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Proc-Type: 2001,MIC-CLEAR
Originator-Name: webmaster@www.sec.gov
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<SEC-DOCUMENT>0001021408-02-009126.txt : 20020702
<SEC-HEADER>0001021408-02-009126.hdr.sgml : 20020702
<ACCEPTANCE-DATETIME>20020702172328
ACCESSION NUMBER:		0001021408-02-009126
CONFORMED SUBMISSION TYPE:	8-K/A
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20020609
ITEM INFORMATION:		Changes in registrant's certifying accountant
ITEM INFORMATION:		Financial statements and exhibits
FILED AS OF DATE:		20020702

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			ARAHOVA COMMUNICATIONS INC
		CENTRAL INDEX KEY:			0000785080
		STANDARD INDUSTRIAL CLASSIFICATION:	CABLE & OTHER PAY TELEVISION SERVICES [4841]
		IRS NUMBER:				251844576
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		8-K/A
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	000-16899
		FILM NUMBER:		02695395

	BUSINESS ADDRESS:	
		STREET 1:		ONE NORTH MAIN STREET
		CITY:			COUDERSPORT
		STATE:			PA
		ZIP:			16915-1141
		BUSINESS PHONE:		8142749830

	MAIL ADDRESS:	
		STREET 1:		ONE NORTH MAIN STREET
		CITY:			COUDERSPORT
		STATE:			PA
		ZIP:			16915-1141

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	CENTURY COMMUNICATIONS CORP
		DATE OF NAME CHANGE:	19920703
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K/A
<SEQUENCE>1
<FILENAME>d8ka.txt
<DESCRIPTION>FORM 8-K/A
<TEXT>
<PAGE>

                       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) June 9, 2002


                          ARAHOVA COMMUNICATIONS, INC.
             (Exact name of registrant as specified in its charter)

<TABLE>
     <S>                                  <C>                            <C>
               Delaware                          0-16899                           23-1844576
    (State or other jurisdiction of      (Commission File Number)        (IRS Employer Identification No.)
            incorporation)
</TABLE>

               One North Main Street - Coudersport, PA   16915-1141
               (Address of principal executive offices)  (Zip Code)

        Registrant's telephone number, including area code (814) 274-9830

<PAGE>

     This Form 8-K/A amends and restates in its entirety the Registrant's Form
8-K filed with the Commission on June 25, 2002.

Item 4. Changes in Registrant's Certifying Accountant.

     Arahova Communications, Inc. (the "Registrant") is a wholly-owned
subsidiary of Adelphia Communications Corporation ("Adelphia"). As used herein,
the "Company" refers to Adelphia and its subsidiaries, including the Registrant.

     On June 9, 2002, Adelphia dismissed Deloitte & Touche LLP ("Deloitte"), its
former independent accountants. On June 10, 2002, Deloitte confirmed in writing
to Adelphia that the client-auditor relationship between Deloitte and Adelphia,
the Registrant and certain other subsidiaries of Adelphia had ceased. On June
13, 2002, Adelphia retained PricewaterhouseCoopers LLP ("PwC") as its
independent accountants. Under this engagement PwC will serve as independent
accountants of the Registrant and certain other subsidiaries of Adelphia. The
Board of Directors of Adelphia and the Audit Committee of the Board of Directors
approved the decision to change independent accountants. On June 14, 2002,
Deloitte notified Adelphia that it was withdrawing its reports on the financial
statements of Adelphia, the Registrant and certain other subsidiaries and
affiliates of Adelphia.

     The Registrant has not yet completed its financial statements or filed its
Annual Report on Form 10-K for the year ended December 31, 2001, nor has the
Registrant filed its Quarterly Report on Form 10-Q for the quarter ended March
31, 2002. As of the date on which Deloitte was dismissed as the Registrant's
independent public accountants, Deloitte had not completed its audit nor had it
issued its report with respect to the Registrant's financial statements for the
year ended December 31, 2001.

     The report of Deloitte on the financial statements of the Registrant for
the year ended December 31, 2000 contained no adverse opinion or disclaimer of
opinion and was not qualified or modified as to uncertainty, audit scope or
accounting principles. During the years ended December 31, 2000 and December 31,
2001, and through the date of this Form 8-K, there were no disagreements with
Deloitte on any matter of accounting principles or practices, financial
statement disclosure or audit scope or procedure that, if not resolved to the
satisfaction of Deloitte, would have caused it to make reference to the subject
matter of such disagreement in its reports on the financial statements; as
stated below, on May 14, 2002, Deloitte suspended its audit of the financial
statements of Adelphia and the Registrant for the year ended December 31, 2001.
Other than to the extent discussed below, there were no reportable events (each,
a "Reportable Event") within the meaning of Item 304(a)(1)(v) of Regulation S-K
for the years ended December 31, 2001 and December 31, 2000 and through the date
of this report. Adelphia's Audit Committee discussed the Reportable Event
referred to below with Deloitte and Adelphia authorized Deloitte to respond
fully to inquiries of PwC concerning that Reportable Event.

     In March 2002, Adelphia's Board of Directors appointed a Special Committee
of Independent Directors (the "Special Committee") whose Charter includes
authority to review business relationships between the Company and affiliates of
the Rigas family. As part of that review the Special Committee identified
accounting and disclosure issues, some of which raised questions about whether
Adelphia's management had engaged in improper activities. On May 14, 2002,
Deloitte advised Adelphia that it had suspended its audit of the financial
statements of Adelphia and the Registrant for the year ended December 31, 2001
and provided Adelphia with a list of issues that, according to Deloitte, needed
to be resolved before the issuance of Adelphia's and the Registrant's Annual
Reports on Form 10-K. Included in this list were circumstances that raised
questions about whether employees of Adelphia had falsified accounting records
and/or engaged in other conduct in violation of law. On May 15, 2002, Adelphia's
Board of Directors authorized a formal investigation by counsel to the Special
Committee into the nature and propriety of transactions between the Company and
affiliates of the Rigas family, the integrity of the Company's books and
records, the accuracy and completeness of the Company's financial accounting,
the Company's compliance with its obligations under credit agreements and other
debt instruments, and any other matters related to the Company that the Special
Committee decides should be investigated. On June 9, 2002, following the
transmission of (and without acknowledging receipt of) Adelphia's letter
dismissing Deloitte, Adelphia received a letter from Deloitte in which Deloitte
stated that it was still not prepared to resume its audit. In that letter
Deloitte noted that Adelphia continued to employ executives who might have been
involved in inappropriate conduct related to the Company's financial reporting
and stated: "To the extent that any of those persons have been involved in
illegal activities, there is no way that we would be willing to rely on their
representations, and indeed the mere fact

<PAGE>

that they remain in their positions raises additional concerns." In a letter
dated June 13, 2002 to Deloitte, Adelphia responded by noting that since May 25
the Company's accounting and finance staff have been headed by Christopher
Dunstan, Chief Financial Officer and Treasurer, and Steven B. Teuscher, Chief
Accounting Officer. In addition, Adelphia has retained the Conway Delgenio firm
for restructuring advice. Neither Messrs. Dunstan or Teuscher, nor the Conway
Delgenio firm, had any connection with the Company during the time that the
potentially improper activities may have occurred. The members of Adelphia's
accounting, finance and bank and investor relations staff referred to in
Deloitte's letter, who may have known about or been directly implicated in
inappropriate conduct, and who are cooperating with the investigation being
conducted by counsel to the Special Committee, are being transferred to other
duties pending completion of the investigation. In the letter, Adelphia noted
that: "The management representations required in connection with the audit of
the Company's financial statements will be provided by officers who had no
involvement in prior management's improper activities and who will be adequately
informed about the issues relating to the company's financial statements by the
findings of the Special Committee counsel."

     The Registrant has provided Deloitte with a copy of the disclosures made in
this Form 8-K and has requested that Deloitte furnish the Registrant with a
letter addressed to the Commission stating whether or not Deloitte agrees with
the above statements, and if not, stating the respects in which it does not
agree. A copy of such letter will be filed with the Commission by the Registrant
by amendment to this Form 8-K.

Item 7. Financial Statements and Exhibits.

               (a)  Financial Statements

               Not applicable.

               (b)  Pro forma Financial Statements

               Not applicable.

               (c)  Exhibits

               16.1 Letter regarding change in certifying accountant (to be
                    filed by amendment).

               99.1 Press release dated June 14, 2002, relating to the selection
                    of PwC as Adelphia's independent public accountants (filed
                    herewith).

                                      -2-

<PAGE>

                                    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 thereunto duly authorized.

Date: July 2, 2002
                                        ARAHOVA COMMUNICATIONS, INC.

                                        By: /s/ ERLAND E. KAILBOURNE
                                            ------------------------
                                            Erland E. Kailbourne
                                            Acting Chief Executive Officer and
                                            Chairman

                                      -3-

<PAGE>

                                  EXHIBIT INDEX

Exhibit No.                          Description

16.1              Letter regarding change in certifying accountant (to be filed
                  by amendment).

99.1              Press release dated June 14, 2002, relating to the selection
                  of PwC as Adelphia's independent public accountants (filed
                  herewith).

                                      -4-

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.1
<SEQUENCE>3
<FILENAME>dex991.txt
<DESCRIPTION>PRESS RELEASE DATED JUNE 14, 2002
<TEXT>
<PAGE>

                                  PRESS RELEASE

CONTACT: Karen Chrosniak, Director of Investor Relations 1-877-496-6704

                     ADELPHIA RETAINS PRICEWATERHOUSECOOPERS
                  TO SERVE AS COMPANY'S INDEPENDENT ACCOUNTANTS

COUDERSPORT, Pa., June 14, 2002 - Adelphia Communications Corporation (OTC:
ADELA) announced today that it has selected the firm of PricewaterhouseCoopers
as the Company's independent accountants. As previously announced, Adelphia
terminated the engagement of its long-time independent accountants, Deloitte &
Touche LLP, on June 9, 2002.

Adelphia Chairman and interim Chief Executive Officer Erland E. Kailbourne said,
"Our decision to retain PricewaterhouseCoopers will provide Adelphia with a
fresh and independent perspective on the Company's financial situation. Bringing
on new auditors with such unassailable credentials is clearly in the best
interest of all Adelphia stakeholders as we work to provide a full, prompt and
candid disclosure of all material financial information affecting the Company."

PricewaterhouseCoopers will immediately begin to assist the Company with the
preparation of its Form 10-K for the year ended December 31, 2001, which will be
completed and released as soon as practicable. As previously announced, Deloitte
& Touche's ongoing audit work was suspended on May 14, 2002.

About Adelphia

Adelphia Communications Corporation, with headquarters in Coudersport,
Pennsylvania, is the sixth-largest cable television company in the country.

Certain statements in this press release are forward-looking statements that are
subject to material risks and uncertainties. Investors are cautioned that any
such forward-looking statements are not guarantees of future performance or
results and involve risks and uncertainties, and that actual results or
developments may differ materially from those expressed or implied in the
forward-looking statements as a result of various factors which are discussed in
the Company's filings with the Securities and Exchange Commission. These risks
and uncertainties include, but are not limited to, uncertainties relating to
general economic and business conditions, acquisitions and divestitures, the
availability and cost of capital, government and regulatory policies, the
pricing and availability of equipment, materials, inventories and programming,
product acceptance

<PAGE>

and customer spending patterns, the Company's ability to execute on its business
plans and to construct, expand and upgrade its networks, risks associated with
reliance on the performance and financial condition of vendors and customers,
technological developments, changes in the competitive environment in which the
Company operates, and matters relating to or in connection with the recent
bankruptcy filings and proceedings of Adelphia Business Solutions, Inc. These
risks and uncertainties also include matters arising out of the Company's delay
in filing with the Securities and Exchange Commission its Form 10-K for the year
ended December 31, 2001 and its Form 10-Q for the quarter ended March 31, 2002,
liquidity short falls arising out of defaults under loan agreements and
indentures, the announced delisting of the Company's common stock by Nasdaq,
pending derivative and class action lawsuits, and matters arising out of the
pending internal investigation by the Special Committee of the Board of
Directors of the Company. Additional information regarding risks, uncertainties
and other factors that may affect the business and financial results of Adelphia
can be found in the Company's filings with the Securities and Exchange
Commission, including its recently filed Current Reports on Form 8-K, the most
recently filed Quarterly Report on Form 10-Q, the Form 10-K for the year ended
December 31, 2000, and the most recent prospectus supplement filed under
Registration Statement No. 333-64224, under the section entitled "Risk Factors"
contained therein. The Company does not undertake to update any forward-looking
statements in this press release or with respect to matters described herein.

                                      #####

</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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