Transmeridian Exploration (TMY)

Item 4.01 Changes in Registrant’s Certifying Accountant.

(a) On June 1, 2006, the partners of UHY Mann Frankfort Stein & Lipp CPAs, LLP (“UHY Mann”), the Company’s independent registered public accounting firm, announced that they were joining UHY LLP, a New York limited liability partnership. UHY LLP is the independent registered public accounting firm with which UHY Mann has an affiliation, but is a separate and distinct legal entity from UHY Mann. On June 12, 2006, UHY Mann notified the Company that it has ceased to provide audit services to the Company and had resigned as the Company’s independent registered public accountants effective as of June 12, 2006.

UHY Mann was first engaged as the Company’s independent registered public accounting firm, effective October 20, 2005, to audit the Company’s financial statements for its fiscal year ended December 31, 2005. None of the reports of UHY Mann on the Company’s financial statements for its fiscal year ended December 31, 2005 or any subsequent interim period contained an adverse opinion or disclaimer of opinion, or was qualified or modified as to uncertainty, audit scope or accounting principles.

Moreover, in connection with the audit of the Company’s financial statements for its fiscal year ended December 31, 2005 and the subsequent interim period through June 12, 2006 (the effective date of UHY Mann’s resignation), there were no disagreements between the Company and UHY Mann 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 UHY Mann, would have caused UHY Mann to make reference to the subject matter of the disagreements in connection with its report. In addition, in connection with the audit of the Company’s financial statements for its fiscal year ended December 31, 2005 and the subsequent interim period through June 12, 2006 (the effective date of UHY Mann’s resignation), there have been no “reportable events,” as defined in Item 304(a)(1)(v) of Regulation S-K.

The Company provided UHY Mann with a copy of the above statements prior to the filing of such statements with the Securities and Exchange Commission on this Current Report on Form 8-K, and requested that UHY Mann furnish the Company with a letter addressed to the Commission stating whether UHY Mann agrees with such statements and, if not, stating the respects in which it does not agree. A copy of the letter from UHY Mann furnished in response to the Company’s request, addressed to the Commission and dated June 13, 2006, is filed as Exhibit 16.1 hereto.

(b) On June 13, 2006, the Audit Committee of the Company’s Board of Directors approved the engagement of UHY LLP as the Company’s new independent registered public accounting firm, effective as of June 12, 2006, to audit the Company’s financial statements for its fiscal year ending December 31, 2006. The Company has not consulted with UHY LLP during its two most recent fiscal years ended December 31, 2005 nor during the subsequent interim period ended June 12, 2006 (the effective date of the engagement of UHY LLP) regarding the application of accounting principles to a specified transaction, either completed or proposed, the type of audit opinion that might be rendered on the Company’s financial statements, or any matter that was the subject of a disagreement or reportable event (as contemplated by or defined in Items 304(a)(1)(iv) and (v), respectively, of Regulation S-K), nor

has UHY LLP during such periods provided advice to the Company, either written or oral, that was an important factor considered by the Company in reaching a decision as to an accounting, auditing or financial reporting issue.

Item 4.01 Changes in Registrant’s Certifying Accountant.

(a) Dismissal of Independent Registered Public Accounting Firm.

On October 19, 2005, Transmeridian Exploration Incorporated (the “Company”), determined to replace John A. Braden and Company, P.C. (“Braden”) as the independent registered public accounting firm for the Company. The Company’s Audit Committee approved this action.

The independent registered public accountants reports of Braden on the consolidated financial statements of the Company and subsidiaries as of and for the periods ended December 31, 2004 and December 31, 2003 contained no adverse opinion or disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principle, except as follows:

Braden’s report on the consolidated financial statements of the Company and subsidiaries as of and for the year ended December 31, 2003 contained a separate paragraph stating, “The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. As shown in the financial statements, the Company has incurred cumulative net losses totaling $12,061,436 through December 31, 2003, and, as of that date, the Company’s current liabilities exceeded its current assets by $29,850,854. These factors, among others, including the Company’s ability to develop its proved reserves, as discussed in Note 2 to the consolidated financial statements, raise substantial doubt about the Company’s ability to continue as a going concern. Management’s plans in regard to these matters are also described in Note 2. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.”

In connection with the audits of the two fiscal years ended December 31, 2004 and the subsequent interim period through October 19, 2005, there were no disagreements with Braden 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 Braden, would have caused Braden to make reference to the subject matter of the disagreements in Braden’s reports.

In connection with the audits of the two fiscal years ended December 31, 2004, and the subsequent interim period through October 19, 2005, there have been no “reportable events,” as defined in Item 304(a)(1)(v) of Regulation S-K.

The Company has provided Braden with a copy of this disclosure prior to its filing with the Securities and Exchange Commission and requested that Braden furnish it with a letter addressed to the Securities and Exchange Commission stating whether they agree with the above statements. A copy of the letter from Braden dated October 25, 2005 is filed as Exhibit 16.1 to this
Form 8-K.

(b) Engagement of New Independent Registered Public Accounting Firm.

On October 20, 2005, the Company, with the approval of the Audit Committee, engaged UHY Mann Frankfort Stein & Lipp CPAs, LLP (“UHY”) as the Company’s new independent registered public accounting firm to audit the Company’s financial statements. The Company has not consulted with UHY during the two most recent fiscal years ended December 31, 2004 and December 31, 2003 nor during the subsequent interim period ended October 20, 2005 (the date of appointment of UHY) regarding the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company’s financial statements, or regarding reportable conditions set forth in Items 304(a)(2)(i) and (ii) of Regulation S-K.

Item 4.01 Changes in Registrant’s Certifying Accountant.

(a) Dismissal of Independent Registered Public Accounting Firm.

On October 19, 2005, Transmeridian Exploration Incorporated (the “Company”), determined to replace John A. Braden and Company, P.C. (“Braden”) as the independent registered public accounting firm for the Company. The Company’s Audit Committee approved this action.

The independent registered public accountants reports of Braden on the consolidated financial statements of the Company and subsidiaries as of and for the periods ended December 31, 2004 and December 31, 2003 contained no adverse opinion or disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principle, except as follows:

Braden’s report on the consolidated financial statements of the Company and subsidiaries as of and for the year ended December 31, 2003 contained a separate paragraph stating, “The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. As shown in the financial statements, the Company has incurred cumulative net losses totaling $12,061,436 through December 31, 2003, and, as of that date, the Company’s current liabilities exceeded its current assets by $29,850,854. These factors, among others, including the Company’s ability to develop its proved reserves, as discussed in Note 2 to the consolidated financial statements, raise substantial doubt about the Company’s ability to continue as a going concern. Management’s plans in regard to these matters are also described in Note 2. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.”

In connection with the audits of the two fiscal years ended December 31, 2004 and the subsequent interim period through June 30, 2005, there were no disagreements with Braden 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 Braden, would have caused Braden to make reference to the subject matter of the disagreements in Braden’s reports.

In connection with the audits of the two fiscal years ended December 31, 2004, and the subsequent interim period through June 30, 2005, there have been no “reportable events,” as defined in Item 304(a)(1)(v) of Regulation S-K.

The Company has provided Braden with a copy of this disclosure prior to its filing with the Securities and Exchange Commission and requested that Braden furnish it with a letter addressed to the Securities and Exchange Commission stating whether they agree with the above statements. A copy of the letter from Braden dated October 24, 2005 is filed as Exhibit 16.1 to this
Form 8-K.

(b) Engagement of New Independent Registered Public Accounting Firm.

On October 20, 2005, the Company, with the approval of the Audit Committee, engaged UHY Mann Frankfort Stein & Lipp CPAs, LLP (“UHY”) as the Company’s new independent registered public accounting firm to audit the Company’s financial statements. The Company has not consulted with UHY during the two most recent fiscal years ended December 31, 2004 and December 31, 2003 nor during the subsequent interim period ended October 20, 2005 (the date of appointment of UHY) regarding the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company’s financial statements, or regarding reportable conditions set forth in Items 304(a)(2)(i) and (ii) of Regulation S-K.