VIDEO NETWORK COMMUNICATIONS INC
8-K, 2000-12-07
TELEGRAPH & OTHER MESSAGE COMMUNICATIONS
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                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

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                                    FORM 8-K

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                                 CURRENT REPORT
                     PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                                NOVEMBER 30, 2000
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                        (Date of Earliest Event Reported)


                      VIDEO NETWORK COMMUNICATIONS, INC.
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             (Exact Name of Registrant as Specified in its Charter)

<TABLE>
<S>                             <C>                     <C>
 DELAWARE                          000-22235                         52-1707962
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(State of                         (Commission                  (I.R.S. Employer
Incorporation)                    File Number)            Identification Number)
</TABLE>

    50 INTERNATIONAL DRIVE, PORTSMOUTH, NEW HAMPSHIRE                   03801
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    (Address of Principal Executive Offices)                         (Zip Code)



                                 (603) 334-6700
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              (Registrant's Telephone Number, Including Area Code)


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          (Former Name or Former Address, if Changed Since Last Report)




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ITEM 5. OTHER EVENTS.

Video Network Communications, Inc., a Delaware corporation (the "Company"),
announced today that it received an order to purchase approximately $1,000,000.
The purchase order was a repeat order from a Fortune 50 company and involves the
international and domestic deployment of the Company's technology.

The Company also announced that it has increased its cash assets from
approximately $1,100,000 as of September 30, 2000 to approximately $2,800,000 as
of November 30, 2000. The Company's increase in cash assets is due in part to
its sale of certain non-operating assets and to the receipt of customer payments
on outstanding receivables. The Company is continuing to negotiate a factoring
agreement for future customer accounts receivable, and it believes a factoring
facility will be in place prior to December 31, 2000. In light of the foregoing,
the Company believes that the receipts from the sale of non-operating assets
combined with anticipated cash from operations will continue to be sufficient to
fund the Company's operating expenditures for at least the next six months or
longer.

This Current Report on Form 8-K includes forward-looking statements that may
involve a number of risks and uncertainties. Actual results and future events
may differ significantly based upon a number of factors, including risks in
product and technology development; customer and market acceptance of new
products; demand for our products; and the impact of competitive products and
pricing. Additional information about these and other risks and uncertainties
that may affect VNCI and our business are included in our quarterly reports on
Form 10-QSB and readers are urged to review these risk factors in their
entirety, and not to place undue reliance on such forward-looking statements.






















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                                    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.


                                      VIDEO NETWORK COMMUNICATIONS, INC.



Date:  December 7, 2000                 By:  /s/ Robert H. Emery
                                             ------------------------
                                        Robert H. Emery
                                        Chief Financial Officer, Vice President,
                                        Administration and Secretary















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