1 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): August 14, 1998 ------------------- GEOTEL COMMUNICATIONS CORPORATION -------------------------------------------------------------------- (Exact name of Registrant as specified in its charter) Delaware 0-21761 04-3194255 -------- ------- ---------- (State or other jurisdiction of (Commission file number) (I.R.S. Employer incorporation or organization) Identification No.) 900 Chelmsford Street, Tower II, Floor 12, Lowell, MA 01851 (Address of principal executive offices) ----------- (Zip Code) Registrant's telephone number including area code: 978-275-5100 ------------- No change since last report --------------------------- (Former name or address, if changed since last report) 2 ITEM 5. OTHER EVENTS. The Registrant effected a two-for-one stock split in the form of a 100% stock dividend payable on September 22, 1998 to stockholders of record on August 31, 1998. 3 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 thereunto duly authorized. GEOTEL COMMUNICATIONS CORPORATION By: /s/ Timothy J. Allen ------------------------------- Timothy J. Allen Vice President of Finance, Chief Financial Officer, Treasurer and Secretary Dated: September 23, 1998