SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* Smitham Peter M (Last) (First) (Middle) C/O PERMIRA ADVISERS LIMITED 20 SOUTHAMPTON STREET (Street) LONDON X0 WC2E7QH (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 07/05/2005	3. Issuer Name and Ticker or Trading Symbol AVNET INC [ AVT ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			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	14,669,452	I	See footnotes(1)(2)(3)(4)(5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Includes (i) 13,196,107 shares held of record by Permira Europe Fund II Nominees Limited, a company incorporated in Guernsey ("PE2"), (ii) 958,515 shares held of record by Permira UK Venture IV Nominees Limited, a company incorporated in Guernsey ("VF4"), and (iii) 514,830 shares held of record by SV (Nominees) Limited a company incorporated in Guernsey ("SV"), acting as nominee for Schroder Ventures Investments Limited.

2. The shares held of record by PE2 include (i) 13,068,766 shares held on behalf of four limited partnerships that comprise the Permira Europe Fund II, and (ii) 127,341 shares held on behalf of the Permira Europe II Co-Investment Scheme. Permira (Europe) Limited is the general partner of Permira Europe II Managers L.P., which is the general partner for each of the partnerships comprising Permira Europe Fund II.

3. The shares held of record by VF4 include (i) 950,442 shares held on behalf of one trust and two limited partnerships that comprise the Permira UK Venture Fund IV, and (ii) 8,073 shares held on behalf of the Schroder UK Venture Fund IV Co-Investment Scheme. Schroder Venture Managers (Guernsey) Limited acts as the manager of Schroder Venture Managers Inc., the general partner of the two limited partnerships, and Barings (Guernsey) Limited, the trustee of the trust, which comprise the Permira UK Venture Fund IV.

4. Does not include shares held in escrow pursuant to the Securities Acquisition Agreement, dated as of April 26, 2005 among Avnet, Inc., the Sellers named therein and Memec Group Holdings Limited.

5. Peter Smitham is a director of Permira (Europe) Limited. Mr. Smitham is also a director of Permira Advisers Limited which is the adviser in relation to Permira Europe II and Permira UK Venture IV. Mr. Smitham is also a participant in the Permira Europe II Co-Investment Scheme and the Schroder UK Venture Fund IV Co-Investment Scheme and a shareholder of Schroder Venture Investments Limited. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.

Remarks:

	Jun Li, by power of attorney	07/07/2005
	** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

AVNET, INC.

LIMITED POWER OF ATTORNEY
FOR SECTION 16 REPORTING OBLIGATIONS



Know all by these presents that the undersigned hereby makes, constitutes
and appoints each of David R. Birk, Ray Sadowski, Neil Taylor and Jun Li,
each acting individually, as the undersigned's true and lawful attorney-
in-fact, with full power and authority as hereinafter described on behalf
of and in the name, place and stead of the undersigned to:

(1)	prepare and execute Forms 3, 4 and 5 (including any amendments thereto)
with respect to the common stock of Avnet, Inc., a New York corporation (the
"Company"), and to file the same with the United States Securities and
Exchange Commission, any national securities exchanges and the Company, as
considered necessary or advisable under Section 16(a) of the Securities
Exchange Act of 1934 and the rules and regulations promulgated thereunder,
as amended from time to time (the "Exchange Act") and the Sarbanes-Oxley Act
of 2002;
(2)	seek or obtain, as the undersigned's representative and on the
undersigned's behalf, information on transactions in the Company's common
stock from any third party, including brokers, employee benefit plan
administrators and trustees, and the undersigned hereby authorizes any such
person to release any such information to the undersigned and approves and
ratifies any such release of information; and
(3)	perform any and all other acts (including, but not limited to, the
filing of Form ID to obtain EDGAR Access Codes) which in the discretion of
such attorney-in-fact are necessary or desirable for and on behalf of the
undersigned in connection with the foregoing.
The undersigned acknowledges that:
(a) any documents prepared and/or executed by any of such attorneys-in-fact
on behalf of the undersigned pursuant to this power of attorney will be in
such form and will contain such information and disclosure as such attorney-
in-fact, in his or her discretion, deems necessary or desirable;
(b) this power of attorney authorizes, but does not require, each such
attorney-in-fact to act in his or her discretion on information provided to
such attorney-in-fact without independent verification of such information;
(c) neither the Company nor any of such attorneys-in-fact assumes (i) any
liability for the undersigned's responsibility to comply with the
requirements of the Exchange Act, (ii) any liability of the undersigned for
any failure to comply with such requirements, or (iii) any obligation or
liability of the undersigned for profit disgorgement under Section 16(b) of
the Exchange Act; and
(d) this power of attorney does not relieve the undersigned from
responsibility for compliance with the undersigned's obligations under the
Exchange Act, including without limitation the reporting requirements under
Section 16(a) of the Exchange Act.
The undersigned hereby gives and grants each of the foregoing attorneys-in-
fact full power and authority to do and perform all and every act and thing
whatsoever requisite, necessary or appropriate to be done in and about the
foregoing matters as fully to all intents and purposes as the undersigned
might or could do if present, hereby ratifying all that each such attorney-
in-fact of, for and on behalf of the undersigned shall lawfully do or cause
to be done by virtue of this power of attorney.
This power of attorney shall remain in full force and effect until revoked
by the undersigned in a signed writing delivered to the Corporate Secretary
of the Company.

IN WITNESS WHEREOF, the undersigned has caused this power of attorney to be
executed as of this 5th day of July, 2005.


/s/ Peter Smitham

Signature




Peter Smitham

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