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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13D-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE 13d-2(b)
(Amendment No. 3)
White Pine Software, Inc.
(Name of Issuer)
Common Stock, $0.01 par value
(Title of Class of Securities)
964347-10-8
(CUSIP Number)
December 31, 1999
(Date of Event Which Requires Filing of This Statement)
Check the appropriate box to designate the rule pursuant to
which this Schedule is filed:
[ ] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[x] Rule 13d-1(d)
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CUSIP No. 964347-10-8 SCHEDULE 13G Page 2 of 11
1 Name Of Reporting Person H&Q LONDON VENTURES
IRS Identification No. Of Above Person 94-2966540
2 Check The Appropriate Box If A Member Of A Group (a) [ ]
(b) [x]
3 SEC USE ONLY
4 Citizenship Or Place Of Organization England
5 Sole Voting Power -0-
NUMBER OF
SHARES 6 Shared Voting Power -0-
BENEFICIALLY
OWNED BY EACH 7 Sole Dispositive Power -0-
REPORTING
PERSON WITH 8 Shared Dispositive Power -0-
9 Aggregate Amount Beneficially Owned By Each
Reporting Person -0-
10 Check Box If The Aggregate Amount In Row (9) Excludes
Certain Shares* [ ]
11 Percent Of Class Represented By Amount In Row 9 0.0%
12 Type Of Reporting Person* PN
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CUSIP No. 964347-10-8 SCHEDULE 13G Page 3 of 11
1 Name Of Reporting Person HAMBRECHT & QUIST VENTURE PARTNERS
IRS Identification No. Of Above Person 94-2949080
2 Check The Appropriate Box If A Member Of A Group (a) [ ]
(b) [x]
3 SEC USE ONLY
4 Citizenship Or Place Of Organization California
5 Sole Voting Power -0-
NUMBER OF
SHARES 6 Shared Voting Power -0-
BENEFICIALLY
OWNED BY EACH 7 Sole Dispositive Power -0-
REPORTING
PERSON WITH 8 Shared Dispositive Power -0-
9 Aggregate Amount Beneficially Owned By Each
Reporting Person -0-
10 Check Box If The Aggregate Amount In Row (9) Excludes
Certain Shares* [ ]
11 Percent Of Class Represented By Amount In Row 9 0.0%
12 Type Of Reporting Person* PN
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CUSIP No. 964347-10-8 SCHEDULE 13G Page 4 of 11
1 Name Of Reporting Person H&Q VENTURE PARTNERS, LLC
IRS Identification No. Of Above Person
2 Check The Appropriate Box If A Member Of A Group (a) [ ]
(b) [x]
3 SEC USE ONLY
4 Citizenship Or Place Of Organization Delaware
5 Sole Voting Power -0-
NUMBER OF
SHARES 6 Shared Voting Power -0-
BENEFICIALLY
OWNED BY EACH 7 Sole Dispositive Power -0-
REPORTING
PERSON WITH 8 Shared Dispositive Power -0-
9 Aggregate Amount Beneficially Owned By Each
Reporting Person -0-
10 Check Box If The Aggregate Amount In Row (9) Excludes
Certain Shares* [ ]
11 Percent Of Class Represented By Amount In Row 9 0.0%
12 Type Of Reporting Person* OO
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CUSIP No. 964347-10-8 SCHEDULE 13G Page 5 of 11
1 Name Of Reporting Person HAMBRECHT & QUIST CALIFORNIA
IRS Identification No. Of Above Person 94-2856927
2 Check The Appropriate Box If A Member Of A Group (a) [ ]
(b) [x]
3 SEC USE ONLY
4 Citizenship Or Place Of Organization California
5 Sole Voting Power -0-
NUMBER OF
SHARES 6 Shared Voting Power 1,000
BENEFICIALLY
OWNED BY EACH 7 Sole Dispositive Power -0-
REPORTING
PERSON WITH 8 Shared Dispositive Power 1,000
9 Aggregate Amount Beneficially Owned By Each
Reporting Person 1,000
10 Check Box If The Aggregate Amount In Row (9) Excludes
Certain Shares* [ ]
11 Percent Of Class Represented By Amount In Row 9 0.0%
12 Type Of Reporting Person* CO
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CUSIP No. 964347-10-8 SCHEDULE 13G Page 6 of 11
Item 1(a). Name of Issuer.
White Pine Software, Inc. (the "Issuer").
Item 1(b). Address of Issuer's Principal Executive Offices.
542 Amherst Street, Nashua, NH 03063.
Item 2(a). Names of Persons Filing.
Reference is made to Item 1 of each of the cover
pages of this Schedule, which Items are incorporated by reference
herein.
Item 2(b). Address of Principal Business Office or, if
none, Residence.
The address of each reporting person is One Bush
Street, San Francisco, California 94104.
Item 2(c). Citizenship.
Reference is made to Item 4 of each of the cover
pages of this Schedule, which Items are incorporated by
reference herein.
Item 2(d). Title of Class of Securities.
Common Stock, $0.01 par value ("Common Stock").
Item 2(e). CUSIP Number.
964347-10-8
Item 3. Type of Reporting Person.
Not applicable.
Item 4. Ownership.
Reference is made to Items 5-9 and 11 of each of
the cover pages to this Schedule, which Items are
incorporated by reference herein. As of December 31, 1999,
the reporting persons owned the following shares of Common
Stock:
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CUSIP No. 964347-10-8 SCHEDULE 13G Page 7 of 11
Person Common Stock
Directly Owned
H&Q London Ventures -0-
Hambrecht & Quist Venture Partners -0-
Hambrecht & Quist California 1,000
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TOTAL 1,000
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Because voting and investment decisions concerning
the above securities may be made by or in conjunction with
the other reporting persons, each of the reporting persons
may be deemed a member of a group that shares voting and
dispositive power over all of the above securities. Although
the reporting persons are reporting such securities as if
they were members of a group, the filing of this Schedule
shall not be construed as an admission by any reporting
person that it is a beneficial owner of any securities other
than those directly held by such reporting person.
Hambrecht & Quist California is a wholly owned
subsidiary of Hambrecht & Quist Group, a Delaware corporation
which is a wholly owned subsidiary of Bridge Acquisition
Holding Corp., a Delaware corporation. Bridge Acquisition
Holding Corp. is a wholly owned subsidiary of The Chase
Manhattan Corporation, a Delaware corporation. The principal
business address of Hambrecht & Quist Group is One Bush
Street, San Francisco, California 94104. The principal
business address of Bridge Acquisition Holding Corp. and The
Chase Manhattan Corporation is 270 Park Avenue, New York, New
York 10017.
Under the definition of "beneficial ownership" in
Rule 13d-3 under the Securities Exchange Act of 1934, it is
also possible that the individual general partners,
directors, executive officers, members, and/or managers of
the foregoing entities might be deemed the "beneficial
owners" of some or all of the securities to which this
Schedule relates in that they might be deemed to share the
power to direct the voting or disposition of such securities.
Neither the filing of this Schedule nor any of its contents
shall be deemed to constitute an admission that any of such
individuals is, for any purpose, the beneficial owner of any
of the securities to which this Schedule relates, and such
beneficial ownership is expressly disclaimed.
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact
that as of the date hereof the reporting persons have ceased
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CUSIP No. 964347-10-8 SCHEDULE 13G Page 8 of 11
to be the beneficial owners of more than five percent of the
class of securities, check the following [X].
Item 6. Ownership of More Than Five Percent on Behalf of
Another Person.
Not applicable.
Item 7. Identification and Classification of the Subsidiary
Which Acquired the Security Being Reported on by
the Parent Holding Company.
Not applicable.
Item 8. Identification and Classification of Members of the
Group.
Not applicable.
Item 9. Notice of Dissolution of Group.
Not applicable.
Item 10. Certification.
Not applicable.
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CUSIP No. 964347-10-8 SCHEDULE 13G Page 9 of 11
Signature
After reasonable inquiry and to the best of their
knowledge and belief, the undersigned certify that the
information set forth in this statement is true, complete and
correct.
DATED: February 14, 2000.
H&Q LONDON VENTURES
By: /s/Jackie A. Berterretche
_________________________
Jackie A. Berterretche
Attorney-in-Fact
HAMBRECHT & QUIST VENTURE
PARTNERS
By: /s/Jackie A. Berterretche
_________________________
Jackie A. Berterretche
Attorney-in-Fact
H&Q VENTURE PARTNERS, LLC
By: /s/William D. Easterbrook
_________________________
William D. Easterbrook
Member-Manager
HAMBRECHT & QUIST CALIFORNIA
By: /s/Patrick J. Allen
________________________
Patrick J. Allen
Chief Financial Officer
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CUSIP No. 964347-10-8 SCHEDULE 13G Page 10 of 11
EXHIBIT INDEX
Exhibit A Joint Filing Undertaking Page 11
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CUSIP No. 964347-10-8 SCHEDULE 13G Page 11 of 11
JOINT FILING UNDERTAKING
The undersigned, being duly authorized thereunto,
hereby execute this agreement as an exhibit to this Schedule
13G to evidence the agreement of the below-named parties, in
accordance with rules promulgated pursuant to the Securities
Exchange Act of 1934, to file this Schedule and any
subsequent amendment jointly on behalf of each of such
parties.
DATED: February 14, 2000.
H&Q LONDON VENTURES
By: /s/Jackie A. Berterretche
_________________________
Jackie A. Berterretche
Attorney-in-Fact
HAMBRECHT & QUIST VENTURE
PARTNERS
By: /s/Jackie A. Berterretche
_________________________
Jackie A. Berterretche
Attorney-in-Fact
H&Q VENTURE PARTNERS, LLC
By: /s/William D. Easterbrook
_________________________
William D. Easterbrook
Member-Manager
HAMBRECHT & QUIST CALIFORNIA
By: /s/Patrick J. Allen
________________________
Patrick J. Allen
Chief Financial Officer
