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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-C
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of Earliest Event Reported): December 24, 1996
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Commission File Number 0-18238
SEQUOIA SYSTEMS, INC.
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(Exact Name of Registrant as Specified in its Charter)
DELAWARE 04-2738973
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(State or Other Jurisdiction (I.R.S. Employer
of Incorporation or Organization) Identification No.)
5959 Corporate Drive, Houston, Texas 77036
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (713) 541-8200
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ITEM 1. CHANGE IN NUMBER OF SHARES OUTSTANDING
Indicate any change (increase or decrease) of five percent or more in the number
of shares outstanding:
1. Title of security - Common Stock
2. Number of shares outstanding before the change - 15,360,629 on
October 31, 1996
3. Number of shares outstanding after the change - 14,580,088 on
December 24, 1996
4. Effective date of change - December 24, 1996
5. Method of change - Acquisition of common stock for treasury
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, thereunto duly authorized.
SEQUOIA SYSTEMS, INC.
Date: February 20, 1997 By:/s/ J. Michael Stewart
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J. Michael Stewart
President and Chief Executive Officer
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