UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. )
KASPER A.S.L. LTD. (formerly, SASSCO FASHIONS, LTD.)
(NAME OF ISSUER)
Common Stock, par value $.01 per share
(TITLE OF CLASS OF SECURITIES)
-------------
(CUSIP NUMBER)
*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).
SCHEDULE 13G
CUSIP No. Page 2 of 5 Pages
1 NAME OF REPORTING PERSONS. I.R.S. IDENTIFICATION NOS. OF ABOVE
PERSONS (entities only)
Whippoorwill Associates, Inc., 13-3595884
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(see instructions) (b) [ ]
3 SEC USE ONLY
4 CITZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF 5 SOLE VOTING POWER
SHARES -0-
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY EACH 813,909
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON WITH -0-
8 SHARED DISPOSITIVE POWER
813,909
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
813,909
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) [ ]
EXCLUDES CERTAIN SHARES (See Instructions)
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
12.0%
12 TYPE OF REPORTING PERSON (See Instructions)
IA;CO
Page 3 of 5 Pages
SCHEDULE 13G
This statement on Schedule 13G (this "Statement") is being filed by
Whippoorwill Associates, Inc. ("Whippoorwill") and relates to the
Common Stock, par value $.01 per share (the "Common Stock"), of Kasper
A.S.L., Ltd. (the "Issuer"). Whippoorwill is a registered investment
adviser and has discretionary authority with respect to the
investments of, and acts as agent for, its clients. The Common Stock
reported in this Statement as beneficially owned by Whippoorwill as of
December 31, 1997 is held in Whippoorwill's client accounts and the
filing of this Statement shall not be construed as an admission that
Whippoorwill (or any of its principals) is, for purposes of Section 13
of the Act, the beneficial owner of such securities. This Schedule 13G
amends the statement on Schedule 13D filed by Whippoorwill on June 12,
1997 as amended by Amendment No. 1 filed on September 15, 1997 and
Amendment No. 2 filed on December 31, 1997.
ITEM 1. NAME OF ISSUER:
(a) Kasper A.S.L., Ltd. (formerly, Sassco Fashions, Ltd.)
(b) 77 Metro Way, Secaucus, New Jersey 07094
ITEM 2. NAME OF PERSON FILING:
(a) Whippoorwill Associates, Inc.
(b) 11 Martine Avenue White Plains, New York 10606
(c) Delaware
(d) Common Stock, par value $.01 per share
(e) None
ITEM 3. THIS STATEMENT IS BEING FILED PURSUANT TO RULE 13(d)-1(b)
BECAUSE THE REPORTING PERSON FILING IS AS FOLLOWS:
(e) |X| An investment adviser in accordance with
Rule 13d-1(b)(1)(ii)(E).
Page 4 of 5 Pages
ITEM 4. OWNERSHIP
(a) Amount beneficially owned: 813,909 shares
(b) Percent of class: 12.0%
(c) Number of shares as to which such person has:
(i) Sole power to vote or direct the vote: -0-
(ii) Shared power to vote or to direct the vote: 813,909
(iii) Sole power to dispose or direct the
disposition of: -0-
(iv) Shared power to dispose or to direct the
disposition of: 813,909
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
Clients of Whippoorwill have the right to receive or the
power to direct the receipt of dividends from, or the
proceeds from sale of, the Common Stock reported as beneficially
owned by Whippoorwill.
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE SUBSIDIARY
WHICH ACQUIRED THE SECURITIES 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 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.
Page 5 of 5 Pages
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.
Dated: February 17, 1998
WHIPPOORWILL ASSOCIATES, INC.
BY:/s/ Pamela M. Lawrence
----------------------
Name: Pamela M. Lawrence
Title: Managing Director
