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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
Amendment No. 1
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1999
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from_______ to_______
Commission file number 0-9722
INTERGRAPH CORPORATION
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(Exact name of registrant as specified in its charter)
Delaware 63-0573222
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
Intergraph Corporation
Huntsville, Alabama 35894-0001
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(Address of principal (Zip Code)
executive offices)
Registrant's telephone number, including area code: (256) 730-2000
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Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act:
Common Stock, par value $0.10 per share
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(Title of Class)
Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months
(or for such shorter period that the registrant was required to
file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes X No
Indicate by check mark if disclosure of delinquent filers
pursuant to Item 405 of Regulation S-K is not contained herein,
and will not be contained, to the best of registrant's knowledge,
in definitive proxy or information statements incorporated by
reference in Part III of this Form 10-K or any amendment to this
Form 10-K. ( )
As of January 31, 2000, there were 49,252,406 shares of
Intergraph Corporation Common Stock $0.10 par value outstanding.
The aggregate market value of the voting stock held by
nonaffiliates of the registrant was approximately $252,402,000
based on the closing sale price of such stock as reported by The
Nasdaq Stock Market on January 31, 2000, assuming that all shares
beneficially held by executive officers and members of the
registrant's Board of Directors are shares owned by "affiliates,"
a status which each of the executive officers and directors
individually disclaims.
DOCUMENTS INCORPORATED BY REFERENCE
Documents Form 10-K Reference
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Portions of the Annual Report to Part I, Part II, Part IV
Shareholders for the year ended
December 31, 1999
Portions of the Proxy Statement for Part III
the May 18, 2000 Annual Meeting
of Shareholders
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This amendment on Form 10-K/A is being filed solely for the
purpose of adding a typed signature to Exhibit 23 - Consent of
Independent Auditors. This signature was inadvertently omitted
during the EDGAR conversion process of the Company's Annual
Report on Form 10-K for the year ended December 31, 1999, which
was filed with the Securities and Exchange Commission on March
22, 2000.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this amendment to be signed
on its behalf by the undersigned, thereunto duly authorized.
INTERGRAPH CORPORATION
By /s/ John W. Wilhoite Date: April 14, 2000
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John W. Wilhoite
Executive Vice President and
Chief Financial Officer
(Principal Financial and Accounting Officer)
EXHIBIT 23 ---- CONSENT OF INDEPENDENT AUDITORS
We consent to the incorporation by reference in this Annual
Report (Form 10-K) of Intergraph Corporation and subsidiaries
of our report dated January 27, 2000, included in the 1999
Annual Report to Shareholders of Intergraph Corporation.
Our audits also included the financial statement schedule of
Intergraph Corporation listed in Item 14(a)(2). This
schedule is the responsibility of the Company's management.
Our responsibility is to express an opinion based on our
audits. In our opinion, the financial statement schedule
referred to above, when considered in relation to the basic
financial statements taken as a whole, presents fairly in
all material respects the information set forth herein.
We also consent to the incorporation by reference in the
Registration Statement (Form S-3 No. 33-25880) pertaining to
the Stock Bonus Plan dated December 22, 1988; in the
Registration Statement (Form S-8 No. 33-53849) pertaining
to the Intergraph Corporation 1992 Stock Option Plan dated
May 27, 1994; in the Registration Statement (Form S-8 No. 33-
57211) pertaining to the Assumption of Options under the
InterCAP Graphics Systems, Inc. 1989 Stock Option Plan and
1994 Nonqualified Stock Option Program dated January 10,
1995; in the Registration Statement (Form S-8 No. 33-
59621) pertaining to the 1995 Intergraph Corporation
Employee Stock Purchase Plan dated May 26, 1995; in the
Registration Statement (Form S-8 No. 333-79129) pertaining
to the Intergraph Corporation Nonemployee Director Stock
Option Plan dated May 24, 1999; in the Registration
Statement (Form S-8 No. 333-79137) pertaining to the
Intergraph Corporation 1997 Stock Option Plan dated May 24,
1999; and in the related Prospectuses, of our report dated
January 27, 2000, with respect to the consolidated financial
statements and schedule of Intergraph Corporation and
subsidiaries included or incorporated by reference in the
Annual Report (Form 10-K) for the year ended December 31,
1999.
/s/ Ernst & Young LLP
Birmingham, Alabama
March 21, 2000