SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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): February 16, 2000
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Evans Systems, Inc.
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(Exact name of registrant as specified in its charter)
Texas 0-21956 74-1613155
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
720 Avenue F North, Bay City, Texas 77414
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Address of principal executive offices
Registrant's telephone number, including area code: (409) 245-2424
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N/A
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(Former name or former address, if changed since last report.)
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Item 4. Changes in Registrant's Certifying Accountant
(a) Previous independent accountants
(i) On February 16, 2000, PricewaterhouseCoopers LLP declined
to stand for re-election as the independent accountants of Evans Systems, Inc.
(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 except that 1) the PricewaterhouseCoopers
LLP report dated January 13, 2000 on the consolidated financial statements of
Evans Systems, Inc. for the year ended September 30, 1999 contained an emphasis
of a matter paragraph regarding the Company's ability to continue as a going
concern and 2) the PricewaterhouseCoopers LLP report dated January 13, 1999,
except as to the last paragraph of Notes 2 and 7 and Note 13 as to which refer
to a restatement of the Company's 1998 and 1997 financial statements and
information regarding the Company's results of operations and liquidity.
(iii) In connection with its audits for the two most recent
fiscal years and through February 16, 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
February 16, 2000, there have been no reportable events (as defined in
Regulation S-K Item 304(a)(1)(v)) except for the events which caused the
restatement of financial statements noted above.
(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 statement which is attached as an exhibit.
Item 7. Financial Statements and Exhibits
Exhibit 16 - Letter, dated February 23, 2000 from
PricewaterhouseCoopers LLP 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 hereunto duly authorized.
EVANS SYSTEMS, INC.
Dated: February 23, 2000 By: /s/ Richard Goeggel
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Name: Richard Goeggel
Title: Chief Financial Officer
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February 23, 2000
Securities and Exchange Commission
450 Fifth Street, NW
Washington, DC 20549
Re: Evans Systems, Inc. (the "Company")
Ladies and Gentlemen:
Pursuant to Item 304(a)(3) of the Regulation S-K, we have been provided
by the Company with a copy of its disclosures contained in the attached Form 8-K
regarding the termination of our relationship as independent accountants to the
Company. We have reviewed the attached Form 8-K and agree with the statements
made therein.
Very truly yours,
/s/ PricewaterhouseCoopers LLP
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PricewaterhouseCoopers LLP