SECURITIES AND EXCHANGE COMMISSION
                          Washington, D.C. 20549
                          ______________________

                             FORM 10-K/A No. 1

(Mark One)
[X]  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
      EXCHANGE ACT OF 1934
      For the fiscal year ended December 31, 1998

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
     SECURITIES EXCHANGE ACT OF 1934
     For the transition period from ________ to ________

Commission file number 1-10746

                         JONES APPAREL GROUP, INC.
           (Exact name of registrant as specified in its charter)

Pennsylvania                                         06-0935166
(State or other jurisdiction of                   (I.R.S. Employer
incorporation or organization)                   Identification No.)


250 Rittenhouse Circle,
Bristol, Pennsylvania                                  19007
(Address of principal executive offices)             (Zip Code)

Registrant's telephone number, including area code: (215) 785-4000

Securities registered pursuant to Section 12(b) of the Act:

                                        Name of each exchange
     Title of Each Class                 on which registered
- -----------------------------       -----------------------------
Common Stock, $0.01 par value       New York Stock Exchange, Inc.

Securities registered pursuant to Section 12(g) of the Act:  None


  Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days.   [X] Yes    [ ] No

  Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. [  ]

  The aggregate market value of the voting stock held by non-affiliates of the
registrant as of March 22, 1999 was approximately $2,087,400,914.

  As of March 22, 1999, there were 103,642,379 shares of the registrant's
common stock outstanding.

 2

Explanatory Note

  The undersigned Registrant hereby amends, as and to the extent
set forth below, the following items, financial statements,
financial statement schedules, exhibits or other portions of its
Annual Report on Form 10-K for the year ended December 31, 1998,
filed pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934:

  Exhibit Index

  The descriptions of Exhibits 10.16 and 10.17 are being amended
to state that portions have been deleted pursuant to application
for confidential treatment under Rule 24B-2 of the Securities
Exchange Act of 1934.


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                            EXHIBIT INDEX

Incorporated
by Reference    Exhibit
to Exhibit      Nos.      Description of Exhibit
- ------------    -------   ----------------------

                          **********************

(11) 10.53      10.16     License Agreement dated as of August 1, 1995 by and
                          between PRL USA, Inc., as assignee of Polo Ralph
                          Lauren Corporation, successor to Polo Ralph Lauren,
                          L.P., and Sun Apparel, Inc., as amended to date#

(11) 10.54      10.17     Design Services Agreement dated as of August 1, 1995
                          by and between Polo Ralph Lauren Corporation,
                          successor to Polo Ralph Lauren, L.P., and Sun Apparel,
                          Inc., as amended to date#


                          **********************

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SIGNATURE


  Pursuant to the requirements of the Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this Amendment to
Annual Report on Form 10-K to be signed on its behalf by the undersigned,
thereunto duly authorized.



Date: August 26, 1999                        By            /s/ Wesley R. Card
                                                 ----------------------------
                                                               WESLEY R. CARD
                                                      Chief Financial Officer


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