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


                                  SCHEDULE 13D
                    Under the Securities Exchange Act of 1934
                               (Amendment No. 6)*


                   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)


                                 April 12, 2002
             (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 469,423 Shares Number of Shares 8. Shared Voting Power Beneficially Owned by 0 Reporting Person 9. Sole Dispositive Power With 469,423 Shares 10. Shared Dispositive Power 0 11. Aggregate Amount Beneficially Owned by Each Reporting Person 469,423 Shares 12. Check Box if Aggregate Amount in Row 11 Excludes Certain Shares / / 13. Percent of Class Represented by Amount in Row 11 Approximately 7.7% 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. 6 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 April 12, 2002, the Partnership owns 469,423 shares of UNIVERSAL common stock. The UNIVERSAL Form 10-K for the year ended December 31, 2001 reported that there were outstanding 6,077,272 shares of UNIVERSAL common stock as of March 20, 2002. Based on this number, the Partnership owns approximately 7.7% of the UNIVERSAL common stock. (c) During the past 60 days, the Partnership sold 81,352 shares of UNIVERSAL common stock, in open market transactions, at prices ranging from $9.48 to $11.5675 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: April 15, 2002 Elkhorn Partners Limited Partnership By /s/ Alan S. Parsow ----------------------------------------- Alan S. Parsow General Partner