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SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Amendment No. 2
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 28, 1995
AMATI COMMUNICATIONS CORPORATION
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
0-4187 94-1675494
(Commission File Number) (IRS Employer Identification No.)
3801 Zanker Road, P.O. Box 5143, San Jose, California 95150
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (408) 433-3300
N/A
(Former Name or Former Address, if Changed Since Last Report)
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Item 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(a) Financial Statements of Amati Communications Corporation ("Old
Amati") (incorporated by reference to Amendment No. 3 to Amati
Communications Corporation's (formerly ICOT Corporation)
Registration Statement on Form S-4 (No. 33-62023) as filed on
October 16, 1995, pages F-17 - F-27).
(c) Exhibits
23.1 Consent of Ernst & Young LLP
Pursuant to the requirements of the Securities Exchange Act of 1934,
as amended, the Registrant has duly caused this Report to be signed on its
behalf by the undersigned hereto duly authorized.
AMATI COMMUNICATIONS CORPORATION
Date: February 21, 1996 By: /s/ James E. Steenbergen
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James E. Steenbergen, President and Chief
Executive Officer
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CONSENT OF INDEPENDENT AUDITORS
We consent to the incorporation by reference in this Form 8-K/A of Amati
Communications Corporation (formerly ICOT Corporation) of our reports dated
April 14, 1995 (except for Note 11, as to which the date is August 4, 1995)
with respect to the financial statements of Amati Communications Corporation
("Old Amati") included in the Registration Statement (Form S-4, No. 33-62023).
/s/ Ernst & Young LLP
San Jose, California
February 21, 1995