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) October 29, 1996
PrimeEnergy Corporation
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(Exact name of registrant as specified in its charter)
Delaware 0-7406 84-0637348
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
One Landmark Square, Stamford, CT. 06901
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(Address of principal executive offices) (Zip Code)
(203) 358-5700
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(Registrant's telephone number, including area code)
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(Former name or former address, if changed since last report)
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Item 4. Changes in Registrant's Certifying Accountant
The Registrant has engaged Pustorino, Puglisi & Co., P.C. as principal
accountants with respect to the audit of Registrant's financial statements
as of December 31, 1996. Coopers & Lybrand, L.L.P. previously acted as
Registrant's principal accountants. The appointment of Pustorino,
Puglisi & Co., P.C. in replacement of Coopers & Lybrand, L.L.P. was
approved by the Executive Committee of the Board of Directors of Registrant.
The engagement of Pustorino, Puglisi, & Co., P.C. and the dismissal of
Coopers & Lybrand, L.L.P. were both effective October 29, 1996.
There were no disagreements with Coopers & Lybrand, L.L.P. on any matter of
accounting principles or practices, financial statement disclosure or auditing
scope or procedure in connection with the audit of Registrant's two most
recent audited fiscal years, being the years ended December 31, 1995 and 1994,
or any subsequent interim period. The audit reports of Coopers & Lybrand,
L.L.P. on Registrant's financial statements for the periods ended December
31, 1995 and 1994, contained no adverse opinion or any disclaimer of opinion,
nor were their reports qualified or modified as to uncertainty, audit scope,
or accounting principles. A letter from Coopers & Lybrand, L.L.P. stating
their agreement with the response by Registrant to this Item 4 is filed
herewith as Exhibit (16).
Item 7. Financial Statements and Exhibits
(a) Financial Statements
None
(b) Pro forma financial information
None
(c) Exhibits
The following exhibit is filed herewith:
Exhibit No. Exhibit
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16 Letter from Coopers & Lybrand, L.L.P
Re: Change in certifying accountants.
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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 hereunto duly authorized.
PrimeEnergy Corporation
Date: October 29, 1996 By: /s/ Beverly A. Cummings
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Beverly A. Cummings
Executive Vice President
[Letterhead Of Coopers & Lybrand, L.L.P.]
Exhibit No. 16
October 29, 1996
Securities and Exchange Commission
450 5th Street, N.W.
Washington, D.C. 20549
Gentlemen:
We have read the statements made by PrimeEnergy Corporation (copy attached),
which we understand will be filed with the Commission, pursuant to Item 4 of
Form 8-K, as part of the Company's Form 8-K report dated October 29, 1996.
We agree with the statements concerning our Firm in such Form 8-K.
Very truly yours,
/s/ Coopers & Lybrand, L.L.P.
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Coopers & Lybrand, L.L.P.
