NATURAL MICROSYSTEMS CORP
8-K, 1996-11-06
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):  October 24, 1996


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


                             Delaware                            
          (State or Other Jurisdiction of Incorporation)

          0-23282                          04-2814586      
   (Commission File Number)    (I.R.S. Employer Identification No.)


            8 Erie Drive, Natick, Massachusetts  01760           
       (Address of Principal Executive Offices) (Zip Code)


Registrant's telephone number, including area code: (508)650-1300






















Item 5.   Other Events.  

                        On October 24, 1996, the Board of
          Directors of the Registrant declared a two-for-one
          split of its common stock in the form of a distribution
          of one share for every share outstanding to be made on
          or about November 22, 1996 to stockholders of record on
          November 7, 1996. 

Item 7.   Financial Statements and Exhibits.

     (c)  Exhibits

     Exhibit No.    Title

     (99)           Press Release dated October 24, 1996


                            SIGNATURE

     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.

                              NATURAL MICROSYSTEMS CORPORATION


Date:  November 5, 1996       By:  /s/ John F. Kennedy        
                                   John F. Kennedy
                                   Chief Financial Officer










ds1/298632.1

                                                Exhibit 99



                    P R E S S   R E L E A S E 


Contact:  Patrick Fetterman            John Kennedy 
          Corp. Communications Mgr.    Vice President, Finance
          Ph: +1-508-650-1372          Ph: +1-508-650-1329
          [email protected]   [email protected]

NASDAQ:NMSS

For Immediate Release


            NATURAL MICROSYSTEMS CORPORATION ANNOUNCES
                     TWO-FOR-ONE STOCK SPLIT


     Natick, MA -- October 24, 1996 -- Natural MicroSystems

Corporation (NASDAQ:NMSS) today announced that its Board of

Directors has declared a two-for-one stock split in the form of a

distribution on or about November 22, 1996 of one share for each

share outstanding to shareholders of record of the Company's

Common Stock on November 7, 1996.


     In announcing the stock split, Bob Schechter, CEO and

chairman of Natural MicroSystems, stated, "The objective of the

stock split is to enhance shareholder value by increasing

available shares and improving the liquidity of Natural

MicroSystems shares."


     Natural MicroSystems is a leading provider of Open

Telecommunications[TM] hardware and software technologies for

developers of high-value communications solutions.  The Company's

state-of-the art technology enables a growing international

network of OEMs, VARs, systems integrators and service providers




to reduce time to market, leverage development resources, and

offer truly global communications products.  Natural MicroSystems

products are installed in more than 40 countries worldwide. 

Founded in 1983, Natural MicroSystems developed Watson [TM], the

first product to utilize digital signal processor (DSP)

technology in PC-based telephony products, and led the creation

of MVIP [TM], the industry standard for interoperability in PC-based

telephony products.


     Statements expressing the beliefs and expectations of

management regarding future performance are forward-looking and

involve risks and uncertainties, including, but not limited to,

quarterly fluctuations in results and other risks.  These risks

are detailed from time to time in the Company's filings with the

Securities and Exchange Commission, including the Company's Form

10-K for the year ended December 31, 1995 and its Form 10-Qs

filed since December 31, 1995.  Actual results may differ

materially from management expectations.


                               ####


Natural MicroSystems and Open Telecommunications are trademarks
of Natural MicroSystems Corporation.  Watson is a registered
trademark of Natural MicroSystems Corp.  MVIP is a registered
trademark of GO-MVIP, Inc.  All other product or corporate
references are trademarks or registered trademarks of their
respective companies.





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