EXHIBIT 99.01

                          EUROPEAN MICRO HOLDINGS, INC.
                        6073 N. W. 167 STREET, UNIT C-25
                              MIAMI, FLORIDA 33015

                                   May 5, 1999

American Surgical Supply Corp. of Florida
6073 N. W. 167 Street, Unit C-25
Miami, Florida  33015
Attention: John D. Gallagher, Sr.


Gentlemen:

      This letter confirms the intent of European Micro Holdings, Inc., a Nevada
corporation (the "Buyer"),  to acquire all of the outstanding capital stock (the
"AMCC Shares") of American Surgical Supply Corp. of Florida d/b/a American Micro
Computer Center, a Florida corporation ("AMCC"),  from the shareholders named on
the  signature  page  hereto  (each  a  "Shareholder"   and   collectively   the
"Shareholders").

     1. Purchase Price.  The Buyer shall purchase from the  Shareholders  all of
the AMCC Shares in exchange for cash or newly-issued shares of common stock, par
value $0.01 per share, of the Buyer (the "Buyer's  Shares").  The purchase price
for the AMCC Shares shall be equal to the sum of (the "Purchase Price"):

          a.   Book Value Amount (as defined herein); plus

          b.   1998 Normalized Earnings Payment Amount (as defined herein); plus

          c.   the Earn-Out Amount (as defined herein).

     2. Certain Definitions.

          a. "Book Value Amount"  means an amount equal to AMCC's  shareholder's
equity (stated  capital,  paid-in surplus and retained  earnings) as of the last
day of the month  immediately  prior to Closing  (as defined  herein).  The Book
Value Amount  shall be  determined  as provided  herein and in  accordance  with
generally accepted  accounting  principles  ("GAAP"),  and shall be based on the
financial  statements of AMCC for the applicable period, as audited (or reviewed
and accepted) by Buyer's  independent  certified  public  accountants.  The Book
Value Amount shall be adjusted as set forth in Section 5 hereof.

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American Surgical Supply Corp. of Florida
May 5, 1999
Page 2


          b. "1998  Normalized  Earnings  Payment Amount" means two (2)times the
1998 after-tax earnings of AMCC as adjusted by adding back  non-recurring  items
and  subtracting  an assumed  tax rate of 34%,  all as set forth on Exhibit  "A"
hereto.

          c.  The  "Earn-Out  Amount"  means  the sum of (i) two (2)  times  the
After-Tax  Earnings (as defined herein) of AMCC (the "First Earn-Out Amount") in
the twelve  (12) month  calendar  period  ended  December  31,  1999 (the "First
Earn-Out  Period")  and (ii) two (2) times the  After-Tax  Earnings of AMCC (the
"Second  Earn-Out  Amount")  in the twelve  (12)  month  calendar  period  ended
December 31, 2000 (the "Second Earn-Out Period").

          d. "After-Tax Earnings" means net income after taxes for AMCC computed
as provided  herein and otherwise in accordance with GAAP, and shall be based on
the  financial  statements  of AMCC for the  applicable  period,  as audited (or
reviewed and accepted) by Buyer's independent  certified public accountants.  In
determining  After-Tax  Earnings,  AMCC's net  earnings  shall be reduced by the
adjustments described in Section 5 hereof. The Buyer shall cause its accountants
to complete  their audit (or review) of AMCC's  financial  statements as soon as
practicable after the end of each Earn-Out Period.

          e. "Per Share Value" means the average  closing  price for the Buyer's
Shares on the Nasdaq Stock Market for the thirty (30) trading days ending on the
last trading day before the date of issuance of the Buyer's Shares in question.

     3. Payment of  Indebtedness.  Within  thirty (30) days of the Closing,  the
Buyer shall pay and  satisfy  the  Indebtedness  (as  defined  herein).  For the
purposes hereof, the  "Indebtedness"  means the amounts specified on and payable
to the persons identified on Exhibit "B" hereto.

     4. Manner of Payment of the Purchase  Price.  The  Purchase  Price shall be
payable as follows: (a) at Closing, an amount equal to the sum of (i) Book Value
Amount,  plus (ii) 1998 Normalized  Earnings Payment Amount  (collectively,  the
"First  Installment");  (b)  within  ninety  (90)  days of the end of the  First
Earn-Out Period, the First Earn-Out Amount (the "Second  Installment");  and (c)
within  ninety  (90) days of the end of the Second  Earn-Out  Period,  an amount
equal to the  Second  Earn-Out  Amount  (the  "Third  Installment").  The  First
Installment shall be paid in immediately available funds. The Second Installment
and Third  Installment  shall,  at the option of the  Buyer,  be paid in cash or
Buyer's Shares, or any combination  thereof.  The number of Buyer's Shares to be
issued in payment of any  portion of the  Purchase  Price shall be equal to: (a)
the portion of the Purchase Price payable in Buyer's Shares,  divided by (b) the
Per Share Value (as defined herein); PROVIDED that in the event the Buyer elects
to  pay  any  portion  of  the  Purchase  Price  in  Buyer's  Shares,  then  the
Shareholders shall within fifteen (15) days of the receipt of the Buyer's Shares
arrange to sell such shares in  approximately  equal amounts over the next forty
(40)  succeeding  trading days. In the event that the sale of the Buyer's Shares

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American Surgical Supply Corp. of Florida
May 5, 1999
Page 3


by the  Shareholders  results in net  proceeds of less than the amount of either
the Second Installment or the Third Installment (as applicable),  then the Buyer
shall pay to the  Shareholders  the  difference in cash within twenty eight (28)
days of being notified of the amount of any shortfall.

     5.  Adjustments  to Book  Value.  Book Value  shall be reduced by an amount
equal to the difference  between (a) the sum of any accounts  receivable (or any
portion thereof)  identified on the financial  statements of AMCC as of the last
day of the month  immediately  prior to Closing which are not collected in full,
without any set-off, within one hundred fifty (150) days after Closing, plus any
inventory  identified on the financial  statements of AMCC as of the last day of
the month immediately prior to Closing not sold by AMCC within two hundred forty
(240) days after Closing for an amount at least equal to its book value, and (b)
any  applicable  reserves as of the last day of the month  immediately  prior to
Closing.  Any account  receivable  or inventory  which results in a reduction in
Book Value  under this  Section 5 shall be  assigned  to the  Shareholders  upon
payment by the Shareholders to Buyer of the amount due to the Buyer. Payments by
the Shareholders of any adjustments to the Book Value under this Section 5 shall
be paid in cash on the  applicable  determination  date and unpaid amounts shall
bear interest at the rate of 8% per annum.  Any unpaid  balance shall be set off
against any installments due to Shareholders under Section 4 hereof.

     6. Costs. Each party agrees to pay, without right of reimbursement from the
other party and regardless of whether or not the transaction is consummated, the
costs incurred by it in connection with this  transaction,  including legal fees
and other costs  incidental to the  negotiation of the terms of the  transaction
and the  preparation  of related  documentation.  Each party  represents  to the
others  that it has dealt  with no finder  or  broker  in  connection  with this
transaction. The Buyer agrees to pay any costs of obtaining an opinion regarding
the fairness of this transaction to the Buyer and its  shareholders.  Each party
will indemnify and hold the others harmless from any loss,  liability or expense
(including,  without  limitation,  legal fees)  resulting from the  indemnifying
party's breach of the representations  and agreements  contained in this Section
6.

     7. Conditions Precedent to Closing. The Agreement (as defined in Section 15
hereof) shall contain such conditions precedent as required by Buyer in its sole
discretion, including but not limited to (i) amendment of AMCC's existing credit
arrangements  to extend the maturity  date for a period of one year from date of
closing, at the same interest rate and with right of prepayment without penalty,
(ii) the execution of Employment  Agreements on terms  satisfactory  to Buyer by
such "key"  employees  as  designated  by Buyer,  (iii)  receipt of all required
consents  with respect to all  agreements  designated as "material" by Buyer and
(iv) receipt of an opinion from an investment  banking firm  satisfactory to the

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American Surgical Supply Corp. of Florida
May 5, 1999
Page 4


Buyer in its sole discretion  stating that the  transaction  taken as a whole is
fair from a financial point of view to the Company and its shareholders.

     8. Press Releases.  Prior to the Closing, none of the parties will make any
press release,  statement to employees or other disclosure of this letter or the
purchase  contemplated  hereby  without the prior  written  consent of the other
party,  except as required by law. Neither AMCC nor Shareholders  shall make any
such   disclosure   unless  Buyer  shall  have  received  prior  notice  of  the
contemplated  disclosure and has had adequate time and opportunity to comment on
such  disclosure,  which shall be  satisfactory in form and content to Buyer and
its counsel.

     9.  Closing.  This  transaction  will  be  consummated  at a  closing  (the
"Closing") to be held at the offices of Buyer's attorneys, on a date which shall
be on or before June 30, 1999.

     10.  Due  Diligence  Inspection.  For a  period  of  forty-five  (45)  days
following  the date  hereof,  the  Buyer and its  representatives  may make such
examinations  and inspections of AMCC as they may reasonably  require to analyze
its  financial  condition,  properties,  legal  matters,  business  and affairs,
including the taking of a physical  inventory,  so long as such  examinations do
not unreasonably  interfere with the conduct of business.  The Shareholders will
cause their attorneys, legal advisors, accountants and other advisors and agents
to  cooperate  with the Buyer in its  investigation  and to make their files and
work papers available.

     11. Exclusivity.  From the date of this letter until June 30, 1999, neither
the Shareholders nor AMCC and its officers, directors, employees or other agents
will, directly or indirectly,  take any action to solicit, initiate or encourage
any  acquisition of  substantially  all of the assets or any of the issued share
capital of AMCC or any transaction  similar to the transaction  outlined herein,
nor will they entertain any unsolicited proposals or approaches in this regard.

     12. Continued Operations. AMCC will conduct its business only in the normal
and ordinary  course and in a manner  consistent  with good business  practices.
Without the prior written consent of the Buyer,  AMCC will not (a) engage in any
transaction  which  would have an adverse  effect on the  business,  operations,
assets,   financial   condition  or   prospects  of  AMCC,   or  (b)  amend  its
organizational   documents  or  any  material  contracts  or  issue  any  equity
securities of AMCC or securities  convertible,  exercisable or exchangeable into
equity securities of AMCC. AMCC will preserve its business  organization  intact
and preserve its existing business relationships.

     13.   Confidentiality.   Each  of  the  parties   agrees  to  maintain  the
confidentiality  of all  information  furnished  to it by the other party hereto
concerning  the  business,  operations  and  financial  condition  of the  party
furnishing such information, except to the extent required by applicable law.

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American Surgical Supply Corp. of Florida
May 5, 1999
Page 5


     14.  Approval.  This  transaction  shall be  subject  to (i) the  unanimous
approval of an  independent  committee of the Buyer's Board of Directors  formed
for the sole purpose of evaluating  this  transaction,  which  approval shall be
made in such committee's sole discretion, and (ii) the approval of Buyer's Board
of Directors.

     15. Non-Binding Letter of Intent. Except for Sections 6, 8, 10, 11, 12, 13,
14, 15 and 17 hereof,  this letter is an  expression of interest only and is not
intended to be a binding letter of intent,  and the general principles set forth
in this letter shall not constitute an agreement to consummate  the  transaction
described  herein.  Upon  the  satisfactory  completion  of  the  due  diligence
investigation  described in Section 10 hereof to Buyer's sole  satisfaction  and
which confirms the Buyer's intent to consummate the transaction for the purchase
price described in Section 1 hereof,  the parties will proceed to use their best
efforts to negotiate the definitive  terms of this  transaction and enter into a
formal  and  binding  agreement  (the  "Agreement")  which  would set forth such
representations, warranties, covenants, indemnifications and other provisions as
are acceptable to the parties in their sole discretion. This letter of intent is
not an agreement to enter into any definitive agreement.

     16. Counterparts.  This letter may be signed in counterparts, each of which
will be  considered  an  original  and all of  which  will  constitute  the same
document.

     17.  Governing Law. This letter shall be interpreted in accordance with the
laws of the State of Florida without regard to its conflicts of law principles.

      If this letter  accurately  reflects your  understanding,  please indicate
your agreement by signing both enclosed  copies of this letter and returning one
executed copy to me by May 7, 1999.

                                    Sincerely yours,

                                    EUROPEAN MICRO HOLDINGS, INC.

                                    By:  /s/ Harry D. Shields
                                         --------------------
                                    Name:    Harry D. Shields
                                    Title:   Co-Chairman

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American Surgical Supply Corp. of Florida
May 5, 1999
Page 6




ACCEPTED AND AGREED THIS 5TH DAY OF
MAY 1999:

AMERICAN SURGICAL SUPPLY 
CORP. OF FLORIDA

By:  /s/ John B. Gallagher, Jr.
    ---------------------------
Name:    John B. Gallagher, Jr.
Title:   President


SHAREHOLDERS:

/s/ John B. Gallagher, Jr.
--------------------------
    John B. Gallagher, Jr.

/s/ John P. Gallagher
---------------------
    John P. Gallagher


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                                   EXHIBIT "A"

                       1998 EXPENSES - NORMALIZED EARNINGS


      Jeanette Hall                 $15,600

      Julie Grzyb                   $15,600

      Lauren Guthries               $9,100

      John P. Gallagher             $26,000

      JPG Car Depreciation          $9,523

      JPG Car Insurance             $2,912

      JPG Gas                       $1,169

      Ameritech Freight Ins.        $3,497

      JBG Phone Expenses            $1,226

      CHS Purchase Legal Fees       $11,026
                                    -------

      TOTAL:                        $95,653
                                    =======

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                                   EXHIBIT "B"


      Shareholder loan payable to John P. Gallagher in the approximate amount of
$300,000.