ASPECT TELECOMMUNICATIONS CORP
8-K, 1998-08-05
TELEPHONE & TELEGRAPH APPARATUS
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<PAGE>
 
                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    FORM 8-K
                                        
                                 CURRENT REPORT
                                        
     PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

                        Date of Report:  August 5, 1998


                     ASPECT TELECOMMUNICATIONS CORPORATION
             (Exact name of Registrant as specified in its charter)

                                    0-18391
                            (Commission File Number)

     CALIFORNIA                           94-2974062
     (State or other jurisdiction of      (I.R.S. Employer Identification No.)
     incorporation)


                    1730 FOX DRIVE, SAN JOSE, CA 95131-2312
            (Address of principal executive offices, with zip code)

                                  408-325-2200
              (Registrant's telephone number, including area code)

                                      N/A
         (Former name or former address, if changed since last report)
<PAGE>
 
ITEM 5.  OTHER EVENTS.

     On July 28, 1998, the registrant issued a press release announcing that the
registrant intends to make a private offering of zero coupon convertible
subordinated debentures.
 
     A copy of the press release is attached as Exhibit 1.

     On August 5, 1998, the registrant issued a press release announcing the
terms of its private offering of zero coupon convertible subordinated
debentures.
 
     A copy of the press release is attached as Exhibit 2.

 
ITEM 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.

     (c)  EXHIBITS.

     Exhibit 1  Aspect Telecommunications Corporation Press Release dated July
                28, 1998.

     Exhibit 2  Aspect Telecommunications Corporation Press Release dated August
                5, 1998.

                                      -2-
<PAGE>
 
                                   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 hereunto duly authorized.


                                              ASPECT TELECOMMUNICATIONS
                                              CORPORATION


Date:  August 5, 1998                         By: /s/ Eric J. Keller
                                                 ______________________
                                                 Eric J. Keller
                                                 Vice President, Finance and 
                                                 Chief Financial Officer

                                      -3-
<PAGE>
 

 
                               INDEX TO EXHIBITS


<TABLE>
<CAPTION>
 
     Exhibit
       No.                            Exhibit
     -------                          -------                    
<C>                <S>
       1           Press Release (dated July 28, 1998) Regarding
                   Announcement of Offering of Convertible
                   Subordinated Debentures.

       2           Press Release (dated August 5, 1998)
                   Regarding the Terms of Offering of
                   Convertible Subordinated Debentures.
</TABLE>

                                      


<PAGE>
 
                                                                    EXHIBIT 1
                                                                    ---------

                   [LETTERHEAD OF ASPECT TELECOMMUNICATIONS]

Company Contact:                                                    News Release
Eric Keller
Chief Financial Officer
(408) 325-2200

FOR IMMEDIATE RELEASE

                ASPECT TELECOMMUNICATIONS ANNOUNCES OFFERING OF
                      CONVERTIBLE SUBORDINATED DEBENTURES

SAN JOSE, CA -- July 28, 1998 -- Aspect Telecommunications Corporation (NASDAQ:
ASPT) announced today that it intends, subject to market and other conditions,
to raise up to approximately $150 million (excluding the proceeds of an over-
allotment option, if any) through a private offering of zero coupon convertible
subordinated debentures to certain qualified institutional investors and a
limited number of other institutional accredited investors. The company stated
that it intends to use the net proceeds to further strengthen its financial
condition, to provide working capital and to provide additional financial
flexibility to take advantage of business opportunities as they may arise. No
other terms were disclosed.

The offered debentures will not be registered under the Securities Act of 1933,
as amended, or under applicable state securities laws, and may not be offered or
sold in the United States absent registration under the Securities Act and
applicable state securities law or available exemptions. Sale of the debentures
is subject to market and other conditions, and there can be no assurance that
any debentures will be sold or that the net proceeds of any sale will not be
lower than anticipated.

This press release does not constitute an offer to sell or a solicitation of an
offer to buy any security.

<PAGE>

                                                                       EXHIBIT 2
                                                                       ---------
 
                   [LETTERHEAD OF ASPECT TELECOMMUNICATIONS]


Company Contact:                                           News Release
Eric Keller
Chief Financial Officer
(408) 325-2200
<www.aspect.com>

FOR IMMEDIATE RELEASE

                  ASPECT TELECOMMUNICATIONS ANNOUNCES SALE OF
                ZERO COUPON CONVERTIBLE SUBORDINATED DEBENTURES

     SAN JOSE, CA -- August 5, 1998 -- Aspect Telecommunications Corporation

(NASDAQ:  ASPT) announced today that it sold in a private offering zero coupon
convertible subordinated debentures to certain institutional investors.  The
debentures were priced with a yield to maturity of 6% and will result in gross
proceeds to the Company of approximately $150 million (excluding the proceeds
from an over-allotment option, if any).

     The Company stated that it intends to use the net proceeds to further
strengthen its financial condition, to provide working capital and to provide
the Company with additional financial flexibility to take advantage of business
opportunities as they may arise.

     The debentures will not be registered under the Securities Act of 1933, as
amended, or under applicable state securities laws, and may not be offered or
sold in the United States absent registration under the Securities Act and
applicable state securities law or available exemptions.

     This press release does not constitute an offer to sell or a solicitation
of an offer to buy any security, including but not limited to the debentures.

                                     # # #


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