If it weren't for her husband's quest in 1979 for a more efficient way to run his sandal company, Pam Lopker might never have chucked her well-paid, secure programming job -- or become the chairwoman of an international software company and a multimillionaire.

For all that, Lopker, 44, is pretty unpretentious. The founder of QAD Inc., which makes manufacturing, shipping, and billing software for large industrial companies, took the "QAD" vanity plates off her car after she was put on Forbes' Richest 400 list in 1996 so people wouldn't pester her in mall parking lots.

But there's nothing modest about her achievements at QAD, which she runs and controls with her husband, Karl. Granted, QAD has recently suffered setbacks: The Carpinteria (Calif.) company posted a net loss of $13.1 million in the nine months ended Oct. 31, 1998, compared with a $3.6 million profit in the same period in 1997. QAD was hit by the weakness in foreign currencies relative to the dollar, negative tax developments, and a reluctance from customers to buy new software due to concern about the world economy and preoccupation with Year 2000 fixes. It also took a restructuring charge. QAD shares now trade under $5, compared with its closing price of $22.50 on its first day of trading in August, 1997.

Still, its flagship product, MFG/PRO, which Lopker wrote herself, is available in 26 languages and has 300,000 licensed users at 4,000 sites in 80 countries. The company had $170 million in revenues in fiscal 1998 and went public on the NASDAQ in 1997 (the Lopkers still control 65%).

TECHNO-PIONEER. Lopker may eschew the public eye, but she's a Silicon Valley legend. In November, the Lloyd Greif Center for Entrepreneurial Studies at the University of Southern California's Marshall School of Business named her its 1998 Entrepreneur of the Year. In 1997, she was inducted into the Women in Technology hall of fame.

Lopker's entrepreneurial adventure started when she and a friend volunteered in the summer of 1979 to help automate operations at Deckers Outdoors, a sandal-making company that Karl founded and ran. It was so hard finding software for the high-volume distribution business that the duo wound up writing it themselves.

Before long, Karl, who was trained in electrical engineering and computer science, convinced her to quit her job with a local defense contractor and set up her own shop with offices in the Deckers factory. Within a few months, QAD had a second client. But, a cautious person, Lopker didn't move out of her sublet office until 1986.

Like most entrepreneurs, Lopker initially did a bit of everything at QAD -- from wiring cables and typing invoices to answering the phone. She was completely green about business. Karl taught her the basics of accounting -- starting with the difference between accounts payable and accounts receivable. She admits that when he first discussed general ledgers, she asked, "What war was he in?"

SERVICE RENEGADE. Lopker chose to buck the trend of offering free service, on the assumption that customers would be willing to pay if they got top value for their money. From the start, QAD charged its customers a monthly software maintenance fee. Those fees now account for 30% of revenues, and 87% of the company's customers are still on the maintenance program.

Lopker seems to take the 1998 fiscal year's poor results in stride, adding that the entire manufacturing software business went through a rough bout. "We had a bad year this year. We made some bad decisions about how to sell to business. It's not the worst year we ever had," she says, but "as a public company [bad years] become more obvious. Next year will be a much better year."

That philosophical attitude seems to govern her interplay between home and work, too. Lopker managed to squeeze the birth of her son and daughter, now age 11 and 10, in on weekends. "My first child was born on Thursday at 4:15 a.m., and I was back at work on Monday," she says. "My second child was born at 4:17 a.m. Friday, and I was back at work on Monday. I had both with me [in the office] for the first six months. Then I hired a babysitter."

Not long ago, the Lopkers got rid of their televisions in the conviction that the family could find better ways to spend its time together. Instead, they engage in such projects as creating a camera from a kit, building "lots of things" with the new Lego MindStrom robotics, playing basketball, and devoting a half hour each night to reading. "It is more work for the parents than letting the kids watch TV," says Lopker. "But just think of all the things they learn and do!"

For all that, she's still a hard-driving Silicon Sally: Lopker logs onto Yahoo! from home at 5:30 a.m. to check the headlines before heading off to work...in her six-year-old Lexus with anonymous license plates.

By Grace Lichtenstein in Albuquerque, N.M.

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