UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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 28, 2004
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RENTRAK CORPORATION
(Exact name of registrant as specified in charter)
Oregon
(State or other jurisdiction of incorporation)
0-15159 93-0780536
(Commission File Number) (IRS Employer Identification No.)
One Airport Center
7700 N.E. Ambassador Place
Portland, Oregon 97220
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:
(503) 284-7581
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
|_| Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
ITEM 4.01 CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
On October 28, 2004, Rentrak Corporation ("Rentrak") engaged the firm of Grant
Thornton LLP ("Grant Thornton") to audit Rentrak's financial statements as its
new principal independent auditors. The Audit Committee of Rentrak's Board of
Directors directed the process of review of candidate accounting firms and made
the final decision to engage Grant Thornton.
During Rentrak's two most recent fiscal years, and the subsequent interim period
prior to engaging Grant Thornton, Rentrak did not consult with Grant Thornton
regarding (1) the application of accounting principles to a specific
transaction, whether completed or proposed, (2) the type of audit opinion that
might be rendered with respect to Rentrak's financial statements or (3) any
matter that was either the subject of a "disagreement" or a "reportable event"
(as such terms are defined in Item 304(a)(1)(iv) and (v) of Registration S-K).
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 thereunto duly authorized.
RENTRAK CORPORATION
Dated: October 29, 2004 By: /s/ Mark L. Thoenes
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Mark L. Thoenes
Senior Vice President and
Chief Financial Officer