SC 13D/A 1 prime.txt United States Securities and Exchange Commission Washington DC 20549 Schedule 13D Under the Securities Exchange Act of 1934 (Amendment No. 4) Prime Retail Inc. (Name of Issuer) Prime Retail 8.5% Series B Cumulative Participating Convertible Preferred $.01 Par Value (Title of Class of Securities) 741570-30-3 (CUSIP Number) Howard Amster, 23811 Chagrin Blvd., suite 200 Beachwood Ohio 44122-5525 (216)595-1047 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) 12/26/2000 (Date of Event Which Requires Filing of this Statement) If this filing person has previously filed a statement on Schedule 13G to report this 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 / /. NOTE: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *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 to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. This 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 (however see the Notes) 1 Name of Reporting Person HOWARD AMSTER 2 If a member group a) / / b) /X/ 3 SEC Use only 4 Source of Funds PF 5 Check if Disclosure of Legal Proceedings is Required 6 Citizenship USA Number of Shares 7 Sole Voting 917,025 Beneficially Owned By Each 8 Shared Voting 60,750 Reporting Person With 9 Sole Dispositive 917,025 10 Shared Dispositive 60,750 11 Aggregate Amount Beneficially owned 1,002,245 12 Check if Aggregate Amount (11) Excludes Certain Shares 13 Percent of Class Represented by amount in row (11) 12.8031% 14 Type of Reporting Person IN 1 Name of Reporting Person HOWARD M. AMSTER CHARITABLE REMAINDER UNITRUST 2 If a member group a) / / b) /X/ 3 SEC Use only 4 Source of Funds AF 5 Check if Disclosure of Legal Proceedings is Required 6 Citizenship USA Number of Shares 7 Sole Voting Beneficially Owned By Each 8 Shared Voting 58,000 Reporting Person With 9 Sole Dispositive 10 Shared Dispositive 58,000 11 Aggregate Amount Beneficially owned 58,000 12 Check if Aggregate Amount (11) Excludes Certain Shares 13 Percent of Class Represented by amount in row (11) 0.741% 14 Type of Reporting Person 1 Name of Reporting Person AMSTER LTD PARTNERSHIP 2 If a member group a) / / b) /X/ 3 SEC use only 4 Source of Funds OO 5 Check if Disclosure of Legal Proceedings is Required 6 Citizenship or Place of Organization USA Number of Shares 7 Sole Voting Beneficially Owned By Each Reporting 8 Shared Voting 2,750 Person With 9 Sole Dispositive 10 Shared Dispositive 2,750 11 Aggregate Amount Beneficially owned 2,750 12 Check if Aggregate Amount (11) Excludes Certain Shares 13 Percent of Class Represented by amount in row (11) .0351 % 14 Type of Reporting Person PN 1 Name of Reporting Person TAMRA F. GOULD 2 If a member group a) / / b) /X/ 3 SEC use only 4 Source of Funds PF 5 Check if Disclosure of Legal Proceedings 6 Citizenship USA Number of Shares 7 Sole Voting Beneficially Owned By Each Reporting 8 Shared Voting 19,760 Person With 9 Sole Dispositive 10 Shared Dispositive 19,760 11 Aggregate Amount Beneficially owned 19,760 12 Check if Aggregate Amount (11) Excludes Certain Shares 13 Percent of Class Represented by amount in row (11) .2524% 14 Type of Reporting Person IN 1 Name of Reporting Person GOULD TRADING COMPANY 2 If a member group a) / / b) /X/ 3 SEC use only 4 Source of Funds WC 5 Check if Disclosure of Legal Proceedings 6 Citizenship or Place of Organization USA Number of Shares 7 Sole Voting Beneficially Owned By Each Reporting 8 Shared Voting 19,760 Person With 9 Sole Dispositive 10 Shared Dispositive 19,760 11 Aggregate Amount Beneficially owned 19,760 12 Check if Aggregate Amount (11) Excludes Certain Shares 13 Percent of Class Represented by amount in row (11) .2524% 14 Type of Reporting Person CO 1 Name of Reporting Person Pleasant Lake Apts Corp 2 If a member group a) / / b) /X/ 3 SEC use only 4 Source of Funds WO 5 Check if Disclosure of Legal Proceedings is Required 6 Citizenship or Place of Organization USA Number of Shares 7 Sole Voting Beneficially Owned By Each Reporting 8 Shared Voting 170 Person With 9 Sole Dispositive 10 Shared Dispositive 170 11 Aggregate Amount Beneficially owned 170 12 Check if Aggregate Amount (11) Excludes Certain Shares 13 Percent of Class Represented by amount in row (11) .0022 % 14 Type of Reporting Person CO 1 Name of Reporting Person Ramat Securities Ltd 2 If a member group a) / / b) /X/ 3 SEC Use only 4 Source of Funds WC 5 Check if Disclosure of Legal Proceedings is Required 6 Citizenship or Place of Organization USA Number of Shares 7 Sole Voting Beneficially Owned By Each Reporting 8 Shared Voting 82,300 Person With 9 Sole Dispositive 10 Shared Dispositive 82,300 11 Aggregate Amount Beneficially owned 12 Check if Aggregate Amount (11) Excludes Certain Shares 13 Percent of Class Represented by amount in row (11) 1.0513 % 14 Type of Reporting Person BD CUSIP 741570-3-3 Prime Retail 8.5% Series B Cumulative Participating Preferred $.01 Par Value There are no changes to the Schedule 13D, Amendment No. 1, Amendment No. 2, Amendment 3. except as set forth in this 4th Amendment. Item 2 Identity and Background Howard M Amster Charitable Remainder Unitrust has been funded 100% by Howard Amster. Because he has the right to change the trustee of this trust, he can be deemed to have the right to shared voting and dispositive power over any security owned by the trust. While Mr. Amster receives certain income distributions from the trust during his lifetime, the assets owned by the trust benefits charitable purposes. Mr. Amster disclaims beneficial ownership of the securities owned by this trust. William Costaras acts as sole trustee for the Howard M Amster Charitable Remainder Unitrust. William Costaras disclaims beneficial ownership of the shares owned by such trust and disclaims being a member of the group. Howard M Amster Charitable Remainder Unitrust 22674 Halburton Road, Beachwood, OH 44122-3971 Charitable Remainder Unitrust Investments d) Neither the trust or trustee of the Howard M Amster Charitable Remainder Unitrust have been convicted in any criminal proceedings (excluding traffic violations or similar misdemeanors if any) within the last five years. e) Neither the trust or the trustee of the Howard M Amster Charitable Remainder have been a party to any civil proceedings of a judicial or administrative body of competent jurisdiction of the type described in Item 2 of Schedule 13D within the last five years. a) William Costaras, as trustee for: Howard M Amster Charitable Remainder Unitrust b) 22674 Halburton Road, Beachwood, OH 44122-3971 c) Present principal occupation-account executive, Ramat Securities Ltd, securities firm, 23811 Chagrin Blvd #200, Beachwood, Oh 44122-5525 d) William Costaras has not been convicted in any criminal proceedings (excluding traffic violations or similar misdemeanors, if any) within the last five years. e) William Costaras has not been a party to any civil proceedings of a judicial or administrative body or competent jurisdiction of the type described in Item 2 of schedule 13D within the last five years. Howard Amster is an 83% owner of Ramat Securities Ltd. Howard Amster Can be deemed to be a beneficial owner of any securities owned by Ramat Securities Ltd. Mr. Amster does not control the voting or dispositive power of any securities owned by Ramat Securities Ltd. David Zlatin is a 17% owner of Ramat Securities Ltd. David Zlatin has sole voting and dispositive power of any securities owned by Ramat Securities Ltd. David Zlatin can by reason of his ownership in Ramat Securities Ltd can be deemed beneficial owner of any securities owned by Ramat Securities Ltd. a) David Zlatin b) 23811 Chagrin Blvd #200, Beachwood, OH 44122-5525 c) Present principal occupation-Principal, Ramat Securities Ltd securities firm-23811 Chagrin Blvd #200, Beachwood, OH 44122-5525 d) David Zlatin has not been convicted in any criminal proceedings (excluding traffic violations or similar misdemeanors, if any) within the last five years. e) David Zlatin has not been a party to any civil proceedings of a judicial or administrative body of competent jurisdiction of the type described in Item 2 of Schedule 13D within the last five years. Item 3. Source and Amount of Funds or Other Consideration Howard Amster, in his personal and individual retirement accounts purchased additional shares with personal funds without borrowing. The total consideration for the purchase is $ 97,399.10 bringing Howard Amster's total investment to $ 5,330,995.05. Howard M Amster Charitable Remainder Unitrust purchased shares with trust assets without borrowing. The total consideration for the purchases of the shares is $ 193,467.40. Ramat Securities Ltd purchased additional shares with working capital without borrowing. The total consideration of the purchases of this amendment is $ 24,218.75 bringing Ramat Securities Ltd's total investment to $ 452,533.32. Item 4. Purpose of Transaction Howard Amster, Howard M Amster Charitable Remainder Unitrust, Amster Limited Partnership, Gould Trading Company, Pleasant Lake Apts Corp and Ramat Securities Ltd acquired shares for purposes of investment. They may be deemed to be a group. Howard Amster, Howard M Amster Charitable Remaider Unitrust, Amster Limited Partnership, Gould Trading Company Pleasant Lake Apts Corp and Ramat Securities Ltd. might acquire additional shares or other securities of the issuer or dispose of some or all of their shares depending upon market conditions and their personal circumstances. Item 5. Interest in Securities of the Issuer (a(b) The aggregate amount owned by the Reporting Persons is 1,080,005 shares or 13.7965 % of the outstanding shares. Howard Amster in his personal and individual retirement accounts owns 917,025 shares or 11.7145 % of the outstanding shares. Howard M Amster Charitable Remainder Unitrust owns 58,000 shares or .741% of the outstanding shares. Amster Limited Partnership owns 2,750 shares or .0351% of the outstanding shares. Gould Trading Company owns 19,760 shares or .2524 % of the outstanding shares. Pleasant Lakes Apts Corp owns 170 shares or .0022 % of the outstanding shares. Ramat Securities Ltd owns 82,300 shares or 1.0513 % of the outstanding shares. David Zlatin is a 17% owner of Ramat Securities Ltd but disclaims being personally part of the group as described in Item 2. c) Trades executed on the NYSE as open market transactions.
Shares Executing Identity Date Bought Price Broker Howard Amster & 12/26/00 22,000 4.4018 Bear Stearns his Individual Retirement Accounts Howard M Amster 12/13/00 45,000 3.00 Bear Stearns Charitable Remainder 12/26/00 13,000 4.4018 Bear Stearns Unitrust Ramat Securities Ltd 11/03/00 10,000 2.1875 Bear Stearns 11/09/00 800 2.9296 Bear Stearns
Signature. After reasonable inquiry and to the best of our knowledge and belief, we certify that the information set forth in this statement is true, complete and correct. Date: 1/02/01 Howard Amster Howard M Amster Charitable Remainder Unitrust Amster Limited Partnership Tamra F. Gould Gould Trading Company Pleasant Lake Apts Corp Ramat Securities Ltd.