UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
Key Technology, Inc.
(Name of Issuer)
Common Stock, $0.01 par value
(Title of Class of Securities)
493143 10 1
(CUSIP Number)
* 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).
CUSIP No. 493143 10 1
<PAGE>
Item 1: Name of reporting person; S.S. or I.R.S. identification no. of above
person:
Thomas C. Madsen; ###-##-####
Item 2: Check the appropriate box if a member of a group:
(a) [ ]
(b) [ ]
Item 3: SEC use only:
Item 4: Citizenship or place of organization:
United States of America
Number of shares beneficially owned by each reporting person with:
Item 5: Sole voting power:
493,821 (including 7,000 shares subject to an exercisable
option)
Item 6: Shared voting power:
0
Item 7: Sole dispositive power:
493,821 (including 7,000 shares subject to an exercisable
option)
Item 8: Shared dispositive power:
0
Item 9: Aggregate amount beneficially owned by each reporting person:
493,821
Item 10: Check box if the aggregate amount in row (9) excludes certain shares:
N/A
Item 11: Percent of class represented by amount in row 9:
10.6%
Item 12: Type of reporting person:
IN
<PAGE>
Item 1(a) Name of Issuer:
Key Technology, Inc.
Item 1(b) Address of Issuer's Principal Executive Offices:
150 Avery Street
Walla Walla, WA 99362
Item 2(a) Name of Person Filing:
Thomas C. Madsen
Item 2(b) Address of Principal Business Office, or, if none,
Residence:
150 Avery Street
Walla Walla, WA 99362
Item 2(c) Citizenship:
United States of America
Item 2(d) Title of Class of Securities:
Common Stock
Item 2(e) CUSIP Number:
493143 10 1
Item 3 If this statement is filed pursuant to Rules 13d-1(b)
or 13d-2(b), check whether the person filing is a:
Not applicable
<PAGE>
Item 4 Ownership.
The following information is as of December 31, 1996:
(a) Amount Beneficially Owned:
493,821 shares
(b) Percent of Class:
The shares represent 10.6 percent of the class
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote:
493,821 (including 7,000 shares subject to
an exercisable option)
(ii) Shared power to vote or to direct the
vote: 0
(iii) Sole power to dispose or to direct the
disposition of: 493,821 (including 7,000
shares subject to an exercisable option)
(iv) Shared power to dispose or to direct the
disposition of: 0
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:
Not applicable
<PAGE>
Item 8 Identification and Classification of Members of the Group:
Not applicable
Item 9 Notice of Dissolution of Group:
Not applicable
Item 10 Certification:
Not applicable
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.
February 6, 1997
/s/ Thomas C. Madsen
------------------------------
Thomas C. Madsen
ATTENTION: Intentional misstatements or omissions of fact constitute federal
criminal violations (See 18 USC 1001)
