FASTCOMM COMMUNICATIONS CORP
8-K, 1998-06-17
TELEPHONE & TELEGRAPH APPARATUS
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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) JUNE 2, 1998
                                                 ------------


                      FASTCOMM COMMUNICATIONS CORPORATION
             (Exact name of registrant as specified in its charter)


<TABLE>
<CAPTION>
VIRGINIA                                         0-17168                   541289115
- - --------                                      ---------------            ---------------------
<S>                                              <C>                       <C>
(State or other jurisdiction                      (Commission               (IRS Employer
      of corporation)                            File Number)              Identification No.)
</TABLE>



                45472 HOLIDAY DRIVE, STERLING, VA         20166
        ----------------------------------------------------------------
             (Address of principal executive offices)   (Zip Code)

Registrant's telephone number, including area code (703) 318-7750
                                                   ----------------
                                      N/A
        ----------------------------------------------------------------
         (Former name or former address, if changed since last report.)
<PAGE>   2

                                   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.


                      FASTCOMM COMMUNICATIONS CORPORATION
                      -----------------------------------
                                  (Registrant)



Date June 17, 1998
     -------------
                                              /s/ MARK H. RAFFERTY
                                              ---------------------------
                                              MARK H. RAFFERTY
                                              Chief Financial Officer
<PAGE>   3


ITEM 5.                        OTHER EVENTS

          On June 2, 1998, the Registrant filed a voluntary petition for
reorganization under Chapter 11 of the Bankruptcy Code. The filing was made in
the U.S. Bankruptcy Court, Eastern District of Va. Alexandria Division and was
assigned Case No. 98-80044-SSM.

ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS

         Financial Statements

                  NONE.

         Exhibits:
<TABLE>
<CAPTION>
                                                                 
Exhibit No.                Description                       
- - -----------                -----------                       
  <S>                <C>                                               
  99.1               June 2, 1998 Press Release
</TABLE>
<PAGE>   4
                                    FORM 8-K

                                    EXHIBITS

1.  June 2, 1998 Press Release

<PAGE>   1
NEWS RELEASE                               [FASTCOMM LOGO]


FastComm Communications Corporation
45472 Holiday Drive - Sterling, VA - 20166
Phone: 703-318-7750 - FAX: 703-787-4625

<TABLE>
                                            <S>            <C>            <C>
                                            For Release:   IMMEDIATELY
                                            Contact:       Mark Rafferty  703-318-7750
                                            Symbol:        FSCX (NASDAQ)
</TABLE>


                           AWARD FROM LAWSUIT FORCES

                  FASTCOMM TO SEEK PROTECTION UNDER CHAPTER 11

             Negotiations Were Ongoing When Bank Account Garnished


Sterling VA, June 2, 1998 -- FastComm Communications Corp. announced today that
the Company has filed a voluntary petition for reorganization under Chapter 11
in the United States Bankruptcy Court for the Eastern District of Virginia.
Under Chapter 11, the Company continues to operate under court protection from
creditors while seeking to work out a plan of reorganization. This filing was
unanimously approved by the FastComm Board of Directors.

           FastComm stated its filing was a direct result of enforcement
activities by a judgment creditor.

           "It is unfortunate that the Company had to file for protection,"
said FastComm President Peter C. Madsen. "It is important to note that this
action is in response to an act by a disputed creditor. I strongly believe that
the judgment awarded this creditor had no basis in fact or law and that the
Company will be successful on appeal, which it intends to vigorously, pursue.
The Company plans to continue operations and conduct its business as usual and
emerge from Chapter 11 as quickly as possible."

           FastComm will continue operations during the reorganization,
developing, delivering, and supporting existing and new products, resale
partners, and customers. No changes in management or operations is expected or
contemplated.

           Forward looking statements are made in this release pursuant to the
safe harbor provisions of the Private Securities Litigation Reform Act of 1995.
Investors are cautioned that all forward looking statements are subject to
risks and uncertainties, including, without
<PAGE>   2
limitation, the timing of new announcements or introductions by the Company and
its competitors, the hiring and retention of key employees, competitive pricing
pressures, dependence on third party for components and products, and general
economic conditions in the United States and international markets and the risk
factors detailed from time to time in the Company's periodic reports and
registration statements filed with the Securities and Exchange Commission.


FastComm, stylized logo, WEB.router, FramePROTECT, LAN+Legacy, MaximumPRIORITY,
FastRATE, MonoFRAD, EtherFRAD, RingFRAD, VoiceFRAD and SuperView are trademarks
of FastComm Communications Corp. All rights reserved. All other trademarks are
property of their respective owners.


                                      ###


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