UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON D.C. 20549

                                 SCHEDULE 13G/A
                                 AMENDMENT NO. 3

                    UNDER THE SECURITIES EXCHANGE ACT OF 1934

                       GENTNER COMMUNICATIONS CORPORATION
                                (Name of Issuer)

                     COMMON STOCK, PAR VALUE $.001 PER SHARE
                         (Title of Class of Securities)

                                   00037245J1
                                 (CUSIP Number)

                                DECEMBER 31, 2000
             (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)
     [X]  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).

SCHEDULE 13G/A - --------------------- ----------------- CUSIP NO. 00037245J1 Page 2 of 5 Pages - --------------------- ----------------- 1 NAMES OF REPORTING PERSONS S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS Stephen Watson ----------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] ----------------------------------------------------------------------------- 3 SEC USE ONLY ----------------------------------------------------------------------------- 4 CITIZENSHIP OR PLACE OF ORGANIZATION U.S. ----------------------------------------------------------------------------- 5 SOLE VOTING POWER -0- NUMBER OF ------------------------------------------------------------ SHARES 6 SHARED VOTING POWER BENEFICIALLY -0- OWNED BY ------------------------------------------------------------ EACH 7 SOLE DISPOSITIVE POWER REPORTING -0- PERSON ------------------------------------------------------------ WITH 8 SHARED DISPOSITIVE POWER -0- ------------------------------------------------------------ 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON -0- ---------------------------------------------------------------------------- 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [ ] ----------------------------------------------------------------------------- 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) -0- ----------------------------------------------------------------------------- 12 TYPE OF REPORTING PERSON* IN -----------------------------------------------------------------------------

SCHEDULE 13G/A - --------------------- ----------------- CUSIP NO. 00037245J1 Page 3 of 5 Pages - --------------------- ----------------- ITEM 1(A). NAME OF ISSUER: Gentner Communications Corporation ITEM 1(B). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES: 1825 Research Way Salt Lake City, UT 84119 ITEM 2(A). NAME OF PERSON FILING: Stephen Watson ITEM 2(B). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE: 237 Park Avenue, Suite 801 New York, NY 10017 ITEM 2(C). CITIZENSHIP: United States ITEM 2(D). TITLE OF CLASS OF SECURITIES: Common Stock, $.001 par value ITEM 2(E). CUSIP NUMBER: 00037245J1 ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULES 13D-1(B), OR 13D-2(B) OR (C), 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 Company as defined in section 3(a)(19) of the Act, (d) [ ] Investment Company registered under Section 8 of the Investment Company Act of 1940, (e) [ ] An investment adviser in accordance with ss.240.13d-1(b)(1)(ii)(E), (f) [ ] An employee benefit plan or endowment fund in accordance with ss.240.13d-1(b)(1)(ii)(F),

SCHEDULE 13G/A - --------------------- ----------------- CUSIP NO. 00037245J1 Page 4 of 5 Pages - --------------------- ----------------- (g) [ ] A parent holding company or control person in accordance with ss.240.13d-1(b)(1)(ii)(G), (h) [ ] A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act, (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, (j) [ ] A group, in accordance withss.13d-1(b)(1)(ii)(J). If this statement is filed pursuant toss.240.13d-1(c), check this box [X] ITEM 4. OWNERSHIP. At December 31, 2000, the Reporting Person owned the following: (a) Amount beneficially owned: -0- (b) Percent of class: -0- (c) Number of shares as to which such person has: (i) Sole power to vote or to direct the vote: 0 (ii) Shared power to vote or to direct the vote: 0 (iii) Sole power to dispose or to direct the disposition of: 0 (iv) Shared power to dispose or to direct the disposition of: 0 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 [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. Not applicable.

SCHEDULE 13G/A - --------------------- ----------------- CUSIP NO. 00037245J1 Page 5 of 5 Pages - --------------------- ----------------- 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 not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that 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. February 14, 2001 ----------------------------- (Date) /s/ Stephen Watson ----------------------------- (Signature) Stephen Watson ----------------------------- (Name/Title)