8-K

UNITED STATES

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): March 28, 2008

__________________________________________

Lakeland Industries, Inc.

(Exact name of registrant as specified in its charter)

Delaware	0-15535	13-3115216
(State or other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)

701 Koehler Avenue, Suite 7, Ronkonkoma, New York 11779-7410

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (631) 981-9700

                                            Not Applicable                                           

(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:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item  1.01 Entry into a Material Definitive Agreement.

        On January 21, 2008, Lakeland Industries, Inc. (the “Company”) entered into an exclusive product distribution agreement (the “Product Distribution Agreement”) with Wesfarmers Industrial and Safety (“Wesfarmers”).   Contemporaneously, with the execution of the Product Distribution Agreement, the Company and Wesfarmers agreed that the rights, duties and obligations of both parties thereunder would be subject to the satisfaction of certain conditions precedent and that, until such conditions precedent were deemed satisfied by both parties, neither party would have any rights, duties or obligations under the Product Distribution Agreement.  On March 28, 2008, the Company and Wesfarmers mutually agreed that the conditions precedent to the effectiveness of the Product Distribution Agreement were satisfied and that both parties were thereafter obligated to commence performance under the Product Distribution Agreement.

Pursuant to the terms of the Product Distribution Agreement, the Company has granted two Wesfarmers subsidiaries – J. Blackwood & Son Limited (Blackwoods) and Protector Alsafe exclusive distribution rights for the Company’s disposable and protective clothing in Australia, New Zealand, New Guinea and South Africa. Lakeland believes that the sales generated from this distribution agreement will be significant and potentially material to its total international revenues and represents Lakeland’s latest successful initiative to expand its international sales.

The foregoing description of the Product Distribution Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Product Distribution Agreement, which is attached hereto as Exhibit 10.1 to this Current Report on Form 8-K.  The Company has submitted a request to the Securities and Exchange Commission (the “SEC”) for confidential treatment of certain portions of the Product Distribution Agreement.  Such confidential portions have been omitted from this filing.

The Product Distribution Agreement has been included to provide investors with information regarding its terms.  It is not intended to provide any factual information about the Company.  The representations, warranties and covenants contained in the Product Distribution Agreement are made only for purposes of that agreement and as of the specific dates set forth therein, are solely for the benefit of the parties thereto, and may be subject to limitations agreed upon by the contracting parties.  The representations and warranties may have been made for the purposes of allocating contractual risk between the parties instead of establishing these matters as facts, and may be subject to standards of materiality applicable to the contracting parties that differ from those applicable to investors.  Investors are not third-party beneficiaries of the Product Distribution Agreement, and should not rely on the representations, warranties and covenants or any descriptions thereof as characterizations of the actual state of facts or conditions of the Company or any of its subsidiaries or affiliates.  Moreover, information concerning the subject matter of the representations and warranties may change after the date of this agreement, which subsequent information may or may not be fully reflected in the Company’s public disclosures.

Item 7.01 Regulation FD Disclosure.

On March 31, 2008, the Company issued a press release announcing the execution of the Product Distribution Agreement, a copy of which is filed as Exhibit 99.1 hereto.  The

information in this Current Report on Form 8-K under Item 7.01 (including Exhibit 99.1) is being furnished pursuant to Item 7.01 and shall not be deemed to be “filed” for purposes of Section 11 and 12(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), or Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section.  Furthermore, the information contained in Exhibit 99.1 shall not be deemed to be incorporated by reference into the filings of the Company under the Securities Act or the Exchange Act.

Item 9.01               Financial Statements and Exhibits.

(d)           Exhibits.

The following have been filed as exhibits to this Form 8-K:

10.1 Exclusive Product Distribution Agreement, dated January 21, 2008 and effective as of March 28, 2008, by and between Lakeland Industries, Inc. and Wesfarmers Industrial and Safety (portions of which have been filed with the SEC under a confidentiality request).1

99.1 Text of Press Release issued by Lakeland Industries, Inc., dated March 31, 2008, announcing the execution of an exclusive product distribution agreement between Wesfarmers Industrial and Safety and Lakeland Industries, Inc.

______________________________

1 All schedules and similar attachments to the Product Distribution Agreement have been omitted.  Copies of such schedules and similar attachments will be furnished supplementally to the SEC upon request.

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.

	LAKELAND INDUSTRIES, INC.
Date   March 31, 2008	/s/ Christopher J. Ryan
	Christopher J. Ryan
	President & CEO

EXHIBIT INDEX

Exhibit Number	Description
10.1	Exclusive Product Distribution Agreement, dated January 21, 2008 and effective as of March 28, 2008, by and between Lakeland Industries, Inc. and Wesfarmers Industrial and Safety (portions of which have been filed with the SEC under a confidentiality request).2
99.1	Text of Press Release issued by Lakeland Industries, Inc., dated March 31, 2008, titled “Lakeland Industries, Inc. enters into Australian Distribution Agreement.

____________________________________

2 All schedules and similar attachments to the Product Distribution Agreement have been omitted.  Copies of such schedules and similar attachments will be furnished supplementally to the SEC upon request.

EX-10.1

EXHIBIT 10.1

Confidential treatment has been requested for portions of this exhibit. The copy filed  herewith  omits  the  information  subject  to a confidentiality request. Omissions  are  designated  ******.  A complete version of this exhibit has been  filed  separately  with  the  Securities  and  Exchange  Commission.

TRADING TERMS AGREEMENT

Account Number 209282 Alpha Code Shaded Areas Office Use Only

In this Trading Terms Agreement Wesfarmers Industrial & Safety (WIS) and the Vendor are references to the companies set out below

WIS: J Blackwood & Son Limited (ABN 43 000 010 300)  Trading as Blackwoods, Bakers
Construction & Industrial, Blackwoods Atkins, Motion Industries, Mullings Fasteners Protector Alsafe Pty Ltd (ABN 28 007 000 624)  Trading as Protector Alsafe Bullivants Pty Limited(ABN 47 087 887 072)  Trading as Bullivants  

Vendor or Lakeland:	Lakeland Industries Inc.
Vendor’s ABN	NA
Period of Terms:	Start:	1st January 2008	End:	31st December 2008
Following the end date of the Terms, the Terms will remain in place until renegotiated or terminated.  Both parties have the right to terminate the agreement after the end date with a notice period of 3 months.

The Persons involved in this commercial agreement

WIS Representative	Vendor Representative
Wayne Peters, Margaret Johnston	Charles D Roberson

On Behalf of Wesfarmers Industrial and Safety		On Behalf of Vendor
Name:	Mike Parkinson	Name:	Charles D. Roberson
Title:	Strategic Sourcing Manager	Title:	International Sales Manager
Signature:	/s/ Mike Parkinson	Signature:	/s/ Charles D. Roberson
Date:	21st January 2008	Date:	16th January 2008

Please ensure that all pages of this agreement are initialed.

Acceptance of Terms

The Vendor agrees to provide goods and or services specified in the APPENDICES to Wesfarmers Industrial and Safety (“WIS”) for the term of this Trading Terms Agreement.

Payment Terms

Number of Days 45 Settlement Discount

The date of payment for receipted goods will be calculated from the end of the month in which the invoice is received by WIS.  The settlement discount is based upon the total receipted value (including GST) excluding Rebates and Customer Price Support.

Unconditional Rebate

0%

Unconditional Rebate will be calculated on the total dollar value of purchases receipted exclusive of GST.  GST will be added at time of invoicing.  WIS will provide you with information to claim your GST input tax credit.

The amount of Unconditional Rebate will be calculated every month end. The amount owing will be deducted off the Vendors trading account, details of which will be shown on the remittance notice.

Long Term Incentive (LTI) Rebate

******

Promotional and or Advertising Fund (Fund)

****** of purchase receipts for a 12 month
period up to 500,000USD. OR whichever is the greater

The Vendor agrees to provide a Fund for each 12 month period.  This Fund is intended for normal promotional and or advertising events which occur during the course of trading with WIS.  Significant national projects are excluded from this Fund.  WIS and the Vendor will discuss funding of such projects separately.

The Fund will be calculated on the total dollar value of purchases receipted exclusive of GST.  WIS will work with the Vendor to allocate the Fund accordingly.  Where appropriate all Fund allocations are to be authorised by the persons or position named below.

NAME	POSITION	Company	EMAIL ADDRESS
Wayne Peters Margaret johnston	NCM	Protector Alsafe Blackwoods	Wayne.peters@protectoralsafe.com.au Margaret.johnston@blackwoods.com.au
Charles D. Roberson Kevin Zheng	International Sales Manager Director of Sales and Marketing, Asia Pacific	Vendor	CDRoberson@lakeland.com kkzheng@lakeland.com

The amount of Fund will be calculated every month end and automatically debited from the Vendor trading account. YES

Details will be shown on the remittance notice.

GST will be added to all Fund claims and WIS will provide information to allow the Vendors to claim GST input tax credit

The balance of any unused Fund will be calculated at the end of each 12 month period.  An invoice will be issued and the amount owing will be deducted off the Vendors trading account, details of which will be shown on the remittance notice.

Customer Price Support (CPS)

CPS is a process allowing WIS and the Vendor to agree special prices for major customers and or contracts for a defined period of time.  When an opportunity arises, WIS will discuss with the Vendor before agreeing on CPS for a range of products.

When the Vendor agrees to CPS, the special prices and duration are formalised by signing the CPS Contract.

The Vendor agrees that any CPS Contract given to WIS is additional to these trading terms and in no way impacts on rebates, bulk buying, promotional pricing, funds and or any other pricing arrangements made with any part of WIS.

Minimum Order Values (MOV) & Freight Charges

Unless otherwise specified, all purchase order deliveries, including promotional goods, will be Free Into Store (FIS) regardless of location.

A MOV is the sum total of all lines on any given purchase order.  WIS can only accept MOV in dollars; at this stage minimum order quantities can not be accommodated due to incumbent systems.

MOV ($) Freight Charge ($) Area Affected

Delivery

This clause looks to address the challenges of meeting the delivery expectations of our customers.  The Vendor will make all reasonable efforts to meet the standards specified.

The Vendor guarantees that the number of days from the time the Vendor receives a purchase order from WIS to the day the goods arrive at the delivery address specified will be no more than specified below.
Qingdao
24 days	days	days	days	days	days
Late delivery of the goods to the specified address will entitle WIS to deduct the % amount shown from the total invoice value.					0% < 7 days 0% > 7days

The Vendor agrees to provide an invoice and Proof of Delivery with all deliveries made to WIS trading locations.  The information on the invoice will include the WIS Part Number, a cost equal to that specified on the purchase order, Description, Quantity supplied, Unit of measure, the WIS Purchase Order Number, an invoice number, Vendor name, delivery address

YES

The Vendor acknowledges that purchase orders delivered directly to customer locations are readily identifiable as having an order number ending in ‘DS’ and the notation ‘Do Not Send Invoice with Goods, Fax to Originating Branch’ clearly stated on the purchase order.  The Vendor is responsible for ensuring that the invoice and proof of delivery documentation is faxed to the originating branch within 24 hours of delivery to the customer.

YES

WIS and the Vendor has a ‘recipient created tax invoice’ arrangement in place NO

Returning Goods

The following applies to goods ordered by WIS from the Vendor

Where goods have defects, are damaged or fail to meet the agreed specification the Vendor agrees that WIS is entitled to return the goods to the Vendor using a ‘freight on’ arrangement to the agreed location.  WIS will be entitled to recover all freight costs associated with a return.	YES
Sale or Return.  All new product introductions will be reviewed after 6 months.  Where the sale of such goods fall short of agreed targets, WIS will work with the Vendor to improve the situation.  If the performance continues to fall short of agreed sales target after a total of 12 months, WIS is entitled to return the remaining new products to the Vendor.  WIS will incur the cost of freight.	YES
Following approval from the Vendor low value goods can be disposed of	YES
Where WIS has returned goods or new products, the Vendor agrees to refund the total value for those goods or new products.	YES

The Vendor will incur all costs associated with any product recall of goods purchased through any WIS business. The Vendor will reimburse all reasonable costs incurred by WIS. YES

Name & Address to return Faulty/Damaged/Recalled or Returned Stock	Telephone Number(s)	Name & Address of Vendor’s Nominated Transport Company	Telephone Number(s)
Weifang Lakeland Safety Products Co. Ltd No.129, HuaAn Road, Xiaoshi Village Shandong Province, P.R.China	86 536 4250506

Account transaction Inquires

WIS and the Vendor will at all times make best endeavours to resolve discrepancies and or disputes over Invoice, rebate, Promotional & Advertising Funds and CPS.  Upon request, WIS and the Vendor have the right to audit the accounts by using 3rd Party, independent auditors.

Communication of day to day issues can be facilitated by utilising the following email addresses

1. General invoice payment enquires wisaccountspayable@blackwoods.com.au

2. Rebate enquires rebates@wisau.com.au

3. Promotional & Advertising enquires marketing@wisau.com.au

4. Customer Price Support enquires cps@wisau.com.au

For those that require postal services

Rebates Officer,

Wesfarmers Industrial and Safety, PO Box 675, Macquarie Park, NSW 1670

GST (Goods and Services Tax)

1. Where any supply under this agreement is or becomes subject to GST, an amount equal to the GST paid or payable in respect of the supply shall be added to the amount of consideration paid or payable for that supply under this agreement.

2. The provisions contained in clause 1 apply notwithstanding any other clause of this agreement whatsoever.

3. Each party agrees to do all things, including providing invoices and other documentation, that may be necessary or desirable to enable or assist the other party to claim any credit, set-off, rebate or refund in relation to any amount of GST paid or payable in respect of any supply under this agreement.

4. In this clause:

a. The expression “GST” means any tax in the nature of a tax on or on the supply of goods, real property, services or other things (or similar tax) levied, imposed or assessed by the Commonwealth of Australia or any State or Territory of Australia, which may operate at any time during the term of this agreement, other than any interest, fine, penalty, fee or other payment imposed on or in respect of the above.

b. The expression “supply” means any form of supply whatsoever and includes any supply within the meaning of any Commonwealth, State or Territory legislation imposing or relating to the imposition of GST.

5. Adjustment note(s) in the approved format will be provided to support the GST amount (the equivalent of one eleventh paid) of rebate/ LTI/ Fund/ discount/ incentive paid under this agreement.

Vendor’s Head Office Details

Office Address Search Term

Street:	No.129, HuaAn Road, Xiaoshi Village
Suburb:	Anqiu City	State:	Shandong	Post Code:	262100
Country:	China

Postal Address

PO Box:	No.129, HuaAn Road, Xiaoshi Village
Suburb:	Anqiu City	State:	Shandong	Post Code:	262100
Country:	China

Telephone Number 1:	86 536 4250506	Fax Number:	86 536 4263848
Telephone Number 2:	86 10 59231023	Email:ssdu@lakeland.com

Vendor Contact Persons

Chief Executive:	Chris Ryan	Phone		Email:	cjryan@lakeland.com
General Manager:	Charlie Roberson	Phone	1 336 6432523	Email:	cdroberson@lakeland.com
National Sales Manager:	Kevin Zheng	Phone	86 10 59231023	Email:	kkzheng@lakeland.com
Invoice enquiry contact	Sabrina Du	Phone	86 536 4250506	Email:	ssdu@lakeland.com
Rebate contact:	Kevin Zheng	Phone	86 10 59231023	Email:	kkzheng@lakeland.com
Fund contact	Kevin Zheng	Phone	86 10 59231023	Email:	kkzheng@lakeland.com
CPS contact	Kevin Zheng	Phone	86 10 59231023	Email:	kkzheng@lakeland.com

Banking and Payment Details

Banking Country:	China
Bank Name:	China Construction Bank
Bank Address:	Weifang branch
BSB Number:	NA
Account Number:	******

Account payments can be sent by   electronic funds transfer   Reconciliation   account   Sort key  

SPECIAL CONDITIONS

Exclusivity

Lakeland will appoint WIS as its exclusive distributor for Australia and New Zealand.  Lakeland will not offer its products to other distributors for sale into these markets.

Products

Only CE certified products will be introduced into the Australia and New Zealand markets, these products include:

******

******

Complete Lakeland product descriptions are provided in Appendix 1

Non-disclosure

It is Lakeland intention to continue to develop new protective apparel fabric and garment designs for the global protective apparel market.  To that end, Lakeland will on occasion seek input from WIS concerning new products.  In order to protect the novelty of these developments and preserve patent rights, Lakeland will have to share this information under a non-disclosure agreement (Appendix 4).

Price

Considering the maturity and size of the limited use coverall market in Australia and New Zealand,  Lakeland will work with WIS, on an ongoing basis, to provide the most competitive pricing possible to allow WIS to penetrate and increase market share in  these markets.

Proposed pricing for the above products is attached in Appendix 2.

Marketing Support

Lakeland will provide product literature and technical information for its products to WIS.  This information will include, but is not limited to, artwork for advertisements, posters, product testing (chemical and physical), end user information and technical support regarding test methods, standards and regulations.

Product Training

Lakeland will provide periodic product training to familiarize WIS sales personnel and product specialists with market developments and Lakeland products   Initially, Lakeland will schedule a 2 week trip to Australia to conduct product training.  This trip is tentatively scheduled for the weeks from late Feb to early March.  Training will include product descriptions, applicable standards, end user applications for the products, competitor analysis versus Lakeland products and product strengths and weaknesses from an end user’s perspective.

The Usage of Lakeland Brand

Lakeland Industries (the Vendor) authorizes WIS to use Lakeland logos, registered trademarks, and product images for promotion of Lakeland branded products. Lakeland will provide logos and artwork to WIS on a CD for distribution to its branches if necessary, however these images are available to Lakeland authorized distributors on the Lakeland web site at www.lakeland.com.

Instructions for access to the images via the Lakeland web site are as follows:

1. Go to www.lakeland.com

2. On the left-hand side of the page select a country or region by clicking on the appropriate flag.

3. On the left-hand side of the page is a link titled, “Lakeland Images”.

4. Click on the “Lakeland Images” link, and after reading the conditions of use, click the “I Accept” button at the bottom of the page.  The required Lakeland Logo will automatically download.

5. A window will pop up requesting login information.  Your login information is as follows:

User ID: ******

Password: ******

Enter the login information and a new window will open.

6. A list of available products and their images will show up.  Click on the product are interested in and then the style number, and download.

Use of Lakeland Logos and Trademarks should be in such a manner as to make ownership of the marks clear.  An Attribution statement at the bottom or end of documents is adequate for this purpose in most cases.

GENERAL CONDITIONS OF PURCHASE

Acceptance of Conditions

These conditions apply to all purchase orders and transactions between WIS and the Vendor.  A purchase order is an offer by WIS to purchase goods and or services, a contract shall be formed on acceptance of the order by the Vendor.  The following acts are considered conclusive acceptance by the Vendor; (a) signing and returning a copy of the purchase order (b) electronic acceptance or confirmation (c) delivery of goods against the purchase order.

Except where WIS and the Vendor agree in writing, this Trading Terms Agreement and Conditions will apply to the exclusion of any conditions appearing in any other trading document.

Delivery

The vendor will deliver the goods in accordance with the prices and delivery schedules stated on the purchase order.  It is the responsibility of the Vendor to comply with all transport legislation and regulations.

All goods shall be packaged securely and in a manner which prevents damage during the movement of goods.  Each delivery must be accompanied with a delivery document which specifies the name of the Vendor, purchase order number, description of goods, unit of measure, the quantity and or volume plus the delivery address. As per the Australian Standard Packing Comp.ppt document

All goods are to be supplied on time and in full.  The respective WIS Branch should be notified of potential delays caused by stock outs and or shortages.  Where the Vendor is unable to meet the specified delivery schedule it will be considered a breach of contract allowing WIS the right to cancel the purchase order without any expense to WIS.

Ownership and Risk

Title to and property in the goods passes to WIS when physically received and receipted by WIS or delivered to a WIS customer where WIS specifies the customer address as the delivery address

Quality

The Vendor grants WIS the right to inspect any goods at anytime.  All goods and services shall be supplied in accordance with the specification agreed.  If the Vendor fails to deliver any of the goods or services in accordance with the agreed specification then WIS has the right to reject the full quantity.

Where goods and services have been rejected, WIS will work with the Vendor to remedy the situation.  The Vendor will be responsible for all costs associated with replacing the rejected goods and services.

Warranties and Obligations of the Vendor

The Vendor warrants that the goods and materials used in the manufacture or performance of any work related to the goods will be of merchantable quality, fit for purpose, conform to all specifications, and will comply with all applicable international and local laws, regulations and standards.

The Vendor guarantees the goods are free from defects and remain free from defects (including defects in design, materials, workmanship and installation) or faults for a period of no less than 12 months from the day of receipt by WIS.

In addition, the Vendor;(a) shall provide WIS with the applicable manufacturers warranty (b) upon request by WIS will provide written evidence of the assignment to WIS the manufacturer’s warranty (c) must ensure all dangerous goods and hazardous substances be identified in accordance with the relevant consumer and or work cover authority labelling guidelines.  An accurate and up to date material safety data sheet (MSDS) must be made available at the vendor’s cost.  It is the responsibility of the Vendor to provide WIS with MSDS with the initial purchase and on future occasions as required.

Items that have the potential of causing harm to individuals or the environment must be subject to a risk assessment if so requested by WIS.

Price and Payment

Price(s) for the products supplied will be fixed for at least the Period of the Terms end date, unless specified otherwise.

The price(s) for the goods and services will be specified in the purchase order and shall remain fixed unless otherwise notified by the Vendor.  It is the sole responsibility of the Vendor for notifying WIS of any inaccuracy and to remedy it.

Where an invoice cost is different from the purchase order, WIS has the right to pay only the value specified on the purchase order.

Unless agreed otherwise, when the Vendor supplies goods without an invoice, WIS will contact the Vendor to request an invoice.  If the Vendor fails to forward an

invoice within the same working day, WIS will receipt the goods and will not release payment until such time that the invoice is supplied.

It is the Vendors responsibility to reconcile the WIS accounts.  Reconciliations are required on a monthly basis.  WIS will not be liable for outstanding invoices and claims that date back (6) six more or months.  It is the Vendors responsibility to constantly pursue settlement of any outstanding invoices or claims before (6) six or more months elapses.

Any application by the Vendor to adjust prices must be made in writing to WIS Sourcing Managers, giving no less than 90 days notice, shall be supported with documentary evidence justifying the adjustment and will not take affect until WIS has accepted the adjustment in writing.

Indemnity & Insurance

The Vendor shall indemnify WIS from any liability, loss, cost, damage or injury in consequence of (a) any defect in design, parts or materials or workmanship of goods or (b) any breach of the terms of this Agreement by the or (c) any breach of any law applying to the provision of goods or services under this Agreement or (d) negligence, wilful default or wrongful act or omission of the Vendor, its employees, sub-contractors or agents, except where any such liability, loss, cost, damage or injury is caused by the negligence of WIS.

The Vendor agrees to maintain, at its own cost, all necessary insurance.  Upon request by WIS, the Vendor agrees to provide evidence of such insurance.

Breach and Termination

WIS shall be entitled to terminate the Agreement immediately upon notice to the Vendor if (a) the Vendor has committed a breach of this Agreement and the Vendor fails to remedy such default after 7 days of notice or (b) if there is breach of warranty by the Vendor or (c) the Vendor has a receiver, administrator or manager appointed to it or any of its assets as the Vendor becomes insolvent as defined in the Commonwealth Corporations Act or commits any act of bankruptcy or goes into liquidation or becomes the subject of any analogous proceedings.

Intellectual Property and Confidentiality

All intellectual property rights including patents, trade marks, service marks, design rights, copyright arising from work conducted or prepared by the Vendor for WIS or in any tools or equipment supplied by or funded by WIS shall belong to WIS and the Vendor agrees to do all reasonably required to secure the granting of such rights to WIS. Patents, trademarks, service marks, design rights and copyrights owned or

applied for by the vendor prior to the effective date of this agreement shall remain the property of the Vendor.

All information and documents provided to the Vendor by WIS, or otherwise acquired by the Vendor relating to WIS shall be kept confidential by the Vendor and shall not be used by the Vendor other than for the purposes of the purchase order.  Unless agreed to the contrary in writing by the WIS Sourcing Manager, disclosure of these Trading Terms is not permissible to any third party or WIS employ.

The Vendor shall make no reference to WIS in its advertising, literature or correspondence without WIS written agreement.  Nothing in a purchase order shall entitle the Vendor to use any name or trademark or logo of WIS.

Additional to this Condition is a Non-Disclosure Agreement signed by both WIS and the Vendor (Appendix 4).  Where there is a conflict, the Intellectual Property and Confidentiality Condition takes precedence.

Assignment and Subcontracting

The Vendor may not assign or transfer its rights or obligations under this Agreement (or any part of them) to any other person without receiving WIS prior written consent (which may be granted on such terms as WIS considers appropriate).

The Vendor must not, without the prior written approval of WIS, subcontract the performance of any part of this Agreement.  The appointment of subcontractors by the Vendor shall not relieve the Vendor from any or all of its liabilities or obligations under this Agreement nor create any liability or obligation on WIS. The Vendor shall be liable for the acts and omissions of its subcontractors and employees, officers, agents and contractors of subcontractors as if they were acts and omissions of the Vendor. Any consent to subcontract granted by WIS may be conditional upon (without limitation) the Vendor obtaining from the subcontractor evidence of appropriate insurance and appropriate expertise and a grant of the corresponding Intellectual Property rights granted to or vested in WIS under this Agreement.

Code of Ethics & Conduct

The Vendor acknowledges that WIS has a Code of Ethics & Conduct to guide and promote high ethical and professional standards affecting our behaviours around people’s well being, safety, and the environment.  To this end, in supplying goods and or services to WIS the Vendor agrees that it shall not knowingly take any action which violates the WIS Code of Ethics & Conduct.

Governing Law and Dispute Resolution

The Agreement and any supply under the terms thereof shall be governed by the laws in place in New South Wales, Australia.  WIS and the Vendor irrevocably and unconditionally submit to the non-exclusive jurisdiction of the courts of New South Wales, the Federal Court of Australia in New South Wales and courts of appeal from them for determining any dispute concerning this Agreement or the transactions contemplated by this Agreement.

Severance

If the whole or any part of a provision of this Agreement is invalid, illegal or unenforceable, then such provision will be severed from this Agreement and neither that part or provision or its severance will affect the validity or enforceability of the remaining parts or provisions of this Agreement.

Compliance with Site Policies

In performing its obligations under this Agreement, the Vendor shall comply (and shall ensure that its employees and subcontractors (if any) comply) with all of WIS’ policies, procedure, instruction, direction, publication or guideline (as amended from time to time) notified by WIS to the Vendor from time to time.

Survival of Terms

On termination of this Agreement for any reason, such of the provisions of this Agreement as regulate the rights and obligations of the Parties on its termination shall remain in force to the extent necessary for the determination and enforcement of those rights (including the obligations of the Vendor under the various indemnity provisions of this Agreement) and such provisions will be of a continuing nature and will survive the termination or expiration of this Agreement

EX-99.1

EXHIBIT 99.1

Lakeland Industries, Inc. Enters into Australian Distribution Agreement

RONKONKOMA, NY – March 31, 2008 -- Lakeland Industries, Inc. (NASDAQ: LAKE), a market leader in protective apparel, today announced that it has finalized a distribution agreement with Wesfarmers Industrial and Safety (“WIS”).  The supply agreement grants exclusive distribution rights for Lakeland disposable and protective clothing in Australia to two Wesfarmers subsidiaries – J. Blackwood & Son Limited (Blackwoods) and Protector Alsafe.  Lakeland believes that the sales generated from this distribution agreement will be significant and potentially material to its total international revenues and represents Lakeland’s latest successful initiative to expand its international sales.

Under the terms of the agreement, the WIS operating units will be custodians of Lakeland and will promote the products as their own brand.  In exchange for granting the exclusive distribution rights, Lakeland Industries will, for the first time, have an extensive marketing channel to sell its products in a broad geographic region covering Australia, New Zealand, (through New Zealand Safety & Protector Safety) New Guinea, and South Africa.  Marketing initiatives will be undertaken by the two WIS companies, both with established reputations for quality, service and expertise in the safety industry. 

WIS (www.wesfarmers.com.au), a publicly-traded company on the Australian Securities Exchange (ASX: WES), comprises nine businesses that together make it the leading supplier of engineering products and workplace needs, safety, packaging, materials handling and lifting products and services to industry and government across Australia and New Zealand. Blackwoods is the largest distributor of industrial and engineering supplies in Australia and New Zealand, with over 142 locations stocking over 150,000 product line items.  Blackwoods also distributes in Southern Asia and the South Pacific.  Complementing Blackwoods in Australia are four major national specialists, with Protector Alsafe operating as its provider of safety products and services.  Protector Alsafe is Australia’s largest specialist safety distribution company dedicated to serving customers with an unparalleled range of specially selected quality products and brands.  The company prides itself on supplying the broadest range of the world’s best brands of safety equipment.  Protector Alsafe’s branch network of 40 locations offers sales and technical support backed by a team of safety specialists dedicated to offering the best personal protection solutions for the industrial marketplace. As is the case for Protector Alsafe in Australia, Protector Alsafe subsidiaries in New Zealand are the market leaders in the region.

Commenting on Lakeland’s latest successful initiative to expand internationally, Chris Ryan, Chief Executive Officer of Lakeland, stated, “Our agreement with Wesfarmers Industrial and Safety is consistent with Lakeland’s goal of driving growth in international markets.  The combination of Wesfarmers’ sales and distribution capabilities with our unique line of disposable and chemical protective garments positions both parties for growth amid the favorable market conditions in Australia.  This agreement offers a unique opportunity to

employ a different business model that will maximize distribution channel efficiencies and the corporate strengths of both companies to cost-effectively deliver high quality products to the market.  We anticipate a long and mutually beneficial relationship with Wesfarmers.

“Our international expansion initiatives continue to show progress, and we are beginning to achieve benefits of scale for our regional manufacturing facilities in China and India.  Our prior investments in manufacturing, along with the distribution agreement announced today, are integral to Lakeland’s growth strategy in the Pacific.  Within the region, Australia is one of the most mature personal protective equipment markets which, until this agreement, we had not formally entered.  Leveraging a local partner such as Wesfarmers –  with its formidable ability to penetrate Australia – Lakeland has made a sound choice while preserving critical resources for use in further capitalizing on developing markets like China and India.” 

About Lakeland Industries, Inc.:

Lakeland Industries, Inc. (Nasdaq: LAKE) manufactures and sells a comprehensive line of safety garments and accessories for the industrial protective clothing market.  The Company’s products are sold by a direct sales force and through independent sales representatives to a network of over 1000 safety and mill supply distributors.  These distributors in turn supply end user industrial customers such as chemical/petrochemical, automobile, steel, glass, construction, smelting, janitorial, pharmaceutical and high technology electronics manufacturers, as well as hospitals and laboratories.  In addition, Lakeland supplies federal, state, and local government agencies, fire and police departments, airport crash rescue units, the Department of Defense, the Centers for Disease Control and Prevention, and may other federal and state agencies.

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Safe Harbor Statement

This press release contains "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, including statements, without limitation, regarding our expectations, beliefs, intentions or strategies regarding the future. We intend that such forward-looking statements be subject to the safe-harbor provided by the Private Securities Litigation Reform Act of 1995.  All statements that are not historical are forward-looking.  Forward-looking statements may relate to, but are not limited to, the effect of the product distribution agreement on our international  and total revenues and the size and growth of the Australia market for protective apparel.  Such forward-looking statements are based upon current information and expectations. These estimates and statements speak only as of the date on which they are made, are not guarantees of future performance and involve certain risks, uncertainties and assumptions that are difficult to predict.

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For more information concerning Lakeland, please visit the Company online at www.lakeland.com.

Contacts:

Lakeland Industries 631-981-9700 Christopher Ryan, CEO,   CJRyan@lakeland.com Gary Pokrassa, CFO, GAPokrassa@lakeland.com 701-7 Koehler Avenue, Suite 7 Ronkonkoma, NY 11779 www.lakeland.com   Darrow Associates for Lakeland Industries 631-367-1866 Jordan Darrow jdarrow@darrowir.com