AVOCA INC
8-K, 1999-02-04
OIL ROYALTY TRADERS
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                 [LETTERHEAD OF MILLING BENSON WOODWARD L.L.P.]


                           


                                February 4, 1999




Securities and Exchange Commission
450 Fifth St., N.W.
Washington, DC  20549


Gentlemen:

     On   behalf  of  Avoca,  Incorporated,  a  Louisiana  corporation,  I   am
transmitting  herewith for filing the Company's Form 8-K dated February 1, 1999.

     If  you have any  questions  or  comments  concerning  this  filing, please
telephone the undersigned at (504) 569-7406.


                                   Very truly yours,
     
                                   /s/ Patrick J. Butler, Jr.
                                   ---------------------------
                                   Patrick J. Butler, Jr.
                                   
                                  
                                
<PAGE>


                   
                       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, 1999


                               AVOCA, INCORPORATED
             (Exact name of registrant as specified in its charter)

     Louisiana                         0-9219                    72-0590868
(State or other jurisdiction         (Commission                (IRS Employer
  of incorporation                   File Number)           Identification No.)


         228 St. Charles Avenue, Suite 828, New Orleans, Louisiana 70130
               (Address of principal executive offices) (Zip Code)


       Registrant's telephone number, including area code: (504) 552-4720


                  P.O. Box 61260, New Orleans, Louisiana 70161
                       (Former name or former address, if
                           changed since last report)





                                Page 1 of 2 Pages

<PAGE>



Item 4:  Changes in Registrant's Certifying Accountant

         With the approval of the  Company's  Board of Directors  and  effective
upon the filing of the  Company's  Form 10-KSB for the year ended  December  31,
1998,  Ernst & Young  LLP has  decided  not to stand  for  reappointment  as the
Company's independent public accountants. There were no disagreements with Ernst
& Young LLP and its reports have  contained no adverse  opinion,  disclaimer  of
opinion or modification as to uncertainty, audit scope or accounting principles.

         It is  anticipated  that Arthur  Andersen  LLP will be asked to succeed
Ernst & Young LLP as the  Company's  independent  public  accountants  for 1999.
Representatives  of Arthur Andersen LLP and Ernst & Young LLP are expected to be
present at the Annual  Meeting  and to be  available  to respond to  appropriate
questions. Each will have an opportunity to make a statement if he desires to do
so.

Item 7(c):  Exhibits

         16 - Letter re Change in Certifying Accountant


                                   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.



                                                   AVOCA, INCORPORATED
                                          -----------------------------------
                                                      (Registrant)


                                         By:        /s/ Richard W. Fox
                                            ---------------------------------- 
                                                        Richard W. Fox
                                                        President

Date:  February 1, 1999

                                Page 2 of 2 Pages

<PAGE>



                                  Exhibit Index


       No.                Description

       16                 Letter re Change in Certifying Accountant


<PAGE>


                                                                    Exhibit 16





February 2, 1999



Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549


Gentlemen:

We have read Item 4 of Form 8-K dated  February 1, 1999, of Avoca,  Incorporated
and are in agreement  with the  statements  contained in the first  paragraph on
page 2 therein.  We have no basis to agree or disagree with other  statements of
the registrant contained therein.



                                     /s/ Ernst & Young LLP


<PAGE>


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