SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 9 )
Phillips-Van Heusen Corporation
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(Name of Issuer)
Common Stock, $1.00 Par Value
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(Title of Class of Securities)
718592108
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(CUSIP Number)
Check the following box 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.)
*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).
(Continued on following page(s))
Page 1 of 6 Pages
<PAGE>
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CUSIP NO. 718592108 13G Page 2 of 6 Pages
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1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
PVH Associates Investment Plan Master Trust (F.I.D. 13-3091199)
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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 Citizenship or Place of Organization
New York
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5 Sole Voting Power
Number of
1,401,647
Shares -----------------------------------------------------------
6 Shared Voting Power
Beneficially
Owned By 0
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Each 7 Sole Dispositive Power
Reporting
0
Person ----------------------------------------------------------
8 Shared Dispositive Power
With
0
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9 Aggregate Amount Beneficially Owned By Each Reporting Person
1,401,647
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10 Check Box if the Aggregate Amount in Row (9) Excludes
Certain Shares*
[ ]
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11 Percent of Class Represented By Amount in Row 9
5.23%
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12 Type of Reporting Person*
EP
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*SEE INSTRUCTION BEFORE FILLING OUT!
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<PAGE>
Item 1(a) Name of Issuer:
Phillips-Van Heusen Corporation
Item 1(b) Address of Issuer's Principal Executive Offices:
1290 Avenue of the Americas
New York, New York 10104
Item 2(a) Name of Person Filing:
The PVH Associates Investment Plan Master Trust
(formerly filed under Phillips-Van Heusen
Corporation Associates Investment Plan) (the
"Plan").
Item 2(b) Address of Principal Business Office:
1290 Avenue of the Americas
New York, New York 10104
Item 2(c) Citizenship:
New York State
Item 2(d) Title of Class of Securities:
Common Stock, $1.00 par value per share (the
"Common Stock")
Item 2(e) CUSIP Number:
718592 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:
(f) [X] Employee Benefit Plan, Pension
Fund which is subject to the
provisions of the Employee
Retirement Income Security Act of
1974 or Endowment Fund
Page 3 of 6 Pages
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<PAGE>
Item 4. Ownership
(a) Amount Beneficially Owned as of December 31, 1995:
1,401,647
(b) Percent of Class as of December 31, 1995:
5.23%
(c) Number of shares as of December 31, 1995 as to
which such person has:
(i) sole power to vote or direct the vote*:
1,401,647 shares
(ii) shared power to vote or direct the vote:
0
(iii) sole power to dispose or to direct the
disposition of:
0
(iv) shared power to dispose or direct the
disposition of:
0
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*Participants in the Plan may direct the vote of shares of Common Stock held
by the Plan with respect to tender or exchange offers subject to section 13(e)
or section 14(d) of the Securities Exchange Act of 1934 and matters which,
if approved or disapproved, would result in a "change in control" (as
defined in the Plan) of the Company.
Page 4 of 6 Pages
<PAGE>
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of
the date hereof the reporting person has ceased to be the
beneficial owner of more than five percent of the class of
securities, check the following [ ].
Item 6. Ownership of More than Five Percent on Behalf of
Another Person.
All of the shares of Common Stock held by the Plan are held on
behalf of the employees of Phillips-Van Heusen Corporation and
its subsidiaries who are participants in The Phillips-Van
Heusen Corporation Associates Investment Plan, the PVH
Associates Investment Plan For Hourly Associates Who are
Residents of the Commonwealth of Puerto Rico and the PVH
Associates Investment Plan For Salaried Associates Who are
Residents of the Commonwealth of Puerto Rico.
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.
Page 5 of 6 Pages
<PAGE>
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 purposes 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.
Date February 8, 1996
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PVH ASSOCIATES INVESTMENT PLAN MASTER TRUST
By The Chase Manhattan Bank,
As Trustee
By /s/Rose M. Serels
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Rose M. Serels
Vice-President
Page 6 of 6 Pages
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