UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 8)*
INACOM CORP.
(Name of Issuer)
Common Stock, $.10 par value
(Title of Class of Securities)
45323G-10-9
(CUSIP Number)
Rick Inatome 1800 West Maple Road
Troy, Michigan 48084
(810) 649-5580
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
March 7, 1996
(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 [ ].
(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.)
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 disclosures provided in a prior cover page.
The information required on 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).
<PAGE>
1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Rick Inatome
2 Check The Appropriate Box If A Member Of A Group* (a)[X]
(b)[ ]
3 SEC Use Only
4 Source of Funds*
OO, PF
5 Check Box If Disclosure Of Legal Proceedings Is [ ]
Required Pursuant To Items 2(d) or 2(E)
6 Citizenship Or Place of Organization
U.S.A.
7 Sole Voting Power
Number Of -0-
Shares 8 Shared Voting Power
Beneficially
Owned By 526,464
Each 9 Sole Dispositive Power
Reporting
Person 313,399
With 10 Shared Dispositive Power
88,622
11 Aggregate Amount of Beneficially Owned By Each Reporting Person
526,464
12 Check Box If The Aggregate Amount In Row (11) Excludes [ ]
Certain Shares*
13 Percent Of Class Represented By Amount In Row (11)
5.2%
14 Type Of Reporting Person*
IN
<PAGE>
1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Joseph T. Inatome
2 Check The Appropriate Box If A Member Of A Group* (a)[X]
(b)[ ]
3 SEC Use Only
4 Source of Funds*
OO, PF
5 Check Box If Disclosure Of Legal Proceedings Is [ ]
Required Pursuant To Items 2(d) or 2(E)
6 Citizenship Or Place of Organization
U.S.A.
7 Sole Voting Power
Number Of -0-
Shares 8 Shared Voting Power
Beneficially
Owned By 526,464
Each 9 Sole Dispositive Power
Reporting
Person 74,698
With 10 Shared Dispositive Power
-0-
11 Aggregate Amount of Beneficially Owned By Each Reporting Person
526,464
12 Check Box If The Aggregate Amount In Row (11) Excludes [ ]
Certain Shares*
13 Percent Of Class Represented By Amount In Row (11)
5.2%
14 Type Of Reporting Person*
IN
<PAGE>
This is the eighth amendment to a Statement on Schedule 13D
originally filed with the Securities and Exchange Commission on August 16,
1991 (the "Original Statement") by Rick Inatome and Joseph Inatome with
respect to the common stock, par value $.10 per share (the "Common Stock"),
of InaCom Corp., a Delaware corporation (the "Issuer"). Item 5 of the
Original Statement, as amended, is further amended as set forth below:
Item 5. Interest in Securities of the Issuer.
Paragraphs (a) and (b) are amended and restated in their entirety to
read as follows:
(a) Rick Inatome and Joseph Inatome each beneficially own
526,464 shares of Common Stock, constituting approximately 5.2% of the
issued and outstanding shares of Common Stock. The number of shares of
Common Stock beneficially owned includes 111,665 shares which Rick Inatome
has the right to acquire pursuant to employee stock options which are
exercisable currently or within the next 60 days, and 1,122 shares
beneficially owned by Joyce Inatome, the spouse of Rick Inatome.
(b) Ownership of the shares disclosed above in paragraph 5(a)
and the power of Rick Inatome and Joseph Inatome to vote and dispose of such
shares is described below. Voting power with respect to all such shares is
reported as shared among Rick Inatome and Joseph Inatome by virtue of the
1993 Voting Agreement pursuant to which they have been appointed proxies to
vote shares held by them and their spouses.
Voting Dispositive
# Shares Manner Owned Power Power
- -------- ------------ ------ -----------
201,734 Rick Inatome individually shared sole(1)
87,500 Rick & Nan Inatome jointly shared shared(2)
1,122 Rick & Joyce Inatome jointly shared shared(3)
1,122 Joyce Inatome under UGMA shared none
74,968 Joseph Inatome individually shared sole(4)
48,353 Nan Inatome individually shared none
111,665 Rick Inatome, options exercisable
currently or within 60 days shared sole
(1) Includes 12,370 shares as to which disposition power is subject to
the terms of the Issuer's 1990 Stock Plan.
(2) Dispositive power is shared between Rick Inatome and Nan Inatome by
virtue of joint ownership.
(3) Voting and dispositive power is shared between Rick Inatome and
Joyce Inatome by virtue of joint ownership.
(4) Includes 2,900 shares as to which disposition power is subject to
the terms of the Issuer's 1990 Stock Plan.
<PAGE>
(c) Paragraph (c) is amended to add the following information:
The Inatomes have engaged in the following transactions in the
Common Stock since the date of the preceding amendment to the Original
Statement:
Rick Inatome made the following market sales:
Date Shares Price
---- ------ -----
7/25/95 30,000 $15.00
8/08/95 10,000 13.75
2/28/96 5,000 18.00
2/28/96 5,000 18.375
2/29/96 5,000 17.875
3/04/96 3,000 17.750
3/07/96 5,000 17.750
3/07/96 5,000 18.250
Nan Inatome made the following market sales:
Date Shares Price
---- ------ -----
2/13/96 2,000 $15.065
2/14/96 5,000 14.875
2/14/96 5,000 14.9375
2/15/96 2,000 15.1875
2/20/96 5,000 15.50
2/22/96 2,000 16.25
2/22/96 2,000 15.75
2/22/96 2,000 16.625
2/23/96 2,000 17.00
2/27/96 3,000 17.125
SIGNATURE
After reasonable inquiry and to the best of their knowledge and
belief, the undersigned certify that the information set forth in this
statement is true, complete and correct.
Dated: March 22, 1996
/s/ Rick Inatome
- -----------------------
Rick Inatome
/s/ Joseph T. Inatome
- -----------------------
Joseph T. Inatome
