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) August 14, 2000
GRANT GEOPHYSICAL, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
Delaware
(STATE OR OTHER 333-89863* 76-0548468
JURISDICTION (COMMISSION FILE (IRS EMPLOYER
OF INCORPORATION) NUMBER) IDENTIFICATION NO.)
16850 Park Row 77084
Houston, Texas (ZIP CODE)
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)
(281) 398-9503
(REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)
* The Commission file number refers to a Form S-1 registration statement
filed by the registrant under the Securities Act of 1933, which became
effective January 12, 2000.
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ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
(A) On August 14, 2000, Grant Geophysical, Inc. (the "Company") was
informed by PricewaterhouseCoopers LLP ("PWC") that PWC had resigned as
the Company's independent auditors.
(B) PWC'S reports on the Company's consolidated financial statements
for the two fiscal years ended December 31, 1998 and 1999, respectively,
did not contain an adverse opinion or disclaimer of opinion, nor were such
reports qualified or modified as to uncertainty, audit scope or accounting
principles.
(C) The Company's Audit Committee did not participate in, or approve,
the decision to change independent auditors as the change was due to PWC's
resignation.
(D) During the Company's two fiscal years ended December 31, 1999 and
through August 14, 2000, there were no disagreements with PWC on any matter
of accounting principles or practices, financial statement disclosure, or
auditing scope or procedure, which disagreement(s), if not resolved to the
satisfaction of PWC, would have caused it to make a reference to the
subject matter of the disagreement(s) in connection with its reports
covering such periods.
(E) During the Company's two fiscal years ended December 31, 1999 and
through August 14, 2000, there were no other "Reportable Events"
(hereinafter defined) requiring disclosure pursuant to Item 304(a)(1)(v) of
Regulation S-K. As used herein, the term "Reportable Event" means any of
the items listed in paragraphs (A)(1)(v)(A)-(D) of item 304 of Regulation
S-K.
(F) The Company has requested that PWC furnish it with a letter
addressed to the Securities and Exchange Commission stating whether or not
it agrees with the above statements. A copy of such letter, dated August
21, 2000, is attached hereto as Exhibit 16.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits.
16 Letter, dated August 21, 2000, from PWC to the Securities
and Exchange Commission.
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SIGNATURE
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 thereunto duly authorized.
GRANT GEOPHYSICAL, INC.
By: /s/ William H. Freeman
-----------------------------
William H. Freeman
Treasurer
Date: August 21, 2000
