UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
___________
FORM 10-Q/A
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
FOR THE FISCAL QUARTER ENDED DECEMBER 31, 1997, OR
[_] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
FOR THE TRANSITION PERIOD FROM TO .
COMMISSION FILE NUMBER: 000-23193
___________
APPLIED MICRO CIRCUITS CORPORATION
(Exact name of Registrant as specified in its charter)
DELAWARE 94-2586591
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
6290 SEQUENCE DRIVE
SAN DIEGO, CA 92121
(Address of principal executive offices)
Registrant's telephone number, including area code: (619) 450-9333
___________
Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934, as amended (the "Exchange Act") during the preceding 12 months (or for
such shorter period that the Registrant was required to file such reports) and
(2) has been subject to such filing requirements for the past 90 days.
YES [x] * NO ___
-----
As of February 18, 1998, 20,995,781 shares of the Registrant's Common Stock
were issued and outstanding.
* The Registrant has been subject to such filing requirements since November
24, 1997, the effective date of the Registrant's Registration Statement on Form
8-A.
APPLIED MICRO CIRCUITS CORPORATION
INDEX
PAGE
----
Part II. OTHER INFORMATION
Item 2. Changes in Securities and Use of Proceeds......................... 3
================================================================================
The Registrant hereby amends the following item of its Form 10-Q for
the quarterly period ended December 31, 1997 previously filed with the
Securities and Exchange Commission.
APPLIED MICRO CIRCUITS CORPORATION
PART II. OTHER INFORMATION
ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS
Use of Proceeds
(1) The Company filed a Registration Statement on Form S-1 (the
"Registration Statement"), File No. 333-37609, which was declared
effective by the Securities and Exchange Commission on November
24, 1997.
(2) The offering pursuant to the Registration Statement commenced on
November 25, 1997.
(3) (i) The offering has terminated but did not do so before the
sale of all securities registered pursuant to the
Registration Statement.
(ii) The managing underwriters of the offering were BancAmerica
Robertson Stephens, NationsBanc Montgomery Securities
LLC, and Cowen & Company.
(iii) Pursuant to the Registration Statement, the Company
registered its Common Stock.
(iv) Pursuant to the Registration Statement, the Company
registered 6,385,950 shares of Common Stock. Of such
shares of Common Stock, 3,538,448 shares were sold by the
Company and 2,847,502 shares were sold by certain
stockholders of the Company.
(v) From November 24, 1997 to December 31, 1997, the Company
incurred $3,196,718 of total expenses in connection with
the offering as follows:
(1) $1,981,531 in underwriting discounts and commissions;
and
(2) $1,215,187 in other expenses (not including finders'
fees or expenses paid to or for the underwriters).
All of such expenses were direct or indirect payments to
others.
(vi) The net offering proceeds to the Company after deducting
total expenses in clause (v) above were $25,110,866.
(vii) The Company has invested the net offering proceeds of
$25,110,866 in short-term investments consisting of United
States Treasury Notes, obligations of United States
government agencies and corporate bonds with maturities
ranging from January 2, 1998 to December 19, 2000.
(viii) The use of proceeds in clause (vii) does not represent a
material change in the use of proceeds described in the
prospectus of the Registration Statement.
-3-
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, thereunto duly authorized.
Date: February 18, 1998 Applied Micro Circuits Corporation
By: /s/ Joel O. Holliday
-----------------------------------
Joel O. Holliday
Vice President, Finance and Administration
And Chief Financial Officer
(Duly Authorized Signatory and Principal
Financial and Accounting Officer)
-4-