SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
____________________________
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 11)
SED International Holdings, Inc.
(Name of Issuer)
Common Stock, $.01 par value
(Title of Class of Securities)
842811 10 1
(CUSIP Number)
1 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 (the "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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1. NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Gerald Diamond
###-##-####
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
5. SOLE VOTING POWER
696,762
6. SHARED VOTING POWER
54,000
7. SOLE DISPOSITIVE POWER
696,762
8. SHARED DISPOSITIVE POWER
54,000
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
750,762
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES [ ]
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
8.0%
12. TYPE OF REPORTING PERSON
IN
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STATEMENT ON
SCHEDULE 13G
FILED WITH THE
SECURITIES AND EXCHANGE COMMISSION
ON BEHALF OF
GERALD DIAMOND
Item 1(a). Name of Issuer:
SED International Holdings, Inc.
Item 1(b). Address of Issuer's Principal Executive Offices
4916 North Royal Atlanta Drive
Atlanta, Georgia 30085
Item 2(a). Name of Person Filing:
Gerald Diamond
Item 2(b). Address of Principal Business Office or, if None,
Residence:
4916 North Royal Atlanta Drive
Atlanta, Georgia 30085
Item 2(c). Citizenship:
United States of America
Item 2(d). Title of Class of Securities:
Common Stock, $.01 par value
Item 2(e). CUSIP Number:
842811 10 1
Item 3. If this statement is filed pursuant to Rules 13d-1(b),
or 13d-2(b), check whether the person filing is a:
Inapplicable
Item 4. Ownership:
(a) Amount beneficially owned: 750,762(1)(2)
(b) Percent of class: 8.0%
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(c) Number of shares as to which such person has
(i) sole power to vote or to direct the vote:
696,762(1)
(ii) shared power to vote or to direct the vote:
54,000(2)
(iii) sole power to dispose or to direct the
disposition of: 696,762(1)
(iv) shared power to dispose or to direct the
disposition of: 54,000(2)
(1) Includes 146,850 shares held of record by SED Associates, a
general partnership of which the reporting person is the managing
partner. As managing partner, the reporting person has sole
voting and dispositive powers over all the shares owned by the
partnership. See Item 6. Also includes 546,000 shares subject
to options exercisable on or before March 1, 1999 and 3,912
shares held in a custodial account for which the reporting person
is the sole custodian.
(2) Includes 54,000 shares subject to options granted to the
reporting person's wife, Jean Diamond, exercisable on or before
March 1, 1999. The reporting person disclaims beneficial
ownership of such shares.
Item 5. Ownership of Five Percent or Less of a Class:
Inapplicable
Item 6. Ownership of More than Five Percent on Behalf of Another
Person:
Of the indicated shares, 146,850 are owned by SED
Associates, a general partnership of which the reporting
person is the managing partner. As managing partner, the
reporting person has sole voting and dispositive powers over
all the shares owned by the partnership.
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on by the Parent
Holding Company:
Inapplicable
Item 8. Identification and Classification of the Members of the
Group:
Inapplicable
Item 9. Notice of Dissolution of Group:
Inapplicable
Item 10. Certification:
Inapplicable
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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.
February 11, 1999 /s/ Gerald Diamond
Date Signature
Name: Gerald Diamond
