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 (Date of earliest event reported): June 21, 2002
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ENTERCOM COMMUNICATIONS CORP.
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(Exact name of registrant as specified in its charter)
PENNSYLVANIA 001-14461 23-1701044
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(State or Other (Commission (IRS Employer
Jurisdiction of File Number) Identification No.)
Incorporation)
401 City Avenue, Suite 409, Bala Cynwyd, Pennsylvania 19004
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (610) 660-5610
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(Former Name or Former Address, if Changed Since Last Report)
ITEM 4. Changes in Registrant's Certifying Accountant.
On June 21, 2002, we dismissed Arthur Andersen LLP, ("Andersen") as our
independent public accountants. The decision to dismiss Andersen was recommended
by our Audit Committee of the Board of Directors and was approved by the Board
of Directors. The report of Andersen on our financial statements for the year
ended December 31, 2001 did not contain an adverse opinion or disclaimer of
opinion and was not qualified or modified as to uncertainty, audit scope or
accounting principle. During the year ended December 31, 2001 and through June
21, 2002, there have been no disagreements between us and Andersen on any matter
of accounting principles or practices, financial statement disclosure, or
auditing scope or procedure, which disagreements, if not resolved to the
satisfaction of Andersen, would have caused Andersen to make reference to the
subject matter thereof in its report on financial statements for such period.
During the year ended December 31, 2001 and through June 21, 2002, there have
been no reportable events (as defined in Item 304(a)(1) of Regulation S-K under
the Securities Act of 1933, as amended). We provided Andersen with a copy of the
foregoing disclosures. Attached as Exhibit 16.1 is a copy of Andersen's letter
dated June 25, 2002 stating that Andersen has found no basis for disagreement
with such statements.
We named PriceWaterhouseCoopers LLP ("PWC") as our new independent public
accountants on June 21, 2002. During the two most recent fiscal years and
through June 21, 2002, neither we nor anyone acting on our behalf has consulted
with PWC regarding the matters described in, and required to be disclosed
pursuant to, Item 304(a)(2)(i) or Item 304(a)(2)(ii) of Regulation S-K under the
Securities Act of 1933, as amended.
ITEM 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits
16.1 Letter from Arthur Andersen LLP to the Securities and Exchange
Commission re: Entercom's Form 8-K dated June 21, 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.
ENTERCOM COMMUNICATIONS CORP.
Date: June 21, 2002 By: /s/ Stephen F. Fisher
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Stephen F. Fisher
Executive Vice President and Chief
Financial Officer