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): December 10, 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  2.02 Regulation FD Disclosure.

Item 2.02   Results of Operations and Financial Condition

On December 10, 2008, Lakeland Industries, Inc. (the "Company") issued a press release announcing the Company's Q3 FY09 financial results for the reporting period ended October 31, 2008.  A copy of the Company's press release is being furnished as Exhibit 99.1 to this Current Report.

Item 9.01   Financial Statements and Exhibits.

(a) Not applicable.

(b) Not applicable.

(c) Exhibits. The following exhibit is being furnished herewith:

99.1 Press Release of Lakeland Industries, Inc., dated December 10, 2008.

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:  December 10, 2008
	/s/ Christopher J. Ryan
	Christopher J. Ryan
	President & CEO

EXHIBIT INDEX

Exhibit
Number	Description
99.1	Text of press release issued by Lakeland Industries, Inc., dated December 10, 2008, titled “Lakeland Industries, Inc. Reports Fiscal 2009 Third Quarter Financial Results”

EX-99.1

701-7 Koehler Avenue, Suite 7 - Ronkonkoma, NY 11779

(631) 981-9700 - www.lakeland.com

Lakeland Industries, Inc. Reports Fiscal 2009

Third Quarter Financial Results

EPS of $0.25 versus $0.17 Last Year on Record Third Quarter Revenue of $25.2 Million;

Fiscal 2010 Guidance of Over 10% Increase in Top and Bottom Lines

RONKONKOMA, NY – December 10, 2008 – Lakeland Industries, Inc. (NASDAQ: LAKE),a leading global manufacturer of industrial protective clothing for industry, municipalities, healthcare and to first responders on the federal, state and local levels, today announced financial results for its third quarter and nine months ended October 31, 2008.

Financial Results Highlights and Recent Company Developments

§ Revenue rose to 3Q record level of $25.2 million – representing growth of 7.3% over last year’s fiscal third quarter

§ Gross margin improved by over 400 basis points

§ Operating profit increased 50% over 3Q08

§ EBITDA was 9.8% of sales for 3Q09 – the highest level in nearly 3 years

§ International sales growth continued

o Brazil acquisition– impact to third quarter:

§ Sales of $2.4 million

§ Net income of $0.2 million net of additional expenses in the US

§ Accretive to EPS by $0.03 despite negative exchange rate from USD strengthening by 40% over BRL

o Progress made with new product introductions and marketing initiatives

“The third quarter again showed the success of our international growth strategy and cost-reduction initiatives, with  earnings before interest, taxes, depreciation and amortization* (“EBITDA”) margins the highest in nearly three years,” said Christopher J. Ryan, President and CEO of Lakeland Industries.  “Although we expect domestic sales in the US to trend downward in the coming quarters on a comparative basis, we anticipate strong growth in overseas markets to more than offset these declines and enable us to maintain upward momentum in both sales and earnings. In North America, our customers are deleveraging and going through a sharp inventory adjustment, but at some point – likely in the first quarter – we believe their reserves will be exhausted and demand will resume.  Many, if not most, of our product offerings are required to be worn by federal or state safety rules and regulations and are thus not generally discretionary purchases.”

“For example, on November 24, 2008, a US federal law went into effect requiring that anybody working along highways that receive federal money – including firemen, police, construction workers, highway cleaning crews, and even members of the media –   must wear high-visibility safety vests.  As a result, our high-visibility vest sales rose by 98% in the third quarter as distributors stocked up in anticipation of the new law.  While we continue to experience continued demand for this product line, we expect the rate of growth to moderate in the coming quarters.  According to our channel checks, the new law along with the reported stimulus package of the incoming Obama administration is driving growth for our high-visibility product lines and additional gains for other product lines beginning in the first calendar quarter of 2009.  Thus, in terms of our outlook for the next year, we believe we are more insulated than many companies from the general economy at large.  Furthermore, certain government regulations, such as Occupational Safety & Health Administration (“OSHA”) rules, are now being formulated and implemented in the foreign markets we are penetrating, so we expect additional demand for our products to meet mandatory requirements.  Many of these nations are mandating that the public and private sector adopt OSHA-like standards so that they may benefit from membership in associations such as the World Trade Organization.

“In the fourth quarter to date, we have seen our lower trending domestic sales being partially offset by the traction of our international operations, which may be somewhat mitigated on a reported basis depending on the strength of the US dollar.  Beginning in the first quarter of fiscal 2010, we see domestic sales rebounding for several product lines and continued expansion overseas.  Given these expectations along with our ongoing cost-cutting measures, we expect next fiscal year’s results to show top and bottom line improvement of over 10%, excluding any future potential acquisitions and the impact of currencies.”

Financial Results for Three Months Ended October 31, 2008 as Compared with the Three Months Ended October 31, 2007

Net sales were a record $25.2 million in the third quarter of fiscal 2009, up 7.3% from the $23.5 million posted in the comparable fiscal 2008 period.  The increase in revenue was primarily due to contributions from the Company’s foreign expansion.  Brazil sales included in the current quarter were $2.4 million, reflecting the Company’s recent acquisition. External sales from China increased by $0.2 million, or 21%, to $1.2 million, driven by sales to the Company’s new Australian distributor.  UK sales increased by 15% to $1.0 million, while Chile sales decreased by 21% to $0.3 million.  U.S. domestic sales decreased by $1.1 million, or 5.6%, to $19.5 million due to difficult operating conditions in September and October.

Gross profit increased by $1.5 million, or 26%, to $7.2 million for the third quarter of fiscal 2009, as compared with $5.7 million for the same period in fiscal 2008.  Gross profit as a percentage of net sales for the quarter ended October 31, 2008 rose to 28.5%, a record level for the third fiscal quarter and the second highest level in the Company’s history, and increased from 24.3% in the same period of fiscal 2008.  This improvement was primarily due to the inclusion of the Company’s Brazilian operations, which posted a 49.3% gross margin, and the end of the prior year’s sales rebate program to meet competitive conditions, offset slightly by late stage start-up losses in India. Operating profit increased by $0.7 million, or 50%, to $2.1 million, versus $1.4 million recorded in the third quarter of fiscal 2008.  Operating income as a percentage of net sales increased to 8.2% for the third quarter of fiscal 2009, up from 5.8% for the same period in fiscal 2008.  EBITDA was 9.8% of sales for 3Q09 – a level not seen in nearly three years. The improvement in operating profit and margins is due to the increased level of total revenues including high margin contributions from Brazil, the use of lower-cost raw materials in production of garments outside of the United States where in-country and external revenues are increasing, new product introductions, new customers, and the end of the rebate program initiated early in fiscal year 2008.

Interest expenses increased by $0.2 million for the three months ended October 31, 2008 as compared to the three months ended October 31, 2007 due to higher borrowing levels outstanding, primarily reflecting funding for the Company’s Brazil acquisition, partially offset by lower interest rates in the current year.  Net income for the third quarter of FY09 was $1.4 million, compared with $0.9 million for the third quarter of fiscal 2008.  Earnings per share for the third quarter of fiscal 2009 was $0.25, an increase of 47% as compared with $0.17 for the same period of fiscal 2008.

Financial Results for Nine Months Ended October 31, 2008 as Compared with the Nine Months Ended October 31, 2007

Net sales increased $9.2 million, or 13%, to $80.0 million for the nine months ended October 31, 2008 from $70.8 million for the nine months ended October 31, 2007.  The net increase was mainly due to international growth. Gross profit increased $5.8 million, or 36%, to $22.0 million for the nine months ended October 31, 2008 from $16.2 million for the nine months ended October 31, 2007.  Gross profit as a percentage of net sales increased to 27.5% in fiscal 2009 from 22.9% in fiscal 2008, primarily due to the inclusion of the Company’s Brazilian operations, the end of the prior year’s sales rebate program to meet competitive conditions, the Mexican restructuring program in the prior year, and favorable claims experience in our medical insurance program. Operating profit increased 75% to $5.7 million for the nine months ended October 31, 2008 from $3.3 million for the nine months ended October 31, 2007.  Year-to-date, the Company posted an operating margin of 7.1%, versus 4.6% last year.

Interest expenses increased to $0.6 million for the nine months ended October 31, 2008 as compared to $0.2 million in the nine months ended October 31, 2007 due to higher borrowing levels outstanding, primarily reflecting funding for the Company’s Brazil acquisition, partially offset by lower interest rates in the current year. Net income increased $1.6 million, or 70%, to $3.9 million for the nine months ended October 31, 2008 from $2.3 million for the nine months ended October 31, 2007.  Earnings per share for the nine months ended October 31, 2008 was $0.71 (basic and diluted), as compared with $0.42 (basic) and $0.41 (diluted) for the same period of fiscal 2008.

Conference Call

Lakeland will host a conference call at 10:00 AM (EST) on December 10, 2008 to discuss the Company's third quarter results. The call will be hosted by Christopher J. Ryan, Lakeland’s President and CEO, and Gary Pokrassa, Lakeland’s Chief Financial Officer.  Investors can listen to the call by dialing 877-741-4239 (Domestic) or 719-325-4770 (International), using the

passcode 3572774.

For a replay after the call, available December 10, 2008 through December 17, 2008, dial888-203-1112 (Domestic) or 719-457-0820 (International), using the passcode 3572774.

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.

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

Contacts:
Lakeland Industries	Darrow Associates
631-981-9700	631-367-1866
Christopher Ryan, CJRyan@lakeland.com	Jordan Darrow, jdarrow@darrowir.com
Gary Pokrassa, GAPokrassa@lakeland.com

# # #

“Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995:  Forward-looking statements involve risks, uncertainties and assumptions as described from time to time in Press Releases and 8-K(s), registration statements, annual reports and other periodic reports and filings filed with the Securities and Exchange Commission or made by management.  All statements, other than statements of historical facts, which address Lakeland’s expectations of sources or uses for capital or which express the Company’s expectation for the future with respect to financial performance or operating strategies can be identified as forward-looking statements.  As a result, there can be no assurance that Lakeland’s future results will not be materially different from those described herein as “believed,” “projected,” “planned,” “intended,” “anticipated,” “estimated” or “expected,” which words reflect the current view of the Company with respect to future events.  We caution readers that these forward-looking statements speak only as of the date hereof.  The Company hereby expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any such statements to reflect any change in the Company’s expectations or any change in events conditions or circumstances on which such statement is based.

* Lakeland considers EBITDA to be an important financial indicator of the Company’s operational strength and performance, and uses this indicator when making decisions regarding investments in the various components of its business and acquisition valuations.  Because EBITDA is not a measurement determined in accordance with generally accepted accounting principles (“GAAP”), and is thus susceptible to varying calculations, EBITDA, as presented, may not be directly comparable to other similarly titled measures reported by other companies.  EBITDA is computed by adding back interest, taxes, depreciation, amortization and other non-cash charges into net income.

LAKELAND INDUSTRIES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)
	October 31,			January 31,
	2008			2008
	(unaudited)
ASSETS
Current assets:
Cash and cash equivalents	$	2,133		$	3,428
Accounts receivable, net		16,506			14,928
Inventories		55,032			48,116
Deferred income taxes		2,135			1,970
Other current assets		4,294			1,828
Total current assets		80,098			70,269
Property and equipment, net		13,703			13,325
Goodwill		8,420			871
Other assets		910			157
	$	103,132		$	84,623
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable	$	5,127		$	3,313
Accrued expenses and other current liabilities		2,463			1,684
Total current liabilities		7,590			4,997
Borrowing under revolving credit facility		25,517			8,871
Construction loan payable		1,500			1,882
Other non current liabilities		108			-----
Total liabilities		34,716			15,750
Stockholders' equity
Preferred stock, $0.01 par; authorized
1,500,000 shares (none issued)
Common stock, $0.01 par; authorized
10,000,000 shares; issued and outstanding
5,523,288 shares at October 31, 2008
and January 31, 2008		55			55
Other comprehensive income (loss)		(3,355	)		(36	)
Less treasury stock, at cost, 107,317 shares at
October 31, 2008 and 0 shares at January 31, 2008		(1,255	)		-----
Additional paid-in capital		49,439			49,212
Retained earnings		23,533			19,642
Total stockholders' equity		68,416			68,873
Total liabilities and stockholder's equity	$	103,132		$	84,623

LAKELAND INDUSTRIES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(In thousands, except per share data)

(unaudited)

	Three Months Ended						Nine Months Ended
	October 31,						October 31,
	2008			2007			2008			2007
Net sales		25,160		$	23,453			80,005		$	70,781
Cost of goods sold		17,989			17,749			57,995			54,594
Gross profit		7,171			5,704			22,010			16,188
Operating expenses		5,111			4,355			16,308			12,929
Operating profit		2,060			1,349			5,702			3,259
Interest and other income, net		44			51			130			176
Interest expense		(284	)		(94	)		(638	)		(205	)
Income before income taxes		1,820			1,306			5,194			3,230
Provision for income taxes		447			376			1303			937
Net income		1,373		$	930			3,891		$	2,293
Net income per common share:
Basic	$	0.25		$	0.17		$	0.71		$	0.42
Diluted	$	0.25		$	0.17		$	0.71		$	0.41
Weighted average common
shares outstanding*:
Basic		5,415,971			5,523,288			5,442,690			5,522,572
Diluted		5,456,536			5,544,619			5,480,689			5,542,144