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Technology Stocks : PROGRAMMER'S PARADISE (PROG) -- Ignore unavailable to you. Want to Upgrade?

To: Zeev Hed who wrote (573)	2/5/1999 10:02:00 AM
From: AugustWest	Read Replies (1) \| Respond to of 2383

So there are less than 3 million shares out there? That makes for nicer pops. I'm spooked by the whole market right now. If it pulls things down, there will be some good buying opts. coming. Though they won't be around too long. Interday somewhere I figure this one will turn positive.

To: Zeev Hed who wrote (573)	2/5/1999 10:20:00 AM
From: Probart	Respond to of 2383

Form SC 13G for PROGRAMMERS PARADISE INC filed on Feb 4 1999 12:59PM OMB APPROVAL OMB Number:3235-0145 Expires: August 31, 1999 Estimated average burden hours per response 14.90 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. ) Programmer's Paradise, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 743205106 (CUSIP Number) September 1, 1998 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: / X / Rule 13d-1(b) /___/ Rule 13d-1(c) /___/ 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 disclosures provided in a prior cover page. The information required on 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). 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 control number. SEC 1745 (3-98) Page 1 of 7 CUSIP No. 743205106 Page 2 of 7 Pages ---------------------------------------------------------------- 1 NAME OF REPORTING PERSONS IRS IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Matador Capital Management Corporation ---------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a)/ X / (b)/ / ---------------------------------------------------------------- 3 SEC USE ONLY ---------------------------------------------------------------- 4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware ---------------------------------------------------------------- NUMBER OF 5 SOLE VOTING POWER SHARES 202,100 BENEFICIALLY --------------------------------------- OWNED BY 6 SHARED VOTING POWER EACH 285,400 REPORTING --------------------------------------- PERSON 7 SOLE DISPOSITIVE POWER WITH 202,100 --------------------------------------- 8 SHARED DISPOSITIVE POWER 285,400 ---------------------------------------------------------------- 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 487,500 ---------------------------------------------------------------- 10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) ---------------------------------------------------------------- 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 10.1 ---------------------------------------------------------------- 12 TYPE OF REPORTING PERSON (See Instructions) CO, IA ---------------------------------------------------------------- CUSIP No. 743205106 Page 3 of 7 Pages ---------------------------------------------------------------- 1 NAME OF REPORTING PERSONS IRS IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Jeffrey A. Berg ---------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a)/ X / (b)/ / ---------------------------------------------------------------- 3 SEC USE ONLY ---------------------------------------------------------------- 4 CITIZENSHIP OR PLACE OF ORGANIZATION United States ---------------------------------------------------------------- NUMBER OF 5 SOLE VOTING POWER SHARES 202,100 BENEFICIALLY --------------------------------------- OWNED BY 6 SHARED VOTING POWER EACH 285,400 REPORTING --------------------------------------- PERSON 7 SOLE DISPOSITIVE POWER WITH 202,100 --------------------------------------- 8 SHARED DISPOSITIVE POWER 285,400 ---------------------------------------------------------------- 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 487,500 ---------------------------------------------------------------- 10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) ---------------------------------------------------------------- 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 10.1 ---------------------------------------------------------------- 12 TYPE OF REPORTING PERSON (See Instructions) IN ---------------------------------------------------------------- CUSIP No. 743205106 13G Page 4 of 7 Pages ITEM 1. (a) The name of the issuer is Programmer's Paradise, Inc. (the "Issuer"). (b) The principal executive office of the Issuer is located at 1163 Shrewsbury Avenue, Shrewsbury, NJ 07702. ITEM 2. (a) The names of the persons filing this statement are Matador Capital Management Corporation ("MCMC") and Jeffrey A. Berg ("Berg") (collectively, the "Filers"). (b) The principal business office of the Filers is located at 200 1st Avenue North, Suite 203, St. Petersburg, FL 33701. (c) See Item 4 of the cover sheet for each Filer. (d) This statement relates to shares of common stock of the Issuer (the "Stock"). (e) The CUSIP number of the Stock is 743205106. CUSIP No. 743205106 13G Page 5 of 7 Pages ITEM 3. If this statement is filed pursuant to rule 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: (a) ___ Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o). (b) ___ Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c). (c) ___ Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c). (d) ___ Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8). (e) ___ An investment adviser in accordance with 240.13d- 1(b)(1)(ii)(E). (f) ___ An employee benefit plan or endowment fund in accordance with 240.13d-1(b)(1)(ii)(F). (g) ___ A parent holding company or control person in accordance with 240.13d-1(b)(1)(ii)(G) (h) ___ A savings association as defined in section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813). (i) ___ A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3). (j) XX Group, in accordance with section 240.13d-1(b)(1)(ii)(J) CUSIP No. 743205106 13G Page 6 of 7 Pages ITEM 4. OWNERSHIP See Items 5-9 and 11 on the cover sheet for each Filer. 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 person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following /___/. ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON MCMC is a registered investment adviser whose clients have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Stock. No individual client's holdings of the Stock are more than five percent of the outstanding Stock. CUSIP No. 743205106 13G Page 7 of 7 Pages 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 MCMC is a registered investment adviser. Berg is MCMC's controlling shareholder. ITEM 9. NOTICE OF DISSOLUTION OF GROUP Not applicable. ITEM 10. CERTIFICATION By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. 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. Dated: February 4, 1999 MATADOR CAPITAL MANAGEMENT CORPORATION By: /s/ Jeffery A. Berg Jeffrey A. Berg, President /s/ Jeffery A. Berg Jeffrey A. Berg -