UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 4)
UNIVERSAL STAINLESS & ALLOY PRODUCTS, INC.
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(Name of Issuer)
Common Stock, par value $0.001 per share
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(Title of Class of Securities)
913837100
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(CUSIP Number)
Larry L. Symons, Vice President of Finance
Ellwood City Forge Investment Corp.
103 Springer Building
3411 Silverside Road
Wilmington, DE 19810
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
July 22, 1999
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(Date of Event which Requires Filing of this Statement)
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 [ ].
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.
SCHEDULE 13D
(Amendment No. 4)
CUSIP No. 913837100
1. NAME OF REPORTING PERSON Ellwood City Forge Investment Corp.
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I.R.S. IDENTIFICATION NO. OF ABOVE PERSON EIN No. 51-0252828
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2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
3. SEC USE ONLY
4. SOURCE OF FUNDS WC
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5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d) or 2(e) [ ]
6. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
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NUMBER OF 7. SOLE VOTING POWER 626,000
SHARES
BENEFICIALLY 8. SHARED VOTING POWER 0
OWNED BY
EACH 9. SOLE DISPOSITIVE POWER 626,000
REPORTING
PERSON WITH 10. SHARED DISPOSITIVE POWER 0
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
626,000
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12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES [ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 10.3%
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14. TYPE OF REPORTING PERSON CO
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Page 2 of 5 Pages
This Amendment No. 4 further amends and supplements the statement on
Schedule 13D filed by Ellwood City Forge Investment Corp., a Delaware
corporation (the "Reporting Person"), on February 5, 1999, as subsequently
amended by Amendment No. 1 filed on March 4, 1999, Amendment No. 2 filed on
April 12, 1999, and Amendment No. 3 filed on May 21, 1999 (together with all
amendments, the "Schedule 13D"), with respect to the Common Stock, par value
$0.001 per share (the "Common Stock"), of Universal Stainless & Alloy Products,
Inc., a Delaware corporation (the "Issuer"), to the extent of the matters set
forth herein. Only changes from, and modifications and supplements to, the
Schedule 13D are included in this Amendment No. 4. All capitalized terms used
but not otherwise defined herein shall have the respective meanings set forth in
the Schedule 13D.
Item 3. Source and Amount of Funds or Other Consideration.
Item 3 of the Schedule 13D is amended to add:
On July 22, 1999, the Reporting Person agreed to purchase 50,000
shares of Common Stock of the Issuer for $287,500 in cash, all of which was
obtained from working capital of the Reporting Person.
Item 4. Purpose of the Transaction.
Item 4 of the Schedule 13D is amended and restated to read in its
entirety as follows:
The shares of Common Stock purchased by the Reporting Person have
been acquired for investment purposes. In addition to acquiring the Common Stock
for investment purposes, the Reporting Person and EGI are hopeful that past
communications and further anticipated communications between the parties will
give rise to an opportunity to develop more commercial relationships between the
Issuer and EGI for the mutual benefit of both EGI and the Issuer. Depending upon
the Reporting Person's ongoing evaluation of the Issuer's business, operations
and prospects, and future developments, as well as general market conditions,
the Reporting Person may take further actions that the Reporting Person deems
advisable, including, without limitation, disposing of any or all shares of
Common Stock presently owned by it, or acquiring additional shares of Common
Stock from time to time in the open market or through privately negotiated
purchases. The Reporting Person and EGI have been familiar with the business
operations of the Issuer for a considerable period of time and may from time to
time communicate with representatives of the Issuer to discuss the business and
prospects of the Issuer. As of the date of this statement, neither the Reporting
Person nor EGI has any plan to acquire control (as such term is defined in Rule
12b-2 of the Securities Exchange Act of 1934, as amended) of the Issuer.
However, based upon the Reporting Person's possible future evaluations of the
Issuer and circumstances as they exist at such time, the Reporting Person or EGI
may in the
Page 3 of 5 Pages
future determine to seek to acquire control of the Issuer, obtain representation
on the Board of Directors of the Issuer, or propose a merger, sale of assets, or
other transactions with the Issuer. However, it should not be assumed that the
Reporting Person or EGI will in fact reach any such determination.
Notwithstanding the foregoing, and as of the date of this statement, the
Reporting Person has no plans or proposals that relate to or would result in any
of the actions specified in clauses (a) through (j), inclusive, of Item 4 of
Schedule 13D.
Item 5. Interest in Securities of the Issuer.
Item 5 of the Schedule 13D is amended as follows:
(a)-(b) The Reporting Person directly owns 626,000 shares of Common
Stock, constituting approximately 10.3% of the outstanding shares of the Common
Stock of the Issuer (such percentage, which is rounded to the nearest tenth, is
based upon the 6,102,536 shares of Common Stock of the Issuer outstanding as of
April 30, 1999, as reported in the Issuer's Quarterly Report on Form 10-Q for
the quarterly period ended March 31, 1999).
(c) Not applicable.
[remainder of page intentionally left blank]
Page 4 of 5 Pages
Signature.
After reasonable inquiry and to the best of my knowledge and belief,
I certify that the information set forth in this statement is true, complete,
and correct.
ELLWOOD CITY FORGE INVESTMENT CORP.
By:/s/ LARRY L. SYMONS
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Larry L. Symons
Vice President of Finance, Treasurer,
and Assistant Secretary
Dated: July 27, 1999