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

SCHEDULE 13D

UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 8)*

EPICOR SOFTWARE CORPORATION

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COMMON STOCK

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COMMISSION FILE NO. 0-20740

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RICHARD H. PICKUP, 2321 ALCOVA RIDGE DR., LAS VEGAS, NEVADA 89134 — (702) 240-5100

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June 10, 2008

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If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(b)(3) or (4), check the following box [   ].

Check the following box if a fee is being paid with the statement [   ]. (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.)

NOTE: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent.

*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).

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CUSIP NO. 0-23034		SCHEDULE 13D

1		NAME OF REPORTING PERSON       Richard H. Pickup, an individual S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Pickup Family Trust Dito Devcar Corporation, a Nevada corporation - #88-0294385 TB Fund, LLC, a Nevada limited liability company - #88-0483391 Plus Four Equity Partners, LP, a Nevada Limited Partnership - #88-0499778 TD Investments, LLC - #86-0370064 Dito Caree, LP - #88-0302506 Dito Devcar, LP - #88-0294387 Dito Devcar Foundation - #68-0314645 Pickup CRUT II - #33-0563297 Alcova Ridge, LP - #26-0565233
2		CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*						(a)    [X]
								(b)    [   ]
3		SEC USE ONLY
4		SOURCE OF FUNDS* FF and WC
5		CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)						[   ]
6		CITIZENSHIP OR PLACE OF ORGANIZATION Richard H. Pickup is a resident of the State of Nevada and a citizen the United States. All other reporting entities were formed and organized under and pursuant to the laws of the State of Nevada.
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH				7		SOLE VOTING POWER 6,529,645
				8		SHARED VOTING POWER NONE
				9		SOLE DISPOSITIVE POWER (SAME AS ITEM 7 ABOVE)
				10		SHARED DISPOSITIVE POWER NONE
11		AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON (SAME AS ITEM 7 ABOVE) TOTAL SHARES OWNED - 6,529,645
12		CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*						[   ]
13		PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) TOTAL - 11.01%
14		TYPE OF REPORTING PERSON* Richard H. Pickup - IN                                          TD Investments, LLC - CO Dito Devcar Corporation - CO                              Dito Caree, LP - PN Pickup Family Trust - CO                                      Dito Devcar, LP - PN Plus Four Equity Partners, LP - PN                       Dito Devcar Foundation - CO TB Fund LLC - CO                                                Pickup CRUT II - CO                                                                                Alcova Ridge, LP - PN

*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE RESPONSES TO ITEMS 1-7

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 nor are held for the purpose 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.

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SIGNATURE

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

Dated: June 10, 2008	/s/ RICHARD H. PICKUP
	Richard H. Pickup An individual
	DITO DEVCAR CORPORATION
	By:	/s/ RICHARD H. PICKUP
		Richard H. Pickup, President
	PICKUP FAMILY TRUST
	By:	/s/ RICHARD H. PICKUP
		Richard H. Pickup, Trustee
	TB FUND, LLC. A limited liability company
	By:	/s/ RICHARD H. PICKUP
		Richard H. Pickup, Manager
	DITO CAREE, LP. A Nevada limited partnership By: GAMEBUSTERS, INC. A Nevada corporation Its: General Partner
	By:	/s/ JOSEPH W. MOODY
		Joseph W. Moody, President
	TD INVESTMENTS, LLC. A Nevada limited liability company
	By:	/s/ JOSEPH W. MOODY
		Joseph W. Moody, President

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	PLUS FOUR EQUITY PARTNERS LIMITED PARTNERSHIP A NEVADA LIMITED PARTNERSHIP
	By:	PLUS FOUR MANAGEMENT, LLC A NEVADA LIMITED LIABILITY COMPANY ITS: SOLE PARTNER
	By:	/s/ TODD M. PICKUP
		Todd M. Pickup, Manager
	By:	/s/ JOSEPH W. MOODY
		Joseph W. Moody, Manager
	PICKUP CHARITABLE UNITRUST II
	By:	/s/ RICHARD H. PICKUP
		Richard H. Pickup, Trustee
	DITO DEVCAR, L.P. A NEVADA LIMITED PARTNERSHIP
	By:	GAMEBUSTERS, INC.
		A Nevada Corporation Its General Partner
	By:	/s/ JOSEPH W. MOODY
		Joseph W. Moody President
	DITO DEVCAR FOUNDATION
	By:	/s/ RICHARD H. PICKUP
		Richard H. Pickup President

	ALCOVA RIDGE LP, a Nevada limited partnership
	By:	VINTAGE TRUST II,
		Its: General Partner

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