American States Water Company
Table of Contents

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): May 13, 2002

American States Water Company
Southern California Water Company


(Exact name of registrant as specified in its charter)

American States Water Company

         
California   333-47647   95-4676679

 
 
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (IRS Employer
Identification No.)
 
630 East Foothill Boulevard, San Dimas, California   91773-1212   (909) 394-3600

 
 
(Address of Principal Executive Offices)   (Zip Code)   (Telephone)

Southern California Water Company

         
California   000-01121   95-1243678

 
 
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (IRS Employer
Identification No.)
 
630 East Foothill Boulevard, San Dimas, California   91773-1212   (909) 394-3600

 
 
(Address of Principal Executive Offices)   (Zip Code)   (Telephone)

(Former name or former address, if changed since last reports.)
Not applicable.

 


TABLE OF CONTENTS

Item 4. Changes in Registrant’s Certifying Accountant.
Item 7. Financial Statements and Exhibits.
EXHIBIT 16
EXHIBIT 99.2


Table of Contents

Item 4. Changes in Registrant’s Certifying Accountant.

The Audit Committee of the Board of Directors of American States Water Company and its subsidiary Southern California Water Company (collectively, “Registrant”) considers and recommends to the Board of Directors the selection of Registrant’s independent public accountants. As recommended by Registrant’s Audit Committee, effective as of May 13, 2002 Registrant’s Board of Directors dismissed Arthur Andersen LLP (“Andersen”) as its independent public accountants and engaged PricewaterhouseCoopers LLP to serve as Registrant’s independent public accountants for 2002.

Andersen’s reports on Registrant’s consolidated financial statements for each of the years ended December 31, 2001 and December 31, 2000 did not contain an adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope or accounting principles.

During Registrant’s two most recent fiscal years and through the date of this Form 8-K, there were no disagreements with Andersen on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure which, if not resolved to Andersen’s satisfaction, would have caused them to make reference to the subject matter in connection with their report on Registrant’s consolidated financial statements for such years; and there were no reportable events, as listed in Item 304(a)(1)(v) of Regulation S-K.

Registrant provided Andersen with a copy of the foregoing disclosures. Attached as Exhibit 16 is a copy of Andersen’s letter, dated May 13, 2002, stating its agreement with such statements.

During Registrant’s two most recent fiscal years and through the date of this Form 8-K, Registrant did not consult PricewaterhouseCoopers LLP with respect to the application or accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on Registrant’s consolidated financial statements, or any other matters or reportable events listed in Items 304(a)(2)(i) and (ii) of Regulation S-K.

Item 7. Financial Statements and Exhibits.

(c)  The following Exhibits are filed as part of this report:

Exhibit 16 — Letter from Arthur Andersen LLP to the Securities and Exchange Commission, dated May 13, 2002.

Exhibit 99.2 — Press Release dated May 13, 2002.

 

ex16
 

Exhibit 16

[Arthur Andersen LLP Letterhead]

May 13, 2002

Office of the Chief Accountant

Securities and Exchange Commission

450 Fifth Street, N.W.

Washington, D.C. 20549

Dear Sir:

We have read the first, second, third and fourth paragraphs of Item 4 included in the Form 8-K dated May 13, 2002 of American States Water Company to be filed with the Securities and Exchange Commission and are in agreement with the statements contained therein.

Very truly yours,

/s/ Arthur Andersen LLP

Arthur Andersen LLP

 

ex99-2
 

Exhibit 99.2

NEWS RELEASE

     
CONTACT:   McClellan Harris III
    Chief Financial Officer
    Telephone: (909) 394-3600, ext. 705

FOR IMMEDIATE RELEASE .........

AMERICAN STATES WATER COMPANY ANNOUNCES APPOINTMENT
OF
NEW INDEPENDENT AUDITORS

San Dimas, California — May 13, 2002 . . . American States Water Company (NYSE:AWR) announced today its determination on behalf of itself and its subsidiary, Southern California Water Company, to dismiss its independent auditors, Arthur Andersen LLP and to engage Pricewaterhouse Coopers LLP to serve as its new independent auditors for 2002. The change becomes effective immediately. This determination was recommended by the Audit Committee of American States Water Company and approved by its Board of Directors.

American States Water Company is a holding company that, through its subsidiaries, provides water service to 1 out of 30 Californians located within 75 communities throughout 10 counties in Northern, Coastal and Southern California and to approximately 11,500 customers in the city of Fountain Hills, Arizona and portions of Scottsdale, Arizona. The Company distributes electricity to approximately 21,000 customers in the Big Bear recreational area of California, and contracts with various municipalities and private entities in both California and Arizona to provide services to an additional 90,000 customers.