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Securities and Exchange Commission
Washington, D.C. 20549
Schedule 13D/A4
Under the Securities Exchange Act of 1934
PENNSYLVANIA REAL ESTATE INVESTMENT TRUST
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(Name of Issuer)
Certificates of Beneficial Interest
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(Title of Class of Securities)
709102 10 7
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(CUSIP Number)
Leonard I. Korman
Two Neshaminy Interplex, Suite 305
Trevose, Pennsylvania 19053
_________________________
(Name, Address and Telephone Number
of Person Authorized to Receive
Notices and Communications)
March 25, 1998
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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.
[ ]
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).
NOTE: This Amendment No. 4 to the Schedule 13D filed on February 28, 1986 is
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being filed to report a change in beneficial ownership that will terminate the
filer's obligation to report.
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CUSIP NUMBER: 709102 10 7 PAGE 2 OF 6 PAGES
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1) Names of Reporting Persons; S.S. or I.R.S. Identification
Leonard I. Korman
____________________________________________________________________________________________________________________________________
2) Check the Appropriate Box if a Member of a Group (See Instructions)
(a)
(b)X
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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) N/A
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6) Citizenship or Place of Organization U.S. Citizen
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Number of 7) Sole Voting Power 243,088
Shares _________________________________________________________________________________________________________________
Beneficially
Owned by 8) Shared Voting Power 139,922
Each Reporting _________________________________________________________________________________________________________________
Person With
9) Sole Dispositive Power 243,088
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10) Shared Dispositive Power 139,922
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11) Aggregate Amount Beneficially Owned by Each Reporting Person 383,430
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12) Check if the Aggregate Amount in Row (11)
Excludes Certain Shares (See Instructions) N/A
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13) Percent of Class Represented by Amount in Row (11) 2.9%
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14) Type of Reporting Persons (See Instructions) IN
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CUSIP NUMBER: 709102 10 7 PAGE 3 OF 6 PAGES
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This Amendment No. 4, dated March 25, 1998, amends Item 5 of the
Schedule 13D, dated February 28, 1986, as amended and supplemented by Amendments
No. 1, 2 and 3 thereto, filed by Leonard I. Korman. The changes in beneficial
ownership reflected herein will terminate Mr. Korman's obligation to report.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
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(a) The following information is as of March 25, 1998:
Mr. Korman beneficially owns 383,430 Certificates of Beneficial
Interest, being approximately 2.9% of the Certificates of Beneficial
Interest issued and outstanding as of December 31, 1997, as reported by
counsel to PREIT, with such beneficial ownership being computed in
accordance with Rule 13d-3(d)(1) under the Securities and Exchange Act of
1934, as amended (the "Exchange Act").
Of these Certificates of Beneficial Interest, Mr. Korman owns
243,088 Certificates of Beneficial Interest in his own name, Mr. Korman's
wife, Jane Korman, owns 420 Certificates of Beneficial Interest, and the
balance of the Certificates of Beneficial Interest are held by the
following trusts or foundation, for each of which Mr. Korman serves as a
co-trustee and one of which he is also the income beneficiary:
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Certificates of
Name Beneficial Interest
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Hyman Korman Family Foundation 87,570
Trust Established Under Item Seventh of the Will of Max
Wm. Korman, deceased, for the Benefit of Leonard
Korman (the "Item 7 Trust for Leonard Korman") 10,528
Trust of Hyman Korman, settlor, under Agreement of Trust
dated January 1, 1942, sur trust for Judith K.
Langsfeld ("1942 Trust for Judith Langsfeld") 6,000
Trust of Hyman Korman, settlor, under Agreement of Trust
dated January 1, 1942, sur trust for Joan R. Sohn
("1942 Trust for Joan Sohn") 6,000
Trust of Susan J. Korman under Indenture of Trust dated
November 11, 1986 (the "1986 Trust for Susan Korman") 14,913
Trust of Catherine S. Korman under Indenture of Trust
dated December 21, 1988 (the "1988 Trust for
Catherine Korman") 14,911
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CUSIP NUMBER: 709102 10 7 PAGE 4 OF 6 PAGES
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Mr. Korman disclaims beneficial ownership of an aggregate of 140,342
Certificates of Beneficial Interest which are owned by his wife, Jane
Korman, and by trusts of which he serves as a fiduciary, except for 10,528
Certificates of Beneficial Interest owned by a trust of which Mr. Korman is
a co-trustee and the income beneficiary. Mr. Korman also disclaims
membership in any "group" relating to the Shares with any such persons for
the purposes of Rule 13d-5 under the Exchange Act.
(b) Mr. Korman has sole power to vote and to dispose of 243,088
Certificates of Beneficial Interest, no voting or disposition power over
420 Certificates of Beneficial Interest owned by his wife, Jane Korman, and
shared voting and disposition power with respect to 139,922 Certificates of
Beneficial Interest, the balance of the Certificates of Beneficial Interest
specified in Item 5(a) hereof.
The following information is provided with respect to the persons
with whom Mr. Korman has shared voting and disposition power:
The co-trustees of the Hyman Korman Family Foundation are I.
Barney Moss, Berton E. Korman and Steven H. Korman.
The co-trustees of the Item 7 Trust for Leonard Korman are Berton
E. Korman and Judith K. Langsfeld.
The co-trustee of the 1942 Trust for Judith Langsfeld is Berton
E. Korman.
The co-trustee of the 1942 Trust for Joan Sohn is Sarah R. Moss.
The co-trustees of the 1986 Trust for Susan Korman are Jane
Korman and Susan Korman Schurr.
The co-trustees of the 1988 Trust for Catherine Korman are Jane
Korman and Catherine Korman Altman.
Each of the co-trustees is a United States citizen and has a business
address at Two Neshaminy Interplex, Suite 307, Trevose, Pennsylvania 19053.
To the knowledge of Leonard I. Korman, none of the co-trustees has during
the last five years been convicted in a criminal proceeding (excluding
traffic violations or similar misdemeanors) or been a party to a civil
proceeding of a judicial or administrative body of competent jurisdiction
and as a judicial or administrative body of competent jurisdiction and as a
result of such proceeding was or 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 funding any
violation with respect to such laws.
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CUSIP NUMBER: 709102 10 7 PAGE 5 OF 6 PAGES
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The principal occupation of Berton E. Korman is President of Korman
Residential Properties, Inc.; and the principal occupation of Steven H.
Korman is President of Korman Communities. Catherine Korman Altman is
employed by Korman Commercial Properties. Korman Commercial Properties,
Korman Residential Properties, Inc. and Korman Communities are each located
at Two Neshaminy Interplex, Suite 307, Trevose, Pennsylvania 19053 and are
each engaged in various phases of real estate activity. I. Barney Moss is
retired. Judith Langsfeld, Sarah Moss, Jane Korman and Susan Korman Schurr
are not employed outside the home.
(c) Since the filing of Amendment No. 3 to Schedule 13D filed by Mr.
Korman on August 20, 1996, his most recent filing on Schedule 13D, Mr.
Korman ceased to be the "beneficial owner" (as defined in Rule 13d-3(d)(1)
under the Exchange Act) of 87,984 Certificates of Beneficial Interest held
in certain trusts for which Mr. Korman serves as co-trustee and 2,351
Certificates of Beneficial Interest previously held in a trust for which
Mr. Korman served as co-trustee but which trust was terminated and the
Certificates transferred to the beneficiary of such trust.
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CUSIP NUMBER: 709102 10 7 PAGE 6 OF 6 PAGES
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SIGNATURES
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.
DATED: March 25, 1998
/s/ Leonard I. Korman
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Leonard I. Korman
