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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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: January 28, 2000
(Date of earliest event reported)
ACTIVE VOICE CORPORATION
(Exact Name of Registrant as Specified in Charter)
Washington 0-22804 91-1235111
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
2901 Third Avenue
Seattle, Washington 98121
(Address of Principal Executive Offices, including Zip Code)
(206) 441-4700
(Registrant's telephone number, including area code)
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ITEM 5. OTHER EVENTS
On January 28, 2000, Active Voice Corporation (the "Company") entered
into a Stock Acquisition Agreement (the "Acquisition Agreement") to
acquire privately-held PhoneSoft Inc. ("PhoneSoft") for 85,083 shares
of common stock of the Company. PhoneSoft is a provider of computer
telephony software and technology and has developed unified messaging
applications that provide voice mail and auto-attendant functionality
in the Lotus Notes/Domino environment. In connection with the
acquisition, the employees of PhoneSoft Inc. will join the Company.
The transaction is intended to be a tax-free reorganization under the
Internal Revenue Code of 1986, as amended.
The foregoing summary of the transaction does not purport to be
complete and is qualified in its entirety by reference to the
Acquisition Agreement, a copy of which is attached hereto as Exhibit
2.1 and is hereby incorporated by reference.
ITEM 7. EXHIBITS
2.1 Stock Acquisition Agreement, dated January 28, 2000,
by and between Active Voice Corporation, a Washington
Corporation, and PhoneSoft Inc., a privately-held
company
SIGNATURE
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.
Dated: February 7, 2000
ACTIVE VOICE CORPORATION
By /s/ Jose S. David
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Jose S. David
Chief Financial Officer
INDEX TO EXHIBITS
2.1 Stock Acquisition Agreement, dated January 28, 2000, by and
between Active Voice Corporation, a Washington Corporation,
and PhoneSoft Inc., a privately-held company