UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No._3_)*
Astrocom Corporation
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
046390-10-0
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(CUSIP Number)
March 31, 2000
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(Date of event which requires filing of this statement)
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
/X/ Rule 13d-1(b)
/_/ Rule 13d-1(c)
/_/ Rule 13d-1(d)
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
SEC 1745 (2/92) Page 1 of 7 pages
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CUSIP No. 046390-10-0 13G Page 2 of 7 pages
1 NAME OF REPORTING PERSON
S.S. OR IRS IDENTIFICATION NO. OF ABOVE PERSON
Perkins Capital Management, Inc.
IRS ID No.: 41-1501962
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) /_/
(b) /_/
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
730 East Lake Street, Wayzata, MN 55391-1769
5 SOLE VOTING POWER
NUMBER OF 2,505,357
6 SHARED VOTING POWER
SHARES 0
BENEFICIALLY
OWNED BY 7 SOLE DISPOSITIVE POWER
3,694,857
EACH
REPORTING
PERSON 8 SHARED DISPOSITIVE POWER
0
WITH
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,877,000
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* /_/
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
16.3%
12 TYPE OF REPORTING PERSON*
IA
SEC 1745 (2/92) Page 2 of 7 pages
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CUSIP No. 046390-10-0 13G Page 3 of 7 pages
1. NAME OF REPORTING PERSON
S.S. OR I.R.S IDENTIFICATION NO. OF THE ABOVE PERSON
Richard W. Perkins
###-##-####
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP *
(a) /_/
(b) /_/
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
730 East Lake Street, Wayzata, MN 55391
NUMBER OF 5. SOLE VOTING POWER
0 (Refer to item 5 page 2 of 7)
SHARES
6. SHARED VOTING POWER
BENEFICIALLY 0
OWNED BY EACH 7. SOLE DISPOSITIVE POWER
0 (Refer to item 7 page 2 of 7)
REPORTING
8. SHARED DISPOSITIVE POWER
PERSON WITH 0
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
817,857
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES *
/_/
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
4.7%
12. TYPE OF REPORTING PERSON *
IN
SEC 1745 (2/92) Page 3 of 7 pages
<PAGE>
CUSIP No. 046390-10-0 13G Page 4 of 7 pages
ITEM 1.
(a) Name of Issuer
Astrocom Corporation
(b) Address of Issuer's Principal Executive Offices
3500 Holly Lane North, Suite 60, Plymouth, Minnesota 55447
ITEM 2.
(a) Name of Persons Filing
Perkins Capital Management, Inc., a Minnesota Corporation
Richard W. Perkins, an indivudual investor
(b) Address of Principal Business Office or, if none, Residence
730 East Lake Street, Wayzata, MN 55391-1769
(c) Citizenship
A Minnesota Corporation
A US Citizen
(d) Title of Class of Securities
Common
(e) CUSIP Number
046390-10-0
ITEM 3. If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b),
check whether the person filing is a:
(a) /_/ Broker or a Dealer registered under Section 15 of the Act
(b) /_/ Bank as defined in section 3(a)(6) of the Act
(c) /_/ Insurance Company as defined in section 3(a)(19) of the Act
(d) /_/ Investment Company registered under section 8 of the
Investment Company Act
(e) /X/ Investment Adviser registered under section 203 of the
Investment Advisers Act of 1940
(f) /_/ Employee Benefit Plan, Pension Fund which is subject to the
provisions of the Employee Retirement Income Security Act of
1974 or Endowment Fund
(g) /_/ Parent Holding Company, in accordance with 240.13d-1(b)(ii)(G)
(Note: See Item 7)
SEC 1745 (2/92) Page 4 of 7 pages
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CUSIP No. 046390-10-0 13G Page 5 of 7 pages
(h) /_/ Group, in accordance with 240.13d-1(b)(1)(ii)(H)
ITEM 4. OWNERSHIP
(a) The amount beneficially owned is 3,694,857 shares of common
equivalents. This includes 2,169,500 shares of common equivalents
and 707,500 warrants exerciseable within 60 days owned by
clients of Perkins Capital Management, Inc., and 742,857 shares of
common equivalents and 75,000 warrants exerciseable within 60
days owned by Richard W. Perkins. Perkins Capital Management, Inc.
disclaims beneficial interest in Richard W. Perkins shares and
Richard W. Perkins disclaims beneficial interest in the Perkins
Capital Management, Inc. shares.
(b) The percent of class is 21.0%. This includes a percentage of class
of 16.3 held by clients of Perkins Capital Management, Inc. and 4.7%
held by Richard W. Perkins.
(c) Number of shares as to which such person has:
(i) The total voting power is 2,505,357 shares, which includes
1,762,500 shares of sole voting power for Perkins Capital
Management, Inc. and 742,857 shares of sole voting power
for Richard W. Perkins.
(ii) There are zero shares with shared power to vote or to direct
the vote.
(iii) The total shares the power to dispose is 3,694,857 which
includes 2,169,500 common equivalents and 707,500 warrants
exercisable within 60 days held by clients of Perkins
Capital Management, Inc. and 742,857 common equivalents
and 75,000 warrants exercisable within 60 days held by
Richard W. Perkins in various trusts.
(iv) There are zero shares with shared power to dispose or to
direct the disposition.
SEC 1745 (2/92) Page 5 of 7 pages
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CUSIP No. 046390-10-0 13G Page 6 of 7 pages
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
Richard W. Perkins now owns 4.7% of the shares outstanding.
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
By signing below I certify that, to the best of my knowledge and belief,
the securities referred to above were acquired in the ordinary course of
business and were not acquired for the purpose of and do not have the
effect of changing or influencing the control of the issuer of such
securities and were not acquired in connection with or as a participant in
any transaction having such purposes or effect.
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.
April 6, 2000
By /s/ Richard C. Perkins
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(Signature)
Richard C. Perkins, VP/Portfolio Manager
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(Name/Title)
SEC 1745 (2/92) Page 6 of 7 pages
<PAGE>
CUSIP No. 046390-10-0 13G Page 7 of 7 pages
JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(f)(1)
This agreement is made pursuant to Rule 13d-1(f)(1) under the Securities
Exchange Act of 1934 (the "ACT") by and among the parties listed below, each
referred to herein as a "Joint Filer". The Joint Filers agree that a
statement of beneficial ownership as required by Section 13(d) of the ACT
and the Rules thereunder may be filed on each of their behalf on Schedule
13D or Schedule 13G as appropriate and that said joint filing may thereafter
be amended by further joint filings. The Joint Filers state that to the best
of their knowledge and belief they each satisfy the requirements for making
a joint filing under Rule 13d-1.
April 6, 2000
/s/ Richard C. Perkins /s/ Richard W. Perkins
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Perkins Capital Management, Inc. Perkins Capital Management, Inc.
Richard C. Perkins Richard W. Perkins
VP/Portfolio Manager President/Portfolio Manager
