UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 1)
ACMAT CORPORATION
(Name of Issuer)
CLASS A COMMON STOCK
(Title of Class of Securities)
004616 20 7
(CUSIP Number)
DECEMBER 31, 2001
(Date of Event Which Requires Filing of This Statement)
Rory A. Greiss, Esq.
Kaye Scholer LLP
425 Park Avenue
New York, New York 10022
(212) 836-8261
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
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)
SCHEDULE 13G
CUSIP No. 004616 20 7 PAGE 2 OF 8 PAGES
________________________________________________________________________________
1. NAME OF REPORTING PERSONS
Robotti & Company, Incorporated
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
11-2627501
________________________________________________________________________________
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [_]
(b) [X]
________________________________________________________________________________
3. SEC USE ONLY
________________________________________________________________________________
4. CITIZENSHIP OR PLACE OF ORGANIZATION
New York
________________________________________________________________________________
NUMBER OF 5. SOLE VOTING POWER
SHARES -0-
_________________________________________________________________
BENEFICIALLY 6. SHARED VOTING POWER
OWNED BY 121,990
_________________________________________________________________
EACH 7. SOLE DISPOSITIVE POWER
REPORTING -0-
_________________________________________________________________
PERSON 8. SHARED DISPOSITIVE POWER
WITH 121,990
________________________________________________________________________________
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
121,990
________________________________________________________________________________
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
[_]
________________________________________________________________________________
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
6.6%
________________________________________________________________________________
12. TYPE OF REPORTING PERSON*
CO, BD, IA
________________________________________________________________________________
*SEE INSTRUCTIONS BEFORE FILLING OUT
INCLUDING BOTH SIDE OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
SCHEDULE 13G
CUSIP No. 004616 20 7 PAGE 3 OF 8 PAGES
________________________________________________________________________________
1. NAME OF REPORTING PERSONS
Robert E. Robotti
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
________________________________________________________________________________
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [_]
(b) [X]
________________________________________________________________________________
3. SEC USE ONLY
________________________________________________________________________________
4. CITIZENSHIP OR PLACE OF ORGANIZATION
United States
________________________________________________________________________________
NUMBER OF 5. SOLE VOTING POWER
SHARES -0-
_________________________________________________________________
BENEFICIALLY 6. SHARED VOTING POWER
OWNED BY 121,990
_________________________________________________________________
EACH 7. SOLE DISPOSITIVE POWER
REPORTING -0-
_________________________________________________________________
PERSON 8. SHARED DISPOSITIVE POWER
WITH 121,990
________________________________________________________________________________
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
121,990
________________________________________________________________________________
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
[_]
________________________________________________________________________________
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
6.6%
________________________________________________________________________________
12. TYPE OF REPORTING PERSON*
IN
________________________________________________________________________________
*SEE INSTRUCTIONS BEFORE FILLING OUT
INCLUDING BOTH SIDE OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
SCHEDULE 13G
ITEM 1(a). NAME OF ISSUER:
ACMAT Corporation
ITEM 1(b). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
233 Main Street
New Britain, Connecticut 06050-2350
ITEM 2(a). NAME OF PERSONS FILING:
This statement is filed by:
(i) Robotti & Company, Incorporated ("Robotti & Company"), a New
York corporation; and
(ii) Robert E. Robotti ("Robotti"), a United States citizen.
ITEM 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
c/o Robotti & Company, Incorporated
52 Vanderbilt Avenue,
Suite 503
New York, New York 10017
ITEM 2(c). CITIZENSHIP:
See item 2(a)
ITEM 2(d). TITLE OF CLASS OF SECURITIES:
Class A Common Stock
ITEM 2(e). CUSIP NUMBER:
004616 20 7
Page 4 of 8 Pages
SCHEDULE 13G
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULE 13D-1(b), OR 13D-2(b)
OR (c), CHECK WHETHER THE PERSON FILING IS A:
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULE 13D-1(b), OR 13D-2(b)
OR (c), CHECK WHETHER THE PERSON FILING IS A:
(a)[X]Broker or dealer registered under Section 15 of the
Exchange Act.
(b)[ ]Bank as defined in Section 3 (a)(6) of the Exchange Act.
(c)[ ]Insurance company as defined in Section 3(a)(19) of the
Exchange Act.
(d)[ ]Investment company registered under Section 8 of the
Investment Company Act.
(e)[X]An investment adviser in accordance with Rule 13d-1
(b)(1)(ii)(E);
(f)[ ]An employee benefit plan or endowment fund in accordance with
Rule 13d-1 (b)(1)(ii)(F);
(g)[ ]A parent holding company or control person in accordance with
Rule 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;
(j)[ ]Group, in accordance with Rule 13d-1(b)(1)(ii)(J)
ITEM 4. OWNERSHIP:
(a) Robert E. Robotti shares beneficial ownership of 121,990 shares
of the Security through the following:
- his ownership of Robotti & Company, a broker-dealer
registered under Section 15 of the Securities Exchange
Act of 1934 and an investment advisor in accordance with
Rule 13d-1 (b)(1)(ii)(E), by virtue of the investment
discretion Robotti & Company has over the accounts of
its brokerage customers and advisory clients, which hold
an aggregate of 120,690 shares of the Security; and
- his ownership of Robotti & Company, which directly owns
1,300 shares of the Security.
Pages 5 of 8 Pages
SCHEDULE 13G
(b) The amount of shares of the Security beneficially owned by
Robert E. Robotti is 6.6% of the total outstanding shares of
the Security.
(c) (i) Mr. Robotti does not have the sole power to vote or direct
the vote of any of the shares of the Security.
(ii) Mr. Robotti shares the power to vote or direct the vote of
121,990 shares of the Security with Robotti & Company.
(iii) Mr. Robotti does not have the sole power to dispose or to
direct the disposition of any of the shares of the Security.
(iv) Mr. Robotti shares the power to dispose or to direct the
disposition of 121,990 shares of the Security with Robotti &
Company.
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS:
Not applicable.
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON:
Not applicable.
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED
THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY OR
CONTROL PERSON.
Not applicable.
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP:
Not applicable.
ITEM 9. NOTICE OF DISSOLUTION OF GROUP:
Not applicable.
Pages 6 of 8 Pages
SCHEDULE 13G
ITEM 10. CERTIFICATIONS.
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 7 of 8 Pages
SCHEDULE 13G
SIGNATURES
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.
Dated: February 13, 2002
Robotti & Company, Incorporated
By: /s/ Robert E. Robotti
--------------------------
Title: President and Treasurer
/s/ Robert E. Robotti
By: __________________________
Name: Robert E. Robotti
Page 8 of 8 Pages