UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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)
February 1, 2000
Commission Registrants; State of Incorporation; IRS Employer
File Number Address; and Telephone Number Identification No.
1-11327 Illinova Corporation 37-1319890
(an Illinois Corporation)
500 S. 27th Street
Decatur, IL 62521
(217) 424-6600
1-3004 Illinois Power Company 37-0344645
(an Illinois Corporation)
500 S. 27th Street
Decatur, IL 625251
(217) 424-6600
Total number of sequentially numbered pages is 6.
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Item 4. Changes in Registrants' Independent Accountant
(a) Previous Independent Accountants
On February 1, 2000, Illinova Corporation (Illinova) and Illinois Power Company
(Illinois Power) dismissed their prior independent accountants,
PricewaterhouseCoopers LLP (PwC) upon completion of the audits of the financial
statements of Illinova and Illinois Power as of and for the year ended December
31, 1999. PwC's reports on the financial statements of Illinova and Illinois
Power as of and for the years ended December 31, 1998 and 1997 contained no
adverse opinion or disclaimer of opinion, and were not qualified or modified as
to uncertainty, audit scope or accounting principle. However, such reports
contained explanatory paragraphs discussing (a) the 1998 impairment of
long-lived assets due to a commitment to exit nuclear operations, (b) a
quasi-reorganization effected in December 1998, (c) the 1998 adoption of the
provisions of Statement of Financial Accounting Standards No. 133, "Accounting
for Derivatives and Hedging Activities" and Emerging Issues Task Force Statement
98-10, "Accounting for Energy Trading and Risk Management Activities" and (d)
the discontinuance during 1997 in applying the provisions of Statement of
Financial Accounting Standards No. 71, "Accounting for the Effects of Certain
Types of Regulation" for the generation segment of the business of Illinova and
Illinois Power. The decision to change accountants was approved by the Board of
Directors of Illinova and Illinois Power.
In connection with its audits of the financial statements of Illinova and
Illinois Power as of and for the years ended December 31, 1998 and 1997 and
through February 1, 2000, there were no disagreements between PwC and Illinova
and Illinois Power on any matter of accounting principles or practices,
financial statement disclosure, or auditing scope or procedure, which
disagreements, if not resolved to the satisfaction of PwC would have caused them
to make reference to the subject matter of the disagreements in connection with
their reports on the financial statements of Illinova and Illinois Power as of
and for the years ended December 31, 1998 and 1997.
None of the "reportable events" described in Item 304(a)(1)(v) of Regulation S-K
occurred with respect to Illinova and Illinois Power within the years ended
December 31, 1998 and 1997 and through February 1, 2000. Illinova and Illinois
Power have requested that PwC furnish them with a letter addressed to the SEC
stating whether or not it agrees with the above statements. Copies of such
letters, dated February 8, 2000, are filed as Exhibit 16.1 to this Form 8-K.
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(b) New Independent Accountants
On February 1, 2000, Illinova and Illinois Power engaged Arthur Andersen
LLP as their new independent accountants. During the years ended December 31,
1998 and 1997 and through February 1, 2000, Illinova and Illinois Power did not
consult Arthur Andersen LLP regarding either (i) the application of accounting
principles to a specified transaction, either completed or proposed; or the type
of audit opinion that might be rendered on the financial statements of Illinova
and Illinois Power, and either a written report was provided that Illinova and
Illinois Power concluded was an important factor considered by Illinova and
Illinois Power in reaching a decision as to the accounting, auditing or
financial issue; or (ii) any matter that was either the subject of a
disagreement, as that term is defined in Item 304(a)(1)(iv) of Regulation S-K
and the related instructions to Item 304 of Regulation S-K, or a reportable
event, as that term is defined Item 304(a)(1)(v) of Regulation S-K.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(c) Exhibits
16.1 Letter of PricewaterhouseCoopers LLP to the Securities and Exchange
Commission included herein pursuant to the requirements of Item 304(a) of
Regulation S-K.
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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 thereunto duly authorized.
ILLINOVA CORPORATION
(Registrant)
By /s/ David W. Butts
---------------------------
David W. Butts
Senior Vice President
on behalf of
Illinova Corporation
Date: February 8, 2000
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 thereunto duly authorized.
ILLINOIS POWER COMPANY
(Registrant)
By /s/ David W. Butts
---------------------------
David W. Butts
Executive Vice President and
Chief Operating Officer
on behalf of
Illinois Power Company
Date: February 8, 2000
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Exhibit Index
The following Exhibits are hereby filed as part of this Current Report on Form
8-K:
Exhibit
Number Description
16.1 Letter of PricewaterhouseCoopers LLP to the Securities and Exchange
Commission included herein pursuant to the requirements of Item 304(a) of
Regulation S-K.
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February 8, 2000
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Commissioners:
We have read the statements made by Illinova Corporation and Illinois Power
Company (combined Form 8-K attached), which we understand will be filed with the
Commission, pursuant to Item 4 of Form 8-K, as part of the Form 8-K report of
Illinova and Illinois Power dated February 1, 2000. We agree with the statements
concerning our firm in Item 4(a) of such Form 8-K.
Regards,
PricewaterhouseCoopers LLP
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