UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 7)*

 

PENN TREATY AMERICAN CORPORATION

(Name of Issuer)

 

COMMON STOCK

(Title of Class of Securities)

 

707874103

(CUSIP Number)

 

 

Alan S. Parsow

with a copy to

David L. Hefflinger

Elkhorn Partners Limited Partnership

 

Jason D. Benson

2222 Skyline Drive

 

McGrath North Mullin & Kratz, PC LLO

Elkhorn, NE 68022

 

Suite 3700 First National Tower

(402) 289-3217

 

Omaha, NE 68102

 

 

(402) 341-3070

 

(Name, Address and Telephone Number of Person

Authorized to Receive Notices and Communications)

 

May 1, 2008

(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 that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g) check the following box o.

 

*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 other provisions of the Act.

 


 

CUSIP NO. 707874103

13D

Page 2 of 3 Pages

 

 

1.

Name of Reporting Person

 

Elkhorn Partners Limited Partnership

 

 

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

 

 

Number of

2,325,300 Shares

Shares

 

Beneficially

8.           Shared Voting Power

Owned by

 

Reporting

0

Person

 

With

9.           Sole Dispositive Power

 

 

 

2,325,300 Shares

 

 

 

10.         Shared Dispositive Power

 

 

 

0

 

 

11.

Aggregate Amount Beneficially Owned by Each Reporting Person

 

2,325,300 Shares

 

 

12.

Check Box if Aggregate Amount in Row 11 Excludes Certain

Shares

 

/ /

 

 

13.

Percent of Class Represented by Amount in Row 11

 

Approximately 9.98% of voting securities

 

 

14.

Type of Reporting Person

PN


 

CUSIP NO. 707874103

13D

Page 3 of 3 Pages

 

Elkhorn Partners Limited Partnership (the “Partnership”) makes this filing to amend certain information previously reported by the Partnership. This filing constitutes Amendment No. 7 to the Schedule 13D of the Partnership. The Partnership amends such prior Schedule 13D reports with respect to the common stock of Penn Treaty American Corporation (“Penn Treaty”) by adding the following information to the items indicated:

 

ITEM 4. PURPOSE OF THE TRANSACTION.

 

On May 1, 2008, Penn Treaty issued a press release announcing the retirement of Frank Grebe and Domenic Stangherlin from the Penn Treaty board of directors and the appointment of Alan S. Parsow, Robert J. Beutel and Sean T. Mullen to the board in order to fill the vacancies created by the retirements of Mr. Grebe and Mr. Stangherlin and a previously unfilled seat.

 

ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.

 

(a)(b) As of May 5, 2008, the Partnership owns 2,301,800 shares of Penn Treaty common stock. Mr. Parsow also owns 23,500 shares of Penn Treaty common stock in an individual retirement account. The Penn Treaty Form 10-K for the year ended December 31, 2006 reported that there were outstanding 23,290,712 shares of Penn Treaty common stock as of March 28, 2008. Based on this number, the Partnership and Mr. Parsow own in the aggregate approximately 9.98% of the Penn Treaty common stock.

 

(c) Since March 14, 2008, the Partnership purchased 8,100 shares of Penn Treaty common stock, in open market transactions, at prices ranging from $4.71 to $5.05 per share.

 

SIGNATURE

 

After reasonable 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: May 5, 2008

 

Elkhorn Partners Limited Partnership

 

By: Parsow Management LLC, General Partner

 

By: /s/ Alan S. Parsow

Alan S. Parsow

Sole Manager