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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 7 )*
CE SOFTWARE HOLDINGS, INC.
(Name of Issuer)
COMMON STOCK
(Title of Class of Securities)
125175.30.7
(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).
Page 1 of 4 Pages
SEC 1745 (10-88)
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CUSIP No.125175.30.7 13G Page 2 of 4 Pages
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Donald M. Brown
SS# ###-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
N/A (a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
NUMBER OF 5 SOLE VOTING POWER
SHARES 120,270
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH -0-
REPORTING
PERSON 7 SOLE DISPOSITIVE POWER
WITH 120,270
8 SHARED DISPOSITIVE POWER
-0-
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
120,270
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
N/A
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11.0%
12 TYPE OF REPORTING PERSON*
IN
* SEE INSTRUCTION BEFORE FILLING OUT!
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CUSIP No.125175.30.7 13G Page 3 of 4 Pages
Item 1 Issuer:
CE Software Holdings, Inc.
SEC File No. 0-18809
1801 Industrial Circle
West Des Moines, Iowa 50265
Item 2 Person Filing:
Donald M. Brown
1801 Industrial Circle
West Des Moines, Iowa 50265
U.S.A. Citizenship
Common Stock, $.10 par value
CUSIP No. 125175 30 7
Item 3 Statement Filed Pursuant to Rule 13d-1(b) or 13d-2(b):
Not Applicable.
Item 4 Ownership:
As of December 31, 1998, the Reporting Person beneficially owns
120,270 shares of Common Stock of the Issuer, representing 11.0% of
the issued and outstanding shares of Common Stock. The Reporting
Person has the sole power to vote or direct the vote, and has the
sole power of dispose or to direct the disposition of, all of such
shares of Common Stock.
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:
Not Applicable.
Item 7 Identification and Classification of the Subsidiary which Acquired
the Security Being Reported on by the Parent Holding Company:
Not Applicable.
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CUSIP No.125175.30.7 13G Page 4 of 4 Pages
Item 8 Identification and Classification of Members of the Group:
Not Applicable
Item 9 Notice of Dissolution of Group:
Not Applicable.
Item 10 Certification:
Not Applicable.
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/ Donald M. Brown
___________________________
Donald M. Brown, Individual
