United States
Securities and Exchange Commission
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 3)
Name of Issuer: Oak Hill Sportswear Corporation
Title of Class of Securities: Common Stock
CUSIP Number: 671365104
Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications:
Philip R. Smith, Alphi Investment Management Co. 847-405-9595
155 Pfingsten Road, Suite 360, Deerfield, Illinois 60015
Date of Event which Requires Filing of this Statement:
October 17, 1996
CUSIP No. 671365104
Page 2 of 4 Pages
1. Name of Reporting Person Alphi Fund LP
IRS No. 36-3589366
2. Check the appropriate box if a member of a group (a) [ ]
(b) [x]
3. SEC Use Only
4. Source of Funds 00
5. Check Box if Disclosure of Legal Proceedings is Required Pursuant
to Items 2(d) or 2(e) [ ]
N/A
6. Citizenship or Place of Organization Delaware
7. Sole Voting Power 121,200
8. Shared Voting Power 0
9. Sole Dispositive Power 121,200
10. Shared Dispositive Power 0
11. Aggregate Amount Beneficially Owned by Each Reporting Person 121,200
12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares [ ]
13. Percent of Class Represented by Amount in Row (11) 5.9%
14. Type of Reporting Person PN
CUSIP No. 671365104
Page 3 of 4 Pages
ONLY THOSE ITEMS WHICH ARE HEREBY REPORTED ARE
AMENDED. ALL OTHER ITEMS REMAIN UNCHANGED. ALL
DEFINED TERMS SHALL HAVE THE SAME MEANING AS
PREVIOUSLY ASCRIBED TO THEM IN THE ORIGINAL FILING
OF SCHEDULE 13D, UNLESS OTHERWISE NOTED.
Item 5. Interest in Securities of the Issuer
(a) Alphi is the beneficial owner of 121,200 Shares, which
is 5.9% of the 2,057,576 Shares of the Company deemed to be outstanding
as of October 22, 1996.
(b) AIMCO, in its capacity as general partner of Alphi,
has the sole power to vote and sole power to dispose of 121,200 Shares
owned by Alphi. Individual limited partners of Alphi (but not the
principals of AIMCO) may own Shares which are not included in the
aggregate number of Shares reported in Item 5(a) above.
(c) During the sixty (60) days preceding the date
hereof, Alphi entered into the following transactions on behalf of itself:
Date Sold Number of Shares Sold Price
08/29/96 3,000 1.99
09/05/96 3,500 1.91
09/11/96 11,000 1.85
09/12/96 400 1.88
10/17/96 21,600 1.67
10/18/96 3,500 1.59
10/21/96 8,300 1.59
10/22/96 11,000 1.59
These sales were open market transactions executed on the NASDAQ
National Market System.
(d) No person other than AIMCO, in its capacity
as general partner of Alphi, has the right to receive nor the power to
direct the receipt of dividends from, or the proceeds from the
sale of Shares.
(e) Not applicable
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CUSIP No. 671365104
Page 4 of 4 Pages
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: October 22, 1996
Alphi Fund L.P.
By: /s/ Philip R. Smith
Philip R. Smith
Secretary of Alphi Investment Management Company,
general partner
