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) November 3, 2005

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

       (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)

    (Registrant's Telephone Number, Including Area Code)

    (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 November 3, 2005, Lifetime Brands, Inc. (the "Company")
issued a press release setting forth the Company's third-
quarter 2005 earnings.  A copy of the Company's press
release is attached hereto as Exhibit 99.1 and hereby
incorporated by reference.

Item 9.01.  Financial Statements and Exhibits
  (c)  Exhibits
          99.1      Press Release dated November 3, 2005.


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

                    Lifetime Brands, Inc.

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

Date:  November 3, 2005

                                                Exhibit 99.1
Net Sales Rise 84% to $94.2 Million; Net Income Increases 76%
                       to $4.5 Million
Company Announces Extension and Expansion of its KitchenAid(R)
       License and Raises Financial Guidance for 2005
WESTBURY,  N.Y., November 3, 2005 -- LIFETIME  BRANDS,  INC.
(NASDAQ  NM:  LCUT),  a  leading  designer,  developer   and
marketer  of  a  broad range of nationally branded  consumer
products used in the home, today announced results  for  the
three months and nine months ended September 30, 2005.

For the third quarter of 2005, net sales were $94.2 million,
an increase of 84% from $51.2 million for the same period of
2004.  Excluding  approximately $29  million  in  net  sales
attributable  to  the Pfaltzgraff businesses  that  Lifetime
acquired in July 2005, net sales for the quarter rose 27% to
$65.2   million.  The  Company  acquired  certain   tabletop
businesses from Salton, Inc. in September 2005.  The Company
recorded  no sales attributable to these businesses  in  the

The  Company  reported net income of  $4.5  million,  a  76%
increase over net income of $2.6 million earned in the third
quarter  of  2004. On a diluted per share basis, net  income
rose  to  $0.40 per share from $0.23 per share for the  same
period last year.

Net  sales  for  the  nine months ended September  30,  2005
totaled  $183.5 million compared to $121.4 million  for  the
same period in 2004, representing a 51% increase.  Excluding
the net sales attributable to Pfaltzgraff, net sales for the
first  nine  months of 2005 rose 27% to $154.5 million.  Net
income for the nine months ended September 30, 2005 was $6.9
million,  or  $0.61  per  diluted share,  compared  to  $3.1
million, or $0.28 per diluted share, for the same period  in

Jeffrey  Siegel,  Chairman, President  and  Chief  Executive
Officer,  commented, "Our third-quarter results were  driven
by  excellent  growth  across all  of  the  Company's  major
product categories. We achieved particularly strong gains in
cutlery through  the  continuing  rollout  of  KitchenAid(R)
cutlery and increased retail placement of our expanded  line
of  Farberware(R) cutlery.  Our  kitchenware  category  also
provided  us  with robust growth, reflecting  the  increased
distribution of  our  KitchenAid(R) tools  and  gadgets.  In
addition,  our  bakeware  category performed  well,  led  by
increased sales of silicone bakeware under the KitchenAid(R)
and Roshco(R) brands.

"The integration of the Pfaltzgraff and Salton businesses is
proceeding  smoothly and on schedule. The  recent  New  York
Table Top Show(R) provided  us  an  opportunity  to showcase 
over 90  new items and  patterns  within  our  collection of 
tabletop  brands,  which  now include Atlantis(R), Block(R), 
Calvin Klein(R), Farberware(R), Joseph Abboud Environments(R),
Kathy Ireland(R),  Nautica(R),  Pfaltzgraff(R), Retroneu(R), 
Sabatier(R), Sasaki(R) and Stiffel(R)."

"I am also very pleased to announce that Lifetime Brands has
again  broadened its partnership with Whirlpool  Corporation
by expanding the scope of our KitchenAid(R) license. Our new
agreement  with  Whirlpool expands the covered  products  to
include  sinkware, pantryware and spices,  and  extends  the
term of the license through December 31, 2009."

"On October 31, 2005, we filed a Registration Statement with
the Securities and Exchange Commission in connection with  a
proposed  public  offering  of 2,500,000  shares  of  common
stock,  consisting of 1,500,000 primary shares and 1,000,000
secondary shares."

"As  a result of these positive developments and our outlook
for  the remainder of the year, we are raising our financial
guidance  for  2005.  We  now  expect  net  sales  to  total
approximately $297 million to $304 million, rather than $290
million to $300 million as we forecasted in August 2005.  We
now  expect earnings per share to be approximately $1.17  to
$1.22, pro forma assuming a sale of 1,500,000 primary shares
on  December  1,  2005, rather than $1.05  to  $1.15,  which
amounts  did  not  include  an  adjustment  to  reflect  the
additional shares we now expect to be outstanding  at  year-

Lifetime  has scheduled a conference call Thursday, November
3,  at 11:00 a.m. Eastern time to discuss third-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, November 9, and can be accessed
by  dialing (706) 645-9291, conference ID #1862532.  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,  tabletop  accessories,  cutlery  and   cutting
boards,  bakeware, and pantryware and spices, marketing  its
products under various trade names, including Pfaltzgraff(R),
KitchenAid(R),  Farberware(R),  Cuisinart(R),  Sabatier(R), 
Calvin Klein(R)  and  Hoffritz(R).  Lifetime's products  are  
distributed through most major retailers 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.

Robert McNally                            Harriet Fried
Chief Financial Officer                   Lippert/Heilshorn &
(516) 683-6000                             Associates, Inc.
                                          (212) 838-3777 or
                    LIFETIME BRANDS, INC.
                      INCOME STATEMENT
              (in 000's, except per share data)

                          Three Months Ended        
                            September 30,
                           2005        2004     Increase
Net  Sales               $ 94,245   $ 51,241      83.9%
Cost of Sales              53,109     30,553      73.8%
Distribution Expenses      10,248      6,029      70.0%
SG&A                       22,672     10,112     124.2%
Income from Operations      8,216      4,547      80.7%
Interest Expense              912        268     240.3%
Other (Income)               (13)       (14)        
Income Before Taxes         7,317      4,293      70.5%
Tax Provision               2,780      1,709      62.8%
       Net Income        $  4,537   $  2,584      75.6%
Diluted Earnings Per                                
 Share from Net Income      $0.40      $0.23        
Weighted Average Shares    11,319     11,281        
                    LIFETIME BRANDS, INC.
                      INCOME STATEMENT
              (in 000's, except per share data)

                          Nine Months Ended         
                            September 30,
                           2005        2004     Increase
Net  Sales              $ 183,516   $ 121,399     51.2%
Cost of Sales             104,968      71,396     47.0%
Distribution Expenses      22,171      16,406     35.1%
SG&A                       43,911      27,904     57.4%
Income from Operations     12,466       5,693    119.0%
Interest Expense            1,402         536    161.6%
Other (Income)               (39)        (45)        
Income Before Taxes        11,103       5,202    113.4%
Tax Provision               4,220       2,070    103.9%
       Net Income      $    6,883   $   3,132    119.8%
Diluted Earnings Per                                
 Share from Net Income      $0.61       $0.28        
Weighted Average Shares    11,290      11,217        

                    LIFETIME BRANDS, INC.
                       (in thousands)

                                 September 30,   September 30,
                                    2005             2004
 CURRENT ASSETS                                           
   Cash and cash equivalents       $      105   $      689
   Accounts receivable, net            48,594       31,067
   Merchandise inventories            121,973       64,053
   Prepaid expenses and other                             
    current assets                     12,137        8,604
      TOTAL CURRENT ASSETS            182,809      104,413
 PROPERTY AND EQUIPMENT, net           28,861       19,727
 INTANGIBLES, net                      32,954       30,194
 OTHER ASSETS                           2,574        2,213
      TOTAL ASSETS                 $  247,198   $  156,547
 CURRENT LIABILITIES                           
   Short-term borrowings           $   82,200   $   27,200
   Accounts payable and accrued                           
    expenses                           48,154       26,689
   Income taxes payable                 5,855        4,335
      TOTAL CURRENT LIABILITIES       136,209       58,224
 DEFERRED RENT & OTHER LONG TERM                          
  LIABILITIES                           2,160        1,800
 DEFERRED INCOME TAX LIABILITIES        4,759        3,688
 LONG TERM DEBT                         5,000        5,000
 STOCKHOLDERS' EQUITY                  99,070       87,835
      TOTAL LIABILITIES AND                               
 STOCKHOLDERS' EQUITY              $  247,198   $  156,547