content: 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)
                                          
                                    March 3, 1995
                                  February 27, 1995
                                          
                                 AST RESEARCH, INC.
                 (Exact name of registrant as specified in charter)
                                          
  
               Delaware            0-13941             95-3525565
          (State or other       (Commission         (I.R.S. employer
          jurisdiction of      file number)          identification
           incorporation                                  No.)
                                          
                                          
                                          
                                 AST Research, Inc.
                                 16215 Alton Parkway
                              Irvine, California  92718
               (Address of principal executive offices)    (Zip code)
                                          
                                          
         Registrant's telephone number, including area code:  (714) 727-4141
                                          
  
                                          
  
  
  
  Item 5.   Other Events.
  
            On February 27, 1995, AST Research, Inc. (the "Registrant") entered
  into a Stock Purchase Agreement (the "Purchase Agreement") with Samsung
  Electronics Company, Ltd. (the "Purchaser").  Subject to the terms and
  conditions of the Purchase Agreement, the Purchaser will purchase from the
  Registrant 6.44 million newly issued shares of Common Stock, representing ap
  proximately 19.9 percent of the currently outstanding shares of Common Stock,
  at $19.50 per share (the "First Issuance"), and will commence a cash tender
  offer to purchase from the Registrant's stockholders 5.82 million shares of
  Common Stock (the "Offer Shares"), representing approximately 18 percent of
  the of the currently outstanding shares of Common Stock, at $22.00 per share
  (the "Offer").  Concurrently with the acceptances of the Offer Shares for
  purchase under the tender offer, the Purchaser will purchase from the Regis
  trant 5.63 million additional newly issued shares of Common Stock at $22.00
  per share so that its aggregate ownership in the Registrant, giving effect to
  all the purchases, is approximately 40.25%.
  
            The closing of each of the purchases, other than the First
  Issuance, is subject to approval by the stockholders of the Registrant at a
  special meeting currently expected to be held in May 1995.  The Purchaser may
  elect to close the purchase of the First Issuance at any time, subject to
  regulatory approval and certain other conditions as set forth in the Purchase
  Agreement.  In addition to the approval by the Registrant's stockholders, the
  closing of the transactions is subject to United States and Korean regulatory
  approval, as well as a number of other conditions.
  
            The Offer is expected to commence on or before March 6, 1995, and
  to remain open for at least 45 days.  The Offer is subject to the same condi
  tions as the Second Issuance, including receipt of regulatory approval.
  
            As part of its investment, the Purchaser will be entitled to
  certain rights, so long as its ownership does not fall below 30 percent.
  This would include the right to designate for election one less than a
  majority of the Registrant's Board of Directors, approval over certain sig
  nificant transactions and the right to purchase additional equity securities
  to maintain its ownership level.  The Purchaser has agreed to restrict the
  disposition of its shares of the Registrant and to restrict, for a period of
  four years following the closing of the transactions, purchases of additional
  shares that would increase its ownership interest above 49.9 percent.
  
            The parties have also executed a Strategic Alliance Agreement,
  dated as of February 27, 1995 (the "Strategic Alliance Agreement").  The stra
  tegic arrangements provided for in the Strategic Alliance Agreement will
  cover a broad range of commercial relationships between the parties, includ
  ing, among others, expanded and improved supply of critical components 
  manufactured by the Purchaser and used by the Registrant in the manufacture 
  of personal computers, joint product development, cross-OEM (Original 
  Equipment Manufacturer) arrangements and cross-licensing of patents.
  
            The Registrant has agreed not to solicit proposals from others
  regarding a competing transaction; however, the Registrant has the right to
  provide certain information in response to unsolicited proposals and, in
  certain circumstances, may terminate its agreement with the Purchaser upon
  payment of a customary fee.
  
            The foregoing description of the Registrant's Purchase Agreement
  and exhibits thereto, Strategic Alliance Agreement and the transactions con
  templated thereby, does not purport to be complete and is qualified in its en
  tirety by reference to the Registrant's Purchase Agreement and exhibits
  thereto and Strategic Alliance Agreement, copies of which are attached hereto
  as Exhibits 2.1, and 99.1 to 99.8, respectively, and are hereby incorporated
  herein by reference.  A copy of the Registrant's press release, dated
  February 27, 1995, relating to the above-described transactions is attached
  hereto as Exhibit 99.9
  
  Item 7.   Financial Statements, Pro Forma
            Financial Information and Exhibits.
  <TABLE>
  Exhibit No.              Description
  <C>                     <S>
                 2.1       Stock Purchase Agreement, dated as of February 27,
                           1995, by and between AST Research, Inc. and Samsung
                           Electronics Company, Ltd.
  
                 99.1      Form of Amended and Restated Certificate of
                           Incorporation of AST Research, Inc.
  
                 99.2      Form of Amended Bylaws of AST Research, Inc.
  
                 99.3      Amendment to Rights Plan, dated as of March 1,
                           1995, by and between AST Research, Inc. and American 
                           Stock Transfer and Trust Company
  
                 99.4      Amendment to and Clarification of Employment Agreement,
                           dated as of February 27, 1995, by and between AST Research, 
                           Inc. and Safi U. Qureshey
  
                 99.5      Form of Letter of Credit Agreement, by and between AST
                           Research, Inc. and Samsung Electronics Company, Ltd.
  
                 99.6      Form of Registration Rights Agreement, by and between
                           AST Research, Inc. and Samsung Electronics Company, Ltd.
  
                 99.7      Form of Stockholder Agreement, by and between AST
                           Research, Inc. and Samsung Electronics Company, Ltd.
  
                 99.8      Strategic Alliance Agreement, dated as of February 27,
                           1995, by and between AST Research, Inc. and Samsung 
                           Electronics Company, Ltd.
  
                 99.9      Press Release of AST Research, Inc. and Samsung
                           Electronics Company, Ltd., issued February 27, 1995
  </TABLE>
  
  
  
                                      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.
  
                                                AST RESEARCH, INC.
  
  
  
  Date:  March 3, 1995                          By: Bruce C. Edwards
                                                    Executive Vice President
                                                     and Chief Financial Officer
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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)
                                          
                                    March 3, 1995
                                  February 27, 1995
                                          
                                 AST RESEARCH, INC.
                 (Exact name of registrant as specified in charter)
                                          
  
               Delaware            0-13941             95-3525565
          (State or other       (Commission         (I.R.S. employer
          jurisdiction of      file number)          identification
           incorporation                                  No.)
                                          
                                          
                                          
                                 AST Research, Inc.
                                 16215 Alton Parkway
                              Irvine, California  92718
               (Address of principal executive offices)    (Zip code)
                                          
                                          
         Registrant's telephone number, including area code:  (714) 727-4141
                                          
  
                                          
  
  Item 5.   Other Events.
  
            On February 27, 1995, AST Research, Inc. (the "Registrant") entered
  into a Stock Purchase Agreement (the "Purchase Agreement") with Samsung
  Electronics Company, Ltd. (the "Purchaser").  Subject to the terms and
  conditions of the Purchase Agreement, the Purchaser will purchase from the
  Registrant 6.44 million newly issued shares of Common Stock, representing ap
  proximately 19.9 percent of the currently outstanding shares of Common Stock,
  at $19.50 per share (the "First Issuance"), and will commence a cash tender
  offer to purchase from the Registrant's stockholders 5.82 million shares of
  Common Stock (the "Offer Shares"), representing approximately 18 percent of
  the of the currently outstanding shares of Common Stock, at $22.00 per share
  (the "Offer").  Concurrently with the acceptances of the Offer Shares for
  purchase under the tender offer, the Purchaser will purchase from the Regis
  trant 5.63 million additional newly issued shares of Common Stock at $22.00
  per share so that its aggregate ownership in the Registrant, giving effect to
  all the purchases, is approximately 40.25%.
  
            The closing of each of the purchases, other than the First
  Issuance, is subject to approval by the stockholders of the Registrant at a
  special meeting currently expected to be held in May 1995.  The Purchaser may
  elect to close the purchase of the First Issuance at any time, subject to
  regulatory approval and certain other conditions as set forth in the Purchase
  Agreement.  In addition to the approval by the Registrant's stockholders, the
  closing of the transactions is subject to United States and Korean regulatory
  approval, as well as a number of other conditions.
  
            The Offer is expected to commence on or before March 6, 1995, and
  to remain open for at least 45 days.  The Offer is subject to the same condi
  tions as the Second Issuance, including receipt of regulatory approval.
  
            As part of its investment, the Purchaser will be entitled to
  certain rights, so long as its ownership does not fall below 30 percent.
  This would include the right to designate for election one less than a
  majority of the Registrant's Board of Directors, approval over certain sig
  nificant transactions and the right to purchase additional equity securities
  to maintain its ownership level.  The Purchaser has agreed to restrict the
  disposition of its shares of the Registrant and to restrict, for a period of
  four years following the closing of the transactions, purchases of additional
  shares that would increase its ownership interest above 49.9 percent.
  
            The parties have also executed a Strategic Alliance Agreement,
  dated as of February 27, 1995 (the "Strategic Alliance Agreement").  The stra
  tegic arrangements provided for in the Strategic Alliance Agreement will
  cover a broad range of commercial relationships between the parties, includ
  ing, among others, expanded and improved supply of critical components 
  manufactured by the Purchaser and used by the Registrant in the manufacture 
  of personal computers, joint product development, cross-OEM (Original 
  Equipment Manufacturer) arrangements and cross-licensing of patents.
  
            The Registrant has agreed not to solicit proposals from others
  regarding a competing transaction; however, the Registrant has the right to
  provide certain information in response to unsolicited proposals and, in
  certain circumstances, may terminate its agreement with the Purchaser upon
  payment of a customary fee.
  
            The foregoing description of the Registrant's Purchase Agreement
  and exhibits thereto, Strategic Alliance Agreement and the transactions con
  templated thereby, does not purport to be complete and is qualified in its en
  tirety by reference to the Registrant's Purchase Agreement and exhibits
  thereto and Strategic Alliance Agreement, copies of which are attached hereto
  as Exhibits 2.1, and 99.1 to 99.8, respectively, and are hereby incorporated
  herein by reference.  A copy of the Registrant's press release, dated
  February 27, 1995, relating to the above-described transactions is attached
  hereto as Exhibit 99.9
  
  Item 7.   Financial Statements, Pro Forma
            Financial Information and Exhibits.
  
  Exhibit No.              Description
  2.1       Stock Purchase Agreement, dated as of February 27,
                           1995, by and between AST Research, Inc. and Samsung
                           Electronics Company, Ltd.
  
                 99.1      Form of Amended and Restated Certificate of
                           Incorporation of AST Research, Inc.
  
                 99.2      Form of Amended Bylaws of AST Research, Inc.
  
                 99.3      Amendment to Rights Plan, dated as of March 1,
                           1995, by and between AST Research, Inc. and American 
                           Stock Transfer and Trust Company
  
                 99.4      Amendment to and Clarification of Employment Agreement,
                           dated as of February 27, 1995, by and between AST Research, 
                           Inc. and Safi U. Qureshey
  
                 99.5      Form of Letter of Credit Agreement, by and between AST
                           Research, Inc. and Samsung Electronics Company, Ltd.
  
                 99.6      Form of Registration Rights Agreement, by and between
                           AST Research, Inc. and Samsung Electronics Company, Ltd.
  
                 99.7      Form of Stockholder Agreement, by and between AST
                           Research, Inc. and Samsung Electronics Company, Ltd.
  
                 99.8      Strategic Alliance Agreement, dated as of February 27,
                           1995, by and between AST Research, Inc. and Samsung 
                           Electronics Company, Ltd.
  
                 99.9      Press Release of AST Research, Inc. and Samsung
                           Electronics Company, Ltd., issued February 27, 1995
  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.
  
                                                AST RESEARCH, INC.
  
  Date:  March 3, 1995                          By: Bruce C. Edwards
                                                    Executive Vice President
                                                     and Chief Financial Officer