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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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) July 1, 1996
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BANCFIRST CORPORATION
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(Exact name of registrant as specified in its charter)
OKLAHOMA 0-14384 73-1221379
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(State or other jurisdiction of Commission File Number (I.R.S. Employer
incorporation or organization) Identification No.)
101 North Broadway, Suite 200, Oklahoma City, Oklahoma 73102
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (405)270-1086
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Item 4. Changes in Registrant's Certifying Accountant
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(A) PREVIOUS INDEPENDENT ACCOUNTANTS
(i) Effective July 1, 1996, Price Waterhouse LLP sold its Oklahoma City
practice to Coopers & Lybrand LLP, and as a result had to resign as the
independent accountants of BancFirst Corporation.
(ii) The reports of Price Waterhouse LLP on the financial statements for the
past two fiscal years contained no adverse opinion or disclaimer of opinion
and were not qualified or modified as to uncertainty, audit scope or
accounting principle.
(iii) In connection with its audits for the two most recent fiscal years and
through July 1, 1996, there have been no disagreements with Price
Waterhouse LLP 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 Price Waterhouse LLP
would have caused them to make reference thereto in their report on the
financial statements for such years.
(iv) During the two most recent fiscal years and through July 1, 1996, there
have been no reportable events (as defined in Regulation S-K Item
304(a)(1)(v).
(v) The Registrant has requested that Price Waterhouse LLP furnish it with a
letter addressed to the SEC stating whether or not it agrees with the above
statements. A copy of such letter, dated July 1, 1996, is filed as Exhibit
16 to this Form 8-K.
(B) NEW INDEPENDENT ACCOUNTANTS
(i) The Registrant engaged Coopers & Lybrand LLP as its new independent
accountants as of July 1, 1996. During the two most recent fiscal years
and through July 1, 1996, the Registrant has not consulted with Coopers &
Lybrand LLP regarding either (1) the application of accounting principles
to a specified transactions, either completed or proposed; or the type of
audit opinion that might be rendered on the Registrant's financial
statements, and either a written report was provided to the Registrant or
oral advice was provided that Coopers & Lybrand LLP concluded was an
important factor considered by the Registrant in reaching a decision as to
the accounting, auditing or financial reporting issue; or (2) 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 in
Item 304(a)(1)(v) of Regulation S-K.
(C) EXHIBIT
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<CAPTION>
EXHIBIT
NUMBER EXHIBIT
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<S> <C>
16 Letter stating agreement with Price Waterhouse statements.
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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.
July 1, 1996 /Randy P. Foraker/
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Randy P. Foraker
Sr. Vice President, Controller
and Secretary/Treasurer
(Principal Accounting Officer)
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EXHIBIT 16
July 1, 1996
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Ladies and Gentlemen:
We have read Item 4 of BancFirst Corporation's Form 8-K dated July 1, 1996 and
are in agreement with the statements contained in paragraph 4(a) therein.
Yours very truly,
Price Waterhouse, L.L.P.
Oklahoma City, Oklahoma
