UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. ___)*
BCAM International, Inc.
(Name of Issuer)
Common Stock, $0.01 Par Value
Title of Class of Securities
055293104
(CUSIP Number)
*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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SCHEDULE 13G
CUSIP No. 055293104
1 Names of Reporting Persons or
S.S. or I.R.S. Identification Nos. of Above Person
Kirr, Marbach & Company LLC
2 Check the Appropriate Box (a) [ ]
if a Member of a Group (b) [ ]
3 SEC Use Only
4 Citizenship or Place of Organization
Indiana
NUMBER OF 5 Sole Voting Power
SHARES
BENEFICIALLY 2,042,500
OWNED BY
EACH 6 Shared Voting Power
REPORTING
PERSON WITH 0
7 Sole Dispositive Power
2,042,500
8 Shared Dispositive Power
0
9 Aggregate Amount Beneficially Owned by Each
Reporting Person
2,042,500
10 Check Box if the Aggregate Amount in Row (9)
Excludes Certain Shares
Not Applicable
11 Percent of Class Represented by Amount in Row (9)
12.3%
12 Type of Reporting Person
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Item 1 (a) Name of Issuer:
BCAM International, Inc.
Item 1 (b) Address of Issuer's Principal Executive
Offices:
1800 Walt Whitman Road
Melville, New York 11747
Item 2 (a) Name of Person Filing:
Kirr, Marbach & Company LLC ("Kirr
Marbach"), a registered investment
adviser
Item 2 (b) Address of Principal Business Office, or
if none, Residence:
The business address of Kirr
Marbach is 621 Washington Street,
Columbus, IN 47201
Item 2 (c) Citizenship:
Kirr Marbach is a limited liability
company organized under the laws of
the State of Indiana.
Item 2 (d) Title of Class of Securities:
Common Stock, $0.01 Par Value (the
"Common Stock")
Item 2 (e) CUSIP Number:
055293104
Item 3 If this statement is filed pursuant to
Rules 13d-1(b) or 13d-2(b):
A. [ ] Broker or Dealer registered
under Section 15 of the Act
B. [ ] Bank as defined in section
3(a)(6) of the Act
C. [ ] Insurance Company as defined
in section 3(a)(19) of the Act
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D. [ ] Investment Company registered
under section 8 of the
Investment Company Act
E. [X] Investment Adviser registered
under section 203 of the
Investment Advisers Act of
1940
F. [ ] Employee Benefit Plan, Pension
Fund which is subject to the
provisions of the Employee
Retirement Income Security Act
of 1974 or Endowment Fund; see
section 240.13d-1(b)(1)(ii)(F)
G. [ ] Parent Holding Company, in
accordance with section
240.13d-1(b)(ii)(G) (Note: See
Item 7)
H. [ ] Group, in accordance with
section 240.13d-1(b)(1)(ii)(H)
Item 4 Ownership:
Item 4 (a) Amount Beneficially Owned:
2,042,500*
Item 4 (b) Percent of Class:
12.3%**
Item 4 (c) Number of shares as to which
such person has:
(i) sole power to vote or to
direct the vote: 2,042,500*
(ii) shared power to vote or to
direct the vote: None
(iii) sole power to dispose or to
direct the disposition of:
2,042,500*
(iv) shared power to dispose or to
direct the disposition of:
None
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*Includes 700,000 shares of Common Stock that are
reserved by the Issuer for issuance under warrants
beneficially owned by Kirr Marbach for the accounts of
its managed partnerships.
**Calculated on the basis of 15,879,773 shares of
Common Stock being issued and outstanding (based on
oral information from the Issuer's management in March
1997), as adjusted on a pro forma basis for the
potential issuance of the 700,000 warrant shares to
Kirr Marbach's managed partnerships.
Item 5 Ownership of Five Percent or less of a Class:
Not Applicable.
Item 6 Ownership of More than Five Percent on Behalf
of Another Person:
Kirr Marbach is a general partner of
three limited partnerships, which in the
aggregate are entitled to receive, or to
direct the receipt of, dividends from,
and the proceeds from sale of, all of
the shares beneficially owned by Kirr
Marbach. The economic interest of one
of such limited partnerships (Appleton
Associates, a New York limited
partnership) in the Issuer's Common
Stock relates to more than five percent
of that class.
Item 7 Identification and Classification of the
Subsidiary Which Acquired the Security Being
Reported on by the Parent Holding Company:
Not Applicable.
Item 8 Identification and Classification of Members
of the Group:
Not Applicable.
Item 9 Notice of Dissolution of Group:
Not Applicable.
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Item 10 Certification:
By signing below I certify that, to the best of my
knowledge and belief, the securities referred to above
were acquired in the ordinary course of business and
were not acquired for the purpose of and do not have
the effect of changing or influencing the control of
the issuer of such securities and were not acquired in
connection with or as a participant in any transaction
having such purposes 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.
Dated: March 10, 1997
KIRR MARBACH & COMPANY, LLC
By /s/ Mickey Kim
____________________
Member
____________________
Title
