SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
June 3, 1998
(Date of earliest event reported)
Digital Equipment Corporation
(Exact name of Registrant as specified in its charter)
Massachusetts 1-5296 04-2226590
(State of (Commission (IRS Employer
Incorporation) File No.) Identification No.)
111 Powdermill Road, Maynard, Massachusetts 01754
(Address of principal executive offices, including zip code)
(978) 493-5111
(Registrant's telephone number, including area code)
INFORMATION TO BE INCLUDED IN THE REPORT
Item 5. Other Events.
On June 3, 1998, Digital Equipment Corporation ("Digital") and Compaq
Computer Corporation ("Compaq") jointly issued a press release with
respect to the termination of the Federal Trade Commission's review of
Compaq's pending acquisition of Digital. A copy of such press release is
attached hereto as Exhibit 99 and is incorporated herein by reference.
Item 7. Financial Statements and Exhibits.
(c) Exhibits.
Exhibit 99 - Press Release of Digital
Equipment Corporation and Compaq
Computer Corporation dated
June 3, 1998
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
as amended, the Registrant has duly caused this report to be signed on its
behalf by the undersigned, hereunto duly authorized.
DIGITAL EQUIPMENT CORPORATION
By: /s/ Gail S. Mann
______________________________
Gail S. Mann
Vice President, Assistant General
Counsel, Secretary and Clerk
Dated: June 8, 1998
EXHIBIT 99
Compaq Computer Corporation P.O. Box 692000
Public Relations Department Houston, Texas 77269-2000
Tel 713-514-0484
Fax 713-514-4583
http://www.compaq.com
News Release
[LOGO OF COMPAQ COMPUTER CORPORATION APPEARS HERE]
[LOGO OF DIGITAL EQUIPMENT CORPORATION APPEARS HERE]
FOR IMMEDIATE RELEASE
FEDERAL TRADE COMMISSION CLEARS COMPAQ'S PENDING
ACQUISITION OF DIGITAL
HOUSTON, June 3, 1998 -- Compaq Computer Corporation (NYSE: CPQ) and
Digital Equipment Corporation (NYSE: DEC) today announced that the Federal
Trade Commission has closed its review of Compaq's pending acquisition of
Digital and that the waiting period under the Hart-Scott-Rodino Act has
been terminated.
The transaction is subject to approval by holders of two-thirds of
Digital's common stock. A special meeting of shareholders will be held at
11 a.m. on June 11, 1998, at the Westford Regency Inn in Westford,
Massachusetts. Shareholders of record as of May 4, 1998, are entitled to
vote at the special meeting.
Subject to receipt of shareholder approval and satisfaction of other
customary conditions, Compaq and Digital currently expect the transaction
to close shortly after the special meeting.
COMPANY BACKGROUNDS
Compaq Computer Corporation, a Fortune 100 company, is the fifth
largest computer company in the world and the largest global supplier of
personal computers, delivering useful innovation through products that
connect people with people and people with information. The company is an
industry leader in environmentally friendly programs and business
practices. Compaq is strategically organized to meet the current and
future needs of its customers, offering Internet and enterprise computing
solutions, networking products, commercial PC products and consumer PCs.
As the leader in distributed enterprise solutions, Compaq has shipped over
a million servers. In 1997, the company reported worldwide sales of $24.6
billion. Compaq products are sold and supported in more than 100 countries
through a network of authorized Compaq marketing partners. Customer
support and information about Compaq and its products can be found at
http://www.compaq.com or by calling 1-800-OK-COMPAQ. Product information
and reseller locations can be obtained by calling 1-800-345-1518.
Digital Equipment Corporation, recognized for product and service
excellence, is a leading supplier of high-performance, Web-based computing
solutions, which help enterprises compete in the global marketplace.
Digital gives its customers a winning Internet advantage through a
comprehensive portfolio of Internet solutions based on award-winning
systems, advanced networking infrastructure, innovative software, and
industry applications - including those from its business partners. The
expertise and experience of Digital employees help customers plan, design,
implement, manage and support Internet solutions in countries throughout
the world. For the latest company information, visit Digital on the World
Wide Web at http://www.digital.com and/or http://www.newsdesk.com.
# # #
Compaq, Registered U.S. Patent and Trademark Office. Product names
mentioned herein may be trademarks and/or registered trademarks of their
respective companies.
Digital is a registered trademark of Digital Equipment Corporation.
For further editorial information, contact:
Compaq Computer Corporation Jim Finlaw 281-514-6137
[email protected]
Miller/Shandwick Technologies Mark Ostermann 281-514-5893
[email protected]
Digital Equipment Corporation Dan Kaferle 978-493-2195
[email protected]
For investor information, contact:
Compaq Investor Relations 281-514-9549 or 800-433-2391
Digital Investor Relations 978-493-7182
