content: <PAGE>
  
                        SECURITIES AND EXCHANGE COMMISSION
  
                              Washington, D.C. 20549
  
  
                                  _______________
  
  
                                     FORM 8-K
  
                                  CURRENT REPORT
  
  
                      Pursuant to Section 13 or 15(d) of the
  
                          Securities Exchange Act of 1934
  
  
  Date of Report (Date of earliest event reported)    January 13, 2000
                                                  -----------------------------
  
                                    P-Com, Inc.
  --------------------------------------------------------------------------------
                (Exact name of registrant as specified in charter)
  
            Delaware                  0-25356                      77-0289371
  --------------------------------------------------------------------------------
  (State or other jurisdiction      (Commission                 (IRS Employer
     of incorporation)              File Number)              Identification No.)
  
  3175 S. Winchester Boulevard, Campbell, California                 95008
  --------------------------------------------------------------------------------
  (Address of principal executive offices)                         (Zip Code)
  
  
  Registrant's telephone number, including area code    (408) 866-3666
                                                    ------------------------------
  
                                       None
  --------------------------------------------------------------------------------
          (Former name or former address, if changed since last report.)
  <PAGE>
  
  Item 5.  Other Events.
           ------------
  
                 On January 13, 2000, the Registrant issued a press release
  announcing the closing of the sale of approximately 7,531,000 shares of newly
  issued common stock for an aggregate purchase price of $43,000,000, and also
  announcing that the Registrant was entering into a secured loan agreement with
  Greyrock Capital, a division of Banc of America Commercial Finance Corporation.
  A portion of the new equity and debt financing has been used to repay the
  Registrant's entire indebtedness to Union Bank of California and Bank of America
  under a preexisting credit agreement. A copy of the press release is attached
  hereto and incorporated herein by reference.
  
                 Statements in this report that are forward looking involve known
  and unknown risks and uncertainties, which may cause the Registrant's actual
  results in future periods to be materially different from any future performance
  that may be suggested in this release. Such factors may include, but are not
  limited to, fluctuations in customer demand and commitments, both in timing and
  volume, introduction of new products, commercial acceptance and viability of new
  products and expenses associated therewith, cancellations of orders without
  penalties, pricing and competition, the Registrant's ability to have available
  an appropriate amount of production capacity in a timely manner, the ability of
  the Registrant's customers to finance their purchases of the Registrant's
  products and/or services, the timing of new technology and product
  introductions, reliance upon subcontractors, and the pending stockholder class
  action lawsuits. Further, the Registrant operates in an industry sector where
  securities values are highly volatile and may be influenced by economic and
  other factors beyond the Registrant's control, such as announcements by
  competitors and service providers. Reference is made to the discussion of risk
  factors detailed in the Company's filings with the Securities and Exchange
  Commission, including its reports on Form 10-K and 10-Q.
  
  Item 7.  Financial Statement and Exhibits.
           --------------------------------
  
                 The following documents are filed as exhibits to this report:
  
                 1)  Exhibit 10.60 - Common Stock PIPES Purchase Agreement, dated
  January 6, 2000, by and among P-Com and several investors.
  
                 2)  Exhibit 10.61 - Loan and Security Agreement, dated January
  14, 2000, by and between P-Com and Greyrock Capital.
  
                 3)  Exhibit 10.62 - Warrant to Purchase Stock, dated January 14,
  2000, to Greyrock Capital.
  
                 4)  Exhibit 10.63 - Registration Rights Agreement, dated January
  14, 2000, by and between P-Com and Greyrock Capital.
  
                 5)  Exhibit 10.64 - Antidilution Agreement, dated January 14,
  2000, by and between P-Com and Greyrock Capital.
  <PAGE>
  
                 6)  Exhibit 10.65 - Warrant to Purchase Stock, dated January 14,
  2000, to Silicon Valley Bank.
  
                 7)  Exhibit 10.66 - Registration Rights Agreement, dated
  January 14, 2000, by and between P-Com and Silicon Valley Bank.
  
                 8)  Exhibit 10.67 - Antidilution Agreement, dated January 14,
  2000, by and between P-Com and Silicon Valley Bank.
  
                 9)  Exhibit 99.1 - Press Release, dated January 13, 2000.
  
                                    SIGNATURES
  
                 Pursuant to the requirements of the Securities Exchange Act of
  1934, the Registrant has duly caused this report to be signed on its behalf by
  the undersigned hereunto duly authorized.
  
  
                                       P-COM, INC.
  
  
  
  DATE:  January 25, 2000       By: /s/ George P. Roberts
                                   ---------------------------------
                                     Name:  George P. Roberts
                                     Title:  Chief Executive Officer
  <PAGE>
  
                                   EXHIBIT INDEX
  
  Exhibit
  -------
  
  10.60     Common Stock PIPES Purchase Agreement, dated January 6, 2000, by and
            among P-Com and several investors.
  
  10.61     Loan and Security Agreement, dated January 14, 2000, by and between P-
            Com and Greyrock Capital.
  
  10.62     Warrant to Purchase Stock, dated January 14, 2000, to Greyrock
            Capital.
  
  10.63     Registration Rights Agreement, dated January 14, 2000, by and between
            P-Com and Greyrock Capital.
  
  10.64     Antidilution Agreement, dated January 14, 2000, by and between P-Com
            and Greyrock Capital.
  
  10.65     Warrant to Purchase Stock, dated January 14, 2000, to Silicon Valley
            Bank.
  
  10.66     Registration Rights Agreement, dated January 14, 2000, by and between
            P-Com and Silicon Valley Bank.
  
  10.67     Antidilution Agreement, dated January 14, 2000, by and between P-Com
            and Silicon Valley Bank.
  
  99.1      Press Release, dated January 13, 2000.
metadata_documents: [{"type": "8-K", "sequence": "1", "description": "FORM 8-K", "secsgml_size_bytes": 6537}]
metadata_filer: {"company-data": {"conformed-name": "P COM INC", "cik": "0000935493", "assigned-sic": "3663", "irs-number": "770289371", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-25356", "film-number": "512937"}, "business-address": {"street1": "3175 S WINCHESTER BLVD", "city": "CAMPBELL", "state": "CA", "zip": "95008", "phone": "4088663666"}, "mail-address": {"street1": "3175 S WINCHESTER BLVD", "street2": "P-COM INC", "city": "CAMPBELL", "state": "CA", "zip": "95008"}}
text: SECURITIES AND EXCHANGE COMMISSION
  
                              Washington, D.C. 20549
  
                                  _______________
  
                                     FORM 8-K
  
                                  CURRENT REPORT
  
                      Pursuant to Section 13 or 15(d) of the
  
                          Securities Exchange Act of 1934
  
  Date of Report (Date of earliest event reported)    January 13, 2000
                                                  -----------------------------
  
                                    P-Com, Inc.
  --------------------------------------------------------------------------------
                (Exact name of registrant as specified in charter)
  
            Delaware                  0-25356                      77-0289371
  --------------------------------------------------------------------------------
  (State or other jurisdiction      (Commission                 (IRS Employer
     of incorporation)              File Number)              Identification No.)
  
  3175 S. Winchester Boulevard, Campbell, California                 95008
  --------------------------------------------------------------------------------
  (Address of principal executive offices)                         (Zip Code)
  
  Registrant's telephone number, including area code    (408) 866-3666
                                                    ------------------------------
  
                                       None
  --------------------------------------------------------------------------------
          (Former name or former address, if changed since last report.)
  Item 5.  Other Events.
           ------------
  
                 On January 13, 2000, the Registrant issued a press release
  announcing the closing of the sale of approximately 7,531,000 shares of newly
  issued common stock for an aggregate purchase price of $43,000,000, and also
  announcing that the Registrant was entering into a secured loan agreement with
  Greyrock Capital, a division of Banc of America Commercial Finance Corporation.
  A portion of the new equity and debt financing has been used to repay the
  Registrant's entire indebtedness to Union Bank of California and Bank of America
  under a preexisting credit agreement. A copy of the press release is attached
  hereto and incorporated herein by reference.
  
                 Statements in this report that are forward looking involve known
  and unknown risks and uncertainties, which may cause the Registrant's actual
  results in future periods to be materially different from any future performance
  that may be suggested in this release. Such factors may include, but are not
  limited to, fluctuations in customer demand and commitments, both in timing and
  volume, introduction of new products, commercial acceptance and viability of new
  products and expenses associated therewith, cancellations of orders without
  penalties, pricing and competition, the Registrant's ability to have available
  an appropriate amount of production capacity in a timely manner, the ability of
  the Registrant's customers to finance their purchases of the Registrant's
  products and/or services, the timing of new technology and product
  introductions, reliance upon subcontractors, and the pending stockholder class
  action lawsuits. Further, the Registrant operates in an industry sector where
  securities values are highly volatile and may be influenced by economic and
  other factors beyond the Registrant's control, such as announcements by
  competitors and service providers. Reference is made to the discussion of risk
  factors detailed in the Company's filings with the Securities and Exchange
  Commission, including its reports on Form 10-K and 10-Q.
  
  Item 7.  Financial Statement and Exhibits.
           --------------------------------
  
                 The following documents are filed as exhibits to this report:
  
                 1)  Exhibit 10.60 - Common Stock PIPES Purchase Agreement, dated
  January 6, 2000, by and among P-Com and several investors.
  
                 2)  Exhibit 10.61 - Loan and Security Agreement, dated January
  14, 2000, by and between P-Com and Greyrock Capital.
  
                 3)  Exhibit 10.62 - Warrant to Purchase Stock, dated January 14,
  2000, to Greyrock Capital.
  
                 4)  Exhibit 10.63 - Registration Rights Agreement, dated January
  14, 2000, by and between P-Com and Greyrock Capital.
  
                 5)  Exhibit 10.64 - Antidilution Agreement, dated January 14,
  2000, by and between P-Com and Greyrock Capital.
  6)  Exhibit 10.65 - Warrant to Purchase Stock, dated January 14,
  2000, to Silicon Valley Bank.
  
                 7)  Exhibit 10.66 - Registration Rights Agreement, dated
  January 14, 2000, by and between P-Com and Silicon Valley Bank.
  
                 8)  Exhibit 10.67 - Antidilution Agreement, dated January 14,
  2000, by and between P-Com and Silicon Valley Bank.
  
                 9)  Exhibit 99.1 - Press Release, dated January 13, 2000.
  
                                    SIGNATURES
  
                 Pursuant to the requirements of the Securities Exchange Act of
  1934, the Registrant has duly caused this report to be signed on its behalf by
  the undersigned hereunto duly authorized.
  
                                       P-COM, INC.
  
  DATE:  January 25, 2000       By: /s/ George P. Roberts
                                   ---------------------------------
                                     Name:  George P. Roberts
                                     Title:  Chief Executive Officer
  EXHIBIT INDEX
  
  Exhibit
  -------
  
  10.60     Common Stock PIPES Purchase Agreement, dated January 6, 2000, by and
            among P-Com and several investors.
  
  10.61     Loan and Security Agreement, dated January 14, 2000, by and between P-
            Com and Greyrock Capital.
  
  10.62     Warrant to Purchase Stock, dated January 14, 2000, to Greyrock
            Capital.
  
  10.63     Registration Rights Agreement, dated January 14, 2000, by and between
            P-Com and Greyrock Capital.
  
  10.64     Antidilution Agreement, dated January 14, 2000, by and between P-Com
            and Greyrock Capital.
  
  10.65     Warrant to Purchase Stock, dated January 14, 2000, to Silicon Valley
            Bank.
  
  10.66     Registration Rights Agreement, dated January 14, 2000, by and between
            P-Com and Silicon Valley Bank.
  
  10.67     Antidilution Agreement, dated January 14, 2000, by and between P-Com
            and Silicon Valley Bank.
  
  99.1      Press Release, dated January 13, 2000.