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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 10-K/A
(AMENDMENT NO. 1)
FOR ANNUAL AND TRANSITION REPORTS
PURSUANT TO SECTIONS 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
(Mark one)
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
FOR THE FISCAL YEAR ENDED JULY 25, 1998
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM ____ TO _____
COMMISSION FILE NUMBER 0-26114
TELTREND INC.
(Exact Name of Registrant as Specified in Its Charter)
DELAWARE 13-3476859
(State or Other Jurisdiction (I.R.S. Employer
of Incorporation or Organization) Identification Number)
620 STETSON AVENUE
ST. CHARLES, ILLINOIS 60174
(Address of Principal Executive Offices)(Zip Code)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (630) 377-1700
SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT: NONE
SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:
COMMON STOCK, $.01 PAR VALUE PER SHARE
PREFERRED SHARE PURCHASE RIGHTS
(Title of Class)
Indicate by check mark whether the registrant: (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or such shorter period that the registrant
was required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
Yes X No
--- ---
Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to
the best of registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K. [X]
As of October 16, 1998, there were outstanding 5,948,990 shares of the
registrant's Common Stock, $.01 par value per share ("Common Stock"), and no
shares of the registrant's Class A Common Stock, $.01 par value per share. On
that date, the aggregate market value of voting and non-voting common equity
(based upon the last sale price of the registrant's Common Stock on October 16,
1998) held by non-affiliates of the registrant was $76,519,902 (5,775,087 shares
at $13.25 per share).
DOCUMENTS INCORPORATED BY REFERENCE
PORTIONS OF THE REGISTRANT'S ANNUAL REPORT TO STOCKHOLDERS FOR THE FISCAL YEAR
ENDED JULY 25, 1998 ARE INCORPORATED BY REFERENCE INTO PART II OF THIS ANNUAL
REPORT ON FORM 10-K.
PORTIONS OF THE REGISTRANT'S DEFINITIVE PROXY STATEMENT FOR THE ANNUAL MEETING
OF STOCKHOLDERS TO BE HELD DECEMBER 10, 1998 ARE TO BE INCORPORATED BY
REFERENCE INTO PART III OF THIS ANNUAL REPORT ON FORM 10-K.
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Teltrend Inc. (the "Registrant") hereby amends the following section of its
Annual Report on Form 10-K for the fiscal year ended at July 25, 1998, filed on
October 23, 1998, as follows:
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this Report to be signed
on its behalf by the undersigned, thereunto duly authorized, on October 23,
1998.
TELTREND INC.
By: /s/ Howard L. Kirby, Jr.
---------------------------------
Howard L. Kirby, Jr.
President and Chief Executive Officer
Pursuant to the requirements of the Securities Exchange Act of 1934, this
Report has been signed by the following persons on behalf of the Registrant in
the capacities indicated as of October 23, 1998.
<TABLE>
<CAPTION>
SIGNATURE CAPACITY
--------- --------
<S> <C>
/s/ Howard L. Kirby, Jr. President and Chief Executive Officer and Chairman of the
- --------------------------- Board of Directors
Howard L. Kirby, Jr. (Principal Executive Officer)
/s/ Douglas P. Hoffmeyer Sr. Vice President, Finance, Secretary and Treasurer
- --------------------------- (Principal Financial Officer)
Douglas P. Hoffmeyer
/s/ Theodor A. Maxeiner Assistant Vice President, Finance, Controller, Assistant
- --------------------------- Secretary and Assistant Treasurer
Theodor A. Maxeiner (Principal Accounting Officer)
/s/ Frank T. Cary
- ---------------------------
Frank T. Cary Director
/s/ Harry Crutcher, III
- ---------------------------
Harry Crutcher, III Director
/s/ William R. Delk
- ---------------------------
William R. Delk Director
/s/ Donald R. Hollis
- ---------------------------
Donald R. Hollis Director
/s/ Susan B. Major
- ---------------------------
Susan B. Major Director
/s/ Bernard F. Sergesketter
- ---------------------------
Bernard F. Sergesketter Director
</TABLE>
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