<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 OMB APPROVAL
OMB Number: 3235-0145
Expires: Oct 31, 1994
Estimated average burden
hours per response: 14.90
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 8)*
The Santa Cruz Operation, Inc.
- ------------------------------------------------------------------------------
(Name of Issuer)
Common Stock, no par value
- ------------------------------------------------------------------------------
(Title of Class of Securities)
801833104
- ------------------------------------------------------------------------------
(CUSIP Number)
John Luhtala, Chief Financial Officer
Santa Cruz Operation, Inc., 400 Encinal Street, Santa Cruz, CA 95061
(831) 425-7222
- ------------------------------------------------------------------------------
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
May 1, 1999
- ------------------------------------------------------------------------------
(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 13-d-1(b)(3) or (4), check the following
box _ .
Check the following box if a fee is being paid with the statement _. (A fee
is not required only if the reporting person: (1) has a previous statement
on file reporting beneficial ownership of more than five percent of the class
of securities descried in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class).
(See rule 13d-7.)
Note: Six copies of this statement, including all exhibits, should be filed
with the Commission. See Rule 13d-1(a) for other parties to whom copies are
to be sent.
* The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which
would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be
deemed to be filed for the purpose of Section 18 of the Securities Exchange
of 1934 (Act) or otherwise subject to the liabilities of that section of the
Act but shall be subject to all other provisions to the Act (however, see the
Notes).
(1 OF 4)
</PAGE>
<PAGE>
SCHEDULE 13D
CUSIP No. 801833104 Page 2 of 4 Pages
- ----------------------------------------------------------------------------
1 NAME OF REPORTING PERSON Novell, Inc.
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVER PERSON 87-0393339
- ----------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ___
(b) ___
- ----------------------------------------------------------------------------
3 SEC USE ONLY
- ----------------------------------------------------------------------------
4 SOURCE OF FUNDS OO
- ----------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) ___
- -----------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
- -----------------------------------------------------------------------------
NUMBER OF 7 SOLE VOTING POWER 2,731,750
SHARES -----------------------------------------------------------
BENEFICIALLY 8 SHARED VOTING POWER 0
OWNED BY EACH -----------------------------------------------------------
REPRORTING 9 SOLE DISPOSITIVE POWER 2,731,750
PERSON WITH -----------------------------------------------------------
10 SHARED DISPOSITIVE POWER 0
- -----------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON 2,731,750
- -----------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN THE ROW (11) EXCLUDES
CERTAIN SHARES* ___
- ------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 7.95 %
- ------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON* CO
- ------------------------------------------------------------------------------
(2 OF 4)
</PAGE>
<PAGE> *SEE INSTRUCTIONS BEFORE FILING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-17
(INCLUDING EHXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
Item 1. Security and Issuer.
This Schedule 13D relates to Common Stock, no par value, of the Santa Cruz
Operations, Inc. a California corporation (SCO). The principal executive
offices of SCO are located at 400 Encinal Street, Santa Cruz, California
95061, Telephone (831) 425-7222.
Item 2. Identity and Background.
This Schedule 13D is filed by Novell, Inc., a Delaware corporation, whose
corporate address is 122 East 1700 South, Provo, Utah 84606. Novell is the
leading network software provider worldwide.
Item 3. Source and Amount of Funds or Other Consideration.
Novell, Inc. acquired 6,127,500 shares of Common Stock, no par value per share
(the Shares) of SCO in exchange for certain assets associated with a line of
software products known as Unix and UnixWare.
Item 4. Purpose of Transaction.
Novell acquired the Share in connection with its sale (the Sale) to SCO of a
line of software products known as Unix and UnixWare. Concurrently with the
consummation of the Sale, a nominee of Novell was appointed to the Board of
Directors of SCO. (With this exception, Novell has no plans or proposals
which would relate to or would result in any of the items listed in Item 4.)
On April 28 Novell sold 100,000 shares back to the issuer in a private
transaction for $6.25.
Item 5. Interest in Securities of the Issuer.
(a) As of the date of this Schedule 13D, Novell beneficially owns
2,731,750 shares of SCO Common Stock or approximately 7.95 percent of the
issued and outstanding shares of SCO's Common Stock.
(b) Novell has sole power to vote and dispose of 2,731,750 shares of
SCO Common Stock held of record in the corporation's name.
(c) Other than as described above in response to Item 4 hereof,
there were no SCO Common Stock transactions effected by Novell during the
60-day period preceding the date set forth on the cover.
(d) Not applicable.
(e) Not applicable.
(3 OF 4)
</PAGE>
<PAGE>
Item 6. Contracts, Arrangements, Understandings or Relationships With Respect
to Securities of the Issuer.
As noted under Item 4 above, concurrently with the consummation of the Sale,
a nominee of Novell has appointed to the Board of Directors of SCO. As of
February 23, 1999, Novell has declined this entitlement and does not have a
representative on the Board of Directors.
Item 7. Material to Be Filed as Exhibits.
None
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.
Date: May 7, 1999
/s/ Betty DePaola
-------------------------------
Novell, Inc.
Betty DePaola, Assitant Corporate Secretary
(4 of 4)
</PAGE>
