EB2B COMMERCE INC //
SC 13G, 2000-04-26
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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.  )

                               eB2B COMMERCE, INC.
                                (Name of Issuer)

                     Common Stock, par value $.001 per share
                         (Title of Class of Securities)

                                    26824R109
                                 (CUSIP Number)

                                 April 18, 2000
             (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 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.   26824R109                13G                       Page 2 of 6 Pages
- --------------------------------------------------------------------------------

1.   Names of Reporting Persons.
     I.R.S. Identification  No. Of Above Persons (entities only)

          Peter J. Fiorillo
- --------------------------------------------------------------------------------
2.   Check the Appropriate Box if a Member of a Group*
       (a)  [ ]
       (b)  [ ]
- --------------------------------------------------------------------------------
3.   SEC Use Only

- --------------------------------------------------------------------------------
4.   Citizenship or Place of Organization

     U.S.A.
- --------------------------------------------------------------------------------

Number of Shares Beneficially Owned by Each Reporting Person With

- --------------------------------------------------------------------------------
5.   Sole Voting Power                   4,956,447
- --------------------------------------------------------------------------------
6.   Shared Voting Power                    42,560(1)
- --------------------------------------------------------------------------------
7.   Sole Dispositive Power              4,956,447
- --------------------------------------------------------------------------------
8.   Shared Dispositive Power               42,560(1)
- --------------------------------------------------------------------------------
9.   Aggregate Amount Beneficially Owned by Each Reporting Person

                         4,999,007
- --------------------------------------------------------------------------------
10.  Check box if the Aggregate Amount in Row (9) Excludes Certain Shares  [  ]
- --------------------------------------------------------------------------------
11.  Percent of Class Represented By Amount in Row 9

                         36.1%
- --------------------------------------------------------------------------------
12.  Type of Reporting Person

                         IN


- -------------
     (1)  Consists of shares owned by family members.

                                       2
<PAGE>

Item 1(a)   Name of Issuer:

               eB2B Commerce, Inc.

Item 1(b)   Address of Issuer's Principal Executive Offices:

               29 West 38th Street
               New York, New York  10018

Item 2(a)   Name of Person Filing:

               Peter J. Fiorillo


Item 2(b)   Address of Principal Business Office or, if none, Residence:

               29 West 38th Street
               New York, New York  10018


Item 2(c)   Citizenship:

            U.S.A.


Item 2(d)   Title of Class of Securities:

            Common Stock, par value $.001 per share ("Common Stock")

Item 2(e)   CUSIP Number

            26824R109

Item 3.     If this  statement  is filed  pursuant  to Rule  13d-1(b),  or
            13d-2(b) or (c) , check whether the person filing is a:

            (a) [ ] Broker or dealer registered under Section 15 of the Exchange
                    Act.

            (b) [ ] Bank as defined in Section 3(a)(6) of the Exchange Act.

            (c) [ ] Insurance  company as defined in Section  3(a)(19) of the
                    Exchange Act.

            (d) [ ] Investment  company  registered under Section 8 of the
                    Investment Company Act.

            (e) [ ] An  investment  adviser  in  accordance  with Rule
                    13d-1(b)(1)(ii)(E).

            (f) [ ] An  employee  benefit plan or  endowment  fund in accordance
                    with Rule13d- 1(b)(1)(ii)(F).

                                       3
<PAGE>

           (g) [ ] A parent  holding  company  or  control  person in accordance
                   with Rule13d- 1(b)(1)(ii)(G).

           (h) [ ] A savings  association  as defined in Section 3(b) of the
                   Federal Deposit Insurance Act.

           (i) [ ] A church plan that is excluded from the definition of an
                   investment company under Section 3(c)(14) of the Investment
                   Company Act.

           (j) [ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(J).

     If this statement is filed pursuant to Rule 13d-1(c), check this box.  [ ]

Item 4.   Ownership.

            (a)  Amount Beneficially Owned:    4,999,007 (1)

            (b)  Percent of Class:             36.1%
            (c) Number of shares as to which such person has:

                 (i)   Sole power to vote or to direct the vote:  4,956,447 (1)

                 (ii)  Shared power to vote or to direct vote:       42,560 (2)

                 (iii) Sole power to dispose or to direct the disposition of:
                                                                  4,956,447 (1)

                 (iv)  Shared power to dispose or to direct the disposition of:
                                                                     42,560 (2)

- -------------------

      (1)  Includes 1,995,000 shares underlying stock options exercisable within
           60 days.

      (2) Consists of shares owned by family members.


                                       4

<PAGE>

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.

          Included as shares for which there exist shared voting and dispositive
          power are 42,560  shares  owned by family  members,  which  family
          members would have the right to receipt of dividends from, and the
          proceeds from the sale of, such shares.

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.

                                       5

<PAGE>


                                    SIGNATURE

       After  reasonable  inquiry and to the best of my knowledge and belief,  I
certify that the information  set forth in this statement is true,  complete and
correct.

                                                         April 26, 2000
                                                  ------------------------------
                                                             (Date)


                                                       /s/ Peter J. Fiorillo
                                                  ------------------------------
                                                       (Signature)


                                                       Peter J. Fiorillo
                                                  ------------------------------
                                                       (Name/Title)

ATTENTION: INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE FEDERAL
CRIMINAL VIOLATIONS(SEE 18 U.S.C. 1001).



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