United States
Securities and Exchange Commission
Washington DC 20549
Schedule 13D
Under the Securities Exchange Act of 1934
(Amendment No. 4)
Prime Retail Inc.
(Name of Issuer)
Prime Retail 8.5% Series B Cumulative Participating Convertible
Preferred $.01 Par Value
(Title of Class of Securities)
741570-30-3
(CUSIP Number)
Howard Amster, 23811 Chagrin Blvd., suite 200
Beachwood Ohio 44122-5525 (216)595-1047
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
12/26/2000
(Date of Event Which Requires Filing of this Statement)
If this filing person has previously filed a statement on Schedule 13G to
report this 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
to the subject class of securities, and for any subsequent
amendment containing information which would alter disclosures
provided in a prior cover page.
This 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)
1 Name of Reporting Person HOWARD AMSTER
2 If a member group a) / /
b) /X/
3 SEC Use only
4 Source of Funds PF
5 Check if Disclosure of Legal Proceedings is Required
6 Citizenship USA
Number of Shares 7 Sole Voting 917,025
Beneficially
Owned By Each 8 Shared Voting 60,750
Reporting Person
With 9 Sole Dispositive 917,025
10 Shared Dispositive 60,750
11 Aggregate Amount Beneficially owned 1,002,245
12 Check if Aggregate Amount (11) Excludes Certain Shares
13 Percent of Class Represented by amount in row (11) 12.8031%
14 Type of Reporting Person IN
1 Name of Reporting Person HOWARD M. AMSTER CHARITABLE
REMAINDER UNITRUST
2 If a member group a) / /
b) /X/
3 SEC Use only
4 Source of Funds AF
5 Check if Disclosure of Legal Proceedings is Required
6 Citizenship USA
Number of Shares 7 Sole Voting
Beneficially
Owned By Each 8 Shared Voting 58,000
Reporting Person
With 9 Sole Dispositive
10 Shared Dispositive 58,000
11 Aggregate Amount Beneficially owned 58,000
12 Check if Aggregate Amount (11) Excludes Certain Shares
13 Percent of Class Represented by amount in row (11) 0.741%
14 Type of Reporting Person
1 Name of Reporting Person AMSTER LTD PARTNERSHIP
2 If a member group a) / /
b) /X/
3 SEC use only
4 Source of Funds OO
5 Check if Disclosure of Legal Proceedings is Required
6 Citizenship or Place of Organization USA
Number of Shares 7 Sole Voting
Beneficially Owned
By Each Reporting 8 Shared Voting 2,750
Person With
9 Sole Dispositive
10 Shared Dispositive 2,750
11 Aggregate Amount Beneficially owned 2,750
12 Check if Aggregate Amount (11) Excludes Certain Shares
13 Percent of Class Represented by amount in row (11) .0351 %
14 Type of Reporting Person PN
1 Name of Reporting Person TAMRA F. GOULD
2 If a member group a) / /
b) /X/
3 SEC use only
4 Source of Funds PF
5 Check if Disclosure of Legal Proceedings
6 Citizenship USA
Number of Shares 7 Sole Voting
Beneficially Owned
By Each Reporting 8 Shared Voting 19,760
Person With
9 Sole Dispositive
10 Shared Dispositive 19,760
11 Aggregate Amount Beneficially owned 19,760
12 Check if Aggregate Amount (11) Excludes Certain Shares
13 Percent of Class Represented by amount in row (11) .2524%
14 Type of Reporting Person IN
1 Name of Reporting Person GOULD TRADING COMPANY
2 If a member group a) / /
b) /X/
3 SEC use only
4 Source of Funds WC
5 Check if Disclosure of Legal Proceedings
6 Citizenship or Place of Organization USA
Number of Shares 7 Sole Voting
Beneficially Owned
By Each Reporting 8 Shared Voting 19,760
Person With
9 Sole Dispositive
10 Shared Dispositive 19,760
11 Aggregate Amount Beneficially owned 19,760
12 Check if Aggregate Amount (11) Excludes Certain Shares
13 Percent of Class Represented by amount in row (11) .2524%
14 Type of Reporting Person CO
1 Name of Reporting Person Pleasant Lake Apts Corp
2 If a member group a) / /
b) /X/
3 SEC use only
4 Source of Funds WO
5 Check if Disclosure of Legal Proceedings is Required
6 Citizenship or Place of Organization USA
Number of Shares 7 Sole Voting
Beneficially Owned
By Each Reporting 8 Shared Voting 170
Person With
9 Sole Dispositive
10 Shared Dispositive 170
11 Aggregate Amount Beneficially owned 170
12 Check if Aggregate Amount (11) Excludes Certain Shares
13 Percent of Class Represented by amount in row (11) .0022 %
14 Type of Reporting Person CO
1 Name of Reporting Person Ramat Securities Ltd
2 If a member group a) / /
b) /X/
3 SEC Use only
4 Source of Funds WC
5 Check if Disclosure of Legal Proceedings is Required
6 Citizenship or Place of Organization USA
Number of Shares 7 Sole Voting
Beneficially Owned
By Each Reporting 8 Shared Voting 82,300
Person With
9 Sole Dispositive
10 Shared Dispositive 82,300
11 Aggregate Amount Beneficially owned
12 Check if Aggregate Amount (11) Excludes Certain Shares
13 Percent of Class Represented by amount in row (11) 1.0513 %
14 Type of Reporting Person BD
CUSIP 741570-3-3 Prime Retail 8.5% Series B Cumulative
Participating Preferred $.01 Par Value
There are no changes to the Schedule 13D, Amendment No. 1,
Amendment No. 2, Amendment 3. except as set forth in this 4th Amendment.
Item 2 Identity and Background
Howard M Amster Charitable Remainder Unitrust has been funded 100%
by Howard Amster. Because he has the right to change the trustee
of this trust, he can be deemed to have the right to shared voting
and dispositive power over any security owned by the trust. While
Mr. Amster receives certain income distributions from the trust
during his lifetime, the assets owned by the trust benefits
charitable purposes. Mr. Amster disclaims beneficial ownership
of the securities owned by this trust. William Costaras acts as
sole trustee for the Howard M Amster Charitable Remainder Unitrust.
William Costaras disclaims beneficial ownership of the shares owned
by such trust and disclaims being a member of the group.
Howard M Amster Charitable Remainder Unitrust
22674 Halburton Road, Beachwood, OH 44122-3971
Charitable Remainder Unitrust
Investments
d) Neither the trust or trustee of the Howard M Amster Charitable
Remainder Unitrust have been convicted in any criminal proceedings
(excluding traffic violations or similar misdemeanors if any)
within the last five years.
e) Neither the trust or the trustee of the Howard M Amster Charitable
Remainder have been a party to any civil proceedings of a judicial
or administrative body of competent jurisdiction of the type described
in Item 2 of Schedule 13D within the last five years.
a) William Costaras, as trustee for:
Howard M Amster Charitable Remainder Unitrust
b) 22674 Halburton Road, Beachwood, OH 44122-3971
c) Present principal occupation-account executive, Ramat Securities Ltd,
securities firm, 23811 Chagrin Blvd #200, Beachwood, Oh 44122-5525
d) William Costaras has not been convicted in any criminal proceedings
(excluding traffic violations or similar misdemeanors, if any) within
the last five years.
e) William Costaras has not been a party to any civil proceedings of
a judicial or administrative body or competent jurisdiction of the type
described in Item 2 of schedule 13D within the last five years.
Howard Amster is an 83% owner of Ramat Securities Ltd. Howard Amster
Can be deemed to be a beneficial owner of any securities owned by
Ramat Securities Ltd. Mr. Amster does not control the voting or
dispositive power of any securities owned by Ramat Securities Ltd.
David Zlatin is a 17% owner of Ramat Securities Ltd. David Zlatin
has sole voting and dispositive power of any securities owned by
Ramat Securities Ltd. David Zlatin can by reason of his ownership
in Ramat Securities Ltd can be deemed beneficial owner of any securities
owned by Ramat Securities Ltd.
a) David Zlatin
b) 23811 Chagrin Blvd #200, Beachwood, OH 44122-5525
c) Present principal occupation-Principal, Ramat Securities Ltd
securities firm-23811 Chagrin Blvd #200, Beachwood, OH 44122-5525
d) David Zlatin has not been convicted in any criminal proceedings
(excluding traffic violations or similar misdemeanors, if any) within
the last five years.
e) David Zlatin has not been a party to any civil proceedings of a
judicial or administrative body of competent jurisdiction of the type
described in Item 2 of Schedule 13D within the last five years.
Item 3. Source and Amount of Funds or Other Consideration
Howard Amster, in his personal and individual retirement accounts
purchased additional shares with personal funds without borrowing.
The total consideration for the purchase is $ 97,399.10 bringing
Howard Amster's total investment to $ 5,330,995.05.
Howard M Amster Charitable Remainder Unitrust purchased shares with
trust assets without borrowing. The total consideration for the
purchases of the shares is $ 193,467.40.
Ramat Securities Ltd purchased additional shares with working capital
without borrowing. The total consideration of the purchases of this
amendment is $ 24,218.75 bringing Ramat Securities Ltd's total
investment to $ 452,533.32.
Item 4. Purpose of Transaction
Howard Amster, Howard M Amster Charitable Remainder Unitrust,
Amster Limited Partnership, Gould Trading Company,
Pleasant Lake Apts Corp and Ramat Securities Ltd acquired
shares for purposes of investment. They may be deemed to be a group.
Howard Amster, Howard M Amster Charitable Remaider Unitrust,
Amster Limited Partnership, Gould Trading Company
Pleasant Lake Apts Corp and Ramat Securities Ltd. might
acquire additional shares or other securities of the issuer or
dispose of some or all of their shares depending upon market
conditions and their personal circumstances.
Item 5. Interest in Securities of the Issuer
(a(b) The aggregate amount owned by the Reporting Persons is
1,080,005 shares or 13.7965 % of the outstanding shares.
Howard Amster in his personal and individual retirement
accounts owns 917,025 shares or 11.7145 % of the outstanding
shares.
Howard M Amster Charitable Remainder Unitrust owns
58,000 shares or .741% of the outstanding shares.
Amster Limited Partnership owns 2,750 shares or .0351%
of the outstanding shares.
Gould Trading Company owns 19,760 shares or .2524 %
of the outstanding shares.
Pleasant Lakes Apts Corp owns 170 shares or .0022 %
of the outstanding shares.
Ramat Securities Ltd owns 82,300 shares or
1.0513 % of the outstanding shares. David Zlatin is a 17%
owner of Ramat Securities Ltd but disclaims being personally
part of the group as described in Item 2.
c) Trades executed on the NYSE as open market transactions.
<TABLE> <CAPTION>
<S> <C> <C>
Shares Executing
Identity Date Bought Price Broker
Howard Amster & 12/26/00 22,000 4.4018 Bear Stearns
his Individual
Retirement Accounts
Howard M Amster 12/13/00 45,000 3.00 Bear Stearns
Charitable Remainder 12/26/00 13,000 4.4018 Bear Stearns
Unitrust
Ramat Securities Ltd 11/03/00 10,000 2.1875 Bear Stearns
11/09/00 800 2.9296 Bear Stearns
</TABLE>
Signature. After reasonable inquiry and to the best of our knowledge
and belief, we certify that the information set forth in
this statement is true, complete and correct.
Date: 1/02/01 Howard Amster
Howard M Amster Charitable
Remainder Unitrust
Amster Limited Partnership
Tamra F. Gould
Gould Trading Company
Pleasant Lake Apts Corp
Ramat Securities Ltd.
