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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
_________________________
SCHEDULE TO
(Rule 14d-100)
TENDER OFFER STATEMENT PURSUANT TO SECTION 14(d)(1) OR 13(e)(1)
OF THE SECURITIES EXCHANGE ACT OF 1934
Acuson Corporation
(Name of Subject Company (Issuer))
Sigma Acquisition Corp.
a wholly owned subsidiary of
Siemens Corporation
an indirect wholly owned subsidiary of
Siemens Aktiengesellschaft
(Name of Filing Person (Offeror))
Common Stock, $0.0001 par value
(Title of Class of Securities)
005113105
(CUSIP Number of class of securities)
Kevin M. Royer
Siemens Corporation
153 East 53rd Street,
New York, New York 10022
(212) 258-4000
with a copy to:
John A. Healy. Esq.
Clifford Chance Rogers & Wells LLP
200 Park Avenue,
New York, New York 10166
(212) 878-8000
(Name, Address and Telephone No. of Person Authorized to Receive Notices and
Communications on Behalf of Filing Persons)
Calculation of Filing Fee
Transaction Valuation Amount of Filing Fee
Not Applicable Not Applicable
[_] Check the box if any part of the fee is offset as provided by Rule 0-
11(a)(2) and identify the offsetting fee with which the offsetting fee
was previously paid. Identify the previous filing by registration
statement number, or the Form of Schedule and the date of its filing.
Amount Previously Paid: Not Applicable Filing Parties: Not Applicable
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Form or Registration No.: Not Applicable Date Filed: Not Applicable
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[X] Check the box if the filing relates solely to preliminary
communications made before commencement of a tender offer.
Check the appropriate boxes below to designate any transactions to
which the statement relates:
[X] third-party tender offer subject to Rule 14d-1.
[_] issuer tender offer subject to Rule 13e-4.
[_] going-private transaction subject to Rule 13e-3.
[_] amendment to Schedule 13D under Rule 13d-2.
Check the following box if the filing is a final amendment reporting
the results of the tender offer:
Items 1 - 11.
Not applicable.
Items 12. Materials to be Filed as Exhibits.
Text of Press Release issued by Siemens Corporation on September 27, 2000.