SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
_______________
SCHEDULE 13G
INFORMATION STATEMENT PURSUANT TO RULES 13d-1 AND 13d-2
(AMENDMENT NO. 7)(1)
NS GROUP, INC.
(Name of issuer)
Common Stock, no par value
(Title of class of securities)
628916-10-8
(CUSIP number)
_______________
Check the following if a fee is being paid with this
statement. _____ (A fee is not required only if the filing
person: (1) has a previous statement on file reporting
beneficial ownership of more than five percent of the class
of securities described in Item 1; and (2) has filed no
amendment subsequent thereto reporting beneficial ownership
of five percent or less of such class.) (See Rule 13d-7.)
(Continued on following page(s))
(Page 1 of 4 pages)
____________
(1) 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 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. 628916-10-8 13G Page 2 of 4 Pages
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Clifford R. Borland
SS# ###-##-####
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) _____ (b) _____
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION: U.S.A.
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING
PERSON WITH:
5. SOLE VOTING POWER: 2,859,200
6. SHARED VOTING POWER: 60,500
7. SOLE DISPOSITIVE POWER: 2,859,200
8. SHARED DISPOSITIVE POWER: 60,500
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON: 2,919,700
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9:
21.1%
12. TYPE OF REPORTING PERSON: IN
Item 1(a). Name of Issuer: NS Group, Inc.
Item 1(b). Address of Issuer's Principal Executive Offices:
Ninth & Lowell Streets, Newport, Kentucky 41072
Item 2(a). Name of Person Filing: Clifford R. Borland
Item 2(b). Address of Principal Business Office or, if none,
residence:
Ninth & Lowell Streets, Newport, Kentucky 41072
Item 2(c). Citizenship: U.S.A.
Item 2(d). Title of Class of Securities:
Common Stock, no par value
Item 2(e). CUSIP Number: 628916-10-8
Item 3. If this statement is filed pursuant to Rules
13d-1(b), or 13d-2(b), check whether the person
filing is a:
Person filing is an individual
Item 4. Ownership:
(a) Amount Beneficially Owned: 2,919,700
(b) Percent of Class: 21.1%
(c) Number of shares as to which such person
has:
(i) sole power to vote or to direct the vote
2,859,200
(ii) Shared power to vote or to direct the
vote 60,500
(iii) sole power to dispose or to direct the
disposition of 2,859,200
(iv) shared power to dispose or to direct the
disposition of 60,500
Page 3 of 4 Pages
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:
Not applicable
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: Not applicable
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.
Date: January 8, 1996
Signature: /s/Clifford R. Borland
Name/Title: Clifford R. Borland
Chairman and CEO
