SC 13D/A 1 primeamend.txt United States Securities and Exchange Commission Washington DC 20549 Schedule 13D Under the Securities Exchange Act of 1934 (Amendment No. 5) 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) 3/26/01 (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 917,195 Beneficially Owned By Each 8 Shared Voting 60,750 Reporting Person With 9 Sole Dispositive 917,195 10 Shared Dispositive 60,750 11 Aggregate Amount Beneficially owned 1,099,945 12 Check if Aggregate Amount (11) Excludes Certain Shares 13 Percent of Class Represented by amount in row (11) 14.051 % 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 180,000 Person With 9 Sole Dispositive 10 Shared Dispositive 180,000 11 Aggregate Amount Beneficially owned 180,000 12 Check if Aggregate Amount (11) Excludes Certain Shares 13 Percent of Class Represented by amount in row (11) 2.2994% 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, Amendments No. 1,2,3,4 except as set forth in this 5th Amendment. Item 3. Source and Amount of Funds or Other Consideration Ramat Securities Ltd purchased additional shares with working capital without borrowing. The total consideration of the purchases of this amendment is $ 360,159.36 bringing Ramat Securities Ltd's total investment to $ 812,692.68. Item 5. Interest in Securities of the Issuer (a(b) The aggregate amount owned by the Reporting Persons is 1,177,705 shares or 15.0445 % of the outstanding shares. Howard Amster in his personal and individual retirement accounts owns 917,025 shares or 11.7144 % 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 180,000 shares or 2.2994 % of the outstanding shares. David Zlatin is a 17% owner of Ramat Securities Ltd but disclaims being personally part of the group. David Zlatin can be deemed to be a beneficial owner of 2500 shares. David Zlatin disclaims being a member of this group and therefore, such 2500 are not included in this filing. c) Trades executed on the NYSE as open market transactions by Bear Stearns, the executing broker.
Shares Identity Date Bought Price Ramat Securities Ltd 03/01/01 4,800 4.5679 03/02/01 2,200 4.50 03/05/01 1,000 4.51 03/07/01 1,500 4.38 03/08/01 1,000 4.37 03/22/01 23,900 2.37 03/22/01 6,000 3.2093 03/23/01 100 3.20 03/23/01 2,400 3.90 03/26/01 3,600 4.03472 03/26/01 43,800 4.1372 03/27/01 7,400 4.26621
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: 3/29/01 Howard Amster Howard M Amster Charitable Remainder Unitrust Amster Limited Partnership Tamra F. Gould Gould Trading Company Pleasant Lake Apts Corp Ramat Securities Ltd.