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================================================================================ SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ---------- FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) DECEMBER 2, 2002 RANGE RESOURCES CORPORATION (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) DELAWARE 0-9592 34-1312571 - --------------------------------------- ----------------- -------------------- (STATE OR OTHER JURISDICTION OF (COMMISSION (IRS EMPLOYER INCORPORATION) FILE NUMBER) IDENTIFICATION NO.) 777 MAIN STREET FT. WORTH, TEXAS 76102 - ---------------------------------------- -------------------- (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE) REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE (817) 870-2601 THIS FORM 8-K/A AMENDS AND RESTATES ITEM 4 OF THE REGISTRANTS FORM 8-K FILED WITH THE COMMISSION ON NOVEMBER 20, 2002. ITEM 4. CHANGES IN REGISTRANTS CERTIFYING ACCOUNTANT. The Audit Committee of the Management Committee of Great Lakes Energy Partners LLC ("Great Lakes") dismissed KPMG LLP ("KPMG") as Great Lakes' auditors effective November 14, 2002 and notified KPMG of its dismissal on November 28, 2002. The Audit Committee recommended the engagement of Ernst and Young ("E&Y") as Great Lakes' independent auditors for year ended December 31, 2002 which was approved by Great Lakes' Management Committee on November 14, 2002. E&Y accepted its appointment as Great Lakes' independent auditors on November 19, 2002. Great Lakes is a significant subsidiary (as defined in Rule 1-02(w) of Regulation S-X) of Range Resources Corporation ("Range"). During the two years ended December 31, 2000 and 2001 and the subsequent interim period through November 9, 2002: (i) KPMG's reports on the financial statements of Great Lakes have not contained an adverse opinion or disclaimer of opinion, and have not been qualified or modified as to uncertainty, audit scope or accounting principles. (ii) there were no disagreements between Great Lakes and KPMG on any matter of accounting principles or practices, financial statement disclosure, auditing scope or procedure, which disagreements, if not resolved to KPMG's satisfaction, would have caused KPMG to make reference to the subject matter of the disagreement in connection with its reports; (iii) none of the reportable events described under Item 304(a)(1)(v) of Regulation S-K occurred; and (iv) Great Lakes did not consult with E&Y regarding any of the matters or events described in Item 304(a)(2)(i) and 304(a)(2)(ii) of Regulation S-K. Great Lakes has provided KPMG with a copy of the foregoing statements and has requested that KPMG furnish Range with a letter addressed to the U.S. Securities and exchange Commission (the "Commission") stating whether or not it agrees with the above statements and if not stating the respects in which it does not agree. ITEM 7. EXHIBITS (c) EXHIBITS: 16.1 - Letter from KPMG to the Commission. 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. RANGE RESOURCES CORPORATION By: /s/ EDDIE M. LEBLANC ------------------------------------- EDDIE M. LEBLANC CHIEF FINANCIAL OFFICER Date: December 2, 2002 EXHIBIT INDEX
Exhibit Number Item ---------------- ------------------------------------ 16.1 Letter from KPMG to the Commission.
EXHIBIT 16.1 Office of the Chief Accountant Securities and Exchange Commission 450 Fifth Street, N.W. Washington, D.C. 20549 November 26, 2002 Ladies and Gentlemen: We were previously principal accountants for Great Lakes Energy Partners, LLC ("Great Lakes") and, under the date of September 17, 2002, we reported on the consolidated financial statements of Great Lakes Energy Partners, LLC ("Great Lakes") for the three months ended December 31, 1999, and for the years ended December 31, 2000 and 2001. Great Lakes is a significant subsidiary of Range Resources Corporation ("Range"). On November 18, 2002, we were notified that our appointment as principal accountant of Great Lakes was terminated. We have read Range's statements included under Item 4 of Range's Form 8-K dated November 14, 2002, and we agree with such statements except that we are not in a position to agree or disagree with Range's statements that (1) the Great Lakes Audit Committee recommended the engagement of Ernst & Young LLP ("E&Y") as independent auditors, which was approved by the Great Lakes' Management Committee, (2) E&Y accepted its appointment as independent auditors of Great lakes, or (3) Great Lakes did not consult with E&Y regarding any of the matters or events described in Item 304(a)(2)(i) and 304(a)(2)(ii) of Regulation S-K. Very truly yours, /s/ KPMG LLP KPMG LLP