SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-Q/A

(Mark One)

[X]  Amendment No.1 to Quarterly  report  pursuant to Section 13 or 15(d) of the
     Securities  Exchange Act of 1934 for the quarterly  period ended  September
     30, 1999

                                       OR

[ ]  Transition  report  pursuant  to  Section  13 or  15(d)  of the  Securities
     Exchange  Act of 1934  for  the  transition  period  from  ____________  to
     ____________

                         Commission file number: 0-21528

                             BELL MICROPRODUCTS INC.
             (Exact name of registrant as specified in its charter)

           California                                           94-3057566
  (State or other jurisdiction                               (I.R.S. Employer
of incorporation or organization)                         Identification Number)

              1941 Ringwood Avenue, San Jose, California 95131-1721
             (Address of principal executive offices with zip code)

       Registrant's telephone number, including area code: (408) 451-9400

                                       N/A
              (Former name, former address and former fiscal year,
                          if changed since last report)

     Indicate  by check mark  whether the  registrant  (1) has filed all reports
required to be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of
1934  during  the  preceding  12 months  (or for such  shorter  period  that the
registrant was required to file such reports),  and (2) has been subject to such
filing requirements for the past 90 days.

                               YES [X]     NO [ ]

     Number of shares  of Common  Stock  ($0.01  Par  Value)  outstanding  as of
September 30, 1999: 9,182,559




PART II - OTHER INFORMATION

Item 6. Exhibits and Reports

     (a)  Exhibits:

          10.19*   Employment Agreement  dated as of July 1,  1999  between  the
                   Registrant  and  W.  Donald   Bell,  the  Registrant's  Chief
                   Executive Officer

- ----------
* Confidential Treatment has been sought for portions of this document.





The  Registrant is filing this  Amendment No. 1 to Quarterly  Report on Form 10Q
for the period ended September 30, 1999, in order to revise Item 6(a) "Exhibits"
of Part II "Other Information".

                                   SIGNATURES

     Pursuant to the  requirements  of the Securities  Exchange Act of 1934, the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.

                                        BELL MICROPRODUCTS INC.


                                        /s/ Remo E. Canessa
                                        ----------------------------------------
                                        Remo E. Canessa, Vice President of
                                        Finance and Operations, Chief Financial
                                        Officer (duly authorized Principal
                                        Financial and Accounting Officer)

                                        Date: January 10, 2000