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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. )*
PRINS RECYCLING CORP.
(Name of Issuer)
COMMON STOCK, $0.001 PAR VALUE
(Title of Class of Securities)
742544109
(CUSIP Number)
Check the following box if a fee is being paid with this statement
<checked-box>
. (A fee is not required only if the filing person: (1) has a previous
statement on file reporting beneficial ownership of more than five percent
of the class of securities described in Item 1; and (2) has filed no
amendment subsequent thereto reporting beneficial ownership of five percent
or less of such class.) (See Rule 13d-7).
*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 the disclosures provided in a prior cover page.
The information required in 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. 742544109 13G PAGE 2 OF 6 PAGES
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Citadel Investment Management, L.P.
FEIN: 36-3754834
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)<square>
(b)<checked-box>
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.
5 SOLE VOTING POWER - Reporting person has
NUMBER OF voting and dispositive power of debentures
SHARES which are convertible into 2,972,528 shares
BENEFICIALLY of common stock.
OWNED BY
EACH
REPORTING
PERSON
WITH
6 SHARED VOTING POWER
-0-
7 SOLE DISPOSITIVE POWER
See Item 5 above
8 SHARED DISPOSITIVE POWER
-0-
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
See Item 5 above
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
18.4%
12 TYPE OF REPORTING PERSON*
IA
*SEE INSTRUCTION BEFORE FILLING OUT!
<PAGE>
CUSIP NO. 742544109 13G PAGE 3 OF 6 PAGES
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Kenneth C. Griffin
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)<square>
(b)<checked-box>
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.
5 SOLE VOTING POWER - Reporting person has
NUMBER OF voting and dispositive power of debentures
SHARES which are convertible into 2,972,528 shares
BENEFICIALLY of common stock.
OWNED BY
EACH
REPORTING
PERSON
WITH
6 SHARED VOTING POWER
7 SOLE DISPOSITIVE POWER
See Item 5 above
8 SHARED DISPOSITIVE POWER
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
See Item 5 above
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
18.4%
12 TYPE OF REPORTING PERSON*
HC
*SEE INSTRUCTION BEFORE FILLING OUT!
<PAGE>
STATEMENT CONTAINING INFORMATION REQUIRED BY SCHEDULE 13G
ITEM 1.
(A) NAME OF ISSUER
Prins Recycling Corp.
(B) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES
Parker Plaza
400 Kelby Street
Fort Lee, New Jersey 07024
ITEM 2.
(A) NAME OF PERSON FILING
Citadel Investment Management, L.P. and Kenneth C. Griffin
(B) ADDRESS OF PRINCIPAL BUSINESS OFFICE, OR IF NONE, RESIDENCE
225 West Washington Street, 9th Floor
Chicago, Illinois 60606
(C) CITIZENSHIP
U.S. for both persons filing
(D) TITLE OF CLASS OF SECURITIES
Common Stock, $0.001 par value
(E) CUSIP NUMBER
742544109
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULE 13D-1(B) OR 13D-2(B),
CHECK WHETHER THE PERSON FILING IS A:
<square>(A) BROKER OR DEALER REGISTERED UNDER SECTION 15 OF THE ACT.
<square>(B) BANK, AS DEFINED IN SECTION 3(A)19 OF THE ACT.
<square>(C) INSURANCE COMPANY AS DEFINED IN SECTION 3(A)(19) OF THE
ACT.
<square>(D) INVESTMENT COMPANY REGISTERED UNDER SECTION 8 OF THE
INVESTMENT COMPANY ACT.
<PAGE>
<checked-box>(E) INVESTMENT ADVISOR REGISTERED UNDER SECTION 203 OF
THE INVESTMENT ADVISERS ACT OF 1940. (WITH RESPECT TO CITADEL
INVESTMENT MANAGEMENT, L.P. ONLY)
<square>(F) EMPLOYEE BENEFIT PLAN, PENSION FUND WHICH IS SUBJECT TO
THE PROVISIONS OF THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF
1974 OR ENDOWMENT FUND; SEE <section> 240.13D-1(B)(1)(II)(F).
<checked-box>(G) PARENT HOLDING COMPANY, IN ACCORDANCE WITH <section>
240.13D-1(B)(II)(G). (WITH RESPECT TO MR. GRIFFIN ONLY).
IF THIS STATEMENT IS FILED PURSUANT TO RULE 13D-1(B)(2), CHECK
THIS BOX <square>
ITEM 4. OWNERSHIP
(A) AMOUNT BENEFICIALLY OWNED
2,972,528 (right to acquire on conversion of debentures)
(B) PERCENT OF CLASS
18.4%
(C) NUMBER OF SHARES AS TO WHICH SUCH PERSON HAS:
(I) SOLE POWER TO VOTE OR TO DIRECT THE VOTE
2,972,528 (right to acquire on conversion of debentures)
(II) SHARED POWER TO VOTE OR TO DIRECT THE VOTE
-0-
(III)SOLE POWER TO DISPOSE OR TO DIRECT THE DISPOSITION OF
2,972,528 (right to acquire on conversion of debentures)
(IV) SHARED POWER TO DISPOSE OR TO DIRECT THE DISPOSITION OF
-0-
INSTRUCTION: For computations regarding securities which respect a right to
acquire an underlying security see Rule 13d-3(d)(1).
<PAGE>
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
Not applicable
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON
Debentures in the principal amounts of $700,000 and $300,000 are
owned by Nelson Partners and Olympus Securities, Ltd.,
respectively. These entities have the right to receive the
dividends from and to proceeds from the sale of the shares of
Common Stock into which the debentures are convertible. Citadel
Investment Management, L.P. is the managing general partner of
Nelson Partners and the investment advisor for Olympus Securities,
Ltd. so it has the power to vote and dispose of the securities
held by these entities.
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED
THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY
Mr. Griffin is the general partner of Citadel Investment
Management, L.P. which is a registered investment advisor under
Section 203 of the Investment Advisors Act of 1940, as amended.
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP
Not applicable
ITEM 9. NOTICE OF DISSOLUTION OF GROUP
Not applicable
ITEM 10. CERTIFICATION
By signing below I certify that to the best of my knowledge and
belief, the securities referred to above were acquired in the
ordinary course of business and were not acquired for the purpose
of and do not have the effect of changing or influencing the
control of the Issuer of such securities and were not acquired in
connection with or as a participant in any transaction having such
purpose or effect.
<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 correct.
Date: AUGUST 6, 1996
Citadel Investment Management, L.P.
By:/S/ KENNETH C. GRIFFIN
Signature
KENNETH C. GRIFFIN, GENERAL PARTNER
Name/Title
/S/ KENNETH C. GRIFFIN
Kenneth C. Griffin