SCHEDULE 14A INFORMATION

                 Proxy Statement Pursuant to Section 14(a) of
                      the Securities Exchange Act of 1934

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                           MAXWELL SHOE COMPANY INC.
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               (Name of Registrant as Specified In Its Charter)

                           JONES APPAREL GROUP, INC.
                             MSC ACQUISITION CORP.
- --------------------------------------------------------------------------------
   (Name of Person(s) Filing Proxy Statement, if other than the Registrant)

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          The following is a statement made by Peter Boneparth, the President
and Chief Executive Officer of Jones Apparel Group, Inc., that appeared in an
article published in The New York Times on May 6, 2004:

          "Everybody's making such a big deal about this 'hostile'
takeover.... They've rejected $20 a share, and we want to have a direct
conversation with the shareholders. I have a good relationship with their
chief executive. We're just trying to do a deal, like any other deal."



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                             IMPORTANT INFORMATION


Investors and security holders are urged to read the disclosure
documents filed with the Securities and Exchange Commission (the "SEC") on
March 23, 2004 and from time to time, including the tender offer statement,
regarding the tender offer by MSC Acquisition Corp. ("MSC"), an indirect
wholly owned subsidiary of Jones Apparel Group, Inc. ("Jones"), for all the
outstanding shares of Class A Common Stock, together with the associated
preferred stock purchase rights, of Maxwell Shoe Company Inc. ("Maxwell").
Investors and security holders may obtain a free copy of the disclosure
documents (when they are available) and other documents filed by Jones or MSC
with the SEC at the SEC's website at www.sec.gov. In addition, documents filed
with the SEC by Jones or MSC may be obtained free of charge from Jones by
directing a request to Jones Apparel Group, Inc., 250 Rittenhouse Circle,
Keystone Park, Bristol, Pennsylvania 19007, Attention: Chief Operating and
Financial Officer.

Jones filed a definitive consent solicitation statement on April 21,
2004 with the SEC. Investors and security holders may obtain a free copy of
the definitive consent solicitation statement and other documents filed by
Jones or MSC with the SEC at the SEC's website at www.sec.gov. In addition,
documents filed with the SEC by Jones or MSC may be obtained free of charge
from Jones by directing a request to Jones Apparel Group, Inc., 250
Rittenhouse Circle, Keystone Park, Bristol, Pennsylvania 19007, Attention:
Chief Operating and Financial Officer.

                  CERTAIN INFORMATION CONCERNING PARTICIPANTS

Jones, MSC and, in each case, certain of its officers, directors and
nominees for the directorships of Maxwell, among others, may be deemed to be
participants in the solicitation of Maxwell's stockholders. The security
holders of Maxwell may obtain information regarding the names, affiliations
and interests of individuals who may be participants in the solicitation of
Maxwell's stockholders in the definitive consent solicitation statement filed
by Jones with the SEC on Schedule 14A on April 21, 2004.