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.