-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, QqyFLeqEBgwMEkEzBQAsB8E98F7smSJ0sv2KgvMKZ6Qn86nAwwBrbczn/3+gNpTt 68KYSwZO7EEJ2Aoj4OUy/w== 0000900440-00-000006.txt : 20000214 0000900440-00-000006.hdr.sgml : 20000214 ACCESSION NUMBER: 0000900440-00-000006 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20000211 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: UNIVERSAL STAINLESS & ALLOY PRODUCTS INC CENTRAL INDEX KEY: 0000931584 STANDARD INDUSTRIAL CLASSIFICATION: STEEL WORKS, BLAST FURNACES ROLLING MILLS (COKE OVENS) [3312] IRS NUMBER: 251724540 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-49841 FILM NUMBER: 532793 BUSINESS ADDRESS: STREET 1: 600 MAYER ST CITY: BRIDGEVILLE STATE: PA ZIP: 15017 BUSINESS PHONE: 4122577600 MAIL ADDRESS: STREET 1: 600 MAYER ST CITY: BRIDGEVILLE STATE: PA ZIP: 15017 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: PARSOW PARTNERSHIP LTD ET AL CENTRAL INDEX KEY: 0000932120 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 2222 SKYLINE DRIVE CITY: ELKHORN STATE: NE ZIP: 68022 BUSINESS PHONE: 4022893217 MAIL ADDRESS: STREET 1: ELKHORN LIMITED PARTNERSHIP STREET 2: PO BOX 0449 CITY: ELKHORN STATE: NE ZIP: 68022 SC 13D/A 1 SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* UNIVERSAL STAINLESS AND ALLOY PRODUCTS, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 913837100 (CUSIP Number) David L. Hefflinger Alan S. Parsow McGrath, North, Mullin General Partner & Kratz, P.C. P. O. Box 818 with a copy to 1400 One Central Park Plaza Elkhorn, NE 68022 Omaha, NE 68102 (402) 289-3217 (402) 341-3070 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) February 9, 2000 (Date of Event which Required Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g) check the following box [ ]. * 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. CUSIP NO. 913837100 13D Page 2 of 5 Pages 1. Name of Reporting Person SS or IRS Identification Number of Above Person Parsow Partnership, Ltd., a Limited Partnership / 47-0541937 2. Check the Appropriate Box if a Member of a Group /X/ (a) / / (b) 3. SEC Use Only 4. Source of Funds 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 Nebraska 7. Sole Voting Power 196,700 Shares Number of Shares 8. Shared Voting Power Beneficially Owned by 0 Reporting Person 9. Sole Dispositive Power With 196,700 Shares 10. Shared Dispositive Power 0 11. Aggregate Amount Beneficially Owned by Each Reporting Person 196,700 Shares 12. Check Box if Aggregate Amount in Row 11 Excludes Certain Shares / / 13. Percent of Class Represented by Amount in Row 11 Approximately 3.23% of voting securities 14. Type of Reporting Person PN CUSIP NO. 913837100 13D Page 3 of 5 Pages 1. Name of Reporting Person SS or IRS Identification Number of Above Person Elkhorn Partners Limited Partnership / 47-0721875 2. Check the Appropriate Box if a Member of a Group /X/ (a) / / (b) 3. SEC Use Only 4. Source of Funds 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 Nebraska 7. Sole Voting Power 213,900 Shares Number of Shares 8. Shared Voting Power Beneficially Owned by 0 Reporting Person 9. Sole Dispositive Power With 213,900 Shares 10. Shared Dispositive Power 0 11. Aggregate Amount Beneficially Owned by Each Reporting Person 213,900 Shares 12. Check Box if Aggregate Amount in Row 11 Excludes Certain Shares / / 13. Percent of Class Represented by Amount in Row 11 Approximately 3.51% of voting securities 14. Type of Reporting Person PN CUSIP NO. 913837100 13D Page 4 of 5 Pages Parsow Partnership, Ltd. and Elkhorn Partners Limited Partnership (the "Partnerships") make this filing to amend certain information previously reported by the Partnerships. This filing constitutes Amendment No. 1 to the Schedule 13D of Parsow Partnership, Ltd. and Elkhorn Partners Limited Partnership. The Partnerships amend such prior schedule 13D reports with respect to the common stock of UNIVERSAL STAINLESS AND ALLOY PRODUCTS, INC. ("UNIVERSAL") by adding the following information to the item indicated: ITEM 5. INTEREST IN SECURITIES OF THE ISSUER. (a)(b) As of February 9, 2000, Parsow Partnership, Ltd. owns 196,700 shares of UNIVERSAL common stock and Elkhorn Partners Limited Partnership owns 213,900 shares of UNIVERSAL common stock. The UNIVERSAL Form 10-Q for the quarter ended September 30, 1999 reported that there were outstanding 6,086,554 shares of UNIVERSAL common stock as of November 5, 1999. Based on this number, Parsow Partnership, Ltd. owns approximately 3.23% of the UNIVERSAL common stock and Elkhorn Partners Limited Partnership owns approximately 3.51% of the UNIVERSAL common stock. (c) During the past 60 days, Parsow Partnership, Ltd. purchased 50,200 shares of UNIVERSAL common stock, in open market transactions, at prices ranging from $4.50 to $6.25 per share and sold 11,500 shares of UNIVERSAL common stock, in open market transactions , at prices ranging from $5.9375 to $6.625 per share. During the past 60 days, Elkhorn Partners Limited Partnership purchased 60,200 shares of UNIVERSAL common stock, in open market transactions, at prices ranging from $4.50 to $6.0625 per share and sold 10,000 shares of UNIVERSAL common stock, in open market transactions, at prices ranging from $6.20 to 6.625 per share. CUSIP NO. 913837100 13D Page 5 of 5 Pages SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I hereby certify that the information set forth in this statement is true, complete and correct. DATED: February 10, 2000 Elkhorn Partners Parsow Partnership, Ltd., Limited Partnership A Limited Partnership By /s/ Alan S. Parsow By /s/ Alan S. Parsow Alan S. Parsow Alan S. Parsow General Partner General Partner -----END PRIVACY-ENHANCED MESSAGE-----