UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
CALIFORNIA AMPLIFIER, INC.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
129900106
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(CUSIP Number)
June 15, 1998
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(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
/ X / Rule 13d-1(b)
/ / Rule 13d-1(c)
/ / Rule 13d-1(d)
*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 the
disclosures provided in a prior cover page.
The information required in 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 the section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
<PAGE>
SCHEDULE 13G
CUSIP NO. 129900106
1. Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).
Quaker Capital Management Corporation
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2. Check the Appropriate Box if a Member of a Group
(a)
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(b) X
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3. SEC Use Only
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4. Citizenship or Place of Organization Pennsylvania
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Number of 5. Sole Voting Power 953,000
Shares ---------------
Beneficially 6. Shared Voting Power 0
Owned by ---------------
Each Reporting 7. Sole Dispositive Power 953,000
Person With: ---------------
8. Shared Dispositive Power 0
---------------
9. Aggregate Amount Beneficially Owned by Each Reporting Person
953,000
---------
10. Check if the Aggregate Amount in Row (9) Excludes Certain
Shares
--------
The Reporting Person disclaims beneficial ownership of 950,000 shares
owned by its clients.
11. Percent of Class Represented by Amount in Row (9) 8.09%
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12. Type of Reporting Person IA
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Page 2 of 6 Pages
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SCHEDULE 13G
CUSIP NO. 129900106
Item 1.
(a) Name of Issuer
California Amplifier, Inc.
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(b) Address of Issuer's Principal Executive Offices
460 Calle San Pablo, Camarillo, CA 93012
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Item 2.
(a) Name of Persons Filing
Quaker Capital Management Corporation
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(b) Address of Principal Business Office or, if none, Residence
401 Wood Street, Suite 1300, Pittsburgh, PA 15222
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(c) Citizenship
Pennsylvania, USA
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(d) Title of Class of Securities
Common Stock
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(e) CUSIP Number
129900106
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Page 3 of 6 Pages
<PAGE>
SCHEDULE 13G
CUSIP NO. 129900106
Item 3. If this statement is filed pursuant to ss.ss.240.13d-1(b) or
240.13d-2(b) or (c), check whether the person filing is a:
(a) / / Broker of dealer registered under section 15 of the Act;
(b) / / Bank as defined in section 3(a)(6) of the Act;
(c) / / Insurance company as defined in section 3(a)(19) of the Act;
(d) / / Investment company registered under section 8 of the
Investment Company Act of 1940;
(e) / X / An investment adviser in accordance with ss.240.13d-1(b)(l)
(ii)(E);
(f) / / An employee benefit plan or endowment fund in accordance with
ss.240.13d-1(b)(1)(ii)(F);
(g) / / A parent holding company or control person in accordance with
ss.240.13d-1(b)(1)(ii)(G);
(h) / / A savings association as defined in Section 3(b) of the
Federal Deposit Insurance Act;
(i) / / A church plan that is excluded from the definition of an
investment company under section 3(c)(14) of the Investment
Company Act of 1940;
(j) / / Group, in accordance with ss.240.13d-1((b)(l)(ii)(J)
Item 4. Ownership.
Provide the following information regarding the aggregate number and
percentage of the class of securities of the issuer identified in Item 1.
(a) Amount beneficially owned: 953,000
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(b) Percent of class: 8.09%
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Page 4 of 6 Pages
<PAGE>
SCHEDULE 13G
CUSIP NO. 129900106
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the
vote 953,000
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(ii) Shared power to vote or to direct
the vote 0
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(iii) Sole power to dispose or to direct
the vote 953,000
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(iv) Shared power to dispose or to direct
the disposition of 0
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Item 5. Ownership of Five Percent or Less of a Class
If this statement is being filed to report the fact that as of the date
hereof, the reporting person has ceased to be the beneficial owner of more than
five percent of the class of securities, check the following:
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Item 6. Ownership of More than Five Percent on Behalf of Another Person
950,000 of the shares with respect to which this report is filed are owned
by a variety of investment advisory clients of the Reporting Person, which
clients are entitled to receive dividends on and the proceeds from the sale of
such shares. No client is known to own more than 5% of the class.
Item 7. Identification and Classification of the Subsidiary Which Acquired the
Security Being Reported on by the Parent Holding Company
Not applicable.
Item 8. Identification and Classification of Members of the Group
Not applicable.
Item 9. Notice of Dissolution of Group
Not applicable.
Page 5 of 6 Pages
<PAGE>
SCHEDULE 13G
CUSIP NO. 129900106
Item 10. Certification
By signing below I certify that, to the best of my knowledge and belief,
the securities referred to above were acquired and are held in the ordinary
course of business and were not acquired and are not held for the purpose of or
with the effect of changing or influencing the control of the issuer of the
securities and were not acquired and are not held in connection with or as a
participant in any transaction having that purpose or effect.
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.
QUAKER CAPITAL MANAGEMENT CORPORATION
FEBRUARY 14, 1999
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Date
/s/ Mark G. Schoeppner
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Signature
Mark G. Schoeppner, President
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Name/Title
Page 6 of 6 Pages
