UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 12)
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 and Treasurer
Ellwood Group 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)
April 12, 2002
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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.
Page 2 of 5 Pages
SCHEDULE 13D
(Amendment No. 12)
CUSIP No. 913837100
1. NAME OF REPORTING PERSON Ellwood Group 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) [ X ]
3. SEC USE ONLY
4. SOURCE OF FUNDS Not Applicable. This Amendment No. 12 to Schedule 13D
relates to the sale by the Reporting Person of shares
of Common Stock of the Issuer.
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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 0
SHARES
BENEFICIALLY 8. SHARED VOTING POWER 0
OWNED BY
EACH 9. SOLE DISPOSITIVE POWER 0
REPORTING
PERSON WITH 10. SHARED DISPOSITIVE POWER 0
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON 0
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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) 0%
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14. TYPE OF REPORTING PERSON CO
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Page 3 of 5 Pages
This Amendment No. 12 further amends and supplements the statement on
Schedule 13D filed by Ellwood Group 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,
Amendment No. 3 filed on May 21, 1999, Amendment No. 4 filed on July 28, 1999,
Amendment No. 5 filed on August 13, 1999, Amendment No. 6 filed on August 20,
1999, Amendment No. 7 filed on August 27, 1999, Amendment No. 8 filed on October
5, 1999, Amendment No. 9 filed on July 24, 2001, Amendment No. 10 filed on March
18, 2002, and Amendment No. 11 filed on March 28, 2002 (together with all
amendments thereto, 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. 12. All capitalized
terms used but not otherwise defined herein shall have the respective meanings
set forth in the Schedule 13D.
Item 4. Purpose of Transaction.
Item 4 of the Schedule 13D is amended to add the following:
Since the filing of Amendment No. 11 to Schedule 13D on March 28,
2002, the Reporting Person has sold in the open market 359,500 shares of Common
Stock of the Issuer at a price range of between $11.52 and $13.92 per share.
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 no shares of Common Stock.
Page 4 of 5 Pages
(c) The Reporting Person has sold a total of 359,500 shares of Common
Stock within the past sixty (60) days as set forth below. All of the following
sales were made in exchange for cash.
Date of Sale Number of Shares Sold Total Sale Price
------------ --------------------- ----------------
April 22, 2002 169,500 $2,360,033
April 19, 2002 22,000 $270,160
April 17, 2002 51,000 $615,621
April 16, 2002 27,000 $324,108
April 12, 2002 70,000 $809,242
April 1, 2002 20,000 $230,460
(e) On April 12, 2002, the Reporting Person ceased to be the
beneficial owner of more than five percent of Common Stock and is no longer
subject to the reporting requirements of Regulation 13D under the Act.
[signature on next page]
[remainder of page intentionally left blank]
Page 5 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 GROUP INVESTMENT CORP.
By: /s/ Larry L. Symons
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Larry L. Symons
Vice President and Treasurer
Dated: April 22, 2002