UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 25049
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 4)*
THE HAIN FOOD GROUP, INC.
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(Name of Issuer)
Common Stock, par value $.01 per share
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(Title of Class of Securities)
405219 10 6
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(CUSIP Number)
Andrew R. Heyer
CIBC Wood Gundy Securities Corp.
425 Lexington Avenue
New York, New York 10017
(212) 885-4400
Copies to:
Roger Meltzer
Cahill Gordon & Reindel
80 Pine Street
New York, New York 10005
(212) 701-3000
(Name, Address and Telephone Number of Person Authorized to Receive Notices
and Communications)
February 14, 1997
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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 which is the subject of this Schedule 13D, and is fil-
ing this schedule because of Rule 13d-1(b)(3) or (4), check the following
box /_/.
Note: Six copies of this statement, including all exhibits, should be filed
with the Commission. See Rule 13d-1(a) 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 dis-
closures provided in a prior cover page.
The information required on 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).
<PAGE>
SCHEDULE 13D
CUSIP No. 405219 10 6 Page 2 of 3 Pages
This Amendment No. 4 amends and supplements the Sched-
ule 13D ("Schedule 13D"), as amended by Amendment Nos. 1, 2 and
3, filed by (i) Argosy Investment Corp. ("AIC"); (ii) Argosy-Hain
Investment Group, L.P. ("AHIG"); (iii) Argosy-Hain Warrant Hold-
ings, L.P. ("AHWH"); (iv) Andrew R. Heyer; (v) Dean C. Kehler and
(vi) Jay R. Bloom (collectively, the "Reporting Persons") with
respect to the common stock, par value $.01 per share, of The
Hain Food Group, Inc., a Delaware corporation, formerly Kineret
Acquisition Corp.
ITEM 1. Security and Issuer
The class of securities to which this Statement relates
is the common stock, par value $.01 per share ("Common Stock"),
of The Hain Food Group, Inc., a Delaware corporation, formerly
Kineret Acquisition Corp. (the "Company"). The address of the
principal executive offices of the Company is 50 Charles
Lindbergh Boulevard, Suite 100, Uniondale, New York 11553.
ITEM 5. Interest in Securities of the Issuer
Item 5 is amended by adding the following:
"In the normal course of its trading activities, CIBC
Wood Gundy Securities Corp. ("CIBC Wood Gundy") may hold long or
short positions in the Common Stock. On February 14, 1997, CIBC
Wood Gundy purchased 345,307 shares of Common Stock (the "Exeter
Shares") from Exeter Venture Lenders, L.P. in a private transac-
tion at a purchase price of $4.375 per share. CIBC Wood Gundy
sold the Exeter Shares in the public market pursuant to the
applicable volume restrictions under Rule 144 of the Securities
Act of 1933, as amended. Messrs. Heyer, Kehler and Bloom are
managing directors of CIBC Wood Gundy. The Reporting Persons
disclaim beneficial ownership of the Exeter Shares."
<PAGE>
SCHEDULE 13D
CUSIP No. 405219 10 6 Page 3 of 3 Pages
SIGNATURE
After reasonable inquiry and to the best of the under-
signed's knowledge and belief, the undersigned certifies that the
information set forth in this statement is true, complete and
correct.
Dated: February 26, 1997
ARGOSY-HAIN INVESTMENT GROUP, L.P.
ARGOSY-HAIN WARRANT HOLDINGS, L.P.
ARGOSY INVESTMENT CORP.
Dean C. Kehler
Jay R. Bloom
Andrew R. Heyer
By: /s/ Jay R. Bloom
--------------------------------
Name: Jay R. Bloom
Title: attorney-in-fact
