As filed with the Securities and Exchange Commission on May 15, 1996
                                                     Registration No. 33-     
                                    
                       SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C.  20549

                                    FORM S-8
                             REGISTRATION STATEMENT
                                     UNDER
                           THE SECURITIES ACT OF 1933

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


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


                             250 Rittenhouse Circle
                          Bristol, Pennsylvania  19007
                                 (215) 785-4000
         (Address, including zip code, and telephone number, including
            area code, of registrant's principal executive offices)

                    

                             1996 Stock Option Plan
                              (Full Title of Plan)
                     

                      Herbert J. Goodfriend, Vice Chairman
                            Jones Apparel Group, Inc.
                             250 Rittenhouse Circle
                          Bristol, Pennsylvania  19007
                                 (215) 785-4000
         (name and address, including zip code and telephone number,
                  including area code of agent for service)
                     

                                   Copies to:

                              Brian Brodrick, Esq.
                   Phillips Nizer Benjamin Krim & Ballon LLP
                                666 Fifth Avenue
                            New York, New York 10103
                                 (212) 977-9700


                        CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION>

                                             Proposed        Proposed        
                                             Maximum         Maximum          Amount of
Title of Securities           Amount to be   Offering Price  Aggregate        Registration
to be Registered              Registered(1)  Per Share       Offering Price   Fee(2)
<S>                           <C>            <C>             <C>              <C>
Common Stock, $0.01 par
value.......................  2,000,000      $54.0625        $108,125,000     $37,284.48

(1)  An indeterminate number of shares of Common Stock are registered 
     hereunder, which may be issued as provided in the various options, in 
     the event provisions against dilution become operative.  No additional 
     registration fee is included for these shares.

(2)  The registration fee is based upon the average of the high and low sales 
     prices for the Common Stock of $54.0625 on May 10, 1996 as prescribed by Rule 457(c).

</TABLE>
<PAGE>

                             PART II

Item 3.  Incorporation of Documents by Reference.

     The following documents which have been filed by Jones Apparel Group, Inc.
(the "Registrant") with the Securities and Exchange Commission (the 
"Commission"), are hereby incorporated by reference in this Registration 
Statement:

     1.   Annual Report on Form 10-K for the fiscal year ended December 31,
          1995.

     2.   Quarterly Report on Form 10-Q for the quarter ended March 31, 1996.

     3.   The description of the Common Stock contained in the Registrant's 
          Registration Statement on Form 8-A filed pursuant to Section 12 of the
          Exchange Act, and any amendment or report filed for the purpose of 
          updating such description.

     All documents filed by the Registrant pursuant to Section 13(a), 13(c), 14
and 15(d) of the Securities Exchange Act of 1934 subsequent to the date of the 
Registration Statement and prior to the filing of a post-effective amendment, 
which indicates that all securities offered have been sold or which deregisters
all securities then remaining unsold, shall be deemed to be incorporated by 
reference into this Registration Statement and to be a part hereof from the 
respective dates of filing such documents.

     The Registrant will provide without charge to any Plan participant, at the
request of such person, a copy of any or all of the foregoing documents 
incorporated herein by reference (other than exhibits to such documents).  
Requests should be directed to Wesley R. Card, Chief Financial Officer, Jones 
Apparel Group, Inc., 250 Rittenhouse Circle, Bristol, Pennsylvania 19007 
(Tel. No. 215-785-4000).

Item 4.  Description of Securities.

     Not Applicable.

Item 5.  Interests of Names Experts and Counsel.

     Not Applicable.

Item 6.  Indemnification of Directors and Officers.

     As permitted by the Pennsylvania Business Corporation Law, Section 8.1 of 
the Registrant's By-laws provides that a director of the Registrant shall not 
be personally liable for monetary damages for any action taken or failed to be
taken, other than as expressly provided in the Pennsylvania Business Corporation
Law.  Furthermore, Section 8.2 of the Registrant's By-laws provides that the
Registrant shall indemnify each officer and director to the full extent 
permitted by the Pennsylvania Business Corporation Law, and shall pay and
advance expenses for any matters covered by such indemnification.

     Section 1741 of the Pennsylvania Business Corporation Law provides that
the Registrant shall have power to indemnify any person who was or is a party
or is threatened to be made a party to any threatened, pending or completed
action or proceeding, whether civil, criminal, administrative or investigative
(other than an action by or in the right of the corporation), by reason of the 
fact that he is or was a representative of the corporation, or is or was 
serving at the request of the corporation as a representative of another 
domestic or foreign corporation for profit or not-for-profit, partnership, 
joint venture, trust or other enterprise, against expenses (including 
attorney's fees), judgments, fines and amounts paid in settlement actually and 
reasonably incurred by him in connection with the action or proceeding if he 
acted in good faith and in a manner he reasonably believed to be in, or not 
opposed to, the best interests of the corporation and, with respect to any
criminal proceeding, had no reasonable cause to believe his conduct was 
unlawful.  The termination of any action or proceeding by judgment, order,

                                      - 2 -
<PAGE>

settlement or conviction or upon a plea of nolo contendere or its equivalent
shall not of itself create a presumption that the person did not act in good
faith and in a manner that he reasonably believed to be in, or not opposed 
to, the best interests of the corporation and, with respect to any criminal
proceeding, had reasonable cause to believe that his conduct was unlawful.

     Section 1742 of the Pennsylvania Business Corporation Law provides that 
the Registrant shall have the power to indemnify any person who was or is a 
party, or is threatened to be made a party, to any threatened, pending or 
completed action by or in the right of the corporation to procure a judgment
in its favor by reason of the fact that he is or was a representative of the
corporation or is or was serving at the request of the corporation as a 
representative of another domestic or foreign corporation for profit or 
not-for-profit, partnership, joint venture, trust or other enterprise, 
against expenses (including attorney's fees) actually and reasonably incurred
by him in connection with the defense or settlement of the action if he acted
in good faith and in a manner he reasonably believed to be in, or not opposed
to, the best interests of the corporation.  Indemnification shall not be made
under this section in respect of any claim, issue or matter as to which the
person has been adjudged to be liable to the corporation unless and only to 
the extent that the court of common pleas of the judicial district embracing
the country in which the registered office of the corporation is located or
the court in which the action was brought determined upon application that,
despite the adjudication of liability but in view of all the circumstances 
of the case, the person is fairly and reasonably entitled to indemnity for 
the expenses that the court of common pleas or other court deems proper.

     The Registrant also maintains a policy of directors' and officers' 
liability insurance.  


Item 7.  Exemption From Registration Claimed.

     Not Applicable.


Item 8.  Exhibits.

Exhibit 
Nos.      Description of Exhibits

5.1* Opinion of Phillips Nizer Benjamin Krim & Ballon LLP
10.1*  1996 Stock Option Plan and Form of Stock Option Agreements
23.1*  Consent of BDO Seidman
23.2*  Consent of Phillips Nizer Benjamin Krim & Ballon LLP (included in 
       Exhibit 5.1)*
__________________
*Filed herewith.

Item 9.  Undertakings.

     1.  The undersigned Registrant hereby undertakes:

         (i)   To file, during any period in which offers or sales are being 
made, a post-effective amendment to this Registration Statement to include 
any material information with respect to the plan of distribution not
previously disclosed in the Registration Statement or any material change to
such information in the Registration Statement.

         (ii)  That, for the purpose of determining any liability under the 
Securities Act of 1933, each such post-effective amendment shall be deemed 
to be a new registration statement relating to the securities offered therein,
and the offering of such securities at that time shall be deemed to be the 
initial bona fide offering thereof.

                                      - 3 -
<PAGE>

         (iii) To remove from registration by means of a post-effective 
amendment any of the securities being registered which remain unsold at the 
termination of the offering.

     2.  The undersigned registrant hereby undertakes that, for purposes of 
determining any liability under the Securities Act of 1933, each filing of 
the registrant's annual report pursuant to Section 13(a) or Section 15(d)
of the Securities Exchange Act of 1934 (and, where applicable, each filing 
of an employee benefit plan's annual report pursuant to Section 15(d) of the
Securities Exchange Act of 1934) that is incorporated by reference in the 
Registration Statement shall be deemed to be a new registration statement 
relating to the securities offered therein, and the offering of such 
securities at that time shall be deemed to be the initial bona fide offering
thereof.

     3.  Insofar as indemnification for liabilities arising under the 
Securities Act of 1933, as amended (the "Act") may be permitted to directors,
officers or controlling persons of the registrant, pursuant to the foregoing
provisions, or otherwise, the registrant has been advised that, in the 
opinion of the Securities and Exchange Commission, such indemnification is 
against public policy as expressed in the Act, and is, therefore,
unenforceable.  In the event that a claim for indemnification against such 
liabilities (other than the payment by the registrant of expenses incurred 
or paid by a director, officer or controlling person of the registrant in
the successful defense of any action, suit or proceeding is asserted by such
director, officer or controlling person in connection with the securities 
being registered hereunder, the registrant will, unless in the opinion of
its counsel the matter has been settled by controlling precedent, submit to
a court of appropriate jurisdiction the question whether such indemnification
by it is against public policy as expressed in the act and will be governed
by the final adjudication of such issue.




                                      - 4 -
<PAGE>

                                   SIGNATURES


     Pursuant to the requirements of the Securities Act of 1933, the Registrant
certifies that it has reasonable grounds to believe that it meets all of the 
requirements for the filing on Form S-8 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly 
authorized, in the City of New York, State of New York, on the 15th day of 
May 1996.


                                          JONES APPAREL GROUP, INC.
                              
                              
                                          By /s/ Sidney Kimmel
                                             -----------------------
                                             Sidney Kimmel, Chairman
                                   
                              
                                
     Pursuant to the requirements of the Securities Act of 1933, this 
Registration Statement has been signed by the following persons in the 
capacities and on the dates indicated:



Signature                      Title                           Date


/s/ Sidney Kimmel              Chairman and Director           May 15, 1996
- -------------------------      (Chief Executive Officer)
Sidney Kimmel


/s/ Wesley R. Card             Chief Financial Officer         May 15, 1996
- -------------------------      (Principal Financial Officer)
Wesley R. Card
              
                                      
/s/ Gary R. Klocek             Controller                      May 15, 1996
- -------------------------      (Principal Accounting Officer)
Gary R. Klocek


/s/ Herbert J. Goodfriend      Vice Chairman and Director      May 15, 1996
- -------------------------
Herbert J. Goodfriend


/s/ Irwin Samelman             Executive Vice President,       May 15, 1996
- -------------------------      Marketing and Director
Irwin Samelman


                               Director                        May __, 1996
- -------------------------
Geraldine Stutz


                               Director                        May __, 1996
- -------------------------
Howard Gittis

                                      - 5 -
[{"type": "S-8", "sequence": "1", "secsgml_size_bytes": 14316}]
{"company-data": {"conformed-name": "JONES APPAREL GROUP INC", "cik": "0000874016", "assigned-sic": "2330", "irs-number": "060935166", "state-of-incorporation": "PA", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-03767", "film-number": "96565527"}, "business-address": {"street1": "250 RITTENHOUSE CIRCLE", "city": "BRISTOL", "state": "PA", "zip": "19007", "phone": "2157854000"}, "mail-address": {"street1": "250 RITTENHOUSE CIRCLE", "city": "BRISTOL", "state": "PA", "zip": "19007"}}
As filed with the Securities and Exchange Commission on May 15, 1996
                                                     Registration No. 33-     
                                    
                       SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C.  20549

                                    FORM S-8
                             REGISTRATION STATEMENT
                                     UNDER
                           THE SECURITIES ACT OF 1933

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

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

                             250 Rittenhouse Circle
                          Bristol, Pennsylvania  19007
                                 (215) 785-4000
         (Address, including zip code, and telephone number, including
            area code, of registrant's principal executive offices)

                    

                             1996 Stock Option Plan
                              (Full Title of Plan)
                     

                      Herbert J. Goodfriend, Vice Chairman
                            Jones Apparel Group, Inc.
                             250 Rittenhouse Circle
                          Bristol, Pennsylvania  19007
                                 (215) 785-4000
         (name and address, including zip code and telephone number,
                  including area code of agent for service)
                     

                                   Copies to:

                              Brian Brodrick, Esq.
                   Phillips Nizer Benjamin Krim & Ballon LLP
                                666 Fifth Avenue
                            New York, New York 10103
                                 (212) 977-9700

                        CALCULATION OF REGISTRATION FEE
Proposed        Proposed        
                                             Maximum         Maximum          Amount of
Title of Securities           Amount to be   Offering Price  Aggregate        Registration
to be Registered              Registered(1)  Per Share       Offering Price   Fee(2)
Common Stock, $0.01 par
value.......................  2,000,000      $54.0625        $108,125,000     $37,284.48

(1)  An indeterminate number of shares of Common Stock are registered 
     hereunder, which may be issued as provided in the various options, in 
     the event provisions against dilution become operative.  No additional 
     registration fee is included for these shares.

(2)  The registration fee is based upon the average of the high and low sales 
     prices for the Common Stock of $54.0625 on May 10, 1996 as prescribed by Rule 457(c).
PART II

Item 3.  Incorporation of Documents by Reference.

     The following documents which have been filed by Jones Apparel Group, Inc.
(the "Registrant") with the Securities and Exchange Commission (the 
"Commission"), are hereby incorporated by reference in this Registration 
Statement:

     1.   Annual Report on Form 10-K for the fiscal year ended December 31,
          1995.

     2.   Quarterly Report on Form 10-Q for the quarter ended March 31, 1996.

     3.   The description of the Common Stock contained in the Registrant's 
          Registration Statement on Form 8-A filed pursuant to Section 12 of the
          Exchange Act, and any amendment or report filed for the purpose of 
          updating such description.

     All documents filed by the Registrant pursuant to Section 13(a), 13(c), 14
and 15(d) of the Securities Exchange Act of 1934 subsequent to the date of the 
Registration Statement and prior to the filing of a post-effective amendment, 
which indicates that all securities offered have been sold or which deregisters
all securities then remaining unsold, shall be deemed to be incorporated by 
reference into this Registration Statement and to be a part hereof from the 
respective dates of filing such documents.

     The Registrant will provide without charge to any Plan participant, at the
request of such person, a copy of any or all of the foregoing documents 
incorporated herein by reference (other than exhibits to such documents).  
Requests should be directed to Wesley R. Card, Chief Financial Officer, Jones 
Apparel Group, Inc., 250 Rittenhouse Circle, Bristol, Pennsylvania 19007 
(Tel. No. 215-785-4000).

Item 4.  Description of Securities.

     Not Applicable.

Item 5.  Interests of Names Experts and Counsel.

     Not Applicable.

Item 6.  Indemnification of Directors and Officers.

     As permitted by the Pennsylvania Business Corporation Law, Section 8.1 of 
the Registrant's By-laws provides that a director of the Registrant shall not 
be personally liable for monetary damages for any action taken or failed to be
taken, other than as expressly provided in the Pennsylvania Business Corporation
Law.  Furthermore, Section 8.2 of the Registrant's By-laws provides that the
Registrant shall indemnify each officer and director to the full extent 
permitted by the Pennsylvania Business Corporation Law, and shall pay and
advance expenses for any matters covered by such indemnification.

     Section 1741 of the Pennsylvania Business Corporation Law provides that
the Registrant shall have power to indemnify any person who was or is a party
or is threatened to be made a party to any threatened, pending or completed
action or proceeding, whether civil, criminal, administrative or investigative
(other than an action by or in the right of the corporation), by reason of the 
fact that he is or was a representative of the corporation, or is or was 
serving at the request of the corporation as a representative of another 
domestic or foreign corporation for profit or not-for-profit, partnership, 
joint venture, trust or other enterprise, against expenses (including 
attorney's fees), judgments, fines and amounts paid in settlement actually and 
reasonably incurred by him in connection with the action or proceeding if he 
acted in good faith and in a manner he reasonably believed to be in, or not 
opposed to, the best interests of the corporation and, with respect to any
criminal proceeding, had no reasonable cause to believe his conduct was 
unlawful.  The termination of any action or proceeding by judgment, order,

                                      - 2 -
settlement or conviction or upon a plea of nolo contendere or its equivalent
shall not of itself create a presumption that the person did not act in good
faith and in a manner that he reasonably believed to be in, or not opposed 
to, the best interests of the corporation and, with respect to any criminal
proceeding, had reasonable cause to believe that his conduct was unlawful.

     Section 1742 of the Pennsylvania Business Corporation Law provides that 
the Registrant shall have the power to indemnify any person who was or is a 
party, or is threatened to be made a party, to any threatened, pending or 
completed action by or in the right of the corporation to procure a judgment
in its favor by reason of the fact that he is or was a representative of the
corporation or is or was serving at the request of the corporation as a 
representative of another domestic or foreign corporation for profit or 
not-for-profit, partnership, joint venture, trust or other enterprise, 
against expenses (including attorney's fees) actually and reasonably incurred
by him in connection with the defense or settlement of the action if he acted
in good faith and in a manner he reasonably believed to be in, or not opposed
to, the best interests of the corporation.  Indemnification shall not be made
under this section in respect of any claim, issue or matter as to which the
person has been adjudged to be liable to the corporation unless and only to 
the extent that the court of common pleas of the judicial district embracing
the country in which the registered office of the corporation is located or
the court in which the action was brought determined upon application that,
despite the adjudication of liability but in view of all the circumstances 
of the case, the person is fairly and reasonably entitled to indemnity for 
the expenses that the court of common pleas or other court deems proper.

     The Registrant also maintains a policy of directors' and officers' 
liability insurance.  

Item 7.  Exemption From Registration Claimed.

     Not Applicable.

Item 8.  Exhibits.

Exhibit 
Nos.      Description of Exhibits

5.1* Opinion of Phillips Nizer Benjamin Krim & Ballon LLP
10.1*  1996 Stock Option Plan and Form of Stock Option Agreements
23.1*  Consent of BDO Seidman
23.2*  Consent of Phillips Nizer Benjamin Krim & Ballon LLP (included in 
       Exhibit 5.1)*
__________________
*Filed herewith.

Item 9.  Undertakings.

     1.  The undersigned Registrant hereby undertakes:

         (i)   To file, during any period in which offers or sales are being 
made, a post-effective amendment to this Registration Statement to include 
any material information with respect to the plan of distribution not
previously disclosed in the Registration Statement or any material change to
such information in the Registration Statement.

         (ii)  That, for the purpose of determining any liability under the 
Securities Act of 1933, each such post-effective amendment shall be deemed 
to be a new registration statement relating to the securities offered therein,
and the offering of such securities at that time shall be deemed to be the 
initial bona fide offering thereof.

                                      - 3 -
(iii) To remove from registration by means of a post-effective 
amendment any of the securities being registered which remain unsold at the 
termination of the offering.

     2.  The undersigned registrant hereby undertakes that, for purposes of 
determining any liability under the Securities Act of 1933, each filing of 
the registrant's annual report pursuant to Section 13(a) or Section 15(d)
of the Securities Exchange Act of 1934 (and, where applicable, each filing 
of an employee benefit plan's annual report pursuant to Section 15(d) of the
Securities Exchange Act of 1934) that is incorporated by reference in the 
Registration Statement shall be deemed to be a new registration statement 
relating to the securities offered therein, and the offering of such 
securities at that time shall be deemed to be the initial bona fide offering
thereof.

     3.  Insofar as indemnification for liabilities arising under the 
Securities Act of 1933, as amended (the "Act") may be permitted to directors,
officers or controlling persons of the registrant, pursuant to the foregoing
provisions, or otherwise, the registrant has been advised that, in the 
opinion of the Securities and Exchange Commission, such indemnification is 
against public policy as expressed in the Act, and is, therefore,
unenforceable.  In the event that a claim for indemnification against such 
liabilities (other than the payment by the registrant of expenses incurred 
or paid by a director, officer or controlling person of the registrant in
the successful defense of any action, suit or proceeding is asserted by such
director, officer or controlling person in connection with the securities 
being registered hereunder, the registrant will, unless in the opinion of
its counsel the matter has been settled by controlling precedent, submit to
a court of appropriate jurisdiction the question whether such indemnification
by it is against public policy as expressed in the act and will be governed
by the final adjudication of such issue.

                                      - 4 -
SIGNATURES

     Pursuant to the requirements of the Securities Act of 1933, the Registrant
certifies that it has reasonable grounds to believe that it meets all of the 
requirements for the filing on Form S-8 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly 
authorized, in the City of New York, State of New York, on the 15th day of 
May 1996.

                                          JONES APPAREL GROUP, INC.
                              
                              
                                          By /s/ Sidney Kimmel
                                             -----------------------
                                             Sidney Kimmel, Chairman
                                   
                              
                                
     Pursuant to the requirements of the Securities Act of 1933, this 
Registration Statement has been signed by the following persons in the 
capacities and on the dates indicated:

Signature                      Title                           Date

/s/ Sidney Kimmel              Chairman and Director           May 15, 1996
- -------------------------      (Chief Executive Officer)
Sidney Kimmel

/s/ Wesley R. Card             Chief Financial Officer         May 15, 1996
- -------------------------      (Principal Financial Officer)
Wesley R. Card
              
                                      
/s/ Gary R. Klocek             Controller                      May 15, 1996
- -------------------------      (Principal Accounting Officer)
Gary R. Klocek

/s/ Herbert J. Goodfriend      Vice Chairman and Director      May 15, 1996
- -------------------------
Herbert J. Goodfriend

/s/ Irwin Samelman             Executive Vice President,       May 15, 1996
- -------------------------      Marketing and Director
Irwin Samelman

                               Director                        May __, 1996
- -------------------------
Geraldine Stutz

                               Director                        May __, 1996
- -------------------------
Howard Gittis

                                      - 5 -