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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) August 5, 1997
Ticketmaster Group, Inc.
(Exact name of registrant as specified in its charter)
Illinois 0-21631 36-3597489
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
8800 Sunset Boulevard, West Hollywood, CA 90069
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (310)360-6000
N/A
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(Former name or former address, if changed since last report)
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ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
On August 5, 1997, the Registrant engaged Ernst & Young LLP as its
independent accountant to audit the financial statements of the Registrant and
its subsidiaries for the fiscal year ending January 31, 1998, to replace KPMG
Peat Marwick LLP who were dismissed as independent auditors of the Registrant
effective August 5, 1997. The decision to change independent accountants was
approved by the Registrant's Board of Directors.
The reports of KPMG Peat Marwick LLP on the Registrant's financial
statements as of and for the years ended January 31, 1997 and 1996 did not
contain an adverse opinion or a disclaimer of opinion and were not qualified or
modified as to uncertainty, audit scope or accounting principles.
During the Registrant's two most recent fiscal years and the subsequent
interim period preceding August 5, 1997, there were no disagreements between
the Registrant and KPMG Peat Marwick LLP on any matters of accounting
principles or practices, financial statement disclosure or auditing scope or
procedure, which disagreement, if not resolved to the satisfaction of KPMG Peat
Marwick LLP, would have caused KPMG Peat Marwick LLP to make a reference to the
subject matter of the disagreement in connection with its report.
None of the "reportable events" described under Item 304(a)(1)(v) of
Regulation S-K occurred within the Registrant's two most recent fiscal years
and the subsequent interim period preceding August 5, 1997.
During the Registrant's two most recent fiscal years and the subsequent
interim period preceding August 5, 1997, the Registrant did not consult Ernst &
Young LLP regarding any of the matters or events set forth in Item 304(a)(2)(i)
and (ii) of Regulation S-K.
The Registrant has requested KPMG Peat Marwick LLP to furnish the
Registrant with a letter addressed to the Securities and Exchange Commission
stating whether it agrees with the above statements. A copy of that letter,
dated August 19, 1997, is filed as an exhibit to this report.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits:
16.1 Letter, dated August 19, 1997, from KPMG Peat Marwick LLP
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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.
TICKETMASTER GROUP, INC.
August 19, 1997 By: /s/ Stuart W. DePina
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Stuart W. DePina, Vice
President-Finance and
Treasurer
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Exhibit 16.1
Securities and Exchange Commission
Washington, D.C. 20549
August 19, 1997
Ladies and Gentlemen:
We were previously principal accountants for Ticketmaster Group, Inc. and,
under the date of March 12, 1997 except for Notes 13 and 14, which are as of
April 17, 1997, we reported on the consolidated financial statements of
Ticketmaster Group, Inc. and subsidiaries as of and for the years ended January
31, 1997 and 1996. On August 5, 1997, our appointment as principal accountants
was terminated. We have read Ticketmaster Group, Inc.'s statements included
under Item 4 of its Form 8-K/A dated August 19, 1997, and we agree with such
statements except that we are not in a position to agree or disagree with
Ticketmaster Group, Inc.'s statements that (i) the change in auditors was
approved by the Board of Directors and (ii) the newly engaged accountant was
not engaged regarding any of the matters or events set forth in Item
304(a)(2)(i) and (ii) of Regulation S-K.
Very truly yours,
/s/ KPMG Peat Marwick LLP
