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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 (Date of earliest event reported): October 3, 1995
ANDREA ELECTRONICS CORPORATION
(Exact Name of Registrant as Specified in Charter)
New York 1-4324 11-0482020
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
11-40 45th Road, Long Island City, New York 11101
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (718) 729-8500
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
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ITEM 5. OTHER EVENTS.
Andrea Electronics Corporation ("Andrea") has entered into a License and
Technical Support Agreement, dated as of October 3, 1995 (the "Agreement"),
with BellSouth Products, Inc. ("BellSouth"), a subsidiary of BellSouth
Telecommunications Inc. Under the Agreement, Andrea has granted BellSouth
certain license rights for a period of three years covering the incorporation
of Andrea's Anti-Noise(R) Active Noise Cancellation ("ANC") technology into
residential and small business telephones and an exclusive right to
distribute these telephones to residential and small business end users in
the United States, Canada, Mexico, South America and Israel. To maintain the
exclusivity of the distribution rights, BellSouth must meet certain minimum
production requirements. The minimum aggregate royalties payable to Andrea
over the three-year term of the Agreement if these minimum production
requirements are met would be seven million dollars. Under the Agreement,
Andrea is obligated to furnish BellSouth with certain engineering and
technical support relating to the ANC technology. The introduction of
BellSouth telephones incorporating ANC technology was first announced in
September 1994.
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SIGNATURES
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.
Dated: October 20, 1995 ANDREA ELECTRONICS CORPORATION
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(Registrant)
/s/ Patrick D. Pilch
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Patrick D. Pilch
Executive Vice President and
Chief Financial Officer
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