UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
AMENDED SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 12)
COMARCO, INC.
(Name of Issuer)
COMMON STOCK
(Title of Class of Securities)
200080109
(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)
February 27, 1997
(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 [ ].
Note: Six copies of this statement, including all exhibits, should be
filed with the Commission. See 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.
<PAGE>
CUSIP NO. 200080109 13D Page 2 of 4 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
224,900 Shares
Number of
Shares 8. Shared Voting Power
Beneficially
Owned by 0
Reporting
Person
With 9. Sole Dispositive Power
224,900 Shares
10. Shared Dispositive Power
0
11. Aggregate Amount Beneficially Owned by Each Reporting Person
224,900 Shares
12. Check Box if Aggregate Amount in Row 11 Excludes Certain
Shares
__
/_/
13. Percent of Class Represented by Amount in Row 11
Approximately 4.69% of voting securities
14. Type of Reporting Person
PN
<PAGE>
CUSIP NO. 200080109 13D Page 3 of 4 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
46,500 Shares
Number of
Shares 8. Shared Voting Power
Beneficially
Owned by 0
Reporting
Person
With 9. Sole Dispositive Power
46,500 Shares
10. Shared Dispositive Power
0
11. Aggregate Amount Beneficially Owned by Each Reporting Person
46,500 Shares
12. Check Box if Aggregate Amount in Row 11 Excludes Certain
Shares
__
/_/
13. Percent of Class Represented by Amount in Row 11
Approximately .97% of voting securities
14. Type of Reporting Person
PN
<PAGE>
CUSIP NO. 200080109 13D Page 4 of 4 Pages
Parsow Partnership, Ltd. and Elkhorn Partners Limited
Partnership (the "Partnerships") make this filing to amend
certain information previously reported by the Partnerships.
This filing constitutes Amendment No. 12 to the Schedule 13D of
Parsow Partnership, Ltd. and Amendment No. 8 to the Schedule 13D
of Elkhorn Partners Limited Partnership. The Partnerships amend
such prior Schedule 13D reports with respect to the common stock
of Comarco, Inc. ("Comarco") by adding the following information
to the item indicated:
ITEM 5. INTEREST IN SECURITIES OF THE ISSUES.
(a)(b) As of February 27, 1997, Parsow Partnership, Ltd.
owns 224,900 shares of Comarco common stock and Elkhorn Partners
Limited Partnership owns 46,500 shares of Comarco common stock.
The Comarco Form 10-Q for the quarter ended October 31, 1996
reported that at November 30, 1996 Comarco had outstanding
4,800,309 shares of common stock. Based on this number, Parsow
Partnership, Ltd. owns approximately 4.69% of the Comarco common
stock and Elkhorn Partners Limited Partnership owns approximately
.97% of the Comarco common stock.
(c) During the past 60 days, Parsow Partnership, Ltd. (i)
purchased 33,500 shares of Comarco common stock in open market
transactions at prices ranging from $17.125 to $17.55 and (ii)
sold 2,000 shares of Comarco common stock in open market
transactions at a price of $18.95. During the past 60 days,
Elkhorn Partners Limited Partnership purchased 20,500 shares of
Comarco common stock in open market transactions at prices
ranging from $17.25 to $17.55.
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: March 11, 1997.
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
