FORM 3
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section
17(a) of the Public Utility Holding Company Act of 1935 or Section 30(f) of the
Investment Company Act of 1940
1. Name and Address of Reporting Person*
SCHAFFERT STEVE
(Last) (First) (Middle)
12837 Pinecrest Road
(Street)
Herndon, VA 20171
(City) (State) (Zip)
2. Date of Event Requiring Statement
(Month/Day/Year)
5/11/98
3. IRS or Social Security Number of Reporting Person (Voluntary)
4. Issuer Name and Ticker or Trading Symbol
CUMETRIX DATA SYSTEMS CORP. (Nasdaq "CDSC")
5. Relationship of Reporting Person to Issuer
(Check all applicable)
[ ] Director
[ ] 10% Owner
[X] Officer (give title below)
[ ] Other (specify below)
Chief Technical Officer
6. If Amendment, Date of Original
(Month/Day/Year)
7. Individual or Joint/Group Filing
(Check applicable line)
[X] Form filed by One Reporting Person
[ ] Form filed by More than One Reporting Person
TABLE I -- NON-DERIVATIVE SECURITIES BENEFICIALLY OWNED
1. Title of Security 2. Amount of 3. Ownership 4. Nature of
(Instr. 4) Securities Form: Indirect
Beneficially Direct (D) Beneficial
Owned or Indirect Ownership
(Instr. 4) (I) (Instr. 4)
(Instr. 5)
* If the Form filed by more than one Reporting Person, see Instruction5(b)(v).
Reminder: Report on a separate line for each class of securities
beneficially owned directly or indirectly.
(Print or Type Responses)
<PAGE>
FORM 3 (continued)
TABLE II -- DERIVATIVE SECURITIES BENEFICIALLY OWNED
(E.G., PUTS, CALLS, WARRANTS, OPTIONS, CONVERTIBLE SECURITIES)
1.Title 2.Date Exer- 3.Title and 4.Conver- 5.Owner- 6.Nature
of cisable Amount of sion or ship of In-
Deri- and Ex- Securities Exercise Form direct
vative piration Underlying Price of of Deri- Benefi-
Security Date (Month/ Derivative Deri- vative cial
(Instr.4) Day/Year) Security vative Security; Owner-
(Instr.4) Security Direct(D) ship
or Indi- (Instr.
rect(I) 5)
(Instr.5)
----------------------------------
Date Expira- Title Amount or
Exer- tion Number of
cis- Date Shares
able
- -------------------------------------------------------------------------------
Options * 5/18/08 Common 20,000 $6.125 D
(Rights to Stock
Purchase)
Explanation of Responses:
* ONE TWENTY-FOURTH (1/24) OF SUCH OPTIONS, ROUNDED DOWN TO THE NEAREST WHOLE
SHARE, SHALL VEST AND BECOME EXERCISABLE ON THE FIRST OF EACH MONTH, BEGINNING
JUNE 1, 1998, FOR A PERIOD OF TWENTY THREE (23) MONTHS, WITH ALL REMAINING
OPTIONS TO VEST AND BECOME EXERCISABLE MAY 1, 2000.
** Intentional misstatements or omissions of facts constitute
Federal Criminal Violations.
SEE 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
/S/STEVE SCHAFFERT 5/20/98
- ------------------------------- -------------
**Signature of Reporting Person Date
NOTE: File three copies of this Form, one of which must be manually signed.
If space provided is insufficient, SEE Instruction 6 for procedure.
Page 2
SEC 1473 (8-92)
(Print or Type Responses)
