<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(AMENDMENT NO. 1)*
of
Tweedy, Browne Company LLC
UNDER THE SECURITIES EXCHANGE ACT OF 1934
GOVERNMENT TECHNOLOGY SERVICES, INC.
- -------------------------------------------------------------------------------
(Name of issuer)
COMMON STOCK, par value $0.005 per share
- -------------------------------------------------------------------------------
(Title of class of securities)
383750106
- -------------------------------------------------------------------------------
(CUSIP number)
John D. Spears
52 Vanderbilt Avenue
New York, New York 10017
(212) 916-0600
- -------------------------------------------------------------------------------
(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
January 28, 1998
-----------------------------------------------------------------------
(Date of event which requires filing of this statement)
<PAGE> 2
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 paid with the 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 of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7.)
* 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 the provisions of the Act (however, see the Notes).
<PAGE> 3
SCHEDULE 13D
CUSIP No. 383750106 Page __ of __ Pages
- --------------------------------------------------------------------------------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Tweedy, Browne Company LLC ("TBC")
- --------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) /X/
- --------------------------------------------------------------------------------
3 SEC USE ONLY
- --------------------------------------------------------------------------------
4 SOURCE OF FUNDS*
00
- --------------------------------------------------------------------------------
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
- --------------------------------------------------------------------------------
7 SOLE VOTING POWER
TBC has sole voting power with respect to
310,638 shares held in certain TBC accounts (as
hereinafter defined). Additionally, certain of the
general partners of TBC may be deemed to have sole power
to vote certain shares as more fully set forth herein.
NUMBER OF ----------------------------------------------------------------
SHARES 8 SHARED VOTING POWER
BENEFICIALLY
OWNED BY 0 shares
EACH ----------------------------------------------------------------
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON 0 shares, except that certain of the general
WITH partners of TBC may be deemed to have sole power to
dispose of certain shares as more fully set forth
herein.
----------------------------------------------------------------
10 SHARED DISPOSITIVE POWER
329,629 shares held in accounts of TBC (as
hereinafter defined).
- --------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
329,629 shares
- --------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
/X/
- --------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.88%
- --------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
BD, IA & 00
- --------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE> 4
PRELIMINARY NOTE
The person filing this Amendment No. 1 is Tweedy, Browne Company LLC
("TBC"), a Delaware limited liability company. This Amendment No. 1 amends a
Statement on Schedule 13D filed by TBC dated October 31, 1997 (the "Statement").
The filing of this Amendment No. 1 should not be deemed an admission that TBC
comprises a group within the meaning of Section 13(d)(3) of the Securities and
Exchange Act of 1934, as amended (the "Act").
This Amendment No. 1 relates to the Common Stock, $0.005 par value (the
"Common Stock"), of Government Technology Services, Inc. (the "Company"), which,
to the best knowledge of the person filing this Amendment No. 1, is a company
organized under the laws of Delaware, with its principal executive offices
located at 4100 Lafayette Center Drive, Chantilly, Virginia 22021-0808.
This Amendment No. 1 contains information regarding shares of Common
Stock that may be deemed to be beneficially owned by TBC. Such shares are held
in the accounts of various customers of TBC, with respect to which accounts TBC
has investment discretion (the "TBC Accounts"), and with respect to some of
which it has obtained sole or shared voting power.
This Amendment No. 1 is being filed because the filing person is no
longer subject to the reporting requirements of Section 13(d)(3) of the
Securities Exchange Act of 1934 (the "Act") as a result of the disposition of
Common Stock in open market transactions.
Other than as set forth below, to the best knowledge of TBC, there has
been no material change in the information set forth in response to Items
1,2,3,4,6 and 7 of the Statement, as amended. Accordingly, those items are
omitted from this Amendment No. 1.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
(a) As a result of the disposition of 9,640 shares of Common Stock in
open market transactions, as of the date ended hereof, TBC may be deemed to be
the beneficial owner of an aggregate of 329,269 shares of Common Stock, which
constitutes approximately 4.88% of the 6,740,745 shares of Common Stock which
TBC believes to be the total number of shares of Common Stock outstanding. The
TBC Shares are held in the TBC Accounts.
TBC disclaims that it is the beneficial owner of any of the shares of
Common Stock held in the TBC Accounts. The aggregate number of shares of Common
Stock with respect to which TBC could be deemed to be the beneficial owner as of
the date hereof, is 329,269 shares, which constitutes approximately 4.88% of the
6,740,745 shares of Common Stock, which the filing person believes to be the
total number of shares of Common Stock outstanding, but nothing contained herein
shall be construed as an admission that TBC is the beneficial owner of any of
the TBC Shares.
The aggregate number of shares and percentage of Common Stock with
respect to which each of the Members may be deemed to be the beneficial owner by
reason of his being a member of TBC is 329,269 shares, which constitutes
approximately 4.88% of the 6,740,745 shares of Common Stock outstanding.
Except as described herein, to the best knowledge of TBC, no person who
may be deemed to comprise a group with any of TBC, or any other person named in
Item 2 of the Statement, beneficially owns any shares of Common Stock.
<PAGE> 5
b) TBC has investment discretion with respect to 329,269 shares of
Common Stock held by the TBC Accounts and has sole power to dispose or direct
the disposition of all of such shares. Of these shares of Common Stock, TBC has
sole power to vote or to direct the voting of 310,638 shares of Common Stock
held in certain TBC Accounts.
Each of the Members of TBC, solely by reason of their
positions as such, may be deemed to have (i) shared power to dispose of or to
direct the disposition of all of the shares of Common Stock held in the TBC
Accounts; and (ii) shared power to vote or direct the vote of 329,269 shares of
Common Stock held in certain TBC Accounts.
(c) Transactions in Common Stock affected by TBC during the sixty-day
period ended as of the date hereof is set forth below:
<TABLE>
<CAPTION>
REPORTING DATE NO. OF SHARES PRICE
PERSON SOLD
<S> <C> <C> <C>
TBC Accounts 11/26/97 8,000 $ 5 1/8
12/12/97 820 $ 5 1/8
01/28/98 820 $ 4 13/16
</TABLE>
(d) To the best knowledge of TBC, each of the persons maintaining an
account with TBC has the right to receive or the power to direct the receipt of
dividends from, or the proceeds from the sale of, the shares of Common Stock
held in said person's TBC Account.
(e) TBC ceased to be the beneficial owner of more than 5% of Common
Stock on January 28, 1998.
SIGNATURE
Tweedy, Browne Company LLC ,after reasonable inquiry and to the best of
its knowledge and belief, hereby certifies that the information set forth in
this Statement is true, complete and correct.
TWEEDY, BROWNE COMPANY LLC
By /s/ Christopher H. Browne
----------------------------
Christopher H. Browne
Member
Dated: February 3, 1998
