MIDCOAST ENERGY RESOURCES INC
8-K, 1999-10-15
NATURAL GAS TRANSMISISON & DISTRIBUTION
Previous: LEGG MASON CASH RESERVE TRUST, N-30D, 1999-10-15
Next: QUANEX CORP, S-8 POS, 1999-10-15







              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




© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission