-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Axfgdcpx1Qfvxgls03+HLTmM9vQJcDTP45OGtPotxFAiI1zpmNEwoejb6m9cxlsc SodehuEpdPZLtlUurK2MJg== 0000317771-99-000011.txt : 19990210 0000317771-99-000011.hdr.sgml : 19990210 ACCESSION NUMBER: 0000317771-99-000011 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 19990209 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ADVANCED FIBRE COMMUNICATIONS INC CENTRAL INDEX KEY: 0000898805 STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE & TELEGRAPH APPARATUS [3661] IRS NUMBER: 680277743 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: SEC FILE NUMBER: 005-48527 FILM NUMBER: 99525158 BUSINESS ADDRESS: STREET 1: ONE WILLOW BROOK COURT STREET 2: P.O. BOX 751239 CITY: PETALUMA STATE: CA ZIP: 94975-1239 BUSINESS PHONE: 7077947700 MAIL ADDRESS: STREET 1: ONE WILLOW BROOK COURT STREET 2: P.O. BOX 751239 CITY: PETALUMA STATE: CA ZIP: 94975-1239 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: TELLABS INC CENTRAL INDEX KEY: 0000317771 STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE & TELEGRAPH APPARATUS [3661] IRS NUMBER: 363831568 STATE OF INCORPORATION: DE FISCAL YEAR END: 1227 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 4951 INDIANA AVE CITY: LISLE STATE: IL ZIP: 60532 BUSINESS PHONE: 6303788800 MAIL ADDRESS: STREET 1: 4951 INDIANA AVE CITY: LISLE STATE: IL ZIP: 60532 SC 13G 1 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 -------------------------------------------------------------- Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Advanced Fibre Communications, Inc. -------------------------------------------------------------- (Name of Issuer) Common Stock -------------------------------------------------------------- (Title of Class of Securities) 00754A 10 5 -------------------------------------------------------------- (CUSIP Number) *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). (Continued on following pages) 2 CUSIP NO. 00754A 10 5 13G 1 NAME OF REPORTING PERSONS S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS Tellabs, Inc., a Delaware corporation, 36-3831568 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ( ) (b) ( ) 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION a Delaware corporation 5 SOLE VOTING POWER NUMBER 3,868,045 OF (includes 600,000 shares issuable upon SHARES exercise of a warrant) BENEFICIALLY OWNED BY REPORTING PERSON WITH 6 SHARED VOTING POWER -0- 7 SOLE DISPOSITIVE POWER 3,868,045 (includes 600,000 shares issuable upon exercise of a warrant) 8 SHARED DISPOSITIVE POWER -0- 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,868,045 (includes 600,000 shares issuable upon exercise of a warrant) 3 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ( ) 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 5.1% 12 TYPE OF REPORTING PERSON CO 4 CUSIP NO. 00754A 10 5 13G 1 NAME OF REPORTING PERSONS S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS Brian Jackman, ###-##-#### 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ( ) (b) ( ) 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION United States 5 SOLE VOTING POWER NUMBER 37,637 OF SHARES BENEFICIALLY OWNED BY REPORTING PERSON WITH 6 SHARED VOTING POWER 3,868,045 (includes 600,000 shares issuable upon exercise of a warrant) 7 SOLE DISPOSITIVE POWER 37,637 8 SHARED DISPOSITIVE POWER 3,868,045 (includes 600,000 shares issuable upon exercise of a warrant) 5 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 37,637 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (X) 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 <1% 12 TYPE OF REPORTING PERSON IN 6 Item 1(a) Name of Issuer: Advanced Fibre Communications, Inc. Item 1(b) Address of Issuer's Principal Executive Offices: One Willow Brook Court Petaluma, CA 94954 Item 2(a)-(c) Name, Principal Business Address and Citizenship of Persons Filing: This statement is being filed by Tellabs, Inc., a Delaware corporation, whose principal place of business is 4951 Indiana Avenue, Lisle, IL 60532. Brian Jackman is the Executive Vice President and a Director of Tellabs, Inc. Mr. Jackman's principal place of business is 4951 Indiana Avenue, Lisle, IL 60532. Mr. Jackman is a United States citizen. With respect to Mr. Jackman, this statement relates only to Mr. Jackman's indirect, beneficial ownership of shares of Common Stock of Advanced Fibre Communcations, Inc. owned directly by Tellabs, Inc., and certain shares of Common Stock of Advanced Fibre Communications, Inc. owned directly by Mr. Jackman. Item 2(d) Title of Class of Securities: Common Stock Item 2(e) CUSIP Number: 00754A 10 5 7 Item 3. Not Applicable. Item 4. Ownership. A. Tellabs, Inc. ------------ (a) Amount Beneficially Owned: 3,868,045 Shares (b) Percent of Class: 5.1% (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote: 3,868,045 (includes 600,000 shares issuable upon exercise of a warrant) (ii) shared power to vote or to direct the vote: -0- (iii) sole power to dispose or to direct the disposition of: 3,868,045 (includes 600,000 shares issuable upon exercise of a warrant) (iv) shared power to dispose or to direct the disposition of: -0- B. Brian Jackman ------------- (a) Amount Beneficially Owned: 37,637 Shares (excludes 3,868,045 shares of which the reporting person disclaims beneficial ownership)(1) (b) Percent of Class: <1% 8 (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote: 37,637 (ii) shared power to vote or to direct the vote: 3,868,045 (includes 600,000 shares issuable upon exercise of a warrant) (iii) sole power to dispose or to direct the disposition of: 37,637 (iv) shared power to dispose or to direct the disposition of: 3,868,045 (includes 600,000 shares issuable upon exercise of a warrant) (1) The filing of this statement shall not be construed as an admission that the reporting person is, for purposes of Section 13(d) or 13(g) of the Act, the beneficial owner of these securities. Item 5. Ownership of Five Percent or Less of a Class. Not Applicable. Item 6. Ownership of More than Five Percent on Behalf of Another Person. Not Applicable. 9 Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company. Not Applicable. Item 8. Identification and Classification of Members of the Group. Not Applicable. Item 9. Notice of Dissolution of Group. Not Applicable. Item 10. Certification. Not Applicable. 10 SIGNATURE --------- 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. Dated: February 15, 1999 TELLABS, INC. s/Brian Jackman --------------------------------------------- Title: Executive Vice President and Director ------------------------------------- BRIAN JACKMAN s/Brian Jackman --------------------------------------------- 11 EXHIBIT INDEX ------------- Found on Sequentially Exhibit Numbered Page - ------- ------------- Exhibit A: Agreement of Joint Filing 12 EX-1 2 12 EXHIBIT A --------- Agreement of Joint Filing ------------------------- The undersigned hereby agree that they are filing jointly pursuant to Rule 13d-1 of the Act the statement dated February 15 1999, containing the information required by Schedule 13G, for the 3,868,045 Shares of the Common Stock of Advanced Fibre Communications, Inc. held by Tellabs, Inc. Dated: February 15, 1999 TELLABS, INC. By: s/Brian Jackman ---------------------------------------- Title: Executive Vice President and Director ------------------------------------- BRIAN JACKMAN By: s/Brian Jackman ---------------------------------------- -----END PRIVACY-ENHANCED MESSAGE-----