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UNITED STATES
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):April 22, 2002
COMSTOCK RESOURCES, INC.
(Exact name of registrant as specified in its charter)
STATE OF NEVADA 000-16741 94-1667468
(State or other (Commission of File Number) (I.R.S. Employer
jurisdiction incorporation) Identification Number)
5300 Town And Country Boulevard
Suite 500
Frisco, Texas 75034
(Address of principal executive offices)
(972) 668-8800
(Registrant's Telephone No.)
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
The Audit Committee of the Board of Directors of Comstock Resources, Inc.
("Comstock") annually considers and recommends to the Board of Directors the
selection of Comstock's independent public accountants. As recommended by the
Audit Committee, on April 22, 2002, the Board of Directors decided to no longer
engage Arthur Andersen LLP ("Andersen") as Comstock's independent public
accountants and engaged KPMG LLP ("KPMG") to serve as Comstock's independent
public accountants for 2002.
Andersen's reports on Comstock's consolidated financial statements for the
past two years did not contain an adverse opinion or disclaimer of opinion, nor
were they qualified or modified as to uncertainty, audit scope or accounting
principles.
During Comstock's two most recent fiscal years and through the date of this
Form 8-K, there were no disagreements with Andersen on any matters of accounting
principles or practices, financial statement disclosure, or auditing scope or
procedure which, if not resolved to Andersen's satisfaction, would have caused
them to make reference to the subject matter in connection with their report on
Comstock's consolidated financial statements for such years; and there were no
reportable events, as listed in Item 304 (a) (l) (v) of Regulation S-K.
Comstock provided Andersen with a copy of the foregoing disclosures.
Attached as Exhibit 16 is a copy of Andersen's letter, dated April 26, 2002.
During Comstock's two most recent fiscal years and through the date of this
Form 8-K, Comstock did not consult KPMG with respect the application of
accounting principles to a specified transaction, either completed or proposed,
or the type of audit opinion that might be rendered on Comstock's consolidated
financial statements, or any other matters or reportable events listed in Items
304 (a) (2) (i) and (ii) of Regulation S-K.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
c) Exhibits. The following exhibits are filed with this document:
Exhibit
Number Description
------ -----------
16 Letter from Arthur Andersen LLP to the Securities and Exchange
Commission dated April 26, 2002
99.1 Press Release dated April 26, 2002
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.
COMSTOCK RESOURCES, INC.
BY: /s/ ROLAND O. BURNS
--------------------------
Roland O. Burns
Senior Vice President and
Chief Financial Officer
Dated: April 26, 2002
EXHIBIT INDEX
Exhibit
Number Description
------ -----------
16 Letter from Arthur Andersen LLP to the Securities and Exchange
Commission dated April 26, 2002
99.1 Press Release dated April 26, 2002
EXHIBIT 16
Office of the Chief Accountant
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
April 26, 2002
Dear Sir/Madam:
We have read the first four (4) paragraphs of Item 4 included in the Form
8-K dated April 26, 2002, of Comstock Resources, Inc., to be filed with the
Securities and Exchange Commission and are in agreement with the statements
contained therein.
Very truly yours,
/s/ ARTHUR ANDERSEN LLP
------------------------
Arthur Andersen LLP
Exhibit 99.1
5300 Town and Country Blvd., Suite 500
Frisco, Texas 75034
Telephone: (972) 668-8800
Contact:Roland O. Burns
Sr. Vice President and
Chief Financial Officer
Web Site: www.comstockresources.com
NEWS RELEASE
- --------------------------------------------------------------------------------
For Immediate Release
COMSTOCK RESOURCES, INC. APPOINTS
NEW INDEPENDENT ACCOUNTANTS
FRISCO, TEXAS, April 26, 2002 -- Comstock Resources, Inc. ("Comstock" or
the "Company")(NYSE:CRK) announced today that the Audit Committee of Comstock's
Board of Directors has appointed KPMG LLP as the company's independent
accountants for 2002. Prior to the selection of KPMG, Arthur Andersen LLP had
served as the company's independent accountants. This appointment was based on a
thorough evaluation process. "We look forward to working with KPMG as our new
independent accountants," stated M. Jay Allison, Comstock's chairman and chief
executive officer. "We value greatly the professional services provided by
Arthur Andersen over the years and appreciate the excellent work provided by
their Dallas office."
Comstock Resources, Inc. is a growing independent energy company based in
Frisco, Texas and is engaged in oil and gas acquisitions, exploration and
development primarily in Texas, Louisiana and the Gulf of Mexico. The company's
stock is traded on the New York Stock Exchange under the symbol CRK.