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 
  
  
                               August 3, 1998           
                     (Date of earliest event reported) 
  
                                       
                            Stratus Computer, Inc.                
           (Exact name of Registrant as specified in its charter) 
  
  
  Massachusetts                  0-12064                   04-2697554 
  (State of                (Commission File No.)         (IRS Employer 
  Incorporation)                                       Identification No.) 
  
                                       
          55 Fairbanks Boulevard, Marlborough, Massachusetts 01752     
        (Address of principal executive offices, including zip code) 
  
                                       
                              (508) 460-2000                     
            (Registrant's telephone number, including area code) 
  
                                       
                                    N/A                             
       (Former name or former address, if changed since last report) 
  

  
  
 ITEM 5.  OTHER EVENTS. 
  
      Stratus Computer, Inc., a Massachusetts corporation ("Stratus"),
 Ascend Communications, Inc., a Delaware corporation ("Ascend"), and
 Wildcard Merger Corporation, a Delaware corporation, have entered into an
 Agreement and Plan of Merger dated as of August 3, 1998 (the "Merger
 Agreement").  The Merger Agreement is filed herewith as Exhibit 2.1 and is
 incorporated herein by reference. 
  
           In connection with the execution of the Merger Agreement, Stratus
 and BankBoston, N.A. entered into an Amendment to Rights Agreement (the
 "Amendment") dated as of August 3, 1998, amending the Rights Agreement
 between Stratus and The First National Bank of Boston, as Rights Agent,
 dated as of December 4, 1990.  The Amendment is filed herewith as Exhibit
 4.1 and is incorporated herein by reference. 
  
           Stratus and Ascend have issued a joint press release announcing
 the Merger Agreement, which is filed herewith as Exhibit 99.1 and is
 incorporated herein by reference. 
  
 Item 7.   Financial Statement, Pro Forma Financial Information and
           Exhibits. 
  
 (c)       Exhibits. 
  
 Exhibit No.              Description 
  
   2.1          Agreement and Plan of Merger, dated as of August 3, 1998, by
                and among Stratus Computer, Inc., Ascend Communications, Inc.
                and Wildcard Merger Corporation. 
  
   4.1          Amendment to Rights Agreement, dated as of August 3, 1998,
                by and between Stratus and BankBoston, N.A. 
  
   99.1         Press Release issued by Stratus and Ascend dated August 3,
                1998. 
  


                                   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. 
  
                                    STRATUS COMPUTER, INC. 
  
  
                               By: /s/ Maurice L. Castonguay
                                  ---------------------------
                                   Maurice L. Castonguay
                                   Chief Financial Officer
  
  
 Dated:  August 5, 1998 
  

  
  
                               EXHIBIT INDEX 
  
 Exhibit No.             Description 
  
  2.1         Agreement and Plan of Merger, dated as of August 3, 1998 by and
              among Stratus Computer, Inc., Ascend Communications, Inc. and
              Wildcard Merger Corporation. 
  
  4.1         Amendment to Rights Agreement, dated as of August 3, 1998, by and
              between Stratus and BankBoston, N.A. 
  
  99.1        Press Release issued by Stratus Computer, Inc. and Ascend
              Communications, Inc. dated August 3, 1998.
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{"company-data": {"conformed-name": "STRATUS COMPUTER INC", "cik": "0000723610", "assigned-sic": "3571", "irs-number": "042697554", "state-of-incorporation": "MA", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "001-10405", "film-number": "98677878"}, "business-address": {"street1": "55 FAIRBANKS BLVD", "city": "MARLBORO", "state": "MA", "zip": "01752", "phone": "5084602000"}, "mail-address": {"street1": "55 FAIRBANKS BLVD", "city": "MARLBORO", "state": "MA", "zip": "01752"}}
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 
  
  
                               August 3, 1998           
                     (Date of earliest event reported) 
  
                                       
                            Stratus Computer, Inc.                
           (Exact name of Registrant as specified in its charter) 
  
  
  Massachusetts                  0-12064                   04-2697554 
  (State of                (Commission File No.)         (IRS Employer 
  Incorporation)                                       Identification No.) 
  
                                       
          55 Fairbanks Boulevard, Marlborough, Massachusetts 01752     
        (Address of principal executive offices, including zip code) 
  
                                       
                              (508) 460-2000                     
            (Registrant's telephone number, including area code) 
  
                                       
                                    N/A                             
       (Former name or former address, if changed since last report) 
  

  
  
 ITEM 5.  OTHER EVENTS. 
  
      Stratus Computer, Inc., a Massachusetts corporation ("Stratus"),
 Ascend Communications, Inc., a Delaware corporation ("Ascend"), and
 Wildcard Merger Corporation, a Delaware corporation, have entered into an
 Agreement and Plan of Merger dated as of August 3, 1998 (the "Merger
 Agreement").  The Merger Agreement is filed herewith as Exhibit 2.1 and is
 incorporated herein by reference. 
  
           In connection with the execution of the Merger Agreement, Stratus
 and BankBoston, N.A. entered into an Amendment to Rights Agreement (the
 "Amendment") dated as of August 3, 1998, amending the Rights Agreement
 between Stratus and The First National Bank of Boston, as Rights Agent,
 dated as of December 4, 1990.  The Amendment is filed herewith as Exhibit
 4.1 and is incorporated herein by reference. 
  
           Stratus and Ascend have issued a joint press release announcing
 the Merger Agreement, which is filed herewith as Exhibit 99.1 and is
 incorporated herein by reference. 
  
 Item 7.   Financial Statement, Pro Forma Financial Information and
           Exhibits. 
  
 (c)       Exhibits. 
  
 Exhibit No.              Description 
  
   2.1          Agreement and Plan of Merger, dated as of August 3, 1998, by
                and among Stratus Computer, Inc., Ascend Communications, Inc.
                and Wildcard Merger Corporation. 
  
   4.1          Amendment to Rights Agreement, dated as of August 3, 1998,
                by and between Stratus and BankBoston, N.A. 
  
   99.1         Press Release issued by Stratus and Ascend dated August 3,
                1998. 
  

                                   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. 
  
                                    STRATUS COMPUTER, INC. 
  
  
                               By: /s/ Maurice L. Castonguay
                                  ---------------------------
                                   Maurice L. Castonguay
                                   Chief Financial Officer
  
  
 Dated:  August 5, 1998 
  

  
  
                               EXHIBIT INDEX 
  
 Exhibit No.             Description 
  
  2.1         Agreement and Plan of Merger, dated as of August 3, 1998 by and
              among Stratus Computer, Inc., Ascend Communications, Inc. and
              Wildcard Merger Corporation. 
  
  4.1         Amendment to Rights Agreement, dated as of August 3, 1998, by and
              between Stratus and BankBoston, N.A. 
  
  99.1        Press Release issued by Stratus Computer, Inc. and Ascend
              Communications, Inc. dated August 3, 1998.