SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K/A
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
October 4, 1999
(Date of earliest event reported)
CLASSIC COMMUNICATIONS, INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware 1-15427 74-2630019
(State or Other (Commission (IRS Employer
Jurisdiction of File Number) Identification
Incorporation) Number)
515 Congress Avenue, Suite 2626, Austin, TX 78701 (Address of
Principal Offices, including zip code)
(512) 476-9095
(Registrant's telephone number, including area code)
Item 4. Change in Registrant's Certifying Accountant
On October 4, 1999, management of Classic Communications, Inc.
(the "Company") dismissed Ernst & Young LLP and engaged
PricewaterhouseCoopers LLP as its independent public accountants to audit
its financial statements. The decision to dismiss Ernst & Young LLP and to
engage PricewaterhouseCoopers LLP was approved by the Company's board of
directors on October 18, 1999.
The Company believes, and has been advised by Ernst & Young LLP
that it concurs with such belief, that, for the years ended December 31,
1997 and December 31, 1998, and for the six-month period ended June 30,
1999, the Company and Ernst & Young LLP did not have any disagreement on
any matter of accounting principles or practices, financial statement
disclosure or auditing scope or procedure, which disagreement, if not
resolved to the satisfaction of Ernst & Young LLP would have caused it to
make reference in connection with its report on the Company's financial
statements to the subject matter of the disagreement.
The report of Ernst & Young LLP on the Company's financial
statements for the years ended December 31, 1997 and December 31, 1998 did
not contain an adverse opinion or a disclaimer of opinion, and was not
qualified or modified as to uncertainty, audit scope or accounting
principles. During that period, there were no "reportable events" within
the meaning of Item 304(a)(1)(v) of Regulation S-K promulgated under the
Securities Act of 1933.
The Company has requested that Ernst & Young LLP furnish a
letter addressed to the Securities and Exchange Commission stating whether
Ernst & Young LLP agrees with the above statements. A copy of that letter
is attached as Exhibit 16 to this Form 8-K.
SIGNATURE
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.
CLASSIC COMMUNICATIONS, INC.
Dated: November 5, 1999 By: /s/ Mark Rowe
---------------------------
Name: Mark Rowe
Title: Corporate Controller
EXHIBIT INDEX
Exhibit
Number Description
16. Letter from Ernst & Young LLP.
EXHIBIT 16
November 5, 1999
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, DC 20549
Gentlemen:
We have read Item 4 of Form 8-K/A dated November 5, 1999, of
Classic Communications, Inc. and are in agreement with the statements
contained in the first three paragraphs on page 2 therein. We have no basis
to agree or disagree with other statements of the registrant contained
therein.
Very truly yours,
/s/ Ernst & Young LLP
