EXCALIBUR TECHNOLOGIES CORP
SC 13G/A, 1996-02-14
PREPACKAGED SOFTWARE
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                                    UNITED STATES
                          SECURITIES AND EXCHANGE COMMISSION
                                Washington, D.C 20549


                                     SCHEDULE 13G


                      Under the Securities Exchange Act of 1934


                                (Amendment No. __2__)*


                          Excalibur Technologies Corporation
          -----------------------------------------------------------------
                                   (Name of Issuer)

                                       Common
          -----------------------------------------------------------------
                            (Title of Class of Securities)

                                       30065120
                          ----------------------------------
                                    (CUSIP Number)



     Check the following box if a fee is being paid with this statement /X/. 
     (A fee is not required only if the filing person: (1) has a previous
     statement on file reporting beneficial ownership of more than five percent
     of the class of securities described in Item l; and (2) has filed no
     amendment subsequent thereto reporting beneficial ownership of five
     percent or less of such class.) (See Rule 13d-7).

     *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 8 pages
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     CUSIP No. 30065120                  13G                   Page 2 of 8 Pages


      1       NAME OF REPORTING PERSON
              S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

                      Mitchell Hutchins Asset Management Inc.
                      IRS ID No.: 13-2895752

      2       CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
                                                        (a) /__/
                                                        (b) /__/
      3       SEC USE ONLY

      4       CITIZENSHIP OR PLACE OF ORGANIZATION

                      Delaware

                               5       SOLE VOTING POWER
      NUMBER OF                                 0

       SHARES                  6       SHARED VOTING POWER
                                                480,000
     BENEFICIALLY

       OWNED BY                7       SOLE DISPOSITIVE POWER
                                                0
        EACH

      REPORTING

       PERSON                  8       SHARED DISPOSITIVE POWER
                                                480,000
        WITH


      9       AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

              480,000 (Not to be construed as an admission of beneficial
              ownership)

     10       CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
              SHARES*



     11       PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

                                       4.15

     12       TYPE OF REPORTING PERSON*

                                       CO, BD, IA




     SEC 1745 (2/92)              Page 2 of 8 pages
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     CUSIP No. 30065120                  13G                   Page 3 of 8 Pages


     Item 1.
              (a)     Name of Issuer
                               Excalibur Technologies Corporation

              (b)     Address of Issuer's Principal Executive Offices
                               9255 Towne Center Drive - 9th Floor
                               San Diego, CA 92121

     Item 2.
              (a)     Name of Person Filing

                               Mitchell Hutchins Asset Management Inc.

              (b)     Address of Principal Business Office or, if none,
                      Residence:

                               1285 Avenue of the Americas
                               New York, NY  10019

              (c)     Citizenship

                               Delaware

              (d)     Title of Class of Securities

                               Common

              (e)     CUSIP Number

                               30065120

     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) /X/          Broker or 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




     SEC 1745 (2/92)              Page 3 of 8 pages
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     CUSIP No. 30065120                  13G                   Page 4 of 8 Pages


                               Retirement Income Security Act of 1974 or
                               Endowment Fund; see 240.13d-l(b)(l)(ii)(F)

              (g) /_/          Parent Holding Company, in accordance with
                               240.13d-l(b)(ii)(G) (Note: See Item 7)

              (h) /_/          Group, in accordance with 240.13d-l(b)(l)(ii)(H)

     Item 4. Ownership

              Mitchell Hutchins Asset Management Inc. ("MHAM") disclaims direct
              beneficial ownership of the securities of Excalibur Technologies
              Corporation reported herein, and the filing of this Schedule 13G
              shall not be construed as an admission that MHAM is the
              beneficial owner of any Excalibur Technologies Corporation
              securities.

              (a)     Amount Beneficially Owned

                      See line item (9) of the cover page.

              (b)     Percent of Class

                      See line item (11) of the cover page.

              (c)     Number of shares as to which such person has:

                      (i)      Sole Power to vote or to direct the vote:

                               See line item (5) of the cover pages.

                      (ii)     Shared Power to vote or to direct the vote:

                               See line item (6) of the cover pages.

                      (iii)    Sole Power to dispose or to direct the
                               disposition of:

                               See line item (7) of the cover pages.

                      (iv)     Shared Power to dispose or to direct the
                               disposition of:

                               See line item (8) of the cover pages.

     Item 5. Ownership of Five Percent or Less of a Class

              If this statement is being filed to report the fact that as of
              the date hereof the reporting person has ceased to be the
              beneficial owner of more than 5 percent of the class of
              securities, check the following (X).



     SEC 1745 (2/92)              Page 4 of 8 pages
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     CUSIP No. 30065120                  13G                   Page 5 of 8 Pages


     Item 6. Ownership of More than Five Percent on Behalf of Another Person.

              Various persons have the right to receive, or the power to direct
              the receipt of, dividends or proceeds from the sale of securities
              reported herein.

     Item 7. Identification and Classification of the Subsidiary Which Acquired
     the Security Being Reported on By the Parent Holding Company:

              N/A

     Item 8. Identification and Classification of Members of the Group

              N/A

     Item 9. Notice of Dissolution of Group

              N/A

     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.


     Date:  February 13, 1996                   /s/ Michael Katz         *
                                                --------------------------
                                                Michael Katz
                                                Chief Financial Officer
                                                & Senior Vice President


     -------------------------------
     *        Signature affixed by Hiam Arfa pursuant to a power of attorney
              dated February 9, 1996 and incorporated by reference from
              Schedule 13G filed with the Securities and Exchange Commission by
              Mitchell Hutchins Asset Management Inc. et al. on February 13,
              1996 with respect to Flowers Industries, Inc.





     SEC 1745 (2/92)              Page 5 of 8 pages
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