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SECURITIES AND EXCHANGE COMMISSION
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): August 14, 2002
ECHOSTAR COMMUNICATIONS CORPORATION
| NEVADA (State or other jurisdiction of incorporation) |
0-26176 (Commission File Number) |
88-0336997 (IRS Employer Identification No.) |
| 5701 S. SANTA FE DRIVE LITTLETON, COLORADO (Address of principal executive offices) |
80120 (Zip Code) |
| Registrant’s telephone number, including area code: | (303) 723-1000 |
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
| (c) | Exhibits | ||
| The following exhibits are filed herewith: |
| Exhibit Number | Description | |
| 99.1 | Sworn Statement of Chief Executive Officer, dated July 12, 2002, pursuant to SEC Order dated June 27, 2002 (SEC File No. 4-460) | |
| 99.2 | Sworn Statement of Chief Financial Officer, dated August 9, 2002, pursuant to SEC Order dated June 27, 2002 (SEC File No. 4-460) |
ITEM 9. REGULATION FD DISCLOSURE
On August 14, 2002, EchoStar Communications Corporation (“EchoStar”) filed with the Securities and Exchange Commission (“SEC”) original sworn statements of EchoStar’s Chief Executive Officer and Chief Financial Officer as required by the SEC’s Order 4-460 issued on June 27, 2002 (SEC File No. 4-460). Copies of the sworn statements are attached hereto as Exhibits 99.1 and 99.2, respectively, and are incorporated by reference herein.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| ECHOSTAR COMMUNICATIONS CORPORATION | ||
| Dated: August 14, 2002 |
By: /s/ Michael R. McDonnell Michael R. McDonnell, Senior Vice President Chief Financial Officer |
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EXHIBITS INDEX
| Exhibit Number | Description | |
| 99.1 | Sworn Statement of Chief Executive Officer, dated July 12, 2002, pursuant to SEC Order dated June 27, 2002 (SEC File No. 4-460) | |
| 99.2 | Sworn Statement of Chief Financial Officer, dated August 9, 2002, pursuant to SEC Order dated June 27, 2002 (SEC File No. 4-460) |
EXHIBIT 99.1
Statement Under Oath of Principal Executive Officer and Principal Financial Officer Regarding Facts and
Circumstances Relating to Exchange Act Filings
I, Charles W. Ergen, state and attest that:
| (1) | To the best of my knowledge, based upon a review of the covered reports of EchoStar Communications Corporation (“EchoStar”), and, except as corrected or supplemented in a subsequent covered report: |
| • | no covered report contained an untrue statement of a material fact as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed); and | ||
| • | no covered report omitted to state a material fact necessary to make the statements in the covered report, in light of the circumstances under which they were made, not misleading as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed). |
| (2) | I have reviewed the contents of this statement with EchoStar’s audit committee. | |
| (3) | In this statement under oath, each of the following, if filed on or before the date of this statement, is a “covered report”: |
| • | 2001 Annual Report on Form 10-K of EchoStar filed with the Commission; | ||
| • | all reports on Form 10-Q, all reports on Form 8-K and all definitive proxy materials of EchoStar filed with the Commission subsequent to the filing of the Form 10-K identified above; and | ||
| • | any amendments to any of the foregoing. |
| /s/ Charles W. Ergen Charles W. Ergen Chairman and Chief Executive Officer July 12, 2002 |
Subscribed and sworn to
before me this 12th day of
July 2002.
| /s/ Joseph J. Nolly Notary Public My Commission Expires: March 22, 2005 |
EXHIBIT 99.2
Statement Under Oath of Principal Executive Officer and Principal Financial Officer Regarding Facts and
Circumstances Relating to Exchange Act Filings
I, Michael R. McDonnell, state and attest that:
| (1) | To the best of my knowledge, based upon a review of the covered reports of EchoStar Communications Corporation (“EchoStar”), and, except as corrected or supplemented in a subsequent covered report: |
| • | no covered report contained an untrue statement of a material fact as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed); and | ||
| • | no covered report omitted to state a material fact necessary to make the statements in the covered report, in light of the circumstances under which they were made, not misleading as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed). |
| (2) | I have reviewed the contents of this statement with EchoStar’s audit committee. | |
| (3) | In this statement under oath, each of the following, if filed on or before the date of this statement, is a “covered report”: |
| • | 2001 Annual Report on Form 10-K of EchoStar filed with the Commission; | ||
| • | all reports on Form 10-Q, all reports on Form 8-K and all definitive proxy materials of EchoStar filed with the Commission subsequent to the filing of the Form 10-K identified above; and | ||
| • | any amendments to any of the foregoing. |
| /s/ Michael R. McDonnell Michael R. McDonnell Senior Vice President and Chief Financial Officer August 9, 2002 |
Subscribed and sworn to
before me this 9th day of
August 2002.
| /s/ Joseph J. Nolly Notary Public My Commission Expires: March 22, 2005 |