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CONFORMED COPY
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 - September 3, 1997
PETRO FINANCIAL CORPORATION
Delaware 1-13020 74-2699614
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(State of Incorporation) (Commission (IRS Employer Iden-
File Number) tification Number)
6080 Surety Drive, El Paso, Texas 79905
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(Address of Principal Executive Offices) (Zip Code)
(915) 779-4711
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(Telephone Number)
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Item 4. -- Changes in Registrant's Certifying Accountant
(a) On August 27, 1997, the Registrant notified Coopers & Lybrand LLP (El
Paso, Texas office) of its decision to dismiss Coopers & Lybrand and
to retain another independent accountant for the examination of its
financial statements for fiscal year ended December 31, 1997.
(b) During the last two most recent fiscal years, there were no
disagreements with Coopers & Lybrand LLP on matters of accounting
principles or practices, financial statement disclosure, or auditing
scope or procedure which would require disclosure under the
regulations.
(c) Coopers & Lybrand LLP's report on the financial statements of the
Registrant for the last two most recent fiscal years contained
unqualified opinions.
(d) A copy of Coopers & Lybrand LLP's letter directed to the Securities
and Exchange Commission is attached as an exhibit to this report on
Form 8-K.
(e) The change in the independent accountants was recommended by the
Audit Committee of the Board of Directors.
(f) On August 27, 1997, the Registrant notified Arthur Andersen LLP
(Dallas, Texas office) of its intention to retain such firm as
independent accountant for the examination of its financial
statements for the fiscal year ended December 31, 1997.
(g) During the last two most recent calendar years and through the date
of this report, Registrant did not consult Arthur Andersen LLP on
either the application of accounting principles to a completed or
proposed specific transaction, or on the type of audit opinion that
might be rendered on Registrant's financial statements.
(h) A copy of Arthur Andersen LLP's letter directed to the Securities and
Exchange Commission is attached as an exhibit to this report on Form
8-K.
Item 7. -- Financial Statements and Exhibits
---------------------------------
(c) Exhibits
99.1 Letter dated September 3, 1997 from Coopers & Lybrand LLP stating
whether it agrees with the statements set forth in Item 4 of this
Form 8-K.
99.2 Letter dated September 3, 1997 from Arthur Andersen LLP stating
whether it agrees with the statements set forth in Item 4 of this
Form 8-K.
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SIGNATURES
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.
PETRO FINANCIAL CORPORATION
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Registrant
September 3, 1997 /s/ Larry J. Zine
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Date Larry J. Zine
Executive Vice President &
Chief Financial Officer
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PETRO FINANCIAL CORPORATION
FORM 8-K
Date of Report: September 3, 1997
EXHIBIT INDEX
Item 7(c) Exhibits
99.1 Letter dated September 3, 1997 from Coopers
& Lybrand LLP stating whether it agrees
with the statements set forth in Item 4
of this Form 8-K.
99.2 Letter dated September 3, 1997 from Arthur
Andersen LLP stating whether it agrees with
the statements set forth in Item 4 of this
Form 8-K.
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EXHIBIT 99.1
September 3, 1997
Securities and Exchange Commission
450 5/th/ Street, N.W.
Washington, D.C. 20549
Gentlemen:
We have read the statements made by Petro Financial Corporation. (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 for the month of
September 1997. We agree with the statements concerning our Firm in such Form
8-K.
Very truly yours,
Coopers & Lybrand L.L.P.
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EXHIBIT 99.2
September 3, 1997
Chief Accountant
Securities and Exchange Commission
Division of Corporation Finance
450 Fifth Street, N.W.
Washington, D.C. 20549
Dear Sir:
We have read Item 4 in the Form 8-K (Commission File No. 1-13020) dated
September 3, 1997 of PETRO Financial Corporation filed with the Securities and
Exchange Commission and are in agreement with the statements contained therein.
ARTHUR ANDERSEN LLP
