Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  JONES APPAREL GROUP INC
2. Date of Event Requiring Statement (Month/Day/Year)
11/10/2004
3. Issuer Name and Ticker or Trading Symbol
BARNEYS NEW YORK INC [BNNY.OB]
(Last)
(First)
(Middle)
250 RITTENHOUSE CIRCLE, KEYSTONE PARK
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

BRISTOL,, PA 19007
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock, par value $0.01 per share ("Common Stock") 10,576,428 (1)
I (1)
See explanation of responses below. (1)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
JONES APPAREL GROUP INC
250 RITTENHOUSE CIRCLE
KEYSTONE PARK
BRISTOL,, PA 19007
    X    

Signatures

Wesley R. Card 11/12/2004
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) By virtue of that certain Principal Stockholders' Agreement dated as of November 10, 2004, among Jones Apparel Group, Inc. ("Parent"), Barneys New York, Inc. ("Barneys"), Whippoorwill Associates, Inc. as agent and/or general partner for its discretionary accounts and Bay Harbour Management L.C. for its managed accounts (the "Voting Agreement"), Parent may be deemed a beneficial owner pursuant to Section 13(d) of the Securities Exchange Act of 1934, as amended (the "Act"), of 10,576,428 shares of Common Stock subject to the Voting Agreement as of November 10, 2004. Pursuant to Rule 16a-1(a)(4) under the Act, Parent hereby states that this Initial Statement of Beneficial Ownership of Securities on Form 3 shall not be deemed an admission that Parent is, for purposes of Section 16 of the Act or otherwise, the beneficial owner of any equity securities of Barneys. Parent has no pecuniary interest in such shares of Common Stock.

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