SENSAR CORP /NV/
8-K, 2000-03-17
MEASURING & CONTROLLING DEVICES, NEC
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                       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 (date of earliest event reported):  March 16, 2000
                        Commission File Number:  0-17020


                             Sensar Corporation
             (Exact Name of Registrant as Specified in its Charter)


                 Nevada                              87-0429944
     (State or other jurisdiction of               (IRS Employer
     incorporation or organization)               Identification No.)


     50 West Broadway, Suite 501
     Salt Lake City, Utah                               84101
     (Address of Principal Executive Offices)         (Zip Code)


               Registrant's Telephone Number, Including Area Code:
                             (801)  350-0587


                                      N/A
     (Former name, former address, and formal fiscal year, if changed since last
report)


                              ITEM 5.  OTHER EVENTS

     Sensar Corporation issued the following press release on March 16, 2000.

     Salt  Lake  City,  UT,  March  16, 2000 - Sensar Corporation (Nasdaq symbol
"SCII")  announced today that a new agreement for the testing of the Value Added
Services platform for Net2Wireless has been executed with Partner Communications
Company  Ltd.,  an  Orange affiliate.  (Also, see March 14, 2000 announcement by
Partner.)

     The  Value  Added  Services  platform is designed for multi media delivery,
real  time  streaming  video content, recording video images for later playback,
and  viewing pre-recorded media clips. The product being presently tested offers
dynamic  bandwidth  solutions,  enabling  both  circuit  and  packet  switching
technologies  used  in  the  cellular  infrastructure.

     Nehemia  Davidson, CEO of Net2Wireless said, "We are very pleased with this
agreement  and  it  is  a major step forward in achieving the recognition of our
cutting  edge  technology  in  the  wireless Value Added Services market for the
cellular operators."  This new agreement replaces the previous agreement between
Partner and ITES dated October 6, 1999. Net2Wireless acquired the assets of ITES
relating  to  the  wireless  business  effective  December  15,  1999.

     The  agreement  continues  to  provide  a  grant to Partner of an option to
purchase  up to an aggregate of 2,777,778 shares of Net2Wireless (or, subsequent
to  the  merger,  Sensar)  for  approximately  US  $5.5  million.

     Net2Wireless  and  Partner  are  jointly  conducting  certain  tests of the
platform  for  the  next thirty (30) days and, if satisfactory, will implement a
full  beta  application  of  the  platform  with  selected  Partner  customers.

     Net2Wireless has developed a technology designed to enable digital cellular
operators  to provide applications that would typically be provided through a 3G
network,  using  2G  existing  infrastructure  and mobile devices such as PDA's,
smart  mobile  phones  and  hand  held  computers,  all  over  one  backbone.
Net2Wireless  technology  utilizes state of the art digital content compression,
advanced  pattern  recognition technology and innovative streaming communication
technology,  supporting  scalable communications from 9600 bps and higher, using
ultra-low  bandwidth.  The  system  is  scalable,  modular  and fully redundant.

     This  technology  is  designed  to  allow  the cellular operator to provide
content  transmission  and  wireless  multimedia,  without  bandwidth  and
infrastructure  limitations,  to  its  existing  customers.

     Partner  Communications  Company  Ltd. is the only Global System for Mobile
Communications,  or GSM, mobile telephone network operator in Israel. Partner is
part  of  the  worldwide  Orange  Group.

     Additional  information concerning Net2Wireless can be found at its website
at  www.net2w.com.

     This  press  release contains certain forward-looking statements concerning
the  potential  merger  between  Sensar  and  Net2Wireless which is subject to a
number  of  conditions,  including  obtaining  shareholder  approval  and  the
satisfaction  of  other  contractual conditions, that may or may not be met.  In
addition, it contains forward looking statements about the potential products of
Net2Wireless  which  are  still  in  the development stage and have not yet been
tested  in  a  commercial  setting.  These products are subject to all the risks
associated  with  a  new  market  introduction  including technical feasibility,
efficacy,  market  acceptance,  acceptable  pricing  structures, and broad based
consumer  demand.  The  above  statements are not meant to be predictions of the
future  and are subject all of the uncertainties set forth above and many others
that  may  develop  in  the  future.  For  a discussion of the contingencies and
uncertainties  to  which  the  information  concerning future events is subject,
please  refer  to  the  Company's report on Form 10-K for December 31, 1998, and
other  SEC  reports.


                                   SIGNATURES

     Pursuant  to  the  requirements  of  Section  13 or 15(d) of the Securities
Exchange  of  1934, as amended, the Registrant has duly caused this report to be
signed  on  its  behalf  by  the  undersigned,  thereunto  duly  authorized.

Dated:  March 16, 2000                  SENSAR CORPORATION


                                        By   /s/ Howard S. Landa
                                          Howard S. Landa, Chairman of the Board
                                          (Chief Executive Officer and
                                          Principal Financial and Accounting
                                          Officer)



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