UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHECULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(ADMENDMENT NO. 2)*
Bell Microproducts, Inc.
- ------------------------------------------------------------------------------
(Name of Issuer)
Common Stock
- --------------------------------------------------------------------------------
(Title of Class of Securities)
078137-10-6
- --------------------------------------------------------------------------------
(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
Notes).
SCHEDULE 13G
CUSIP NO. 078137-10-6
- --------------------------------------------------------------------------------
(1) NAME OF REPORTING PERSONS
S.S OR I.R.S IDENTIFICATION NO. OF ABOVE PERSON
ACADEMY CAPITAL MANAGEMENT 74-2411461
- --------------------------------------------------------------------------------
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) / /
(b) / /
- --------------------------------------------------------------------------------
(3) SEC USE ONLY
- --------------------------------------------------------------------------------
(4) CITIZENSHIP OR PLACE OF ORGANIZATION
TEXAS
- --------------------------------------------------------------------------------
NUMBER OF (5) SOLE VOTING POWER 176,320
SHARES
BENEFICIALLY -------------------------------------------------
OWNED BY (6) SHARED VOTING POWER
EACH
REPORTING --------------------------------------------------
PERSON (7) SOLE DISPOSITIVE POWER 176,320
WITH:
--------------------------------------------------
(8) SHARED DISPOSITIVE POWER
- --------------------------------------------------------------------------------
(9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
176,320
- --------------------------------------------------------------------------------
(10) CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE
INSTRUCTIONS) / /
- --------------------------------------------------------------------------------
(11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
2.00%
- --------------------------------------------------------------------------------
(12) TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IA
- --------------------------------------------------------------------------------
Item 1(a). Name of Issuer:
Bell Microproducts, Inc.
Item 1(b). Address of Issuer's Principal Executive Offices:
1941 Ringwood Avenue
San Jose, CA 95131-1721
Item 2(a). Name of Persons Filing:
Academy Capital Management
Item 2(b). Address of Principal Business Office or, if none, Residence:
500 North Valley Mills Drive
Suite 208
Waco, Texas 76710
Item 2(c). Citizenship
Academy Capital Management is a Texas corporation.
Item 2(d). Title and Class of Securities:
Common Stock
Item 2(e). CUSIP Number
078137-10-6
Item 3. If this statement is filed pursuant to Rules 13d-1 (b), or
13d-2 (b), check whether the person filing is a:
(a) [ ] Broker or Dealer registered under Sec. 15 of the Act
(b) [ ] Bank as defined in Sec. 3(a)(6) of the Act
(c) [ ] Insurance Company as defined in Sec. 3(a)(19) of the
Act
(d) [ ] Investment Company registered under Sec. 8 of the
Investment Company Act
(e) [x] Investment Advisor registered under Sec. 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 Sec.
240.13d-1(b)(ii)(F)
(g) [ ] Parent Holding Company, in accordance with Sec.
240.13d-1(b)(ii)(G) (Note: See Item 7)
(h) [ ] Group, in accordance with Sec. 240.13d-1(b)(ii)(H)
Item 4. Ownership (as of October 31, 1998)
(a) Amount Beneficially Owned: See Item 9 of cover pages
(b) Percent of Class: See item 11 of cover pages
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote:
(ii) Shared power to vote or to direct the vote:
(iii) Sole power to dispose or to direct the disposition of:
(iv) Shared power to dispose or to direct the disposition of:
See Items 5 - 8 of cover pages
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of the date
hereof the reporting person has ceased to be the beneficial owner of
more than five percent of the class of securities, check the following
[x]
Item 6. Ownerhsip 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
Item 8. Identification and Classification of Members of the Group\
Not Applicable
Item 9. Notice of Dissolution of Group
Not Applicable
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: November 9, 1998
ACADEMY CAPITAL MANAGEMENT
By: /s/ Joel Adam
--------------------------
Name: Joel Adam
Title: President
