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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 1 )*
EPIQ SYSTEMS INC
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(Name of Issuer)
COMMON STOCK, NO PAR VALUE
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(Title of Class of Securities)
26882D109
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(CUSIP Number)
DECEMBER 31, 2000
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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 that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
Page 1 of 5
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CUSIP NO. 13G PAGE 2 OF 5 PAGES
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1 NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Ashford Capital Management, Inc.
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) [ ]
(b) [ ]
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
A Delaware Corporation
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5 SOLE VOTING POWER
558,000
NUMBER OF
SHARES ------------------------------------------------------
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY
OWNED BY 0
EACH ------------------------------------------------------
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON
WITH 558,000
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8 SHARED DISPOSITIVE POWER
0
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
558,000
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(SEE INSTRUCTIONS) [ ]
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
12.01%
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12 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IA
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
Page 2 of 5 pages
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Item 1(a). NAME OF ISSUER: EPIQ Systems Inc
Item 1(b). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
501 Kansas Avenue, Kansas City, KS 66105
Item 2(a). NAME OF PERSON FILING: Ashford Capital Management, Inc.
Item 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
P.O. Box 4172, Wilmington, DE 19807
Item 2(c). CITIZENSHIP: A Delaware Corporation
Item 2(d). TITLE OF CLASS OF SECURITIES: Common Stock
Item 2(e). CUSIP NUMBER: 26882D109
Item 3. IF THIS STATEMENT IS FILED PURSUANT TO RULES 13d-1(b), OR 13d-2(b),
CHECK WHETHER THE PERSON FILING IS A:
(a) [ ] Broker or Dealer registered under Section 15 of the
Securities Exchange Act of 1934 (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.
(e) [x] Investment Advisor registered under Section 203 of the
Investment Advisers Act of 1940.
(f) [ ] Employee Benefit Plan, Pension Fund which is subject to the
provisions of the Employee Retirement Income Security Act
of 1974 or Endowment Fund; see 13d-1(b)(1)(ii)(F).
(g) [ ] Parent Holding Company, in accordance with
Rule 13d-1(b)(ii)(G); see Item 7.
(h) [ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(H).
Item 4. OWNERSHIP.
(a) Amount Beneficially Owned: 558,000** shares.
(b) Percent of Class: 12.01%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote:
-558,000**-
(ii) shared power to vote or to direct the vote:
-0-
(iii) sole power to dispose or to direct the disposition of:
-558,000**-
(iv) shared power to dispose or to direct the disposition of:
-0-
**Reflects the Reporting Person's beneficial ownership as of
December 31, 2000.
Item 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
Not applicable.
Page 3 of 5 pages
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Item 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
The shares reported by the Reporting Person, a registered investment
adviser, are held in separate individual client accounts and in three
separate limited partnerships, and one separate commingled fund, the
beneficial owners of which have the right to receive and the power to
direct the receipt of dividends from, and the proceeds from the sale
of, such shares. None of the individual client accounts or the limited
partnerships individually holds 5% or more of the Issuer's Common
Stock.
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.
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.
Page 4 of 5 pages
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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.
ASHFORD CAPITAL MANAGEMENT, INC.
By: /s/ Theodore H. Ashford
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Theodore H. Ashford
President
January 10, 2001
Page 5 of 5 pages
