Edgar Filing: AUTHENTEC INC

Ownership Submission

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Â HARRIS CORP /DE/

2. Date of Event Requiring Statement (Month/Day/Year)
06/26/2007

3. Issuer Name and Ticker or Trading Symbol
AUTHENTEC INC [AUTH]

(Last)

(First)

(Middle)

1025 WEST NASA BOULEVARD

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

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

5. If Amendment, Date Original Filed(Month/Day/Year)

(Street)

MELBOURNE,Â FLÂ 32919-0001

6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

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)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.			SEC 1473 (7-02)
	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.

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		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)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)
Series A Convertible Preferred Stock	Â ⁽¹⁾	Â ⁽¹⁾	Common Stock	1,223,750 ⁽¹⁾	$ ⁽¹⁾	D	Â
Series B Convertible Preferred Stock	Â ⁽¹⁾	Â ⁽¹⁾	Common Stock	797,330 ⁽¹⁾	$ ⁽¹⁾	D	Â
Series C Convertible Preferred Stock	Â ⁽¹⁾	Â ⁽¹⁾	Common Stock	833,080 ⁽¹⁾	$ ⁽¹⁾	D	Â
Series D Convertible Preferred Stock	Â ⁽¹⁾	Â ⁽¹⁾	Common Stock	375,979 ⁽¹⁾	$ ⁽¹⁾	D	Â
Preferred Stock Purchase Warrant	Â ⁽²⁾	09/25/2010	Series B Convertible Preferred Stock	42,365 ⁽²⁾	$ 9 ⁽²⁾	D	Â
Warrant to Purchase Shares of Series C Preferred Stock	Â ⁽²⁾	12/31/2007	Series C Convertible Preferred Stock	355,154 ⁽²⁾	$ 2.0048 ⁽²⁾	D	Â
4% Senior Secured Convertible Promissory Note due 2010	Â ⁽³⁾	12/31/2010	Common Stock	$ 1,544,441.51	$ 6 ⁽⁴⁾	D	Â

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
HARRIS CORP /DE/ 1025 WEST NASA BOULEVARD MELBOURNE,Â FLÂ 32919-0001	Â	Â X	Â	Â

Signatures

Harris Corporation Name and Title: /s/ Scott T. Mikuen Vice President, Associate General Counsel and Corporate Secretary		06/26/2007
^**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	The Convertible Preferred Stock is convertible into Common Stock at any time, at the holder's election, on a one-for-one basis and has no expiration date. The number of underlying shares of Common Stock reported in Column 3 reflects a 1-for-4 reverse stock split effected on June 26, 2007, pursuant to which each share of Common Stock was exchanged for 1/4 of a share of Common Stock.
(2)	The warrants are fully exercisable as of the date hereof. The number of underlying shares of Common Stock reported in Column 3 and the exercise price reported in Column 4 reflect a 1-for-4 reverse stock split effected on June 26, 2007, pursuant to which each share of Common Stock was exchanged for 1/4 of a share of Common Stock. Upon the closing of the issuer's initial public offering, each warrant to purchase Convertible Preferred Stock will automatically become a warrant to purchase Common Stock.
(3)	The note is to be automatically converted into shares of Common Stock upon the closing of the issuer's public offering or upon the consummation of a qualifying transaction resulting in a change of control of the issuer.
(4)	Reflects a 1-for-4 reverse stock split effected on June 26, 2007, pursuant to which each share of Common Stock was exchanged into 1/4 of a share of Common Stock.

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