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AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON MARCH 5, 1998
REGISTRATION NO. 333-38909
================================================================================
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 1
TO
FORM S-3
REGISTRATION STATEMENT
UNDER THE SECURITIES ACT OF 1933
ASPECT TELECOMMUNICATIONS CORPORATION
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
CALIFORNIA 94-2974062
(State of Incorporation) (I.R.S. Employer Identification No.)
1730 FOX DRIVE
SAN JOSE, CALIFORNIA 95131-2312
(408) 325-2200
(address, including zip code, and telephone number, including area code,
of Registrant's principal executive offices)
JAMES R. CARREKER
CHAIRMAN AND CHIEF EXECUTIVE OFFICER
ASPECT TELECOMMUNICATIONS CORPORATION
1730 FOX DRIVE
SAN JOSE, CALIFORNIA 95131-2312
(408) 325-2200
(name, address, including zip code, and telephone number, including area code,
of agent for service)
COPIES TO:
JON E. GAVENMAN
VENTURE LAW GROUP
A PROFESSIONAL CORPORATION
2800 SAND HILL ROAD
MENLO PARK, CALIFORNIA 94025
(650) 854-4488
If the only securities being registered on this Form are to be offered
pursuant to dividend or interest reinvestment plans, please check the following
box. [ ]
If any of the securities being registered on this Form are to be offered
on a delayed or continuous basis pursuant to Rule 415 under the Securities Act
of 1933, other than securities offered only in connection with dividend or
interest reinvestment plans, check the following box. [ ]
If this Form is filed to register additional securities for an offering
pursuant to Rule 462(b) under the Securities Act, please check the following
box and list the Securities Act registration statement number of the earlier
effective registration statement for the same offering. [ ]
If this Form is a post-effective amendment filed pursuant to Rule 462(c)
under the Securities Act, check the following box and list the Securities Act
registration statement number of the earlier effective registration statement
for the same offering. [ ]
If delivery of the prospectus is expected to be made pursuant to Rule 434,
please check the following box. [ ]
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The registrant hereby withdraws from registration under the Securities Act
of 1933, as amended, 150,796 shares of the Common Stock. The Registrant
initially registered an aggregate of 176,296 shares of Common Stock pursuant to
this Registration Statement. This Registration Statement was declared effective
on October 28, 1997, pursuant to which 25,500 shares were issued and sold by
certain shareholders of the Company.
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended,
Aspect Telecommunications Corporation certifies that it has reasonable grounds
to believe that it meets all of the requirements for filing on Form S-3 and has
duly caused this amendment to the registration statement to be signed on its
behalf by the undersigned, thereunto duly authorized, in the City of San Jose,
State of California, on March 5, 1998.
ASPECT TELECOMMUNICATIONS CORPORATION
By: /s/ Eric J. Keller
-----------------------------
Eric J. Keller
Vice President, Finance and Chief Financial Officer
Pursuant to the requirements of the Securities Act of 1933, as amended,
this amendment to the registration statement has been signed by the following
persons in the capacities and on the dates indicated.
<TABLE>
<CAPTION>
Signature Title Date
--------- ----- ----
<S> <C> <C>
/s/ James R. Carreker* Chairman, Chief Executive Officer and March 5, 1998
- -------------------------------- Director (Principal Executive Officer)
(James R. Carreker)
/s/ Eric J. Keller Vice President, Finance and Chief March 5, 1998
- -------------------------------- Financial Officer (Principal Financial
(Eric J. Keller) and Accounting Officer)
/s/ Debra J. Engel* Director March 5, 1998
- --------------------------------
(Debra J. Engel)
/s/ Norman A. Fogelsong* Director March 5, 1998
- --------------------------------
(Norman A. Fogelsong)
/s/ James L. Patterson* Director March 5, 1998
- --------------------------------
(James L. Patterson)
/s/ John W. Peth* Director March 5, 1998
- --------------------------------
(John W. Peth)
</TABLE>
* By Eric J. Keller, Attorney In Fact pursuant to Power of Attorney on page II-3
of the Registration Statement on Form S-3 filed with the Securities and
Exchange Commission on October 28, 1997.
