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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) May 12, 2000
OLD DOMINION ELECTRIC COOPERATIVE
(Exact name of Registrant as specified in its charter)
VIRGINIA 33-46795 23-7048405
(State or other jurisdiction of (Commission (IRS employer
incorporation or organization) File Number) identification no.)
4201 Dominion Boulevard, Glen Allen, Virginia 23060
(Address of principal executive offices) (Zip code)
(804) 747-0592
(Registrant's telephone number, including area code)
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OLD DOMINION ELECTRIC COOPERATIVE
INDEX
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Page
Number
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<S> <C>
Item 4. Changes in Registrant's Certifying Accountant 3
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits 3
Signatures 4
Exhibit Index 5
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Item 4. Changes in Registrant's Certifying Accountant
(a) Previous independent accountants
(i) On May 12, 2000, Old Dominion Electric Cooperative
("Registrant") dismissed PricewaterhouseCoopers LLP as its
independent accountants. The Registrant's Audit Committee and
Board of Directors participated in and approved the decision
to change independent accountants.
(ii) The reports of PricewaterhouseCoopers LLP on the financial
statements for the past two fiscal years contained no adverse
opinion or disclaimer of opinion and were not qualified or
modified as to uncertainty, audit scope, or accounting
principle.
(iii) In connection with its audits for the two most recent fiscal
years and through May 12, 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.
(iv) During the two most recent fiscal years and through May 12,
2000, there have been no reportable events (as defined in
Regulation S-K Item 304(a)(1)(v)).
(v) The Registrant has requested that PricewaterhouseCoopers LLP
furnish it with a letter addressed to the SEC stating whether
or not it agrees with the above statements. A copy of such
letter, dated May 15, 2000, is filed as Exhibit 16 to this
Form 8-K.
(b) New independent accountants
(i) The Registrant engaged Ernst & Young LLP as its new
independent accountants as of May 12, 2000. During the two
most recent fiscal years and through May 12, 2000, the
Registrant has not consulted with Ernst & Young 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, and either a written
report was provided to the Registrant or oral advice was
provided that Ernst & Young LLP concluded was an important
factor considered by the Registrant in reaching a decision as
to the accounting, auditing, or financial reporting issue; 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, Pro Forma Financial Information, and Exhibits
(a) Financial Statements of Businesses Acquired
Not applicable
(b) Pro Forma Financial Information
Not applicable
(c) Exhibits
16. Letter from PricewaterhouseCoopers re Item 4(a).
3
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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.
OLD DOMINION ELECTRIC COOPERATIVE
Registrant
Date: May 17, 2000 /s/ Daniel M. Walker
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Daniel M. Walker
Senior Vice President of
Accounting and Finance
(Chief Financial Officer)
4
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EXHIBIT INDEX
Exhibit Page
Number Description of Exhibit Number
- ------ ---------------------- ------
16 Letter from PricewaterhouseCoopers LLP re Item 4(a). 6
5
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[LETTERHEAD OF PRICEWATERHOUSECOOPERS]
May 15, 2000
Securities and Exchange Commission
450 Fifth Street, NW
Washington, DC 20549
Commissioners:
We have read the statements made by Old Dominion Electric Cooperative, 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 May 12, 2000. We agree with the
statements concerning our Firm in such Form 8-K.
Very truly yours,
PricewaterhouseCoopers LLP