HYPERION 2005 INVESTMENT GRADE OPPORTUNITY TERM TRUST INC
SC 13D/A, 1998-10-15
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  SCHEDULE 13D
                   Under the Securities Exchange Act of 1934
                               (Amendment No 4.)

          Hyperion 2005 Investment Grade Opportunity Term Trust, Inc.
                                     (HTO)
                                (Name of Issuer)

                                  Common Stock
                         (Title of Class of Securities)

                                  448918102
                                 (CUSIP Number)

                          George W. Karpus, President
                         Karpus Management, Inc. d/b/a
                          Karpus Investment Management
                          14 Tobey Village Office Park
                           Pittsford, New York 14534
                                 (716) 586-4680

           (Name, Address, and Telephone Number of Person Authorized
                    to Receive Notices and Communications)

                                October 12, 1998
            (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 subject of this Schedule 13D, and if filing
 this schedule because of Rule 13d-1(b)(3) or (4), check the following box. [ ]

                                 (Page 1 of 5)

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                                 SCHEDULE 13D

CUSIP No. 448918102                                           Page 2 of 5 Pages

1.   NAME OF REPORTING PERSON
     S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

     Karpus Management, Inc. d/b/a Karpus Investment Management
     I.D.# 16-1290558

2.   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
                                                                        (a) [ ]
                                                                        (b) [x]

3.   SEC USE ONLY


4.   SOURCE OF FUNDS*

     AF

5.   CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
     ITEMS 2(d) or 2(e)
                                                                            [ ]

6.   CITIZENSHIP OR PLACE OF ORGANIZATION

     New York

                     7.  SOLE VOTING POWER

                         1,518,533 shares
   NUMBER OF
     SHARES          8.  SHARED VOTING POWER
  BENEFICIALLY
    OWNED BY
      EACH
    REPORTING        9.  SOLE DISPOSITIVE POWER
     PERSON
      WITH               1,518,533 shares

                    10.  SHARED DISPOSITIVE POWER



11.  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

     1,518,533 shares

12.  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*

                                                                            [ ]

13.  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

     7.19%

14.  TYPE OF REPORTING PERSON*

     IA


                    *SEE INSTRUCTIONS BEFORE FILLING OUT!
         INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
     (INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.

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ITEM 1            Security and Issuer
                  -------------------
                  Common Stock
                  Hyperion 2005 Investment Grade Opportunity Term Trust, Inc.
                  1 Liberty Plaza
                  165 Broadway
                  36th Floor
                  New York,  New York   10006

ITEM 2            Identity and Background
                  -----------------------

                  a) Karpus Management, Inc., d/b/a Karpus Investment
                  Management ("KIM") 
                  George W. Karpus, President, Director, and controlling 
                   stockholder 
                  JoAnn Van Degriff, Vice President and Director 
                  Sophie Karpus, Director 

                  b) 14 Tobey Village Office Park Pittsford, New York 14534 

                  c) Principal business and occupation - Investment Management
                  for individuals, pension, and profit sharing plans,
                  corporations, endowments, trust, and others, specializing in
                  conservative asset management (i.e. fixed income 
                  investments). 

                  d) None of George W. Karpus, JoAnn Van Degriff or Sophie
                  Karpus ("the Principals") or KIM has been convicted in the
                  past 5 years of any criminal proceeding (excluding traffic
                  violations). 

                  e) During the last 5 years none of the Principals or KIM has
                  been a party to a civil proceeding as a result of which any of
                  them 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
                  finding any violation with respect to such laws. 

                  f) Each of the Principals is a United States citizen. 
                  KIM is a New York corporation.

ITEM 3            Source and Amount of Funds or Other Considerations
                  --------------------------------------------------

                  KIM, an independent investment advisor, has accumulated
                  1,518,533 shares of HTO on behalf of accounts that are
                  managed by KIM ("the Accounts" under limited powers of
                  attorney, which represents 7.19% of the outstanding shares.
                  All funds that have been utilized in making such purchases
                  are from such Accounts.

ITEM 4            Purpose of Transaction
                  ----------------------

                  KIM has purchased Shares for investment purposes. Being
                  primarily a conservative, fixed income manager, with a
                  specialty focus in the closed end fund sector, the profile of
                  HTO fit the investment guidelines for various Accounts.

ITEM 5            Interest in Securities of the Issuer
                  ------------------------------------

                  a) As of the date of this Report, KIM owns 1,518,533 shares
                  which represent 7.19% of the outstanding shares. George W.
                  Karpus owns 3,000 shares purchased on July 5, 1996 at a price
                  of $7.125. KIM Profit Sharing Plan owns 1,500 shares
                  purchased on July 22, 1997 

<PAGE>

                  at a price of $7.875.

                  b) KIM has the sole power to dispose of and to vote all such
                  Shares under limited powers of attorney. 

                  c) Open market purchases in the last 90 days for the Accounts.

         There have been no dispositions and no acquisition, other than by such
         open market purchases, during such period.

Date         Shares     Price Per              Date       Shares      Price Per
                        Share                                         Share
  7/15/98      2,000         8.5               8/17/98      10,700        8.5
  7/16/98      2,500      8.4375               8/21/98      16,700     8.5625
  7/17/98      5,000      8.4375               8/24/98       1,700     8.5625
  7/17/98     -5,000      8.4375               8/25/98      13,000     8.5625
  7/22/98        750      8.5625               8/26/98       1,750     8.5625
  7/23/98      1,800      8.4375               8/28/98      22,700      8.625
  7/24/98        800      8.4375                9/1/98         400     8.5625
  7/24/98      2,500         8.5                9/2/98       1,200     8.5625
  7/27/98      3,000         8.5                9/3/98      13,600      8.625
  7/28/98      3,100      8.4375                9/3/98       2,400     8.5625
  7/29/98      1,800      8.4375                9/4/98       3,300      8.625
  7/29/98      1,250         8.5                9/8/98       9,200      8.625
  7/30/98      4,300      8.4375                9/9/98       7,400      8.625
  7/31/98      1,600      8.4375               9/11/98       6,000      8.625
   8/5/98      5,800      8.4375               9/14/98       1,500      8.625
   8/5/98      4,600         8.5               9/15/98      16,400      8.625
   8/6/98        800      8.4375               9/16/98         100      8.625
   8/7/98      1,000      8.4375               9/21/98       8,600       8.75
  8/10/98      1,900         8.5               9/22/98       3,400       8.75
  8/11/98        100         8.5               9/23/98       9,400       8.75
  8/12/98      2,000      8.4375               9/24/98       5,100       8.75
  8/12/98     10,000         8.5               9/30/98      10,150      8.875
  8/13/98     12,900      8.4375

         The Accounts have the right to receive all dividends from, and any
         proceeds from the sale of the Shares. None of the Accounts has an
         interest in Shares constituting more than 5% of the Shares
         outstanding.

ITEM 6            Contracts, Arrangements, Understandings, or Relationships
                  with Respect to Securities of the Issuer 
                  ----------------------------------------
                  Except as described above, there are no contracts,
                  arrangement, understandings or relationships of any kind among
                  the Principals and KIM and between any of them and any other
                  person with respect to any of the HTO securities. 

ITEM 7            Materials to be Filed as Exhibits Not applicable

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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.
                                              Karpus Management, Inc.

October 12, 1998                     By: /s/ George W. Karpus
- ----------------                         --------------------------------------
    Date                                        Signature

                                             George W. Karpus, President
                                         --------------------------------------
                                                  Name /Title



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