<PAGE> 1
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
November 22, 1999
(Date of earliest event reported)
KINDER MORGAN, INC.
(Exact name of registrant as specified in its charter)
KANSAS 1-6446 48-0290000
(State or other (Commission (I.R.S. Employer
jurisdiction of File Number) Identification)
incorporation)
Joseph Listengart
Kinder Morgan, Inc.
1301 McKinney Street, Ste. 3400
Houston, Texas 77010
713-844-9500
(Address of principal executive offices including
zip code and Registrant's telephone number,
including area code)
--------------------------------------------
Please send copies of communications to:
David L. Ronn
Bracewell & Patterson, L.L.P.
711 Louisiana Street, Suite 2900
Houston, Texas 77002-2781
Phone: (713) 221-1352
<PAGE> 2
Item 4. Changes in Registrant's Certifying Accountant.
On November 22, 1999, Kinder Morgan, Inc. (the "Registrant") replaced Arthur
Andersen LLP ("Arthur Andersen") as the principal accountant for the Registrant
and its affiliates. For the past two fiscal years, the reports of Arthur
Andersen did not contain an adverse opinion nor a disclaimer of opinion and were
not qualified or modified as to uncertainty, audit scope or accounting
principles. The decision to replace Arthur Andersen was approved by the Board of
Directors of the Registrant.
In connection with the audits of the Registrant's financial statements for each
of the two most recent fiscal years ending December 31, 1997 and December
31,1998 and in the subsequent interim period preceding Arthur Andersen's
replacement, there were no disagreements on any matters of accounting principles
or practices, financial statement disclosure or auditing scope or procedure
which, if not resolved to the satisfaction of Arthur Andersen, would have caused
Arthur Andersen to make references to the matter in their report.
On November 22, 1999, the Registrant engaged as its new principal accountant
PricewaterhouseCoopers LLP ("PricewaterhouseCoopers"). During the two most
recent fiscal years and through the date of their appointment, the Registrant
has not consulted with PricewaterhouseCoopers on matters of the type
contemplated by Item 304(a)(2) of Regulation S-K.
The Registrant has requested that Arthur Andersen furnish it with a letter
addressed to the Commission stating whether it agrees with the statements set
forth in this Form 8-K. A copy of that letter, dated November 29, 1999, is filed
herewith as Exhibit 16.1 to this Form 8-K.
Item 7. Financial Statements and Exhibits.
Exhibit
Number Description of Exhibit
------- ----------------------
16.1 Letter dated November 29, 1999 from Arthur Andersen LLP,
Registrant's certifying accountant.
<PAGE> 3
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
KINDER MORGAN, INC.
By: /s/ Joseph Listengart
---------------------------------------
Name: Joseph Listengart
Title: Vice President, General Counsel
and Secretary
Date: November 29, 1999
<PAGE> 4
EXHIBIT INDEX
Exhibit
Number Description of Exhibit
------- ----------------------
16.1 Letter dated November 29, 1999 from Arthur Andersen LLP,
Registrant's certifying accountant.
<PAGE> 1
EXHIBIT 16.1
November 29, 1999
Office of the Chief Accountant
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Dear Sir/Madam:
We have read the first two paragraphs of Item 4 included in the Form 8-K dated
November 22, 1999 of Kinder Morgan, Inc. to be filed with the Securities and
Exchange Commission and are in agreement with the statements contained therein.
Very truly yours,
/s/ Arthur Andersen LLP
Arthur Andersen LLP
cc: Mr. David G. Dehaemers, Jr.
Vice President and Chief Financial Officer,
Kinder Morgan, Inc.