SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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): June 18, 2002
ECHOSTAR DBS CORPORATION
(Exact name of registrant as specified in charter)
NEVADA 333-31929 84-1328967
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
5701 S. SANTA FE DRIVE
LITTLETON, COLORADO 80120
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (303) 723-1000
ITEM 4. CHANGES TO REGISTRANT'S CERTIFYING ACCOUNTANTS
Effective June 1, 2002, our parent company, EchoStar Communications
Corporation ("EchoStar"), determined not to renew the engagement of its
independent accountants, Arthur Andersen LLP ("Andersen") and appointed KPMG LLP
("KPMG") as its new independent accountants, effective immediately for EchoStar
and all of its consolidated subsidiaries including, but not limited to, EchoStar
Broadband Corporation and EchoStar DBS Corporation ("EDBS"). This determination
followed EchoStar's decision to seek proposals from independent accountants to
audit EchoStar's and EDBS' financial statements for the fiscal year ending
December 31, 2002. The decision not to renew the engagement of Andersen and to
retain KPMG was approved by EchoStar's Board of Directors upon the
recommendation of its Audit Committee.
Andersen's report on EchoStar's and EDBS' 2001 financial statements was
issued on February 27, 2002 in conjunction with the filing of EchoStar's and
EDBS' Annual Report on Form 10-K for the year ended December 31, 2001.
During EchoStar's and EDBS' two most recent fiscal years ended December
31, 2001, and the subsequent interim period through June 1, 2002, there were no
disagreements between EchoStar or EDBS and Andersen on any matter of accounting
principles or practices, financial statement disclosure, or auditing scope or
procedure, which disagreements if not resolved to Andersen's satisfaction would
have caused them to make reference to the subject matter of the disagreement in
connection with their reports.
None of the reportable events described under Item 304(a)(1)(v) of Regulation
S-K occurred within EchoStar's and EDBS' two most recent fiscal years and the
subsequent interim period through June 1, 2002. The audit reports of Andersen on
the consolidated financial statements of EchoStar and EDBS as of and for the
fiscal years ended December 31, 2001 and 2000 do not contain any adverse opinion
or disclaimer of opinion, nor were they qualified or modified as to uncertainty,
audit scope, or accounting principles.
EchoStar provided Andersen with a copy of the foregoing disclosures.
Attached as Exhibit 16.1 is a copy of Andersen's letter, dated June 18, 2002,
stating its agreement with such statements.
During EchoStar's and EDBS' two most recent fiscal years ended December
31, 2001, and the subsequent interim period through June 1, 2002, EchoStar and
EDBS did not consult with KPMG regarding any of the matters or events set forth
in Item 304(a)(2)(i) and (ii) of Regulation S-K.
SIGNATURES
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.
ECHOSTAR DBS CORPORATION
Dated: June 18, 2002 By: /s/ Michael R. McDonnell
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Michael R. McDonnell,
Senior Vice President Chief
Financial Officer
EXHIBITS INDEX
Exhibit Description
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16.1 Letter of Arthur Andersen LLP regarding change in certifying accountant.