As filed with the Securities and Exchange Commission on December 22, 1998.
Registration No. 333 - 61123
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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AMENDMENT NO. 1
TO FORM S-3
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REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
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INTELECT COMMUNICATIONS, INC.
(Exact name of Registrant as specified in its charter)
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DELAWARE 76-0471342
(State or other jurisdiction of (I.R.S. Employer Identification Number)
incorporation or organization)
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1100 EXECUTIVE DRIVE
RICHARDSON, TEXAS 75081
(972) 367-2100
(Address, including zip code, and
telephone number, including area code,
of registrant's principal executive offices)
HERMAN M. FRIETSCH
Chairman and Chief Executive Officer
INTELECT COMMUNICATIONS, INC.
1100 Executive Drive
Richardson, Texas 75081
(972) 367-2100
(Name, address, including zip code, and telephone number, including area
code, of agent for service)
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with a copy to:
ROBERT C. BEASLEY
RYAN & SUDAN, L.L.P.
909 Fannin, Suite 3900
Houston, Texas 77010
(713) 652-0501
APPROXIMATE DATE OF COMMENCEMENT OF PROPOSED SALE TO THE PUBLIC: Not
Applicable
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THE REGISTRATION STATEMENT SHALL HEREAFTER BECOME EFFECTIVE IN ACCORDANCE WITH
THE PROVISIONS OF SECTION 8(a) OF THE SECURITIES ACT OF 1933.
<PAGE>
Pursuant to Rule 477 promulgated under the Securities Act of 1933, as amended,
and by the filing of this Amendment No. 1 to the Registration Statement on Form
S-3 (Registration Number 333-61123) (the "Registration Statement"), Registrant
hereby withdraws the Registration Statement covering an aggregate of 3,402,678
shares of common stock, par value $.01 per share, of the Registrant. The
intended public offering under such Registration Statement, as amended, has been
abandoned by the Registrant.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the Company
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing this Form S-3 and has duly caused this registration
statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in Richardson, Texas on the 21st day of December 1998.
INTELECT COMMUNICATIONS, INC.
By: /s/ HERMAN M. FRIETSCH
Herman M. Frietsch
Chairman and Chief Executive Officer
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.
<TABLE>
<CAPTION>
Signature Title Date
<S> <C> <C>
/s/ HERMAN M. FRIETSCH Chairman and Chief Executive December 22, 1998
Herman M. Frietsch Officer (Principal Executive
Officer)
/s/ EDWIN J. DUCAYET, JR. Vice President and Chief
Edwin J. Ducayet, Jr. Financial Officer (Principal December 22, 1998
Accounting Officer and Principal
Financial Officer)
/s/ PHILIP P. SUDAN, JR. Director December 22, 1998
Philip P. Sudan, Jr.
/s/ ANTON LIECHTENSTEIN Director December 22, 1998
Anton Liechtenstein
/s/ ROBERT E. GARRISON, II Director December 22, 1998
Robert E. Garrison, II
</TABLE>
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