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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT: FEBRUARY 17, 1999
SCIENCE APPLICATIONS INTERNATIONAL CORPORATION
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE
(STATE OR OTHER JURISDICTION OF INCORPORATION)
0-12771 95-3630868
(COMMISSION FILE NUMBER) (I.R.S. EMPLOYER IDENTIFICATION NO.)
10260 CAMPUS POINT DRIVE, SAN DIEGO, CA 92121
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
(619) 546-6000
(REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)
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FORM 8-K
ITEM 2. ACQUISITIONS OR DISPOSITIONS OF ASSETS.
(a) On February 9, 1999, Network Solutions, Inc. ("NSI"), a
subsidiary of the Registrant, announced a secondary offering of
4,580,000 shares of NSI Class A Common Stock. Of the shares sold
in the offering, Registrant sold 4,500,000 shares and other
selling stockholders sold 80,000 shares of NSI Class A Common
Stock at $170 per share. On February 12, 1999, Registrant
received net proceeds from the offering of $729 million. Prior to
the secondary offering, Registrant had approximately a 72.3
percent ownership interest in NSI, which represented
approximately 96.3 percent of the combined voting power of the
outstanding common stock of NSI. SAIC currently owns 7,425,000
shares of NSI's Class B Common stock, which are entitled to 10
votes per share. In connection with the offering, SAIC expressed
an intention to convert its Class B Common Stock into an equal
number of shares of NSI's Class A Common Stock, which are
entitled to one vote per share. After the secondary offering and
assuming the proposed conversion of the NSI Class B Common Stock,
Registrant's ownership and voting power in NSI is reduced to
approximately 44.8 percent.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(b) Pro forma financial information is not required because NSI does
not meet the significant subsidiary tests as defined in
Regulation S-X Article 1-02(w).
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
(Registrant) SCIENCE APPLICATIONS
INTERNATIONAL CORPORATION
Date: February 17, 1999 By /s/ William A. Roper
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William A. Roper
Its: Senior Vice President
and Chief Financial Officer
