- Amended Statement of Beneficial Ownership (3/A)

FORM 3	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES	OMB APPROVAL OMB Number: 3235-0104 Expires: February 28, 2011 Estimated average burden hours per response... 0.5
	Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person ^*

Adler-Kravecas Marie

2. Date of Event Requiring Statement (MM/DD/YYYY) 8/12/2009

3. Issuer Name and Ticker or Trading Symbol

SYSTEMAX INC [SYX]

(Last) (First) (Middle)

C/O SYSTEMAX INC., 11 HARBOR PARK DRIVE

4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)

(Street)

PORT WASHINGTON, NY 11050

(City) (State) (Zip)

5. If Amendment, Date Original Filed (MM/DD/YYYY)

6/24/2009

6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock ⁽¹⁾	2010	D

*Table II - Derivative Securities Beneficially Owned ( e.g.* , puts, calls, warrants, options, convertible securities)**
1. Title of Derivate Security (Instr. 4)	2. Date Exercisable and Expiration Date (MM/DD/YYYY)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivate Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)
Option (right to buy)	6/12/2009	⁽²⁾	Common Stock	5000	$12.21	D

Explanation of Responses:
( 1)	On June 12, 2009, the reporting person received 2,010 shares of restricted stock pursuant to the Company's 2006 Stock Incentive Plan For Non-Employee Directors. Pursuant to the plan, such number of restricted shares was determined by dividing $25,000 by the closing price per share during the 20 trading days preceding the date of such meeting (rounded up to the nearest whole number of shares). Such shares are generally subject to forfeiture if the holder is not a director of the company on the second anniversary of grant, and can not be sold while so restricted; such restrictions lapse if the holder dies or becomes disabled or there is a change of control, as defined in the plan.
( 2)	The option to purchase these shares expires on the earlier of 1 year following the end of the reporting person's term as director and 10 years.

Remarks:
This amendment is being filed solely to add the Power of Attorney attached hereto as Exhibit 24.

Exhibit List
Exhibit 24 -- Power of Attorney

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Adler-Kravecas Marie C/O SYSTEMAX INC. 11 HARBOR PARK DRIVE PORT WASHINGTON, NY 11050	X

Signatures
/s/ Marie Adler-Kravecas by Curt Rush, Attorney-in-Fact		8/19/2009
^** Signature of Reporting Person		Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*	If the form is filed by more than one reporting person, see Instruction 5(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note:	File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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