UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                 FORM 10-Q/A - 1


(Mark One)

[X]         QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
            EXCHANGE ACT OF 1934.
            For the quarterly period ended June 30, 1999

[ ]         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 0-16319

                        LUND INTERNATIONAL HOLDINGS, INC.
             (Exact name of registrant as specified in its charter)

          Delaware                                               41-1568618
(State or other jurisdiction                                  (I.R.S. Employer
      of organization)                                       Identification No.)

                               911 LUND BOULEVARD
                             ANOKA, MINNESOTA 55303

Registrant's telephone number, including area code:  (612) 576-4200

--------------------------------------------------------------------------
(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 the 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 ___

Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the close of the latest practicable date.

As of August 13, 1999, 7,874,381 shares of the registrant's common stock, $.10
par value, 1,493,398 shares of the registrant's Class B-1 common stock, $.01 par
value and 167,470.4 shares of the registrant's Series B Preferred Stock, $.01
par value, were issued and outstanding.

<PAGE>


PART II.    OTHER INFORMATION

Item 4.     Submission of Matters to a Vote of Security Holders

On April 27, 1999, the Company held its annual meeting of stockholders. At the
meeting, the number of directors was set at seven and, Lawrence C. Day, David E.
Dovenberg, Ira D. Kleinman, Robert Schoeberl, Dennis W. Vollmershausen, and
Harvey J. Wertheim were elected to serve as directors of the Company for 1999.
The Company's 1999 Stock Option Incentive Plan and the convertibility of the
Company's Series B Preferred Stock into Common Stock were approved. Finally, the
selection of PricewaterhouseCoopers LLP as the Company's independent accountants
for 1999 was approved.

The following table provides the number of votes for, against, withheld, as well
as the number of abstentions and broker non-votes as to each matter submitted to
a vote of stockholders at the meeting.


Matter:

<TABLE>
<CAPTION>
                                           Withheld                                 Broker
                                  For      Authority     Against     Abstention    Non-votes
--------------------------------------------------------------------------------------------
<S>                            <C>           <C>          <C>           <C>        <C>
Set Number of
Directors at Seven             5,320,061                  21,860        3,900

Election of Directors

Lawrence C. Day                5,271,881     73,990
David E. Dovenberg             5,271,881     73,990
Ira D. Kleinman                5,271,481     74,390
Robert R. Schoeberl            5,271,681     74,190
Dennis W. Vollmershausen       5,271,681     74,190
Harvey J. Wertheim             5,271,681     74,190

Approval of 1999
Stock Option                   3,178,000                 210,006      562,850      1,394,965
Incentive Plan

Approval of the
Convertibility of Series       3,848,298                  96,960        5,598      1,394,965
 B Preferred Stock

Approval of Selection of
PricewaterhouseCoopers LLP     5,327,421                  16,500        1,900

</TABLE>

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<PAGE>


                                   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.

Date: August 20, 1999

                                     LUND INTERNATIONAL HOLDINGS, INC.
                                     (Registrant)



                                     By:   /s/ Dennis W. Vollmershausen
                                     -------------------------------------------
                                           Dennis W. Vollmershausen
                                           President and Chief Executive Officer

                                     By:   /s/ Edmund J. Schwartz
                                     -------------------------------------------
                                           Edmund J. Schwartz
                                           Chief Financial Officer




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