SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13G/A
Under the Securities Exchange Act of 1934
(Amendment No.1 )
JLK Direct Distribution Inc.
(Name of Issuer)
Common
(Title of Class of Securities)
46621C 10 5
(CUSIP Number)
Check the following box if a fee is being paid with this
statement [ ]. (A fee is not required only if the filing
person: (1) has a previous statement on file reporting
beneficial ownership of more than five percent of the class
of securities described in Item 1; and (2) has filed no
amendment subsequent thereto reporting beneficial ownership
of five percent or less of such class.) (See Rule 13d-7.)
*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 purposes 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).
(Continued on following page(s))
<PAGE>
CUSIP No. 46621C 10 5
Schedule 13G
1
NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
RCM Capital Management, L.L.C. 94-3244780
RCM Limited L.P. 94-3004387
RCM General Corporation 94-3132809
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ] (b) [X]
3
SEC USE ONLY
4
CITIZENSHIP OR PLACE OF ORGANIZATION
RCM Capital Management, L.L.C. - DE Limited
Liability Co.
RCM Limited L.P. - CA Limited Partnership
RCM General Corporation - CA Corporation
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING
PERSON WITH:
5 SOLE VOTING POWER 607,800
6 SHARED VOTING POWER 0
7 SOLE DISPOSITIVE POWER 733,800
8 SHARED DISPOSITIVE POWER 0
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
733,800
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES*
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
2.92
12
TYPE OF REPORTING PERSON*
RCM Capital Management, L.L.C.-IA,OO
RCM Limited L.P. - PN,HC
RCM General Corporation - CO,HC
<PAGE>
Item 1(a) Name of Issuer:
JLK Direct Distribution Inc.
Item 1(b) Address of Issuer's Principal Executive Offices:
State Route 981 S
PO Box 231
Latrobe, PA 15650-0231
Item 2(a) Name of Person Filing:
RCM Capital Management, L.L.C.
RCM Limited L.P.
RCM General Corporation
Item 2(b) Address of Principal Business Office or, if none,
Residence:
Four Embarcadero Center
San Francisco, California 94111
Item 2(c) Citizenship:
RCM Capital Management, L.L.C.- DE Limited Liability
Co.
RCM Limited L.P. - CA Limited Partnership
RCM General Corporation - CA Corporation
Item 2(d) Title of Class of Securities:
Common
Item 2(e) CUSIP Number:
46621C 10 5
Item 3. If this statement is filed pursuant to Rules 13d-1(b),
or 13d-2(b), check whether the person filing is a:
(e) [X] Investment Adviser registered under section 203
of Investment Advisers Act of 1940. *See Exhibit A.
Item 4. Ownership.
See responses to Items 5, 6, 7, 8, 9, and 11 of Cover Page.
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.
See Exhibit A.
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 acquired in the ordinary course of
business and were not acquired for the purpose of and do
not have the effect of changing or influencing the
control of the issuer of such securities and were not
acquired in connection with or as a participant in any
transaction having such purposes or effect.
By /s/ Kenneth B. Weeman,Jr.
Kenneth B. Weeman, Jr.
Principal
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.
RCM CAPITAL MANAGEMENT, L.L.C.
By /s/ Kenneth B. Weeman, Jr.
September 10, 1997
Kenneth B. Weeman, Jr.
Principal
RCM LIMITED L.P.
By /s/ Timothy B. Parker
September 10, 1997
Timothy B. Parker
Deputy General Counsel
RCM GENERAL CORPORATION
By /s/ Timothy B. Parker
September 10, 1997
Timothy B. Parker
Deputy General Counsel
<PAGE>
EXHIBIT A
RCM Capital Management, L.L.C. ("RCM Capital") is
an investment adviser registered under Section 203
of the Investment Advisers Act of 1940.
RCM Limited L.P. ("RCM Limited") is the Managing Agent
of RCM Capital. RCM Limited has filed this Schedule 13G
pursuant to Rule 13d-1(b)(ii)(G) under the Securities
Exchange Act of 1934 (the "Act"). RCM Limited has
beneficial ownership of the securities reported on this
Schedule 13G only to the extent that RCM Limited may be
deemed to have beneficial ownership of securities
managed by RCM Capital.
RCM General Corporation ("RCM General") is the General
Partner of RCM Limited, the Managing Agent of RCM Capital.
RCM General has filed this Schedule 13G pursuant to Rule 13d-
1(b)(ii)(G) under the Act. RCM General has beneficial
ownership of the securities reported on this Schedule 13G
only to the extent that RCM General may be deemed to have
beneficial ownership of securities managed by RCM Capital.
RCM Capital, RCM Limited, and RCM General
have agreed to file a joint statement on Schedule 13G
under the Act in connection with the common stock of JLK
Direct Distribution Inc.
RCM Capital, RCM Limited, and RCM General
are responsible for the timely filing of Schedule 13G and any
amendments thereto, and for the completeness and accuracy of the
information concerning each of them contained therein, but none of
them is responsible for the completeness or accuracy of the
information concerning any other.
RCM CAPITAL MANAGEMENT, L.L.C.
By /s/ Kenneth B. Weeman, Jr.
September 10, 1997
Kenneth B. Weeman, Jr.
Principal
RCM LIMITED L.P.
By /s/ Timothy B. Parker
September 10, 1997
Timothy B. Parker
Deputy General Counsel
RCM GENERAL CORPORATION
By /s/ Timothy B. Parker
September 10, 1997
Timothy B. Parker
Deputy General Counsel
