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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) August 13, 1996
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AMERICAN INTERNATIONAL PETROLEUM CORPORATION
(Exact name of registrant as specified in its charter)
Nevada No. 0-14905 13-3130236
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(State or other (Commission (I.R.S. Employer
jurisdiction of File Number) Identification No.)
incorporation
or organization)
444 MADISON AVENUE, SUITE 3203, NEW YORK, NEW YORK 10022
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(Address of principal executive offices) (Zip Code)
(212)688-3333
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(Registrant's telephone number, including area code)
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(Former name, former address and former fiscal year,
if changed since last report)
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ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
(a) Previous independent accountants
(i) On August 13, 1996, Price Waterhouse LLP resigned as the
independent accountants of American International Petroleum
Corporation.
(ii) The reports of Price Waterhouse LLP on the financial
statements for the past two years contained no adverse
opinion or disclaimer of opinion and were not qualified or
modified as to uncertainty, audit scope or accounting
principle except that Price Waterhouse LLP's most recent
Report of Independent Accountants in the Registrant's
financial statements included in its Form 10-K for the
fiscal year ended December 31, 1995 was modified as to
uncertainty relating to the Company's recurring losses
from operations, working capital deficiency and certain
unresolved contingencies.
(iii) N/A
(iv) In connection with its audits for the two most recent
fiscal years and through August 13, 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 of
such year.
The Registrant has requested that Price Waterhouse LLP furnish us with
a letter addressed to the SEC stating whether or not it agrees with the above
statements. A copy of such letter, dated August 19, 1996, is filed as Exhibit
16.1 to this Form 8-K.
(b) New independent accountants
The Registrant engaged Hein + Associates LLP as its new independent
accountants as of August 13, 1996. During the two most recent fiscal years and
through August 13, 1996, the Registrant has not consulted with Hein + Associates
LLP on items which (1) involved the application of accounting principles or (2)
concerned the subject matter of a disagreement or reportable event with the
former auditor. The Registrant's Audit Committee and Board of Directors
participated in and approved the decision to retain the new independent
accountants.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial Statements of businesses acquired - N/A
(b) Pro forma financial information - N/A
(c) Exhibits
16.1 Letter re change in certifying accountant dated August 19,
1996.
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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.
Date: August 19, 1996
AMERICAN INTERNATIONAL
PETROLEUM CORPORATION
By: /s/ Denis J. Fitzpatrick
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Denis J. Fitzpatrick
Chief Financial Officer
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EXHIBIT INDEX
16.1 Letter re change in certifying accountant dated August 19,
1996.
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EXHIBIT 16.1
2001 Ross Avenue, Suite 1800
Dallas, Texas 75201-2997
Telephone: 214-754-7900
PRICE WATERHOUSE LLP
August 19, 1996
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, DC 20549
Ladies and Gentlemen:
AMERICAN INTERNATIONAL PETROLEUM CORPORATION
We have read Item 4 of American International Petroleum Corporation's 8-K dated
August 19, 1996 and are in agreement with the statements contained in paragraph
4(a) therein.
Your very truly,
/s/ Price Waterhouse LLP
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