content: <PAGE>
  
                        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 28, 2000
  
                              Alteon WebSystems, Inc.
              (Exact name of registrant as specified in its charter)
  
                                     Delaware
                  (State or other jurisdiction of incorporation)
  
         000-27247                                           77-0429769
  (Commission File No.)                          (IRS Employer Identification No.)
  
                              50 Great Oaks Boulevard
                                San Jose, CA  95119
               (Address of principal executive offices and zip code)
  
        Registrant's telephone number, including area code: (408) 360-5500
  
                               ____________________
  
  <PAGE>
  
  Item 5.  Other Events
  
       On August 28, 2000, Alteon WebSystems, Inc. ("Alteon") announced a
  definitive agreement to acquire Bluetail AB, a Swedish-based, privately-held
  Internet startup ("Bluetail") for approximately US $152 million in a stock-for-
  stock shareholder exchange.  Bluetail's core technology, a software-processing
  engine, identifies different types of Web traffic and processes the traffic
  based on individual customer policies and application type.  Alteon plans to
  incorporate Bluetail's software into new Webworking applications developed for
  Alteon's integrated ServiceDirector platform.
  
       Alteon's press release, dated August 28, 2000, titled "Alteon WebSystems to
  Acquire Bluetail for $152 Million" is attached hereto as Exhibit 99.1.
  
       On August 29, 2000, Nortel Networks ("Nortel") and Alteon announced the
  early termination on August 28, 2000, of the waiting period imposed by the Hart-
  Scott-Rodino Antitrust Improvements Act of 1976 in connection with the
  acquisition of Alteon by Nortel.
  
       Nortel's press release, dated August 29, 2000, titled "Nortel Networks,
  Alteon WebSystems Announce Early Termination Of Hart-Scott-Rodino Waiting
  Period in Connection With Acquisition" is attached hereto as Exhibit 99.2.
  
  Item 7.  Financial Statements and Exhibits
  
  (c) Exhibits
  
       Exhibit
       Number              Description
       --------------      --------------------------------------------------
       99.1                Press Release titled "Alteon WebSystems to Acquire
                           Bluetail for $152 Million" dated August 28, 2000.
  
       99.2                Press Release titled "Nortel Networks, Alteon
                           WebSystems Announce Early Termination Of Hart-
                           Scott-Rodino Waiting Period in Connection With
                           Acquisition" dated August 29, 2000.
  <PAGE>
  
                                     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.
  
                                     ALTEON WEBSYSTEMS, INC.
  
  
  Dated:  August 31, 2000            By: /s/ James G. Burke
                                        ------------------------------------------
                                             James G. Burke
                                             Chief Financial Officer and Secretary
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text: 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 28, 2000
  
                              Alteon WebSystems, Inc.
              (Exact name of registrant as specified in its charter)
  
                                     Delaware
                  (State or other jurisdiction of incorporation)
  
         000-27247                                           77-0429769
  (Commission File No.)                          (IRS Employer Identification No.)
  
                              50 Great Oaks Boulevard
                                San Jose, CA  95119
               (Address of principal executive offices and zip code)
  
        Registrant's telephone number, including area code: (408) 360-5500
  
                               ____________________
  Item 5.  Other Events
  
       On August 28, 2000, Alteon WebSystems, Inc. ("Alteon") announced a
  definitive agreement to acquire Bluetail AB, a Swedish-based, privately-held
  Internet startup ("Bluetail") for approximately US $152 million in a stock-for-
  stock shareholder exchange.  Bluetail's core technology, a software-processing
  engine, identifies different types of Web traffic and processes the traffic
  based on individual customer policies and application type.  Alteon plans to
  incorporate Bluetail's software into new Webworking applications developed for
  Alteon's integrated ServiceDirector platform.
  
       Alteon's press release, dated August 28, 2000, titled "Alteon WebSystems to
  Acquire Bluetail for $152 Million" is attached hereto as Exhibit 99.1.
  
       On August 29, 2000, Nortel Networks ("Nortel") and Alteon announced the
  early termination on August 28, 2000, of the waiting period imposed by the Hart-
  Scott-Rodino Antitrust Improvements Act of 1976 in connection with the
  acquisition of Alteon by Nortel.
  
       Nortel's press release, dated August 29, 2000, titled "Nortel Networks,
  Alteon WebSystems Announce Early Termination Of Hart-Scott-Rodino Waiting
  Period in Connection With Acquisition" is attached hereto as Exhibit 99.2.
  
  Item 7.  Financial Statements and Exhibits
  
  (c) Exhibits
  
       Exhibit
       Number              Description
       --------------      --------------------------------------------------
       99.1                Press Release titled "Alteon WebSystems to Acquire
                           Bluetail for $152 Million" dated August 28, 2000.
  
       99.2                Press Release titled "Nortel Networks, Alteon
                           WebSystems Announce Early Termination Of Hart-
                           Scott-Rodino Waiting Period in Connection With
                           Acquisition" dated August 29, 2000.
  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.
  
                                     ALTEON WEBSYSTEMS, INC.
  
  Dated:  August 31, 2000            By: /s/ James G. Burke
                                        ------------------------------------------
                                             James G. Burke
                                             Chief Financial Officer and Secretary