UNITED STATES
             SECURITIES AND EXCHANGE COMMISSION
                    WASHINGTON, DC 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) August 3, 2005

                    Lifetime Brands, Inc.
   (Exact Name of Registrant as Specified in Its Charter)

                          Delaware
       (State or Other Jurisdiction of Incorporation)

   0-19254                                  11-2682486
 (Commission File Number)       (IRS Employer Identification No.)


One Merrick Avenue, Westbury, New York               11590
(Address of Principal Executive Offices)           (Zip Code)

                        516-683-6000
    (Registrant's Telephone Number, Including Area Code)

                             N/A
(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  (see
General Instruction A.2. below):

      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 2.02.  Results of Operation and Financial Condition

On August 3, 2005, Lifetime Brands, Inc. ("the Company")
issued a press release setting forth the Company's second-
quarter 2005 earnings.  A copy of the Company's press
release is attached hereto as Exhibit 99 and hereby
incorporated by reference.



Item 9.01.  Financial Statements and Exhibits

  c)   Exhibits

     99 - Press Release, dated August 3, 2005.





                          Signature

     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 thereunto duly
authorized.



                    Lifetime Brands, Inc.

                    By:   /s/ Robert McNally
                         Robert McNally
                         Vice President of Finance and
                         Chief Financial Officer


Date:  August 3, 2005


EXHIBIT 99

 LIFETIME BRANDS ACHIEVES 40% INCREASE IN SECOND-QUARTER NET
           SALES; NET INCOME RISES TO $1.3 MILLION

         Company Updates Financial Outlook for 2005

WESTBURY,  N.Y.,  August 3, 2005 --  LIFETIME  BRANDS,  INC.
(NASDAQ   NM:  LCUT),  a  leading  designer,  marketer   and
distributor of nationally branded consumer products for  the
home,  today announced results for the second quarter  ended
June 30, 2005.

For  the second quarter of 2005, net sales increased 40%  to
$46.2  million  from $33.0 million for the  same  period  of
2004.  Not including approximately $2.3 million in net sales
attributable to the Excel business Lifetime acquired in July
2004,  second-quarter net sales in 2005 rose  33%  to  $43.9
million.   The  Company reported net income of $1.3  million
compared to $203,000 for the second quarter of 2004.   On  a
diluted per share basis, net income rose to $0.12 per  share
from $0.02 per share for the same period last year.

Net  sales  for the six months ended June 30,  2005  totaled
$89.3  million compared to $70.2 million for the same period
in   2004,   representing  a  27%  increase.  Not  including
approximately $4.1 million in net sales attributable to  the
Excel  business, net sales for the first six months of  2005
rose  more  than 21% to $85.2 million.  Net income  for  the
2005  period  was $2.3 million, or $0.21 per diluted  share,
compared to $548,000, or $0.05 per diluted share, last year.

Jeffrey  Siegel,  Chairman, President  and  Chief  Executive
Officer,  commented,  "Lifetime  Brands  delivered   another
quarter  of strong results, generating excellent  growth  in
all  of  our  major product categories.  The  gains  in  our
cutlery category were particularly notable, reflecting  both
the  successful  introduction  of  new  products  under  the
Farberware(R) and KitchenAid(R) brands and increased placement
with  retailers.  The growth initiatives we  implemented  in
2004,  which  included broadening our portfolio  of  brands,
strengthening   our  overseas  sourcing  organization,   and
expanding  the Company's infrastructure, also  continued  to
have a positive impact on the Company's operations.

  "In  July,  we  closed our purchase of  the  business  and
certain  assets  of The Pfaltzgraff Co.,  one  of  America's
leading  designers and marketers of dinnerware and  tabletop
accessories. The acquisition of this premier national  brand
will  greatly enhance the tabletop category of our business,
an  area  Lifetime  entered  in July  2004  with  the  Excel
acquisition.    Equally   exciting   are   the    additional
capabilities Pfaltzgraff's proven design staff brings to our
product  development capabilities, an area in which Lifetime
already excels.

"The  integration of the Pfaltzgraff business is  proceeding
as  planned and we expect to complete the process by the end
of   the   third  quarter.   We  have  estimated  that   the
acquisition  will contribute approximately  $72  million  in
revenues  in 2005 and will be nominally profitable  for  the
year.

"As a result of these developments, our outlook for 2005  is
more  positive than ever.  We now expect net sales to  total
approximately $290 million to $300 million, rather than $220
million  to $230 million.  We expect earnings per  share  to
total  approximately $1.05 to $1.15, rather  than  $0.95  to
$1.15."

Lifetime  has scheduled a conference call Wednesday,  August
3, at 11:00 a.m. Eastern time to discuss second-quarter 2005
results  and additional matters. The dial-in number for  the
call  is  (706) 634-1218. A replay of the call will also  be
available through Wednesday, August 10, and can be  accessed
by  dialing (706) 645-9291, conference ID #8039496.  A  live
webcast  of the call will be broadcast at the Company's  web
site, www.lifetimebrands.com. For those who cannot listen to
the live broadcast, an audio replay of the call will also be
available on the site.

Lifetime is a leading designer, marketer and distributor  of
kitchenware, cutlery & cutting boards, bakeware &  cookware,
pantryware   &   spices,  tabletop  and  bath   accessories,
marketing  its products under various trade names, including
Farberware(R), KitchenAid(R), Pfaltzgraff(R), Cuisinart(R),
Hoffritz(R), Sabatier(R), Nautica(R), DBK(TM)-Daniel Boulud Kitchen,
Joseph Abboud Environments(R), Roshco(R), Baker's Advantage(R),
Kamenstein(R), CasaModa(TM), Kathy Ireland(R), and :USE(R).
Lifetime's  products  are distributed through  almost  every
major retailer in the United States.

The information herein contains certain forward-looking
statements including statements concerning the Company's
future prospects. These statements involve risks and
uncertainties, including risks relating to general economic
conditions and risks relating to the Company's operations,
such as the risk of loss of major customers and risks
relating to changes in demand for the Company's products, as
detailed from time to time in the Company's filings with the
Securities and Exchange Commission.

 COMPANY CONTACT:                        INVESTOR RELATIONS:
  Robert McNally                          Harriet Fried
  Chief Financial Officer                 Lippert/Heilshorn
  (516) 683-6000                          & Associates, Inc.
                                          (212) 838-3777 or
                                          hfried@lhai.com


                    LIFETIME BRANDS, INC.
                      INCOME STATEMENT
              (in 000's, except per share data)

                                 Three Months Ended
                                      June 30,
                                     (Unaudited)
      
% 2005 2004 Increase Net Sales $46,154 $33,029 39.7% Cost of Sales 26,959 19,154 40.7% Distribution Expenses 5,807 4,730 22.8% SG&A 10,940 8,683 26.0% Income from Operations 2,448 462 429.9% Interest Expense 291 141 106.4% Other (Income) (13) (16) Income Before Taxes 2,170 337 543.9% Tax Provision 825 134 515.4% Net Income $1,345 $203 562.8% Diluted Earnings Per Share from Net Income $0.12 $0.02 Weighted Average Shares 11,288 11,230
LIFETIME BRANDS, INC. INCOME STATEMENT (in 000's, except per share data) Six Months Ended June 30, (Unaudited)
% 2005 2004 Increase Net Sales $89,272 $70,158 27.2% Cost of Sales 51,859 40,843 27.0% Distribution Expenses 11,923 10,377 14.9% SG&A 21,239 17,791 19.4% Income from Operations 4,251 1,147 270.6% Interest Expense 490 268 82.8% Other (Income) (26) (31) Income Before Taxes 3,787 910 316.2% Tax Provision 1,439 362 297.6% Net Income $2,348 $548 328.4% Diluted Earnings Per Share from Net Income $0.21 $0.05 Weighted Average Shares 11,277 11,186
LIFETIME BRANDS, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (in thousands)
June 30, June 30, 2005 2004 (Unaudited) (Unaudited) ASSETS CURRENT ASSETS Cash and cash equivalents $ 105 $ 446 Accounts receivable, net 24,437 16,224 Merchandise inventories 67,517 55,827 Prepaid expenses and other current assets 9,903 7,946 TOTAL CURRENT ASSETS 101,962 80,443 PROPERTY AND EQUIPMENT, net 21,149 19,634 INTANGIBLES, net 31,243 25,411 OTHER ASSETS 2,476 2,033 TOTAL ASSETS $ 156,830 $ 127,521 LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES Short-term borrowings $ 21,300 $ 14,800 Accounts payable and trade acceptances 10,481 6,591 Other current liabilities 19,324 14,314 TOTAL CURRENT LIABILITIES 51,105 35,705 DEFERRED RENT & OTHER LONG TERM LIABILITIES 1,996 1,718 DEFERRED INCOME TAX LIABILITIES 4,602 3,593 LONG TERM DEBT 5,000 - STOCKHOLDERS' EQUITY 94,127 86,505 TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 156,830 $ 127,521