============================================================================== UNITED STATES 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): November 14, 2002 Crown Castle International Corp. (Exact Name of Registrant as Specified in its Charter) Delaware 0-24737 76-0470458 (State or Other (Commission File (IRS Employer Jurisdiction of Number) Identification Incorporation) Number) 510 Bering Drive Suite 500 Houston, TX 77057 (Address of Principal Executive Office) Registrant's telephone number, including area code: (713) 570-3000 ============================================================================== This document includes "forward-looking" statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Other than statements of historical fact, all statements regarding industry prospects, the consummation of the transactions described in this document and the Company's expectations regarding the future performance of its businesses and its financial position are forward-looking statements. These forward-looking statements are subject to numerous risks and uncertainties.
Item 7. Financial Statements and Exhibits The following exhibit is being furnished pursuant to Item 9 and shall not be deemed to be incorporated by reference into the filings made by Crown Castle International Corp. (the "Company") with the Securities and Exchange Commission (the "SEC") under the Securities Act of 1933, as amended (the "Securities Act"). (c) Exhibits Exhibit No. Description 99.1 Certification pursuant to Section 906 of Sarbanes-Oxley Act of 2002 for Quarterly Report on Form 10-Q for the period ending September 30, 2002 Item 9. Regulation FD Disclosure On November 14, 2002, the Company filed its Quarterly Report on Form 10-Q for the period ended September 30, 2002 with the SEC. In connection with the filing of such Form 10-Q with the SEC, the Company filed as correspondence to the SEC the certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 attached hereto as Exhibit 99.1, as executed by John P. Kelly, the Company's Chief Executive Officer, and W. Benjamin Moreland, the Company's Chief financial Officer (Exhibit 99.1 is not filed but is furnished pursuant to Regulation FD). 1
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. CROWN CASTLE INTERNATIONAL CORP. by /s/ E. Blake Hawk ------------------------------ Name: E. Blake Hawk Title: Executive Vice President Date: November 14, 2002 2
EXHIBIT INDEX Exhibit No. Description 99.1 Certification pursuant to Section 906 of Sarbanes-Oxley Act of 2002 for Quarterly Report on Form 10-Q for the period ending September 30, 2002 3
Exhibit 99.1 Certification Pursuant to 18 U.S.C. Section 1350 As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Quarterly Report on Form 10-Q of Crown Castle International Corp., a Delaware Corporation (the "Company"), for the period ending September 30, 2002 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), each of the undersigned officers of the Company hereby certifies pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of such officer's knowledge: 1) the Report complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and 2) the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company as of September 30, 2002 (the last date of the period covered by the Report). /s/ John P. Kelly ---------------------------------------------- John P. Kelly President and Chief Executive Officer November 14, 2002 /s/ W. Benjamin Moreland ---------------------------------------------- W. Benjamin Moreland Senior Vice President, Chief Financial Officer and Treasurer November 14, 2002