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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
FILED PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES ACT OF 1934
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) SEPTEMBER 10, 1996
3CI COMPLETE COMPLIANCE CORPORATION
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(Exact name of registrant as specified in its charter)
Delaware 33-45632 76-0351992
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.
910 Pierremont Suite 312, Shreveport, Louisiana 71106
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(Address of principal executive offices) (Zip code)
Registrant's telephone, including area code (318) 869-0440
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Not Applicable
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(Former name of former address, if changed since last report)
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ITEM 1. CHANGE IN CONTROL OF REGISTRANT.
Not Applicable.
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
Not Applicable.
ITEM 3. BANKRUPTCY OR RECEIVERSHIP.
Not Applicable.
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
Arthur Andersen LLP were the principal accountants for 3CI Complete
Compliance Corporation. On September 10, 1996, that firm resigned from
its role as principal accountants. The Company is currently holding
discussions to engage another firm as soon as possible to conduct an
audit of the Company's financial statements for the fiscal year ended
September 30, 1996. The decision to change accountants was not
recommended by the board of directors.
In connection with the audits of the two fiscal years ended September
30, 1995 and the subsequent interim period through September 10, 1996,
there were no disagreements with Arthur Andersen LLP on any matter of
accounting principles or practices, financial disclosure, or auditing
scope or procedures, which disagreements if not resolved to their
satisfaction would have caused them to make reference in connection
with their opinion to the subject matter of the disagreement.
The audit reports of Arthur Andersen LLP on the consolidated financial
statements of 3CI Complete Compliance Corporation as of and for the
years ended September 30, 1995 and 1994, did not contain any adverse
opinion or disclaimer of opinion; however, the 1995 opinion was
modified with respect to: 1. an emphasis of a matter paragraph
discussing certain operating and liquidity issues confronting the
Company and 2. an explanatory paragraph describing an uncertainty with
respect to the outcome of certain litigation filed against the Company.
The 1994 opinion was modified and included an emphasis of a matter
paragraph discussing certain operating and liquidity issues confronting
the Company.
ITEM 5. OTHER EVENTS.
Not Applicable.
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ITEM 6. RESIGNATION OF REGISTRANT'S DIRECTORS.
Not Applicable.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial Statements.
Not Applicable.
(b) Pro Forma Financial Information.
Not Applicable.
(c) Exhibit Index.
16.1 Letter from Arthur Andersen LLP to the Company resigning as
the Company's independent auditors.
16.2 Letter from Arthur Andersen LLP to the Securities and
Exchange Commission stating that they have reviewed Item 4
in the Form 8-K and are in agreement.
ITEM 8. CHANGE IN FISCAL YEAR.
Not Applicable.
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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.
3CI COMPLETE COMPLIANCE CORPORATION
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(Registrant)
By /s/ CURTIS W. CRANE
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Curtis W. Crane
Chief Financial Officer
DATE: September 16, 1996
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INDEX TO EXHIBITS
16.1 Letter from Arthur Andersen LLP to the Company resigning as
the Company's independent auditors.
16.2 Letter from Arthur Andersen LLP to the Securities and
Exchange Commission stating that they have reviewed Item 4
in the Form 8-K and are in agreement.
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EXHIBIT 16.1
[ARTHUR ANDERSEN LETTERHEAD]
September 13, 1996
Mr. Curtis Crane
Chief Financial Officer
3CI Complete Compliance Corporation
910 Pierremont, Suite 312
Shreveport, Louisiana 71106
Dear Mr. Crane:
This is to confirm that the client-auditor relationship between 3CI Complete
Compliance Corporation (Commission File Number 1-11097) and Arthur Andersen LLP
has ceased.
Very truly yours,
/s/ ARTHUR ANDERSEN LLP
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ARTHUR ANDERSEN LLP
cc: Office of the Chief Accountant
SECPS Letter File
Securities and Exchange Commission
Mail Stop 9-5
450 Fifth Street, N.W.
Washington, D.C. 20549
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EXHIBIT 16.2
[ARTHUR ANDERSEN LETTERHEAD]
September 13, 1996
Office of the Chief Accountant
SECPS Letter File
Securities and Exchange Commission
Mail Stop 9-5
450 Fifth Street, N.W.
Washington, D.C. 20549
We have read Item 4 included in the attached Form 8-K dated September 13, 1996,
of 3CI Complete Compliance Corporation filed (to be filed) with the Securities
and Exchange Commission and are in agreement with the statements contained
herein.
/s/ ARTHUR ANDERSEN LLP
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ARTHUR ANDERSEN LLP
Houston, Texas
September 13, 1996