UNITED STATES
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

Hanover Compressor Company

(Exact name of registrant as specified in its charter)

Delaware		1-13071		76-0625124
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

12001 North Houston Rosslyn Houston, Texas				77086
(Address of principal executive offices)				(Zip Code)

Registrant’s telephone number, including area code: (281) 447-8787

Not Applicable

Former name or former address, if changed since last report

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o		Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o		Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o		Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o		Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

Item 4.01 Changes in Registrant’s Certifying Accountant.

     On August 20, 2007, Hanover Compressor Company (“Hanover” or the “Company”) dismissed PricewaterhouseCoopers LLP (“PwC”) as the Company’s independent registered public accounting firm, as approved by the Audit Committee of Hanover’s Board of Directors.

     PwC’s reports on Hanover’s financial statements for the past two fiscal years did not contain an adverse opinion or a disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope or accounting principles.

     During the two most recent fiscal years and through August 20, 2007, there were no disagreements with PwC on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of PwC, would have caused PwC to make reference thereto in its reports on Hanover’s financial statements for such years.

     During the two most recent fiscal years and through August 20, 2007, there were no reportable events as defined in Regulation S-K Item 304(a)(1)(v).

     The Company has provided PwC with a copy of the above disclosures and requested that PwC furnish the Company with a letter addressed to the Securities and Exchange Commission stating whether or not it agrees with the foregoing statements. A copy of the letter from PwC is filed herewith as Exhibit 16.1.

     On August 20, 2007, the Audit Committee of Exterran Holdings, Inc., the Company’s parent company (“Exterran”), approved the appointment of Deloitte & Touche LLP (“Deloitte”) as the independent registered public accounting firm to audit Exterran’s consolidated financial statements for fiscal year 2007. During the Company’s two most recent fiscal years and through August 20, 2007, the Company did not consult Deloitte with respect to any of the matters or events listed in Regulation S-K Item 304(a)(2).

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description
16.1		Letter from PricewaterhouseCoopers LLP, dated August 30, 2007.

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.

EXHIBIT INDEX

Exhibit No.		Description
16.1		Letter from PricewaterhouseCoopers LLP, dated August 30, 2007.