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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(AMENDMENT NO. 3)*
Under the Securities Exchange Act of 1934
Harold's Stores, Inc.
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(Name of Issuer)
Common Stock, $0.01 Par Value
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(Title of Class of Securities)
413353103
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(CUSIP Number)
Thomas C. Herman
Sutherland Asbill & Brennan LLP
999 Peachtree Street
Atlanta, GA 30309
(404) 853-8089
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(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
March 13, 2000
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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(e), Rule 13d-1(f) or Rule 13d-1(g), check the
following box [_].
NOTE: Schedules filed in paper format shall include a signed original and five
copies of the Schedule, including all exhibits. See Rule 13d-7(b) 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).
* The Exhibit Index is located on page 5.
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SCHEDULE 13D
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CUSIP No. 413353103 Page 2 of 6 Pages
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1 NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
INTER-HIM N.V.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(B) [ ]
N/A
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS [ ]
REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
N/A
6 CITIZENSHIP OR PLACE OF ORGANIZATION
NETHERLANDS ANTILLES
NUMBER OF 7 SOLE VOTING POWER
SHARES 545,578 SHARES
BENEFICIALLY
OWNED BY 8 SHARED VOTING POWER
EACH N/A
REPORTING
PERSON 9 SOLE DISPOSITIVE POWER
WITH 545,578 SHARES
10 SHARED DISPOSITIVE POWER
N/A
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
545,578 SHARES
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.0%
14 TYPE OF REPORTING PERSON*
CO
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\ This Amendment No. 3 to Schedule 13D (this "Amendment") relates to the
Schedule 13D filed January 31, 1994 (the "Initial Schedule 13D") on behalf of
Inter-Him N.V. ("Inter-Him") with regard to beneficial ownership of shares of
the common stock of Harold's Stores Inc., as previously amended by Amendment
No. 1 thereto filed on March 4, 1994 and Amendment No. 2 thereto filed on April
11, 1995 (as so amended, the "Schedule 13D"). Pursuant to Rule 13d-2(e), this
Amendment restates the entire text of the Schedule 13D, as amended by this
Amendment.
Item 1: Security and Issuer
The securities to which this Schedule 13D relates are shares of the
common stock, $0.01 par value (the "Common Stock"), of Harold's Stores, Inc.,
an Oklahoma corporation ("Harold's Stores"). The address of Harold's Stores
principal executive office is 765 Asp, Norman, Oklahoma 73069.
On January 19, 1994, Inter-Him acquired a total of 23,680 additional
shares of the Common Stock (19,900 shares through purchase and 3,780 as a 10%
stock dividend) so that Inter-Him's aggregate ownership exceeded five percent
(5%) of the total outstanding Common Stock. On January 26 and January 27, 1994,
Inter-Him purchased an additional 1,200 shares and 800 shares, respectively, of
Common Stock. Following these acquisitions, Inter-Him beneficially owned
226,678 shares of the Common Stock.
As reported in Amendment No. 1, between January 31, 1994 and February
23, 1994, Inter-Him acquired a total of 48,000 shares of the Common Stock,
which increased Inter-Him's beneficial ownership of Common Stock to 274,678
shares.
As reported in Amendment No. 2, between March 14, 1995 and March 31,
1995, Inter-Him acquired a total of 59,700 shares of the Common Stock.
Following the filing of Amendment No. 1 and prior to the purchases reported in
Amendment No. 2, Harold's Stores declared and paid a ten percent (10%) stock
dividend, which increased Inter-Him's ownership by 27,467 shares. Following the
March 1995 purchases and the ten percent (10%) stock dividend, Inter-Him
beneficially owned 361,845 shares of the Common Stock.
This Amendment reports that on March 13, 2000 Inter-Him purchased an
additional 126,700 shares of the Common Stock. Following the filing of
Amendment No. 2 and prior to the March 13, 2000 purchase, Harold's Stores
declared and paid five percent (5%) stock dividends in each of January 1996,
1997 and 1998 in which Inter-Him received 18,092, 18,995 and 19,945 shares,
respectively, of the Common Stock. Following the March 13, 2000 purchase and
the five percent (5%) stock dividends, Inter-Him beneficially owned 545,578
shares of the Common Stock.
Item 2: Identity and Background
(a)-(c) The person filing this statement is Inter-Him N.V., a
corporation organized in the Netherlands Antilles. The principal address of
Inter-Him is Prof. Kernkampweg 8a (Post Office Box 3361), Curacao, Netherlands
Antilles. Inter-Him is a holding company for various
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real estate investments and operations, and other investments. Inter-Him also
invests in stocks, bonds, options and other instruments.
The following table sets forth certain information as to the managing
directors of Inter-Him, including their business address and principal business
occupations. The corporate laws of the Netherlands Antilles do not distinguish
between directors and executive officers of a corporation; therefore the
persons described in the following table are all the persons equivalent to the
directors and executive officers of Inter-Him. There are no other controlling
persons of Inter-Him.
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<CAPTION>
Position with Inter-Him
Name and Principal Occupations
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Ronald deWaal Managing Director;
75, Terbekehofdreef Chairman of De Waal International
B-2610 Wilrijk/Belgium Management N.V. (management
company of the Inter-Him group's
United States subsidiaries and
another group under common
control)(also serves as
director/officer of other companies in
the Inter-Him group)
Victor Hoogstraal Managing Director;
Inter-Him N.V. Managing Director - Inter-Him's
Switzerland, Representative Office Netherlands Antilles subsidiaries
28, Industriesstrasse (also serves as director/officer of
CH-8108 D=llikon/Zurich other companies in the Inter-Him
group and in a group under common
control)
Frederick Hendrik Breedijk Managing Director;
Inter-Him N.V. Self-Employed Consulting and
Prof. Kernkampweg 8a Financial Services; Managing
P.O. Box 3361 Director - Inter-Him's Netherlands
Curacao, Neth. Antilles Antilles subsidiary; President -
Court of Audit of the Netherlands
Antilles
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(d) Neither Inter-Him nor any of the persons named in the above
table has been convicted during the last five years in any criminal proceedings
(excluding traffic violations or similar misdemeanors).
(e) Neither Inter-Him nor any of the persons named in the above
table has been a party during the last five years to a civil proceeding of a
judicial or administrative body of competent jurisdiction and as result of such
proceeding was or is subject to a judgment, decree or
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final order enjoining future violations of, or prohibiting or mandating
activities subject to, federal or state securities laws, or finding any
violations with respect to such laws.
(f) All of the persons named in the above table are citizens of
the Netherlands.
Item 3: Source and Amount of Funds or Other Consideration
The shares of Common Stock purchased by Inter-Him were purchased using
funds from its profits and retained earnings. Inter-Him did not pay any
consideration for the shares of Common Stock received pursuant to stock
dividends declared and paid by Harold's Stores.
Item 4: Purpose of Transaction
Inter-Him purchased the Common Stock for investment purposes.
Inter-Him may consider, depending on market conditions, acquiring further
shares of Common Stock, also for investment. However, Inter-Him has no
intention to acquire more than 9.9 % of the outstanding Common Stock and has no
plans to hold or dispose of the Common Stock for any purpose other than
investment.
Item 5: Interest in Securities of the Issuer
(a) As described in Item 1 above, Inter-Him beneficially owns an
aggregate of 545,578 shares of the Common Stock (approximately 9.0% of the
total outstanding shares of Common Stock as of November 30, 1999) through
purchases and stock dividends.
(b) Inter-Him has the sole power to vote and dispose of all
545,578 shares of the Common Stock.
(c) Except as described herein, neither Inter-Him, nor, to its
best knowledge, any managing director of Inter-Him has effected any other
transaction in the Common Stock in the past 60 days.
(d) Inter-Him has the right to receive and the power to direct
the receipt of dividends from, or the proceeds from the sale of, its shares of
the Common Stock.
(e) Not applicable.
Item 6: Contracts, Arrangements, Understandings or Relationships with Respect
to Securities of the Issuer
There are no contracts, arrangements, understandings or relationships
among the persons named in Item 2 and between such persons and any person with
respect to any securities of Harold's Stores.
Item 7: Material to be filed as Exhibits
There is no material that is required to be filed as an exhibit to
this Schedule 13D.
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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.
Date: March 23, 2000 /s/ Victor Hoogstraal
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Signature
Victor Hoogstraal/Managing Director
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Name/Title
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