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): MARCH 28, 2002
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ART TECHNOLOGY GROUP, INC.
(Exact Name of Registrant as Specified in Its Charter)
Delaware 000-26679 04-3141918
(State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No.)
25 First Street, Cambridge, MA 02141
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (617) 386-1000
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Not Applicable
(Former name or former address, if changed since last report)
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
On March 28, 2002, the Board of Directors of Art Technology Group, Inc. ("the
Company") and its Audit Committee decided to dismiss Arthur Andersen LLP
("Arthur Andersen" or "AA ") as the Company's independent auditors and
engaged Ernst & Young LLP ("Ernst & Young") to serve as the Company's
independent auditors for the fiscal year 2002, effective April 1, 2002.
Arthur Andersen's reports on the Company's consolidated financial statements for
each of the years ended 2001 and 2000 did not contain any adverse opinion or
disclaimer of opinion, nor were they qualified or modified as to uncertainty,
audit scope or accounting principles.
During the years ended December 31, 2001 and 2000 and through the date
hereof, there were no disagreements with Arthur Andersen on any matter of
accounting principle or practice, financial statement disclosure, or auditing
scope or procedure which, if not resolved to AA's satisfaction, would have
caused them to make reference to the subject matter in conjunction with their
report on the Company's consolidated financial statements for such years; and
there were no reportable events as defined in Item 304(a)(1)(v) of Regulation
S-K.
The Company requested Arthur Andersen to furnish it with a letter addressed
to the Securities and Exchange Commission stating whether or not it agrees
with the above statements. A copy of that letter dated April 1, 2002 is filed
as Exhibit 16 to this Form 8-K.
During the years ended December 31, 2001 and 2000 and through the date hereof,
neither the Company, nor anyone acting on its behalf, consulted Ernst & Young
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 the Company's consolidated financial statements, or any
other matters or reportable events as set forth in Items 304(a)(2)(i) and (ii)
of Regulation S-K.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
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Exhibit 16 Letter from Arthur Andersen LLP to the Securities Filed with
And Exchange Commission dated April 1, 2002 this document
SIGNATURES
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 hereunto duly authorized.
Date: April 1, 2002 ART TECHNOLOGY GROUP, INC.
By: /s/ EDWARD TERINO
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Edward Terino
Senior Vice President, Finance and
Chief Financial Officer
EXHIBIT INDEX
Exhibit
Number Description
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16 Letter from Arthur Andersen LLP to the Securities and
Exchange Commission Dated April 1, 2002