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): October 13, 2003
Double Eagle Petroleum Co.
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(Exact name of registrant as specified in its charter)
Maryland 0-6529 83-0214692
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(State or other jurisdiction of (Commission File Number) (IRS Employer
incorporation) Identification No.)
777 Overland Trail (P.O. Box 766), Casper, Wyoming 82602
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (307) 237-9330
Item 4. Changes in Registrant's Certifying Accountant
Effective as of October 13, 2003, Lovelett, Skogen & Associates, P.C.
("LSA") was replaced by the Registrant as the Registrant's principal accountant
and the Registrant engaged HEIN + ASSOCIATES LLP as the principal accountant to
audit the Registrant's financial statements. The Audit Committee of the
Registrant's Board of Directors recommended and approved these actions.
The December 9, 2002 accountants' report (the "Report") of LSA regarding
the financial statements of the Registrant as of August 31, 2002 and 2001 and
for the years ended August 31, 2002, 2001 and 2000 did not contain any adverse
opinion or disclaimer of opinion, and was not qualified or modified as to
uncertainty, audit scope, or accounting principles. There have been no
disagreements between management and LSA during the Registrant's two most recent
fiscal years or during any subsequent period on any matter of accounting
principles or practices, financial statement disclosure, or auditing scope or
procedure of a nature which, if not resolved to the satisfaction of LSA, would
have caused that firm to make reference in connection with its report to the
subject matter of the disagreements.
The Registrant has not, during its two most recent fiscal years and any
subsequent interim periods prior to engaging HEIN + ASSOCIATES LLP, consulted
with HEIN + ASSOCIATES LLP regarding:
(i) The application of accounting principles to a specific completed or
contemplated transaction, or the type of audit opinion that might be
rendered on the Registrant's financial statements, and neither written
nor oral advice was provided by HEIN + ASSOCIATES LLP which was an
important factor considered by the Registrant in reaching a decision
as to the accounting, auditing or financial reporting issue; or
(ii) Any matter that was either the subject of a disagreement, as that term
is defined in Item 304(a)(1)(iv) of Regulation S-B promulgated under
the Securities Exchange Act of 1934, as amended, or an event otherwise
required to be reported pursuant to Item 304(a)(1)(iv).
LSA has issued a letter addressed to the Securities And Exchange Commission
stating whether LSA agrees with the statements contained in this Form 8-K. A
copy of that letter is attached to this Form 8-K as Exhibit 16.
Item 5. Other Events and Regulation FD Disclosure.
On October 13, 2003, the Company entered into an equipment financing
facility with Commercial Federal Bank (the "Bank") pursuant to which the Company
may borrow up to $1,870,000 for the purpose of acquiring two large gas
compressor units and related equipment to be installed in the Cow Creek Field.
The facility is evidenced by a Promissory Note (the "Note") and a Deed Of Trust,
Mortgage, Security Agreement, Assignment Of Profits And Proceeds, Financing
Statement And Fixtures Filing (the "Deed Of Trust"). The Note provides that the
Bank will loan the Company up to $1,870,000 at a floating interest rate equal to
the prime rate as published in the Wall Street Journal plus 0.5%. Interest only
is payable on a monthly basis through March 2004 and thereafter the Note is
payable in 60 equal monthly installments of principal and interest until the
entire unpaid principal amount and accrued and unpaid interest is due and
payable in March 2009. The equipment facility is secured by a security interest
in the gas compressor and related equipment as well as in the Company's
interests in the rights of way required to operate that equipment pursuant to
the Deed Of Trust.
Item 7. Financial Statements and Exhibits.
(c) Exhibits.
16.1 Letter on change in certifying accountants
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.
Date: October 14, 2003 DOUBLE EAGLE PETROLEUM CO.
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By: /s/ David C. Milholm
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David C. Milholm
Chief Financial Officer
EXHIBIT INDEX
Exhibit Number Description
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16.1 Letter on change in certifying accountants