As filed with the Securities and Exchange Commission on February 1, 2000
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: January 26, 2000
(Date of earliest event reported)
InLand Capital Fund, L.P.
(Exact name of registrant as specified in the charter)
Delaware 0-21606 36-3767977
(State or other jurisdiction (Commission File No.) (IRS Employer
of incorporation) Identification No.)
2901 Butterfield Road
Oak Brook, Illinois 60523
(Address of Principal Executive Offices)
(630) 218-8000
(Registrant's telephone number including area code)
Not Applicable
(Former name or former address, if changed since last report)
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Item 4. Changes in Registrant's Certifying Accountant
On January 26, 2000, InLand Capital Fund L.P. (the "Registrant") terminated its
relationship with and dismissed its independent accountant,
PricewaterhouseCoopers LLP. The General Partner of the Registrant approved
this decision. The reports of PricewaterhouseCoopers LLP on the financial
statements for the past two fiscal years ended December 31, 1998 contained no
adverse opinion or disclaimer of opinion and were not qualified or modified as
to uncertainty, audit scope or accounting principle. In connection with the
Registrant's audits for the two most recent fiscal years ended December 31,
1998 and through January 26, 2000, there have been no disagreements with
PricewaterhouseCoopers 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 PricewaterhouseCoopers LLP
would have caused them to make reference thereto in their report on the
financial statements for such years. During the two most recent fiscal years
ending December 31, 1998 and through January 26, 2000, there have been no
reportable events (as defined in Regulation S-K Item 304 (a)(1)(v).
The Registrant engaged Deloitte & Touche LLP as its new independent accountants
as of January 27, 2000. During the two most recent fiscal years ending
December 31, 1998 and through January 26, 2000, the Registrant has not
consulted with Deloitte & Touche LLP regarding either (i) the application of
accounting principles to a specified transaction, either completed or proposed;
or the type of audit opinion that might be rendered on the Registrant's
financial statements or (ii) 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.
Item 7. Financial Statements and Exhibits
(b)(I) Letter from PricewaterhouseCoopers LLP
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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, hereunto duly authorized.
InLand Capital Fund, L.P.
(Registrant)
By: Inland Real Estate Investment
Corporation, General Partner
/S/ KELLY TUCEK
By: Kelly Tucek
Principal Financial Officer
and Principal Accounting Officer
Date: February 1, 2000
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February 1, 2000
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Commissioners:
We have read the statements made by InLand Capital Fund, L.P. (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 February 1, 2000. We
agree with the statements concerning our Firm in such Form 8-K.
Very truly yours,
/s/ PricewaterhouseCoopers LLP
PricewaterhouseCoopers LLP
