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UNITED STATES 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):DECEMBER 1, 1997
NETWORKS ASSOCIATES, INC.
(FORMERLY MCAFEE ASSOCIATES, INC.)
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
COMMISSION FILE NUMBER 0-20558
DELAWARE 77-0316593
(STATE OR OTHER JURISDICTION OF (I.R.S. EMPLOYER
INCORPORATION OR ORGANIZATION) IDENTIFICATION NUMBER)
2805 BOWERS AVENUE 95051
SANTA CLARA, CALIFORNIA (ZIP CODE)
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (408) 988-3832
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
On December 1, 1997, McAfee Associates, Inc., a Delaware corporation
("McAfee" or the "Company"), and Network General Corporation, a Delaware
corporation ("Network General"), completed a merger (the "Merger") pursuant to
which Mystery Acquisition Corp., a Delaware corporation and wholly-owned
subsidiary of the Company, was merged with and into Network General, and Network
General became a wholly-owned subsidiary of the Company. Pursuant to the terms
of the Merger, McAfee changed its legal name to "Networks Associates, Inc." The
Company will do business as "Network Associates" and "Network Associates, Inc."
Further details regarding this announcement are contained in the Company's press
release dated December 1, 1997, attached as an exhibit hereto and incorporated
by reference herein.
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Exhibit
Number Description
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99.1 Network Associates Press Release, dated December 1, 1997.
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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.
NETWORKS ASSOCIATES, INC.
By: /s/ Prabhat K. Goyal
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Prabhat K. Goyal
Chief Financial Officer
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EXHIBIT INDEX
Exhibit
Number Description
- ------ -----------
99.1 Network Associates Press Release, dated December 1, 1997.
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Exhibit 99.1
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NETWORK ASSOC. CREATED AS MCAFEE, NETWORK
GENERAL MERGER CLOSES AHEAD OF SCHEDULE
ESTABLISHES WORLD'S LARGEST INDEPENDENT NETWORK SECURITY AND
MANAGEMENT SOFTWARE COMPANY; TENTH LARGEST INDEPENDENT SOFTWARE COMPANY
SANTA CLARA, CALIF., DEC. 1, 1997 -- Network Associates, Inc. (Nasdaq: NETA,
commencing Dec. 2), was today officially launched as the merger agreement
between McAfee Associates (Nasdaq: MCAF) and Network General (Nasdaq: NETG)
closed ahead of schedule. Network Associates enters the market as the world's
largest independent network security and management software company, and the
tenth largest independent software company. In addition, Network Associates is
the largest third-party software provider for Microsoft/Intel-based personal
computers and server computers.
Network Associates' new product family offers both new and existing McAfee and
Network General customers a comprehensive array of products to protect, manage
and monitor corporate networks. Network Associates will ease the process by
which customers determine their enterprise network security and management needs
with a broad product offering and a wealth of experience to help them implement
systems that will take them into the next century.
"In the age of network computing, there is no more critical need than robust
network security and management solutions," said Bill Larson, CEO and chairman
of Network Associates. "Network Associates will be a premier partner for
enterprise customers as they evolve their technology infrastructures to fully
leverage the benefits of a secure, reliable network computing architecture."
Les Denend, former CEO of Network General is president of Network Associates.
Network Associates product offering consists of four integrated software suites
which are all unified under the company's umbrella NetTools macro suite. These
suites include: the Total Virus Defense Suite, headed by division general
manager Peter Watkins, which offers a multi-tiered approach to virus protection
spanning client, server and Internet gateway; the Total Network Security Suite,
headed by division general manager Phil Dunkleberger, which combines Network
Associates' security products with PGP's desktop encryption software, and key
server and policy management tools; the Total Visibility Suite, headed by
division general manager Dave Carver, which offers a comprehensive suite of
products and services for network fault and performance management; and the
Total ServiceDesk Suite, headed by division general manager Zach Nelson, which
integrates robust help desk technology with electronic software distribution and
network management technology.
With headquarters in Santa Clara, Calif., Network Associates, Inc., formerly
McAfee Assoc. is a leading supplier of enterprise network security and
management solutions. Network Associates' product offering includes four
individual software suites, Total Virus Defense, Total Network
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Security, Total Network Visibility and Total ServiceDesk, which can be
centrally managed from within the Network Associates' NetTools unified
management environment. For more information, Network Associates can be
reached at 408-988-3832 or on the Web at http://www.networkassociate.com.
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