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To: sepku who wrote (36084)	2/23/1998 4:35:00 PM
From: Sector Investor	Read Replies (1) \| Respond to of 61433

WILMINGTON, Del. (Dow Jones)--In their eagerness to acquire U.S. Robotics Corp., directors of 3Com Corp. (COMS) offered secret promotional deals to retailers and distributors in the first two quarters of 1997, according to a stockholders' derivatives action filed in Delaware Chancery Court last week. In order to make the company's revenue more attractive, 3Com directors convinced distributors to accept greater-than-normal shipments of products, like its Ethernet Adapter Card, according to the suit filed on behalf of shareholder Steve K. Wasserman and the Wasserman family trust. By overstating the demand for its products, the company artificially inflated revenue for the first two quarters of 1997, the suit states. 3Com's directors allegedly timed the merger with U.S. Robotics to occur at the close of 3Com's fiscal year, to "camouflage its true financial performance, while at the same time boosting share prices," the suit states. But news of the company's lackluster performance hit the market before the deal was completed, according to the suit. (MORE) DOW JONES NEWS 02-23-98