SAP AKTIENGESELLSCHAFT SYSTEMS APPLICATIONS PRODUCTS IN DATA
6-K, 1998-08-03
PREPACKAGED SOFTWARE
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                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 6-K

                        REPORT OF FOREIGN PRIVATE ISSUER
                      PURSUANT TO RULE 13a-16 OR 15d-16 OF
                      THE SECURITIES EXCHANGE ACT OF 1934

                         DATE OF REPORT: JULY 31, 1998

                        SAP AKTIENGESELLSCHAFT SYSTEME,
                 ANWENDUNGEN, PRODUKTE IN DER DATENVERARBEITUNG
             (Exact name of registrant as specified in its charter)

                                 SAP CORPORATION
              Systems, Applications and Products in Data Processing
                 (Translation of registrant's name into English)

                                NeurottstraBe 16
                                 69190 Walldorf
                           Federal Republic of Germany
                     (Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports
under cover of Form 20-F or Form 40-F.

                  Form 20-F         [X]                 Form 40-F        [ ]

Indicate by check mark whether the registrant by furnishing the information
contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

                  Yes               [ ]                 No               [X]

If "Yes" is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3-2(b): 82-_______.
<PAGE>   2
                              SAP AKTIENGESELLSCHAFT
             Systeme, Anwendungen, Produkte in der Datenverarbeitung

                                    FORM 6-K

          SAP Aktiengesellschaft Systeme, Anwendungen, Produkte in der
Datenverarbeitung, a stock corporation organized under the laws of the Federal
Republic of Germany (the "Company"), issued a press release dated July 28, 1998
(the "Press Release") regarding the change in the ratio of certain of its 
American Depositary Receipts. The Press Release is attached as Exhibit 99.1 
hereto and is incorporated by reference herein.

                                    Exhibits

Exhibit No.                                                     Exhibit
- -----------                                                     -------

99.1                                                    Press Release, dated
                                                        July 28, 1998
<PAGE>   3
                                   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.


                                       SAP AKTIENGESELLSCHAFT SYSTEME,
                                       ANWENDUNGEN, PRODUKTE IN DER
                                       DATENVERARBEITUNG
                                       (Registrant)


                                       By: /s/ DR. PETER ZENCKE
                                          --------------------------------
                                       Name:   Dr. Peter Zencke
                                       Title:  Member of the Executive Board


                                       By: /s/ MICHAEL JUNGE
                                          --------------------------------
                                       Name:   Michael Junge
                                       Title:  Head of Legal Department


Date:    July 31, 1998

<PAGE>   4
                                  Exhibit Index


Exhibit No.                                                 Exhibit
- -----------                                                 -------

99.1                                                Press Release, dated
                                                    July 28, 1998

<PAGE>   1
                                                                    EXHIBIT 99.1
                                                                      [SAP LOGO]


FOR IMMEDIATE RELEASE

                                       Contact: Kevin S. McKay
                                                SAP America
                                                610-355-4060

                                                -or-

                                                Michael Pfister
                                                SAP AG
                                                011-49-6227-74-1758

                                                -or-

                                                James P. Prout
                                                Taylor Rafferty Associates
                                                212-889-4350


SAP ANNOUNCES CHANGE IN ADR RATIO

New York, NY, July 28, 1998 -- SAP AG, the world's leading provider of business
application software, has confirmed that the previously announced change in the
ratio of its American Depositary Receipts (ADRs) has taken effect. Prior to this
change, three ADRs represented one SAP preference share.

With this change, twelve ADRs will represent one SAP preference share. The
CUSIP number of the ADRs is #803054204.

The ratio change takes place in conjunction with the upcoming listing of SAP's
ADRs on the New York Stock Exchange on Monday, August 3.

SAP AG preference and common shares are listed on the Frankfurt Stock Exchange,
as well as a number of other German exchanges. SAP is a component of the DAX,
the index of 30 German blue chip companies. SAP ADRs, currently trading
over-the-counter under the ticker symbol 'SAPHY', will be listed on the New
York Stock Exchange as of August 3, 1998 under the ticker symbol 'SAP'.

Information on the SAP AG preference shares is available on Bloomberg under the
symbol SAP3 GR, on Reuters under SAPG_p.F or DE and on Quotron under SAGVD.EU.
Information on the SAP common shares is available on Bloomberg under the symbol
SAP GR, on Reuters under SAPG.F and on Quotron under SAGR.EU. Additional
information is available on SAP AG's home page: http://www.sap.com.


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