FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

OMB APPROVAL
OMB Number: 3235-0104
Expires: November 30, 2011
Estimated average burden
hours per response... 0.5
                      
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

ARRIS GROUP INC

2. Date of Event Requiring Statement (MM/DD/YYYY)
11/21/2011 

3. Issuer Name and Ticker or Trading Symbol

BigBand Networks, Inc. [BBND]

(Last)        (First)        (Middle)

3871 LAKEFIELD DRIVE

4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                            ___ X ___ 10% Owner
_____ Officer (give title below)          _____ Other (specify below)

(Street)

SUWANEE, GA 30024       

(City)              (State)              (Zip)
5. If Amendment, Date Original Filed (MM/DD/YYYY)

 

6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person


Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4) 		2. Amount of Securities Beneficially Owned
(Instr. 4) 		3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5) 		4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock   67103577   (1) (2) (3) I   See Footnote   (4)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4) 		2. Date Exercisable and Expiration Date
(MM/DD/YYYY) 		3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4) 		4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5) 		6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares

Explanation of Responses:
( 1)  On October 10, 2011, ARRIS Group, Inc., a Delaware corporation ("Parent"), Amsterdam Acquisition Sub, Inc., a Delaware corporation and wholly owned subsidiary of Parent ("Purchaser"), and BigBand Networks, Inc., a Delaware corporation (the "Company"), entered into an Agreement and Plan of Merger (the "Merger Agreement"). As contemplated by the terms of the Merger Agreement, Purchaser commenced, on October 21, 2011, a cash tender offer (the "Offer") to purchase all outstanding shares (the "Shares") of common stock, par value $0.001 per Share, of the Company, at a price of $2.24 per Share, net to the seller in cash, and subject to the terms and conditions set forth in the Offer to Purchase, dated October 21, 2011, included as an exhibit to the Tender Offer Statement on Schedule TO filed by Parent and Purchaser with the Securities and Exchange Commission (the "SEC") on October 21, 2011. (Continued on footnote 2)
( 2)  The Offer expired at 12:00 midnight, New York City time, on Friday, November 18, 2011. An aggregate of 67,103,577 Shares were validly tendered and not withdrawn (including 728,324 Shares tendered under guaranteed delivery procedures), representing approximately 92.5% of the Company's outstanding common stock. On November 21, 2011, Purchaser accepted for payment all validly tendered and not withdrawn Shares.
( 3)  On November 21, 2011, the Company filed a Form 15 with the SEC to terminate the registration of its common stock under Section 12 of the Securities Exchange Act of 1934, as amended.
( 4)  Purchaser was a direct, wholly owned subsidiary of Parent and was the owner of the Shares purchased in the Offer. Pursuant to the terms of the Merger Agreement, on November 21, 2011, Purchaser merged with and into the Company (the "Merger") and each share of common stock, par value $0.001 per share, of Purchaser that was outstanding immediately prior to the Merger was converted into one share of common stock, par value $0.001 per share, of the Company, as the surviving corporation. As a result of the Merger, Purchaser's corporate existence ceased.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
ARRIS GROUP INC
3871 LAKEFIELD DRIVE
SUWANEE, GA 30024
X


Signatures
/s/ Lawrence A. Margolis 11/21/2011
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
Bigband Networks (MM) (NASDAQ:BBND)
Historical Stock Chart
From Apr 2024 to May 2024 Click Here for more Bigband Networks (MM) Charts.
Bigband Networks (MM) (NASDAQ:BBND)
Historical Stock Chart
From May 2023 to May 2024 Click Here for more Bigband Networks (MM) Charts.