SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Schedule 13G/A
Under the Securities Exchange Act of 1934
(Amendment No. 3)
NAVARRE CORPORATION
Common Stock
(Title of Class of Securities)
639208107
(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. 639208107 13G/A
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Eric H. Paulson
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)
(b) X
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
NUMBER OF 5 SOLE VOTING POWER
SHARES 2,450,732 shares
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH NONE
REPORTING
PERSON 7 SOLE DISPOSITIVE POWER
WITH 2,400,182
8 SHARED DISPOSITIVE POWER
50,550
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
2,450,732
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES*
N/A
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
36.2%
12 TYPE OF REPORTING PERSON*
IN
Item 1.
(a) Name of Issuer:
Navarre Corporation
(b) Address of Issuer's Principal Executive Offices:
7400 - 49th Avenue North
New Hope, MN 55428
Item 2.
(a) Name of Person Filing:
Eric H. Paulson
(b) Address of Principal Business Office or, if none, Residence:
7400 - 49th Avenue North
New Hope, MN 55428
(c) Citizenship:
USA
(d) Title of Class of Securities:
Common Stock
(e) CUSIP Number:
639208107
Item 3. If this statement is filed pursuant to Rule 13-d-1(b),
or 13d-2 (b), check whether the person filing is a:
(a) Broker or Dealer registered under Section 15
of the Act
(b) Bank as defined in Section 3(a)(6) of the Act
(c) Insurance Co. as defined in Section 3(a)(19)
of the Act
(d) Investment Co. registered under Section 8 of
the Investment Company Act
(e) Investment Adviser registered under Section
203 of the Investment Advisers Act of 1940
(f) Employee Benefit Plan, Pension Fund which is
subject to the provisions of the Employee
Retirement Income Security Act of 1974 or
Endowment Fund
(g) Parent Holding Co., in accordance with
240.13d-1(b)(ii)(H)
N/A
Item 4. Ownership
(a) Amount Beneficially Owned:
2,450,732
(b) Percent of Class:
36.2%
(c)
Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote:
2,450,732
(ii) Shared power to vote or to direct the vote:
None
(iii) Sole power to dispose or to direct
the disposition of:
2,400,182
(iv) Shared power to dispose or to direct
the disposition of:
50,550
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
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, tot he 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 12, 1997
SIGNATURE: /S/ Eric H. Paulson
