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<P align=center><FONT face="Times New Roman"><FONT size=5>UNITED STATES
SECURITIES AND EXCHANGE COMMISSION</FONT></P><FONT size=4>
<P align=center>Washington, D.C. 20549</P>
<P align=center></FONT><B><FONT size=5>Form 8-K</FONT></P>
<P align=center>CURRENT REPORT<BR>PURSUANT TO SECTION 13 OR 15(d) OF
THE<BR>SECURITIES EXCHANGE ACT OF 1934</P></B></FONT>
<P align=center>Date of Report (Date of earliest event reported): <BR>April 15,
2009</P><FONT face="Times New Roman">
<P>&nbsp;</P>
<P align=center><FONT size=5>JONES APPAREL GROUP, INC.</FONT></FONT><BR>(Exact
Name of registrant as specified in its charter)</P>
<P>&nbsp;</P>
<DIV align=center>
<CENTER>
<TABLE
style="BORDER-RIGHT: medium none; BORDER-TOP: medium none; BORDER-LEFT: medium none; BORDER-BOTTOM: medium none"
cellSpacing=5 cellPadding=0 width="100%" border=0>

  <TR>
    <TD vAlign=top align=middle width="34%">
      <P align=center>Pennsylvania
      <HR color=#000000 noShade SIZE=1>
      (State or Other Jurisdiction of Incorporation) </TD>
    <TD vAlign=top align=middle width="30%">
      <P align=center>1-10746
      <HR color=#000000 noShade SIZE=1>
      (Commission File Number)</TD>
    <TD vAlign=top align=middle width="36%">
      <P align=center>06-0935166
      <HR color=#000000 noShade SIZE=1>
      (IRS Employer Identification No.)</TD></TR></TABLE></CENTER></DIV>
<DIV align=center>
<CENTER>
<TABLE cellSpacing=5 cellPadding=8 width="100%" border=0>

  <TR>
    <TD align=middle width="25%"></TD>
    <TD align=middle width="50%">1411 Broadway<BR>New York, New York&nbsp;
      10018
      <HR color=#000000 noShade SIZE=1>
      (Address of principal executive offices)</TD>
    <TD align=middle width="25%"></TD></TR>
  <TR>
    <TD align=middle width="25%"></TD>
    <TD align=middle width="50%">(212) 642-3860
      <HR color=#000000 noShade SIZE=1>
      (Registrant's telephone number, including area code)</TD>
    <TD align=middle width="25%"></TD></TR>
  <TR>
    <TD align=middle width="25%"></TD>
    <TD align=middle width="50%">Not Applicable
      <HR color=#000000 noShade SIZE=1>
       Former name or former address, if changed since last report</TD>
    <TD align=middle width="25%"></TD></TR></TABLE></CENTER></DIV>
<P>Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:</P>
<P>[&nbsp;&nbsp;] Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)&nbsp;<BR>[&nbsp;&nbsp;] Soliciting material pursuant to Rule 14a-12 under the
Exchange Act (17 CFR 240.14a-12)&nbsp;<BR>[&nbsp;&nbsp;] Pre-commencement communications
pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))<BR>[&nbsp;&nbsp;]
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR 240.13e-4(c))</P>
<HR>

<P><b>Item 1.01&nbsp; Entry into a Material Definitive Agreement.</b></P>
<p>On April 15, 2009, Jones Apparel Group, Inc. (the &quot;Company&quot;) announced that
it, Jones Apparel Group Holdings, Inc., Jones Apparel Group USA, Inc., Nine West
Footwear Corporation and Jones Retail Corporation (together, the &quot;Issuers&quot;) and
U.S. Bank National Association (as successor in interest to SunTrust Bank), as
trustee, entered into a supplemental indenture (the &quot;Supplemental Indenture&quot;)
that amended the terms of the indenture (the &quot;Indenture&quot;) governing their
outstanding Senior 4.250% Notes due 2009 (the &quot;2009 Notes&quot;), 5.125% Senior Notes
due 2014 (the &quot;2014 Notes&quot;) and 6.125% Senior Notes due 2034 (together with the
2009 Notes and the 2014 Notes, the &quot;Notes&quot;). The amendments to the Indenture
provide for a carveout to the lien covenant for liens incurred in connection
with a new senior secured credit facility (the &quot;Amendments&quot;) to be entered into
by the Issuers.
</p>
<p>The Supplemental Indenture provides that the Amendments will become operative
upon the payment of the consent fee to each holder of the Notes that validly
consented and did not validly revoke such consent to the Amendments. The Issuers
will accept the consents and pay or cause to be paid the consent fee of $20 per
$1,000 principal amount of Notes for which consents were validly delivered after
the satisfaction of all the conditions set forth in the Consent Solicitation
Statement dated April 1, 2009. The Supplemental Indenture will be binding on all
holders, including non-consenting holders of Notes.
</p>
<p>The foregoing summary of the Supplemental Indenture does not purport to be
complete and is qualified in its entirety by reference to the definitive
Supplemental Indenture, which is filed as Exhibit 10.1 hereto and is
incorporated herein by reference.<br>
<br>
</p>
<p><b>Item 7.01&nbsp; Regulation FD Disclosure. </b></p>
<P>On April 15, 2009, the Issuers received the consents of holders representing
at least a majority in principal amount of the Notes then outstanding pursuant
to their previously announced consent solicitation with respect to the Notes
(the &quot;Required Consents&quot;). </P>
<P>As of 3:00 p.m., New York City time, on April 15, 2009, the Issuers had
received consents in respect of $604,756,000 principal amount of the Notes, or
approximately 81% of the aggregate principal amount of Notes outstanding. On
April 15, 2009, the Issuers and the trustee executed a Supplemental Indenture
amending the terms of the Indenture governing the Notes. As a result of the
execution of the Supplemental Indenture, holders of Notes who have delivered
consents pursuant to the consent solicitation may not revoke their consents and
holders of the 2009 Notes who have delivered tenders pursuant to the Issuers'
previously announced tender offer and also delivered consents pursuant to the
consent solicitation may not withdraw their tenders or revoke their consents. </P>
<P>The Company issued a press release on April 15, 2009 announcing the receipt
of required consents in the consent solicitation, which is attached hereto as
Exhibit 99.1 and furnished herewith.</P>
<P><b>Item 9.01&nbsp; Financial Statements and Exhibits.</b></P>
<TABLE id=table2 cellPadding=0 width="100%" border=0>

  <TR>
    <TD vAlign=top width="8%"><U>Exhibit No.</U></TD>
    <TD vAlign=top width="92%"><U>Description</U></TD></TR></TABLE>
<TABLE id=table3 cellPadding=0 width="100%" border=0>

  <tr>
    <TD vAlign=top width="8%">10.1</TD>
    <TD vAlign=top width="92%">Second Supplemental Indenture dated as of April
	15, 2009 between Jones Apparel Group, Inc., Jones Apparel Group Holdings,
	Inc., Jones Apparel Group USA, Inc., Nine West Footwear Corporation and
	Jones Retail Corporation, as Issuers, and U.S. Bank National Association, as
	Trustee.&nbsp;&nbsp; <br>
&nbsp;</TD>
	</tr>

  <TR>
    <TD vAlign=top width="8%">99.1</TD>
    <TD vAlign=top width="92%">Press Release of the Registrant dated April 15,
	2009.</TD></TR>

  </TABLE>
<P align=center>2</P>
<HR>

<P align=center>&nbsp;<B>SIGNATURES</B></P>
<P>Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.</P>
<P align=justify>&nbsp;</P>
<DIV align=center>
<CENTER>
<TABLE
style="BORDER-RIGHT: medium none; BORDER-TOP: medium none; BORDER-LEFT: medium none; BORDER-BOTTOM: medium none"
cellPadding=0 width="100%" border=0>

  <TR>
    <TD width="50%"></TD>
    <TD width="50%">JONES APPAREL GROUP, INC.<BR>(Registrant)
      <P>By:&nbsp;<U>/s/ Ira M. Dansky&nbsp;</U><BR>&nbsp;&nbsp;&nbsp;&nbsp; Ira M.
		Dansky<BR>&nbsp;&nbsp;&nbsp;&nbsp; Executive Vice President,<br>
&nbsp;&nbsp;&nbsp;&nbsp; General Counsel and Secretary</P></TD></TR></TABLE></CENTER></DIV>
<P>&nbsp;Date: April 15, 2009</P>
<P align=center>&nbsp;3</P>
<HR>

<P align=left>Exhibit Index</P>
<DIV align=left>
<TABLE cellPadding=0 width="100%" border=0>

  <TR>
    <TD width="12%"><U>Exhibit No.</U></TD>
    <TD width="88%"><U>Description</U></TD></TR>
  <tr>
    <TD vAlign=top width="12%">10.1</TD>
    <TD vAlign=top width="88%">Second Supplemental Indenture dated as of April
	15, 2009 between Jones Apparel Group, Inc., Jones Apparel Group Holdings,
	Inc., Jones Apparel Group USA, Inc., Nine West Footwear Corporation and
	Jones Retail Corporation, as Issuers, and U.S. Bank National Association, as
	Trustee. <br>
&nbsp;</TD>
	</tr>
  <TR>
    <TD vAlign=top width="12%">99.1</TD>
    <TD vAlign=top width="88%">Press Release of the Registrant dated April 15,
	2009.</TD></TR>
	</TABLE></DIV>
<P align=center>4</P></BODY></HTML>
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Form 8-K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):
April 15,
2009
JONES APPAREL GROUP, INC.
(Exact
Name of registrant as specified in its charter)
Pennsylvania
(State or Other Jurisdiction of Incorporation)
1-10746
(Commission File Number)
06-0935166
(IRS Employer Identification No.)
1411 Broadway
New York, New York 
      10018
(Address of principal executive offices)
(212) 642-3860
(Registrant's telephone number, including area code)
Not Applicable
Former name or former address, if changed since last report
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
[  ] Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
[  ] Soliciting material pursuant to Rule 14a-12 under the
Exchange Act (17 CFR 240.14a-12)
[  ] Pre-commencement communications
pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ]
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR 240.13e-4(c))
Item 1.01  Entry into a Material Definitive Agreement.
On April 15, 2009, Jones Apparel Group, Inc. (the "Company") announced that
it, Jones Apparel Group Holdings, Inc., Jones Apparel Group USA, Inc., Nine West
Footwear Corporation and Jones Retail Corporation (together, the "Issuers") and
U.S. Bank National Association (as successor in interest to SunTrust Bank), as
trustee, entered into a supplemental indenture (the "Supplemental Indenture")
that amended the terms of the indenture (the "Indenture") governing their
outstanding Senior 4.250% Notes due 2009 (the "2009 Notes"), 5.125% Senior Notes
due 2014 (the "2014 Notes") and 6.125% Senior Notes due 2034 (together with the
2009 Notes and the 2014 Notes, the "Notes"). The amendments to the Indenture
provide for a carveout to the lien covenant for liens incurred in connection
with a new senior secured credit facility (the "Amendments") to be entered into
by the Issuers.
The Supplemental Indenture provides that the Amendments will become operative
upon the payment of the consent fee to each holder of the Notes that validly
consented and did not validly revoke such consent to the Amendments. The Issuers
will accept the consents and pay or cause to be paid the consent fee of $20 per
$1,000 principal amount of Notes for which consents were validly delivered after
the satisfaction of all the conditions set forth in the Consent Solicitation
Statement dated April 1, 2009. The Supplemental Indenture will be binding on all
holders, including non-consenting holders of Notes.
The foregoing summary of the Supplemental Indenture does not purport to be
complete and is qualified in its entirety by reference to the definitive
Supplemental Indenture, which is filed as Exhibit 10.1 hereto and is
incorporated herein by reference.
Item 7.01  Regulation FD Disclosure.
On April 15, 2009, the Issuers received the consents of holders representing
at least a majority in principal amount of the Notes then outstanding pursuant
to their previously announced consent solicitation with respect to the Notes
(the "Required Consents").
As of 3:00 p.m., New York City time, on April 15, 2009, the Issuers had
received consents in respect of $604,756,000 principal amount of the Notes, or
approximately 81% of the aggregate principal amount of Notes outstanding. On
April 15, 2009, the Issuers and the trustee executed a Supplemental Indenture
amending the terms of the Indenture governing the Notes. As a result of the
execution of the Supplemental Indenture, holders of Notes who have delivered
consents pursuant to the consent solicitation may not revoke their consents and
holders of the 2009 Notes who have delivered tenders pursuant to the Issuers'
previously announced tender offer and also delivered consents pursuant to the
consent solicitation may not withdraw their tenders or revoke their consents.
The Company issued a press release on April 15, 2009 announcing the receipt
of required consents in the consent solicitation, which is attached hereto as
Exhibit 99.1 and furnished herewith.
Item 9.01  Financial Statements and Exhibits.
Exhibit No.
Description
10.1
Second Supplemental Indenture dated as of April
	15, 2009 between Jones Apparel Group, Inc., Jones Apparel Group Holdings,
	Inc., Jones Apparel Group USA, Inc., Nine West Footwear Corporation and
	Jones Retail Corporation, as Issuers, and U.S. Bank National Association, as
	Trustee.
99.1
Press Release of the Registrant dated April 15,
	2009.
2
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
JONES APPAREL GROUP, INC.
(Registrant)
By:
/s/ Ira M. Dansky
Ira M.
		Dansky
Executive Vice President,
General Counsel and Secretary
Date: April 15, 2009
3
Exhibit Index
Exhibit No.
Description
10.1
Second Supplemental Indenture dated as of April
	15, 2009 between Jones Apparel Group, Inc., Jones Apparel Group Holdings,
	Inc., Jones Apparel Group USA, Inc., Nine West Footwear Corporation and
	Jones Retail Corporation, as Issuers, and U.S. Bank National Association, as
	Trustee.
99.1
Press Release of the Registrant dated April 15,
	2009.
4