United States
Securities and Exchange Commission
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2)
Name of Issuer: Oak Hill Sportswear Corporation
Title of Class of Securities: Common Stock
CUSIP Number: 671365104
CUSIP No. 671365104 Page 2 of 4 Pages
1. Name of Reporting Person Alphi Investment Management Company
IRS No. 36-3588013
2. Check the appropriate box if a member of a group (a) [ ] (b) [ ]
3. SEC Use Only
4. Citizenship or Place of Organization Illinois
5. Sole Voting Power 110,200
6. Shared Voting Power 0
7. Sole Dispositive Power 110,200
8. Shared Dispositive Power 0
9. Aggregate Amount Beneficially Owned by Each Reporting Person 110,200
10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares [ ]
11. Percent of Class Represented by Amount in Row 9 5.4%
12. Type of Reporting Person IA
CUSIP No. 671365104 Page 3 of 4 Pages
Item 1(a). Name of Issuer
This Amendment No. 2 to the Schedule 13G relates to the Shares
of Common Stock of Oak Hill Sportswear Corporation (the
"Shares" and the "Company" respectively).
Item 1(b). Address of Issuer's Principal Executive Offices
The executive offices of the Company are located at
1411 Broadway, New York, New York 10018.
Item 2(a). Name of Person Filing
This Amendment No. 2 to the Schedule 13G is being filed on
behalf of Alphi Investment Management Company ("AIMCO"), an Illinois
corporation.
Item 2(b). Address of Principal Business Office
The principal business offices of AIMCO are located at
155 Pfingsten Road, Suite 360, Deerfield, IL 60015.
Item 2(c). Citizenship
U.S.A.
Item 2(d). Title of Class of Securities
Common Stock
Item 2(e). CUSIP Number
671365104
Item 3. Type of Person
Investment Adviser registered under Section 203 of the
Investment Advisers Act of 1940.
Item 4. Ownership
(a) Amount Beneficially Owned: 110,200
(b) Percent of Class: 5.4%
(c) Number of shares as to which person has:
(1) sole power to vote or to direct the vote: 110,200
(2) shared power to vote or to direct the vote: -0-
(3) sole power to dispose or to direct the
disposition of: 110,200
(4) shared power to dispose or to direct the disposition of: -0-
Item 5. Ownership of Five Percent or less of a Class:
Not applicable
Item 6. Ownership of More than Five Percent on Behalf of Another Person
Alphi Fund L.P. ("Alphi"), a Delaware limited partnership is the
beneficial owner of 110,200 Shares, which is 5.4% of the 2,057,576 Shares
of the Company deemed to be outstanding as of October 31, 1996. AIMCO,
in its capacity as general partner of Alphi, has the sole power to vote
and sole power to dispose of 110,200 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 4 above.
Item 7. Identification and Classification of the Subsidiary Which Acquired
the Security Being Reported on By the Parent Holding Company
Not applicable.
Item 8. Identification and Classification of Members of the Group
Not applicable.
Item 9. Notice of Dissolution of Group
Not applicable.
Item 10. Certification
By signing below, I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired in the
ordinary course of business and were not acquired for the purpose of
and do not have the effect of changing or influencing the control of
the issuer of such securities and were not acquired in connection with
or as a participant in any transaction having such purpose or effect.
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.
November 8, 1996
Date
Philip R. Smith
Signature
Philip R. Smith / Secretary
Name/Title
