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UNITED STATES
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): April 16, 1998
BENTON OIL AND GAS COMPANY
(Exact name of registrant as specified in its charter)
Delaware 1-10762 77-0196707
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
1145 Eugenia Place, Suite 200
Carpinteria, California 93013
(Address of principal executive offices, with zip code)
Registrant's telephone number, including area code: (805) 566-5600
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ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
(a) On April 16, 1998, the Registrant informed Deloitte & Touche LLP
("Deloitte"), its current independent accountants, that effective immediately
they had been dismissed as the Registrant's principal independent accountants,
in accordance with the recommendation of the Registrant's audit committee, and
approval by the Board of Directors of the Registrant. Concurrently, the Board of
Directors of the Registrant engaged the accounting firm of Price Waterhouse LLP
("PW") to act as independent accountants for the Registrant effective
immediately.
(b) The report of Deloitte on the financial statements of the
Registrant for the past two years contained no adverse opinion or disclaimer of
opinion and was not qualified or modified as to uncertainty, audit scope or
accounting principles.
(c) The Board of Directors has approved the dismissal of Deloitte and
the engagement of PW, upon recommendation of the audit committee.
(d) During the two most recent fiscal years and any subsequent interim
period, there have been no disagreements with Deloitte on any matter of
accounting principles or practices, financial statement disclosure or auditing
scope or procedure, and there have been no reportable events (as defined in Item
304 of Regulation S-K of the Securities and Exchange Commission).
(e) The Registrant has furnished Deloitte with a copy of this Form 8-K
and has requested that Deloitte furnish it with a letter addressed to the United
States Securities and Exchange Commission (the "SEC") stating whether it agrees
with the above statements. A copy of Deloitte's letter to the SEC, dated April
20, 1998, is filed as Exhibit 16.1 to this current report on Form 8-K.
(f) During the two most recent fiscal years and any subsequent interim
period, the Registrant has not consulted PW regarding any matter requiring
disclosure in this Form 8-K.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits.
16.1 Letter from Deloitte & Touche LLP to the Securities and
Exchange Commission dated April 20, 1998.
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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.
Dated: April 21, 1998
BENTON OIL AND GAS COMPANY
By: /s/ James M. Whipkey
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James M. Whipkey, Chief Financial Officer
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EXHIBIT 16.1
DELOITTE & TOUCHE LLP
1000 WILSHIRE BOULEVARD
LOS ANGELES, CALIFORNIA 90017-2472
TELEPHONE: (213) 688-0800
FACSIMILE: (213) 688-0100
April 20, 1998
Securities and Exchange Commission
Mail Stop 9-5
450 5th Street, N.W.
Washington, D.C. 20549
Dear Sirs/Madams:
We have read and agree with the comments in the first sentence of paragraph (a)
and paragraphs (b), (d) and (e) of Item 4 of Form 8-K of Benton Oil and Gas
Company dated April 16, 1998. We have no basis to agree or disagree with the
comments in the second sentence of paragraph (a) and paragraphs (c) and (f) of
Item 4.
Yours truly,
/s/ Deloitte & Touche LLP
