UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
8-K/A
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.
1-3004 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 Registrant's Independent Accountant
(a) Previous Independent Accountants
On February 1, 2000, Illinois Power Company (Illinois Power)dismissed their
prior independent accountants, PricewaterhouseCoopers LLP (PwC) upon completion
of PwC's audit of the financial statements of Illinois Power as of and for the
year ended December 31, 1999. Illinois Power filed its financial statements as
of and for the years ended December 31, 1999 and 1998 with the SEC on March 30,
2000. PwC's reports on the financial statements of Illinois Power as of and for
the years ended December 31, 1999 and 1998 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 merger of Illinois Power's parent company,
Illinova Corporation, with Dynegy, Inc. on February 1, 2000 (b) the 1998
impairment of long-lived assets due to a commitment to exit nuclear operations,
(c) a quasi-reorganization effected in December 1998, (d) 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 (e)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
Illinois Power. The decision to change accountants was approved by the Board of
Directors of Illinois Power.
In connection with its audits of the financial statements of Illinois Power as
of and for the years ended December 31, 1999 and 1998 and through March 30,
2000, there were no disagreements between PwC 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 Illinois Power as of and for the years ended December 31, 1999 and
1998.
None of the "reportable events" described in Item 304(a)(1)(v) of Regulation S-K
occurred with respect to Illinois Power within the years ended December 31, 1999
and 1998 and through March 30, 2000. Illinois Power has requested that PwC
furnish them with a letter addressed to the SEC stating whether or not it agrees
with the above statements. A copy of such letter, dated March 24, 2000, is filed
as Exhibit 16.1 to this Form 8-K/A
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(b) New Independent Accountants
On February 1, 2000, Illinois Power engaged Arthur Andersen LLP as their new
independent accountants. During the years ended December 31, 1999 and 1998 and
through March 30, 2000, Illinois Power did not consult Arthur Andersen LLP
regarding (i) either: 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 Illinois Power, and either a
written report or oral advice was provided to Illinois Power that Arthur
Andersen concluded was an important factor considered by 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.
ILLINOIS POWER COMPANY
(Registrant)
By /s/ Larry F. Altenbaumer
---------------------------
Larry F. Altenbaumer
President
on behalf of Illinois Power Company
Date: April 6, 2000
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Exhibit Index
The following Exhibits are hereby filed as part of this Current Report on Form
8-K/A:
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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March 30, 2000
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Commissioners:
We have read the statements made by Illinois Power Company in the attached Form
8-K/A, which we understand will be filed with the Commission, pursuant to Item 4
of Form 8-K/A, as part of the Form 8-K report of Illinova Corporation and
Illinois Power Company dated February 1, 2000. We agree with the statements
concerning our firm in Item 4(a) of such Form 8-K/A.
Regards,
PricewaterhouseCoopers LLP
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