Hein") that they
were dismissed as the independent auditor of Midcoast.
Midcoast and Hein have not, in connection with the audit of
Midcoast's financial statements for each of the prior two years
ended December 31, 1998 and December 31, 1997 or for any subsequent
interim period prior to and including October 11, 1999, had any
disagreement on any matter of accounting principles or practices,
financial statement disclosure, or auditing scope or procedure,
which disagreement, if not resolved to Hein's satisfaction, would
have caused Hein to make reference to the subject matter of the
disagreement in connection with its reports.
The reports of Hein on the Midcoast financial statements for
the past two fiscal years did not contain an adverse opinion or a
disclaimer of opinion and were not qualified or modified as to
uncertainty, audit scope or accounting principles.
The decision to change was approved by Midcoast's board of
directors.
On October 11, 1999 Midcoast appointed
PricewaterhouseCoopers, LLP as its independent accountant and
PricewaterhouseCoopers, LLP accepted such appointment.
Midcoast had no relationship with PricewaterhouseCoopers, LLP
required to be reported pursuant to Regulation S-K item 304 (a) (2)
during the two fiscal periods ended December 31, 1998 and December
31, 1997 or for any subsequent interim period prior to and
including October 11, 1999.
Item 7.Financial Statements and exhibits
(c) Exhibits.
16.1 Letter from Hein regarding its concurrence with
Midcoast's statement regarding change of
accountants.
Signature
In accordance with the requirements of the Exchange Act, the
Registrant caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
MIDCOAST ENERGY RESOURCES, INC.
(Registrant)
BY: /s/ Richard A. Robert
Richard A. Robert
Principal
Financial Officer
Treasurer
Principal Accounting Officer
Date: October 15, 1999
2
October 15, 1999
Securities and Exchange Commission
Washington, D.C. 20549
We are previously principal accountants for Midcoast Energy
Resources, Inc., and on March 18, 1999, we reported on the
consolidated financial statements of Midcoast Energy
Resources, Inc. and Subsidiaries as of December 31, 1998 and
December 31, 1997 and for each of the years in the three-
year period ended December 31, 1998. On October 11, 1999,
our appointment as principal accountants of Midcoast Energy
Resources, Inc. was terminated. We have read Midcoast
Energy Resources, Inc.'s statements, except that we are not
in a position to agree or disagree with Midcoast Energy
Resources, Inc.'s statement that the change was approved by
the Board of Directors and the statements relating to the
appointment of Pricewaterhouse Coopers, LLP as independent
accountants for the Company.
Respectfully,
Hein + Associates LLP
Certified Public Accountants