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): JUNE 13, 2002
EMMIS COMMUNICATIONS CORPORATION EMMIS OPERATING COMPANY
(Exact name of registrant as specified in its (Exact name of registrant as specified in its
charter) charter)
INDIANA INDIANA
(State of incorporation or organization) (State of incorporation or organization)
0-23264 333-62172-13
(Commission file number) (Commission file number)
35-1542018 35-2141064
(I.R.S. Employer (I.R.S. Employer
Identification No.) Identification No.)
ONE EMMIS PLAZA ONE EMMIS PLAZA
40 MONUMENT CIRCLE 40 MONUMENT CIRCLE
SUITE 700 SUITE 700
INDIANAPOLIS, INDIANA 46204 INDIANAPOLIS, INDIANA 46204
(Address of principal executive offices) (Address of principal executive offices)
(317) 266-0100 (317) 266-0100
(REGISTRANT'S TELEPHONE NUMBER, (REGISTRANT'S TELEPHONE NUMBER,
INCLUDING AREA CODE) INCLUDING AREA CODE)
Item 4. Changes in Registrant's Certifying Accountant
On June 13, 2002, the Audit Committee of Emmis Communications Corporation and
the Board of Directors of Emmis Operating Company (together with Emmis
Communications Corporation, "Emmis") appointed Ernst & Young LLP to serve as our
independent public accountants for the fiscal year ending February 28, 2003,
dismissing Arthur Andersen LLP.
Arthur Andersen's reports on Emmis' financial statements for each of the years
ended February 28, 2002 and February 28, 2001 did not contain an adverse opinion
or disclaimer of opinion and were not qualified or modified as to uncertainty,
audit scope, or accounting principles.
During the fiscal years ended February 28, 2002 and February 28, 2001, and
through the date of this Form 8-K, there have been no disagreements with Arthur
Andersen LLP on any matter of accounting principle or practice, financial
statement disclosure or auditing scope or procedure, which disagreements, if not
resolved to the satisfaction of Arthur Andersen LLP, would have caused them to
make reference thereto in their report on the financial statements for such
years.
During the fiscal years ended February 28, 2002 and February 28, 2001, and
through May 31, 2002, there have been no reportable events (as defined in
Regulation S-K Item 304(a)(1)(v)).
Emmis has provided Arthur Andersen with a copy of the foregoing disclosures.
Attached as Exhibit 16.1 is a copy of Arthur Andersen's letter, dated June 18,
2002, stating its agreement with such statements.
During the fiscal years ended February 28, 2002 and February 28, 2001, and
through June 13, 2002, Emmis did not consult with Ernst & Young LLP on any
accounting, auditing, or reporting matters.
Item 7. Financial Statements and Exhibits
Exhibit Number Description
-------------- -------------------------------------
16.1 Arthur Andersen LLP letter to the SEC dated June 18, 2002
99.1 Press release dated June 14, 2002: Emmis Communications Appoints
Ernst & Young as Independent Auditor
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, thereunto duly authorized.
EMMIS COMMUNICATIONS CORPORATION
Date: June 18, 2002 By: /s/ Walter Z. Berger
-------------------------------
Walter Z. Berger ,
Executive Vice President,
Chief Financial Officer
and Treasurer
EMMIS OPERATING COMPANY
Date: June 18, 2002 By: /s/ Walter Z. Berger
-------------------------------
Walter Z. Berger,
Executive Vice President,
Chief Financial Officer
and Treasurer
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