UNITED STATES

SECURITIES AND EXCHANGE
COMMISSION

Washington, D.C. 20549

SCHEDULE 13D/A

Item 1.

Security and Issuer

This Schedule 13D/A relates to the Class A Common Stock, $.001 par value (the “Class A Common Stock”) of Scheid Vineyards Inc., a Delaware corporation (the “Company”).  The principal executive offices of the Company are located at 305 Hilltown Road, Salinas California 93908.

Item 2.

Identity and Background

(a)  This Schedule 13D/A is filed by (1) Alfred G. Scheid with  respect to shares of Class A Common Stock deemed to be beneficially owned by him and (2) Alfred G. Scheid, as Trustee (“Trustee”) of the Alfred G. Scheid Revocable Trust, dated October 8, 1992 (the “Trust”), with respect to shares of Class A Common Stock deemed to be beneficially owned by him in such capacity.  The foregoing persons are hereinafter sometimes referred to collectively as the “Reporting Persons.”  The Reporting Persons are making this single, joint filing because they may be deemed to constitute a “group” within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”).  This Schedule 13D/A amends and restates all prior Schedule 13D filings made by the Reporting Persons. 

(b)  Mr. Scheid’s business address is 305 Hilltown Road, Salinas, California 93908.

(c)  Mr. Scheid is Chairman of the Board of Directors of the Company, which is located at 305 Hilltown Road, Salinas, California 93908.

(d) and (e)  During the last five years, Mr. Scheid has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors), nor has he been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, Federal or state securities laws or finding any violation with respect to such laws.

(f) Mr. Scheid is a citizen of the United States of America. 

Item 3.

Source and Amount of Funds or Other Consideration

Pursuant to the terms and conditions of an Exchange and Contribution Agreement, dated as of July 29, 1997, by and among the Company, Mr. Scheid and certain other persons, Mr. Scheid exchanged 97,413 shares of common stock, no par value, of Scheid Vineyards California Inc. and all of his interests in a certain limited liability company for an aggregate of 2,955,851 shares of Class B common stock, $.001 par value (the “Class B Common Stock”), of the Company.  Each share of Class B Common Stock has five votes compared to one vote for each share of Class A Common Stock.  The Class B Common Stock is also convertible at the option of the holder thereof for shares of Class A Common Stock on a one-for-one share basis, subject to certain restrictions on transfer.  From July 29, 1997 to December 31, 2005, Mr. Scheid acquired 9,600 shares of Class A Common Stock.

Item 4.

Purpose of Transaction

The Reporting Persons acquired the securities of the Company for investment purposes. As Chairman of the Board and the single largest stockholder of the Company, Mr. Scheid intends to exercise control over the affairs of the Company.  On January 17, 2006, Mr. Scheid, in his capacity as a director and majority stockholder of the Company, voted to approve a 1-for-5 reverse stock split (the “Reverse Stock Split”) of the Company’s Class A and Class B Common Stock.  If the transaction is consummated, the Company expects to have less than 300 stockholders of record, which would enable the Company to voluntarily terminate the registration of its Class A Common Stock under the Exchange Act, and become a non-reporting company.  As a result, the Company  

would no longer be required to file periodic reports and other information with the Securities and Exchange Commission (the “SEC”). Upon careful consideration of the costs, administrative burdens and competitive disadvantages associated with being a SEC reporting company, Mr. Scheid believes it to be advisable and in the best interests of the Company and its stockholders to change its status to a non-reporting company.  In connection with the deregistration process, the Company will request that Nasdaq delist its Class A Common Stock from The Nasdaq SmallCap Market.  The Company anticipates that its shares of Class A Common Stock will be traded on the Pink Sheets Electric Quotation Service, but can make no assurances that any broker will make a market in the Class A Common Stock.

The Reporting Persons will continue to evaluate their ownership and voting position in the Company and may consider the following future courses of action: (i) continuing to hold the Company’s Class A and Class B Common Stock for investment; (ii) disposing of all or a portion of the Common Stock in open market sales or in privately-negotiated transactions; or (iii) acquiring additional shares of Class A and Class B Common Stock in open market or in privately-negotiated transactions.  The Reporting Persons have not yet determined which of the courses of actions specified in this paragraph they may ultimately take, although they have no present intent to dispose of any of the acquired securities of the Company.

Except as set forth herein, the Reporting Persons have no present intent or proposals that relate to or would result in: (i) the acquisition by any person of additional securities of the Company, or the disposition of securities of the Company; (ii) an extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the Company or any of its subsidiaries; (iii) a sale or transfer of a material amount of assets of the Company or any of its subsidiaries; (iv) any change in the present Board of Directors or management of the Company, including any plans or proposals to change the number or term of Directors or to fill any vacancies on the Board; (v) any material change in the present capitalization or dividend policy of the Company; (vi) any other material change in the Company’s business or corporate structure; (vii) changes in the Company’s charter, bylaws or instruments corresponding thereto or actions which may impede the acquisition of control of the Company by any person; (viii) or any action similar to those enumerated above.

The Reporting Persons reserve their right to determine in the future whether to change the purpose or purposes described above or whether to adopt plans or proposals of the type specified above.

Item 5.

Interest in Securities of the Issuer

(a)  Beneficial ownership is determined in accordance with Section 13(d) of the Securities Act of 1933, as amended (the “Act”), and the rules of the SEC promulgated thereunder and generally includes voting or investment power (including dispositive power) with respect to securities.  Shares of Class A Common Stock into which each Reporting Person's shares of Class B Common Stock may be converted on a one-for-one basis (as described below) within 60 days of December 31, 2005 are deemed outstanding for computing the percentage of each Reporting Person's beneficial ownership of Class A Common Stock, but no other shares of Class A Common Stock into which any other person's shares of Class B Common Stock may be converted are deemed outstanding for purposes of computing the percentage of any Reporting Person's beneficial ownership of Class A Common Stock.

Each share of Class B Common Stock has five votes compared to one vote for each share of Class A Common Stock on each matter upon which the holders of Class A Common Stock and Class B Common Stock vote together as a single class.  The holders of the Class A Common Stock and the Class B Common Stock generally vote together as a single class on all matters except the election of Directors.  The Class B Common Stock is convertible at the option of the holder thereof for shares of Class A Common Stock on a one-for-one share basis, subject to certain restrictions on transfer.  Upon the occurrence of certain events, shares of the Class B Common Stock will automatically convert into shares of Class A Common Stock on a one-for-one basis.

As of the date of this filing, Mr. Scheid is the beneficial owner of 1,621,489 shares of Class A Common Stock.  These shares represent approximately 35.3% of the aggregate number of shares of Class A Common Stock (4,588,823) deemed to be outstanding for purposes of this calculation. 

Shares of Class A Common Stock beneficially held by Mr. Scheid include, 1) 1,057,085 shares of Class A Common Stock owned, and 2) the assumed conversion of 564,404 shares of Class B Common Stock beneficially owned.

If all outstanding shares of Class B Common Stock were converted into Class A Common Stock, Mr. Scheid would be the beneficial owner of approximately 31.7% of the outstanding shares of the Company’s Common Stock.

Mr. Scheid's wife, as trustee of a trust for her benefit, owns 34,810 shares of Class B Common Stock and is the beneficial owner of 65,190 shares of Class A Common Stock.  Mr. Scheid does not have any voting power or investment power with respect to the shares owned by his wife, and he disclaims beneficial ownership of such shares.

(b)  Mr. Scheid has the sole power to vote or to direct the voting of securities he holds as Trustee, as well as the investment power, including the power to dispose or to direct the disposition, of the shares he holds as Trustee.

(c)  On January 10, 2006, Mr. Scheid gifted 7,800 shares of Class B Common Stock to Shirley G. Scheid.

(d)  Not Applicable.

(e)  Not Applicable.

Item 6.

Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

Alfred G. Scheid, Heidi M. Scheid, Scott D. Scheid, Emily K. Liberty, Tyler P. Scheid, Kurt J. Gollnick and Shirley G. Scheid are parties to an Agreement of Certain Stockholders of Scheid Vineyards Inc. (“Stockholders Agreement”). Pursuant to the Stockholders Agreement, none of the parties thereto other than Alfred G. Scheid may, with limited exceptions, transfer any Class A Common Stock or Class B Common Stock without first offering such stock first to the Company, second to Alfred G. Scheid, and third to the other parties to the Stockholders Agreement. The Stockholders Agreement shall terminate on December 31, 2012 or at the election of the Company’s Board of Directors, whichever occurs sooner. 

Item 7.

Material to Be Filed as Exhibits

Exhibit 7.1 – Agreement of Certain Stockholders of Scheid Vineyards Inc., dated January 29, 2006 (incorporated by reference to Exhibit 99.D to Registrant’s Amendment No. 1 to Schedule 13E-3 filed on March 10, 2006).

Date: March 10, 2006

By:

    /s/ Alfred G. Scheid

Name:

Alfred G. Scheid, individually

By:

/s/ Alfred G. Scheid

Name:

Alfred G. Scheid, as Trustee of the
Alfred G. Scheid Revocable Trust, dated
October 8, 1992

Exhibit No.

Description

Exhibit 7.1

Agreement of Certain Stockholders of Scheid Vineyards Inc., dated January 29, 2006 (incorporated by reference to Exhibit 99.D to Registrant’s Amendment No. 1 to Schedule 13E-3 filed on March 10, 2006).