UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 
Washington, D.C. 20549
 
FORM 11-K
 
FOR ANNUAL REPORT OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION (D) OF THE SECURITIES EXCHANGE ACT OF 1934
 
 
(Mark One)
 
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
   
 
 For the fiscal year ended December 31, 2008
 
OR
 
 
[  ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
   
 
 For the transition period from                       to                         
 
Commission File Number: 1-12203
 
 
Ingram Micro 401(k) Investment Savings Plan
 
(Full title of the plan and the address of the plan if different from that of the issuer named below)

 
Ingram Micro Inc.
1600 E. St. Andrew Place
Santa Ana, CA  92705
(Name of issuer of the securities held pursuant to the plan and the address of its principal executive office)
 
 


 
 
 TABLE OF CONTENTS
 
 
 
Page
Form 11-K Signature
3
Financial Statements and Supplemental Schedule as of December 31, 2008 and 2007 and for the Year Ended December 31, 2008
4-19
Consent of Independent Registered Public Accounting Firm
20

 
2


 
Signature

Pursuant to the requirements of the Securities Exchange Act of 1934, the Ingram Micro Benefits Administrative Committee has duly caused this annual report to be signed on its behalf by the undersigned, hereunto duly authorized.

         
 
INGRAM MICRO 401(k) INVESTMENT SAVINGS PLAN
 
         
 
By:
 
 /s/ Lynn Jolliffe
 
 
Name:
 
Lynn Jolliffe
 
     
Member of the Ingram Micro Benefits
Administrative Committee
 



June 26, 2009

3

 



INGRAM MICRO 401(k)
INVESTMENT SAVINGS PLAN

Financial Statements
and
Supplemental Schedule
As of December 31, 2008 and 2007 and
for the Year Ended December 31, 2008


4

INGRAM MICRO 401(k)
INVESTMENT SAVINGS PLAN

 
Contents
     
Report of Independent Registered Public Accounting Firm
6
 
     
Statements of Net Assets Available for Plan Benefits as of December 31, 2008 and 2007
7
 
     
Statement of Changes in Net Assets Available for Plan Benefits for the Year Ended December 31, 2008
8
 
     
Notes to Financial Statements
9 - 18
 
     
Schedule I: 
Form 5500 – Schedule H – Part IV – Line 4i –
   
 
Schedule of Assets (Held at End of Year) as of
   
 
December 31, 2008
19
 
     
Consent of Independent Registered Public Accounting Firm
20
 



Note:
Schedules other than that listed above have been omitted because they are not applicable or are not required by 29 CFR 2520.103-10 of the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974, as amended.


5

 
 
Report of Independent Registered Public Accounting Firm
 

Ingram Micro Inc. Benefits Administrative Committee
Ingram Micro 401(k) Investment Savings Plan
Santa Ana, California

We have audited the accompanying statements of net assets available for plan benefits of the Ingram Micro 401(k) Investment Savings Plan (the Plan) as of December 31, 2008 and 2007, and the related statement of changes in net assets available for plan benefits for the year ended December 31, 2008. These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement.  The Plan is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting.  Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Plan’s internal control over financial reporting.  Accordingly, we express no such opinion.  An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
 
In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for plan benefits of the Plan as of December 31, 2008 and 2007, and the changes in net assets available for plan benefits for the year ended December 31, 2008 in conformity with accounting principles generally accepted in the United States of America.
 
Our audits were performed for the purpose of forming opinions on the basic financial statements taken as a whole. The accompanying supplemental schedule of assets (held at end of year) as of December 31, 2008 is presented for the purpose of additional analysis and is not a required part of the basic financial statements but is supplementary information required by the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. This supplemental schedule is the responsibility of the Plan’s management. The supplemental schedule has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.
 
/s/ BDO Seidman, LLP

BDO Seidman, LLP
Costa Mesa, California
June 24, 2009
 
 
6

 
INGRAM MICRO 401(k)
INVESTMENT SAVINGS PLAN

Statements of Net Assets Available for Plan Benefits
As of December 31, 2008 and 2007

 
   
December 31,
 
   
2008
   
2007
 
Assets
           
Investments, at fair value
  $ 130,189,741     $ 180,104,852  
                 
Total assets, at fair value
    130,189,741       180,104,852  

Liabilities
           
Accrued administrative expenses
    37,457       11,723  
Total liabilities
    37,457       11,723  
                 
Net assets available for plan benefits, at fair value
    130,152,284       180,093,129  
Adjustment from fair value to contract value for fully benefit-responsive investment contracts (common/collective trust)
    1,168,293       189,290  
Net assets available for plan benefits
  $ 131,320,577     $ 180,282,419  
 
 
See accompanying notes to financial statements.
7

 
INGRAM MICRO 401(k)
INVESTMENT SAVINGS PLAN
 
Statement of Changes in Net
Assets Available for Plan Benefits
For the Year Ended December 31, 2008
 
   
Year Ended
 
   
December 31, 2008
 
Changes to net assets available for plan assets attributed to:
     
Contributions:
     
Employer contributions, net of forfeitures
  $ 4,003,264  
Participant contributions
    14,298,691  
Participant rollovers
    920,261  
Total contributions
    19,222,216  
         
Investment income (loss):
Dividends and interest
    4,787,585  
Participant loan interest
    417,685  
Net depreciation in fair value of registered investment companies
    (59,859,355 )
Net depreciation in fair value of common stock
    (1,423,307 )
Total investment income (loss)
    (56,077,392 )
         
Benefits paid to participants
    (11,954,786 )
Administrative expenses
    (151,880 )
         
Net decrease
    (48,961,842 )
         
Net assets available for plan benefits - beginning of year
    180,282,419  
         
Net assets available for plan benefits - end of year
  $ 131,320,577  
 
 
 
See accompanying notes to financial statements.

8

     
 INGRAM MICRO 401(k)
INVESTMENT SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
 
 

NOTE 1 — DESCRIPTION OF PLAN
 
The following description of the Ingram Micro 401(k) Investment Savings Plan (the Plan) provides only general information. Participants should refer to the Plan document for a more complete description of the Plan’s provisions.
 
General - The Plan is a defined contribution plan covering substantially all of the United States employees of Ingram Micro Inc. (the Company or Plan Sponsor). The Plan is designed to comply with Section 401(a) of the Internal Revenue Code as a defined contribution plan and its incorporated trust is intended to qualify as a tax-exempt trust under Section 501(a) of the Internal Revenue Code. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974, as amended (ERISA).
 
The Plan is administered by the Company and advised by the Benefits Administrative Committee appointed by the Company’s Board of Directors.  Fidelity Management Trust Company and its affiliates (the Trustee or Fidelity) act as the trustee, custodian and record keeper of the Plan.  Hewitt Investment Group acts as the investment consultant to the Plan.
 
Eligibility - Employees other than those that are employed under a collective bargaining agreement, leased, or an employee who is a nonresidential alien with no United States income source are eligible to enter the Plan following the completion of their first hour of credited service with the Company. Associates employed on a temporary or nonpermanent basis who complete at least 1,000 hours of service within a computation period shall be eligible to become a participant on the earlier of the first day of the Plan year beginning after the computation period, or six months after the completion of such computation period.  The computation period means the twelve month period beginning on the employee’s date of hire or any Plan year beginning after the date of hire.
 
Contributions – Contributions are made to the Plan by means of a salary deferral agreement under which the participant is entitled to defer pre-tax and after-tax compensation up to the lesser of 50 percent of eligible compensation for non-highly compensated participants, and a percentage (not to exceed 50%) determined by the Company of eligible compensation for highly compensated participants, or a fixed amount determined annually by the Internal Revenue Service (IRS).  Participants who become age 50 or older, on or before the end of the calendar year, are eligible to make additional catch-up contributions of up to 25% of eligible compensation.  Participants may also contribute amounts representing distributions from other qualified defined benefit or defined contribution plans.  Participants direct the investment of their contributions into various investment options offered by the Plan.  The Company, at its discretion, matches 50 percent of participant contributions up to the first 5 percent of eligible compensation. Matching contributions are not made on catch-up or rollover contributions.  Contributions are subject to certain IRS limitations.
 
Participant Accounts - Each participant’s account is credited with the participant’s contribution and allocations of (a) the Company’s matching contribution and (b) Plan net earnings, and charged with an allocation of certain administrative expenses. Allocations of matching contributions are based on participant contributions, as defined. Allocations of Plan net earnings and administrative expenses, when applicable, are based on participant account balances, investment elections, and transactions, such as
 
9

 
 INGRAM MICRO 401(k)
INVESTMENT SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
 
 
NOTE 1 — DESCRIPTION OF PLAN (Continued)
 
loans or qualified domestic relations orders. The benefit to which a participant is entitled is the benefit that can be provided from the participant’s vested interest in their account balance.
 
Participant Loans - Participants may borrow 50 percent of their vested account balance up to $50,000 at a commercially reasonable interest rate with payment of principal and interest made generally through payroll deductions. Loans with repayment terms in excess of five years are for the purchase of primary residences. A participant may have no more than 2 loans outstanding at any one time. The loans are secured by the balance in the participant’s account. Participant loans are stated at the unpaid principal value and bear interest at rates that range from 5.00% to 10.50%.  The carrying amount of the participant loans is estimated to approximate fair value as the interest charged on substantially all of the participant loans outstanding approximates the market rate of interest for loans of similar credit worthiness and duration as of period end.
 
Management determines the collectability of participant loans on a periodic basis.  This determination is made based on the terms of the Plan document and the related Plan policies and procedures.  Those participant loans that are deemed to be uncollectible are written off and included as benefits paid to participants in the financial statements and the Form 5500 for financial reporting purposes in the year the determination is made.
 
Vesting - Participants are vested in their contributions plus net earnings, immediately. Vesting in the Company’s matching contribution is based on the participant’s years of service. A year of vesting service is defined as a period of service of 365 days, with less than whole year periods of service aggregated on the basis of days. The following schedule describes the vesting percentages for participants.
 
Years of Service
 
Vested Benefit Percentage
1 year but less than 2
 
20%
2 years but less than 3
 
40%
3 years but less than 4
 
60%
4 years but less than 5
 
80%
5 years or more
 
100%
 
Payment of Benefits - Upon termination of service, a participant with vested benefits of over $5,000 may elect to defer distribution or receive a lump sum payment or rollover equal to the vested share of the participant’s account. A participant with vested benefits of less that $5,000 but greater than $1,000 must elect a lump sum payment or direct rollover, or the vested share of the participant’s account will automatically be transferred to an individual retirement account.  A participant with vested benefits of $1,000 or less must elect a direct rollover, or the vested share of the participant’s account will automatically be distributed in a lump sum payment. Benefits may be distributed upon termination of service for any reason, including disability or death.  
 
The Plan allows participants to take in-service withdrawals after reaching age 59½.  In-service withdrawals may also be taken from rollover accounts, after-tax contributions or for certain financial hardships.   Participants taking in-service withdrawals will be required to pay all applicable taxes on the withdrawals and may be subject to penalty taxes for early withdrawals taken prior to age 59½.
 

10

 
 INGRAM MICRO 401(k)
INVESTMENT SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
NOTE 1 — DESCRIPTION OF PLAN (Continued)
 
Forfeitures - Forfeitures of nonvested Plan assets are used to restore previously forfeited benefits of rehired participants, or reduce the Company’s matching contributions and costs of administering the Plan. Total forfeited nonvested accounts were $29,007 and $93,123 at December 31, 2008 and 2007, respectively, and will be used to reduce future employer contributions. Employer contributions were reduced by forfeited nonvested accounts totaling $199,194 for the year ended December 31, 2008.
 
Administrative Expenses - The Plan Sponsor or the Plan may pay the Plan fees and expenses, including fees and expenses connected with the providing of administrative services by external service providers. For the year ended December 31, 2008; the Plan paid $151,880 in administrative expenses. All other administrative expenses, other than loan and qualified domestic relations order fees paid by the Plan participants, were paid by the Company and were not material to the financial statements taken as a whole.
 
NOTE 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 
Basis of Accounting - The financial statements of the Plan are prepared under the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America. Administrative expenses are recorded as incurred. Benefits are reported when paid.
 
As described in Financial Accounting Standards Board (the FASB) Staff Position, FSP AAG INV-1 and SOP 94-4-1, Reporting of Fully Benefit-Responsive Investment Contracts Held by Certain Investment Companies Subject to the AICPA Investment Company Guide and Defined-Contribution Health and Welfare and Pension Plans (the FSP), investment contracts held by a defined-contribution plan are required to be reported at fair value.  However, contract value is the relevant measurement attribute for that portion of the net assets available for plan benefits of a defined-contribution plan attributable to fully benefit-responsive investment contracts because contract value is the amount participants would receive if they were to initiate permitted transactions under the terms of the Plan.
 
The Plan invests in fully benefit-responsive investment contracts held in the Fidelity Managed Income Portfolio Fund which is a common collective trust (see discussion below).  As required by the FSP, the Plan’s Statements of Net Assets Available for Plan Benefits presents the fair value of these investment contracts as well as the adjustment of the fully benefit-responsive investment contracts from fair value to contract value.  The Statement of Changes in Net Assets Available for Plan Benefits is prepared on a contract value basis.
 
Use of Estimates - The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and changes therein, and disclosure of contingent assets and liabilities. Actual results could materially differ from those estimates.
 
Risks and UncertaintiesThe fair value of the Plan’s investment in Ingram Micro Inc. common stock amounted to $4,076,104 and $5,705,892 as of December 31, 2008 and 2007, respectively. Such investments represented 3.10% and 3.16% of the Plan’s total net assets available for Plan benefits as of December 31, 2008 and 2007, respectively.  For risks and uncertainties regarding Ingram Micro Inc., participants should refer to the Ingram Micro Inc.  Form 10-K for the year ended January 3, 2009 and the Forms 10Q for the quarters ended March 29, 2008, June 28, 2008, September 27, 2008, and April 4, 2009.
 
 
11

 
 INGRAM MICRO 401(k)
INVESTMENT SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
 
NOTE 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
 
The Plan provides participants with investment options in various funds that hold investment securities. Investment securities are exposed to various risks such as interest rate, market, and credit risk.  Due to the level of risk associated with certain investment securities and the level of uncertainty related to changes in the value of investment securities, it is at least reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect participants’ account balances and the amounts reported in the Statements of Net Assets Available for Plan Benefits and the Statement of Changes in Net Assets Available for Plan Benefits.
 
The Plan’s investment options include funds that invest in securities of foreign companies, which involve special risks and considerations not typically associated with investing in U.S. companies. These risks include devaluation of currencies, less reliable information about issuers, different securities transaction clearance and settlement practices, and possible adverse political and economic  developments.  Moreover, securities of many foreign companies and their markets may be less liquid and their prices more volatile than securities of comparable U.S. companies.
 
Investment Valuation and Income Recognition – Investments are reported at fair value.  Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.  See Note 3 for discussion of fair value measurements.
 
The Plan invests in the Fidelity Managed Income Portfolio Fund which is a common collective trust.  It invests in fully benefit-responsive investment contracts issued by insurance companies and other financial institutions, and in fixed income securities.  In determining the net assets available for Plan benefits, the Fidelity Managed Income Portfolio Fund is included in the Plan’s financial statements at contract value, which represents contributions made under the contracts, plus earnings, less withdrawals and administrative expenses.  The market value spot yield to maturity and crediting interest rate for that fund was 3.57% and 3.04% at December 31, 2008, respectively, and 4.82% and 4.40% at December 31, 2007, respectively.  The crediting interest rate is based on a formula agreed upon with the issuer, but may not be less than 0%.  Such interest rates are reviewed on a regular basis for resetting.

Purchases and sales of securities are recorded on the trade-date basis.  Interest income is recorded on the accrual basis.  Dividends are recorded on the ex-dividend date.
 
Net Appreciation (Depreciation) in Fair Value of Investments – Realized and unrealized appreciation (depreciation) in the fair value of investments is based on the difference between the fair value of the assets at the beginning of the year, or at the time of purchase for assets purchased during the year, and the related fair value on the day investments are sold with respect to realized appreciation (depreciation), or on the last day of the year for unrealized appreciation (depreciation).
 

12

 
 INGRAM MICRO 401(k)
INVESTMENT SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS

NOTE 3 — FAIR VALUE MEASUREMENTS
 
On January 1, 2008, the Plan adopted FASB Statement No. 157, Fair Value Measurements (Statement 157) and subsequently adopted certain related FASB staff positions. Statement 157 defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required to be recorded at fair value, the Plan considers the principal or most advantageous market in which it would transact and considers assumptions that market participants would use when pricing the asset or liability, such as inherent risk, transfer restrictions, and risk of nonperformance.
 
Statement 157 also establishes a fair value hierarchy that requires the Plan to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Statement 157 establishes three levels of inputs that may be used to measure fair value:

 
 
Level 1: quoted prices in active markets for identical assets or liabilities;
       
 
 
Level 2: inputs other than Level 1 that are observable and, either directly or indirectly corroborated by market data, such as quoted prices in active markets for similar assets or liabilities, quoted prices for identical or similar assets or liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; or
       
 
 
Level 3: unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.

Following is a description of the valuation methodologies used for assets measured at fair value.  There have been no changes in the methodologies used at December 31, 2008.

Common stocks:  Valued at the quoted closing market price.

Mutual Funds:  Valued at the net asset value (NAV) of shares held by the plan at year end.

Participant loans:  Valued at amortized cost, which approximates fair value.

Common/Collective Trust:  Valued based on quoted market prices and valuation models that use quoted market prices and assumptions as inputs. See Note 2 for further information.

 
13


 INGRAM MICRO 401(k)
INVESTMENT SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS

 
NOTE 3 — FAIR VALUE MEASUREMENTS (Continued)
 
The preceding methods described may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values.  Furthermore, although the Plan believes its valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine fair value of certain financial instruments could result in a different fair value measurement at the reporting date.

Investments Measured at Fair Value on a Recurring Basis

Investments measured at fair value on a recurring basis consisted of the following types of instruments as of December 31, 2008:
                                 
   
Fair Value Measurements
       
   
Using Input Type
       
   
Level 1
   
Level 2
   
Level 3
   
Total
 
Common stock
 
  $
4,076,104
   
$ 
   
$ 
   
$ 
4,076,104
 
Registered investment companies
   
98,912,490
     
     
     
98,912,490
 
Common/collective trusts
   
     
21,658,330
     
     
21,658,330
 
Participant loans
   
     
5,542,817
     
     
  5,542,817
 
                         
    Total assets at fair value
 
$
102,988,594
   
$
27,201,147
   
$
   
$
130,189,741
 

 
14

 
 INGRAM MICRO 401(k)
INVESTMENT SAVINGS PLAN
 
NOTE 4 — INVESTMENT ELECTIONS
 
The Trustee invests contributions in accordance with participant instructions. Participants may elect changes to their investment mix effective each business day. Participants may effect changes to their deferral percentages and deferral investment elections coincident with their pay frequency.
 
NOTE 5 - INVESTMENTS

The following table presents the fair value of investments.  Investments greater than 5 percent of the Plan’s net assets as of December 31, 2008 and 2007, are separately identified as follows:

     
December 31,
     
2008
 
2007
Investments Valued at Fair Value as Determined by Quoted Market Prices:
Registered Investment Companies:
       
           
American Funds Group
Growth Fund of America,
   933,731 and 949,368  units, respectively
$
18,973,412
$
32,050,680
           
Fidelity Management Trust Co.
Equity Income Fund,
   539,591 and 541,674  units, respectively
 
16,657,181
 
29,878,736
           
Fidelity Management Trust Co.
Diversified International Fund,
   554,610 and 574,775  units, respectively
 
11,929,668
 
22,933,535
           
Fidelity Management Trust Co.
Spartan U.S. Equity Index Fund,
   333,843 and 340,271  units, respectively
 
10,649,591
 
17,660,078
           
PIMCO Funds
PIMCO Total Return Fund,
   1,015,580 and 709,776 units, respectively
 
10,297,978
 
7,587,506*
           
Artisan Funds, Inc.
Mid Cap Fund,
   320,218 and 293,271 units, respectively
 
5,446,912*
 
9,073,801
           
Other – Registered Investment Companies (individually less than 5% of net Plan assets)
   
24,957,748
 
32,869,611
           
Total Registered Investment Companies
   
98,912,490
 
152,053,947
           
Common Stock:
 
Ingram Micro Inc.
 
 
Ingram Micro Inc. Common Stock,
   304,328  and 316,242 shares, respectively
 
4,076,104*
 
5,705,892*
           
Total Investments Valued at Fair Value as Determined by Quoted Market Prices
   
102,988,594
 
157,759,839
           
 
 
15

 
 INGRAM MICRO 401(k)
INVESTMENT SAVINGS PLAN

NOTE 5 — INVESTMENTS  (Continued)
 
Investments Valued at Estimated Fair Value:
Common and Collective Trusts:
           
               
Fidelity Management Trust Co.
Managed Income Portfolio Fund,
   22,826,624 and 17,607,285 units, respectively
    21,658,330       17,417,995  
                   
Total Common and Collective Trusts
      21,658,330       17,417,995  
                   
Other - Participant loans
    5,542,817 *     4,927,018 *
                   
Total Investments Valued at Estimated Fair Value
      27,201,147       22,345,013  
                   
Total Investments
    $ 130,189,741     $ 180,104,852  
* Less than 5% of Plan Net Assets

During 2008, the Plan’s investments (including gains and losses on investments bought and sold as well as held during the year) depreciated in value by $61,282,662 as follows:

Net Change in Fair Value:
     
 
Investments Valued at Fair Value as Determined by Quoted Market Prices:
     
Registered Investment Companies
  $ (59,859,355 )
Ingram Micro Inc. Common Stock
    (1,423,307 )
 
Net Depreciation in Fair Value of Investments
  $ (61,282,662 )

 
NOTE 6 — EMPLOYER STOCK
 
Effective December 1, 2008, not more than 25% of new contributions to a Participant’s account may be invested in Ingram Micro Inc. Common Stock (the “Ingram Micro Stock Fund”).  Participants are not permitted to transfer assets into the Ingram Micro Stock Fund from any other investment option to the extent that such transfer would cause the percentage of the Participant’s Account invested in the Ingram Micro Stock Fund to exceed 25%.  Participants may, however, transfer funds out of the Ingram Micro  Stock Fund into any of the Plan’s other investment options without limitation. Participants who are subject to Rule 16b-3 of the Securities and Exchange Commission or who are designated by the Company as a window group person may only be permitted to transfer funds into or out of the Ingram Micro Stock Fund during a special open window period established by the Company. Prior to December 1, 2008, Participants were permitted to invest up to 50% of their contributions in the Ingram Micro Stock Fund and were not permitted to transfer funds from the Plan’s other investment options into the Ingram Micro Stock Fund.
 

16

 
 INGRAM MICRO 401(k)
INVESTMENT SAVINGS PLAN
 
 
NOTE 7 — PARTY-IN-INTEREST
 
Certain Plan investments are managed by Fidelity.  Fidelity acts as trustee as defined by the Plan and, therefore, these transactions qualify as party-in-interest transactions.  Direct fees paid by the Plan to Fidelity for the year ended December 31, 2008 were not material. The Plan also engages in certain transactions involving Ingram Micro Inc. such as the purchase and sale of Ingram Micro Inc.'s Common Stock.  These transactions also qualify as party-in-interest transactions.
 
NOTE 8 — PLAN TERMINATION
 
Although the Company has not expressed any intent to do so, it has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of ERISA. In the event of Plan termination, the net assets of the Plan will be allocated as prescribed by ERISA and its related regulations, so that each affected participant receives 100 percent of his or her account balance as of the date of the termination.
 
NOTE 9 — TAX STATUS
 
The trust established under the Plan to hold the Plan’s assets is designed to qualify pursuant to Section 501(a) of the Internal Revenue Code, and, accordingly, the trust’s net investment income is exempt from income taxes. The Plan has received a favorable determination letter of its tax-exempt status from the IRS by a letter dated September 23, 2008.  The letter expires on January 31, 2013.  Although the Plan has been amended since receiving the determination letter, the Plan Administrator believes that the Plan is designed and is currently operated in compliance with the applicable requirements of the Internal Revenue Code, and the Plan’s tax counsel has not reported anything to the contrary.
 
NOTE 10 – RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500

The following is a reconciliation of the net assets available for Plan benefits per the financial statements to the Form 5500:

   
December 31,
 
   
2008
   
2007
 
Net assets available for Plan benefits, per the financial statements
  $ 131,320,577     $ 180,282,419  
 
Adjustment from contract value to fair value for fully benefit-responsive investment contracts (common/collective trust)
    (1,168,293 )     (189,290 )
Net assets available for Plan benefits per the Form 5500
  $ 130,152,284     $ 180,093,129  


17


 
 INGRAM MICRO 401(k)
INVESTMENT SAVINGS PLAN


NOTE 10 – RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500 (Continued)

The following is a reconciliation of net decrease per the financial statements to the Form 5500:

   
Year ended December 31, 2008
Net decrease in net assets available for Plan benefits per the financial statements
  $ (48,961,842 )
 
Less: Adjustment from contract value to fair value for fully benefit-responsive investment contracts (common/collective trust) as of December 31, 2008
    (1,168,293 )
Add: Adjustment from contract value to fair value for fully benefit-responsive investment contracts (common/collective trust) as of December 31, 2007
    189,290  
Total net decrease per the Form 5500
  $ (49,940,845 )

NOTE 11 — SUBSEQUENT EVENTS

Effective January 1, 2009, the Company shall determine, in its absolute discretion, whether matching contributions shall be made for any particular period of time.  The Employer is not required to contribute matching contributions for any period of time.
 
Effective January 1, 2009, an employee who is employed on a temporary or nonpermanent basis is eligible to enter the Plan following the completion of their first hour of credited service with the Company.
 
Effective April 1, 2009, the Company’s matching contribution was reduced to 25% of the participant’s Before-Tax and/or After-Tax contributions up to the first 5 percent of eligible compensation.  Prior to this date, the Company’s matching contribution had been 50% as explained in the description of the plan.  Please refer to Note 1 – Description of Plan for additional details of contributions.
 

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 INGRAM MICRO 401(k)
INVESTMENT SAVINGS PLAN
 
Schedule I:  Form 5500 – Schedule H - Part IV – Line 4i – Schedule of Assets (Held at End of Year) as of December 31, 2008
EIN: 62-1644402
Plan Number: 002
 
  (a)
(b)
 
(c)
(d)
(e)
 
Identity of Issue, Borrower,
Lessor, or Similar Party
 
Description of Investment Including Maturity Date,
Rate of interest, Collateral, Par, or Maturity Value
Cost**
Current Value
           
 
Registered Investment Companies
       
           
 
American Funds Group
 
Growth Fund of America, 933,731 units
$
18,973,412
           
 
Artisan Funds, Inc.
 
Small Cap Value Fund, 604,295 units
 
6,181,935
           
 
Artisan Funds, Inc.
 
Mid Cap Fund, 320,218 units
 
5,446,912
           
 
Dodge and Cox
 
Balanced Fund, 57,885 units
 
2,965,111
           
*
Fidelity Management Trust Company
 
Diversified International Fund, 554,610 units
 
11,929,668
           
*
Fidelity Management Trust Company
 
Equity Income Fund, 539,591 units
 
16,657,181
           
*
Fidelity Management Trust Company
 
Freedom 2005 Fund, 15,233 units
 
127,806
           
*
Fidelity Management Trust Company
 
Freedom 2010 Fund, 55,932 units
 
579,455
           
*
Fidelity Management Trust Company
 
Freedom 2015 Fund, 50,678 units
 
433,806
           
*
Fidelity Management Trust Company
 
Freedom 2020 Fund, 411,111 units
 
4,131,667
           
*
Fidelity Management Trust Company
 
Freedom 2025 Fund, 132,567 units
 
1,091,030
           
*
Fidelity Management Trust Company
 
Freedom 2030 Fund, 348,699 units
 
3,403,305
           
*
Fidelity Management Trust Company
 
Freedom 2035 Fund, 156,768 units
 
1,258,849
           
*
Fidelity Management Trust Company
 
Freedom 2040 Fund, 193,323 units
 
1,080,678
           
*
Fidelity Management Trust Company
 
Freedom 2045 Fund, 8,211 units
 
54,029
           
*
Fidelity Management Trust Company
 
Freedom 2050 Fund, 6,362 units
 
41,100
           
*
Fidelity Management Trust Company
 
Freedom Income Fund, 98,460  units
 
941,281
           
*
Fidelity Management Trust Company
 
Spartan U.S. Equity Index Fund, 333,843 units
 
10,649,591
           
 
PIMCO Funds
 
PIMCO Total Return Fund, 1,015,580 units
 
10,297,978
           
 
The Vanguard Group
 
Vanguard Small Cap Growth Index Fund, 224,176 units
 
2,667,696
           
 
Total Registered Investment Companies
 
98,912,490
           
 
Common and Collective Trusts
       
*
Fidelity Management Trust Company
 
Managed Income Portfolio Fund, 22,826,624 units
 
21,658,330
           
 
Common Stock
       
*
Ingram Micro Inc.
 
Ingram Micro Inc. Common Stock, 304,328 shares
 
4,076,104
           
*
Participant Loans
 
Loans with maturities through 2020 and interest rates ranging from  5.00% to 10.50%
 
5,542,817
 
TOTAL INVESTMENTS
   
$
130,189,741
 

*   These investments represent parties-in-interest to the Plan.
** Cost information is not required under ERISA as the investment options are participant directed.
 
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Consent of Independent Registered Public Accounting Firm

Ingram Micro Inc. Benefits Administrative Committee
Ingram Micro 401(k) Investment Savings Plan
Santa Ana, California

We hereby consent to the incorporation by reference in the Registration Statement on Form S-8 (333-43447) and of our report dated June 24, 2009, relating to the financial statements and supplemental schedule of the Ingram Micro 401(k) Investment Savings Plan appearing on this Form 11-K for the year ended December 31, 2008.


/s/ BDO Seidman, LLP

BDO Seidman, LLP
Costa Mesa, California
June 24, 2009
 
 
 
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