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CUSIP NO. 593261-10-0 Page 1 of 6 Pages
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A
Under the Securities Exchange Act of 1934
(Amendment No. __)*
MIAMI COMPUTER SUPPLY CORPORATION
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(Name of Issuer)
COMMON STOCK, NO PAR VALUE
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(Title of Class of Securities)
593261-10-0
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(CUSIP Number)
Timothy B. Matz, Esq.
Jeffrey A. Koeppel, Esq.
Elias, Matz, Tiernan & Herrick L.L.P.
734 15th Street, N.W.
Washington, D.C. 20005
(202) 347-0300
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(Name, Address, Telephone Number of Person Authorized
to Receive Notices and Communications)
November 12, 1996
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(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box [ ].
Check the following box if a fee is being paid with the statement [X]. (A fee is
not required only if the reporting 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.)
Page 1 of 6 Pages
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CUSIP NO. 593261-10-0 Page 2 of 6 Pages
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1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Thomas C. Winstel
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2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)[ ]
(b)[ ]
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3. SEC USE ONLY
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4. SOURCE OF FUNDS
PF
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5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS PURSUANT TO ITEMS 2(d) or
2(e)
[ ]
Not Applicable
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6. CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
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7. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE
VOTING POWER
194,060
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8. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SHARED
VOTING POWER
-0-
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9. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE
DISPOSITIVE POWER
194,060
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10. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SHARED
DISPOSITIVE POWER
-0-
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11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
194,060
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12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
[ ]
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13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.73%
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14. TYPE OF REPORTING PERSON
IN
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CUSIP NO. 593261-10-0 Page 3 of 6 Pages
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Item 1. Security and Issuer
This Statement relates to the shares of common stock, no par value per
share ("Common Stock"), of Miami Computer Supply Corporation, a company
organized under the laws of Ohio (the "Issuer"). The address of the Issuer's
principal executive office is 4750 Hempstead Station, Dayton, Ohio 45429.
Item 2. Identity and Background
(a) The reporting person filing this Statement is Thomas C. Winstel.
(b) The business address of the person filing this Statement is: 4750 Hempstead
Station, Dayton, Ohio 45429.
(c) Thomas C. Winstel co-founded the Issuer and is a Director and Vice
President - Presentation Products of the Issuer.
(d) During the past five years, the reporting person filing this Statement has
not been convicted in a criminal proceeding (excluding traffic violations
or similar misdemeanors).
(e) During the past five years, the reporting person filing this Statement has
not been a party to a civil proceeding of a judicial or administrative body
of competent jurisdiction and as a result of such proceeding was or is
subject to a judgment, decree or final order enjoining future violations
of, or prohibiting or mandating activities subject to, federal or state
securities laws or a finding of any violation with respect to such laws.
(f) The reporting person filing this Statement is a citizen of the United
States of America.
Item 3. Source and Amount of Funds or Other Consideration
As of the date hereof, the number of shares with respect to which Thomas C.
Winstel may be deemed to be the beneficial owner is 194,060 shares of Common
Stock which were purchased in private transactions. The aggregate cost of the
purchased shares was $154,164.00.
The funds used by the reporting person filing this Statement to purchase
shares of Common Stock have come from such reporting person's personal funds,
which include cash and cash equivalents on hand and in banks.
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CUSIP NO. 593261-10-0 Page 4 of 6 Pages
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Item 4. Purpose of Transaction
The reporting person filing this Statement has acquired the shares of
Common Stock owned by such person for investment purposes. The reporting person
has no present intent to or has any plans or proposals which relate to or would
result in: (a) the acquisition by any person of additional securities of the
Issuer or the disposition of securities of the Issuer; (b) an extraordinary
corporate transaction, such as a merger, reorganization or liquidation involving
the Issuer; (c) a sale or transfer of a material amount of assets of the Issuer;
(d) any change in the present Board of Directors or management of the Issuer,
including any plans or proposals to change the number or term of directors or to
fill any existing vacancies on the Board; (e) any material change in the present
capitalization or dividend policy of the Issuer; (f) any other material change
in the Issuer's business or corporate structure; (g) changes in the Issuer's
Amended and Restated Articles of Incorporation, Amended and Restated Code of
Regulations or instruments corresponding thereto or other actions which may
impede the acquisition of control of the Issuer by any person; (h) causing a
class of securities of the Issuer to be delisted from a national securities
exchange or to cease to be authorized or quoted in an inter-dealer quotation
system of a registered national securities association; (i) a class of equity
securities of the Issuer becoming eligible for termination of registration
pursuant to Section 12(g)(4) of the Exchange Act; or (j) any action similar to
any of those enumerated above. However, in the future, the reporting person
filing this Statement may determine to acquire additional shares of the Common
Stock (or other securities of the Issuer), from time to time, or the reporting
person may determine to dispose of all or some of his acquired shares of Common
Stock subject to his agreement with Friedman, Billings, Ramsey & Co., Inc. (the
"Underwriter") which requires that such shares not be sold before August 6,
1997 without the consent of the Underwriter, and to applicable securities laws
which limit the sale of such Common Stock. Any such determination will depend on
a number of factors, including market prices, the Issuer's prospects and
alternative investments.
Item 5. Interest in Securities of the Issuer
(a) As of the date hereof, Thomas C. Winstel may be deemed to be the beneficial
owner of an aggregate of 194,060 shares of Common Stock, which constitutes
approximately 5.73% of the 3,388,000 shares of Common Stock which Thomas C.
Winstel believes to be the total number of Common Stock outstanding as of
November 11, 1996, the date of the Issuer's final Prospectus. The directly
owned shares of Common Stock are held by Thomas C. Winstel in a personal
account.
Nothing contained herein shall be construed as an admission that Thomas C.
Winstel is the beneficial owner of any shares of Common Stock, except as
set forth herein as expressly and admittedly being beneficially owned by
Thomas C. Winstel. Except as described herein, to the best knowledge of
Thomas C. Winstel, there is no person who may be deemed to comprise a group
with the reporting person filing this Statement.
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CUSIP NO. 593261-10-0 Page 5 of 6 Pages
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(b) Thomas C. Winstel has the sole power to vote and the sole power to dispose
of the 176,000 shares of Common Stock owned by such reporting person as of
November 11, 1996.
(c) Except for Thomas C. Winstel's purchase of 18,060 shares of the Issuer's
Common Stock in the initial Public Offering on November 12, 1996, the
reporting person filing this Statement has not effected any transactions in
the Common Stock within the past 60 days.
(d) No person other than the reporting person filing this Statement has the
right to receive, or the power to direct the receipt of, dividends from, or
the proceeds from the sale of, the shares of the Common Stock reported in
this Statement.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to
Securities of the Issuer
Other than his participation in the Issuer's 1996 Stock Option Plan, as of
the date of this Statement, the reporting person filing this Statement is not a
party to any contract, arrangement, understanding or relationship with any other
person with respect to any securities of the Issuer, including but not limited
to transfer or voting of any of the Common Stock, finder's fees, joint ventures,
loan or option arrangements, puts or calls, guarantees of profits, division of
profits or loss, the giving or withholding of proxies or pledge or otherwise
subject to a contingency the occurrence of which would give another person
voting or investment power over the Common Stock.
Item 7. Material to be Filed as Exhibits
None.
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CUSIP NO. 593261-10-0 Page 6 of 6 Pages
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SIGNATURES
After reasonable inquiry and to the best of the knowledge and belief of the
undersigned, the undersigned certifies that the information set forth in this
Statement on Schedule 13D is true, complete and correct.
By: /s/ Thomas C. Winstel
_____________________
Thomas C. Winstel
Date: November 19, 1996
