ASHTON TECHNOLOGY GROUP INC
8-K, 1997-04-15
COMPUTER PROGRAMMING SERVICES
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549



                                    FORM 8-K

                                 CURRENT REPORT

                       PURSUANT TO SECTION 13 OR 15(D) OF
                     THE SECURITIES AND EXCHANGE ACT OF 1934

                          Date of Report: April 8, 1997



                        THE ASHTON TECHNOLOGY GROUP, INC.
             (Exact name of registrant as specified in its charter)

            Delaware                    333-1182           22-6650372
- --------------------------------------------------------------------------------
(State of other jurisdiction of      (Commission     (IRS Employer 
 incorporation)                       File Number)    Identification Number)


1900 Market Street, Suite 701, Philadelphia, Pennsylvania             19103
(Address of principal executive offices)                            (Zip Code)

Registrant's telephone number, including area code: (215) 751-1900



<PAGE>



Item 5.  Other Events

     On April 8,  1997,  The  Ashton  Technology  Group,  Inc.  (the  "Company")
announced that its Universal Trading Technologies  Corporation (UTTC) subsidiary
had completed the  development  of its initial  online  trading  product for the
financial  securities  industry.  The UTTC product is an  electronic  securities
pricing  system  that  standardizes  a trading  technique,  known as the  Volume
Weighted Average Price (VWAP(TM)) execution,  which is increasingly in demand by
institutional  investors.  A copy of the Company's press release issued on April
8, 1997 is attached hereto as Exhibit 99.1

Item 7.  Financial Statements and Exhibits

         (c)  Exhibits.

         99.1 Press Release of the Company dated April 8, 1997.



<PAGE>




     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 herewith duly authorized.


Date:  April 15, 1997                       The Ashton Technology Group, Inc.
                                            ---------------------------------
                                                      (Registrant)


                                            By:  /s/ Fredric W. Rittereiser
                                                 --------------------------
                                                 Fredric W. Rittereiser
                                                 Chief Executive Officer



                                                                  EXHIBIT 99.1


                              FOR IMMEDIATE RELEASE

   Ashton Completes Development of its Initial Online Trading Product for the

                          Financial Securities Industry

PHILADELPHIA,  Pennsylvania, April 8, 1997. -- The Ashton Technology Group, Inc.
(NASDAQ:   ASTN)  announced  today  that  its  Universal  Trading   Technologies
Corporation  (UTTC)  subsidiary  has  completed the  development  of its initial
online trading product for the financial securities  industry.  The UTTC product
is  an  electronic   securities  pricing  system  that  standardizes  a  trading
technique,  known as the Volume Weighted Average Price (VWAPTM) execution, which
is increasingly in demand by institutional investors.

The UTTC (VWAPTM) product provides a superior method for investors to trade at a
price that  guarantees  both  buyer and  seller  mutual  price  satisfaction  by
removing  the  liability  of  market  impact.  UTTC also  enables  institutional
investors  and  financial  intermediaries  to trade  from  anywhere  on earth in
complete  anonymity  through  a  proprietary  electronic  data  security  system
developed by Ashton.

UTTC's first client will be the  Philadelphia  Stock Exchange  (PHLX) which will
employ the UTTC  system on its  equity  floor for use by PHLX  member  firms and
their customers. The PHLX has submitted a rule change proposal to the Securities
and Exchange Commission (SEC) which, if approved,  would allow UTTC to implement
a daily  Pre-Opening  Matching  Session  for the  execution  of large size stock
orders based on the Volume  Weighted  Average Price (VWAPTM).  This  pre-opening
session would enable investors to execute large sized orders in  exchange-listed
securities at a fair price prior to the opening.

Ashton has spent more than five million dollars ($5 million) developing the UTTC
system. It uses an open, modular, fault-tolerant architecture plus advanced user
interfaces   and   client-server   technology   to   handle   all   transactions
electronically.  The system  supports  all  operational  aspects of the  trading
session from order entry to clearing and settlement of executed trades. The UTTC
system is uniquely designed for the highest levels of data security required for
online financial  products and for expandability to meet the exponential  growth
in volume as VWAPTM is embraced by the financial community.

The Ashton Technology  Group, Inc.  specializes in the development and marketing
of propriety online  transactional  systems and state of the art electronic data
security  including  firewall  technology,  electronic  authentication  and data
encryption.   Ashton  and  its  subsidiaries   are  developing   Internet  based
transaction  products to conduct and secure electronic  transactions through the
World Wide Web.

CONTACT:  Investor Relations  Department of The Ashton Technology Group, Inc. at
The  Philadelphia  Stock  Exchange  Building,  1900  Market  Street,  Suite 701,
Philadelphia, PA 19103, Telephone (215) 751-1900, Fax (215) 636-3560.



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