Washington, D.C. 20549
SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE
13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a)
(Amendment No. 12)*
United
Retail Group, Inc. |
| (Name of Issuer) |
Common
Stock $0.001 Par Value |
| (Title of Class of Securities) |
911380103 |
| (CUSIP Number) |
|
Samuel
P. Fried, Esq., Senior Vice President and General Counsel, Limited Brands, Inc., Three Limited Parkway, Columbus, Ohio 43230, Telephone: (614) 415-7199 |
| (Name, Address and Telephone
Number of Person Authorized to Receive Notices and Communications) |
August
27, 2004 |
(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 that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box. o
Note. Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 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 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).
| CUSIP No. 911380103 | 13D |
| 1 | NAME
OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Limited Direct Associates, L.P. I.R.A. # 31-1251727 |
||
| 2 | CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) o (b) x |
||
| 3 | SEC
USE ONLY |
||
| 4 | SOURCE
OF FUNDS Not applicable |
||
| 5 | CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM
2(d) or 2(e)
o |
||
| 6 | CITIZENSHIP
OR PLACE OF ORGANIZATION Delaware |
||
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7 | SOLE
VOTING POWER 0 shares |
|
| 8 | SHARED
VOTING POWER 0 shares |
||
| 9 | SOLE
DISPOSITIVE POWER 0 shares |
||
| 10 | SHARED
DISPOSITIVE POWER 0 shares |
||
| 11 | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0 shares |
||
| 12 | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
o |
||
| 13 | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0% |
||
| 14 | TYPE
OF REPORTING PERSON PN |
||
| CUSIP No. 911380103 | 13D |
| 1 | NAME
OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Limited Direct, Inc. I.R.A. # 51-0301511 |
||
| 2 | CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) o (b) x |
||
| 3 | SEC
USE ONLY |
||
| 4 | SOURCE
OF FUNDS Not applicable |
||
| 5 | CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM
2(d) or 2(e)
o |
||
| 6 | CITIZENSHIP
OR PLACE OF ORGANIZATION Delaware |
||
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7 | SOLE
VOTING POWER 0 shares |
|
| 8 | SHARED
VOTING POWER 0 shares |
||
| 9 | SOLE
DISPOSITIVE POWER 0 shares |
||
| 10 | SHARED
DISPOSITIVE POWER 0 shares |
||
| 11 | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0 shares |
||
| 12 | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
o |
||
| 13 | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0% |
||
| 14 | TYPE
OF REPORTING PERSON CO |
||
| CUSIP No. 911380103 | 13D |
| 1 | NAME
OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Limited Brands, Inc. I.R.A. # 31-1029810 |
||
| 2 | CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) o (b) x |
||
| 3 | SEC
USE ONLY |
||
| 4 | SOURCE
OF FUNDS Not applicable |
||
| 5 | CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM
2(d) or 2(e)
o |
||
| 6 | CITIZENSHIP
OR PLACE OF ORGANIZATION Delaware |
||
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7 | SOLE
VOTING POWER 0 shares |
|
| 8 | SHARED
VOTING POWER 0 shares |
||
| 9 | SOLE
DISPOSITIVE POWER 0 shares |
||
| 10 | SHARED
DISPOSITIVE POWER 0 shares |
||
| 11 | AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0 shares |
||
| 12 | CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
o |
||
| 13 | PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0% |
||
| 14 | TYPE
OF REPORTING PERSON CO |
||
[*SEE INSTRUCTIONS BEFORE FILLING OUT!]
AMENDMENT NO. 12 TO STATEMENT ON SCHEDULE 13D
This Amendment No. 12 to Schedule 13D is being filed on behalf of Limited Direct Associates, L.P. (“LDA”), a Delaware limited partnership, Limited Direct, Inc., a Delaware corporation and the general partner of LDA, and Limited Brands, Inc. a Delaware corporation and the ultimate parent of LDA, in connection with United Retail Group, Inc. Common Stock (“URGI Common Stock”). This Amendment No. 12 amends the statement on Schedule 13D filed with the Commission by the reporting persons on July 22, 1993, as amended by Amendments No. 1-11 thereto. This Amendment No. 12 amends Item 5 of Schedule 13D.
Item 5. Interest in Securities of the Issuer.
| a. | See Items 11 and 13 of the cover pages attached hereto for the aggregate number and percentage of URGI Common Stock beneficially owned by the reporting persons. | |
| b. | See Items 7-10 of the cover pages attached hereto for the number of shares of URGI Common Stock of the reporting persons as to which the reporting persons have the sole or shared power to vote or direct the vote and the sole or shared power to dispose or direct the disposition. | |
| c. | On August 27, 2004, LDA disposed of 1,600,000 shares of URGI Common Stock, at a price per share of $2.20, through a brokerage transaction over the NASDAQ system. | |
| d. | On August 27, 2004, the reporting person ceased to be the beneficial owner of more than five percent of the class of securities. |
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.
| Dated: September 2, 2004 | Limited Direct Associates, L.P. | ||
| By: | LIMITED DIRECT, INC., as | ||
| General Partner | |||
| By: | /s/ SAMUEL FRIED | ||
| Name: | Samuel Fried | ||
| Title: | Vice President | ||
| LIMITED DIRECT, INC. | |||
| By: | /s/ SAMUEL FRIED | ||
| Name: | Samuel Fried | ||
| Title: | Vice President | ||
| LIMITED BRANDS, INC. | |||
| By: | /s/ SAMUEL FRIED | ||
| Name: | Samuel Fried | ||
| Title: | Vice President | ||