OMB Number 3235-0104
Expires: September 30, 1998
Estimated average burden
hours per response 0.5
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 3
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934,
Section 17(a) of the Public Utility Holding Company Act of 1935
or Section 30(f) of the Investment Company Act of 1940
(Print or Type Responses)
1. Name and Address of Reporting Person
Gerhard Lang H.
(Last) (First) (Middle)
300 Drakes Landing Road, Suite 290, Greenbrae, CA 94904.
2. Date of Event Requiring Statement (Month/Day/Year) 4/7/2000
3. IRS or Social Security Number of Reporting Person (Voluntary) ______
4. Issuer Name and Ticker or Trading Symbol PCOrder.Com, Inc. (PCOR)
5. Relationship of reporting person to issuer
(Check all applicable)
____ Director XX 10% Owner
____ Officer (give ____ Other (specify
title below) below)
______________________
6. If Amendment, Date of Original (Month/Day/Year) ____________
7. Individual or Joint/Group Filing (Check Applicable line)
___ Form filed by one Reporting Person
_XX__ Form filed by More than One Reporting Person
FORM 3 (continued) Page 2 of 5 Pages
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security: Common Stock
2. Amount of Securities Beneficially Owned (Instr. 4)
1,020,000 (1) - by Lang H. Gerhard
3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) I
4. Nature of Indirect Beneficial Ownership (Instr. 5)
By Lang. H. Gerhard, as general partner of investment limited
partnerships, as manager of limited liability company that is a general
partner of investment limited partnerships, and as sole shareholder of
corporation that is a general partner of investment limited partnerships
and investment adviser to client accounts.
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security: Common Stock
2. Amount of Securities Beneficially Owned (Instr. 4)
774,730 -- by West Highland Partners, L.P.
3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) D
4. Nature of Indirect Beneficial Ownership (Instr. 5)
____________________
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security: Common Stock
2. Amount of Securities Beneficially Owned (Instr. 4)
181,550 -- by Buttonwood Partners, L.P.
3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) D
4. Nature of Indirect Beneficial Ownership (Instr. 5)
__________________________________________________________________________
Reminder: Report on a separate line for each class of
securities beneficially owned directly or indirectly. (Over)
* If the form is filed by more than one reporting person,
see Instruction 5(b)(v). SEC 1473 (7-
96)
FORM 3 (continued) Page 3 of 5 Pages
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security: Common Stock
2. Amount of Securities Beneficially Owned (Instr. 4)
956,280 -- by Estero Partners, LLC (1)
3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) I
4. Nature of Indirect Beneficial Ownership (Instr. 5)
By Estero Partners, LLC, as general partner of investment limited
partnerships.
____________________
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security: Common Stock
2. Amount of Securities Beneficially Owned (Instr. 4)
1,020,000 -- by West Highland Capital, Inc.(1)
3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) I
4. Nature of Indirect Beneficial Ownership (Instr. 5)
By West Highland Capital, Inc., as general partner of investment
limited partnerships and investment adviser to client accounts.
__________________________________________________________________________
_
Reminder: Report on a separate line for each class of
securities beneficially owned directly or indirectly. (Over)
* If the form is filed by more than one reporting person,
see Instruction 5(b)(v). SEC 1473 (7-
96)
FORM 3 (continued) Page 4 of 5 Pages
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
___________________________________________
2. Date Exercisable and Expiration Date (Month/Day/Year)
Date Exercisable Expiration Date
____________________ ________________________
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
Title ________________________ Amount or Number of Shares
__________
4. Conversion or Exercise Price of Derivative Security
_______________
5. Ownership Form of Derivative Security:
Direct (D) or Indirect (I) (Instr. 5)
____________________
6. Nature of Indirect Beneficial Ownership (Instr. 5)
_____________________________________________________________________
__________________________________________________________________________
Explanation of Responses: (1) The reporting person has only a pro rata
interest in the securities reported and disclaims beneficial ownership in
the securities reported except to the extent of the reporting person's
pecuniary interest.
/s/ Lang H. Gerhard
**Signature of Reporting Person Date
Lang H. Gerhard 4/24/2000
** Intentional misstatements or omissions of facts constitute
Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C.
78ff(a).
Note: File three copies of this Form, one of which must be manually
signed.
If space provided is insufficient, See Instruction 6 for procedure.
Potential persons who are to respond to the collection
of information contained in this form are not required
to respond unless the form displays a currently valid OMB Number.
FORM 3 (continued) Page 5 of 5 Pages
Joint Filer Information
Name: West Highland Capital, Inc.
Address: 300 Drake's Landing Road, Suite 290, Greenbrae, CA 94904
Designated Filer: Lang H. Gerhard
Issuer and Ticker Symbol: PCOrder.Com, Inc. (PCOR)
Date of Event Requiring Statement: 4/7/2000
Signature: West Highland Capital, Inc.
By: /s/ Bonnie George, Chief Operating Officer
Name: Estero Partners, LLC
Address: 300 Drake's Landing Road, Suite 290, Greenbrae, CA 94904
Designated Filer: Lang H. Gerhard
Issuer and Ticker Symbol: PCOrder.Com, Inc. (PCOR)
Date of Event Requiring Statement: 4/7/2000
Signature: Estero Partners, LLC
By: West Highland Capital, Inc., Attorney in Fact
By: /s/ Bonnie George, Chief Operating Officer
Name: West Highland Partners, L.P.
Address: 300 Drake's Landing Road, Suite 290, Greenbrae, CA 94904
Designated Filer: Lang H. Gerhard
Issuer and Ticker Symbol: PCOrder.Com, Inc. (PCOR)
Date of Event Requiring Statement: 4/7/2000
Signature: West Highland Partners, L.P.
By: West Highland Capital, Inc., General Partner
By: /s/ Bonnie George, Chief Operating Officer
Name: Buttonwood Partners, L.P.
Address: 300 Drake's Landing Road, Suite 290, Greenbrae, CA 94904
Designated Filer: Lang H. Gerhard
Issuer and Ticker Symbol: PCOrder.Com, Inc. (PCOR)
Date of Event Requiring Statement: 4/7/2000
Signature: Buttonwood Partners, L.P.
By: West Highland Capital, Inc., General Partner
By: /s/ Bonnie George, Chief Operating Officer
CSR\2463\041\1096704.01
