UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Amendment No. 1
Under the Securities Exchange Act of 1934
AST Research, Inc.
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Name of Issuer)
Common Stock
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(Title of Class of Securities)
001 907 104
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(CUSIP Number)
Mark C. Hill, Vice President and Secretary
Tandy Corporation
100 Throckmorton Street, Suite 1900
Fort Worth, Texas 76102
817) 390-3924
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
August 14, 1997
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(Date of Event which Requires Filing of Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the
following box [ ].
Check the following box if a fee is being paid with this statement [ ]. (A fee
is not required only if the reporting person: (1) has a previous statement on
file reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such
class.)(See Rule 13d-7.)
(1)
<PAGE>
SCHEDULE 13D
CUSIP NO. 001 907 104 Page 2
of 3 Pages
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
TANDY CORPORATION, 75-1047710
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)[ ]
(b)[ ]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS
OO
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) OR 2(E)
[ ]
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE
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7 SOLE VOTING POWER
NUMBER OF NONE*
SHARES
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OWNED BY 8 SHARED VOTING POWER
EACH NONE
REPORTING
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PERSON 9 SOLE DISPOSITIVE POWER
WITH NONE*
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10 SHARED DISPOSITIVE POWER
NONE
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
NONE*
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES [ ]
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0% (all outstanding common stock)*
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14 TYPE OF REPORTING PERSON
CO
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* Giving effect to the disposition described in Item 4 herein.
This Amendment No. 1 amends and supplements the Statement on Schedule 13D, dated
July 11, 1996, (the "Statement") filed with the Securities and Exchange
Commission (the "SEC") by Tandy Corporation, a Delaware corporation with respect
to the Common Stock of AST Research, Inc. a Delaware corporation ("AST"). Unless
otherwise defined herein all capitalized terms shall have the meanings ascribed
to them in the Statement.
(2)
<PAGE>
SCHEDULE 13D
CUSIP NO. 001 907 104 Page 3
of 3 Pages
Item 4 is hereby amended as follows:
Item 4. Purpose of Transaction
Pursuant to an Agreement for Purchase and Sale of Assets dated as of
June 30, 1993 between and among AST and Tandy Corporation, TE Electronics, Inc.
and GRID Systems Corporation (the "Agreement for Purchase and Sale of Assets"),
on July 11, 1996 AST issued to Tandy Corporation 4,498,594 shares of AST common
stock, par value $.01 per share ("Common Stock"). The Common Stock was issued to
Tandy Corporation by AST as partial payment of its obligations under a
Promissory Note dated July 12, 1992 delivered by AST to Tandy Corporation under
the Agreement for Purchase and Sale of Assets.
On April 21, 1997 Samsung Electronics Co., Ltd. ("Purchaser") announced its
"Offer to Purchase For Cash All Outstanding Shares of Common Stock of AST at
$5.40 Net Per Share of Common Stock". Pursuant to this offer, Tandy Corporation
tendered 4,413,594 shares of Common Stock of AST. This cash tender offer and
related withdrawal rights expired at 5:00 p.m., New York City time, August 8,
1997 and on August 14, 1997 the Purchaser paid Tandy Corporation an aggregate of
$23,833,407.60, for 4,413,594 shares of Common Stock of AST tendered by Tandy
Corporation. As a result of this tender and purchase Tandy Corporation holds no
shares of Common Stock of AST.
Item 5 is hereby amended as follows:
Item 5. Interest in Securities of the Issuer
(a) Aggregate Number and Percent of Class of Securities:
NONE**
(b) Sole Voting and Dispositive Power:
NONE**
(c) Transactions in Common Stock During the Past Sixty Days:
See Response to Item 4
(e) Date on Which Person Ceased to Own Securities:
August 14, 1997
** Giving effect to the disposition described in Item 4 herein.
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
August 15, 1997 /s/Dwain H. Hughes
_____________________________________________
Dwain H. Hughes
Senior Vice President and Chief Financial Officer
(3)
