SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
Gateway 2000, Inc.
(Name of Issuer)
Common Stock, par value $.01
(Title of Class of Securities)
367833100
(CUSIP Number)
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.)
*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).
(Continued on following page(s))
Page 1 of 4 Pages
CUSIP No. 13G Page 2 of 4 Pages
1. NAME OF REPORTING PERSON
SS OR IRS IDENTIFICATION NO. OF ABOVE PERSON
Theodore W. Waitt
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
United States
NUMBER 5. SOLE VOTING POWER 35,875,000
OF SHARES
BENEFICIALLY 6. SHARED VOTING POWER 1,000
OWNED BY EACH
REPORTING 7. SOLE DISPOSITIVE POWER 35,875,000
PERSON WITH
8. SHARED DISPOSITIVE POWER 1,000
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
35,876,000
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
[ ]
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
46.7%
12. TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
Item 1(a) Name of Issuer Gateway 2000, Inc.
Item 1(b) Address of Issuer's Principal Executive Offices:
610 Gateway Drive
North Sioux City, SD 57049
Item 2(a) Name of Person Filing:
Theodore W. Waitt
Item 2(b) Address of Principal Business Office or, if none, residence:
610 Gateway Drive
North Sioux City, SD 57049
Item 2(c) Citizenship
United States
Item 2(d) Title of Class of Securities
Common Stock, par value $.01 per share
Item 2(e) CUSIP No.
367833100
Item 3 Statement Filed Pursuant to Rules 13d-1(b) or 13d-2(b):
N/A
Item 4(a) Amount Beneficially Owned:
35,876,000
Item 4(b) Percent of Class:
46.7%
Item 4(c) Number of Shares as to Which Such Person has:
(i) sole power to vote or direct the vote
35,875,000
(ii) shared power to vote or to direct the vote
1,000
(iii) sole power to dispose or to direct the disposition of
35,875,000
(iv) shared power to dispose or to direct the disposition
of
1,000
Item 5 Ownership of Five Percent or Less of a Class:
N/A
Page 3 of 4 Pages
Item 6 Ownership of More than Five Percent on Behalf of Another
Person:
N/A
Item 7 Identification and Classification of the Subsidiary
Which Acquired the Security Being Reported on by the Parent
Holding Company:
N/A
Item 8 Identification and Classification of Members of the Group:
N/A
Item 9 Notice of Dissolution of Group:
N/A
Item 10 Certification:
N/A
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 12, 1997
Theodore W. Waitt
Page 4 of 4 Pages
