
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                 SCHEDULE 13D/A

             INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
            TO RULE 13D-1(A) AND AMENDMENTS THERETO FILED PURSUANT TO
                                  RULE 13D-2(A)

                               (AMENDMENT NO. 14)

                                  JACLYN, INC.
--------------------------------------------------------------------------------
                                (Name of Issuer)

                    Common Stock, $1.00 par value per share
--------------------------------------------------------------------------------
                         (Title of Class of Securities)

                                   469772 10 7
                                   -----------
                                 (CUSIP Number)

                 William D. Freedman, Esq., Troutman Sanders LLP
                 405 Lexington Avenue, New York, New York 10174
                                 (212) 704-6000
--------------------------------------------------------------------------------
                  (Name, Address and Telephone Number of Person
                Authorized to Receive Notices and Communications)

                                 August 15, 2005
                                 ---------------
             (Date of Event which Requires Filing of this Statement)

      If the filing person has  previously  filed a statement on Schedule 13G to
report the acquisition  which is the subject of this Schedule 13D, and is filing
this schedule because of ss.ss.240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check
the following box |_|.

      NOTE:  Schedules filed in paper format shall include a signed original and
five copies of the schedule,  including all exhibits. See ss.ss.240.13d-7(b) for
other parties to whom copies are to be sent.

      * The  remainder  of this cover  page shall be filled out for a  reporting
person's  initial  filing on this  form with  respect  to the  subject  class of
securities,  and for any subsequent amendment containing information which would
alter disclosures provided in a prior cover page.

      The information  required on the remainder of this cover page shall not be
deemed to be "filed"  for the purpose of Section 18 of the  Securities  Exchange
Act of 1934 ("Act") or otherwise  subject to the  liabilities of that section of
the Act but shall be subject to all other  provisions of the Act  (however,  see
the Notes).

                               (Page 1 of 9 Pages)

<PAGE>

                                  SCHEDULE 13D
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CUSIP NO. 469772 10 7                                          PAGE 2 OF 9 PAGES

--------------------------------------------------------------------------------
1.      NAME OF REPORTING PERSON
        S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

        Abe Ginsburg
--------------------------------------------------------------------------------
2.      CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

        (A)    [X]

        (B)    [ ]
--------------------------------------------------------------------------------
3.      SEC USE ONLY


--------------------------------------------------------------------------------
4.      SOURCE OF FUNDS*

        SC, BK
--------------------------------------------------------------------------------
5.      CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
        ITEMS 2(d) OR 2(e) [ ]


--------------------------------------------------------------------------------
6.      CITIZENSHIP OR PLACE OF ORGANIZATION

        USA
--------------------------------------------------------------------------------

NUMBER OF         7.      SOLE VOTING POWER             0
SHARES BENE-              ------------------------------------------------------
FICIALLY OWNED    8.      SHARED VOTING POWER           1,248,353
BY EACH                   ------------------------------------------------------
REPORTING         9.      SOLE DISPOSITIVE POWER        3,454
PERSON WITH               ------------------------------------------------------
                  10.     SHARED DISPOSITIVE POWER      65,769

--------------------------------------------------------------------------------
11.     AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

        1,248,353
--------------------------------------------------------------------------------
12.     CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
        SHARES* [ ]

--------------------------------------------------------------------------------
13.     PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

        50.5%
--------------------------------------------------------------------------------
14.     TYPE OF REPORTING PERSON*

        IN
--------------------------------------------------------------------------------
                      *SEE INSTRUCTIONS BEFORE FILLING OUT!


<PAGE>

                                  SCHEDULE 13D
--------------------------------------------------------------------------------

CUSIP NO. 469772 10 7                                          PAGE 3 OF 9 PAGES

--------------------------------------------------------------------------------
1.      NAME OF REPORTING PERSON
        S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

        Allan Ginsburg
--------------------------------------------------------------------------------
2.      CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

        (A)    [X]

        (B)    [ ]
--------------------------------------------------------------------------------
3.      SEC USE ONLY


--------------------------------------------------------------------------------
4.      SOURCE OF FUNDS*

        SC, BK
--------------------------------------------------------------------------------
5.      CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
        ITEMS 2(d) OR 2(e) [ ]


--------------------------------------------------------------------------------
6.      CITIZENSHIP OR PLACE OF ORGANIZATION

        USA
--------------------------------------------------------------------------------

NUMBER OF         7.      SOLE VOTING POWER             0
SHARES BENE-              ------------------------------------------------------
FICIALLY OWNED    8.      SHARED VOTING POWER           1,248,353
BY EACH                   ------------------------------------------------------
REPORTING         9.      SOLE DISPOSITIVE POWER        166,608
PERSON WITH               ------------------------------------------------------
                  10.     SHARED DISPOSITIVE POWER      1,984

--------------------------------------------------------------------------------
11.     AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

        1,248,353
--------------------------------------------------------------------------------
12.     CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
        SHARES* [ ]

--------------------------------------------------------------------------------
13.     PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

        50.5%
--------------------------------------------------------------------------------
14.     TYPE OF REPORTING PERSON*

        IN
--------------------------------------------------------------------------------
                      *SEE INSTRUCTIONS BEFORE FILLING OUT!


<PAGE>
                                  SCHEDULE 13D
--------------------------------------------------------------------------------

CUSIP NO. 469772 10 7                                          PAGE 4 OF 9 PAGES

--------------------------------------------------------------------------------
1.      NAME OF REPORTING PERSON
        S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

        Robert Chestnov
--------------------------------------------------------------------------------
2.      CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

        (A)    [X]

        (B)    [ ]
--------------------------------------------------------------------------------
3.      SEC USE ONLY


--------------------------------------------------------------------------------
4.      SOURCE OF FUNDS*

        SC, BK
--------------------------------------------------------------------------------
5.      CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
        ITEMS 2(d) OR 2(e) [ ]


--------------------------------------------------------------------------------
6.      CITIZENSHIP OR PLACE OF ORGANIZATION

        USA
--------------------------------------------------------------------------------

NUMBER OF         7.      SOLE VOTING POWER             0
SHARES BENE-              ------------------------------------------------------
FICIALLY OWNED    8.      SHARED VOTING POWER           1,248,353
BY EACH                   ------------------------------------------------------
REPORTING         9.      SOLE DISPOSITIVE POWER        120,953
PERSON WITH               ------------------------------------------------------
                  10.     SHARED DISPOSITIVE POWER      30,923

--------------------------------------------------------------------------------
11.     AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

        1,248,353
--------------------------------------------------------------------------------
12.     CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
        SHARES* [ ]

--------------------------------------------------------------------------------
13.     PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

        50.5%
--------------------------------------------------------------------------------
14.     TYPE OF REPORTING PERSON*

        IN
--------------------------------------------------------------------------------
                      *SEE INSTRUCTIONS BEFORE FILLING OUT!

<PAGE>
                                  SCHEDULE 13D
--------------------------------------------------------------------------------

CUSIP NO. 469772 10 7                                          PAGE 5 OF 9 PAGES

--------------------------------------------------------------------------------
1.      NAME OF REPORTING PERSON
        S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

        Howard Ginsburg
--------------------------------------------------------------------------------
2.      CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

        (A)    [X]

        (B)    [ ]
--------------------------------------------------------------------------------
3.      SEC USE ONLY


--------------------------------------------------------------------------------
4.      SOURCE OF FUNDS*

        SC, BK
--------------------------------------------------------------------------------
5.      CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
        ITEMS 2(e) OR 2(e) [ ]


--------------------------------------------------------------------------------
6.      CITIZENSHIP OR PLACE OF ORGANIZATION

        USA
--------------------------------------------------------------------------------

NUMBER OF         7.      SOLE VOTING POWER             0
SHARES BENE-              ------------------------------------------------------
FICIALLY OWNED    8.      SHARED VOTING POWER           1,248,353
BY EACH                   ------------------------------------------------------
REPORTING         9.      SOLE DISPOSITIVE POWER        155,747
PERSON WITH               ------------------------------------------------------
                  10.     SHARED DISPOSITIVE POWER      0

--------------------------------------------------------------------------------
11.     AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

        1,248,353
--------------------------------------------------------------------------------
12.     CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
        SHARES* [ ]

--------------------------------------------------------------------------------
13.     PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

        50.5%
--------------------------------------------------------------------------------
14.     TYPE OF REPORTING PERSON*

        IN
--------------------------------------------------------------------------------
                      *SEE INSTRUCTIONS BEFORE FILLING OUT!


<PAGE>

                                                               PAGE 6 OF 9 PAGES

                AMENDMENT NO. 14 TO JOINT FILING ON SCHEDULE 13D

                                       OF

        ABE GINSBURG, ALLAN GINSBURG, ROBERT CHESTNOV AND HOWARD GINSBURG

                          WITH RESPECT TO JACLYN, INC.

      The following information supplements and amends the information contained
in the joint  statement  on Schedule  13D dated  February  29, 1988 filed by the
Jaclyn,  Inc.  Employee  Stock  Ownership  Plan and Trust  ("Trust")  and by Abe
Ginsburg, Allan Ginsburg,  Robert Chestnov and Howard Ginsburg,  Trustees of the
Trust, relating to the Common Stock, $1.00 par value per share ("Common Stock"),
of  Jaclyn,  Inc.,  as  amended  to  date  (as  so  amended,  the  "Statement").
Capitalized  terms used herein which are defined  terms in the  Statement  shall
have the same meanings  herein as in the Statement  unless  otherwise  expressly
defined herein.

      1.    Item 3. Source of Funds.

            Reference is made to the last  paragraph of Item 4 of the  Statement
(which is added by Amendment 14 to this Schedule 13D),  which is incorporated by
reference herein.

      1.    Item 4. Purpose of Transaction.

      Item 4 of the Statement is hereby amended as follows:

            The third paragraph of Item 4 of the Statement is hereby amended and
restated in its entirety to read as follows:

            "Messrs.  Abe Ginsburg,  Allan Ginsburg,  Robert Chestnov and Howard
Ginsburg are parties to the Stockholders Agreement.  The Stockholders Agreement,
among other things,  entitles  Messrs.  Abe  Ginsburg,  Allan  Ginsburg,  Robert
Chestnov and Howard Ginsburg, in their capacity as a Stockholders' Committee (in
such capacity,  collectively, the "Stockholders Committee"),  acting by the vote
of at least two-thirds,  or by the unanimous written consent,  of the members of
the Stockholders  Committee,  to direct the voting of the shares of Common Stock
owned by the stockholders of the Corporation who are parties to the Stockholders
Agreement  with  respect  to  all  matters  submitted  to  stockholders  of  the
Corporation at any annual or special  meeting of stockholders of the Corporation
or  pursuant  to a written  consent in lieu  thereof.  At August 15,  2005,  the
Stockholders Committee was entitled,  pursuant to the Stockholders Agreement, to
direct the vote with respect to 1,248,353 shares of Common Stock (50.5%)."

            Item 4 of the  Statement is hereby  amended by adding the  following
paragraph at the end thereof:

            "On August 15, 2005, the Company  purchased 100,000 shares of Common
Stock from a party to the Stockholders Agreement pursuant to the Company's right
of  first  refusal  to  purchase   shares  of  Common  Stock  contained  in  the
Stockholders  Agreement.  The  Company  used  its own  funds  as  well as

<PAGE>

                                                               PAGE 7 OF 9 PAGES

funds available to it under the Company's  working capital bank line with Hudson
United Bank in making the purchase."

      2.    Item 5. Interest in Securities of the Issuer.

            Item 5 of the Statement is hereby amended in its entirety to read as
follows:

      "Item 5. Interest in Securities of the Issuer.


            At August 15, 2005, the members of the  Stockholders  Committee were
the beneficial owners of shares of Common Stock as indicated below.

            (a) Abe Ginsburg  beneficially  owned 1,248,353 shares. Mr. Ginsburg
shared  power to direct the voting as to all such shares,  had sole  dispositive
power as to 3,454 of such  shares and shared  dispositive  power as to 65,769 of
such  shares.  The  1,248,353  shares  include  (i)  65,769  shares  owned  by a
charitable foundation in which Mr. Ginsburg serves as a director and officer and
with respect to which he shares dispositive power and (ii) 2,581 shares owned by
a charitable  foundation in which Mr.  Ginsburg serves as a director and officer
and with respect to which he has sole dispositive  power. Mr. Ginsburg disclaims
beneficial  ownership of 1,247,480 of the foregoing shares,  including,  without
limitation, those referred to in clauses (i) and (ii) above.

            Mr.  Ginsburg  shares  dispositive  power with respect to the 65,769
shares of Common Stock referred to in clause (i) with Mrs. Sylvia Ginsburg. Mrs.
Ginsburg's  residence  address is 1512  Palisade  Avenue,  Fort Lee,  New Jersey
07024.  During the past five years,  Sylvia Ginsburg has not been convicted in a
criminal  proceeding  (excluding traffic violations or similar  misdemeanors) or
have been a party to a civil proceeding of a judicial or administrative  body of
competent jurisdiction as a result of which any of them were or are subject to a
judgment,  decree or final order enjoining future  violations of, or prohibiting
or mandating  activities subject to, federal or state securities laws or finding
any  violation  with respect to such laws.  Sylvia  Ginsburg is a United  States
citizen.

            (b) Allan Ginsburg beneficially owned 1,248,353 shares. Mr. Ginsburg
has sole dispositive power as to 166,608 of such shares,  shared power to direct
the voting as to all such  shares and  shared  dispositive  power as to 1,984 of
such shares.  The  1,248,353  shares  include (i) 29,884 shares held by him as a
custodian  for his children,  (ii) 10,769 shares owned by his wife,  (iii) 8,470
shares held in an individual  retirement account, and (iv) 1,984 shares owned by
a charitable  foundation in which Mr.  Ginsburg serves as an officer and trustee
and with respect to which he shares voting and dispositive  power.  Mr. Ginsburg
disclaims beneficial ownership of 1,081,745 of the foregoing shares,  including,
without limitation, those referred to in clauses (i), (ii) and (iv) above.

            Mr. Ginsburg shares voting and dispositive power of the 1,984 shares
referred to in clause (iv) with Mrs. Carolyn Ginsburg. Mrs. Ginsburg's residence
address is 77 Pine Terrace,  Demarest,  New Jersey  07627.  During the past five
years,  Carolyn  Ginsburg  has  not  been  convicted  in a  criminal  proceeding
(excluding traffic violations or similar  misdemeanors) nor has she been a party
to a  civil  proceeding  of a  judicial  or  administrative  body  of  competent
jurisdiction as a result of which she was or is subject to a judgment, decree or
final  order  enjoining  future  violations  of,  or  prohibiting  or  mandating
activities subject to, federal or state securities laws or finding any violation
with respect to such laws. Carolyn Ginsburg is a United States citizen.

<PAGE>

                                                               PAGE 8 OF 9 PAGES

            (c)  Robert  Chestnov   beneficially  owned  1,248,353  shares.  Mr.
Chestnov  has  shared  power to direct the  voting as to all such  shares,  sole
dispositive  power as to 120,593 of such shares and shared  dispositive power as
to 30,923 of such shares. The 1,248,353 shares include (i) 27,423 shares held of
record by him as co-trustee of a trust, (ii) 372 shares owned by his wife, (iii)
6,906 shares held of record by his wife as custodian  for their  children,  (iv)
10,953 shares held in an  individual  retirement  account,  and (v) 3,500 shares
owned by a charitable  foundation in which Mr. Chestnov serves as an officer and
director  with  respect to which he shares  voting and  dispositive  power.  Mr.
Chestnov  disclaims  beneficial  ownership of 1,127,400 of the foregoing shares,
including, without limitation, those referred to in clauses (i), (ii), (iii) and
(v) above.

            Mr.  Chestnov  shares  dispositive  power with respect to the 27,423
shares  referred to in clause (i) and the 3,500 shares referred to in clause (v)
with Mr. Richard Chestnov, a private investor, with a residence address at 17142
Whitehaven Drive, Boca Raton, Florida 33496. Richard Chestnov is also a director
of the  Corporation.  During the past five years,  Richard Chestnov has not been
convicted in a criminal  proceeding  (excluding  traffic  violations  or similar
misdemeanors) or a party to a civil  proceeding of a judicial or  administrative
body of  competent  jurisdiction  as a result of which he was or is subject to a
judgment,  decree  or  final  order  enjoining  the  future  violations  of,  or
prohibiting or mandating activities subject to, federal or state securities laws
or finding any violation with respect to such laws. Richard Chestnov is a United
States citizen.

            (d)  Howard  Ginsburg   beneficially  owned  1,248,353  shares.  Mr.
Ginsburg  has shared  power to direct the voting as to all such  shares and sole
dispositive power as to 155,747 of such shares. The 1,248,353 shares include (i)
55,114  shares held of record by him as custodian for his minor  children,  (ii)
18,010  shares  owned by his wife and (iii) 8,470  shares held in an  individual
retirement account.  Mr. Ginsburg disclaims beneficial ownership of 1,092,606 of
the  foregoing  shares,  including,  without  limitation,  those  referred to in
clauses (i) and (ii) above.

            Since the  filing of  Amendment  13 to this  Statement,  none of the
members of the  Stockholders  Committee have effected any transactions in Common
Stock."

      4.    Item 6 of the Statement is hereby amended in its entirety to read as
            follows:

"Item 6. Contracts,  Arrangements,  Understandings or Relationships With Respect
to Securities of the Issuer.

            There   are   no   contracts,   arrangements,    understandings   or
relationships  (legal or otherwise)  among the Trustees and the Trust or between
the  Trustees  and/or  the  Trust  and any  other  person  with  respect  to any
securities of the  Corporation,  including but not limited to transfer or voting
of any of  the  securities,  finder's  fees,  joint  ventures,  loan  or  option
arrangements, puts or calls, guarantees or profits, division of profits or loss,
or the giving or withholding of proxies,  except for the Stockholders' Agreement
and the Amendment."


<PAGE>

                                                               PAGE 9 OF 9 PAGES


                                   SIGNATURES

                  After  reasonable  inquiry and the best of their knowledge and
belief, the undersigned certify that the information set forth in this statement
is true, complete and correct.

Dated:   August 22, 2005

                                 /s/ Abe Ginsburg
                                 -----------------------------------------------
                                 Abe Ginsburg

                                 /s/ Allan Ginsburg
                                 -----------------------------------------------
                                 Allan Ginsburg

                                 /s/ Robert Chestnov
                                 -----------------------------------------------
                                 Robert Chestnov

                                 /s/ Howard Ginsburg
                                 -----------------------------------------------
                                 Howard Ginsburg
