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OMB Approval
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OMB Number: 3235-0145
Expires: October 31, 1994
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. ________________)*
Gateway Data Sciences Corporation
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
367596 10 3
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(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 (the "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).
<PAGE>
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CUSIP No. 367596 10 3 13G Page 2 of 6 Pages
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Larry J. Wells
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) |_|
(b) |_|
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
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NUMBER OF 5 SOLE VOTING POWER
SHARES
BENEFICIALLY 10,270
OWNED BY ------------------------------------------------------
EACH 6 SHARED VOTING POWER
REPORTING
PERSON 729,591
WITH ------------------------------------------------------
7 SOLE DISPOSITIVE POWER
10,270
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8 SHARED DISPOSITIVE POWER
729,591
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
739,861
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES*|_|
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
24.6%
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12 TYPE OF REPORTING PERSON*
IN
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<PAGE>
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CUSIP No. 367596 10 3 Page 3 of 6 Pages
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Item 1.
(a) Name of Issuer - Gateway Data Sciences Corporation
(b) Address of Issuer's Principal Executive Offices
3410 E. University Drive, Suite 100
Phoenix, Arizona 85034
Item 2.
(a) Name of Person Filing - Larry J. Wells
(b) Address of Principal Business Office or, if none, Residence
10600 N. DeAnzo Blvd., #215
Cupertino, California 95014
(c) Citizenship or Place of Organization - United States of
America
(d) Title of Class of Securities - Common Stock
(e) CUSIP Number - 367596 10 3
Item 3. If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b),
check whether the person filing is a: NOT APPLICABLE
(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 Company as defined in section 3(a)(19) of the Act
(d) |_| Investment Company 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; see ss.240.13d-1(b)(1)(ii)(F)
(g) |_| Parent Holding Company, in accordance with
ss.240.13d-1(b)(ii)(G)
(h) |_| Group, in accordance with ss.240.13d-1(b)(1)(ii)(H)
<PAGE>
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CUSIP No. 367596 10 3 Page 4 of 6 Pages
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Item 4. Ownership
If the percent of the class owned, as of December 31 of the year
covered by the statement, or as of the last day of any month described in Rule
13d-1(b)(2), if applicable, exceeds five percent, provide the following
information as of that date and identify those shares which there is a right to
acquire.
(a) Amount Beneficially Owned - 739,861
(b) Percent of Class - 24.6%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote - 10,270
(ii) shared power to vote or to direct the vote - 729,591
(iii) sole power to dispose or to direct the disposition of -
10,270
(iv) shared power to dispose or to direct the disposition of -
729,591
The amount of shares of Common Stock set forth in
Items 4(c)(i) and 4(c)(iii) above includes (i) 4,138 shares
issuable upon the exercise of warrants, and (ii) 4,600 shares
issuable upon the exercise of stock options.
The amount of shares of Common Stock set forth in
Items 4(c)(ii) and 4(c)(iv) above includes 254,423 shares held
by Sundance Venture Partners, L.P. ("SVP") and 190,196 shares
issuable upon the exercise of warrants held by SVP. The
reporting person is Chairman of Anderson Wells Company
("A&W"), which manages SVP and which is a 1% General Partner
of SVP. The reporting person also is an officer and director
of A&W's wholly owned subsidiary, Sundance Capital Corporation
("SCC"), which is a 99% Limited Partner of SVP.
The amount of shares of Common Stock set forth in
Items 4(c)(ii) and 4(c)(iv) above also includes 284,972 shares
held by SCC. The reporting person is an officer and director
of SCC and is Chairman of A&W, which owns 100% of the
outstanding share capital of SCC.
The reporting person disclaims beneficial ownership
of all shares held by SVP and SCC, except to the extent that
his individual interest in such shares arises from his
interest in each such entity.
Item 5. Ownership of Five Percent or Less of a Class
If this statement is being filed to report the fact that as of the date
hereof the reporting person has ceased to be the beneficial owner of more than
five percent of the class of securities, check the following [ ].
<PAGE>
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CUSIP No. 367596 10 3 Page 5 of 6 Pages
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Item 6. Ownership of More than Five Percent on Behalf of Another Person
Certain shares beneficially owned by the reporting person are held in
the name of SVP and SCC. As a result, such entities have the right to receive
dividends from their respective shares or proceeds from the sales of their
respective shares. SVP and SCC each beneficially own more than 5% of the Common
Stock of the Issuer. In addition, A&W (i) manages SVP and is a 1% General
Partner of SVP, and (ii) beneficially owns 100% of the outstanding share capital
of SCC. As a result, A&W beneficially owns more than 5% of the Common Stock of
the Issuer. See response to Item 4.
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
NOT APPLICABLE
<PAGE>
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CUSIP No. 367596 10 3 Page 6 of 6 Pages
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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.
2/4/1997
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Date
/s/ Larry J. Wells
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Signature
Larry J. Wells
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Name/Title
