-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, RG7kmWl1FKhSaGAqksuu2iT+qTDrgT1oRJrimqSJXamb+YN75T1K1SY7O6SB7GJE Ro/K5UMqAKZjeUDxETRGWw== 0000950133-99-003209.txt : 19991018 0000950133-99-003209.hdr.sgml : 19991018 ACCESSION NUMBER: 0000950133-99-003209 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19991004 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19991008 FILER: COMPANY DATA: COMPANY CONFORMED NAME: RESORT AT SUMMERLIN L P CENTRAL INDEX KEY: 0001058870 STANDARD INDUSTRIAL CLASSIFICATION: HOTELS & MOTELS [7011] IRS NUMBER: 860857506 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-25337 FILM NUMBER: 99725825 BUSINESS ADDRESS: STREET 1: 1160 TOWN CENTER DRIVE SUITE 200 CITY: LAS VEGAS STATE: NV ZIP: 89134 BUSINESS PHONE: 7028697000 FILER: COMPANY DATA: COMPANY CONFORMED NAME: RESORT AT SUMMERLIN INC CENTRAL INDEX KEY: 0001058872 STANDARD INDUSTRIAL CLASSIFICATION: HOTELS & MOTELS [7011] IRS NUMBER: 860857505 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 333-49691-01 FILM NUMBER: 99725826 BUSINESS ADDRESS: STREET 1: 1160 TOWN CENTER DRIVE SUITE 200 CITY: LAS VEGAS STATE: NV ZIP: 89134 BUSINESS PHONE: 7028697000 8-K 1 FORM 8-K 1 UNITED STATES 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): October 4, 1999 THE RESORT AT SUMMERLIN, LIMITED PARTNERSHIP THE RESORT AT SUMMERLIN, INC. -------------------------------------------------------------- (EXACT NAME OF REGISTRANTS AS SPECIFIED IN THEIR CHARTERS) Nevada 333-49691 86-0857506 Nevada 333-49691 86-0857505 ------ --------- ---------- (State or other jurisdiction (Commission File Number) (I.R.S. Employer Identification No.) of incorporation or organization)
1160 TOWN CENTER DRIVE, SUITE 200, LAS VEGAS, NV 89134 -------------------------------------------------------------- (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES, ZIP CODE) (702) 869-7000 -------------------------------------------------------------- (REGISTRANTS' TELEPHONE NUMBER, INCLUDING AREA CODE) -------------------------------------------------------------- (FORMER NAME, FORMER ADDRESS AND FORMER FISCAL YEAR, IF CHANGED SINCE LAST REPORT) 1 2 ITEM 4. CHANGE IN REGISTRANTS' CERTIFYING ACCOUNTANT (a) The Resort at Summerlin, Limited Partnership (the "Partnership") and The Resort at Summerlin, Inc. (the "Company", and collectively, the "Registrants") dismissed Ernst & Young LLP ("E&Y") as their independent accountants on October 4, 1999. E&Y's report on the Registrants' financial statements for the years ended December 31, 1997 and 1998 did not contain an adverse opinion or a disclaimer of opinion and was not qualified or modified as to uncertainty, audit scope or accounting principles. The decision to change accountants was approved by the board of directors of the Company on the Company's own behalf and in its capacity as general partner of the Partnership. In connection with its audits as of and for the years ended December 31, 1998 and 1997 and for the interim period through October 4, 1999, there have been no disagreements with E&Y on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure which disagreements, if not resolved to the satifaction of E&Y, would have caused E&Y to make reference to the subject matter of the disagreements in connection with its report. (b) As of October 4, 1999, the Registrants have engaged Arthur Andersen LLP as their principal accountants to audit the Registrants' financial statements beginning with the financial statements for the year ended December 31, 1999. The Registrants have not consulted Arthur Andersen LLP prior to its engagement regarding the application of accounting principles to a specified transaction, either completed or proposed, the type of audit opinion that might be rendered on the Registrants' financial statements or any matter that was either the subject of a disagreement with E&Y or a reportable event. (c) The Registrants have on the date hereof delivered to E&Y a copy of the disclosures referred to in Item 304(a)(3) of Regulation S-K. A copy of E&Y's response, dated October 8, 1999, is filed as Exhibit 16 to this Form 8-K. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (a) Financial Statements. None. (b) Exhibits. 16 - October 8, 1999 letter from Ernst & Young. 2 3 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 thereunto duly authorized. The Resort at Summerlin, Limited Partnership (Registrant) By: The Resort at Summerlin, Inc., a Nevada corporation, its general partner Date: October 8, 1999 By: /s/ Brian McMullan ---------------------- Brian McMullan Its: President and Chief Executive Officer (Principal Executive Officer) Date: October 8, 1999 By: /s/ John J. Tipton ---------------------- John J. Tipton Its: Sr. Vice President, Chief Financial Officer and General Counsel (Principal Financial Officer) 3 4 The Resort at Summerlin, Inc. (Registrant) Date: October 8, 1999 By: /s/ Brian McMullan ---------------------- Brian McMullan Its: President and Chief Executive Officer (Principal Executive Officer) Date: October 8, 1999 By: /s/ John J. Tipton ---------------------- John J. Tipton Its: Sr. Vice President, Chief Financial Officer and General Counsel (Principal Financial Officer) 4 EX-16 2 OCTOBER 8, 1999 LETTER FROM ERNST & YOUNG 1 EXHIBIT 16 October 8, 1999 Securities and Exchange Commission 450 Fifth Street, N.W. Washington, DC 20549 Gentlemen: We have read Item 4 of Form 8-K dated October 8, 1999 of The Resort at Summerlin, Limited Partnership and The Resort at Summerlin, Inc. and are in agreement with the statements contained in paragraph (a) therein. We have no basis to agree or disagree with other statements of the registrants contained therein. /s/ Ernst & Young LLP -----END PRIVACY-ENHANCED MESSAGE-----