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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
Transaction Systems Architects, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
893416 10 7
(CUSIP Number)
Check the following box if a fee is being paid with this statement [X].
(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).
13G
CUSIP NO. 893416 10 7
1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Norwest Corporation
Tax Identification No. 41-0449260
2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
3) SEC USE ONLY
4) CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF (5) SOLE VOTING POWER
SHARES 586,839 (1)
BENEFICIALLY (6) SHARED VOTING POWER
OWNED BY 0
EACH (7) SOLE DISPOSITIVE POWER
REPORTING 1,485,626 (2)
PERSON (8) SHARED DISPOSITIVE POWER
WITH 0
9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,486,126 (2)
10) CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES*
11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
12.7%
12) TYPE OF REPORTING PERSON*
HC
_________________________
(1) Includes 586,339 shares of Class A Common Stock issuable upon
conversion of Class B Common Stock deemed to be beneficially owned
by Norwest Corporation. By reason of certain restrictions imposed
by the Bank Holding Company Act of 1956, Norwest Corporation and
its affiliates are prohibited from exercising voting power with
respect to more than 5% of the outstanding shares of Class A
Common Stock. The total of 586,339 shares represents 5% of the
outstanding shares of Class A Common Stock, assuming such 586,339
shares are outstanding for purposes of computing the percentage.
(2) Includes 1,485,626 shares of Class A Common Stock issuable upon
conversion of Class B Common Stock deemed to be beneficially owned
by Norwest Corporation.
13G
CUSIP NO. 893416 10 7
1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Norwest Limited, Inc.
Tax Identification No. 41-1647371
2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
3) SEC USE ONLY
4) CITIZENSHIP OR PLACE OF ORGANIZATION
Minnesota
NUMBER OF (5) SOLE VOTING POWER
SHARES 586,339 (1)
BENEFICIALLY (6) SHARED VOTING POWER
OWNED BY 0
EACH (7) SOLE DISPOSITIVE POWER
REPORTING 1,485,626 (2)
PERSON (8) SHARED DISPOSITIVE POWER
WITH 0
9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,485,626 (2)
10) CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES*
11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
12.7%
12) TYPE OF REPORTING PERSON*
CO
_________________________
(1) Issuable upon conversion of Class B Common Stock deemed to be
beneficially owned by Norwest Limited, Inc. By reason of certain
restrictions imposed by the Bank Holding Company Act of 1956,
Norwest Corporation and its affiliates (including Norwest Limited,
Inc.) are prohibited from exercising voting power with respect to
more than 5% of the outstanding shares of Class A Common Stock.
The total of 586,339 shares represents 5% of the outstanding
shares of Class A Common Stock, assuming such 586,339 shares are
outstanding for purposes of computing the percentage.
(2) Issuable upon conversion of Class B Common Stock deemed to be
beneficially owned by Norwest Limited, Inc.
13G
CUSIP NO. 893416 10 7
1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Norwest Equity Capital, L.L.C.
Tax Identification No. 41-1814661
2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
3) SEC USE ONLY
4) CITIZENSHIP OR PLACE OF ORGANIZATION
Minnesota
NUMBER OF (5) SOLE VOTING POWER
SHARES 586,339 (1)
BENEFICIALLY (6) SHARED VOTING POWER
OWNED BY 0
EACH (7) SOLE DISPOSITIVE POWER
REPORTING 1,485,626 (2)
PERSON (8) SHARED DISPOSITIVE POWER
WITH 0
9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,485,626 (2)
10) CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES*
11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
12.7%
12) TYPE OF REPORTING PERSON*
OO
_________________________
(1) Issuable upon conversion of Class B Common Stock deemed to be
beneficially owned by Norwest Equity Capital, L.L.C. By reason of
certain restrictions imposed by the Bank Holding Company Act of
1956, Norwest Corporation and its affiliates (including Norwest
Equity Capital, L.L.C.) are prohibited from exercising voting
power with respect to more than 5% of the outstanding shares of
Class A Common Stock. The total of 586,339 shares represents 5%
of the outstanding shares of Class A Common Stock, assuming such
586,339 shares are outstanding for purposes of computing the
percentage.
(2) Issuable upon conversion of Class B Common Stock deemed to be
beneficially owned by Norwest Equity Capital, L.L.C.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
DISCLAIMER: Information in this Schedule 13G is provided solely for
the purpose of complying with Sections 13(d) and 13(g) of the Act and
regulations promulgated thereunder, and is not to be construed as an
admission that Norwest Corporation or any of its subsidiaries which
join Norwest Corporation in disclaiming beneficial ownership is the
beneficial owner of the securities covered by this Schedule 13G for any
purpose whatsoever.
Item 1(a) Name of Issuer:
Transaction Systems Architects, Inc.
Item 1(b) Address of Issuer's Principal Executive Offices:
33z0 South 108th Avenue
Omaha, NE 68154
Item 2(a) Name of Person Filing:
1. Norwest Corporation
2. Norwest Limited, Inc. (NLI)
3. Norwest Equity Capital, L.L.C. (NEC)
This statement is filed by Norwest Corporation on behalf of
all of the persons listed above pursuant to Rule 13d-1(c).
Item 2(b) Address of Principal Business Office:
1. Norwest Corporation
Norwest Center
Sixth and Marquette
Minneapolis, MN 55479-1026
2. Norwest Limited, Inc.
2800 Piper Jaffray Tower
222 So. Ninth St.
Minneapolis, MN 55402
3. Norwest Equity Capital, L.L.C.
2800 Piper Jaffray Tower
222 So. Ninth St.
Minneapolis, MN 55402
Item 2(c) Citizenship:
1. Norwest Corporation: Delaware
2. NLI: Minnesota
3. NEC: Minnesota
Item 2(d) Title of Class of Securities:
Common Stock
Item 2(e) CUSIP Number:
893416 10 7
Item 3 Norwest Corporation is a Parent Holding Company in
accordance with 240.13d-1(b)(1)(ii)(G).
Item 4 Ownership:
(a) Amount beneficially owned: 1,486,126 shares (consists
solely of shares deemed to be beneficially owned by
Norwest Corporation through its subsidiaries)
(b) Percent of class: 12.7%
(c) Number of shares as to which such person has:
(i) Sole power to vote or direct the vote: 586,839
(ii) Shared power to vote or direct the vote: 0
(iii) Sole power to dispose or to direct the
disposition of: 1,485,626
(iv) Shared power to dispose or direct the disposition
of: 0
Each of Norwest Corporation and NLI disclaim beneficial
ownership of, and the filing of this statement shall not
be construed as an admission that they are beneficial owners
of, the shares covered by this statement for purposes of
Sections 13, 14, or 16 of the Act.
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:
See Attachment A.
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, to the 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 8, 1996
NORWEST CORPORATION
By: /s/ Laurel A. Holschuh
Laurel A. Holschuh, Senior Vice President
and Secretary
ATTACHMENT A
The Schedule 13G to which this attachment is appended is filed on
behalf of the subsidiaries listed below. Norwest Limited, Inc. is a
wholly owned subsidiary of Norwest Corporation and owns a controlling
interest in Norwest Equity Capital, L.L.C.
Norwest Bank Nebraska , National Association, classified for
purposes of Regulation 13d-1(b)(1)(ii)(B), as a bank.
Norwest Equity Capital, L.L.C. is a Minnesota limited liability
company filing pursuant to Rule 13d-1(c).
Norwest Limited, Inc. is a Minnesota corporation filing pursuant
to Rule 13d-1(c).
AGREEMENT
The undersigned hereby agree that the statement on Schedule 13G to
which this Agreement is attached and any amendments to such Schedule
13G shall be filed on behalf of Norwest Corporation. Norwest Limited,
Inc. is a wholly owned subsidiary of Norwest Corporation and owns a
controlling interest in Norwest Equity Capital, L.L.C.
Dated: February 8, 1996
NORWEST CORPORATION
By: /s/ Laurel A. Holschuh
Laurel A. Holschuh, Senior Vice President
and Secretary
NORWEST EQUITY CAPITAL, L.L.C.
By: /s/ John P. Whaley
John P. Whaley, Vice President and
Treasurer