<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 6)*
NORSTAN, INC.
(Name of Issuer)
COMMON STOCK
(Title of Class of Securities)
656535101
(CUSIP Number)
April 30, 1999
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[_] Rule 13d-1(b)
[_] Rule 13d-(c)
[_] Rule 13d-1(d)
*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).
Page 1 of 5 pages
<PAGE>
- ----------------------- ---------------------
CUSIP NO. 656535101 13G PAGE 2 OF 5 PAGES
- ----------------------- ---------------------
- ------------------------------------------------------------------------------
NAME OF REPORTING PERSONS
1 S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
HEARTLAND ADVISORS, INC.
#39-1078128
- ------------------------------------------------------------------------------
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
2 (a) [_]
(b) [_]
- ------------------------------------------------------------------------------
SEC USE ONLY
3
- ------------------------------------------------------------------------------
CITIZENSHIP OR PLACE OF ORGANIZATION
4
WISCONSIN, USA
- ------------------------------------------------------------------------------
SOLE VOTING POWER
5
NUMBER OF 1,260,600
SHARES -----------------------------------------------------------
SHARED VOTING POWER
BENEFICIALLY 6
None
OWNED BY
-----------------------------------------------------------
EACH SOLE DISPOSITIVE POWER
7
REPORTING 1,853,400
PERSON -----------------------------------------------------------
SHARED DISPOSITIVE POWER
WITH 8
None
- ------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9
1,853,400
- ------------------------------------------------------------------------------
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
10
[_]
- ------------------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
11
17.3%
- ------------------------------------------------------------------------------
TYPE OF REPORTING PERSON*
12
1A
- ------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
Item 1(a) Name of Issuer: Norstan, Inc.
Item 1(b) Address of Issuer's Principal Executive Offices:
5101 Shady Oak Road
Minnetonka, MN 55343-4100
Item 2(a) Name of Person Filing: Heartland Advisors, Inc.
Item 2(b) Address of Principal Business Office:
Heartland Advisors, Inc.
790 North Milwaukee Street
Milwaukee, WI 53202
Item 2(c) Citizenship: Heartland Advisors is a Wisconsin corporation.
Item 2(d) Title of Class of Securities: Common Stock
Item 2(e) CUSIP Number: 656535101
Item 3. This statement is filed pursuant to Rule 13d-1(b) or 13d-2(b)
and the person filing is an investment adviser registered under
section 203 of the Investment Advisers Act of 1940.
(a)____ Broker or Dealer registered under Section 15 of the Act (15
U.S.C. 78o).
(b)____ Bank as defined in Section 3(a)(6) of the Act (15 U.S.C.
78c).
(c)____ Insurance company as defined in Section 3(a)(19) of the Act
(15 U.S.C. 78c).
(d)____ Investment company registered under section 8 of the
Investment Company Act of 1940 (15 U.S.C. 80a-8).
(e) X An investment adviser in accordance with (S)240,13d-
--- 1(b)(1)(ii)(E).
(f)____ An employee benefit plan or endowment fund in accordance
with (S)240.13d-1(b)(1)(ii)(F).
<PAGE>
(g)____ A parent holding company or control person in accordance
with (S)240.13d-1(b)(11)(G);
(h)____ A savings association as defined in Section 3(b) of the
Federal Deposit Insurance Act (12 U.S.C. 1813;
(i)____ A church plan that is excluded from the definition of an
investment company under section 3(c)(14) of the Investment
Company Act of 1940 (15 U.S.C. 80a-3);
(j)____ Group, in accordance with (S)240.13d-1(b)(1)(ii)(J).
If this statement is filed pursuant to (S)240.13d-1(c), check this box [_].
Item 4. Ownership.
(a) Amount Beneficially Owned:
1,853,400 shares may be deemed beneficially owned within the
meaning of Rule 13d-3 of the Securities Exchange Act of 1934 by Heartland
Advisors, Inc.
(b) Percent of Class:
17.3%
(c) Number of shares as to which each person has:
(i) sole power to vote or to direct the vote
(ii) shared power to vote or to direct the vote
(iii) sole power to dispose or to direct the disposition
of
(iv) shared power to dispose or to direct the disposition
of
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of
the date hereof the reporting person has ceased to be the
beneficial owner of more than five percent of the class of
securities, check the following: [_]
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
The shares of common stock to which this Schedule relates are
held in investment advisory accounts of Heartland Advisors, Inc.
As a result, various persons have the right to receive or the
power to direct the receipt of dividends from, or the proceeds
from the sale of, the securities. No such account is known to
have such an interest relating to more than 5% of the class.
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on by the Parent Holding
Company.
Not Applicable.
Item 8. Identification and Classification of Members of the Group.
Not Applicable.
<PAGE>
Item 9. Notice of Dissolution of Group.
------------------------------
Not Applicable.
Item 10. Certification.
-------------
By signing below, I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired and are held in the
ordinary course of business and were not acquired and are not held for the
purpose of or with the effect of changing or influencing the control of the
issuer of the securities and were not acquired and are not held in connection
with or as a participant in any transaction having that purpose or effect.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this statement is true,
complete and correct.
DATE: May 5, 1999
HEARTLAND ADVISORS, INC.
By: PATRICK J. RETZER
Patrick J. Retzer
Senior Vice President
