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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
Amendment No.: 1
Name of Issuer: CEM Corporation
Title of Class of Securities: Common Stock, $.05 par value
CUSIP Number: 125165100
(Name, Address and Telephone Number of Person
Authorized To Receive Notices and Communications)
James Wiggins, Phronesis Partners, L.P., 1580 Fishinger Rd.,
Columbus, Ohio 43221; 614-326-0100
(Date of Event which Requires Filing of this Statement)
May 19, 1998
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 [ ].
Note: Six copies of this statement, including all exhibits,
should be filed with the Commission. See Rule 13d-1(a) for other
parties to whom copies are to be sent.
*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 purpose 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).
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CUSIP No.: 125165100
1. Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
James Wiggins
2. Check the Appropriate Box if a Member of a Group
a.
b.
3. SEC Use Only
4. Source of Funds
WC
5. Check if Disclosure of Legal Proceedings is Required Pursuant
to Items 2(d) or 2(e)
6. Citizenship or Place of Organization
U.S.
Number of Shares Beneficially Owned by Each Reporting Person
With:
7. Sole Voting Power:
92,500
8. Shared Voting Power:
28,200
9. Sole Dispositive Power:
120,700
10. Shared Dispositive Power:
11. Aggregate Amount Beneficially Owned by Each Reporting Person
120,700
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)
3.5%
14. Type of Reporting Person
IN
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The purpose of this Amendment No. 1 to the previously filed
Schedule 13D is to report that the ownership of James Wiggins
(the "Reporting Person") in the Common Stock, $.05 par value (the
"Shares") of CEM Corporation (the "Issuer") has decreased from
5.1% to 3.5% of the Shares outstanding. All capitalized terms
not defined herein have the definitions given them in the
original Schedule 13D.
Item 1. Security and Issuer
No change.
Item 2. Identity and Background
No change.
Item 3. Source and Amount of Funds or Other Consideration
As of the date hereof, the Reporting Person is deemed to
beneficially own 120,700 Shares of the Issuer. All
120,700 Shares are held by the Partnerships. The Shares
were purchased for an aggregate purchase price of
$1,282,905.50. The funds for the purchase of the Shares
held in the Partnerships have come from each
Partnership's own funds. No leverage was used to
purchase any Shares.
Item 4. Purpose of Transactions
No change.
Item 5. Interest in Securities of Issuer
As of the date hereof, the Reporting Person is deemed to
be the beneficial owner of 120,700 Shares. Based on the
Issuer's filing on Form 10-Q on May 6, 1998, as of April
23, 1998 there were 3,445,327 Shares in the Issuer
outstanding. Therefore, the Reporting Person is deemed
to beneficially own 3.5% of the outstanding Shares. The
Reporting Person has the sole or shared power to vote,
direct the vote, dispose of or direct the disposition of
all the Shares that he is deemed to beneficially own.
The Reporting Person ceased to be deemed to be the
beneficial owner of more than 5% of the outstanding
Shares on May 18, 1998. All transactions in the Shares
effected by the Reporting Person since sixty days prior
to May 19, 1998 through the date of this filing were
effected in open-market transactions and are set forth
in Exhibit A hereto.
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Item 6. Contracts, Arrangements, Understandings or
Relationships with Respect to Securities of the Issuer
No change.
Item 7. Material to be Filed as Exhibits
A description of the transactions in the Shares
that were effected by the Reporting Person since
sixty days prior to May 19, 1998 through the date
of this filing is filed herewith as Exhibit A.
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Signature
The undersigned, after reasonable inquiry and to
the best of his knowledge and belief, certifies that the
information set forth in this statement is true, complete
and correct.
/s/ James Wiggins
________________________________
James Wiggins
May 27, 1998
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00532001.AG0
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Exhibit A
SCHEDULE OF TRANSACTIONS
Shares Purchased
Date or (Sold) Price Per Share
____ ________________ _______________
4/24/98 3,000 $10.81
4/29/98 1,000 10.685
5/18/98 (20,000) 12.125
5/19/98 (10,000) 13.125
5/19/98 (10,000) 13
5/20/98 (10,000) 12.75
5/26/98 (10,000) 12.875
00532001.AG0