<SUBMISSION>
<ACCESSION-NUMBER>0001135566-03-000004
<TYPE>SC 13D
<PUBLIC-DOCUMENT-COUNT>2
<FILING-DATE>20030110
<SUBJECT-COMPANY>
<COMPANY-DATA>
<CONFORMED-NAME>HAMPSHIRE GROUP LTD
<CIK>0000887150
<ASSIGNED-SIC>2253
<IRS-NUMBER>060967107
<STATE-OF-INCORPORATION>DE
<FISCAL-YEAR-END>1231
</COMPANY-DATA>
<FILING-VALUES>
<FORM-TYPE>SC 13D
<ACT>34
<FILE-NUMBER>005-48598
<FILM-NUMBER>03509981
</FILING-VALUES>
<BUSINESS-ADDRESS>
<STREET1>215 COMMERCE BLVD
<STREET2>PO BOX 2667
<CITY>ANDERSON
<STATE>SC
<ZIP>29625
<PHONE>8642256232
</BUSINESS-ADDRESS>
<MAIL-ADDRESS>
<STREET1>215 COMMERCE BLVD
<STREET2>PO BOX 2667
<CITY>ANDERSON
<STATE>SC
<ZIP>29625
</MAIL-ADDRESS>
</SUBJECT-COMPANY>
<FILED-BY>
<COMPANY-DATA>
<CONFORMED-NAME>KUTTNER BEATRICE OST
<CIK>0001170599
<STATE-OF-INCORPORATION>DE
<FISCAL-YEAR-END>1213
</COMPANY-DATA>
<FILING-VALUES>
<FORM-TYPE>SC 13D
</FILING-VALUES>
<BUSINESS-ADDRESS>
<STREET1>215 COMMERCE BLVD
<CITY>ANDERSON
<STATE>SC
<ZIP>29625
<PHONE>8646220813
</BUSINESS-ADDRESS>
<MAIL-ADDRESS>
<STREET1>P O BOX 359
<CITY>KEENE
<STATE>VA
<ZIP>22946
</MAIL-ADDRESS>
</FILED-BY>
<DOCUMENT>
<TYPE>SC 13D
<SEQUENCE>1
<FILENAME>schedule13dbeatrice.txt
<DESCRIPTION>MAIN BODY SCHEDULE 13D
<TEXT>
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                  SCHEDULE 13D

                    Under the Securities Exchange Act of 1934


                            Hampshire Group, Limited
-------------------------------------------------------------------------------
                                (Name of Issuer)

                          Common Stock, $0.10 Par Value
-------------------------------------------------------------------------------
                         (Title of Class of Securities)

                                    408859106
-------------------------------------------------------------------------------
                                 (CUSIP Number)

                                Ludwig G. Kuttner
                          c/o Hampshire Group, Limited
                             215 Commerce Boulevard
                         Anderson, South Carolina 29625
                                 (864) 225-6232
-------------------------------------------------------------------------------
                  (Name, Address and Telephone Number of Person
                Authorized to Receive Notices and Communications)


                                   Copies to:

                             Steven J. Gartner, Esq.
                            Willkie Farr & Gallagher
                               787 Seventh Avenue
                             New York, NY 10019-6099
                                 (212) 728-8000


                                 March 25, 2002
-------------------------------------------------------------------------------
          (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 Rule 240.13d-7 for other
parties to whom copies are to be sent.

<PAGE>
SCHEDULE 13D
-------------------------------------------------------------------------------
CUSIP No.   408859106                                     Page 2 of 10 Pages
-------------------------------------------------------------------------------
1.  NAMES OF REPORTING PERSONS
    I.R.S. IDENTIFICATION

    Ludwig G. Kuttner                                    I.R.S. ####-##-####
-------------------------------------------------------------------------------
2.  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP          (a)  ___X__
    (See Instructions)                                        (b)  ______
-------------------------------------------------------------------------------
3.  SEC USE ONLY

-------------------------------------------------------------------------------
4.  SOURCE OF FUNDS (See Instructions)
    PF OO
-------------------------------------------------------------------------------
5.  CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO
    ITEMS 2(d) or 2(e)                                       _________
-------------------------------------------------------------------------------
6.  CITIZENSHIP OR PLACE OF ORGANIZATION
    Germany
-------------------------------------------------------------------------------
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

7.  SOLE VOTING POWER                                  1,663,423*
-------------------------------------------------------------------
8.  SHARED VOTING POWER                                        0
-------------------------------------------------------------------
9.  SOLE DISPOSITIVE POWER                             1,663,423*
-------------------------------------------------------------------
10. SHARED DISPOSITIVE POWER                                   0
-------------------------------------------------------------------------------
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
    1,663,423*
-------------------------------------------------------------------------------
12. CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
    (See Instructions)                                      _______
-------------------------------------------------------------------------------
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
    35.2%
-------------------------------------------------------------------------------
14. TYPE OF REPORTING PERSON (See Instructions)
    I
-------------------------------------------------------------------------------
*   Includes 170,018 shares purchased for the account of Mr. Kuttner under
    Hampshire Group, Limited's Common Stock Purchase Plan for Directors and
    Executives and 6,100 shares issuable under presently exercisable options.

<PAGE>
SCHEDULE 13D
-------------------------------------------------------------------------------
CUSIP No.   408859106                                       Page 3 of 10 Pages
-------------------------------------------------------------------------------
1.  NAMES OF REPORTING PERSONS
    I.R.S. IDENTIFICATION
    Beatrice Ost-Kuttner                                     I.R.S. ####-##-####
-------------------------------------------------------------------------------
2.  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP          (a)  __X___
    (See Instructions)                                        (b)  ______
-------------------------------------------------------------------------------
3.       SEC USE ONLY
-------------------------------------------------------------------------------
4.  SOURCE OF FUNDS (See Instructions)
    PF
-------------------------------------------------------------------------------
5.  CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT
    TO ITEMS 2(d) or 2(e)                                          _______
-------------------------------------------------------------------------------
6.  CITIZENSHIP OR PLACE OF ORGANIZATION
    Germany
-------------------------------------------------------------------------------
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

7.  SOLE VOTING POWER                                              188,864
-------------------------------------------------------------------------------
8.  SHARED VOTING POWER                                                  0
-------------------------------------------------------------------------------
9.  SOLE DISPOSITIVE POWER                                         188,864
-------------------------------------------------------------------------------
10. SHARED DISPOSITIVE POWER                                             0
-------------------------------------------------------------------------------
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   188,864
-------------------------------------------------------------------------------
12. CHECK IF THE AGGREGATE AMOUNT IN ROW (11)
    EXCLUDES CERTAIN SHARES (See Instructions)                      _______
-------------------------------------------------------------------------------
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)                 4.0%
-------------------------------------------------------------------------------
14. TYPE OF REPORTING PERSON (See Instructions)                          I
-------------------------------------------------------------------------------
<PAGE>
                                                              Page 4 of 10 Pages

Item 1.  Security and Issuer.
----------------------------
     (a) This statement on Schedule 13D (the "Statement") relates to the Common
Stock, par value $0.10 per share (the "Common Stock"), of Hampshire Group,
Limited, a corporation organized under the laws of the state of Delaware (the
"Company"), and is being filed pursuant to Rule 13d-1 under the Securities
Exchange Act of 1934, as amended (the "Exchange Act"). The address of the
principal executive offices of the Company is 215 Commerce Boulevard, Anderson,
South Carolina 29625.

Item 2. Identity and Background.
-------------------------------
     (a) This statement is being filed on behalf of Ludwig G. Kuttner and
Beatrice Ost-Kuttner (collectively, the "Reporting Persons"). Mr. and Mrs.
Kuttner are husband and wife and have acted in concert together from time to
time with respect to the voting of the shares of Common Stock owned by each of
them and may act together with respect to the voting of such shares in the
future; consequently, the Reporting Persons may be deemed to constitute a
"group" within the meaning of Rule 13d-3 of the Exchange Act. Each Reporting
Person expressly disclaims beneficial ownership of any of the shares of Common
Stock beneficially owned by any other Reporting Person and the filing of this
Schedule 13D shall not be construed as an admission, for the purposes of
Sections 13(d) and 13(g) or under any provision of the Exchange Act or the rules
promulgated thereunder or for any other purpose, that any Reporting Person is a
beneficial owner of any such shares.

(b), (c) and (f)
----------------
     Mr. Kuttner is a citizen of Germany and his principal business address is
c/o Hampshire Group, Limited, 215 Commerce Boulevard, Anderson, South Carolina

<PAGE>
                                                             Page 5 of 10 Pages

29625. Mr. Kuttner is Chairman, Chief Executive Officer and President of the
Company, and its principal business address is set forth in Item 1 above.

     Mrs. Ost-Kuttner is a citizen of Germany and her principal business is
being a self-employed artist and author, and her principal business address is
Post Office Box No. 359, Keene, Virginia 22946.

     (d) None of the Reporting Persons has, during the last five years, been
convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors).

     (e) None of the Reporting Persons has, during the last five years, been a
party to a civil proceeding of a judicial or administrative body of competent
jurisdiction and as a result of such proceeding 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.

Item 3. Source and Amount of Funds or Other Consideration.
---------------------------------------------------------

     A company controlled by Mr. Kuttner purchased 727,273 shares of Common
Stock on March 25, 2002 for approximately $14,545,460 and 10,000 shares of
Common Stock on June 3, 2002 for approximately $200,000. Mr. Kuttner furnished
such payments from his personal funds. From time to time the Company has awarded
Mr. Kuttner options to purchase an aggregate of 6,100 shares of Common Stock,
which are presently exercisable, for prices ranging from $7.87 to $14.50, for
services as the Company's Chairman, Chief Executive Officer and President. The
Company purchased 170,018 shares of Common Stock for the account of Mr. Kuttner
for an average price of $9.20 pursuant to Hampshire Group Limited Common Stock
Purchase Plan for Directors and Executives.

     As of December 30, 2002, Mrs. Ost-Kuttner holds 188,864 shares of Common
Stock. Mrs. Ost-Kuttner furnished payments for such shares of Common Stock from
her personal funds.
<PAGE>
                                                            Page 6 of 10 Pages

Item 4. Purpose of Transaction.
------------------------------
     Mr. Kuttner is the Chairman,  Chief Executive  Officer and President of the
Company. Mr. Kuttner is also the largest stockholder of the Company and has been
since its  initial  public  offering on June 18,  1992.  In such  capacity,  Mr.
Kuttner exercises and intends to continue to exercise control of the Company and
intends  to  take  such  measures  as he  deems  appropriate  at  such  time  in
furtherance  of such  interests.  On March 25, 2002 a company  controlled by Mr.
Kuttner  purchased  727,273  shares of  Common  Stock  from his  wife,  Beatrice
Ost-Kuttner,  in a private transaction.  On June 3, 2002 a company controlled by
Mr.  Kuttner  purchased  10,000 shares of Common Stock from his son in a private
transaction.  Depending on market conditions and certain other factors that each
of the Reporting Persons deems material to investment decisions,  one or more of
the  Reporting  Persons  may sell or  otherwise  dispose of the shares of Common
Stock or  acquire  additional  shares of  Common  Stock in the open  market,  in
private  transactions,  by tender offer or other permissible means. In addition,
Mr.  Kuttner  intends,  from time to time,  to discuss  the  Company's  business
operations or other affairs with the Company's board of directors,  stockholders
and others.  Mr. Kuttner regularly  explores  potential actions and transactions
which may be advantageous to the Company and its  stockholders,  including,  but
not  limited  to,  possible  mergers,  acquisitions,  reorganizations  or  other
material changes in the business,  corporate  structure,  management,  policies,
governing  instruments,  capitalization,  securities  or regulatory or reporting
obligations of the Company and has and will continue to discuss the  possibility
of such  strategic  alternatives  with the board of directors of the Company and
possibly others. In addition, during the past twelve months, Mr. Kuttner has, on
behalf of the Company, (i) explored six potential acquisition  candidates,  (ii)
discussed the possibility of certain  investment groups acquiring  securities of
the Company  (including,  but not limited to Common Stock),  (iii) discussed the
possibility  of paying  dividends  on the Common  Stock and  recapitalizing  the
Common Stock with the board of directors of the Company and

<PAGE>
(iv) discussed the possibility of a sale, liquidation or other disposition of
Hampshire Investments, a wholly-owned subsidiary of the Company with the board
of directors of the Company and others.

     Except as set forth above, the Reporting Persons have no plans or proposals
which relate to or would result in: (a) the acquisition by any person of
additional securities of the Company, or the disposition of securities of the
Company; (b) an extraordinary corporate transaction, such as a merger,
reorganization or liquidation, involving the Company or any of its subsidiaries;
(c) a sale or transfer of a material amount of assets of the Company or any of
its subsidiaries; (d) any change in the present board of directors or management
of the Company, including any plans or proposals to change the number or term of
directors or to fill any existing vacancies on the board; (e) any material
change in the present capitalization or dividend policy of the Company; (f) any
other material change in the Company's business or corporate structure; (g)
changes in the Company's charter, by-laws or instruments corresponding thereto
or other actions which may impede the acquisition of control of the Company by
any person; (h) causing a class of securities of the Company to be delisted from
a national securities exchange or to cease to be authorized to be quoted in an
inter-dealer quotation system of a registered national securities association;
(i) a class of equity securities of the Company becoming eligible for
termination of registration pursuant o Section 12(g)(4) of the Exchange Act; or
(j) any action similar to any of those enumerated above.

Item 5. Interest in Securities of the Issuer.
--------------------------------------------
     (a) As of December 30, 2002, Mr. Kuttner is the beneficial owner of
1,663,423 shares of Common Stock (including 170,018 shares purchased for the
account of Mr. Kuttner under the Hampshire Group Limited Common Stock Purchase
Plan for Directors and Executives and 6,100 shares issuable under presently
exercisable options). These shares of Common Stock represent approximately 35.2%

<PAGE>
                                                            Page 7 of 10 Pages

of the Company's outstanding Common Stock, calculated in accordance with Rule
13d-3 of the Exchange Act. This percentage is based on a total of 4,724,043
shares of Common Stock outstanding as of December 30, 2002. Mr. Kuttner
expressly disclaims beneficial ownership of the 188,864 shares of Common Stock
held by Mrs. Ost-Kuttner and the 90,000 shares of Common Stock held by their
sons. If the Reporting Persons were deemed to beneficially own all of the shares
held by each of them, they would be deemed to own 1,942,287 shares of Common
Stock of the Company (representing approximately 41.1% of the Company's
outstanding Common Stock as of December 30, 2002 calculated in accordance with
Rule 13d-3 of the Exchange Act).

     As of December 30, 2002, Mrs. Ost-Kuttner is the beneficial owner of
188,864 shares of Common Stock. These shares of Common Stock represent
approximately 4.0% of the Company's outstanding Common Stock, calculated in
accordance with Rule 13d-3 of the Exchange Act. This percentage is based on a
total of 4,724,043 shares of Common Stock outstanding as of December 30, 2002.
Mrs. Ost-Kuttner disclaims beneficial ownership of the 1,663,423 shares of
Common Stock held by Mr. Kuttner and the 90,000 shares held their sons.

     (b) Mr. Kuttner has the direct power to vote and direct the disposition of
all of the 1,663,423 shares held by him except the 170,018 shares purchased for
the account of Mr. Kuttner under the Hampshire Group, Limited Common Stock
Purchase Plan for Directors and Executives (such shares are held in a Rabbi
Trust for the benefit of Mr. Kuttner and are voted by the Trustee at the
direction of the Board of Directors) and may be deemed to have shared voting and
dispositive power with respect to the 188,864 shares held by Mrs. Ost-Kuttner.

     Mrs. Ost-Kuttner has the sole power to vote and direct the disposition of
all of the 188,864 shares held by her.

     (c) Mr. Kuttner purchased 5,476 shares of Common Stock through the exercise
of options on December 20, 2002. Mr. Kuttner surrendered 2,206 shares of Common
Stock to the Company as partial payment for such shares purchased. Except as set
forth in the previous sentence, no transactions in Common Stock were effected by
any of the Reporting Persons during the past sixty days.
<PAGE>
                                                            Page 8 of 10 Pages

     (d) No person other than each respective record owner referred to herein
has the right to receive or the power to direct the receipt of dividends from,
or the proceeds from the sale of, such Common Stock. (e) Not applicable.

Item 6. Contracts, Arrangements, Understandings or Relationships With
        Respect to the Securities of the Issuer.
---------------------------------------------------------------------
     By virtue of the relationships among the Reporting Persons, as described in
Item 2, the Reporting Persons may be deemed to be a "group" under the Exchange
Act. There are no contracts, arrangements, understandings or relationships
(legal or otherwise) between each of the Reporting Persons and any other person
with respect to any securities of the Company, including but not limited to,
transfer or voting of any of such securities, finder's fees, joint ventures,
loan or option arrangements, put or calls, guarantees of profits, divisions of
profits or loss, or the giving or withholding of proxies. None of the Common
Stock beneficially owned by any of the Reporting Persons is pledged or otherwise
subject to a contingency the occurrence of which would give another person
voting power or investment power over such shares.

Item 7. Material to be Filed as Exhibits
----------------------------------------
     (a) Joint Filing Agreement, dated as of January 8, 2003, by and among the
Reporting Persons.

<PAGE>
                                                            Page 9 of 10 Pages
                                   SIGNATURES

         After reasonable inquiry and to the best of our knowledge and belief,
the undersigned certifies that the information set forth in this statement is
true, complete and correct.
Dated:  January 8, 2003



By: /s/ Ludwig G. Kuttner

--------------------------------------



By: /s/ Beatrice Ost-Kuttner

--------------------------------------


<PAGE>
                                                             Page 10 of 10 Pages

EXHIBIT INDEX

Exhibit No.                            Title
-----------   ----------------------------------------------------------------
99.1          Joint Filing Agreement, dated as of January 8, 2003, by and among
              the Reporting Persons



</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>4
<FILENAME>exhibit99sch13dbeatrice.txt
<DESCRIPTION>EXHIBIT 99  SCHEDULE 13D
<TEXT>




Exhibit 99.1
Joint Filing Agreement

                             Joint Filing Agreement


     The undersigned hereby agree that the statement on Schedule 13D with
respect to the shares of common stock of Hampshire Group, Limited is, and any
amendment thereto signed by each of the undersigned shall be, filed on behalf of
each undersigned pursuant to and in accordance with the provisions of 13d1-(k)
under the Securities Exchange Act of 1934, as amended.


Dated:  January 8, 2003


By:  /s/ Ludwig G. Kuttner

-----------------------------------------



By:  /s/ Beatrice Ost-Kuttner

-----------------------------------------


</TEXT>
</DOCUMENT>
</SUBMISSION>
