UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. __)
Made2Manage Systems, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
556466-10-0
(CUSIP Number)
December 31, 1997
(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)
*The remainder of this cover page shall be filled out for a
reporting person's initial filing on this form with respect
to the subject class of securities, and for any subsequent
amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder of this cover page
shall not be deemed to be "filed" for the purpose of
Section 18 of the Securities Exchange Act of 1934 ("Act") or
otherwise subject to the liabilities of that section of the
Act but shall be subject to all other provisions of the Act
(however, see the Notes).
-1-<PAGE>
CUSIP No. 556466-10-0 SCHEDULE 13G Page 2 of 13
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
BENEFICIALLY
OWNED BY EACH 1,007,985
REPORTING
PERSON WITH 7 Sole Dispositive Power
-0-
8 Shared Dispositive Power
1,210,599
9 Aggregate Amount Beneficially Owned By Each Reporting Person
1,210,599
10 Check Box If The Aggregate Amount In Row (9) Excludes Certain
Shares* [ ]
11 Percent Of Class Represented By Amount In Row 9
28.7%
12 Type Of Reporting Person*
PN<PAGE>
CUSIP No. 556466-10-0 SCHEDULE 13G Page 3 of 13
1 Name Of Reporting Person HAMCO CAPITAL CORPORATION
IRS Identification No. Of Above Person 94-2731560
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
BENEFICIALLY
OWNED BY EACH 1,007,985
REPORTING
PERSON WITH 7 Sole Dispositive Power
-0-
8 Shared Dispositive Power
1,210,599
9 Aggregate Amount Beneficially Owned By Each Reporting Person
1,210,599
10 Check Box If The Aggregate Amount In Row (9) Excludes Certain
Shares* [ ]
11 Percent Of Class Represented By Amount In Row 9
28.7%
12 Type Of Reporting Person*
CO<PAGE>
CUSIP No. 556466-10-0 SCHEDULE 13G Page 4 of 13
1 Name Of Reporting Person HAMBRECHT & QUIST VENTURES 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
BENEFICIALLY
OWNED BY EACH 1,007,985
REPORTING
PERSON WITH 7 Sole Dispositive Power
-0-
8 Shared Dispositive Power
1,210,599
9 Aggregate Amount Beneficially Owned By Each Reporting Person
1,210,599
10 Check Box If The Aggregate Amount In Row (9) Excludes Certain
Shares* [ ]
11 Percent Of Class Represented By Amount In Row 9
28.7%
12 Type Of Reporting Person*
PN<PAGE>
CUSIP No. 556466-10-0 SCHEDULE 13G Page 5 of 13
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
BENEFICIALLY
OWNED BY EACH 1,007,985
REPORTING
PERSON WITH 7 Sole Dispositive Power
-0-
8 Shared Dispositive Power
1,210,599
9 Aggregate Amount Beneficially Owned By Each Reporting Person
1,210,599
10 Check Box If The Aggregate Amount In Row (9) Excludes Certain
Shares* [ ]
11 Percent Of Class Represented By Amount In Row 9
28.7%
12 Type Of Reporting Person*
CO<PAGE>
CUSIP No. 556466-10-0 SCHEDULE 13G Page 6 of 13
1 Name Of Reporting Person HAMBRECHT & QUIST GROUP
IRS Identification No. Of Above Person 94-3246636
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
BENEFICIALLY
OWNED BY EACH 1,007,985
REPORTING
PERSON WITH 7 Sole Dispositive Power
-0-
8 Shared Dispositive Power
1,210,599
9 Aggregate Amount Beneficially Owned By Each Reporting Person
1,210,599
10 Check Box If The Aggregate Amount In Row (9) Excludes Certain
Shares* [ ]
11 Percent Of Class Represented By Amount In Row 9
28.7%
12 Type Of Reporting Person*
HC, CO<PAGE>
CUSIP No. 556466-10-0 SCHEDULE 13G Page 7 of 13
1 Name Of Reporting Person WILLIAM R. HAMBRECHT
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
United States
5 Sole Voting Power
-0-
NUMBER OF
SHARES 6 Shared Voting Power
BENEFICIALLY
OWNED BY EACH 1,007,985
REPORTING
PERSON WITH 7 Sole Dispositive Power
-0-
8 Shared Dispositive Power
1,210,599
9 Aggregate Amount Beneficially Owned By Each Reporting Person
1,210,599
10 Check Box If The Aggregate Amount In Row (9) Excludes Certain
Shares* [ ]
11 Percent Of Class Represented By Amount In Row 9
28.7%
12 Type Of Reporting Person*
IN<PAGE>
CUSIP No. 556466-10-0 SCHEDULE 13G Page 8 of 13
Item 1(a). Name of Issuer.
Made2Manage Systems, Inc. (the "Issuer").
Item 1(b). Address of Issuer's Principal Executive
Offices.
9002 Purdue Road, Indianapolis, IN 46268.
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 ("Common Stock").
Item 2(e). CUSIP Number.
556466-10-0
Item 3. Type of Reporting Person.
Not applicable.
Item 4. Ownership.
Reference is hereby made to Items 5-9 and 11 of
each of the cover pages to this Schedule, which Items are
incorporated by reference herein. According to information
furnished to the reporting persons by the Issuer, there were
4,214,803 shares of Common Stock issued and outstanding as of
December 31, 1997. At December 31, 1997, the following
shares of Common Stock were held directly by the following
persons:<PAGE>
CUSIP No. 556466-10-0 SCHEDULE 13G Page 9 of 13
Common Stock
Person Directly Owned
H&Q London Ventures 623,405
Hamco Capital Corporation 33,355
Hambrecht & Quist Venture Partners 1,730
Hambrecht & Quist California 287,044
William R. Hambrecht 62,451
_________
TOTAL 1,007,985
=========
Because voting and investment decisions concerning the
above securities may be made by or in conjunction with
Hambrecht & Quist Venture Partners, Hambrecht & Quist
California, Hambrecht & Quist Group and William R. Hambrecht,
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.
In addition, Hambrecht & Quist Group may be determined
to be the beneficial owner of 202,614 shares of Common Stock
held by Ivory and Sime Enterprise Capital PLC (formerly known
as The Independent Investment Company PLC). Pursuant to
existing arrangements, Hambrecht & Quist Group does not have
voting power over such shares, but may be considered to have
investment power. Although such shares are included in the
number of shares beneficially owned by the reporting persons
for purposes of this Schedule, the reporting persons disclaim
beneficial ownership of such shares for any purpose.
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<PAGE>
CUSIP No. 556466-10-0 SCHEDULE 13G Page 10 of 13
which this Schedule relates, and such beneficial ownership is
expressly disclaimed.
This Schedule does not include shares of Common Stock,
if any, held by Hambrecht & Quist LLC in its trading account
if it is a market maker in the Issuer's Common Stock.
Item 5. Ownership of Five Percent or Less of a Class.
Not applicable.
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.<PAGE>
CUSIP No. 556466-10-0 SCHEDULE 13G Page 11 of 13
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 10, 1998.
H&Q LONDON VENTURES HAMBRECHT & QUIST CALIFORNIA
By: /s/ Jackie A. Berterretche By: /s/ Jackie A. Berterretche
__________________________ __________________________
Jackie A. Berterretche Jackie A. Berterretche
Attorney-in-Fact Attorney-in-Fact
HAMCO CAPITAL CORPORATION HAMBRECHT & QUIST GROUP
By: /s/ Jackie A. Berterretche By: /s/ Steven M. Machtinger
__________________________ __________________________
Jackie A. Berterretche Steven M. Machtinger
Attorney-in-Fact General Counsel & Secy.
HAMBRECHT & QUIST VENTURE WILLIAM R. HAMBRECHT
PARTNERS
By: /s/ Jackie A. Berterretche By: /s/ Jackie A. Berterretche
__________________________ __________________________
Jackie A. Berterretche Jackie A. Berterretche
Attorney-in-Fact Attorney-in-Fact<PAGE>
CUSIP No. 556466-10-0 SCHEDULE 13G Page 12 of 13
EXHIBIT INDEX
Exhibit A Joint Filing Undertaking Page 13<PAGE>
CUSIP No. 556466-10-0 SCHEDULE 13G Page 13 of 13
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, as it may be amended, jointly on
behalf of each of such parties.
DATED: February 10, 1998.
H&Q LONDON VENTURES HAMBRECHT & QUIST CALIFORNIA
By: /s/ Jackie A. Berterretche By: /s/ Jackie A. Berterretche
__________________________ __________________________
Jackie A. Berterretche Jackie A. Berterretche
Attorney-in-Fact Attorney-in-Fact
HAMCO CAPITAL CORPORATION HAMBRECHT & QUIST GROUP
By: /s/ Jackie A. Berterretche By: /s/ Steven M. Machtinger
__________________________ __________________________
Jackie A. Berterretche Steven M. Machtinger
Attorney-in-Fact General Counsel & Secy.
HAMBRECHT & QUIST VENTURE WILLIAM R. HAMBRECHT
PARTNERS
By: /s/ Jackie A. Berterretche By: /s/ Jackie A. Berterretche
__________________________ __________________________
Jackie A. Berterretche Jackie A. Berterretche
Attorney-in-Fact Attorney-in-Fact<PAGE>
