Form 3 SEACHANGE INTERNATIONAL For: Dec 11 Filed by: SINGER KAREN

December 13, 2018 1:05 PM
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 *
SINGER KAREN

(Last) (First) (Middle)
212 VACCARO DRIVE

(Street)
CRESSKILL NJ 07626

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
12/11/2018
3. Issuer Name and Ticker or Trading Symbol
SEACHANGE INTERNATIONAL INC [ SEAC ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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 3,795,989 (1)
I
As managing member of Tar Holdings LLC
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. The reporting person disclaims beneficial ownership of these securities except to the extent of her pecuniary interest therein. This filing shall not be deemed an admission that the reporting person is, for purposes of Section 16 of the Securties Exchange Act of 1934 or otherwise, the beneficial owner of any equity securities covered by this filing.
/s/ Paul N. Silverstein Attorney-in-fact 12/13/2018
** 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 4 (b)(v).
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LIMITED POWER OF ATTORNEY
FOR SECTION 16 REPORTING OBLIGATIONS


Know all by these presents, that the undersigned hereby makes, constitutes and
appoints Paul N. Silverstein, as the undersigned's true and lawful
attorneys-in-fact with full power and authority as hereinafter described to:

(1) prepare, execute and acknowledge for and on behalf of the undersigned, in
the undersigned's capacity as an officer, director and/or a beneficial owner of
more than 10 percent of common stock of SeaChange International, Inc. (the
"Company"), Forms 3, 4, and 5 (including any amendments thereto) in accordance
with Section 16(a) of the Securities Exchange Act of 1934 and the rules
thereunder (the "Exchange Act");

(2) do and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to prepare, complete and execute any such Form 3,
4, or 5, prepare, complete and execute any amendment or amendments thereto, and
timely deliver and file such form with the United States Securities and Exchange
Commission and any stock exchange or similar authority;

(3) seek or obtain, as the undersigned's representative and on the undersigned's
behalf, information regarding transactions in the Company's securities 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 such attorney-in-fact and approves and ratifies any such
release of information; and

(4) take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorneys-in-fact, may be of benefit to,
in the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf of the
undersigned pursuant to this Limited Power of Attorney shall be in such form and
shall contain such terms and conditions as the attorneys-in-fact may approve in
the attorneys-in-fact's discretion.

The undersigned hereby grants to the attorneys-in-fact full power and authority
to do and perform any and every act and thing whatsoever requisite, necessary,
or proper to be done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as the undersigned might or could
do if personally present, with full power of substitution or revocation, hereby
ratifying and confirming all that the attorneys-in-fact, or the substitute or
substitutes of the attorneys-in-fact, shall lawfully do or cause to be done by
virtue of this power of attorney and the rights and powers herein granted.  The
undersigned acknowledges that:  (i) this power of attorney authorizes the
attorneys-in-fact to act in their discretion in preparing Forms 3, 4 and 5 on
information provided to the attorneys-in-fact without independent verification
of such information; (ii) the attorneys-in-fact, in serving in such capacity at
the request of the undersigned, is not assuming nor relieving, nor is the
Company assuming nor relieving, any of the undersigned's responsibilities to
comply with Section 16 of the Exchange Act; (iii) neither the Company nor the
foregoing attorneys-in-fact assume any liability for the undersigned's
responsibility to comply with the requirement of the Exchange Act or any
obligation or liability of the undersigned for profit disgorgement under Section
16(b) of the Exchange Act.

This Limited Power of Attorney shall remain in full force and effect until
revoked by the undersigned in a signed writing delivered to the foregoing
attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Limited Power of Attorney to
be executed as of this 13th day of December, 2018.


/s/ Karen Singer
Signature

Karen Singer
-------------------------
Print Name


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