UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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SCHEDULE 13G
(Rule 13d-102)
INFORMATION STATEMENT PURSUANT TO RULES 13d-1 AND 13d-2
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. )
FiberCore, Inc.
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(Name of Issuer)
Common Stock, $.001 Par Value Per Share
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(Title of Class of Securities)
31563b109
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(CUSIP Number)
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Page 1 of 5 Pages.
<PAGE>
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| Cusip No. 31563b109 | 13G | Page 2 of 5 Pages |
|------------------------------| |-------------------------------|
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|1 |NAME OF REPORTING PERSONS AMP Incorporated |
| |S.S. OR I.R.S. IDENTIFICATION NO. OF 23-0332575 |
| | ABOVE PERSONS |
|----------------------------------------------------------------------|
|2 |CHECK THE APPROPRIATE BOX IF MEMBER OF A GROUP (a) [ ] |
| | (b) [ ] |
| | |
|----------------------------------------------------------------------|
|3 |SEC USE ONLY |
| | |
| | |
|----------------------------------------------------------------------|
|4 |CITIZENSHIP OR PLACE OF ORGANIZATION |
| | |
| | Pennsylvania corporation |
|----------------------------------------------------------------------|
| NUMBER OF |5 | SOLE VOTING POWER 6,191,839 |
| SHARES |---------------------------------------------------------|
|BENEFICIALLY|6 | SHARED VOTING POWER None |
| OWNED BY |---------------------------------------------------------|
| EACH |7 | SOLE DISPOSITIVE POWER 6,191,839 |
| REPORTING |---------------------------------------------------------|
|PERSON WITH |8 | SHARED DISPOSITIVE POWER None |
|----------------------------------------------------------------------|
|9 |AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
| | 6,191,839 |
| | |
|----------------------------------------------------------------------|
|10 |CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES |
| |CERTAIN SHARES |
| | [ ] |
|----------------------------------------------------------------------|
|11 |PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 |
| | 16.1 |
| | |
|----------------------------------------------------------------------|
|12 |TYPE OF REPORTING PERSON CO |
| | |
| | |
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Page 2 of 5 Pages.
<PAGE>
Item 1(a). NAME OF ISSUER:
FiberCore, Inc.
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Item 1(b). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
174 Charlton Road
PO Box 206
Sturbridge, MA 01566
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Item 2(a). NAME OF PERSON FILING:
AMP Incorporated
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Item 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
P.O. Box 3608
M.S. 176-48
Harrisburg, PA 17105
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Item 2(c). CITIZENSHIP:
N/A
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Item 2(d). TITLE OF CLASS OF SECURITIES:
Common Stock, $0.001 par value
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Item 2(e). CUSIP NUMBER:
31563b109
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Item 3. IF THIS STATEMENT IS FILED PURSUANT TO RULES 13d-1(b), OR
13d-2(b), CHECK WHETHER THE PERSON FILING IS A:
(a) [ ] 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) [ ] 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 Retirement Income Security Act of
1974 or Endowment Fund; see 13d-1(b)(1)(ii)(F),
Page 3 of 5 Pages.
<PAGE>
(g) [ ] Parent Holding Company, in accordance with
Rule 13d-1(b)(ii)(G); see Item 7,
(h) [ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(H).
Item 4. OWNERSHIP.
If the percent of the class owned, as of December 31 of the year covered
by the statement, or as of the last day of any month described in Rule
13d-1(b)(2), if applicable, exceeds five percent, provide the following
information as of that date and identify those shares which there is a right to
acquire.
(a) Amount beneficially owned:
6,191,839, which includes 1,382,648 shares that AMP has the
right to acquire pursuant to the terms of a warrant and
1,750,358 shares that AMP has the right to acquire under the
terms of a convertible debenture.
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(b) Percent of class:
16.1
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(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote 6,191,839
(ii) Shared power to vote or to direct the vote None
(iii) Sole power to dispose or to direct the
disposition of 6,191,839
(iv) Shared power to dispose or to direct the
disposition of None
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
five percent of the class of securities, check the following [ ].
Item 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER
PERSON.
[If any 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, a statement to that effect should be
included in response to this item and, if such interest relates to
more than five percent of the class, such person should be
identified. A listing of the shareholders of an investment company
registered under the Investment Company Act of 1940 or the
beneficiaries of an employee benefit plan, pension fund or
endowment fund is not required.]
N/A
Item 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH
ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT
HOLDING COMPANY.
[If a parent holding company has filed this schedule, pursuant to
Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an
exhibit stating the identity and the Item 3 classification of the
relevant subsidiary. If a parent holding company has filed this
Schedule pursuant to Rule 13d-1(c), attach an exhibit stating the
identification of the relevant subsidiary.]
N/A
Page 4 of 5 Pages.
<PAGE>
Item 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
[If a group has filed this Schedule pursuant to Rule
13d-1(b)(ii)(H), so indicate under Item 3(h) and attach an exhibit
stating the identity and Item 3 classification of each member of
the group. If a group has filed this Schedule pursuant to Rule
13d-1(c), attach an exhibit stating the identity of each member of
the group.]
N/A
Item 9. NOTICE OF DISSOLUTION OF GROUP.
[Notice of dissolution of a group may be furnished as an
exhibit stating the date of the dissolution and that all
further filings with respect to transactions in the security
reported on will be filed, if required, by members of the
group, in their individual capacity. See Item 5.]
N/A
Item 10. CERTIFICATION.
This statement is filed pursuant to Rules 13d-1(b)(2) and 13d-1(c)
and by reason of the beneficial ownership by the reporting company
of more than 10% of the securities referred to above at the time
that said securities were registered by the issuer pursuant to the
requirements of the Securities Exchange Act of 1934, as amended.
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
purpose 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.
February 10, 1997
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(Date)
AMP Incorporated
/s/ J. E. Marley
By:__________________________
(Signature)
J. E. Marley
Chairman of the Board
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(Name/Title)
Page 5 of 5 Pages.
