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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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) February 25, 1997
Energy Search, Incorporated
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(Exact Name of Registrant as Specified in Its Charter)
Tennessee
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(State or Other Jurisdiction of Incorporation)
333-12755 62-1423071
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(Commission File Number) (I.R.S. Employer Identification No.)
280 Fort Sanders West Blvd., Suite 200, Knoxville, TN 37922
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(Address of Principal Executive Offices) (Zip Code)
(423) 531-6562
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(Registrant's Telephone Number, Including Area Code
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.
Pursuant to Item 4 of Form 8-K and Items 304(a)(1) - (3)of Regulation S-
K, the following information is provided:
INFORMATION REQUIRED BY ITEM 304(a)(1) OF REGULATION S-K
(i) On February 25, 1997, the Registrant dismissed Ronald D. Cameron, Certified
Public Accountant as its independent accountant.
(ii) The reports of Ronald D. Cameron 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) The Registrant's Board of Directors participated in and approved the
decision to change independent accountants.
(iv) In connection with its audits for the two most recent fiscal years and
through February 25, 1997, there have been no disagreements with Ronald D.
Cameron on any matter of accounting principles or practices, financial
statements disclosure, or auditing scope or procedure, which disagreements if
not resolved to the satisfaction of Ronald D. Cameron would have caused him to
reference thereto in his report on the financial statements for such years.
(v) During the two most recent fiscal years and through February 25, 1997,
there have been no reportable events (as defined in Regulation S-K Item 304
(a)(1)(v)).
(vi) The Registrant has requested that Ronald D. Cameron furnish it with a
letter addressed to the Securities and Exchange stating whether or not it agrees
with the above statements. A copy of such letter, dated February 25,1997 is
filed as Exhibit 1 to this Form 8-K.
INFORMATION REQUIRED BY ITEM 304(a)(2) OF REGULATION S-K.
(i) The Registrant engaged Plante & Moran, LLP as its new independent
accountants as of December 2, 1996 to audit the financial statements for the
year ended December 31, 1996 as required by Nasdaq Small-Cap Stock Market and
the National Market System for the listing of Energy Search, Incorporated Common
Stock and Redeemable Series A Common Stock Purchase Warrants. During the most
recent fiscal year and through February 25, 1997, the Registrant engaged Plante
& Moran, LLP to assist the former auditor, Ronald D. Cameron, CPA, applying on
generally accepted accounting principles and Securities and Exchange reporting
disclosure issues in connection with the registration statement, final date
January 24, 1997. The Registrant has not consulted with Plante & Moran LLP on
items which concerned the subject matter of a disagreement or reportable event
with the former auditor (as described in Regulation S-K Item 304(a)(2)). Plante
& Moran has been provided with a copy of this Form 8-K.
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EXHIBIT
1.1 Letter of Ronald D. Cameron, C.P.A. to the Securities and Exchange
Commission, dated February 25, 1997.
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.
ENERGY SEARCH, INCORPORATED
Date February 25, 1997 By /s/ Richard S. Cooper
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Richard S. Cooper, President
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EXHIBIT 1.1
[CAMERON LETTERHEAD]
February 25, 1997
VIA FACSIMILE AND EDGAR FILING AS ATTACHMENT TO ESI FORM 8-K
Office of Chief Accountant
SECPS Letter File
Mail Stop 3-13
Division of Corporation Finance
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
RE: ENERGY SEARCH, INCORPORATED (THE "REGISTRANT")
Gentlemen:
I have read Item 4 of Form 8-K dated February 25, 1997 of Energy Search,
Incorporated, (the "Registrant") and agree with the statements contained in
paragraphs (a)(ii) and (iv) therein. I have no basis to agree or disagree with
other statements of the registrant contained therein.
Sincerely,
/s/ Ronald D. Cameron
Ronald D. Cameron
Certified Public Accountant
cc: Richard S. Cooper (ESI)
Patrick R. Sughroue, Esq.
Deanna Cannon (Plante & Moran)
