STERLING SOFTWARE INC
8-K, 1994-08-02
PREPACKAGED SOFTWARE
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<PAGE>
 
                      SECURITIES AND EXCHANGE COMMISSION

                            Washington, D.C.  20549


                                   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) August 1, 1994
                                                         --------------

                            Sterling Software, Inc.
        ---------------------------------------------------------------
            (Exact name of registrant as specified in its charter)
 
 

          Delaware                  1-8467                   75-1873956
    -------------------          ------------           -------------------
(State or other jurisdiction     (Commission               (IRS Employer
of incorporation                 File Number)           Identification No.)
 

8080 N. Central Expwy., Suite 1100, Dallas, Texas                     75206
- - --------------------------------------------------------------------------------
     (Address of principal executive offices)                      (Zip Code)


 Registrant's telephone number, including area code       (214) 891-8600
                                                      -----------------------
<PAGE>
 
Item 5.  Other Events.

     On August 1, 1994, Sterling Software, Inc., a Delaware corporation
("Sterling"), acquired American Business Computer Company, a Michigan
corporation ("ABCC") through the merger of a wholly owned subsidiary of Sterling
with and into ABCC (the "Merger").

     Under the terms of the Merger, the outstanding shares of the common stock,
without par value, of ABCC were converted into the right to receive an aggregate
of approximately 300,000 shares of the common stock, par value $.10 per share,
of Sterling.



Item 7.  Exhibits.

Exhibit No.                           Description
- - -----------                           -----------

     99                               Press Release dated August 2, 1994





                                       2
<PAGE>
 
                                   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.


                                    STERLING SOFTWARE, INC.



Date:  August 2, 1994                By:  /s/ Jeannette P. Meier
                                         ---------------------------------------
                                     Its: /s/ Executive Vice President
                                         ---------------------------------------
 
 




                                       3
<PAGE>
 
                               INDEX TO EXHIBITS

                                        
<TABLE> 
<CAPTION> 

Exhibit
Number                    Exhibit
- - ------                    -------
<C>                       <S>   
99                        Press Release dated August 2, 1994

</TABLE> 










349644

                                       4

<PAGE>
 
                                                                      Exhibit 99
                                                                      ----------

                          STERLING SOFTWARE ANNOUNCES
                   ACQUISITION OF AMERICAN BUSINESS COMPUTER

           Acquisition of ABC strengthens Sterling's position as the
                 leading provider of EDI software in the world


     DALLAS, August 2, 1994 -- Sterling Software Inc. (SSW-NYSE) today announced
the acquisition of American Business Computer (ABC) in a stock transaction
structured as a pooling of interests.  ABC, based in Ann Arbor, MI, is the
leading provider of UNIX-based EDI software in North America.  For the year
ended June 30, 1994, ABC had annual revenue of approximately $5.1 million.

     "UNIX is the fastest growing segment of the EDI software market, expected
to grow at an average rate of 40% per year over the next five years," and Torrey
Byles of BIS Strategic Decisions, a leading technology research firm.

     Sterling L. Williams, president and chief executive officer of Sterling
Software, commented on the acquisition, saying, "This merger makes Sterling
Software the market leader in the fastest growing segment of the EDI translation
software market, strengthening our position in the EDI software market and the
broader electronic commerce market as well."  Warner C. Blow, president of
Sterling Software's Electronic Commerce Group, added, "With the acquisition of
ABC, Sterling Software now offers the strongest suite of multi-platform EDI
software products in the world.  Both Sterling and ABC customers will greatly
benefit from the strength of the combined operations."

     The operations of ABC will be merged into Sterling's Interchange Software
Division (ISD), one of Sterling's four Electronic Commerce Group divisions.
Following the merger, ABC's principals -- Kimba Vasquez, president and chief
executive officer, and Patrick Davis, chief operating officer -- will join
Sterling's ISD executive staff as vice president of business development and
vice president of operations, respectively.

     Sterling Software Inc., headquartered in Dallas, is a worldwide leader in
electronic commerce, systems software and government-related professional
services.  The company employs approximately 2,900 people in more than 50
offices worldwide organized into four groups and sixteen divisions to focus on
its three key markets and the international marketplace.  Revenue in 1993 was
$411.8 million.
<PAGE>
 
Contacts:

Anne Vahala                           Susan Eskin
Vice President, Investor Relations    Vice President, Marketing
Sterling Software Inc.                Interchange Software Division
214/891-8600                          Sterling Software Inc.
                                      614/793-7000
For electronic commerce/EDI market information, please contact:

Torrey Byles
BIS Strategic Decisions
408/987-2765

349640/D


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