-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, MwUzlzddbkOEh8quaknllZ1x5w+xgvJKgfpVYcWuJnO2DLRCd3jKL6HRvORH7bhP HJjPUu3rZ9hUUUbbzGXhhg== 0000889812-98-000944.txt : 19980416 0000889812-98-000944.hdr.sgml : 19980416 ACCESSION NUMBER: 0000889812-98-000944 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19980415 SROS: NYSE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN STRATEGIC INCOME PORTFOLIO INC II CENTRAL INDEX KEY: 0000886984 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 411719822 STATE OF INCORPORATION: MN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-52377 FILM NUMBER: 98594137 BUSINESS ADDRESS: STREET 1: PIPER JAFFRAY TWR STREET 2: 222 S NINTH ST CITY: MINNEAPOLIS STATE: MN ZIP: 55402 BUSINESS PHONE: 6123426000 MAIL ADDRESS: STREET 1: 222 S 9TH STREET CITY: MINNEAPOLIS STATE: MN ZIP: 55402 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: KARPUS MANAGEMENT INC CENTRAL INDEX KEY: 0001048703 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 161290558 STATE OF INCORPORATION: NY FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 14 TOBEY VILLAGE OFFICE PARK CITY: PITTSFORD STATE: NY ZIP: 14534 BUSINESS PHONE: 7165864680 SC 13D/A 1 AMENDMENT NO. 2 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No 2 ) American Strategic Income Portfolio II, Inc. (BSP) (Name of Issuer) Common Stock (Title of Class of Securities) 030099105 (CUSIP Number) George W. Karpus, President Karpus Management, Inc. d/b/a Karpus Investment Management 14 Tobey Village Office Park 14534 (716) 586-4680 (Name, Address, and Telephone Number of Person Authorized to Receive Notices and Communications) April 9, 1998 (Date of Event which Requires Filing of this Statement) 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. [x] (Page 1 of 5 pages) There are no exhibits. SCHEDULE 13D CUSIP No. 030099105 Page 2 of 5 Pages --- --- - -------------------------------------------------------------------------------- 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Karpus Management, Inc. d/b/a Karpus Investment Management I.D. # 16-1290558 - -------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) |___| (b) | x | - -------------------------------------------------------------------------------- 3 SEC USE ONLY - -------------------------------------------------------------------------------- 4 SOURCE OF FUNDS* AF - -------------------------------------------------------------------------------- 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) |__| - -------------------------------------------------------------------------------- 6 CITIZENSHIP OR PLACE OF ORGANIZATION NEW YORK - -------------------------------------------------------------------------------- 7 SOLE VOTING POWER NUMBER OF 291,031 Shares SHARES ------------------------------------------------------------ BENEFICIALLY 8 SHARED VOTING POWER OWNED BY EACH ------------------------------------------------------------ REPORTING 9 SOLE DISPOSITIVE POWER PERSON WITH 291,031 Shares ------------------------------------------------------------ 10 SHARED DISPOSITIVE POWER - -------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICALLY OWNED BY EACH REPORTING PERSON 291,031 Shares - -------------------------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* |__| - -------------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.62% - -------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON* IA - -------------------------------------------------------------------------------- *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 2 of 7 (INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION. ITEM 1 Security and Issuer Common Stock American Strategic Income Portfolio II, Inc. Piper Capital Management, Inc. 222 South Ninth Street Minneapolis, Minnesota 55402-3804 ITEM 2 Identity and Background a) Karpus Management, Inc. d/b/a Karpus Investment Management ("KIM") George W. Karpus, President, Director, and controlling stockholder JoAnn VanDegriff, Vice President and Director Sophie Karpus, Director b) 14 Tobey village Office Park Pittsford, New York 14534 c) Principal business and occupation- Investment Management for individuals, pension and profit sharing plans, corporations, endowments, trusts and others, specializing in conservative asset management (i.e. fixed income investments). d) None of George W. Karpus, JoAnn VanDegriff or Sophie Karpus (the "Principals") or KIM has been convicted in the past 5 years of any criminal proceeding (excluding traffic violations). e) During the last five years non of the Principals or KIM has been a party to a civil proceeding as a result of which any of them is subject to a judgment, decree, or final order enjoining future violations of or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. f) Each of The Principals is a United States citizen. KIM is a New York corporation. ITEM 3 Source and Amount of Funds or Other Considerations KIM, an independent investment adviser, has accumulated share of BSP on behalf of accounts that are managed by KIM ("the Accounts") under limited powers of attorney. All funds that have been utilized in making such purchases are from such Accounts. ITEM 4 Purpose of Transaction KIM has purchased Shares for investment purposes. Being primarily a fixed income manager, with a specialty focus in the closed end fund sector, the profile of BSP fit the investment guidelines for various Accounts. Shares of the fund have been acquired since September 14, 1995. KIM intends to influence management and the Board of Directors to represent shareholder interests and to take steps to close the discount to net asset value at which the Fund currently trades. On March 18, 1998 Piper Capital Management announced that it will recommend to the board of directors that the Fund adopt new policies regarding share repurchases and that the Fund adopt an open market repurchase plan. This prompted KIM to withdraw any and all proposals made to the Fund. ITEM 5 Interest in Securities of the Issuer a) As of the date of this Report, KIM owns 291,031 Shares which represents 1.62% of the outstanding Shares. None of the Principals or KIM owns any other Shares. b) KIM has the sole power to dispose of and to vote all of such Shares under limited powers of attorney. c) Open market purchases since September 14, 1995 for the Accounts. There have been no dispositions and no acquisitions, other then by such open market purchases, during such period. Purchase Shares Price Per Purchase Shares Price Per Date Purchased Share Date Purchased Share 9/14/95 21,700 10.875 9/2/97 20,750 11.625 9/15/95 12,900 10.875 9/4/97 1,000 11.625 9/18/95 14,400 10.875 10/21/97 4,300 11.75 1/8/96 4,200 11 10/22/97 700 11.75 7/19/96 1,250 10.625 11/14/97 5,000 11.75 9/13/96 1,000 10.75 12/1/97 -18,081 12.99 12/27/96 5,300 10.875 12/3/97 22,000 11.6875 12/30/96 5,700 10.875 12/8/97 -8,588 12.99 1/13/97 2,500 10.875 12/8/97 41,900 11.6875 1/14/97 3,500 10.875 12/10/97 8,200 11.625 1/20/97 2,500 11 12/11/97 11,300 11.625 2/24/97 1,000 11.25 12/16/97 3,000 11.625 2/25/97 1,000 12.25 1/6/98 11,100 11.6875 3/6/97 500 11.25 1/7/98 23,800 11.75 4/9/97 3,000 11.25 1/7/98 600 11.6875 4/10/97 12,000 11.125 2/19/98 1,000 11.9375 4/14/97 39,000 11.125 3/9/98 11,500 11.875 7/8/97 12,500 11.5625 3/16/98 800 11.625 7/9/97 2,500 11.5625 3/17/98 2,800 11.625 8/25/97 1,500 11.625 The above listed transactions have totaled 291,031 Shares. Sale transactions of December 1, 1997 and December 8, 1997 represent Shares that were tendered to the Fund per tender offer. The Accounts have the right to receive all dividends from, any proceeds from the sale of, the Shares. None of the Accounts has an interest in Shares constituting more than 5% of the Shares outstanding. ITEM 6 Contracts, Arrangements, Understandings, or Relationships with Respect to Securities of the Issuer Except as described above, there are no contracts, arrangements, understandings or relationships of any kind among the Principals and KIM and between any of them and any other person with respect to any of BSP securities. ITEM 7 Materials to be Filed as Exhibits Not applicable. 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. Karpus Management, Inc. April 9, 1998 By: /s/ George W. Karpus Pres Date ----------------------------- Signature George W. Karpus, President ---------------------------- Name / Title -----END PRIVACY-ENHANCED MESSAGE-----