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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. 4)
Transaction Systems Architects, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
893416 10 7
(CUSIP Number)
Check the appropriate box to designate the rule pursuant to
which this Schedule is filed:
[X] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[ ] Rule 13d-1(d)
*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 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 1,156,252
BENEFICIALLY (6) SHARED VOTING POWER
OWNED BY 0
EACH (7) SOLE DISPOSITIVE POWER
REPORTING 1,156,252
PERSON (8) SHARED DISPOSITIVE POWER
WITH 0
9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,156,252
10) CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES*
11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
Less than 5%
12) TYPE OF REPORTING PERSON*
OO
13G
CUSIP NO. 893416 10 7
1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Itasca NEC, L.L.C.
Tax Identification No. 41-1815097
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 1,156,252
BENEFICIALLY (6) SHARED VOTING POWER
OWNED BY 0
EACH (7) SOLE DISPOSITIVE POWER
REPORTING 1,156,252
PERSON (8) SHARED DISPOSITIVE POWER
WITH 0
9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,156,252
10) CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES*
11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
Less than 5%
12) TYPE OF REPORTING PERSON*
OO
13G
CUSIP NO. 893416 10 7
1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
John P. Whaley
Social Security No. ###-##-####
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 1,163,380(1)
BENEFICIALLY (6) SHARED VOTING POWER
OWNED BY 0
EACH (7) SOLE DISPOSITIVE POWER
REPORTING 1,163,380(1)
PERSON (8) SHARED DISPOSITIVE POWER
WITH 0
9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,163,380(1)
10) CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES*
11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
Less than 5%
12) TYPE OF REPORTING PERSON*
IN
_________________________
(1) Includes 7,128 shares held by John P. Whaley in his
individual capacity.
13G
CUSIP NO. 893416 10 7
1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
John E. Lindahl
Social Security No. ###-##-####
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 1,165,007(1)
BENEFICIALLY (6) SHARED VOTING POWER
OWNED BY 0
EACH (7) SOLE DISPOSITIVE POWER
REPORTING 1,165,007(1)
PERSON (8) SHARED DISPOSITIVE POWER
WITH 0
9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,165,007(1)
10) CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES*
11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
Less than 5%
12) TYPE OF REPORTING PERSON*
IN
_________________________
(1) Includes 8,755 shares held by John E. Lindahl in his
individual capacity.
13G
CUSIP NO. 893416 10 7
1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
George J. Still, Jr.
Social Security No. ###-##-####
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 1,163,279(1)
BENEFICIALLY (6) SHARED VOTING POWER
OWNED BY 0
EACH (7) SOLE DISPOSITIVE POWER
REPORTING 1,163,279(1)
PERSON (8) SHARED DISPOSITIVE POWER
WITH 0
9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,163,279(1)
10) CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES*
11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
Less than 5%
12) TYPE OF REPORTING PERSON*
IN
_________________________
(1) Includes 7,027 shares held by Geroge J. Still, Jr. in his
individual capacity.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 4)
Item 1(a) Name of Issuer:
Transaction Systems Architects, Inc.
Item 1(b) Address of Issuer's Principal Executive Offices:
330 South 108th Avenue
Omaha, NE 68154
Item 2(a) Name of Person Filing:
1. Norwest Equity Capital, L.L.C. (NEC)
2. Itasca NEC, L.L.C. (INEC)
3. John P. Whaley(JPW)
4. John E. Lindahl (JEL)
5. George J. Still (GJS)
Item 2(b) Address of Principal Business Office:
1. Norwest Equity Capital, L.L.C.
2800 Piper Jaffray Tower
222 So. Ninth St.
Minneapolis, MN 55402
2. Itasca NEC, L.L.C.
2800 Piper Jaffray Tower
222 So. Ninth St.
Minneapolis, MN 55402
3. John P. Whaley
2800 Piper Jaffray Tower
222 So. Ninth St.
Minneapolis, MN 55402
4. John E. Lindahl
2800 Piper Jaffray Tower
222 So. Ninth St.
Minneapolis, MN 55402
5. George J. Still, Jr.
2800 Piper Jaffray Tower
222 So. Ninth St.
Minneapolis, MN 55402
This statement is filed by Norwest Equity Capital,L.L.C. on
behalf of all of the persons listed above pursuant to Rule
13d-1(c) and Rule 13d-1(f). Norwest Equity Capital, L.L.C. is
a Minnesota limited liability
company. Itasca, NEC, L.L.C., a Minnesota limited liability
company, is the managing member of Norwest Equity Capital,
L.L.C. John P. Whaley, John E. Lindahl and George J. Still,
Jr. are the managing members of Itasca NEC, L.L.C.
Item 2(c) Citizenship:
1. NEC: Minnesota
2. INEC: Minnesota
3. JPW: United States
4. JEL: United States
5. GJS: United States
Item 2(d) Title of Class of Securities:
Common Stock
Item 2(e) CUSIP Number:
893416 10 7
Item 3 N/A
Item 4 Ownership:
(1) Norwest Equity Capital, L.L.C.: At December 31, 1998,
Norwest Equity Capital, L.L.C. owned 1,156,252 shares of
common stock. This amount represented less than five percent
of the total shares of common stock outstanding at that date.
Norwest Equity Capital, L.L.C. has no rights to acquire
additional shares through the exercise of options or
otherwise.
(2) Itasca NEC, L.L.C: At December 31, 1998, Itasca NEC,
L.L.C was deemed to own, by virtue of its affiliation with
Norwest Equity Capital, L.L.C, 1,156,252 shares of common
stock. This amount represented less than five percent of the
total shares of common stock outstanding at that date.
(3) John E. Lindahl: At December 31, 1998, John E. Lindahl
was deemed to own an aggregate of 1,165,007 shares, as
follows: (a) 1,156,252 shares indirectly by virtue of his
affiliation with Norwest Equity Capital, L.L.C, and (b) 8,755
shares held in his individual capacity. This amount
represented less than five percent of the total shares of
common stock outstanding at that date.
(4) John P. Whaley: At December 31, 1998, John P. Whaley was
deemed to own an aggregate of 1,163,380 shares as follows:
(a) 1,156,252 shares indirectly by virtue of his affiliation
with Norwest Equity Capital, L.L.C., and (b) 7,128 shares held
in his individual capacity. This amount represented less than
five percent of the total shares of common stock outstanding
at that date.
(5) George J. Still, Jr.: At December 31, 1998, George J.
Still, Jr. was deemed to own an aggregate of 1,163,279 shares
as follows: (a) 1,156,252 shares indirectly by virtue of his
affiliation with Norwest Equity Capital, L.L.C, and (b) 7,027
shares held in his individual capacity. This amount
represented less than five percent of the total shares of
common stock outstanding at that date.
The persons filing this statement other than Norwest Equity
Capital, L.L.C. disclaim beneficial ownership of, and the
filing of this shall not be construed as an admission that the
persons filing 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:
If this statement is being filed to report the fact
that as of the date hereof the reporting persons have
ceased to be beneficial owners of more than five percent of the
class of securities, check the following [X].
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 16, 1999
NORWEST EQUITY CAPITAL, L.L.C.
By: Itasca NEC, L.L.C.
/s/ John P. Whaley
John P. Whaley, Managing Partner
10