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Ingram
Micro Inc.
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(Name
of Issuer)
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Class
A Common Stock, par value $0.01
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(Title
of Class of Securities)
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457153
10 4
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(CUSIP
Number)
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1
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NAME
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Orrin
H. Ingram, II
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2
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
(b)
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o
x
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3
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SEC
USE ONLY
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|
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4
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CITIZENSHIP
OR PLACE OF ORGANIZATION
United
States of America
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NUMBER
OF SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING PERSON
WITH
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5
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SOLE
VOTING POWER
285,193
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6
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SHARED
VOTING POWER
16,675,727
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|
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7
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SOLE
DISPOSITIVE POWER
285,193
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8
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SHARED
DISPOSITIVE POWER
16,675,727
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9
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
16,960,920
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10
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CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
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x
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11
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.7%
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12
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TYPE
OF REPORTING PERSON
IN
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1
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NAME
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
QTIP
Marital Trust Created Under the E. Bronson Ingram Revocable
Trust
Agreement Dated January 4, 1995
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2
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
(b)
|
o
x
|
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3
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SEC
USE ONLY
|
|
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4
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CITIZENSHIP
OR PLACE OF ORGANIZATION
Tennessee
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NUMBER
OF SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING PERSON
WITH
|
5
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SOLE
VOTING POWER
15,099,259
|
|
6
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SHARED
VOTING POWER
-0-
|
|
|
7
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SOLE
DISPOSITIVE POWER
15,099,259
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|
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8
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SHARED
DISPOSITIVE POWER
-0-
|
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9
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,099,259
|
|
|
10
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CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
|
o
|
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
8.6%
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|
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12
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TYPE
OF REPORTING PERSON
OO
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1
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NAME
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
E.
Bronson Ingram 1994 Charitable Lead Annuity
Trust
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|
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2
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
(b)
|
o
x
|
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3
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SEC
USE ONLY
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|
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4
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CITIZENSHIP
OR PLACE OF ORGANIZATION
Tennessee
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NUMBER
OF SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING PERSON
WITH
|
5
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SOLE
VOTING POWER
1,576,468
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6
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SHARED
VOTING POWER
-0-
|
|
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7
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SOLE
DISPOSITIVE POWER
1,576,468
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|
|
8
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SHARED
DISPOSITIVE POWER
-0-
|
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9
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,576,468
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|
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
|
o
|
|
11
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.9%
|
|
|
12
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TYPE
OF REPORTING PERSON
OO
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Item
1(a).
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Name
of Issuer:
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Item
1(b).
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Address
of Issuer’s Principal Executive
Offices:
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Item
2(a).
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Name
of Person Filing:
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Item
2(b).
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Address
of Principal Business Office or, if None,
Residence:
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Item
2(c).
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Citizenship:
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Item
2(d).
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Title
of Class of Securities:
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Item
2(e).
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CUSIP
Number:
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Item
3.
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Type
of Reporting Person:
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Item
4.
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Ownership.
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Beneficial
Ownership at 12/31/07 (1) (2)
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%
of
Common Stock at 12/31/07 (2)
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Orrin
H. Ingram, II
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16,960,920
(3)
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9.7%
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QTIP
Trust
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15,099,259
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8.6%
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Charitable
Lead
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1,576,468
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0.9%
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(1)
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Each
person has sole voting and dispositive power with respect to
the shares
shown as beneficially owned, except as indicated
below.
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(2)
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Pursuant
to Rule 13d-3 promulgated under the Exchange Act, as used in
this table,
“beneficial ownership” means the sole or shared power to vote or direct
the voting or to dispose or direct the disposition of any
security. A person is deemed as of any date to have “beneficial
ownership” of any security that such person has a right to acquire within
60 days after such date. For purposes of calculating the
ownership percentage of any person named above, any securities
that any
person other than such person has the right to acquire within
60 days of
such date are not deemed to be
outstanding.
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(3)
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Includes
options exercisable for 84,072 shares of Common Stock held by Orrin
H.
Ingram, II. Also includes the shares held by QTIP Trust and
Charitable Lead, with respect to which Orrin H. Ingram, II acts
as a
trustee and shares voting and dispositive
power.
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Item
5.
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Ownership
of Five Percent or Less of a
Class.
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Item
6.
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Ownership
of More than Five Percent on Behalf of Another
Person.
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Item
7.
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Identification
and Classification of the Subsidiary Which Acquired the Security
Being
Reported on by the Parent Holding
Company.
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Item
8.
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Identification
and Classification of Members of the
Group.
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Item
9.
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Notice
of Dissolution of Group.
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Item
10.
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Certifications.
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LILY
YAN AREVALO
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For
each of:
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Orrin
H. Ingram, II
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Orrin
H. Ingram, II as co-trustee for the QTIP MARITAL TRUST CREATED
UNDER THE
E. BRONSON INGRAM REVOCABLE TRUST AGREEMENT DATED JANUARY 4,
1995
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Orrin
H. Ingram, II as co-trustee for the E. BRONSON INGRAM 1994
CHARITABLE LEAD
ANNUITY TRUST
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/s/
Lily Yan Arevalo
|
|
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Name: Lily
Yan Arevalo
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|
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Title: Attorney-in-Fact
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Exhibit
|
|
|
1.
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Names
of Reporting Persons
|
|
2.
|
Power
of Attorney for (A) Orrin H. Ingram, II, (B) QTIP Marital Trust
Created
Under the E. Bronson Ingram Revocable Trust Agreement Dated January
4,
1995 and (C) E. Bronson Ingram 1994 Charitable Lead Annuity
Trust
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