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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 18)*
Nextel Communications, Inc.
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(Name of Issuer)
Class A Common Stock
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(Title of Class of Securities)
65332V 10 3
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(CUSIP Number)
Stanley S. Wang, Esq.
Senior Vice President and General Counsel
Comcast Corporation
1500 Market Street, Philadelphia, PA 19102
Tel. No. (215) 665-1700
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(Name, address and telephone number of person authorized
to receive notices and communications)
September 26, 1996
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(Date of Event Which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to
report the acquisition which is the subject of this Schedule 13D, and is
filing this schedule because of Rule 13d-1(b)(3) or (4), check the following
box: [ ]
Check the following box if a fee is being paid with this statement: [ ] (A
fee is not required only if the reporting person: (1) has a previous statement
on file reporting beneficial ownership of more than five percent of the class
of securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of less than five percent of such
class.) (See Rule 13d-7.)
Note: Six copies of this statement, including all exhibits, should be filed
with the Commission. See Rule 13d-1(a) for other parties to whom copies are
to be sent.
(Continued on following pages)
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* The remainder of this cover page should 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 disclosures provided in a prior cover page.
The information required on 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).
CUSIP No. 65332V 10 3
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(1) Names of Reporting Persons S.S. or I.R.S. Identification Nos.
of Above Persons
COMCAST CORPORATION
23 - 1709202
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(2) Check the Appropriate Box if a Member of a Group
(a) [ ]
(b) [ ]
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(3) SEC Use Only
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(4) Source of Funds [ ]
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(5) Check if Disclosure of Legal Proceedings is Required Pursuant
to Items 2(d) or 2(e)
[ ]
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(6) Citizenship or Place of Organization
Pennsylvania
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Number of (7) Sole Voting Power Shares
Shares 15,278,469* *See number 12 below
Beneficially (8) Shared Voting Power
Owned by -0-* *See number 12 below
Each Reporting (9) Sole Dispositive Power
Person 15,278,469* *See number 12 below
With (10) Shared Dispositive Power
-0-* *See number 12 below
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(11) Aggregate Amount Beneficially Owned by Each Reporting Person
15,278,469* *See number 12 below
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(12) Check if the Aggregate Amount in Row (11) Excludes Certain
Shares [X]
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*Excludes an aggregate of 15,756,050 shares owned by the
signatories to a certain Stockholders' Voting Agreement,
dated September 14, 1992, as described more fully in Items 2
and 6 of Amendment No. 1 and Item 2 of Amendment No. 2.
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(13) Percent of Class Represented by Amount in Row (11)
6.96%
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(14) Type of Reporting Person (See Instructions)
CO
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(Amendment No. 18)
Statement Of
COMCAST CORPORATION
Pursuant to Section 13(d) of the
Securities Exchange Act of 1934
in respect of
Nextel Communications, Inc.
Reference is made to the Schedule 13D previously filed on
August 31, 1992 (the "Original 13D") by Comcast Corporation ("Comcast")
relating to Nextel Communications, Inc. (formerly Fleet Call, Inc.) (the
"Company"), as amended by Amendment No. 1 thereto filed on September 23,
1992, Amendment No. 2 thereto filed on February 24, 1993, Amendment No. 3
thereto filed on July 28, 1993, Amendment No. 4 thereto filed on March 1,
1994, Amendment No. 5 thereto filed on March 3, 1994, Amendment No. 6
thereto filed on July 18, 1994, Amendment No. 7 thereto filed on August 9,
1994, Amendment No. 8 thereto filed on August 30, 1994, Amendment No. 9
thereto filed on February 3, 1995, Amendment No. 10 thereto filed on April
7, 1995, Amendment No. 11 thereto filed on May 2, 1995, Amendment No. 12
thereto filed on May 19, 1995, Amendment No. 13 thereto filed on July 5,
1995, Amendment No. 14 thereto filed on July 14, 1995, Amendment No. 15
thereto filed on September 13, 1995, Amendment No. 16 thereto filed on
February 12, 1996 and Amendment No. 17 thereto filed on June 3, 1996 (such
Schedule 13D, as so amended, is hereinafter referred to as the "Schedule
13D"). All capitalized terms not otherwise defined herein shall have the
meanings ascribed to them in the Schedule 13D.
Item 5. Interest in Securities of the Issuer.
Item 5 of the Schedule 13D is hereby supplemented and amended
to include the following information:
Comcast owns 3,278,469 shares Common Stock. Based upon the
209,442,111 shares of Common Stock the Company informed Comcast were
outstanding as of June 30, 1996 (excluding shares held in treasury), if
Comcast were to exercise in full the portion of the Restated Option
exercisable within 60 days hereof for 12,000,000 shares of Common Stock,
Comcast would own 15,278,469 shares of Common Stock, representing
approximately 6.96% of the outstanding Common Stock (giving effect to such
exercise). Comcast has the sole power to vote or dispose of all the shares
of Common Stock beneficially owned by Comcast.
The 1996 Registration Statement covering 8,848,469 shares of
Common Stock was filed by the Company with the Commission and became
effective on April 29, 1996. Of the shares covered by the 1996
Registration Statement, Comcast has sold an aggregate of 2,275,000 shares
in brokers' transactions executed during the period of June 1, 1996 through
September 26, 1996 for an aggregate Net Sales proceeds of $43,413,125.
The sales of such shares were made in the amounts, on the
dates and at the per share prices set forth below.
Number Average Price
Date of Shares Per Share
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June 3, 1996 450,000 20.7639
June 4, 1996 350,000 20.7500
June 14, 1996 125,000 21.2500
June 17, 1996 200,000 21.4375
July 2, 1996 100,000 20.3750
July 9, 1996 50,000 19.0000
August 16, 1996 170,000 16.1250
August 21, 1996 100,000 16.0000
August 22, 1996 200,000 16.1875
August 27, 1996 100,000 17.2500
September 12, 1996 100,000 16.8750
September 25, 1996 175,000 17.5536
September 26, 1996 155,000 18.1452
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Total 2,275,000 19.0827
Other than as described herein and in the Schedule 13D,
Comcast has not effected any transactions in the securities of the Company
during the past sixty days, and Comcast is not aware of any other
transactions in such securities by any of its executive officers or
directors within the past sixty days.
Except as amended and supplemented hereby, the information
under Item 5 of the Schedule 13D remains as previously reported.
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: September 26, 1996
COMCAST CORPORATION
By: /s/ Arthur R. Block
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Name: Arthur R. Block
Title: Deputy General Counsel
EXHIBIT INDEX
Page Number in
Exhibit Sequentially
Reference Title Numbered Report
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N/A
