<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. _____) *
Premiere Technologies, Inc.
----------------------------------------------------------------
(Name of Issuer)
Common Stock $.01 par value
----------------------------------------------------------------
(Title of Class of Securities)
74058F102
----------------------------------------------------------------
(CUSIP Number)
Scott D. Sullivan, WorldCom, Inc., 515 East Amite Street, Jackson, MS
39201-2702 (601) 360-8600
-----------------------------------------------------------------------------
(Name, Address and Telephone Number of Person Authorized to Receive Notices
and Communications)
November 13, 1996
----------------------------------------------------------------
(Date of Event Which Requires Filing of This Statement)
If the filing person has previously filed a statement on Schedule 13G
to report the acquisition which is the subject of this Schedule 13D, and is
filing this schedule because of Rule 13d-1(b) (3) or (4), check the following
box [ ].
<PAGE> 2
CUSIP No. 74058F102
--------------------------
1) Names of Reporting Persons/S.S. or I.R.S. Identification Nos. of Above
Persons
WorldCom, Inc./58-1521612
-----------------------------------------------------------------------
2) Check the Appropriate Row if a Member of a Group (See Instructions)
(a)
--------------------------------------------------------------------
(b)
--------------------------------------------------------------------
3) SEC Use Only
-----------------------------------------------------------
4) Source of Funds (See Instructions) OO
-------------------------------------
5) Check if Disclosure of Legal Proceedings is Required Pursuant to Item
2(d) or 2(e)
-----------------------------------------------------------
6) Citizenship or Place of Organization Georgia
-----------------------------------
Number of (7) Sole Voting Power 2,050,000
Shares Bene- -----------------------------------------------------
ficially (8) Shared Voting Power -0-
Owned by -----------------------------------------------------
Each (9) Sole Dispositive Power 2,050,000
Reporting -----------------------------------------------------
Person With (10) Shared Dispositive Power -0-
-----------------------------------------------------
11) Aggregate Amount Beneficially Owned by Each Reporting Person
2,050,000
----------------------------------------------------------------------
12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions)
---------------------------------------------------------
13) Percent of Class Represented by Amount in Row (11) 9.5%
--------------------
14) Type of Reporting Person (See Instructions) CO
---------------------------
<PAGE> 3
ITEM 1. SECURITY AND ISSUER.
Title and class of equity securities:
Common Stock, $.01 par value
Name and address of issuer of equity securities:
Premiere Technologies, Inc. ("Premiere")
3399 Peachtree Road NE
The Lenox Building, Suite 400
Atlanta, Georgia 30326
ITEM 2. IDENTITY AND BACKGROUND.
(a) Name of Person Filing: WorldCom, Inc. ("WorldCom")
(b) Residence or business address:
515 East Amite Street
Jackson, Mississippi 39201-2702
(c) Principal business: Long distance telecommunications
(d) Criminal proceedings specified in Item 2(d) of Schedule
13D during last five years: none
(e) Civil proceedings specified in Item 2(e) of Schedule 13D
during last five years: none
(f) Citizenship: a Georgia corporation
See Attachment A for certain information related to certain
executive officers and directors of the Company. To the best of
WorldCom's knowledge, the executive officers and directors of WorldCom
do not beneficially own any shares of the Issuer's Common Stock and
have not been subject to any criminal or civil proceedings specified
in Item 2(d) or 2(e) of Schedule 13D. In the event that WorldCom
becomes aware that any such individuals are holders of the Issuer's
Common Stock or have been subject to any such proceedings, an
amendment will be filed.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
Shares were issued by Premiere to WorldCom pursuant to the
terms of a Strategic Alliance Agreement dated November 13, 1996. The terms of
the Strategic Alliance Agreement by and between Premiere and WorldCom are
incorporated herein by reference.
ITEM 4. PURPOSE OF TRANSACTION.
WorldCom acquired the Premiere shares for investment purposes and not
with a view to changing or influencing control of Premiere. WorldCom has no
plans for the purchases of additional shares of Premiere.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) 2,050,000 shares of Common Stock beneficially owned by
WorldCom, Inc. or 9.5% of that class, based on 21,683,377 shares of
Common Stock reported by the Issuer as outstanding as of November 11,
1996.
(b) Number of shares as to which such person has:
(i) sole voting power: 2,050,000
(ii) shared voting power: -0-
(iii) sole dispositive power: 2,050,000
(iv) shared dispositive power: -0-
(c) Transactions in the class during past 60 days: None, except as
decribed herein.
<PAGE> 4
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER.
WorldCom and Premiere entered into an Investment Agreement dated
November 13, 1996 which provides Premiere a right of first refusal to reacquire
the shares and WorldCom registration rights. The terms and provisions of the
Investment Agreement are incorporated herein by reference.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
1. Strategic Alliance Agreement dated November 13, 1996, by and
between Premiere and WorldCom (incorporated herein by reference to
Exhibit 10.1 to Premiere's Current Report on Form 8-K dated November
13, 1996 (filed November 22, 1996) (SEC File No. 33-80547)).
2. Investment Agreement dated November 13, 1996 (incorporated herein
by reference to Exhibit 10.2 to Premiere's Current Report on Form 8-K
dated November 13, 1996 (filed November 22, 1996) (SEC File No. 33-
80547))
<PAGE> 5
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.
November 25, 1996
---------------------------
(Date)
/s/ Scott D. Sullivan
---------------------------
(Signature)
Scott D. Sullivan
---------------------------
Chief Financial Officer
<PAGE> 6
ATTACHMENT A
Set forth below is the name, position with WorldCom, Inc., business address and
principal business of the executive officers and directors of WorldCom, Inc.
All such persons are United States citizens.:
<TABLE>
<CAPTION>
NAME AND POSITION BUSINESS ADDRESS PRINCIPAL BUSINESS
<S> <C> <C>
Carl J. Aycock, 123 S. Railroad Avenue Financial administrator
Director Brookhaven, Mississippi 39601
Max E. Bobbitt, 62 Carmel Drive Consultant
Director Little Rock, Arkansas 72212
Charles T. Cannada, 515 East Amite Street Senior Vice President -
Executive Officer Jackson, Mississippi 39201 WorldCom, Inc.
Bernard J. Ebbers, 515 East Amite Street President and Chief Executive Officer -
Executive Officer Jackson, Mississippi 39201 WorldCom, Inc.
and Director
Francesco Galesi, 435 East 52nd Street Chairman and Chief Executive Officer of The Galesi
Director New York, New York 10022 Group, which includes companies engaged in
distribution, manufacturing, real estate and
telecommunications
Stiles A. Kellett, 200 Galleria Parkway, Private investor
Jr., Suite 1800
Director Atlanta, Georgia 30339
Silvia Kessel, 215 East 67th Street Senior Vice President of Metromedia Company, which
Director New York, New York 10021 is a diversified, privately held investment
partnership and management company engaged in a
variety of businesses in the high technology,
telecommunications, computerized painting,
automotive parts and the food services and
hospitality industries
John W. Kluge 215 East 67th Street Chairman of the Board of WorldCom, Inc.;
Director New York, New York 10021 Chairman and President of Metromedia Company
John A. Porter, Hidden Bridge Farm Vice Chairman of the Board of WorldCom, Inc.;
Director 1809 Chancellor Point Rd. Chairman of the Board and Chief Executive Office
Trappe, MD 21673 of Industrial Manufacturing, Inc., a manufacturer
of electrical power distribution products.
Chairman of the Board of Phillips &
Brooks/Gladwin, Inc., a manufacturer of pay
telephone enclosures and equipment. Mr. Porter is
President and sole shareholder of P.M. Restaurant
Group, Inc., which filed for protection under
Chapter 11 of the U.S. Bankruptcy Code in March
1995.
Stuart Subotnick, 215 East 67th Street Executive Vice President of Metromedia Company
Director New York, New York 10021
Scott D. Sullivan, 515 East Amite Street Chief Financial Officer and Secretary - WorldCom,
Executive Officer Jackson, Mississippi 39201 Inc.
and Director
Lawrence C. Tucker, 59 Wall Street General Partner of Brown Brothers Harriman & Co.,
Director New York, New York 10005 a private banking firm
Roy A. Wilkens, One Williams Center President and Chief Executive Officer-WilTel, a
Executive Officer Tulsa, Oklahoma 74172 division of WorldCom, Inc.
and Director
</TABLE>
