UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 2 )
MICROENERGY, INC.
(Name of Issuer)
Common Stock, $.01 par value
(Title of Class of Securities)
594912
(CUSIP Number)
Robert G. Gatza
MICROENERGY, INC., 350 Randy Road, Carol Stream, IL 60188
(630) 653-5900
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
January 1, 1997
(Date of Event which Requires Filing of this Statement)
CUSIP No. 594912 13D Page 2 of 3 Pages
1.Name of Reporting person
SS or IRS Identification No. of above person
Robert Gatza
###-##-####
2.Check the appropriate line if a member of a group
(a) (b)
3.SEC use only
4.Source of funds
Not applicable.
5.Check line if disclosure of legal proceeding is required
pursuant to items 2(d) or 2(E)
6.Citizenship or place of birth
USA
7. Sole Voting Power
Number of 149,833
Shares
Beneficially 8. Shared Voting Power
Owned by --
Each
Reporting 9. Sole Dispositive Power
Person 149,833
With
10. Shared Dispositive Power
--
11.Aggregate amount beneficially owned by each reporting person
149,833 (includes 38,333 issuable upon exercise of
Class C Warrants)
12.Check line if the aggregate amount in row (11) excludes
certain shares
Does not include 18,192 shares owned by spouse, as to which
beneficial ownership is disclaimed.
13.Percent of class represented by amount in row 11
26.9%
14.Type of reporting person
IN Page 3 of 3
Item 1 Security and Issuer
MicroENERGY, Inc.
350 Randy Road
Carol Stream, IL 60188
Common Stock, $.01 par value
Item 2 Identity and Background
There has been no change in the information set forth
in Item 2 of the original Statement on Schedule 13D
dated July 11, 1989.
Item 3 Source of Funds
Does not apply.
Item 4 Purpose of Transaction
On January 1, 1997 the Issuer issued 17,500 shares to
Mr. Gatza as a dividend on the shares of series A
Cumulative Preferred Stock that he owns.
Item 5 Interest in Securities of the Issuer.
149,833 shares; 26.9% of outstanding.
Recent transaction: None.
Item 6 Contracts, Etc.
None
Item 7 Material Filed as Exhibits.
None
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.
Dated: January 29, 1997
Robert G. Gatza
