SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
THE INTERGROUP CORPORATION
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Name of Issuer
Common Stock, Par Value $0.01 Per Share
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Title of Class of Securities
458685-10-4
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CUSIP Number
Michael G. Zybala
Asst. Secretary and Counsel
The InterGroup Corporation
820 Moraga Drive
Los Angeles, California 90049
(310) 889-2500
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Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications
July 1, 2004
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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), 13d-1(f) or 13d-1(g), check the
following box. [ ]
CUSIP No. 458685-10-4 Page Two
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1. Name of Reporting Person Tax Identification Number
Josef A. Grunwald
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2. Check the Appropriate Box if a Member of a Group (a) [ ]
(b) [ ]
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3. SEC Use Only
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4. Source of Funds
PF
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5. Check if Disclosure of Legal Proceedings is Required pursuant to
Items 2(d) or 2(e) [ ]
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6. Citizenship or Place of Organization
Belgium
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Number of 7. Sole Voting Power
Shares 139,567
Beneficially -----------------------------------
Owned by 8. Shared Voting Power
Each
Reporting -----------------------------------
Person 9. Sole Dispositive Power
With 139,567
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10. Shared Dispositive Power
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11. Aggregate Amount Beneficially Owned by Each Reporting Person
139,567 Shares of Common Stock
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12. Check if the Aggregate Amount in Row 11 Excludes Certain Shares [ ]
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13. Percent of Class Represented by Amount in Row 11
5.5%
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14. Type of Reporting Person
IN
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SCHEDULE 13D
OF JOSEF A. GRUNWALD
REGARDING OWNERSHIP OF SECURITIES OF
THE INTERGROUP CORPORATION
This Schedule 13D is being filed by Josef A. Grunwald, a Director and the Vice-
Chairman of the Board of The InterGroup Corporation, a Delaware corporation
("InterGroup" or the "Company") with respect to the securities he beneficially
owns in the InterGroup.
Item 1. Security of Issuer
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This Schedule 13D relates to the Common Stock, par value $0.01 per
share (the "Common Stock") of InterGroup. The address of the principal
executive offices of InterGroup is 820 Moraga Drive, Los Angeles, CA 90049.
Item 2. Identity and Background
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Josef A. Grunwald has served as a Director of InterGroup since 1987
and was named Vice-Chairman of the Board in January 2002. Mr. Grunwald is an
international industrial, commercial and residential real estate developer. He
also serves as Chairman of PDG N.V. (Belgium), a hotel management company, and
President of I.B.E. Services S.A. (Belgium) an international trading company.
Mr. Grunwald's business address is 820 Moraga Drive, Los Angeles, CA 90049. Mr.
Grunwald is not, and has not been, subject to any of the proceedings requiring
disclosure under sections (d) or (e) of this Item 2. Mr. Grunwald is a citizen
of Belgium.
Item 3. Source and Amount of Funds or Other Consideration.
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The Stock Options reported herein were granted to Mr. Grunwald
pursuant to InterGroup's 1998 Stock Option Plan for Non-Employee Directors.
Mr. Grunwald used personal funds to purchase the shares of Common Stock owned
by him.
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Item 4. Purposes of Transactions.
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On July 1, 2004, Mr. Grunwald received (along with other qualified
directors of InterGroup) an automatic grant of stock options to purchase 3,000
shares of the Common Stock of InterGroup pursuant to the Company's 1998 Stock
Option Plan for Non-Employee Directors. The exercise price of the options is
$11.75 per share, which was 100% of the fair market value of the Common Stock
as of the date of grant. The options expire on June 30, 2014. That grant,
coupled with the Company's buy-back of its Common Stock over the past several
years, increased Mr. Grunwald's beneficial ownership position in InterGroup,
for purposes of Section 13(d) of the Exchange Act, to more than 5%. The Common
Stock and stock options owned by Mr. Grunwald were acquired, and are held, for
investment purposes. It is expected that Mr. Grunwald will receive additional
grants of stock options in the future pursuant to stock option plans adopted by
the Company and approved by shareholders. Mr. Grunwald may, from time to time,
purchase additional shares of Common Stock in the open market or in private
transactions.
Mr. Grunwald has no other plans or intentions that relate to or would result in
the events set forth in Item 4 of the instructions to Schedule 13D.
Item 5. Interest in the Securities of the Issuer
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(a) As of July 1, 2004, Mr. Grunwald may be deemed to beneficially
own, for purposes of Section 13(d) of the Exchange Act: (i) 109,567 shares of
Common Stock; and (ii) 30,000 shares of Common Stock that he can acquire
through the exercise of options to purchase Common Stock at exercise prices
ranging from $8.00 per share to $12.70 per share and expiring in varying
amounts from December 7, 2008 to June 30, 2014. The total of those shares
(139,567) represents approximately 5.5% of the Common Stock of InterGroup. Mr.
Grunwald has the sole voting and disposition power over the shares of Common
Stock owned by him.
The above percentages were determined based on 2,496,686 shares of
Common Stock issued and outstanding as of June 30, 2004, and assuming the
exercise of the stock options discussed above.
(b) Mr. Grunwald has the sole power to vote or to direct the vote,
and sole power to dispose or direct the disposition of, the shares of Common
Stock beneficially owned by him.
(c) Other than grant of stock options discussed above, there were no
other transactions effected by Mr. Grunwald in the Common Stock within the past
sixty (60) days.
(d) No person other than Mr. Grunwald, has the right to receive or
the power to direct the receipt of dividends from, and the proceeds from the
sale of, the shares beneficially owned by him.
(e) Inapplicable.
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Item 6. Contracts, Agreements, Understandings or Relationships with Respect
to Securities of the Issuer
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None.
Item 7. Material to be Filed as Exhibits
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None.
SIGNATURES
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: July 9, 2004 /s/ Josef A. Grunwald
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Josef A. Grunwald
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