CUSIP No. G37260 10 9 Page 1 of 5 pages
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Garmin Ltd.
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(Name of Issuer)
Common Shares
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(Title of Class of Securities)
G37260 10 9
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(CUSIP Number)
December 31, 2001
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(Date of Event which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[ ] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[X] 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 disclosures provided in a prior cover page.
The information required on 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. G37260 10 9 Page 2 of 5 pages
1 Names of Reporting Persons
I.R.S. Identification Nos. of Above Persons (entities only)
Min H. Kao
2 Check the Appropriate Box if a Member of a Group (a) [ ]
(b) [ ]
3 SEC Use Only
4 Citizenship or Place of Organization..................................USA
5 Sole Voting Power........................4,219,534
Number of
Shared
Beneficially
Owned by
Each
Reporting
Person
With
6 Shared Voting Power............................-0-
7 Sole Dispositive Power...................4,219,534
8 Shared Dispositive Power.......................-0-
9 Aggregate Amount Beneficially Owned by Each Reporting Person....5,439,578
10 Check if the Aggregate Amount in Row (9) Excludes Certain Shares......[ ]
11 Percent of Class Represented by Amount in Row (9)...................5.05%
12 Type of Reporting Person...............................................IN
CUSIP No. G37260 10 9 Page 3 of 5 pages
Item 1(a) Name of Issuer: Garmin Ltd.
Item 1(b) Address of Issuer's Principal Executive Offices: 5th Floor, Harbour
Place, P.O. Box 30464 SMB, 103 South Church Street, George Town, Grand Cayman,
Cayman Islands
Item 2(a) Name of Person Filing: Min H. Kao
Item 2(b) Address of Principal Business Office or, if none, Residence: 1200
East 151st Street, Olathe, Kansas 66062
Item 2(c) Citizenship: USA
Item 2(d) Title of Class of Securities: Common Shares
Item 2(e) CUSIP Number: G37260 10 9
Item 3. If this statement is filed pursuant to ss. ss. 240.13d-1(b) or
240.13d-2(b) or (c), check whether the person filing is a:
(a) [ ] Broker or dealer registered under section 15 of the Act
(15 U.S.C. 78o);
(b) [ ] Bank is defined in section 3(a)(6) of the Act
(15 U.S.C. 78c);
(c) [ ] Insurance company as defined in section 3(a)(19)of the
Act (15 U.S.C. 78c);
(d) [ ] Investment company registered under section 8 of the
Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e) [ ] An investment adviser in accordance with
Sec.240.13d-1(b)(1)(ii)(E);
(f) [ ] An employee benefit plan or endowmentfund in accordance
with Sec.240.13d-1(b)(1)(ii)(F);
(g) [ ] A parent holding company or control person in accordance
with Sec.240.13d-1(b)(1)(ii)(G);
(h) [ ] A savings associations as defined in Section 3(b)of the
Federal Deposit Insurance Act (12 U.S.C. 1813);
CUSIP No. G37260 10 9 Page 4 of 5 pages
(i) [ ] A church plan that is excluded from the definition of
an investment company under section 3(c)(14) of the
Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j) [ ] Group, in accordance withss.240.13d-1(b)(1)(ii)(J).
[ X ] Not applicable.
Item 4. Ownership
(a) Amount beneficially owned: 5,439,578
(b) Percent of class: 5.05%
(c) Number of shares as to which the person has:
(i) sole power to vote or to direct the vote: 4,219,534
(ii) shared power to vote or to direct the vote: -0-
(iii)sole power to dispose or to direct the
disposition of: 4,219,534
(iv) shared power to dispose or to direct the
disposition of: -0-
Of the 5,439,578 Common Shares, (i) 4,213,134 Common Shares are
held by the Min-Hwan Kao Revocable Trust 9/28/95, over which the
reporting person has sole voting and dispositive power,
(ii)270,416 Common Shares are held by the Yu-Fan C. Kao Revocable
Trust 9/28/95 over which the reporting person does not have any
voting or dispositive power but over which his wife has sole
voting and dispositive power, (iii) 948,928 Common Shares are
held by the reporting person's children over which the reporting
person does not have any voting or dispositive power, and (iv)
700 Common Shares are held by the reporting person's wife, over
which the reporting person does not have any voting or
dispositive power. The reporting person disclaims beneficial
ownership of those shares owned by the Yu-Fan C. Kao Revocable
Trust 9/28/95 and of those shares owned by his wife and children.
The amount of Common Shares reported excludes 8,719,924 Common
Shares held by the Min-Hwan Kao 2000 Grantor Retained Annuity
Trust and 8,719,924 Common Shares held by the Yu Fan C. Kao 2000
Grantor Retained Annuity Trust over which the reporting person
does not have any voting power or dispositive power. Yu Fan C.
Kao is the wife of the reporting person. The reporting person
disclaims beneficial ownership of such shares.
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. [ ]
Item 6. Ownership of More than Five Percent on Behalf of Another Person
Not Applicable
CUSIP No. G37260 10 9 Page 5 of 5 pages
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
SIGNATURES
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.
Dated: February 6, 2002
By: /s/ Min H. Kao
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Name: Min H. Kao