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): March 31, 1998
PARKER & PARSLEY 90-C CONV., L.P.
(Exact name of Registrant as specified in its charter)
Delaware 33-26097-10 75-2347264
(State or other jurisdiction of Commission (I.R.S. Employer
incorporation or organization) File Number Identification Number)
303 West Wall, Suite 101, Midland, Texas 79701
(Address of principal executive offices) (Zip code)
Registrant's Telephone Number, including area code : (915) 683-4768
Not applicable
(Former name, former address and former fiscal year,
if changed since last report)
Parker & Parsley 90-C Conv., L.P.
Item 4. Changes in Registrant's Certifying Accountants
The general partner of Parker & Parsley 90-C Conv., L.P. (the "Partnership"),
Pioneer Natural Resources USA, Inc., has approved the engagement of Ernst &
Young LLP as the Partnership's independent auditors for the fiscal year ending
December 31, 1998. Ernst & Young LLP will replace the firm of KPMG Peat Marwick
LLP, which was dismissed as auditors of the Partnership after completing the
audit of the Partnership for the fiscal year ending December 31, 1997.
The reports of KPMG Peat Marwick LLP on the Partnership's financial statements
for the past two fiscal years did not contain an adverse opinion or a disclaimer
of opinion and were not qualified or modified as to uncertainty, audit scope, or
accounting principles.
In connection with the audits of the Partnership's financial statements for each
of the two fiscal years ended December 31, 1997 and 1996, there were no
disagreements with KPMG Peat Marwick LLP on any matters of accounting principles
or practices, financial statement disclosure, or auditing scope and procedures
which, if not resolved to the satisfaction of KPMG Peat Marwick LLP would have
caused KPMG Peat Marwick LLP to make reference to the matter in their report.
The Partnership requested KPMG Peat Marwick LLP to furnish the Partnership with
a letter addressed to the Securities and Exchange Commission stating whether
KPMG Peat Marwick LLP agrees with the above statements. A copy of that letter is
included as Exhibit 16.1 to the report on Form 8-K.
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S I G N A T U R E S
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.
PARKER & PARSLEY 90-C CONV., L.P.
By: Pioneer Natural Resources USA, Inc.
Managing General Partner
Date: April 2, 1998 By: /s/ Rich Dealy
----------------------------------------
Rich Dealy
Vice President and
Chief Accounting Officer
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Exhibit Index Page
16.1* Letter from the independent certified public accountants 5
* Filed herewith.
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Exhibit 16.1
KPMG Peat Marwick LLP
300 North Marienfeld, Suite 300
Midland, Texas 79701
April 1, 1998
Securities and Exchange Commission
Washington, D.C. 20549
Ladies and Gentlemen:
We were previously principal accountants for Parker & Parsley 90-C Conv., L.P.
and, under the date of March 20, 1998, we reported on the financial statements
of Parker & Parsley 90-C Conv., L.P. as of and for the years ended December 31,
1997 and 1996. On March 28, 1998, our appointment as principal accountants was
terminated. We have read Parker & Parsley 90-C Conv., L.P.'s statements included
under Item 4 of its Form 8-K dated March 31, 1998 and we agree with such
statements.
Very truly yours,
KPMG Peat Marwick LLP
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