<PAGE> 1
THIS CONFIRMING PAPER FORMAT DOCUMENT IS
BEING SUBMITTED PURSUANT TO RULE 901(D) OF REGULATION S-T
UNITED STATES
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
June 13, 1995 1-8309
- -------------------------- -----------------------
(Date of earliest report) (Commission File Number)
PRICE COMMUNICATIONS CORPORATION
(Exact name of registrant as specified in its charter)
New York 13-2991700
- --------------------------------- ------------------
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification Number)
45 Rockefeller Plaza, Suite 3201, New York, New York 10020
----------------------------------------------------------
(Address of Principal Executive Offices)(Zip Code)
(212) 757-5600
---------------------------------------------------
(Registrant's telephone number, including area code)
Not Applicable
-------------------------------------------------------------
(Former name or former address, if changed since last report)
<PAGE> 2
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
On June 13, 1995, the Registrant engaged Arthur Andersen & Co. as its principal
accountants to audit Registrant's financial statements and to replace KPMG Peat
Marwick who resigned on March 7, 1995 as was reported in an 8-K dated March 14,
1995.
During the Registrant's two most recent years, and any subsequent interim
period prior to engaging the accountant, neither the registrant nor anyone on
the Registrant's behalf consulted the newly engaged accountant regarding either
(i) 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 Registrant's financial statement, and either a written report was provided
to the Registrant or oral advice was provided that the new accountant concluded
was an important factor considered by the registrant in reaching a decision as
to the accounting, auditing or financial reporting issue; or (ii) any matter
that was either the subject of a disagreement (as defined in paragraph (a) (l)
(iv) and the related instructions to Item 304 of Regulation S-K) or a
reportable event (as described in paragraph (a) (l) (v) of such Item 304).
<PAGE> 3
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Not applicable
(b) Not applicable
(c) Not applicable
<PAGE> 4
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 hereunto duly authorized.
PRICE COMMUNICATIONS CORPORATION
Date: June 15, 1995 /s/Robert Price
-------------------------------
Robert Price
Chief Executive Officer,
President and Director
