UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
KASPER A.S.L., LTD.
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(Name of Issuer)
Common Stock, par value $.01 per share
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(Title of Class of Securities)
485808109
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(CUSIP Number)
Jessica Forbes, Esq.
Fried, Frank, Harris, Shriver & Jacobson
One New York Plaza
New York, New York 10004
(212) 859-8558
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(Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications)
June 22, 2000
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(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to
report the acquisition that is the subject of this Schedule 13D, and is
filing this schedule because of ss.ss. 240.13d-1(e), 240.13d-1(f) or
240.13d-1(g), check the following box [x].
NOTE: Schedules filed in paper format should include a signed original and
five copies of the schedule, including all exhibits. See ss. 240.13d-7(b)
for other parties to whom copies are to be sent.
*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 disclosures provided in a prior cover page.
The information required on the remainder of this cover 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).
<PAGE>
13D
CUSIP No. 485808109
1 NAMES OF REPORTING PERSONS/
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Whippoorwill Associates, Inc.
13-3595884
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
3 SEC USE ONLY
4 SOURCE OF FUNDS*
OO; WC
5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) [ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF 7 SOLE VOTING POWER
SHARES
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY EACH 1,233,585
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON WITH
10 SHARED DISPOSITIVE POWER
1,233,585
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,233,585
12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) [ ]
EXCLUDES CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
18.1%
14 TYPE OF REPORTING PERSON*
IA, CO
<PAGE>
13D
CUSIP No. 485808109
1 NAMES OF REPORTING PERSONS/
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Vega Partners III, L.P.
13-3839561
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
3 SEC USE ONLY
4 SOURCE OF FUNDS*
WC
5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) [ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF 7 SOLE VOTING POWER
SHARES
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY EACH 353,900
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON WITH
10 SHARED DISPOSITIVE POWER
353,900
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
353,900
12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) [ ]
EXCLUDES CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.2%
14 TYPE OF REPORTING PERSON*
PN
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SCHEDULE 13D
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ITEM 1. SECURITY AND ISSUER.
This Statement on Schedule 13D (this "Statement") relates to the
Common Stock, par value $.01 per share (the "Common Stock"), of Kasper
A.S.L., Ltd., a Delaware corporation (the "Issuer"). The principal
executive offices of the Issuer are located at 77 Metroway, Secaucus, New
Jersey 07094. This statement amends the Schedule 13D filed by Whippoorwill
Associates, Inc. ("Whippoorwill") on September 17, 1999. The information
reflected on this Statement is current through June 30, 2000.
ITEM 2. IDENTITY AND BACKGROUND.
No change.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
No change.
ITEM 4. PURPOSE OF TRANSACTION.
No change.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
Item 5 is amended in its entirety as follows:
(a) The percentages set forth in this Item 5 are based on the
Issuer's Form 10-Q filed on May 12, 2000, which states that as of May 11,
2000, there were 6,800,000 shares of Common Stock outstanding.
The Holders, in the aggregate, directly own 1,233,585 shares of
Common Stock representing approximately 18.1% of the outstanding Common
Stock.
Vega III directly owns 353,900 shares of Common Stock
representing approximately 5.2% of the outstanding Common Stock.
(b) Although Whippoorwill does not own any of the Common Stock,
since Whippoorwill has discretionary authority with respect to the
investments of and acts as agents for its clients, Whippoorwill has shared
power to vote the 1,233,585 shares of the Common Class held by the Holders.
Whippoorwill has shared power to vote and dispose of the 353,900 shares of
Common Stock held by Vega III. The information required by Item 2 with
respect to Whippoorwill is set forth in Item 2 above.
(c) On June 22, 2000 Whippoorwill sold 45,506 shares of Common
Stock on behalf of certain Holders at a price per share of $2.625. This
transaction was effected through the Nasdaq stock market.
(d) The Holders have the right to receive and the power to direct
the receipt of dividends from, and the proceeds from the sale of, the
securities reported herein. Other than Vega III and the President and
Fellows of Harvard College, no Holder beneficially owns more than 5% of the
Common Stock.
(e) Not applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS
WITH RESPECT TO SECURITIES OF THE ISSUER.
No change.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
No change.
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SIGNATURES
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After reasonable inquiry and to the best of its knowledge and
belief, the undersigned certifies that the information set forth in this
statement is true, complete and correct.
Dated: June 30, 2000
WHIPPOORWILL ASSOCIATES, INC.
By: /s/ David A. Strumwasser
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Name: David A. Strumwasser
Title: Managing Director
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SIGNATURES
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After reasonable inquiry and to the best of its knowledge and
belief, the undersigned certifies that the information set forth in this
statement is true, complete and correct.
Dated: June 30, 2000
VEGA PARTNERS III, L.P.
By: Whippoorwill Partners, L.P., its general
partner
By: Whippoorwill Associates, Inc., its
general partner
By: /s/ David A. Strumwasser
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Name: David A. Strumwasser
Title: Managing Director
