SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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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): Februray 19, 2002
BE INCORPORATED
(Exact name of registrant as specified in charter)
DELAWARE 000-26387 94-3123667
(State or other Jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
655 WEST EVELYN STREET
MOUNTAIN VIEW, CALIFORNIA 94041
(Address of principal executive offices)
(650) 965-4842
(Registrant's telephone number, including area code)
Item 5. Other Events.
On February 19, 2002, Be Incorporated, a Delaware corporation (the
"Company") announced that it had filed suit against Microsoft Corporation
("Microsoft") for the destruction of Be's business resulting from the
anticompetitive business practices of Microsoft. A copy of the press release
issued by the Company is attached hereto as Exhibit 99.1.
On March 4, 2002, the Company announced that on March 15, 2002, it plans to
file a certificate of dissolution with the Delaware Secretary of State in
accordance with the plan of dissolution approved by stockholders on November 12,
2001. The Company also announced that it would voluntarily delist from the
Nasdaq National Market (the "Nasdaq") effective March 15, 2002 and that its
shares will no longer be traded on the Nasdaq beginning the next trading day
following the filing of the certificate of dissolution. A copy of the press
release issued by the Company is attached hereto as Exhibit 99.2
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(a) Financial statements of business acquired. Not applicable.
(b) Pro forma financial information. Not applicable.
(c) Exhibits.
Exhibit Number Description
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99.1 Press Release titled "Be Incorporated Files Suit Against Microsoft for
Violations of Antitrust Laws" dated February 19, 2002.
99.2 Press Release titled "Be Incorporated to File Certificate of
Dissolution and Voluntarily Delist From Nasdaq National Market on
March 15, 2002" dated March 4, 2002.
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.
Date: March 6, 2002
BE INCORPORATED
By: /s/ Daniel S. Johnston
Daniel S. Johnston, President
EXHIBIT INDEX
Exhibit Number Description
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99.1 Press Release titled "Be Incorporated Files Suit Against Microsoft for
Violations of Antitrust Laws" dated February 19, 2002.
99.2 Press Release titled "Be Incorporated to File Certificate of
Dissolution and Voluntarily Delist From Nasdaq National Market on
March 15, 2002" dated March 4, 2002.