UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549



		


FORM 8-K

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


Date of Report (Date of earliest event reported):  June 9, 1995



			

3Com Corporation
(Exact name of registrant as specified in its charter)


California       0-12867                  94-2605794
(State or other  (Commission File Number) (I.R.S. Employer)
jurisdiction                              Identification No.)
of incorporation
or organization)



5400 Bayfront Plaza                       95052
Santa Clara, California                   (Zip Code)
(Address of principal executive offices)





Registrant's telephone number, including
area code:  (408) 764-5000





Item 2.     Acquisition or Disposition of Assets

	(a)     On June 9, 1995, pursuant to an Agreement and Plan of 
Reorganization dated March 21, 1995 (the "Agreement") among 3Com 
Corporation (the "Company"), Anuinui Acquisition Corporation (the 
"Sub"), a wholly-owned subsidiary of the Company, and Primary 
Access Corporation ("PAC"), a California corporation, the Company 
acquired each issued and outstanding share of common stock and 
each issued and outstanding share of preferred stock of PAC 
(together, the "PAC Stock") through the merger of Sub with and 
into PAC.  Under the terms of the Agreement, the shareholders of 
PAC transferred all of the outstanding stock of PAC to the Sub, in 
exchange for which they received an aggregate of approximately 2.3 
million shares of 3Com common stock and options and warrants to 
acquire approximately 500,000 shares of 3Com common stock with an 
aggregate market value of approximately $173 million on the 
closing date.  The exchange ratio for the conversion into the 
Company's common stock was .2302 of a share for each share of PAC 
Stock.  The acquisition was accounted for as a pooling of 
interests.

	The consideration paid by the Company for the PAC Stock was 
the result of arms-length negotiations between the Company and 
PAC.  PAC had revenues of approximately $30 million over the past 
twelve months ended May 31, 1995.  PAC survives the merger as a 
wholly-owned subsidiary of the Company.

	Under the terms of the Agreement, 10% of the shares of 3Com 
common stock to be issued to the PAC shareholders was deposited 
into an escrow account (the "Escrow Account"), on a pro rata 
basis, as security for the indemnification of the Company by PAC 
for breaches of the representations, warranties and covenants of 
PAC set forth in the Agreement.  Except with respect to breaches 
of certain representations and warranties, the Escrow Account is 
the sole and exclusive source of any claim or remedy by the 
Company against PAC or its shareholders in connection with the 
acquisition.  Subject to reduction based on outstanding or 
resolved claims, the shares of 3Com common stock held in the 
Escrow Account will be distributed to the PAC shareholders upon 
termination of the escrow period on March 21, 1996.

	Prior to the acquisition, no material relationship existed 
between the Company and PAC or any of its affiliates, any director 
or officer of the Company, or any associate of any such director 
or officer.

	PAC is engaged in the business of developing, manufacturing 
and marketing remote access internetworking systems.  The Company 
intends to continue such business.

Item 7.     Financial Statements, Pro Forma Financial
	    Information and Exhibits

(a)     The financial statements of PAC required 
pursuant to Rule 3-05 of Regulation S-X are 
incorporated herein by reference to the Company's 
Registration Statement on Form S-4 as filed on March 
23, 1995, and as amended.

(b)     The pro forma financial information of PAC 
required pursuant to Article 11 of Regulation S-X is 
incorporated herein by reference to the Company's 
Registration Statement on Form S-4 as filed on March 
23, 1995, and as amended.

(c)     The following exhibits are incorporated herein 
by reference to the Company's Registration Statement 
on Form S-4 as filed on March 23, 1995, and as 
amended:

7.1     Agreement and Plan of Reorganization dated 
March 21, 1995 among 3Com Corporation, Anuinui 
Acquisition Corporation and Primary Access 
Corporation.

7.2     Amendment to Agreement and Plan of 
Reorganization dated May 30, 1995 among 3Com 
Corporation, Anuinui Acquisition Corporation and 
Primary Access Corporation.

7.3     Escrow Agreement dated June 9, 1995 among 
3Com Corporation, the First National Bank of 
Boston and Tench Coxe, Kathryn C. Gould and 
William R. Stensrud as Agents of PAC.






			    SIGNATURES


	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.


				3COM CORPORATION



June 20, 1995                   By:  /s/ Christopher B. Paisley
				     __________________________ 
				     Christopher B. Paisley
				     Chief Financial Officer