UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 5)*
UNIVERSAL STAINLESS & ALLOY PRODUCTS, INC.
(Name of Issuer)
COMMON STOCK
(Title of Class of Securities)
913837100
(CUSIP Number)
Alan S. Parsow with a copy to David L. Hefflinger
General Partner McGrath, North, Mullin
P. O. Box 818 & Kratz, P.C.
Elkhorn, NE 68022 1400 One Central Park Plaza
(402) 289-3217 Omaha, NE 68102
(402) 341-3070
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
November 12, 2001
(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 3 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
549,575 Shares
Number of
Shares 8. Shared Voting Power
Beneficially
Owned by 0
Reporting
Person 9. Sole Dispositive Power
With
549,575 Shares
10. Shared Dispositive Power
0
11. Aggregate Amount Beneficially Owned by Each Reporting Person
549,575 Shares
12. Check Box if Aggregate Amount in Row 11 Excludes Certain
Shares
/ /
13. Percent of Class Represented by Amount in Row 11
Approximately 9.0% of voting securities
14. Type of Reporting Person
PN
CUSIP NO. 913837100 13D Page 3 of 3 Pages
Elkhorn Partners Limited Partnership (the "Partnership") makes this
filing to amend certain information previously reported by the Partnership. This
filing constitutes Amendment No. 5 to the Schedule 13D of the Partnership. The
Partnership amends such prior schedule 13D reports with respect to the common
stock of UNIVERSAL STAINLESS & 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 November 12, 2001, the Partnership owns 549,575 shares of
UNIVERSAL common stock. The UNIVERSAL Form 10-Q for the quarter ended September
30, 2001 reported that there were outstanding 6,073,405 shares of UNIVERSAL
common stock as of November 9, 2001. Based on this number, the Partnership owns
approximately 9.0% of the UNIVERSAL common stock.
(c) During the past 60 days, the Partnership purchased 67,375 shares of
UNIVERSAL common stock, in open market transactions, at prices ranging from
$6.88 to $7.54 per share.
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: November 12, 2001
Elkhorn Partners
Limited Partnership
By /s/ Alan S. Parsow
--------------------------------------------------
Alan S. Parsow
General Partner