UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1 )*
HORIZON GROUP PROPERTIES, INC.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
44041U-10-2
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(CUSIP Number)
Mr. David Tinkham, Chief Financial Officer
Horizon Group Properties, Inc.
5000 Hakes Drive, Norton Shores, MI 49441, 312/917-4288
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(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
March 1, 1999
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(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 ___.
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 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 (however, see the Notes).
<PAGE>
CUSIP NO. 44041U-10-2
1) Names of Reporting Persons S.S. or IRS Identification Nos. of
Above Person ###-##-####
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2) Check the Appropriate Box if a Member of a Group (See
Instructions)
(a)
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(b)
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3) SEC Use Only
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4) Source of Funds (See Instructions) PF
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5) Check if Disclosure of Legal Proceedings is Required Pursuant
to Items 2(d) or 2(e)
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6) Citizenship or Place of Organization United States
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Number of (7) Sole Voting Power 195,674
Shares Bene- --------------------
ficially (8) Shared Voting Power 0
Owned by --------------------
Each (9) Sole Dispositive Power 195,674
Reporting --------------------
Person With (10) Shared Dispositive Power 0
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11) Aggregate Amount Beneficially Owned by
Each Reporting Person 195,674
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12) Check if the Aggregate Amount in Row (11)
Excludes Certain Shares (See Instructions)
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13) Percent of Class Represented by Amount in
Row (11) 7.03%
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14) Type of Reporting Person (See Instructions) IN
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<PAGE>
Item 1. Security and Issuer.
The class of equity securities to which this Schedule 13D
relates is the shares of Common Stock .01 par value (the "Shares")
of Horizon Group Properties, Inc. The principal executive offices
of Horizon Group Properties, Inc. is located at 5000 Hakes Drive,
Norton Shores, MI 49441.
Item 2. Identity and Background.
This statement is being filed by Maurice A. Halperin. My
business address is 2500 North Military Trail, Suite 225, Boca
Raton, Florida 33431. I am a private investor. During the last
five years, I have not been convicted in a criminal proceeding
(excluding traffic violations or other similar misdemeanors) and I
have not been a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction which resulted in my
being 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. I am a citizen of the United States.
Item 3. Source and Amount of Funds or Other Consideration.
The source of the funds for the purchase of the Shares was my
personal funds. The total amount of money used to purchase the
Shares was $678,088. In addition, I received 9,174 Shares on June
15, 1998 as a spin-off dividend that resulted following the merger
of Prime Retail, Inc. and the former company known as Horizon
Group, Inc. I intend to make additional purchases of the Shares in
the next sixty days with personal funds I have available.
Item 4. Purpose of Transaction.
My purpose for acquiring the Shares has changed. It is
presently my intent to use the Shares I own and to acquire
additional shares to influence the management of Horizon Group
Properties, Inc.
Item 5. Interest in Securities of the Issuer.
I beneficially own 195,674 Shares or approximately 7.03
percent of the outstanding Shares. I have the sole power to vote
and dispose of the Shares. There is no shared power to vote or
dispose of the Shares I own.
During the period from November 25, 1998 to February 22, 1999,
I purchased a total of 21,600 Shares in the NASDAQ Small
Capitalization Market in nine open market transactions. The Shares
were purchased on my behalf by CIBC Oppenheimer Corp., a securities
broker-dealer. The table below lists the transaction date for each
transaction, number of Shares purchased, price per Share and total
price.
<PAGE>
<TABLE>
<CAPTION>
Transaction Number of Shares Price Total Purchase
Date Purchased Per Share Price
- ----------- ---------------- --------- --------------
<S> <C> <C> <C>
11/25/98 500 4.0 $ 2,000.00
12/08/98 3,000 4.0 12,000.00
01/27/99 3,200 4 15/16 15,800.00
01/29/99 5,000 4 3/4 23,785.00
02/03/99 500 4 5/16 2,156.25
02/19/99 3,000 4 7/8 14,625.00
02/19/99 2,700 4 3/4 12,825.00
02/19/99 100 4 1/2 450.00
02/22/99 3,600 4 3/4 17,100.00
</TABLE>
Item 6. Contracts, Arrangements, Understandings or Relationships
with Respect to Securities of the Issuer.
Not applicable.
Item 7. Material to be Filed as Exhibits.
None.
<PAGE>
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 accurate.
DATE March 1, 1999.
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/S/ Maurice A. Halperin
- ---------------------------------
Signature
Maurice A. Halperin
- ---------------------------------
Name and Title
The original statement shall be signed by each person on whose
behalf the statement is filed or his authorized representative. If
the statement is signed on behalf of a person by his authorized
representative (other than an executive officer or general partner
of this filing person), evidence of the representative's authority
to sign on behalf of such person shall be filed with the statement,
provided, however, that a power of attorney for this purpose which
is already on file with the Commission may be incorporated by
reference. The name and any title of each person who signs the
statement shall be typed or printed beneath his signature.
Attention: Intentional misstatements or omissions of fact
constitute Federal criminal violations (See 18 U.S.C. 1001).
