SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
DataKey, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
237909 10 6
(CUSIP Number)
Mary E. Schaffner
Robert J. Kaukol
Norwest Corporation
Norwest Center
Sixth and Marquette
Minneapolis, MN 55479
(612) 667-0628
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
January 31, 1997
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G
to report the acquisition of which is the subject of this Schedule 13D,
and is filing this schedule because of Rule 13d-1(b)(3) or 94), check
the following box [ ].
Check the following box if a fee is being paid with this statement [ ].
(A fee is not required only if the filing person: (1) has a previous
statement on file reporting beneficial ownership of more than five
percent of the class of securities described in Item 1; and (2) has
filed no amendment subsequent thereto reporting beneficial ownership of
five percent or less of such class.) (See Rule 13d-7).
NOTE: Six copies of this statement, including all exhibits, should be
filed with the Commission. See Rule 13d-1(a) for other parties to whom
copies are to be sent.
*The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class
of securities, and for any subsequent amendment containing information
which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not
be deemed to be "filed" for the purpose of Section 18 of the Securities
Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of
that section of the Act but shall be subject to all other provisions of
the Act (however, see the Notes).
SCHEDULE 13D
CUSIP NO. 237909 10 6
1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Norwest Equity Partners V
Tax Identification No. 41-1799874
2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [X]
3) SEC USE ONLY
4) SOURCE OF FUNDS
Not applicable (see Item 5(c))
5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
6) CITIZENSHIP OR PLACE OF ORGANIZATION
Minnesota
NUMBER OF (7) SOLE VOTING POWER
SHARES 640,516(1)(2)
BENEFICIALLY (8) SHARED VOTING POWER
OWNED BY 0
EACH (9) SOLE DISPOSITIVE POWER
REPORTING 640,516(1)(2)
PERSON (10) SHARED DISPOSITIVE POWER
WITH 0
11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
640,516(1)(2)
12) CHECK BOX IF THE AGGREATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES [ ].
13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
21.1%
14) TYPE OF REPORTING PERSON
PN
______________________
(1) Consists of the total number of shares of common stock of DataKey,
Inc. held of record by all reporting persons. The respective
number of shares, if any, held of record by each reporting person
is set forth in Item 5 of this statement.
(2) Includes 150,000 shares issuable upon conversion of convertible
preferred stock.
SCHEDULE 13D
CUSIP NO. 237909 10 6
1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Itasca Partners V
Tax Identification No. 41-1799877
2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [X]
3) SEC USE ONLY
4) SOURCE OF FUNDS
Not applicable (see Item 5(c))
5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
6) CITIZENSHIP OR PLACE OF ORGANIZATION
Minnesota
NUMBER OF (7) SOLE VOTING POWER
SHARES 640,516(1)(2)
BENEFICIALLY (8) SHARED VOTING POWER
OWNED BY 0
EACH (9) SOLE DISPOSITIVE POWER
REPORTING 640,516(1)(2)
PERSON (10) SHARED DISPOSITIVE POWER
WITH 0
11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
640,516(1)(2)
12) CHECK BOX IF THE AGGREATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES [ ].
13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
21.1%
14) TYPE OF REPORTING PERSON
PN
______________________
(1) Consists of the total number of shares of common stock of Datakey,
Inc. held of record by all reporting persons. The respective
number of shares, if any, held of record by each reporting person
is set forth in Item 5 of this statement.
(2) Includes 150,000 shares issuable upon conversion of convertible
preferred stock.
SCHEDULE 13D
CUSIP NO. 237909 10 6
1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Daniel J. Haggerty
Social Security No. ###-##-####
2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [X]
3) SEC USE ONLY
4) SOURCE OF FUNDS
Not applicable (see Item 5(c))
5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
6) CITIZENSHIP OR PLACE OF ORGANIZATION
United States
NUMBER OF (7) SOLE VOTING POWER
SHARES 640,516(1)(2)
BENEFICIALLY (8) SHARED VOTING POWER
OWNED BY 0
EACH (9) SOLE DISPOSITIVE POWER
REPORTING 640,516(1)(2)
PERSON (10) SHARED DISPOSITIVE POWER
WITH 0
11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
640,516(1)(2)
12) CHECK BOX IF THE AGGREATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES [ ].
13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
21.1%
14) TYPE OF REPORTING PERSON
IN
______________________
(1) Consists of the total number of shares of common stock of DataKey,
Inc. held of record by all reporting persons. The respective
number of shares, if any, held of record by each reporting person
is set forth in Item 5 of this statement.
(2) Includes 150,000 shares issuable upon conversion of convertible
preferred stock.
SCHEDULE 13D
CUSIP NO. 237909 10 6
1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
John E. Lindahl
Social Security No. ###-##-####
2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [X]
3) SEC USE ONLY
4) SOURCE OF FUNDS
Not applicable (see Item 5(c))
5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
6) CITIZENSHIP OR PLACE OF ORGANIZATION
United States
NUMBER OF (7) SOLE VOTING POWER
SHARES 640,516(1)(2)
BENEFICIALLY (8) SHARED VOTING POWER
OWNED BY 0
EACH (9) SOLE DISPOSITIVE POWER
REPORTING 640,516(1)(2)
PERSON (10) SHARED DISPOSITIVE POWER
WITH 0
11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
640,516(1)(2)
12) CHECK BOX IF THE AGGREATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES [ ].
13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
21.1%
14) TYPE OF REPORTING PERSON
IN
______________________
(1) Consists of the total number of shares of common stock of DataKey,
Inc. held of record by all reporting persons. The respective
number of shares, if any, held of record by each reporting person
is set forth in Item 5 of this statement.
(2) Includes 150,000 shares issuable upon conversion of convertible
preferred stock.
SCHEDULE 13D
CUSIP NO. 237909 10 6
1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
George J. Still, Jr.
Social Security No. ###-##-####
2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [X]
3) SEC USE ONLY
4) SOURCE OF FUNDS
Not applicable (see Item 5(c))
5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
6) CITIZENSHIP OR PLACE OF ORGANIZATION
United States
NUMBER OF (7) SOLE VOTING POWER
SHARES 640,516(1)(2)
BENEFICIALLY (8) SHARED VOTING POWER
OWNED BY 0
EACH (9) SOLE DISPOSITIVE POWER
REPORTING 640,516(1)(2)
PERSON (10) SHARED DISPOSITIVE POWER
WITH 0
11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
640,516(1)(2)
12) CHECK BOX IF THE AGGREATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES [ ].
13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
21.1%
14) TYPE OF REPORTING PERSON
IN
______________________
(1) Consists of the total number of shares of common stock of DataKey,
Inc. held of record by all reporting persons. The respective
number of shares, if any, held of record by each reporting person
is set forth in Item 5 of this statement.
(2) Includes 150,000 shares issuable upon conversion of convertible
preferred stock.
ITEM 1. SECURITY AND ISSUER.
This Statement relates to the common stock, par value $.05 per share
of DataKey, Inc., whose executive offices are located at 407 West
Travelers Trail, Burnsville, MN 55337.
ITEM 2. IDENTITY AND BACKGROUND.
(a)-(c) This statement is filed by the entities and persons listed
below:
Norwest Equity Partners V
Itasca Partners V
Daniel J. Haggerty
John E. Lindahl
George J. Still, Jr.
Norwest Equity Partners V is a Minnesota limited
partnership,
of which Itasca Partners V is the general partner. Itasca
Partners V is also a Minnesota limited partnership, of which
Messrs. Haggerty, Lindahl and Still are the general partners.
Mr. Haggerty is the President and CEO of Norwest Venture
Capital, Inc. Messrs. Lindahl and Still are Vice Presidents
of Norwest Venture Capital, Inc. The address of Norwest
Venture Capital, Inc. is 2800 Piper Jaffray Tower, 222 South
Ninth Street, Minneapolis, MN 55479-3388.
(d) During the last five years, none of the persons listed above has
been convicted in any criminal proceedings (excluding traffic
violations or similar misdemeanors).
(e) During the last five years, none of the persons listed above has
been a party to a civil proceeding of a judicial oradministrative
body of competent jurisdiction as a result of which he, she or it
was or is subject to a judgment, decree or final order enjoining
future violations of, or prohibiting or mandating activities
subject to, federal or state securities laws or finding any
violations with respect to such laws.
(f) Each of the entities listed above was organized under the laws
of the state of Minnesota. Each of the natural persons listed
above is a United States citizen.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
The shares of common stock that are the subject of this statement
are held of record by Norwest Equity Partners V. See Item 5(c).
ITEM 4. PURPOSE OF TRANSACTION.
The shares of common stock that are the subject of this statement
are held of record by Norwest Equity Partners V. Norwest Equity
Partners V is holding the shares for investment.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) All reporting persons, as a group, may be deemed to
beneficially own an aggregate of 640,516 shares of common stock.
Norwest Equity Partners V is the record holder of all 640,516 shares.
Messrs. Haggerty, Lindahl and Still may be deemed to beneficially
own 640,516 shares by reason of their affiliation with Norwest
Equity Partners V. See Item 2 for information concerning this
affiliation.
(b) Norwest Equity Partners V has sole voting and sole
disposition power of the shares of common stock held of record by
it.
(c) During the 60 days preceding the filing of this statement,
there have been no transactions in the common stock that were
effected by any reporting person. On January 31, 1997, as the
result of a merger of Norwest Growth Fund, Inc. (NGF) and
Norwest Limited, Inc. (NLI), ownership of 640,516 shares of
DataKey, Inc. was transferred from NGF to NLI. On January 31,
1997, NLI transferred the 640,516 shares of DataKey, Inc. to
Norwest Equity Partners V as a capital contribution.
(d) With the exception of the persons who are the holders of record
of the shares of Common Stock listed above, no other person is
known to have the right to receive or the power to direct the
receipt of dividends from, or the proceeds from the sale of, the
shares of Common Stock beneficially owned by the reporting
persons.
(e) Not applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDING OR RELATIONSHIPS
WITH RESPECT TO SECURITIES OF THE ISSUER.
None.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
None.
SIGNATURES
After reasonable inquiry and to the best of our knowledge and
belief, we certify that the information set forth in this statement
is true, complete, and correct.
Date: April 9, 1997
NORWEST EQUITY PARTNERS V
By: Itasca Partners V
Its: General Partner
By: /s/ John P. Whaley
John P. Whaley, Attorney-in-Fact for
Daniel J. Haggerty, a general partner
ITASCA PARTNERS V
By: /s/ John P. Whaley
John P. Whaley, Attorney-in-Fact for
Daniel J. Haggerty, a general partner
DANIEL J. HAGGERTY
By: /s/ John P. Whaley
John P. Whaley, Attorney-in-Fact for
Daniel J. Haggerty
JOHN E. LINDAHL
By: /s/ John P. Whaley
John P. Whaley, Attorney-in-Fact for
John E. Lindahl
GEORGE J. STILL, JR.
By: /s/ John P. Whaley
John P. Whaley, Attorney-in-Fact for
George J. Still, Jr.
AGREEMENT
The undersigned hereby agree that the statement on Schedule 13D to
which this Agreement is attached, together with any amendments
thereto, shall be filed by Norwest Equity Partners V, Itasca
Partners V, Daniel J. Haggerty, John E. Lindahl and George J. Still,
Jr.
Dated: April 9, 1997
NORWEST EQUITY PARTNERS V
By: Itasca Partners V
Its: General Partner
By: /s/ John P. Whaley
John P. Whaley, Attorney-in-Fact for
Daniel J. Haggerty, a general partner
ITASCA PARTNERS V
By: /s/ John P. Whaley
John P. Whaley, Attorney-in-Fact for
Daniel J. Haggerty, a general partner
DANIEL J. HAGGERTY
By: /s/ John P. Whaley
John P. Whaley, Attorney-in-Fact for
Daniel J. Haggerty
JOHN E. LINDAHL
By: /s/ John P. Whaley
John P. Whaley, Attorney-in-Fact for
John E. Lindahl
GEORGE J. STILL, JR.
By: /s/ John P. Whaley
John P. Whaley, Attorney-in-Fact for
George J. Still
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