OMB Number 3235-0287
U.S. SECURITIES U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 4 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
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___ Check this box if no longer subject to Section 16. Form 4 for Form 5 obliga-
tions may continue. See Instruction 1(b).
1. Name and Address of Reporting Person
GOLDBERG JOEL H.
47 Overlook Road
Millington, NJ 07946
2. Date of Event Requiring Statement
August 4, 1998
3. IRS or Social Security Number of Reporting Person (Voluntary)
###-##-####
4. Issuer Name and Ticker or Trading Symbol
Hampshire Group, Limited "HAMP"
5. Relationship of Reporting Person to Issuer
Newly elected Director
6. If Amendment, Date of Original
N/A
Table 1-Non-Derivative Securities Beneficially Owned
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1. Title of Security
2. Amount of Securities Beneficially Owned
3. Ownership Form Direct (D) or Indirect (I)
4. Nature of Indirect Beneficial Ownership
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Table II Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivative Security
Common Stock (1)
2. Date Exercisable and Expiration Date
Date Exercisable Expiration Date
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3.Title and Amount of Securities Underlying Derivative Security
Title Amount or Number of Shares
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Common Stock 183
4. Conversion or Exercise Price of Derivative Security
$19.4625
5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
D
6. Nature of Indirect Beneficial Ownership
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Explanation of Responses:
(1) Right to receive the issuer's common stock, $0.10 par value ("Common
Stock") in lieu of Directors' fees pursuant to the Issuer's Common Stock
Purchase Plan for Directors and Executives with Common Stock distributed
either upon termination of the Director's services as a member of the
Board of Directors of the Issuer, or on any specific anniversary of the
last day of the applicable fiscal year at the election of the Director.
Directors do not have voting or dispositive power over these shares until
distribution of such shares.
/s/ Joel Goldberg September 2, 1998
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Signature of Reporting Person Date
