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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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AMENDMENT #3
TO
SCHEDULE 14D-1
TENDER OFFER STATEMENT PURSUANT TO SECTION
14(D)(1) OF THE SECURITIES EXCHANGE ACT OF 1934
AND
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
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AST RESEARCH, INC.
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(NAME OF SUBJECT COMPANY)
SAMSUNG ELECTRONICS CO., LTD.
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(BIDDER)
Common Stock, $.01 par value per share (Including the Associated Rights)
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(TITLE OF CLASS OF SECURITIES)
001907104
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(CUSIP NUMBER OF CLASS OF SECURITIES)
Jae Chang Lee
Samsung Electronics Co., Ltd.
Samsung Main Building
250, 2-Ka, Taepyung-Ro, Chung-Ku
Seoul, Korea 100-742
011-82-2-727-7100
(NAME, ADDRESS AND TELEPHONE NUMBER OF PERSON
AUTHORIZED TO RECEIVE NOTICES AND COMMUNICATIONS ON BEHALF OF BIDDER)
Copy to:
Thomas Magill, Esq.
Gibson, Dunn & Crutcher
Jamboree Center, 4 Park Plaza
Irvine, CA 92714
(714) 451-3855
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This Amendment No. 3 amends and supplements the Tender Offer Statement on
Schedule 14D-1 and Schedule 13D dated March 6, 1995, as amended (the
"Schedule 14D-1"), of Samsung Electronics Co., Ltd., a Korean corporation
(the "Purchaser"), filed in connection with the Purchaser's offer to
purchase up to 5,820,000 shares of the outstanding Common Stock, par value
$.01 per share, and the associated preferred stock purchase rights of AST
Research, Inc., a Delaware corporation, as set forth in the Schedule 14D-1
(the "Offer").
ITEM 10. ADDITIONAL INFORMATION.
On June 2, 1995, Purchaser issued a press release announcing that the
Offer has been extended and that the Offer, proration period and withdrawal
rights will now expire at 6:00 p.m., New York City time, on Friday, June
30, 1995, unless further extended.
A copy of the press release issued by Purchaser is filed as Exhibit
(a)(11) to the Schedule 14D-1 and is incorporated herein by reference.
ITEM 11. MATERIAL TO BE FILED AS EXHIBITS.
(a)(11) Press release, dated June 2, 1995.
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SIGNATURE
After due 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.
Dated: June 2, 1995
SAMSUNG ELECTRONICS CO., LTD.
/s/ Heon H. Chung
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Name: Heon H. Chung
Title: Executive Director
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EXHIBIT INDEX
Exhibit No. Description
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(a)(11) Press release, dated June 2, 1995.
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EXHIBIT 99.(a)(11)
NEWS RELEASE MACKENZIE
PARTNERS, INC.
156 FIFTH AVENUE
NEW YORK, NY 10010
212 929-5500
FAX 212 929-0308
CONTACT:
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Stan Kay
MacKenzie Partners, Inc.
(212) 929-5940
FOR IMMEDIATE RELEASE:
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SAMSUNG ELECTRONICS CO., LTD. ANNOUNCES
EXTENSION OF AST TENDER OFFER
SAN JOSE, CA., June 2, 1995 -- Samsung Electronics Co., Ltd. announced
today that it has extended its cash tender offer to acquire up to 5,820,000
shares of common stock of AST Research, Inc. (NASDAQ: ASTA) at $22.00 per
share. The tender offer, proration period and withdrawal rights will now
expire at 6:00 p.m., New York City time, on Friday, June 30, 1995, unless
further extended. Samsung has been informed by the Depositary that
approximately 25,948,722 shares have been tendered as of June 1, 1995.
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