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 May 6, 2002 ------------------------------------ Date of Report (Date of earliest event reported) ACRES GAMING INCORPORATED - -------------------------------------------------------------------------------- (Exact Name of Registrant as Specified in Charter) NEVADA 0-22498 88-0206560 - ----------------------------- --------------------------- --------------------------- (State or Other Jurisdiction (Commission File No.) (IRS Employer of Incorporation) Identification No.) 7115 AMIGO, SUITE 150, LAS VEGAS, NEVADA 89119 - -------------------------------------------------------------------------------- (Address of principal executive offices, including Zip Code) (702) 263-7588 - -------------------------------------------------------------------------------- (Registrant's telephone number, including area code) ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT On May 6, 2002, Acres Gaming Incorporated terminated the engagement of Arthur Andersen LLP ("Arthur Andersen") as Acres' independent public accountants. On May 8, 2002 the Company engaged PricewaterhouseCoopers LLP ("PWC") to serve as Acres' independent public accountants for the fiscal year ending June 30, 2002. The termination of Arthur Andersen and the engagement of PWC were both approved by the Board of Directors, upon recommendation of its Audit Committee. None of Arthur Andersen's reports on Acres' consolidated financial statements for the fiscal years ended June 30, 2001 and 2000 contained an adverse opinion or disclaimer of opinion, nor was any such report qualified or modified as to uncertainty, audit scope or accounting principles. During the fiscal years ended June 30, 2001 and 2000 and through the date of this Form 8-K, there were no disagreements between Acres and Arthur Andersen on any matter of accounting principle or practice, financial statement disclosure or auditing scope or procedure which, if not resolved to Arthur Andersen's satisfaction, would have caused them to make reference to the subject matter in connection with their report on Acres' consolidated financial statements for such years; and there were no reportable events as defined in Item 304(a)(1)(v) of Regulation S-K. During the fiscal years ended June 30, 2001 and 2000 and through the date of this Form 8-K, Acres did not consult PWC with respect to the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on Acres' consolidated financial statements, or any other matters or reportable events as set forth in Items 304(a)(2)(i) and (ii) of Regulation S-K. Acres provided Arthur Andersen with a copy of the foregoing disclosures. Attached as Exhibit 16.1 is a copy of a letter from Arthur Andersen stating its agreement with such disclosures. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits 16.1 Letter from Arthur Andersen LLP, dated May 9, 2002. 99.1 Acres Gaming Incorporated Press Release issued May 8, 2002. 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. ACRES GAMING INCORPORATED Dated: May 9, 2002 By /s/ Patrick W. Cavanaugh --------------------------------- Patrick W. Cavanaugh Senior Vice President, Chief Financial Officer and Treasurer (Principal Financial and Accounting Officer) EXHIBIT INDEX Exhibit Number Description - -------------- ----------- 16.1 Letter from Arthur Andersen LLP, dated May 9, 2002. 99.1 Acres Gaming Incorporated Press Release issued May 8, 2002.