SEC Comment Letter for ANR PIPELINE CO (CIK 0000065695) — Sep 29, 2005
ANR PIPELINE CO (CIK 0000065695)
Date: Sept. 29, 2005 · CIK: 0000065695 · Accession: 0000000000-05-050273
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Mail Stop 3561
September 29, 2005
Mr. John W. Somerhalder II
Chairman of the Board
ANR Pipeline Company
El Paso Building
1001 Louisiana Street
Houston, TX 77002
Re: ANR Pipeline Company
Form 10-K for the Fiscal Year Ended December 31, 2004
Filed March 29, 2005
File No. 1-07320
Dear Mr. Somerhalder:
We have reviewed your filing and have the following
comments.
We have limited our review to only your financial statements and
related disclosures and do not intend to expand our review to
other
portions of your documents. Where indicated, we think you should
revise your document in response to these comments. If you
disagree,
we will consider your explanation as to why our comment is
inapplicable or a revision is unnecessary. Please provide a
written
response to our comments. Please be as detailed as necessary in
your
explanation. In some of our comments, we may ask you to provide
us
with information so we may better understand your disclosure.
After
reviewing this information, we may raise additional comments.
Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your filing.
We look forward to working with you in these respects. We welcome
any questions you may have about our comments or any other aspect
of
our review. Feel free to call us at the telephone numbers listed
at
the end of this letter.
Form 10-K for the Fiscal Year Ended December 31, 2004
Item 15. Exhibits and Financial Statement Schedules
1. We note that your principal auditor relied on the report of
other
auditors on the financial statements of Great Lakes Gas
Transmission
Limited Partnership and the other auditor stated in its report
that
it conducted its audits in accordance with auditing standards
generally accepted in the United States. In circumstances where a
principal auditor relies on the report of another auditor on
financial statements of a non-public entity that are filed to
satisfy
Rule 3-09 of Regulation S-X, the other auditor`s report must refer
to
PCAOB standards. Please file a revised audit report that refers
to
the standards of the PCAOB as opposed to the auditing standards
generally accepted in the United States. Please refer to
Commission
Release 34-49707 dated May 14, 2004 and PCAOB Release 2003-025
(particularly Section B.2) issued December 17, 2003.
2. We note that the audit report on the financial statements of
Great
Lakes Gas Transmission Limited Partnership filed pursuant to Rule
3-
09 of Regulation S-X differs from the audit report on the
financial
statements of Great Lakes Gas Transmission Limited Partnership
included in a filing of one of your affiliates. Please advise.
As appropriate, please amend your filing and respond to
these
comments within 10 business days or tell us when you will provide
us
with a response. You may wish to provide us with marked copies of
the amendment to expedite our review. Please furnish a cover
letter
with your amendment that keys your responses to our comments and
provides any requested information. Detailed cover letters
greatly
facilitate our review. Please understand that we may have
additional
comments after reviewing your responses to our comments.
We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filing to be certain that the
filing includes all information required under the Securities
Exchange Act of 1934 and that they have provided all information
investors require for an informed investment decision. Since the
company and its management are in possession of all facts relating
to
a company`s disclosure, they are responsible for the accuracy and
adequacy of the disclosures they have made.
In connection with responding to our comments, please
provide,
in writing, a statement from the company acknowledging that:
* the company is responsible for the adequacy and accuracy of the
disclosure in the filing;
* staff comments or changes to disclosure in response to staff
comments do not foreclose the Commission from taking any action
with
respect to the filing; and
* the company may not assert staff comments as a defense in any
proceeding initiated by the Commission or any person under the
federal securities laws of the United States.
In addition, please be advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in our review of your filing or in
response to our comments on your filing.
You may contact Andrew Blume (Staff Accountant) at (202)
551-
3254 or William Thompson (Staff Accountant) at (202) 551-3344 if
you
have questions regarding the comments on the financial statements
and
related matters. Please contact me at (202) 551-3716 with any
other
questions.
Sincerely,
William Choi
Accounting Branch
Chief
Mr. John W. Somerhalder II
ANR Pipeline Company
September 29, 2005
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