Amendment No. 1
The Sportsman's Guide, Inc.
Common Stock, $.01 par value
CUSIP Number 848907 20 1
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CUSIP NO. 848907 20 1
Item 1: Reporting Person - Ralph E. Heyman, individually and
as
Trustee under various trusts
Item 4: United States
Item 5: 383,725
Item 6: 522,000
Item 7: 383,725
Item 8: 522,000
Item 9: 383,725
Item 10: X
Item 11: 8.1%
Item 12: IN/00
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Item 4. Ownership
(a) Amount Beneficially Owned
383,725
(b) Percent of Class
8.1%
(c) Number of Shares as to which the Person has:
(i) Sole power to vote or to direct the vote
Ralph E. Heyman, individually, has the sole power
to vote 1,000 shares of Common Stock and as Trustee
under various trusts, has sole power to vote
382,725 shares of Common Stock.
(ii) Shared power to vote or to direct the vote
Ralph E. Heyman has shared power to vote 522,000
shares of Common Stock, 420,051 of which are held
in the name of the Vincent W. Shiel Family Limited
Partnership and 101,949 of which are held in the
name of the Helen M. Shiel Family Limited
Partnership, of which Mr. Heyman expressly
disclaims beneficial ownership.
(iii) Sole power to dispose or to direct the disposition
of
Ralph E. Heyman, individually, has sole power to
dispose of 1,000 shares of Common Stock and as
Trustee under various trusts, has sole power to
dispose of 382,725 shares of Common Stock.
(iv) Shared power to dispose of or direct the
disposition of
Ralph E. Heyman has shared power to vote 522,000
shares of Common Stock, 420,051 of which are held
in the name of the Vincent W. Shiel Family Limited
Partnership and 101,949 of which are held in the
name of the Helen M. Shiel Family Limited
Partnership, of which Mr. Heyman expressly
disclaims beneficial ownership.
Item 6. Ownership of more than Five Percent on Behalf of Another
Person
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The Vincent W. Shiel Family Limited Partnership and the Helen
M. Shiel Family Limited Partnership have the right to receive
dividends from, and the proceeds from the sale of, 420,051 and
101,949 shares of Common Stock held by the partnerships,
respectively.
Item 10. Certification
By signing below I certify that, to the best of my knowledge
and belief, the securities referred to above were not acquired and
are not held for the purpose of or with the effect of changing or
influencing the control of the issuer of the securities and were
not acquired and are not held in connection with or as a
participant in any transaction having that purpose or effect.
SIGNATURE
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.
RALPH E. HEYMAN
Ralph E. Heyman, individually and
as Trustee
Date: February 12, 1999
