SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
Datakey, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
237909 10 6
(CUSIP Number)
Check the following box if a fee is being paid with this statement [X].
(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).
*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).
13G
CUSIP NO. 237909 10 6
1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Norwest Corporation
Tax Identification No. 41-0449260
2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
3) SEC USE ONLY
4) CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF (5) SOLE VOTING POWER
SHARES 641,516*
BENEFICIALLY (6) SHARED VOTING POWER
OWNED BY 0
EACH (7) SOLE DISPOSITIVE POWER
REPORTING 641,516*
PERSON (8) SHARED DISPOSITIVE POWER
WITH 0
9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
641,516*
10) CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES*
11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
21.5%
12) TYPE OF REPORTING PERSON*
HC
_________________________
* Includes 150,000 shares issuable upon conversion of convertible
preferred stock.
13G
CUSIP NO. 237909 10 6
1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Norwest Limited, Inc.
Tax Identification No. 41-1647371
2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
3) SEC USE ONLY
4) CITIZENSHIP OR PLACE OF ORGANIZATION
Minnesota
NUMBER OF (5) SOLE VOTING POWER
SHARES 640,516*
BENEFICIALLY (6) SHARED VOTING POWER
OWNED BY 0
EACH (7) SOLE DISPOSITIVE POWER
REPORTING 640,516*
PERSON (8) SHARED DISPOSITIVE POWER
WITH 0
9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
640,516*
10) CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES*
11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
21.5%
12) TYPE OF REPORTING PERSON*
CO
_________________________
* Includes 150,000 shares issuable upon conversion of convertible
preferred stock.
13G
CUSIP NO. 237909 10 6
1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Norwest Growth Fund, Inc.
Tax Identification No. 41-0842842
2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
3) SEC USE ONLY
4) CITIZENSHIP OR PLACE OF ORGANIZATION
Minnesota
NUMBER OF (5) SOLE VOTING POWER
SHARES 640,516*
BENEFICIALLY (6) SHARED VOTING POWER
OWNED BY 0
EACH (7) SOLE DISPOSITIVE POWER
REPORTING 640,516*
PERSON (8) SHARED DISPOSITIVE POWER
WITH 0
9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
640,516*
10) CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES*
11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
21.5%
12) TYPE OF REPORTING PERSON*
CO
_________________________
* Includes 150,000 shares issuable upon conversion of convertible
preferred stock.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
DISCLAIMER: Information in this Schedule 13G is provided solely for
the purpose of complying with Sections 13(d) and 13(g) of the Act and
regulations promulgated thereunder, and is not to be construed as an
admission that Norwest Corporation or any of its subsidiaries which
join Norwest Corporation in disclaiming beneficial ownership is the
beneficial owner of the securities covered by this Schedule 13G for any
purpose whatsoever.
Item 1(a) Name of Issuer:
Datakey, Inc.
Item 1(b) Address of Issuer's Principal Executive Offices:
407 West Travelers Trail
Burnsville, MN 55337
Item 2(a) Name of Person Filing:
1. Norwest Corporation
2. Norwest Limited, Inc. (NLI)
3. Norwest Growth Fund, Inc. (NGF)
This statement is filed by Norwest Corporation on behalf of
all of the persons listed above pursuant to Rule 13d-1(c)
and Rule 13d-1(f).
Item 2(b) Address of Principal Business Office:
1. Norwest Corporation
Norwest Center
Sixth and Marquette
Minneapolis, MN 55479-1026
2. Norwest Limited, Inc.
2800 Piper Jaffray Tower
222 So. Ninth St.
Minneapolis, MN 55402
3. Norwest Growth Fund, Inc.
2800 Piper Jaffray Tower
222 So. Ninth St.
Minneapolis, MN 55402
Item 2(c) Citizenship:
1. Norwest Corporation: Delaware
2. NLI: Minnesota
3. NGF: Minnesota
Item 2(d) Title of Class of Securities:
Common Stock
Item 2(e) CUSIP Number:
237909 10 6
Item 3 Norwest Corporation is a Parent Holding Company in
accordance with 240.13d-1(b)(1)(ii)(G).
Item 4 Ownership:
(a) Amount beneficially owned: 641,516* shares (consists
solely of shares deemed to be beneficially owned by
Norwest Corporation through its subsidiaries)
(b) Percent of class: 21.5%
(c) Number of shares as to which such person has:
(i) Sole power to vote or direct the vote: 641,516*
(ii) Shared power to vote or direct the vote: 0
(iii) Sole power to dispose or to direct the
disposition of: 641,516*
(iv) Shared power to dispose or direct the disposition
of: 0
Each of Norwest Corporation and NII disclaim beneficial
ownership of, and the filing of this statement shall not
be construed as an admission that they are beneficial owners
of, the shares covered by this statement for purposes of
Sections 13, 14, or 16 of the Act.
Item 5 Ownership of Five Percent or Less of a Class:
Not Applicable.
Item 6 Ownership of More than Five Percent on Behalf of Another
Person:
Not Applicable.
Item 7 Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on by the Parent
Holding Company:
See Attachment A.
_________________________
* Includes 150,000 shares issuable upon conversion of convertible
preferred stock.
Item 8 Identification and Classification of Members of the Group:
Not Applicable.
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 in the ordinary course of business and were not
acquired for the purpose of and do not have the effect of
changing or influencing the control of the issuer of such
securities and were not acquired in connection with or as a
participant in any transaction having such purposes 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: February 6, 1996
NORWEST CORPORATION
By: /s/ Laurel A. Holschuh
Laurel A. Holschuh, Senior Vice President
and Secretary
ATTACHMENT A
The Schedule 13G to which this attachment is appended is filed on
behalf of the subsidiaries listed below. Norwest Limited, Inc. is a
wholly owned subsidiary of Norwest Corporation and owns 100% of Norwest
Growth Fund, Inc.
Norwest Growth Fund, Inc. is a small business investment company
filing pursuant to Rule 13d-1(c).
Norwest Limited, Inc. is a parent holding company - Item 3(g).
Norwest Bank Iowa, National Association, classified for purposes
of Regulation 13d-1(b)(1)(ii)(B), as a bank.
AGREEMENT
The undersigned hereby agree that the statement on Schedule 13G to
which this Agreement is attached and any amendments to such Schedule
13G shall be filed on behalf of Norwest Corporation. Norwest Limited,
Inc. is a wholly owned subsidiary of Norwest Corporation and owns 100%
of Norwest Growth Fund, Inc.
Dated: February 6, 1996
NORWEST CORPORATION
By: /s/ Laurel A. Holschuh
Laurel A. Holschuh, Senior Vice President
and Secretary
NORWEST GROWTH FUND, INC.
By: /s/ John P. Whaley
John P. Whaley, Vice President and
Treasurer