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SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13D/A
Under the Securities Exchange Act of 1934
(Amendment No. 1 )*
IVI PUBLISHING, INC.
(Name of Issuer)
Common Stock, $.01 par value
__________________________________
(Title of Class of Securities)
450707 10 4
____________________________
(CUSIP Number)
Marilyn J. Wasser, 32 Avenue of the Americas, New York, NY 10013-2412
(212-387-5400)
_____________________________________________
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
April 1, 1996
(Date of Event which Requires
Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box ....
Check the following box if a fee is being paid with the statement .... (A fee
is not required only if the reporting person: (1) has a previous statement on
file reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7.)
Note: Six copies of this statement, including all exhibits, should be filed
with the Commission. See Rule 13d-1(a) for other parties to whom copies are
to be sent.
*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
disclosures provided in a prior cover page.
The information required on 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).
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SCHEDULE 13D/A
CUSIP No. 450707 10 4
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSON
AT&T Corp. 13-4924710
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)___
(b)___
3 SEC USE ONLY
4 SOURCE OF FUNDS
WC
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) ___
6 CITIZENSHIP OR PLACE OF ORGANIZATION
New York
7 SOLE VOTING POWER
NUMBER OF 1,884,633**
SHARES
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY - 0 -
EACH
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON 1,884,633**
WITH
10 SHARED DISPOSITIVE POWER
- 0 -
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,884,633**
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* ___
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11
20%
14 TYPE OF REPORTING PERSON*
CO
* SEE INSTRUCTIONS BEFORE FILLING OUT
**SEE ITEM 5(a)
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Item 1. SECURITY AND ISSUER.
The title of the class of equity securities to which this
statement relates is Common Stock $.01 Par Value (the "Stock") of
IVI Publishing Inc., a Minnesota corporation (the "Issuer").
The name and address of the principal executive offices of
the Issuer are:
IVI Publishing, Inc.
7500 Flying Cloud Drive
Minneapolis, Minnesota 55344-3739
Item 2. IDENTITY AND BACKGROUND.
(a), (b), (c) and (f). The name of the person filing this
statement is AT&T Corp. ("AT&T"). AT&T is a New York corporation
with its principal executive offices at 32 Avenue of the
Americas, New York, New York 10013-2412. AT&T is a major
participant in two industries: the global information movement
and management industry and the financial services and leasing
industry.
The attached Schedule I is a list of the executive officers
and directors of AT&T which contains the following information
with respect to each such person: name; business address;
present principal occupation or employment and the name,
principal business and address of any corporation or other
organization in which such employment is conducted; and
citizenship.
AT&T has no controlling person or corporation.
(d), (e). During the last five years, neither AT&T nor, to
the best of AT&T's knowledge, any person named on Schedule I has
been convicted in a criminal proceeding (excluding traffic
violations or similar misdemeanors) or has been party to a civil
proceeding of a judicial or administrative body of competent
jurisdiction as a result of which such person was or is subject
to a judgment, decree or final order enjoining future violations
of, or prohibiting or mandating activities subject to, federal or
state securities laws or finding any violation with respect to
such laws.
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Item 3. SOURCE AND AMOUNT OF FUNDS OF OTHER CONSIDERATION.
As of the date hereof, AT&T beneficially owns the number of
shares of Stock of the Issuer described below. Such shares are
deemed to be beneficially owned by virtue of AT&T's acquisition
of an option (the "Option") granting AT&T the immediate right to
acquire beneficial ownership of such Stock. It is expected that
the funds for the purchase of shares pursuant to any exercise of
the Option will be obtained from AT&T's working capital.
1. An option to purchase up to that number of the
shares of Stock of the Issuer (at an exercise price of $10
per share) which shall equal 20% of the issued and
outstanding Stock of the issuer after taking into the
account the exercise of the Option. AT&T acquired the
Option in exchange for the various agreements and
obligations of AT&T pursuant to the Anchor Brand Content
Provider Agreement, dated October 30, 1995 (the "Content
Agreement"), between AT&T and the Issuer.
Item 4. PURPOSE OF THE TRANSACTION.
The event that required the filing of this Schedule 13D was
the effectiveness on April 1, 1996 of the Option as part of the
Content Agreement pursuant to which the issuer will be providing
content to be distributed through an AT&T online service.
Item 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) AT&T has acquired the Option which grants AT&T the
immediate right to purchase that number of shares of Stock of the
Issuer which shall equal 20% of the issued and outstanding Stock
of the Issuer after taking into the account the exercise of the
Option. Based upon 7,538,532 shares of Stock outstanding per the
Issuer's Annual Report on Form 10-K for the fiscal year ended
December 31, 1995, the estimated aggregate number of shares of
the Stock beneficially owned by AT&T pursuant to the Option is
1,884,633.
To the best of AT&T's knowledge, none of the persons listed
on Schedule I hereto beneficially owns any shares of Stock of the
Issuer.
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(b) AT&T possesses the sole power to vote or direct the
vote and to dispose of or direct the disposition of all of the
shares of stock beneficially owned by it. The voting and
dispositive power of the persons listed on Schedule I hereto is
only that attributable generally to officers and directors of
AT&T.
(c) To the best of AT&T's knowledge there have been no
transactions in the class of securities reported on that were
effective during the past 60 days by AT&T or the persons listed
on Schedule I hereto.
(d) To the best of AT&T's knowledge, no other person is
known to have the right to receive or the power to direct the
receipt of dividends from, or the proceeds from the sale of, such
securities.
(e) Not applicable.
Item 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR
RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER.
The information set forth under Items 3 and 4 is
incorporated herein by reference.
Item 7. MATERIAL TO BE FILED AS EXHIBITS.
None.
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SCHEDULE I
Each of the persons named below is a citizen of the United
States of America, unless otherwise indicated. For each person
whose principal employment is with AT&T, the principal business
of their employer is described under Item 2 above.
Principal Occupation or
Employment; Business
Address; and Principal
Name Business of Employer
Robert E. Allen Chairman and Chief Executive Officer,
AT&T
32 Avenue of the Americas
New York, NY 10013-2412
Harold W. Burlingame Senior Vice President - Human
Resources, AT&T
295 North Maple Avenue
Basking Ridge, NJ 07920
Kenneth T. Derr Chairman and Chief Executive Officer
of Chevron Corporation
(Oil Company)
575 Market Street
San Francisco, CA 94105
M. Kathryn Eickhoff President of Eickhoff Economics, Inc.
(Economic Consultants)
510 LaGuardia Place, Suite 400
New York, NY 10012
Walter Y. Elisha Chairman and Chief Executive Officer
of Springs Industries, Inc.
(Textiles Manufacturing)
205 North White Street, P. O. Box 70
Fort Mill, SC 29715
Pier Carlo Falotti President AT&T International S.A. &
(Citizen of Italy) AT&T Europe S.A./N.V.
AT&T International S.A.
18, Avenue Louis Casai
CH1209 Geneva
Switzerland
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Principal Occupation or
Employment; Business
Address; and Principal
Name Business of Employer
Belton K. Johnson Former Owner of Chaparrosa Ranch
100 West Houston Street
Suite 1100
San Antonio, TX 78205
Ralph S. Larsen Chairman and Chief Executive Officer
Johnson and Johnson
(Pharmaceuticals)
1 Johnson and Johnson Plaza
New Brunswick, NJ 08933
Marilyn Laurie Executive Vice President - Public
Relations, AT&T
295 North Maple Avenue
Basking Ridge, NJ 07920
Alex J. Mandl President and Operating
Vice President
295 North Maple Avenue
Basking Ridge, NJ 07920
Gail J. McGovern Executive Vice President
55 Corporate Drive
Bridgewater, NJ 08807
Donald F. McHenry President of IRC Group, Inc.
(Consultants)
Georgetown University
School of Foreign Service
ICC 301
Washington, DC 20057
R. W. Miller Senior Executive Vice President and
Chief Financial Officer
295 North Maple Avenue
Basking Ridge, NJ 07920
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Principal Occupation or
Employment; Business
Address; and Principal
Name Business Employer
Joseph P. Nacchio Executive Vice President
295 North Maple Avenue
Basking Ridge, NJ 07920
John C. Petrillo Executive Vice President
295 North Maple Avenue
Basking Ridge, NJ 07920
Ronald J. Ponder Executive Vice President
295 North Maple Avenue
Basking Ridge, NJ 07920
Michael I. Sovern President Emeritus & Chancellor Kent
Professor of Law at Columbia
University
435 W. 116th Street, Box B20
New York, NY 10027
Joseph D. Williams Chairman of the Executive Committee
Warner-Lambert Co. (Pharmaceuticals,
Health Care and Consumer Products)
182 Tabor Road
Morris Plains, NJ 07950
Thomas H. Wyman Chairman, S. G. Warburg & Co. Inc.
(Investment Banking, Food
Industries)
277 Park Avenue
New York, NY 10172
John D. Zeglis Senior Executive Vice President - Policy
Development and Operations Support
295 North Maple Avenue
Basking Ridge, NJ 07920
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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: April 12, 1996
AT&T Corp.
By: Marilyn J. Wasser
Corporate Vice President - Law
and Secretary