SEC FORM 3 SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person*
Smith Russell Lewell

(Last) (First) (Middle)
200 HARVARD MILL SQUARE SUITE 210

(Street)
WAKEFIELD MA 01880

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
12/22/2017
3. Issuer Name and Ticker or Trading Symbol
EDGEWATER TECHNOLOGY INC/DE/ [ EDGW ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
President, Fullscope
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 15,000 D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option 03/09/2012(1) 03/09/2018 Common Stock 12,635 3.15 D
Stock Option 03/09/2012(1) 03/09/2018 Common Stock 90,393 3.15 D
Stock Option 03/07/2013(1) 03/07/2019 Common Stock 20,000 3.52 D
Stock Option 09/26/2013(1) 09/26/2019 Common Stock 75,000 4.04 D
Stock Option 03/05/2015(1) 03/05/2021 Common Stock 30,000 6.89 D
Stock Option 03/06/2016(1) 03/06/2022 Common Stock 50,000 6.99 D
Explanation of Responses:
1. Option award vests 33% per year over a three-year period from the date of grant.
Remarks:
/s/ Timothy R. Oakes, Attorney-In-Fact 12/22/2017
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
                              AUTHORIZATION LETTER



December 21, 2017

Securities and Exchange Commission
100 F Street, NE
Washington, D.C. 20549
Attn:  Filing Desk


To Whom It May Concern:

By means of this letter I authorize Timothy Oakes and Paul McNeice, or any of
them individually, to sign on my behalf all forms required under Section 16(a)
of the Securities Exchange Act of 1934, as amended, relating to transactions
involving the stock or derivative securities of Edgewater Technology, Inc. (the
"Company").  Any of these individuals is accordingly authorized to sign any Form
3, Form 4, Form 5 or amendment thereto which I am required to file with the same
effect as if I had signed them myself.

This authorization shall remain in effect until revoked in writing by me.

Yours truly,


      /s/ Russell Smith
---------------------------------------
Russell Smith
 
                               POWER OF ATTORNEY

       Know all by these presents that the undersigned hereby constitutes and
appoints each of Timothy Oakes and Paul McNeice signing individually, the
undersigned's true and lawful attorneys-in fact and agents to:

              (1) execute for and on behalf of the undersigned, an officer,
       director or holder of 10% of more of a registered class of securities of
       Edgewater Technology, Inc. (the "Company"), Forms 3, 4 and 5 in
       accordance with Section 16(a) of the Securities Exchange Act of 1934, as
       amended (the "Exchange Act") and the rules thereunder;

              (2) do and perform any and all acts for and on behalf of the
       undersigned that may be necessary or desirable to complete and execute
       such Form 3, 4 or 5, complete and execute any amendment or amendments
       thereto, and timely file such forms or amendments with the United States
       Securities and Exchange Commission and any stock exchange or similar
       authority; and

              (3) take any other action of any nature whatsoever in connection
       with the foregoing which, in the opinion of such attorney-in-fact, may be
       of benefit, in the best interest of, or legally required by, the
       undersigned, it being understood that the documents executed by such
       attorney-in-fact on behalf of the undersigned pursuant to this Power
 of
       Attorney shall be in such form and shall contain such terms and
       conditions as such attorney-in-fact may approve in such attorney-in-
       fact's discretion.

       The undersigned hereby grants to each such attorney-in-fact full power
and authority to do and perform any and every act and thing whatsoever
requisite, necessary, or proper to be done in the exercise of any of the rights
and powers herein granted, as fully to all intents and purposes as the
undersigned might or could do if personally present, with full power of
substitution or revocation, hereby ratifying and confirming all that such
attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall
lawfully do or cause to be done by virtue of this power of attorney and the
rights and powers herein granted.  The undersigned acknowledges that the
foregoing attorneys-in-fact, in serving in such capacity at the request of the
undersigned, are not assuming, nor is the Company assuming, any of the
undersigned's responsibilities to comply with Section 16 of the Exchange Act.

       This Power of Attorney shall remain in full force and effect until the
earliest to occur of (a) the undersigned is no longer required to file Forms 3,
4 and 5 with respect to the undersigned's holdings of and transactions in
securities issued by the Company, (b) revocation by the undersigned in a signed
writing delivered to the foregoing attorneys-in-fact or (c) as to any attorney-
in-fact individually, until such attorney-in-fact shall no longer be employed by
the Company.

       IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of this 21st day of December, 2017.


                                             /s/ Russell Smith
                                        ------------------------------------
                                        Russell Smith