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^*

Castner Ralph W

(Last)

(First)

(Middle)

C/O CABELA'S INCORPORATED

ONE CABELA DRIVE

(Street)

SIDNEY

69160

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
06/24/2004

3. Issuer Name and Ticker or Trading Symbol
CABELAS INC [ CAB ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Vice President & CFO

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 (voting)	95,420	D
Common Stock (voting)	118.7003	I	by 401(k) Plan

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)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	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)
Option (right to purchase)	⁽¹⁾	05/01/2014	Common Stock	36,700	$13.34	D
Option (right to purchase)	⁽²⁾	07/24/2013	Common Stock	29,360	$11.2	D
Option (right to purchase)	⁽³⁾	07/27/2011	Common Stock	66,060	$9.13	D
Option (right to purchase)	⁽⁴⁾	07/13/2010	Common Stock	29,360	$5.76	D

Explanation of Responses:

1. Option granted on 5-1-04 and becomes exercisable in 20% annual installments beginning 1-1-05.

2. Option for 36,700 shares granted on 7-24-03 that becomes exercisable in 20% annual installments beginning 1-1-04.

3. Option for 110,100 shares granted on 7-27-01 that becomes exercisable in 10% annual installments beginning on date of grant and additional 10% each January 1 thereafter.

4. Option for 36,700 shares granted on 7-13-00 that becomes exercisable in 10% annual installments beginning on date of grant and additional 10% each January 1 thereafter.

	/s/ Ralph W. Castner	06/24/2004
	** 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).
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