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*
KEENE NAZZIC S	

(Last)	(First)	(Middle)	
1710 SAIC DRIVE	

(Street) 
MCLEAN	VA	22102	

(City)	(State)	(Zip)	
	2. Date of Event Requiring Statement (Month/Day/Year)
09/10/2013 	3. Issuer Name and Ticker or Trading Symbol 
SAIC Gemini, Inc. [ SAIC ] 		
		4. Relationship of Reporting Person(s) to Issuer 
(Check all applicable) 
	Director		10% Owner	
X	Officer (give title below)		Other (specify below)	
Sector President	
	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) 	
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				
Explanation of Responses:	
Remarks:	
No securities are beneficially owned. Exhibit 24 - Power of Attorney poakeene.txt	
No securities are beneficially owned.	
	N. Walker, Attorney-in-fact	09/10/2013	
	** 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.	
Exhibit 24
POWER OF ATTORNEY

The undersigned hereby constitutes and appoints each of Mark Schultz,
Paul Greiner and Nancy Walker, signing singly, as the undersigned's
true and lawful attorney-in-fact to:

(1) prepare, execute in the undersigned's name and on the undersigned's
behalf, and submit to the U.S. Securities and Exchange Commission (the
SEC) a Form ID, including amendments thereto, and any other documents
necessary or appropriate to obtain codes and passwords enabling the
undersigned to make electronic filings with the SEC of reports required
by Section 16(a) of the Securities Exchange Act of 1934 or any rule or
regulation of the SEC relating to ownership of securities of SAIC
Gemini, Inc. (to be renamed Science Applications International
Corporation (SAIC));

(2) execute for and on behalf of the undersigned, in the undersigned's
capacity as an executive officer and/or director of SAIC any Forms 3,
4 and 5 necessary or desirable in accordance with Section 16(a) of the
Securities and Exchange Act of 1934 and the rules thereunder, as the
same may be amended from time to time;

(3) do and perform any and all acts for and on behalf of the undersigned
which may be necessary or desirable to complete the execution of any such
Form 3, 4 or 5 and the timely filing of such Form with the SEC and any
other authority; and

(4) take any other action of any type whatsoever with the foregoing
which, in the opinion of such attorney-in-fact, may be of benefit to, in
the best interest of, or legally required by, the undersigned, in
connection with the undersigned's ownership of securities of SAIC, 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 his or her discretion.

The undersigned hereby grants to each such attorney-in-fact full power
and authority to do and perform each and every act and thing whatsoever
requisite, necessary and 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 his or her 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 attorney-in-fact, in serving in such capacity at the
request of the undersigned, are not assuming any of the undersigned's
responsibilities to comply with Section 16 of the Securities and Exchange
Act of 1934 and the rules thereunder, as the same may be amended from
time to time.

This Power of Attorney shall remain in full force and effect until 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
SAIC, unless earlier revoked by the undersigned in a signed writing to
the foregoing attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of the date set forth below.

Date: September 3, 2013

Signature: /s/ NAZZIC S. KEENE
Printed Name:  Nazzic S. Keene