<PAGE> 1
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: June 30, 1995
AirTouch Communications, Inc.
<TABLE>
<S> <C> <C>
Delaware 1-12342 94-3213132
(State or other (Commission File (IRS Employer
jurisdiction of Number) Identification No.)
incorporation)
</TABLE>
One California Street, San Francisco, California 94111
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (415) 658-2000
<PAGE> 2
Item 4. Changes in Registrant's Certifying Accountant.
(a)(i) The Company has chosen not to extend the engagement of Coopers
& Lybrand L.L.P. effective July 1, 1995 as the Company's
independent auditors. To effect an orderly transition Coopers
& Lybrand L.L.P. will provide services to the Company
in connection with the Company's Quarterly Report
on Form 10-Q for the quarter ending June 30, 1995.
(ii) The reports of Coopers & Lybrand L.L.P. on the Company's
consolidated financial statements for each of the two fiscal
years ended December 31, 1993 and December 31, 1994, contained
no adverse opinion or disclaimer of opinion, and were not
qualified or modified as to uncertainty, audit scope, or
accounting principles.
(iii) The decision to change independent auditors was recommended by
the Company's Audit Committee and approved by the Board of
Directors.
(iv) During the Company's two most recent fiscal years and through
the date of this report, the Company has had no disagreements
with Coopers & Lybrand L.L.P. on any matter of accounting
principles or practices, financial statement disclosure, or
auditing scope or procedure, which disagreement(s), if not
resolved to the satisfaction of Coopers & Lybrand L.L.P.,
would have caused them to make reference thereto in their
report on the consolidated financial statement of the Company
for such years.
(v) During the Company's two most recent fiscal years and through
the date of this report, the Company has had no reportable
events as defined in Item 304 (1) (v) of Regulation S-K.
(vi) The Company has requested that Coopers & Lybrand L.L.P.
furnish it with a letter addressed to the Securities and
Exchange Commission stating whether it agrees with the above
statements. A copy of that letter dated July 6, 1995 is
filed as Exhibit 16 to this Form 8-K.
(b) The Company engaged Price Waterhouse LLP as its new
independent auditor effective July 1, 1995.
During the Company's two fiscal years ended December 31, 1993
and December 31, 1994 and through the date of engagement of
Price Waterhouse LLP, the Company has not consulted with
Price Waterhouse LLP regarding any of the matters specified
in Item 304(a)(2) of Regulation S-K.
Item 7. Financial Statements and Exhibits
(c) Exhibits
16. Letter from Coopers & Lybrand L.L.P. to the Securities
and Exchange Commission dated July 6, 1995.
<PAGE> 3
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
AIRTOUCH COMMUNICATIONS, INC.
By: /s/ Lydell L. Christensen
-----------------------------------
Lydell L. Christensen
Executive Vice President and
Chief Financial Officer
Date: July 7, 1995
<PAGE> 4
INDEX TO EXHIBITS
<TABLE>
<CAPTION>
Exhibit
Number Description
- ------ -----------
<S> <C>
16 Letter from Coopers & Lybrand L.L.P.
to the Securities and Exchange Commission
dated July 6, 1995
</TABLE>
<PAGE> 1
Exhibit 16
Coopers & Lybrand L.L.P.
333 Market Street
San Francisco, CA 94105-2119
July 6, 1995
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, DC 20549
Ladies and Gentlemen:
We have read the statements made by AirTouch Communications, Inc. (copy
attached), which we understand will be filed with the Commission, pursuant to
Item 4 of Form 8-K, as part of the Company's Form 8-K report for the month of
July, 1995. We agree with the statements concerning our Firm in such Form 8-K.
By: /s/ Coopers & Lybrand L.L.P.
---------------------------------
Coopers & Lybrand L.L.P.