UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
AMENDED SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 14)
CACI INTERNATIONAL, INC.
(Name of Issuer)
CLASS A COMMON STOCK
(Title of Class of Securities)
127190304
(CUSIP Number)
David L. Hefflinger
Alan S. Parsow McGrath, North, Mullin
General Partner & Kratz, P.C.
P. O. Box 0449 1400 One Central Park Plaza
Elkhorn, NE 68022 Omaha, NE 68102
(402) 289-3217 with a copy to (402) 341-3070
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
August 31, 1996
(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 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 [ ].
Check the following box if a fee is being paid with this statement [ ]. (A fee
is not required only if the reporting person: (1) has a previous statement on
file reporting beneficial ownership of more than five percent of the class
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of less than five percent of such class.)
(See Rule 13d-7.)
Note: Six copies of this statement, including all exhibits, should be filed with
the Commission. ee Rule 13d-1(a)for other parties to whom copies are to be sent.
The remainder of the 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.
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CUSIP NO. 127190304 13D Page 2 of 6 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
802,200 Shares
Number of
Shares 8. Shared Voting Power
Beneficially
Owned by 0
Reporting
Person
With 9. Sole Dispositive Power
802,200 Shares
10. Shared Dispositive Power
0
11. Aggregate Amount Beneficially Owned by Each Reporting Person
802,200 Shares
12. Check Box if Aggregate Amount in Row 11 Excludes Certain Shares
/__/
13. Percent of Class Represented by Amount in Row 11
Approximately 7.89% of voting securities
14. Type of Reporting Person
PN
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CUSIP NO. 127190304 13D Page 3 of 6 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
75,000 Shares
Number of
Shares 8. Shared Voting Power
Beneficially
Owned by 0
Reporting
Person
With 9. Sole Dispositive Power
75,000 Shares
10. Shared Dispositive Power
0
11. Aggregate Amount Beneficially Owned by Each Reporting Person
75,000 Shares
12. Check Box if Aggregate Amount in Row 11 Excludes Certain Shares
/__/
<PAGE>
CUSIP NO. 127190304 13D Page 4 of 6 Pages
13. Percent of Class Represented by Amount in Row 11
Approximately .74% of voting securities
14. Type of Reporting Person
PN
<PAGE>
CUSIP NO. 127190304 13D Page 5 of 6 Pages
Item 1. SECURITY AND ISSUER.
The securities to which this Amended Schedule 13D relates are shares of
Class A common stock of CACI International, Inc. ("CACI"), whose principal
executive offices are located at 1100 North Glebe Road, Arlington, Virginia
22201. Parsow Partnership, Ltd. and Elkhorn Partners Limited Partnership (the
"Partnerships") are the entities making this filing. This filing constitutes
Amendment No. 14 to the Schedule 13D of Parsow Partnership, Ltd. and Amendment
No. 11 to the Schedule 13D of Elkhorn Partners Limited Partnership.
Item 2. IDENTITY AND BACKGROUND.
(a)-(c), (f) This Statement is being filed by the Partnerships. The sole
general partner of both Partnerships is Alan S. Parsow, 2222 Skyline Drive,
Elkhorn, Nebraska 68022. The business of both Partnerships consists of the
buying and selling, for the account of the Partnership, of stocks, bonds and
other securities, commodities, property and investments. Mr. Parsow is a United
States citizen.
(d)-(e) Neither of the Partnerships nor Mr. Parsow has during the last five
years been convicted in a criminal proceeding (excluding traffic violations or
similar misdemeanors) or has been a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction and as a result of such proceeding
was or is subject to a judgment, decree or final order enjoining future
violations of, or prohibiting or mandating activities subject to, federal or
state securities laws or finding any violation of such law.
Item 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
The Partnerships have acquired CACI Class A common stock through open
market purchases. The purchase price was obtained from the Partnerships' working
capital and from margin account borrowings from brokers.
Item 4. PURPOSE OF THE TRANSACTION.
The Partnerships have acquired the CACI common shares as an investment. The
Partnerships intend to review on a continuing basis their investments in the
CACI Class A common stock, CACI's business affairs and financial condition, as
well as conditions in the securities markets and general economic and industry
conditions. The Partnerships may purchase additional CACI common shares either
in the open market, in privately-negotiated transactions, or otherwise.
Additionally, the Partnerships may dispose of the CACI Class A common stock they
presently own or hereafter acquire either in the open market, in privately
negotiated transactions, or otherwise. Mr. Parsow, the sole general partner of
both Partnerships, is a member of the Board of Directors of CACI.
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CUSIP NO. 127190304 13D Page 6 of 6 Pages
Item 5. INTEREST IN SECURITIES OF THE ISSUER.
(a)(b) As of August 31, 1996, Parsow Partnership, Ltd. owns 802,200 shares
of CACI Class A common stock and Elkhorn Partners Limited Partnership owns
75,000 shares of CACI Class A common stock. The CACI Form 10-Q for the quarter
ended March 31, 1996 reported that there were outstanding 10,170,000 shares of
CACI Class A common stock as of March 31, 1996. Based on this number, Parsow
Partnership, Ltd. owns approximately 7.89% of the CACI Class A common stock and
Elkhorn Partners Limited Partnership owns approximately .74% of the CACI Class A
common stock.
(c) During the past 60 days, Parsow Partnership, Ltd. sold 74,800 shares of
CACI Class A common stock, in open market transactions, at prices ranging from
$15.45 to $16.70.
Item 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS
WITH RESPECT TO SECURITIES OF THE ISSUER.
Neither of the Partnerships nor Mr. Parsow has any contract, arrangement,
understanding or relationship with any other person with respect to any
securities of CACI including the transfer or voting of any of the securities,
finder's fees, joint ventures, loan or option arrangements, puts or calls,
guarantees of profits, division of profits or loss, or the giving or withholding
of proxies.
Item 7. MATERIAL TO BE FILED AS EXHIBITS.
Not Applicable.
SIGNATURE
After due 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: August 31, 1996.
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
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