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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 29, 2004
COMMISSION FILE NUMBER: 1-13463
ENDEAVOUR INTERNATIONAL CORPORATION
(Exact name of registrant as specified in its charter)
Nevada 88-0448389
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1001 FANNIN, SUITE 1700, HOUSTON, TEXAS 77002
(Address of principal executive offices) (Zip code)
(713) 307-8700
(Registrant's telephone number, including area code)
None
(Former name, former address and former fiscal year, if
changed since last report)
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ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
On February 26, 2004, Endeavour International Corporation completed a series of
mutually interdependent transactions that will significantly expand the scope
and objectives of the Company under the leadership of a new management team. The
strategy of the new management team is to acquire, explore, and develop
primarily international natural gas and oil properties, with an initial focus on
the North Sea region. After the above occurrence, our Board of Directors
determined that a change in independent auditors would be appropriate. Unless
the context otherwise requires, references herein to the "Company", "Endeavour",
"we", "us" or "our" mean Endeavour International Corporation or any of our
consolidated subsidiaries.
Effective April 29, 2004, the Audit Committee of the Board of Directors approved
the dismissal of LJ Soldinger Associates LLC, the principal accountants
previously engaged to audit our financial statements. During the Company's two
most recent fiscal years ended December 31, 2003 and the subsequent period prior
to such dismissal, there were no disagreements with the former independent
auditor, whether resolved or not, on any matter of accounting principles or
practices, financial statement disclosure, or auditing scope or procedures,
which disagreement, if not resolved to the satisfaction of the former
independent auditor, would have caused it to make reference to the subject
matter of the disagreement in connection with its report. The former independent
auditor's report for each of the last two fiscal years did not contain an
adverse opinion or disclaimer of opinion and was not modified as to uncertainty,
audit scope or accounting principles.
Effective April 29, 2004, the Audit Committee of the Board of Directors approved
the engagement of KPMG LLP as the principal accountants to audit our financial
statements. During the Company's two most recent fiscal years and the subsequent
period prior to such appointment, we have not consulted the newly engaged
independent auditor regarding either the application of accounting principles to
a specified transaction or the type of audit opinion that might be rendered on
our financial statements, nor on any matter that was either the subject of a
disagreement or a reportable event.
KPMG LLP reviewed the disclosure provided in this Form 8-K prior to its filing
with the Securities and Exchange Commission.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(a) None.
(b) None.
(c) 16.1 Letter from LJ Soldinger Associates LLC dated April 29, 2004.
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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.
ENDEAVOUR INTERNATIONAL CORPORATION
By: /s/ Robert L. Thompson
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Robert L. Thompson
Vice President, Chief Accounting
Officer and Planning
Date: May 3, 2004
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INDEX TO EXHIBITS
Exhibit Description
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16.1 Letter from LJ Soldinger Associates LLC dated April 29, 2004.