View:
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ----------------------------- FORM 8-K/A AMENDMENT NO. 1 CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 17, 2003 ---------------------------------------------------------------- CARNIVAL CORPORATION CARNIVAL PLC -------------------- ------------ (Exact name of Registrant as (Exact name of Registrant as specified in its charter) specified in its charter) Panama England and Wales ------ ----------------- (State or other jurisdiction (State or other jurisdiction of incorporation) of incorporation) 1-9610 1-15136 ------ ------- (Commission File Number) (Commission File Number) 59-1562976 None ---------- ---- (IRS Employer Identification Number) (IRS Employer Identification Number) 3655 N.W. 87/th/ Avenue 3655 N.W. 87/th/ Avenue Miami, Florida 33178-2428 Miami, Florida 33178-2428 ------------------------- ------------------------- (Address of principal executive (Address of principal executive offices) offices) (zip code) (zip code) (305) 599-2600 (305) 599-2600 -------------- -------------- (Registrants telephone number, (Registrants telephone number, including area code) including area code) None P&O Princess Cruises plc ---- ------------------------ (Former name or former address, (Former name or former address, if changed since last report) if changed since last report) Item 4. Changes in Registrant's Certifying Accountant. Resignation of KPMG Audit Plc. As previously reported on the Form 8-K filed by Carnival Corporation and Carnival plc on April 17, 2003, KPMG Audit Plc ("KPMG") resigned as the independent public accountants for Carnival plc on April 17, 2003. The audit reports of KPMG on Carnival plc's consolidated financial statements for the fiscal years ended December 31, 2001 and December 31, 2002 contained no adverse opinion or disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principles, except that: . KPMG's audit reports expressed an opinion on the fair presentation of Carnival plc's consolidated financial statements in conformity with generally accepted accounting principles in the United Kingdom and contained separate paragraphs stating that accounting principles generally accepted in the United Kingdom vary in certain significant respects from those accepted in the United States of America and that application of accounting principles generally accepted in the United States of America would have affected the results of operations and shareholders' funds reported on to the extent summarized in note 28 to the consolidated financial statements; and . KPMG's audit report dated February 6, 2003 on the consolidated financial statements for the fiscal years ended December 31, 2002 and December 31, 2001 contained a separate paragraph referring to Carnival plc's adoption of FRS 19 Deferred Tax and the consequent restatement of the consolidated financial statements for each of the two fiscal years ended December 31, 2001. During the fiscal years ended December 31, 2001 and December 31, 2002 and the subsequent interim period through April 17, 2003, there were no disagreements with KPMG on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedures, which disagreements, if not resolved to the satisfaction of KPMG, would have caused it to make reference thereto in its reports on the financial statements for such periods. Carnival plc has provided KPMG with a copy of the foregoing disclosures. Attached as Exhibit 16.1 is a copy of KPMG's letter, dated April 29, 2003, stating its agreement with such statements. Engagement of PricewaterhouseCoopers LLP. On April 17, 2003, Carnival plc engaged PricewaterhouseCoopers LLP to serve as its independent public accountants for the fiscal year ended November 30, 2003, subject to shareholder approval. The decision to engage PricewaterhouseCoopers LLP was approved by the audit committee of the board of directors of Carnival plc. During the years ended December 31, 2001 and 2002 and the subsequent interim period through April 17, 2003, Carnival plc did not consult PricewaterhouseCoopers LLP 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 Carnival plc's financial statements, or any other matters or reportable events as set forth in Item 304(a)(1)(v) of Regulation S-K. Item 7 (c). Financial Statements and Exhibits. 16.1 Letter of KPMG Audit Plc dated April 29, 2003. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the undersigned hereunto duly authorized. CARNIVAL CORPORATION Date: April 29, 2003 By: /s/ Gerald R. Cahill ------------------------------------ Name: Gerald R. Cahill Title: Chief Financial Officer CARNIVAL PLC Date: April 29, 2003 By: /s/ Gerald R. Cahill ------------------------------------ Name: Gerald R. Cahill Title: Chief Financial Officer Exhibit List Exhibit Description - ------- ----------- 16.1 Letter of KPMG Audit Plc dated April 29, 2003.
Exhibit 16.1 April 29, 2003 Securities and Exchange Commission 450 Fifth Street, N.W. Washington, DC 20549 Ladies and Gentlemen: We were previously principal accountants of Carnival plc and, under the date February 6, 2003, we reported on the consolidated financial statements of Carnival plc as of and for the years ended December 31, 2002 and 2001. On April 17, 2003, we resigned as principal accountants. We have read the statements by Carnival plc set out in Item 4 of its Form 8-K/A dated April 17, 2003, and we agree with such statements in so far as they relate to ourselves. However we are not in a position to agree or disagree with Carnival plc's statements in relation to PricewaterhouseCoopers LLP. Very truly yours, /s/ KPMG Audit Plc Chartered Accountants Registered Auditor London, England