X0202 4/A 2004-08-04 2004-08-23 0 0000745026 NS GROUP INC NSS 0000902741 BORLAND CLIFFORD R 530 WEST NINTH STREET NEWPORT KY 41071 1 0 0 0 Common Stock 2004-08-04 4 G 0 1451800 D 103991 D Common Stock 2004-08-04 4 G 0 581800 A 581800 I By Clifford R. Borland, Sr. Revocable Trust Common Stock 2004-08-04 4 G 0 870000 A 870000 I By Borland Family Limited Partnership Transfer of shares to Clifford R. Borland, Sr. or Patricia W. Borland, Trustees of the Clifford R. Borland, Sr. Revocable Trust under Agreement dated May 18, 2004, of which the reporting person and his wife are co-trustees, the reporting person is the grantor and the reporting person is the sole vested beneficiary. Transfer of shares to Borland Family Limited Partnership, a Kentucky limited partnership, of which the reporting person is the sole member of the sole general parnter and of which the reporting person and his wife are the two sole limited partners. Transfer of shares by gift. /s/ Clifford R. Borland 2004-12-20