UNITED STATES
	SECURITIES AND EXCHANGE COMMISSION
	WASHINGTON, D.C.  20549

	SCHEDULE 13G
(Amendment No. 6)

	Under the Securities Exchange Act of 1934


	Programmers Paradise, Inc.
	(Name of Issuer)

	Common Stock
	(Title of Class of Securities)

	743205-10-6
	(CUSIP Number)

September 30, 2004
(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) For ROI Capital Management, Mitch & Mark
    [ ]  Rule 13d-1(c) For ROI Partners
    [ ]  Rule 13d-1(d)

*The remainder of this cover page shall be filled out or 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).  



CUSIP No. 743205-10-6	SCHEDULE 13G	Page 2 of 8


1	Name of Reporting Person		ROI Capital Management, Inc.
	IRS Identification No. of Above Person	68-0269547

2	Check the Appropriate Box if a Member of a Group
			(a)	[ ]
			(b)	[ ] 

3	SEC USE ONLY


4	Citizenship or Place of Organization

		California

			5	Sole Voting Power

				719,300

	NUMBER OF	6	Shared Voting Power
	SHARES
	BENEFICIALLY			-0-
	OWNED BY EACH
	REPORTING	7	Sole Dispositive Power
	PERSON WITH
				719,300

		8	Shared Dispositive Power

				-0-

9	Aggregate Amount Beneficially Owned by each Reporting 
Person

	719,300

10	Check Box if the Aggregate Amount in Row (9) Excludes 
Certain Shares*	      [ ] 

11	Percent of Class Represented by Amount in Row 9

	18.8%

12	Type of Reporting Person*

	CO, IA


CUSIP No. 743205-10-6	SCHEDULE 13G	Page 3 of 8


1	Name of Reporting Person		Mark T. Boyer
	IRS Identification No. of Above Person	

2	Check the Appropriate Box if a Member of a Group
			(a)	[ ]
			(b)	[ ] 

3	SEC USE ONLY


4	Citizenship or Place of Organization

		United States

			5	Sole Voting Power

				719,300

	NUMBER OF	6	Shared Voting Power
	SHARES
	BENEFICIALLY			-0-
	OWNED BY EACH
	REPORTING	7	Sole Dispositive Power
	PERSON WITH
				719,300

		8	Shared Dispositive Power

				-0-

9	Aggregate Amount Beneficially Owned by each Reporting 
Person

	719,300

10	Check Box if the Aggregate Amount in Row (9) Excludes 
Certain Shares*	      [ ] 

11	Percent of Class Represented by Amount in Row 9

	18.8%

12	Type of Reporting Person*

	IN


CUSIP No. 743205-10-6	SCHEDULE 13G	Page 4 of 8


1	Name of Reporting Person		Mitchell J. Soboleski
	IRS Identification No. of Above Person	

2	Check the Appropriate Box if a Member of a Group
			(a)	[ ]
			(b)	[ ] 

3	SEC USE ONLY


4	Citizenship or Place of Organization

		United States

			5	Sole Voting Power

				719,300

	NUMBER OF	6	Shared Voting Power
	SHARES
	BENEFICIALLY			-0-
	OWNED BY EACH
	REPORTING	7	Sole Dispositive Power
	PERSON WITH
				719,300

		8	Shared Dispositive Power

				-0-

9	Aggregate Amount Beneficially Owned by each Reporting 
Person

	719,300

10	Check Box if the Aggregate Amount in Row (9) Excludes 
Certain Shares*	      [ ] 

11	Percent of Class Represented by Amount in Row 9

	18.8%

12	Type of Reporting Person*

	IN


CUSIP No. 743205-10-6	SCHEDULE 13G	Page 5 of 8


Item 1(a).	Name of Issuer. 

	Programmers Paradise, Inc.

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

	1163 Shrewsbury Avenue, Shrewsbury, NJ  07702

Item 2(a).	Names of Persons Filing. 

	Mitchell J. Soboleski, Mark T. Boyer and ROI Capital 
Management, Inc.

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

	The business address of Mitchell Soboleski, Mark T. Boyer 
and ROI Capital Management, Inc. is 300 Drakes Landing Road, 
Suite 175, Greenbrae, CA  94904.

Item 2(c).	Citizenship. 

	Mitchell J. Soboleski and Mark T. Boyer are United States 
citizens.  ROI Capital Management, Inc. is a California 
corporation.  

Item 2(d).	Title of Class of Securities. 

	Common Stock

Item 2(e).	CUSIP Number. 

	743205-10-6

Item 3.	If this statement is filed pursuant to 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).  


CUSIP No. 743205-10-6	SCHEDULE 13G	Page 6 of 8


(d)  [ ] Investment company registered under section 8 of the 
Investment Company act of 1940 (15 U.S.C. 80a-8).

(e)  [X] An investment adviser in accordance with 240.13d-
1(b)(1)(ii)(E) (with respect to ROI Capital Management, Inc. 
only).

(f)  [ ] An employee benefit plan or endowment fund in 
accordance with 240.13d-1(b)(1)(ii)(F).

(g)  [X] A parent holding company or control person in 
accordance with 240.13b-1(b)(1)(ii)(G) (with respect to 
Mitchell J. Soboleski and Mark T. Boyer only).

(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 form 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)  [ ] Group, in accordance with 240.13d-1(b)(1)(ii)(J).

If this statement is filed pursuant to Section 240.13d-1(c), 
check this box [ ] ROI PARTNERS

Item 4.	Ownership. 

	Reference is made hereby made to Items 5-9 and 11 of pages 
two (2), three (3) and four (4) of this Schedule 13G, which 
Items are incorporated by reference herein.  




CUSIP No. 743205-10-6	SCHEDULE 13G	Page 7 of 8


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. 

	ROI Capital Management, Inc. is deemed to be the beneficial 
owner of the number of securities reflected in Item 5-9 and 11 
of page two (2) of this Schedule 13G pursuant to separate 
arrangements whereby it acts as investment adviser to certain 
persons, including ROI Partners, L. P.  Each person for whom 
ROI Capital Management, Inc. acts as investment adviser has the 
right to receive or the power to direct the receipt of 
dividends from, or the proceeds from the sale of, the Common 
Stock purchased or held pursuant to such arrangements.  
Mitchell J. Soboleski & Mark T. Boyer are deemed to be the 
beneficial owners of the number of securities reflected in 
Items 5-9 and 11 on pages three (3) and four (4) of this 
Schedule 13G pursuant to their ownership interest in ROI 
Capital Management, Inc.

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. 

(a)  By signing below, ROI Capital Management, Inc. certifies 
that, to the best of its knowledge and belief, the securities 
referred to above on page two (2) of this Schedule 13G 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.  



CUSIP No. 743205-10-6	SCHEDULE 13G	Page 8 of 8


(b) By signing below, Mitchell J. Soboleski and Mark T. Boyer 
certify that, to the best of their respective knowledge and 
believe, the securities referred to above on pages three (3) 
and four (4), respectively, of this Schedule 13G 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.

Signature

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


DATED:	October 11, 2004

	MITCHELL J. SOBOLESKI



	/s/ Mitchell J. Soboleski
	________________________
	By:  Mitchell J. Soboleski


DATED:	October 11, 2004

	MARK T. BOYER



	/s/ Mark T. Boyer
	________________________
	By:  Mark T. Boyer


DATED:	October 11, 2004

	ROI CAPITAL MANAGEMENT, INC.



	/s/ Mitchell J. Soboleski
	________________________
	By:  Mitchell J. Soboleski
	its: Secretary