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Technology Stocks : Ascend Communications (ASND) -- Ignore unavailable to you. Want to Upgrade?

To: Gary Korn who wrote (24290)	11/21/1997 1:48:00 PM
From: Gary Korn	Respond to of 61433

I spoke with the SEC. I had the rule all wrong. Here goes: You can own up to 4.999% of the stock of a company without making an SEC filing. Once you hit 5% (NOT 10%) you must file a 13D. You need not file the 13D until ten (10) days after you hit 5%. When you file the 13D, it must be current AS OF THE DATE OF FILING. Thus, XYZ could acquire up to 4.9% of ASND (about 10MM shares) without any filing. Let's say it has done this by 11/20. Then, on 11/21, it goes over 5%. No filing yet, but a 13D must be filed 10 days later, or by 12/1. On 11/24, 11/25, 11/26, and 11/28, XYZ continues to purchase another 20% of ASND shares (another 40MM shares). No filing yet. On 12/1 (10 days after 11/21), the 13D must be filed and it must be current as of that date. Thus, it would show that XYZ owned 25% of ASND shares, for a total of about 50MM shares. In sum, if an acquisition is to occur, there should be very rapid buying of shares once the 5% threshhold is reached and during the 10 days after that threshhold is reached. Gary Korn