SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
___________________
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Ithaca Industries, Inc.
- ----------------------------------
(NAME OF ISSUER)
Common Stock, Par Value $0.01 Per Share
- ----------------------------------
(TITLE OF CLASS OF SECURITIES)
465679108
- ----------------------------------
(CUSIP NUMBER)
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
[x] Rule 13d-1(b)
[ ] Rule 13d-(c)
[ ] Rule 13d-1(d)
*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 the disclosures provided in a prior cover page.
The information required in 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).
CUSIP Number 465679108
<PAGE>
1. NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Pacholder Associates, Inc. 31-1089398
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Ohio
5. SOLE VOTING POWER
764,400
6. SHARED VOTING POWER
- 0 -
7. SOLE DISPOSITIVE POWER
764,400
8 SHARED DISPOSITIVE POWER
- 0 -
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
764,400
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* [ ]
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
7.6%
12. TYPE OF REPORTING PERSON*
IA
<PAGE>
This Schedule 13-G is filed by Pacholder Associates, Inc. ("PAI").
Item 1: (a) Name of Issuer: Ithaca Industries, Inc.
(b) Address of issuer's principal executive offices:
Ithaca Industries, Inc.
Highway 268 West
P.O. Box 620
Wilkesboro, NC 28697
Item 2. (a) Name of person filing: Pacholder Associates, Inc.
(b) Address of principal business office:
8044 Montgomery Road, Suite 382
Cincinnati, OH 45236
(c) Citizenship: Ohio
(d) Title of class of securities: Common Stock
(e) Cusip No.: 465679108
Item 3. If this statement is filed pursuant to sections 240.13d-1(b) or
240.13d-2(b) or (c), check whether the person filing is a:
(a) [ ] Broker or dealer registered under section 15 of the
Act (15 U.S.C. 78o);
(b) [ ] Bank as defined in section 3(a)(6) of the Act
(15 U.S.C. 78c);
(c) [ ] Insurance company as defined in section 3(a)(19) of
the Act (15 U.S.C 78c);
(d) [ ] Investment company registered under section 8 of the
Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e) [x] An investment adviser in accordance with section
240.13d-1(b)(1)(ii)(E);
(f) [ ] An employee benefit plan or endowment fund in
accordance with section 240.13d-1(b)(1)(ii)(F);
(g) [ ] A parent holding company or control person in
accordance with section 240.13d-1(b)(1)(ii)(G);
(h) [ ] A savings association as defined in section 3(b) of the
Federal Deposit Insurance Act (12 U.S.C. 1813);
(i) [ ] A church plan that is excluded from the definition of an
investment company under section 3(c)(14) of the Investment
Company Act of 1940 (15 U.S.C. 80a-3);
(j) [ ] Group, in accordance with section 240.13d-1(b)(1)(ii)(J).
If this statement is filed pursuant to section 240.13d-1(c), check
this box [ ].
Item 4. (a) Amount beneficially owned: 764,400
(b) Percent of class: 7.6%
(c) (i) sole power to vote: 764,400
(ii) shared power to vote: 0
(iii) sole power to dispose: 764,400
(iv) shared power to dispose: 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:
Partnerships managed on a discretionary basis by Pacholder Associates,
Inc. are known to have the right to receive or the power to direct the
receipt of dividends from, or the proceeds from, the sale of such securities.
No such partnership holds more than five percent of the class.
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 the 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 and are held in the ordinary
course of business and were not acquired and are not held for the purpose of
or with the effect of changing or influencing the control of the issuer of
the securities and were not acquired and are not held in connection with or
as a participant in any transaction having that 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.
Pacholder Associates, Inc.
April 23, 1998
Date
/s/ Thomas M. Barnhart, II
Signature
Sr. Vice President & Assoc. Gen. Counsel
Title
