8-K

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 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 30, 2004
                                                --------------------------------


                                   ONEIDA LTD.
             (Exact name of Registrant as specified in its charter)



                                                                
         NEW YORK                           1-5452                    15-0405700
- --------------------------------------------------------------------------------------
   (State or other jurisdiction          (Commission                (I.R.S. Employer
         of incorporation)               File Number)             Identification Number)


163-181 KENWOOD AVENUE, ONEIDA, NEW YORK                               13421
- ----------------------------------------------------------------------------------------
(Address of principal executive offices)                            (Zip Code)





Registrant's telephone number, including area code       (315) 361-3000
                                                  ------------------------------

Former name or former address, if changed since last report         N/A
                                                           ---------------------





ITEM 8.01.    OTHER EVENTS

              The information required by this Item is incorporated by
              reference to a press release dated August 30, 2004, which is
              attached as an exhibit to this Form.


ITEM 9.01.    FINANCIAL STATEMENTS & EXHIBITS.

              (c.)     Exhibits

                       EXHIBIT 99.1 Press Release dated August 30, 2004.



                                   SIGNATURES

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 hereunto duly authorized.


                                           ONEIDA LTD.

                                   By: /s/ PETER J. KALLET
                                       -------------------
                                           Peter J. Kallet
                                           Chairman of the Board,
                                           President & Chief Executive Officer

Dated: August 30, 2004



                          STATEMENT OF DIFFERENCES

The trademark symbol shall be expressed as................................ 'TM'

EX-99

                                                                    EXHIBIT 99.1

                                     ONEIDA
                                  NEWS RELEASE

                                              
INVESTOR RELATIONS CONTACTS:                     PRESS CONTACTS:
Gregg Denny, Chief Financial Officer             David Gymburch, Corporate Public Relations
Oneida Ltd.  (315) 361-3138                      Oneida Ltd. (315) 361-3271



FOR IMMEDIATE RELEASE

                 ONEIDA LTD. COMPLETES SALE OF ENCORE SUBSIDIARY
                            TO BRADSHAW INTERNATIONAL

ONEIDA, NY - August 30, 2004 - In conjunction with a previous announcement,
Oneida Ltd. (OTC:ONEI) today announced that it has completed the sale of
substantially all of the assets of its Encore Promotions, Inc. subsidiary to
Bradshaw International, Inc., and has entered into a licensing agreement with
Bradshaw.

Based in Malta, N.Y., Encore markets tabletop products and related home
accessories to the supermarket industry, and will continue to offer
Oneida-branded products under the licensing agreement between Bradshaw and
Oneida. Bradshaw, based in Rancho Cucamonga, CA., is a leading marketer and
distributor of kitchenware products including the Good Cook'TM' brand.

"This sale and licensing agreement coordinate with Oneida's business
restructuring, as the company's direct commitment to core operations is coupled
with other avenues for exploring additional market growth," Oneida Chairman and
Chief Executive Officer Peter J. Kallet said. "Encore and Bradshaw will be a
very effective combination for the ongoing advancement of our company's product
placements within the supermarket industry. We anticipate that their respective
strengths and specialized marketing strategies will work together seamlessly in
regard to the licensing agreement."

Oneida Ltd. is a leading source of flatware, dinnerware, crystal, glassware and
metal serveware for both the consumer and foodservice industries worldwide.

Forward Looking Information
With the exception of historical data, the information contained in this Press
Release, as well as those other documents incorporated by reference herein, may
constitute forward-looking statements, within the meaning of the Federal
securities laws, including but not limited to the Private Securities Litigation
Reform Act of 1995. As such, the Company cautions readers that changes in
certain factors could affect the Company's future results and could cause the
Company's future consolidated results to differ materially from those expressed
or implied herein. Such factors include, but are not limited to: changes in
national or international political conditions; civil unrest, war or terrorist
attacks; general economic conditions in the Company's own markets and related
markets; difficulties or delays in the development, production and marketing of
new products; the impact of competitive products and pricing; certain
assumptions related to consumer purchasing patterns; significant increases in
interest rates or the level of the Company's indebtedness; inability of the
Company to maintain sufficient levels




of liquidity; failure of the Company to obtain needed waivers and/or amendments
relative to its financing agreements; foreign currency fluctuations; major
slowdowns in the retail, travel or entertainment industries; the loss of several
of the Company's key executives, major customers or suppliers; underutilization
of or negative variances at some or all of the Company's plants and factories;
the Company's failure to achieve the savings and profit goals of any planned
restructuring or reorganization programs; international health epidemics such as
the SARS outbreak; the impact of changes in accounting standards; potential
legal proceedings; changes in pension and medical benefit costs; and the amount
and rate of growth of the Company's selling, general and administrative
expenses.