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): JUNE 9, 1998
--------------
EMPIRIC ENERGY, INC.
(Exact name of registrant as specified in its charter)
TEXAS 75-2455467
----- ----------
(State or other jurisdiction of incorporation or organization) (IRS
Employer Identification No.)
12750 MERIT DRIVE, SUITE 750, DALLAS, TEXAS 75251-1609
(Address of principal executive offices)
Registrant's telephone number, including area code: (972) 387-4100
Not Applicable
(Former name or former address, if changed since last report)
<PAGE>
<PAGE>
ITEM 4. CHANGE IN REGISTRANT'S CERTIFYING ACCOUNT
- ---------------------------------------------------------
a(1) Dismissal of Independent Accountant.
<PAGE>
(i) ab On June 9, 1998, the Registrant advised Thomas O. Bailey &
Associates ("TOB") that the Registrant intended to retain a different
independent accounting firm for the audit of its financial statements for the
year ending December 31, 1998. TOB had been engaged as the principal
accountants to audit the Registrant's financial statements.
(ii) ab TOB's reports on the Registrant's financial statements for the
past one year contained no adverse opinion or disclaimer of opinion and were not
qualified or modified as to uncertainty, audit scope or accounting principles.
(iii) ab There have been no disagreements with TOB on any matter of
accounting principles or practices, financial statement disclosures or auditing
scope or procedure during the Registrant's most recent fiscal year or in the
subsequent interim period through June 8, 1998 (the date of termination) which
disagreement(s), if not resolved to TOB's satisfaction, would have caused TOB to
make reference to the subject matter of the disagreement(s) in connection with
its report.
(iv) ab TOB did not advise the Registrant during the Registrant's most
recent fiscal year or in the subsequent interim period through June 9, 1998 (the
date of termination).
(A) ab that the internal controls necessary for the Registrant to
develop reliable financial statements did not exist;
(B) ab that information had come to its attention that had led it
to no longer be able to rely on management's representations, or that had made
it unwilling to be associated with the financial statements prepared by
management;
(C) ab (1) of the need to expand significantly the scope of its
audit, or that information had come to its attention during the most recent
fiscal year or any subsequent interim period that if further investigated might
(i) materially have impacted the fairness or reliability of either a previously
issued audit report or the underlying financial statements, or the financial
statements issued or to be issued covering the fiscal period(s) subsequent to
the date of the most recent financial statements covered by an audit report or
(ii) have caused it to be unwilling to rely on management's representations or
be associated with the Registrant's financial statements, and (2) it did not,
due to its dismissal or for any other reason, expand the scope of its audit or
conduct such further investigation; or
(D) ab that information had come to its attention that it had
concluded materially impacts the fairness or reliability of either: (i) a
previously issued audit report or the underlying financial statements, or (ii)
the financial statements issued or to be issued covering the fiscal period(s)
subsequent to the date of the most recent financial statements covered by an
audit report.
(v) ab The Registrant has requested TOB to provide a letter addressed to
the Securities and Exchange Commission stating whether it agrees with the
statements set forth above. A copy of TOB's letter to the Securities and
Exchange Commission is filed as Exhibit 16 to this Form 8-K.
a(2) Engagement of New Independent Accountant.
<PAGE>
(i) ab Hein + Associates LLP ("Hein") has been engaged by the Registrant
as its new independent principal accountant to audit the Registrant's financial
statements. This engagement was effective as of January 1, 1998.
(ii) ab Prior to engaging Hein, the Registrant has not consulted with
Hein during the Registrant's most recent fiscal year or in the period since the
end of the most recent fiscal year, in any matter regarding either: (a) 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 neither was a written report provided
to the Registrant nor was oral advise provided that Hein concluded was an
important factor considered by the Registrant in reaching decision as to the
accounting, auditing or financial reporting issue; or (b) any matter that was
the subject of either a disagreement or an event described in Paragraph (a) (1)
(iv) (A) - (D), above.
<PAGE>
- ------
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
- ------------------------------------------------
Exhibit Number Description
<PAGE>
16 Letter from Thomas O. Bailey & Associates to the
Securities and Exchange Commission pursuant to Item 304 (a) (3) of Regulation
S-K.
<PAGE>
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
EMPIRIC ENERGY, INC.
By: /s/ Clyde E. Skeen
---------------------
Clyde E. Skeen
Secretary/Treasurer (Principal Financial and
Accounting Officer) and Director
Date: June 9, 1998
<PAGE>
INDEX TO EXHIBITS
Exhibit Number Description
<PAGE>
16 Letter from Thomas O. Bailey & Associates to the
Securities and Exchange Commission pursuant to Item 304 (a) (3) of Regulation
S-K.
<PAGE>
<PAGE>
THOMAS O. BAILEY
AND ASSOCIATES, P.C.
CERTIFIED PUBLIC ACCOUNTANTS
MEMBER
AMERICAN INSTITUTE OF CERTIFIED PUBLIC ACCOUNTANTS 6060 NORTH CENTRAL
EXPRESSWAY, SUITE 400
PRIVATE COMPANIES PRACTICE SECTION OF THE AICPA DALLAS, TEXAS 75206
214-360-9091
TEXAS SOCIETY OF CERTIFIED PUBLIC ACCOUNTANTS FAX: 214-360-9230
June 15, 1998
<PAGE>
<PAGE>
Securities and Exchange Commission
450 Fifth Street N.W.
Washington, D.C. 20549
Gentlemen:
We have read the statements made by Empiric Energy, Inc. (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 June, 1998. We agree
with the statements concerning our Firm in such Form 8-K.
Yours truly,
/s/ Thomas O. Bailey & Associates, P.C.
