As filed with the Securities and Exchange Commission on March 18, 1996
Registration No. 33
_____________________________________________________________________________
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
________
FORM S-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
__________________________
SYMBOL TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
Delaware 11-2308681
(State or other jurisdiction of (I.R.S. Employer Identification
incorporation or organization) Number)
One Symbol Plaza
Holtsville, New York 11742-1300
(516) 738-2400
(Address, including zip code and telephone
number, including area code, of
registrant's principal executive offices)
Dr. Jerome Swartz Leonard H. Goldner, Esq.
Chairman of the Board and Chief Senior Vice President and
Executive Officer General Counsel
Symbol Technologies, Inc. Symbol Technologies, Inc.
One Symbol Plaza One Symbol Plaza
Holtsville, New York 11742-1300 Holtsvile, New York 11742-1300
(516) 738-2400 (516) 738-2400
_____________________________________________________________________________
(Name, address, including zip code, and telephone
number, including area code, of agents for service)
-1-
CALCULATION OF REGISTRATION FEE
___________________________________________________________________
Title of Proposed Proposed
Each Class maximum maximum
of Security Amount offering aggregate Amount
to be to be price per offering registration
Registered Registered* share** price** fee
Common Stock 750,000 $36.125 $27,093,750. $9,343.
_________________________________________________________________
* There are also being registered such additional indeterminate number of
shares of the Registrant's Common Stock as may be required to cover
possible adjustments under the plan.
** Estimated solely for the purpose of calculation of the registration fee,
on the basis of the average high and low prices of the Registrant's
Common Stock as quoted on the New York Stock Exchange on a date within
five (5) days of filing hereof.
Statement pursuant to Rule 429; Incorporated by Reference
This Registration Statement is also Post-Effective Amendment No. 4
to Registration Statement 33-35821 and Post-Effective Amendment No. 3 to
Registration Statement 33-43580 and Post-Effective Amendment No. 2 to
Registration Statement 33-48026 and Post-Effective Amendment No. 1 to
Registration Statement 33-78622 and the Prospectus contained in this
Registration Statement is a combined Prospectus which also covers said shares,
less shares of which options have already been exercised. The contents of
Registration Statements 33-35821, 33-43580, 33-48026 and 33-78622 are
incorporated herein by reference.
- -2-
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that each person whose signature
appears below constitutes and appoints Dr. Jerome Swartz, Tomo Razmilovic and
Leonard H. Goldner, and each of them, his true and lawful attorneys-in-fact and
agents, with full power of substitution and resubstitution for him and in his
name, place and stead, in any and all capacities to sign any and all amendments
(including post-effective amendments) to this registration statement, and to
file the same, with all exhibits thereto, and other documents in connection
therewith, with the Securities and Exchange Commission, granting unto said
attorneys-in-fact and agents, and each of them, full power and authority to
do and perform each and every act and thing requisite or necessary to be done
in and about the premises, as fully to all intents and purposes as he might
or could do in person, hereby ratifying and confirming all that said
attorneys-in-fact and agents or any of them, or their or his substitute or
substitutes, may lawfully do or cause to be done by virtue hereof and the
registrant hereby confers like authority on its behalf.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the
registrant certifies that it has reasonable grounds to believe that it meets
all of the requirements for filing on Form S-8 and has duly caused this
registration statement to be signed on its behalf by the undersigned,
thereunto duly authorized, in the Town of Bohemia, State of New York, on
this 29th day of February, 1996.
SYMBOL TECHNOLOGIES, INC.
By: s/Jerome Swartz
Jerome Swartz
Chairman of the Board
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Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed by the following persons in the
capacities and on the dates indicated.
Signature Title Date
Chairman of the
Board and Director
s/Jerome Swartz (Principal Executive Officer) February 29, 1996
Jerome Swartz
s/Tomo Razmilovic Director February 29, 1996
Tomo Razmilovic
s/Raymomd R. Martino Director February 29, 1996
Raymond R. Martino
s/Harvey P. Mallement Director February 29, 1996
Harvey P. Mallement
s/Frederic P. Heiman Director February 29, 1996
Frederic P. Heiman
s/Saul P. Steinberg Director February 29, 1996
Saul P. Steinberg
s/Lowell C. Freiberg Director February 29, 1996
Lowell C. Freiberg
s/George Bugliarello Director February 29, 1996
George Bugliarello
s/Charles Wang Director February 29, 1996
Charles Wang
s/Thomas G. Amato Senior Vice President February 29, 1996
Thomas G. Amato Finance (Chief Financial Officer)
s/Brian T. Burke Vice President and Controller February 29, 1996
Brian T. Burke (Chief Accounting Officer)
-4-
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
________________________
EXHIBITS
to
FORM S-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
________________________
SYMBOL TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
SYMBOL TECHNOLOGIES, INC.
FORM S-8
REGISTRATION STATEMENT
- -5-
EXHIBIT INDEX
Exhibit Page
4. 1990 Non-Executive Stock Option Plan, as amended 7
5. Opinion and Consent of Leonard H. Goldner, Esq. 27
23.1 Consent of Deloitte & Touche LLP 30
23.2 Consent of Leonard H. Goldner, Esq. (included in Exhibit 5)
-6-
EXHIBIT 4.1
- -7-
1990 NON-EXECUTIVE STOCK OPTION PLAN, as amended as of
February 12, 1996
SYMBOL TECHNOLOGIES, INC.
1990 NON-EXECUTIVE STOCK OPTION PLAN
1. Purpose. The 1990 Non-Executive Stock
Option Plan (the "Plan") of Symbol Technologies, Inc. (the
"Company"), a Delaware corporation, is designed to aid the
Company and its subsidiaries in retaining and attracting
personnel of exceptional ability by enabling key employees to
purchase a proprietary interest in the Company, thereby
stimulating in such individuals an increased desire to render
greater services which will contribute to the continued growth
and success of the Company and its subsidiaries. Options
granted under the Plan are not intended to satisfy the
requirements for classification as "Incentive Stock Options"
codified in Section 422A of the Internal Revenue Code of 1986,
as amended (the "Code").
2. Amount and Source of Stock. The total
number of shares of Common Stock, par value $.01 per share, of
the Company which may be the subject of options granted
pursuant to the Plan shall not exceed 4,750,000 of the
Company's Common
- -8-
adjustment as provided in paragraph 10, which shall include
any shares subject to options granted prior to February 25,
1991 under the 1988 Stock Option Plan for the Employees of MSI
Data Corporation and the 1988 Stock Option Plan for the
Employees of Vectran Corporation. Such Shares may be reserved
or made available from the Company's authorized and unissued
Shares or from Shares reacquired and held in the Company's
treasury. In the event that any option granted hereunder
shall terminate prior to its exercise in full for any reason,
then the Shares subject to such option shall be added to the
Shares otherwise available for issuance pursuant to the
exercise of options under the Plan.
3. Administration of the Plan. If all of the
members of the Board of Directors of the Company (the "Board")
are "disinterested persons" as that term is defined in Rule
16b-3(c) (2) (or any successor provision) promulgated under
the Securities and Exchange Act of 1934, as amended (the
"Exchange Act") ("Disinterested Persons"), then the Plan shall
be administered by the Board or, if so designated by
resolution of the Board by a committee
- -9-
of the Board comprised of two or more members of the Board,
selected by the Board, all of which members shall be
"Disinterested Persons" (the "Committee"). If all of the
members of the Board are not "Disinterested Persons"' then the
Board shall designate such a Committee to administer the Plan.
(The body which is administering the Plan pursuant to this
paragraph shall at times be referred to herein as the
"Administrative Body.")
The Administrative Body shall have full authority
to interpret the Plan, to establish and amend rules and
regulations relating to it, to determine the key employees to
whom options may be granted under the Plan, to select from
among the eligible individuals those to whom options are to be
granted, to determine the terms and provisions of the
respective option agreements (which need not be identical) and
to make all other determinations necessary or advisable for
the administration of the Plan. The date on which the
Administrative Body adopts resolutions granting an option to a
specified individual shall constitute the date of grant of
such option (the "Date of Grant"); provided, however, that if
the grant of an option is made
- -10-
subject to the occurrence of a subsequent event (such as, for
example, the commencement of employment), the date on which
such subsequent event occurs shall be the Date of Grant. The
adoption of any such resolution by the majority of the members
of the Administrative Body shall complete the necessary
corporate action constituting the grant of said option and an
offer of Shares for sale to said individual under the Plan.
4. Eligibility. All key employees of the
Company or any subsidiary of the Company (other than employees
who are directors or officers of the Company including, after
April 30, 1991, any person who is an "officer" of the Company
as said term is defined in Rule 16a-1(f) (or any successor
provision) promulgated pursuant to the Exchange Act), as
determined by the Administrative Body, shall be eligible to
receive options hereunder. For purposes of the Plan, a
subsidiary shall mean any corporation of which the Company
owns or controls, directly or indirectly, fifty percent (50%)
or more of the outstanding shares of stock normally entitled
to vote for the election of directors including voting
securities issuable upon conversion of
-11-
another security which is, or may have been, convertible into
such voting securities or voting securities issuable upon the
exercise of any warrant, option or other similar right and any
partnership of which the Company or a corporate subsidiary is
a general partner. From time to time the Administrative Body
shall, in its sole discretion, within the applicable limits of
the Plan, select from among the eligible individuals those
persons to whom options shall be granted under the Plan, the
number of Shares subject to each option, and the exercise
price, terms and conditions of any options to be granted
hereunder.
5. Option Price. The exercise price for the
Shares purchasable under any option granted pursuant to the
Plan shall not be less than 100% of the fair market value per
share of the Shares subject to option under the Plan at the
Date of Grant, solely as determined by the Administrative Body
in good faith. The exercise price for options granted
pursuant to the Plan shall be subject to adjustment as
provided in paragraph 10. For purposes of the Plan, the "fair
market value per
-12-
if the Shares are listed on a registered securities exchange
or traded on the NASDAQ National Market System, the closing
price per share of the Shares on such date (or, if there was
no trading in the Shares on such date, on the next preceding
day on which there was trading); (ii) if the Shares are not
listed on a registered securities exchange or traded on the
NASDAQ National Market System but the bid and asked prices per
share for the Shares are provided by NASDAQ, the National
Quotation Bureau Incorporated or any similar organization, the
average of the closing bid and asked price per share of the
Shares on such date (or, if there was no trading in the Shares
on such date, on the next preceding day on which there was
trading) as provided by such organization; and (iii) if the
Shares are not listed on a registered securities exchange or
traded on the NASDAQ National Market System and the bid and
asked prices per share of the Shares are not provided by
NASDAQ, the National Quotation Bureau Incorporated or any
similar organization, as determined by the Administrative Body
in good faith.
-13-
6. Term of Option.
(a) Subject to the provisions of the Plan, the
Administrative Body shall have absolute discretion in
determining the period during which, the rate at which and the
terms and conditions upon which any option granted hereunder
may be exercised, and whether any option exercisable in
installments is to be exercisable on a cumulative or non-
cumulative basis; provided, however, that no option granted
hereunder shall be exercisable for a period exceeding ten (10)
years from the Date of Grant.
(b) The grant of options by the Administrative
Body shall be effective as of the date on which the
Administrative Body shall authorize the option; provided,
however, that no option granted hereunder shall be exercisable
unless and until the holder shall enter into an individual
option agreement with the Company that shall set forth the
terms and conditions of such option. Each such agreement
shall expressly incorporate by reference the provisions of
this Plan (a copy of which shall be made available for
inspection by the optionee during normal business hours at the
-14-
principal office of the Company), and shall state that in the
event of any inconsistency between the provisions hereof and
the provisions of such agreement, the provisions of this Plan
shall govern.
7. Exercise of Options. An option shall be
exercised when written notice of such exercise, signed by the
person entitled to exercise the option, has been delivered or
transmitted by registered or certified mail to the Secretary
of the Company at its then principal office. Said notice
shall specify the number of Shares for which the option is
being exercised and shall be accompanied by (i) such
documentation, if any, as may be required by the Company as
provided in subparagraph 11(b), and (ii) payment of the
aggregate option price. Such payment shall be in the form of
(i) cash or a certified check (unless such certification is
waived by the Company) payable to the order of the Company in
the amount of the aggregate option price, (ii) certificates
duly endorsed for transfer (with all transfer taxes paid or
provided for) evidencing a number of Shares (provided,
however, that with such Shares have been owned by the
-15-
Optionee for at least six months) of which the aggregate fair
market value on the date of exercise is equal to the aggregate
option exercise price of the Shares being purchased, (iii) by
delivering to the Company (a) irrevocable instructions to
deliver the stock certificates representing the Shares for
which the option is being exercised, directly to a broker, and
(b) instructions to the broker to sell such Shares and
promptly deliver to the Company the portion of the sale
proceeds equal to the aggregate option exercise price, or (iv)
a combination of these methods of payment. Delivery of said
notice shall constitute an irrevocable election to purchase
the Shares specified in said notice, and the date on which the
Company receives the last of said notice, documentation and
the aggregate option exercise price for all of the Shares
covered by the notice shall, subject to the provisions of
paragraph 11 hereof, be the date as of which the Shares so
purchased shall be deemed to have been acquired. The Optionee
shall not have the right or status as a holder of the Shares
to which such exercise relates
-16-
prior to receipt by the Company of the payment, notice and
documentation expressly referred to in this paragraph 7.
8. Exercise and Cancellation of Options Upon
Termination of Employment or Death. Except as set forth
below, if a holder shall voluntarily or involuntarily
terminate his service as an employee of the Company or any
subsidiary of the Company, the option of such holder shall
terminate upon the date of such termination of employment
regardless of the expiration date specified in such option.
If the termination of employment is due to retirement (as
defined by the Administrative Body in its sole discretion),
the holder shall have the privilege of exercising any option
that the holder could have exercised on the day upon which he
ceased to be an employee of the Company or any subsidiary of
the Company, provided, however, that such exercise must be
accomplished within the term of such option and within three
(3) months of the holder's retirement. If the termination of
employment is due to disability (to the extent and in a manner
as shall be determined by the Administrative Body in its sole
-17-
discretion), he (or his duly appointed guardian or
conservator) shall have the privilege of exercising any option
that he could have exercised on the day upon which he ceased
to be an employee of the Company or any subsidiary of the
Company; provided, however, that such exercise must be
accomplished within the term of such option and within one (1)
year of the termination of his employment with the Company or
any subsidiary of the Company. If the termination of
employment is due to the death of the holder, the duly
appointed executor or administrator of his estate shall have
the privilege at any time of exercising any option that the
holder could have exercised on the date of his death;
provided, however, that such exercise must be accomplished
within the term of such option and within one (1) year of the
holder's death. For all purposes of the Plan, an approved
leave of absence shall not constitute interruption or
termination of employment.
Nothing contained herein or in any option agreement shall
be construed to confer on any option holder any right to be
continued in the employ of
-18-
the Company or any subsidiary of the Company or derogate from
any right of the Company or any subsidiary of the Company to
retire, request the resignation of or discharge such option
holder, or to lay off or require a leave of absence of such
option holder (with or without pay), at any time, with or
without cause.
9. Non-transferability of Options. No option
granted under the Plan shall be sold, pledged, assigned or
transferred in any manner except to the extent that options
may be exercised by an executor or administrator as provided
in paragraph 8 hereof. An option may be exercised, during the
lifetime of the holder thereof, only by such holder or his
duly appointed guardian or conservator in the event of his
disability.
10. Adjustments Upon Changes in Capitalization.
(a) If the outstanding Shares are subdivided,
consolidated, increased, decreased, changed into, or exchanged
for a different number or kind of shares or other securities
of the Company
-19-
reclassification, capital adjustment or otherwise, or if the
Company shall issue additional Shares as a dividend or
pursuant to a stock split, then the number and kind of Shares
available for issuance pursuant to the exercise of options to
be granted under this Plan and all Shares subject to the
unexercised portion of any option theretofore granted and the
option price of such options shall be adjusted to prevent the
inequitable enlargement or dilution of any rights hereunder;
provided, however, that any such adjustment in outstanding
options under the Plan shall be made without change in the
aggregate exercise price applicable to the unexercised portion
of any such outstanding option. Distributions to the
Company's shareholders consisting of property other than
shares of Common Stock of the Company or its successor and
distributions to shareholders of rights to subscribe for
Common Stock shall not result in the adjustment of the Shares
purchasable under outstanding options or the exercise price of
outstanding options. Adjustments under this paragraph shall
be made by the Administrative Body, whose determination
thereof
-20-
shall be conclusive and binding. Any fractional Share
resulting from adjustments pursuant to this paragraph shall be
eliminated from any then outstanding option. Nothing
contained herein or in any option agreement shall be construed
to affect in any way the right or power of the Company to make
or become a party to any adjustments, reclassifications,
reorganizations or changes in its capital or business
structure or to merge, consolidate, dissolve, liquidate or
otherwise transfer all or any part of its business or assets.
(b) If, in the event of a merger or
consolidation, the Company is not the surviving corporation,
and in the event that the agreements governing such merger or
consolidation do not provide for the substitution of new
options or other rights in lieu of the options granted
hereunder or for the express assumption of such outstanding
options by the surviving corporation, or in the event of the
dissolution or liquidation of the Company, the holder of any
option theretofore granted under this Plan shall have the
right not less than five (5) days prior to the record date for
-21-
the determination of shareholders entitled to participate in
such merger, consolidation, dissolution or liquidation, to
exercise his option, in whole or in part, without regard to
any installment provision that may have been made part of the
terms and conditions of such option; provided that any
conditions precedent to such exercise set forth in any option
agreement granted under this Plan, other than the passage of
time, have been satisfied. In any such event, the Company
will mail or cause to be mailed to each holder of an option
hereunder a notice specifying the date that is to be fixed as
of which all holders of record of the Shares shall be entitled
to exchange their Shares for securities, cash or other
property issuable or deliverable pursuant to such merger,
consolidation, dissolution or liquidation. Such notice shall
be mailed at least ten (10) days prior to the date therein
specified. In the event any then outstanding option is not
exercised in its entirety on or prior to the date specified
therein, all remaining outstanding options granted hereunder
and any and all rights thereunder shall terminate as of said
date.
-22-
11. General Restrictions.
(a) No option granted hereunder shall be
exercisable if the Company shall, at any time and in its sole
discretion, determine that (i) the listing upon any securities
exchange, registration or qualification under any state or
federal law of any Shares otherwise deliverable upon such
exercise, or (ii) the consent or approval of any regulatory
body or the satisfaction of withholding tax or other
withholding liabilities, is necessary or appropriate in
connection with such exercise. In any of such events, the
exercisability of such options shall be suspended and shall
not be effective unless and until such withholding, listing,
registration, qualification or approval shall have been
effected or obtained free of any conditions not acceptable to
the Company in its sole discretion, notwithstanding any
termination of any option or any portion of any option during
the period when exercisability has been suspended.
(b) The Administrative Body may require, as a
condition to the right to exercise an option,
-23-
that the Company receive from the option holder, at the time
of any such exercise, representations, warranties and
agreements to the effect that the Shares are being purchased
by the holder only for investment and without any present
intention to sell or otherwise distribute such Shares and that
the option holder will not dispose of such Shares in
transactions which, in the opinion of counsel to the Company,
would violate the registration provisions of the Securities
Act of 1933, as then amended, and the rules and regulations
thereunder and any applicable "blue sky" laws or regulations.
The certificates issued to evidence such Shares shall bear
appropriate legends summarizing such restrictions on the
disposition thereof.
12. Withholding Tax Liability.
(a) A holder of an option granted hereunder (if
said holder's transactions in Common Stock are not subject to
Section 16(b) of the Exchange Act) may elect to tender shares
to the Company in order to satisfy federal and state
withholding tax liability (a "share withholding election"),
provided, (i) the Administrative Body,
-24-
shall not have revoked its advance approval of the holder's
share withholding election and (ii) the share withholding
election is made on or prior to the date on which the amount
of withholding tax liability is determined (the "Tax Date").
(b) A share withholding election shall be deemed
made when written notice of such election, signed by the
holder, has been delivered or transmitted by registered or
certified mail to the Secretary of the Company at its then
principal office.
(c) If a holder has made a share withholding
election pursuant to this paragraph 12, the Company shall
subtract from the number of Shares deliverable to the holder
on the date of exercise, the number of Shares having an
aggregate fair market value (as determined in good faith by
the Administrative Body) equal to the amount of tax required
to be withheld plus cash for any fractional amount.
13. Amendment. The Board shall have full
authority to amend, modify, terminate or alter the Plan;
provided, however, that no amendment to the
-25-
Plan shall, without the consent of the holder of an existing
option, materially and adversely affect his rights under such
option.
14. Termination. Unless the Plan shall
theretofore have been terminated as hereinafter provided, the
Plan shall terminate on April 30, 2000 and no options under
the Plan shall thereafter be granted, provided, however, the
Board at any time may, in its sole discretion, terminate the
Plan prior to the foregoing date. No termination of the Plan
shall, without the consent of the holder of an existing
option, materially and adversely affect his rights under such
option.
-26-
EXHITIB 5.
- -27-
March 11, 1996
Symbol Technologies, Inc.
116 Wilbur Place
Bohemia, NY 11716
Dear Sirs:
Symbol Technologies, Inc., a Delaware corporation (the "Company"),
intends to transmit for filing with the Securities and Exchange Commission a
registration statement under the Securities Act of 1933, as amended on Form S-
8 (the "Registration Statement") which relates to 750,000 shares (the
"Shares") of the Company's Common Stock, par value $.01 per share, which are
being offered pursuant to the Company's 1990 Non-Executive Stock Option Plan,
(the "1990 Plan"). This opinion is an exhibit to the Registration Statement.
I am Senior Vice President, General Counsel and Secretary of the
Company. I have acted as counsel to the Company and in such capacity have
participated in various corporate and other proceedings taken by or on behalf
of the Company in connection with the proposed offer and sale of the Shares
referred to above as contemplated by the Registration Statement. I have taken
part in the preparation or examined copies (in each case signed, certified or
otherwise proven to my satisfaction) of the Company's Certificate of
Incorporation, its By-Laws as presently in effect, minutes and other
instruments evidencing actions taken by its directors and shareholders, the
Registration Statement and exhibits thereto and such other documents and
instruments relating to the Company and the proposed offering as I have deemed
necessary under the circumstances. Insofar as this opinion relates to
securities to be issued in the future, I have assumed that all applicable
laws, rules and regulations in effect at that time of such issuance are the
same as such laws, rules and regulations in effect as of the date hereof.
I note that I am a member of the Bar of the State of New York and
that I am not admitted to the Bar of the State of Delaware. To the extent
that the opinion expressed herein involves the law of Delaware, my opinion is
based solely upon my reading of the Delaware General Corporation Law and my
review of the Company's certified Certificate of Incorporation.
In connection with my rendering of this opinion, I wish to note
that, as of February 15, 1996 I and members of my immediate family and trusts
established for their benefit own in
-28-
the aggregate of 11,000 shares of the Common Stock of the Company. In
addition, I owned options to purchase an aggregate of 147,200 shares of Common
Stock. I am also trustee or co-trustee of trusts which own in the aggregate
64,600 shares of Common Stock. I disclaim beneficial ownership of any shares
held in these trusts.
Based on the foregoing, it is my opinion that:
1. The Company has been duly incorporated under the laws of the
State of Delaware and has an authorized capital stock consisting
of 40,000,000 shares of Common Stock, par value $.01 per share and
10,000,000 shares of Preferred Stock, par value $1.00 per share.
2. Subject to the effectiveness of the Registration Statement
and compliance with applicable state securities laws, Shares
issued upon the valid exercise of options issued pursuant to the
1990 Plan, will be duly authorized, legally issued, fully paid and
non-assessable.
I hereby consent to the filing of this opinion as an exhibit to
the Registration Statement and as an exhibit to a listing application or any
other filing made by the Company under the securities or "Blue Sky" laws of
any state.
Very truly yours,
S/Leonard H. Goldner
Leonard H. Goldner
Senior Vice President
and General Counsel
LHG:mk
Enclosures
-29-
EXHIBIT 23.1
- -30-
INDEPENDENT AUDITORS CONSENT
We consent to the incorporation by reference in this Registration Statement of
Symbol Technologies, Inc. and subsidiaries on Form S-8 of our report dated
February 9, 1996 appearing in the Annual Report on Form 10-K of Symbol
Technologies, Inc. and subsidiaries for the year ended December 31, 1995.
s/Deloitte & Touche LLP
Jericho, New York
March 15, 1996
- -31-
EXHIBIT 23.2
(Included in Exhibit 5)
- -32-
Kall\nonexs8.doc
