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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-C
REPORT BY ISSUER OF SECURITIES QUOTED ON NASDAQ
INTERDEALER QUOTATION SYSTEM
Filed pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934 and Rule 13a-17
or 15d-17 thereunder
OCTEL COMMUNICATIONS CORPORATION
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(Exact name of issuer as specified in charter)
890 Tasman Drive, Milpitas, California 95035-7439
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(Address of principal executive offices)
Issuer's telephone number, including area code (408) 321-2000
I. CHANGE IN NUMBER OF SHARES OUTSTANDING
Indicate any change (increase or decrease) of 5% or more in the number of
shares outstanding:
1. Title of security: Common Stock, $0.001 par value
2. Number of shares outstanding before the change: 18,490,263
3. Number of shares outstanding after the change: 23,921,948
4. Effective date of change: March 31, 1994
5. Method of change:
Specify method (such as merger, acquisition, exchange, distribution, stock
split, reverse split, acquisition of stock for treasury, etc.): Merger of
Octel Acquisition Corporation, a wholly owned subsidiary of Octel
Communications Corporation, with and into VMX, Inc.
Give brief description of transaction: Pursuant to the above-referenced
merger, each outstanding share of Common Stock of VMX, Inc. was converted
into one-fifth of a share of Octel Communications Corporation Common Stock.
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II. CHANGE IN NAME OF ISSUER
Not Applicable.
Date: April 6, 1994 /s/ GARY A. WETSEL
Gary A. Wetsel
Executive Vice President and
Chief Financial Officer
CFB04F.W42(5P3) -2-
