NETSPEAK CORP
SC 13G/A, 1999-02-09
COMPUTER INTEGRATED SYSTEMS DESIGN
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                  SCHEDULE 13G

                    UNDER THE SECURITIES EXCHANGE ACT OF 1934

                                 AMENDMENT NO. 1



                              NETSPEAK CORPORATION
- --------------------------------------------------------------------------------
                                (Name of Issuer)


                          Common Stock, $.01 Par Value
- --------------------------------------------------------------------------------
                         (Title of Class of Securities)


                                    64115D109
- --------------------------------------------------------------------------------
                                 (CUSIP Number)


                                    12/31/98
- --------------------------------------------------------------------------------
             (Date of Event Which Requires Filing of this Statement)


<PAGE>


                               CUSIP No. 64115D109


    1       NAMES OF REPORTING PERSONS          ROBERT KENNEDY
                                       -----------------------------------------
            S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS    ###-##-####
                                                               ----------------
    2       CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP             (a) [ ]
                                                                         (b) [ ]

    3       SEC USE ONLY
                         ------------------------------------------------------
    4       CITIZENSHIP OR PLACE OF ORGANIZATION        U.S.A.
                                                  -----------------------------

                                 5      SOLE VOTING POWER          250,000(1)
          NUMBER OF                                     -----------------------
           SHARES
        BENEFICIALLY             6      SHARED VOTING POWER         30,000(2)
          OWNED BY                                          -------------------
            EACH
         REPORTING               7      SOLE DISPOSITIVE POWER     250,000
          PERSON                                              -----------------
           WITH:
                                 8      SHARED DISPOSITIVE POWER    30,000
                                                                 ---------------

    9     AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON  280,000
                                                                      ---------

    10    CHECK IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES

    11    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9      2.18%(3)
                                                         ----------------------

    12    TYPE OF REPORTING PERSON (See Instructions)          IN
                                                       ------------------------

- --------------------
(1)      Represents 250,000 shares of Common Stock held pursuant to the grant of
         stock options.
(2)      Represents 30,000 shares of Common Stock held pursuant to the grant of
         stock options by his wife.
(3)      Calculated on the basis of 12,557,889 shares of Common Stock
         outstanding on October 31, 1998.

                               Page 2 of 5 Pages
<PAGE>



ITEM 1(A).        NAME OF ISSUER:

                  NetSpeak Corporation

ITEM 1(B).        ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:

                  902 Clint Moore Road
                  Boca Raton, FL  33487

ITEM 2(A).        NAME OF PERSON FILING:

                  Robert Kennedy

ITEM 2(B).        ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:

                  902 Clint Moore Road
                  Boca Raton, FL  33487

ITEM 2(C).        CITIZENSHIP:  SEE ITEM 4 ON COVER PAGE

                  U.S.A.

ITEM 2(D).        TITLE OF CLASS OF SECURITIES:

                  Common Stock, $.01 Par Value

ITEM 2(E).        CUSIP NUMBER:

                  64115D109

ITEM 3.           IF THIS STATEMENT IS FILED  PURSUANT TO  RULES 13D-1(B)  OR 
                  13D-2(B),  CHECK WHETHER THE PERSON FILING IS A:

                  Not applicable.

ITEM 4.           OWNERSHIP:

         (a)      Amount Beneficially Owned: 280,000(1) shares.
                                             ---------------
         (b)      Percent of Class:   2.18%(2)
                                      ------

- --------------------
(1)      Represents 250,000 shares of Common Stock held pursuant to the grant of
         stock options and 30,000 shares of Common Stock held pursuant to the
         grant of stock options by his wife.

(2)      Calculated on the basis of 12,557,889 shares of Common Stock
         outstanding on October 31, 1998.

                               Page 3 of 5 Pages

<PAGE>



         (c) Number of shares as to which such person has:

             (i)      sole power to vote or to direct to vote     250,000 shares
                                                                  --------------

             (ii)     shared power to vote or to direct the vote  30,000 shares
                                                                  --------------
             (iii)    sole power to dispose or to direct the
                      disposition of                              250,000 shares
                                                                  --------------
             (iv)     shared power to dispose or to direct
                      disposition of                              30,000 shares
                                                                  --------------

ITEM 5.           OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS:

                  If this statement is being filed to report the fact that as of
                  the date hereof the reporting person has ceased to be the
                  beneficial owner of more than five percent of the class of
                  securities, check the following [X]

ITEM 6.           OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER
                  PERSON:

                  Not applicable.

ITEM 7.           IDENTIFICATION  AND  CLASSIFICATION  OF  THE  SUBSIDIARY  
                  WHICH  ACQUIRED  THE  SECURITY  BEING REPORTED ON BY THE 
                  PARENT HOLDING COMPANY:

                  Not applicable.

ITEM 8.           IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP:

                  Not applicable.

ITEM 9.           NOTICE OF DISSOLUTION OF GROUP:

                  Not applicable.

ITEM 10.          CERTIFICATION:

                  Not applicable.

                               Page 4 of 5 Pages
<PAGE>



                                    SIGNATURE

         After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.

Dated:  February 9, 1999.                               /s/ ROBERT KENNEDY
                                                       -------------------------
                                                           Robert Kennedy

                               Page 5 of 5 Pages



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