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) February 10, 2000
FrontierVision Holdings, L.P.
FrontierVision Holdings Capital Corporation
FrontierVision Holdings Capital II Corporation
(Exact names of registrants as specified in its charter)
Delaware 333-36519 84-1432334
Delaware 333-36519-01 84-1432976
Delaware 333-75567-01 84-1481765
(States or other (Commission File Nos.) (IRS Employer
jurisdiction of Identification Nos.)
incorporation)
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One North Main Street - Coudersport, PA 16915-1141
(Address of principal executive offices) (Zip Code)
Registrants' telephone number, including area code (814) 274-9830
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Item 4. Changes in Registrant's Certifying Accountant
(a) Effective February 10, 2000, FrontierVision Holdings, L.P. (the
"Registrant") dismissed KPMG LLP ("KPMG") as the independent certified public
accountants for FrontierVision Holdings, L.P. and subsidiaries. This decision
was made by the general partner of FrontierVision Holdings, L.P. along with the
related decision discussed in (b) below to engage Deloitte & Touche LLP
("Deloitte & Touche"), effective the same date, as the independent certified
public accountants for FrontierVision Holdings, L.P. and subsidiaries.
The audit reports of KPMG on the consolidated financial statements of
FrontierVision Holdings. L.P. and subsidiaries as of and for the years ended
December 31, 1997 and December 31, 1998 did not contain any adverse opinion or
disclaimer of opinion, nor were such reports qualified or modified as to
uncertainty, audit scope or accounting principles. During the two fiscal years
ended December 31, 1997 and December 31, 1998 and the subsequent interim period
through September 30, 1999, there were no disagreements with KPMG 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 KPMG, would have caused them to make reference to the subject
matter of the disagreement in connection with their reports.
A letter from KPMG is attached as an exhibit to this Form 8-K.
(b) Effective February 10, 2000, FrontierVision Holdings, L.P. engaged
Deloitte & Touche as the independent certified public accountants for
FrontierVision Holdings, L.P. and subsidiaries for the fiscal year ended
December 31, 1999. Deloitte & Touche are also the independent certified public
accountants for Adelphia Communications Corporation, the parent and sole owner
of FrontierVision Holdings, L.P. See Form 8-K of the Registrant filed October
15, 1999.
During the Registrant's two fiscal years ended December 31, 1997 and
December 31, 1998 and the subsequent interim period preceding Deloitte &
Touche's appointment, the Registrant did not consult Deloitte & Touche regarding
(i) the application of accounting principles to a specific transaction, either
completed or proposed, or the type of audit opinion that might be rendered on
the Registrant's financial statements or (ii) any matter that was either the
subject of a disagreement, as that term is defined in Item 304 (a)(1)(iv) of
Regulation S-K and the related instructions to Item 304, or a reportable event,
as that term is defined in Item 304(a)(1)(v) of Regulation S-K
Item 7. Financial Statements and Exhibits.
(c) Exhibits
Exhibit Number Description
16 Letter from KPMG LLP (filed herewith).
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrants have duly caused this report to be signed on their behalf by the
undersigned thereunto duly authorized.
FRONTIERVISION HOLDINGS, L.P.
By: FrontierVision Partners, L.P., its
general partner
By: Adelphia GP Holdings, L.L.C., its
general partner
By: ACC Operations, Inc., its sole member
Date: February 10, 2000 By: /s/ Timothy J. Rigas
----------------
Timothy J. Rigas
Executive Vice President, Chief
Financial Officer, Chief Accounting
Officer, and Treasurer
FRONTIERVISION HOLDINGS CAPITAL CORPORATION
Date: February 10, 2000 By: /s/ Timothy J. Rigas
Timothy J. Rigas
Executive Vice President, Chief
Financial Officer, Chief Accounting
Officer, and Treasurer
FRONTIERVISION HOLDINGS CAPITAL II CORPORATION
Date: February 10, 2000 By: /s/ Timothy J. Rigas
----------------
Timothy J. Rigas
Executive Vice President, Chief
Financial Officer, Chief Accounting
Officer, and Treasurer
<PAGE>
EXHIBIT INDEX
Exhibit Number Description
16 Letter from KPMG LLP (filed herewith).
Exhibit 16
February 10, 2000
Securities and Exchange Commission
Washington, D.C. 20549
Ladies and Gentlemen:
We were previously principal accountants for FrontierVision Holdings, L.P. and,
under the date of March 19, 1999, we reported on the consolidated financial
statements of FrontierVision Holdings, L.P. and subsidiaries as of and for the
years ended December 31, 1998 and 1997. On February 10, 2000, our appointment as
principal accountants was terminated. We have read FrontierVision Holdings,
L.P.'s statements included under Item 4(a) of its Form 8-K dated February 10,
2000, and we agree with such statements, except that we are not in a position to
agree or disagree as to whether Deloite & Touche, LLP have been appointed
independent certified public accountants of FrontierVision Holdings, L.P. and
subsidiaries.
Very truly yours,
KPMG LLP
