**UNITED
      STATES**


**SECURITIES
      AND EXCHANGE COMMISSION**


**WASHINGTON,
      D.C.  20549**




**FORM
      10-Q**




(Mark
      one)




x
            **QUARTERLY
                REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE
                ACT OF
                1934**




For
      the
      quarterly period ended******April 30,
      2007**




OR




o
            TRANSITION
                REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE
                ACT OF
                1934




For
      the
      transition period from _______________ to _______________









**Commission
      File Number:  0-15535**









**LAKELAND
                INDUSTRIES, INC.**(Exact
                name of Registrant as specified in its charter)Delaware
            
            13-3115216(State
                of incorporation)
            
            (IRS
                Employer Identification Number)**701
                Koehler Avenue, Suite 7, Ronkonkoma, New York**
            
            **11779**(Address
                of principal executive offices)
            
            (Zip
                Code)**(631)
                981-9700**(Registrant's
                telephone number, including area
                code)







Indicate
      by check mark whether the registrant (1) has filed all reports required to
      be
      filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during
      the
      preceding 12 months (or for such shorter period that the registrant was required
      to file such reports), and (2) has been subject to such filing requirements
      for
      the past 90 days.


YES
x  NO
o




Indicate
      by check mark whether the registrant is an accelerated filer (as defined in
      Rule
      12b-2 of the Exchange Act).


YES
x  NO
o




Indicate
      by check mark whether the registrant is a shell company (as defined in Rule
      12b-2 of the Exchange Act).


YES
o  NO
x




Indicate
      the number of shares outstanding of each of the issuer's classes of common
      stock, as of the latest practicable date:




Class
            Outstanding
                at June 7, 2007Common
                Stock, $0.01 par value per share
            5,521,824
                shares.





**LAKELAND
      INDUSTRIES, INC.**


**AND
      SUBSIDIARIES**




**FORM
      10-Q**




The
      following information of the Registrant and its subsidiaries is submitted
      herewith:




**PART
                I - FINANCIAL INFORMATION:**Item
                1.
            Financial
                Statements (unaudited):
            PageIntroduction
            3Condensed
                Consolidated Balance Sheets April 30, 2007 and
                January 31, 2007
            4Condensed
                Consolidated Statements of Income for the Three Months EndedApril
                30, 2007 and 2006
            5Condensed
                Consolidated Statement of Stockholders' Equity –Three Months EndedApril
                30, 2007
            6Condensed
                Consolidated Statements of Cash Flows –Three Months
                Ended April 30, 2007 and 2006
            7Notes
                to Condensed Consolidated Financial
                Statements
            8Item
                2.
            Management's
                Discussion and Analysis of Financial Condition and
                Results of Operations
            14Item
                3.
            Quantitative
                and Qualitative Disclosures About Market
                Risk
            19Item
                4.
            Controls
                and Procedures
            19**PART
                II - OTHER INFORMATION:**Item
                6.
            Exhibits
                and Reports on Form 8-K
            20Signature
                Page
            21







*Index*


**LAKELAND
      INDUSTRIES, INC.**


**AND
      SUBSIDIARIES**




**PART
                I -**
            **FINANCIAL
                INFORMATION**


Item
                1.
            Financial
                Statements:




Introduction




**SPECIAL
      NOTE REGARDING FORWARD-LOOKING STATEMENTS**




This
      10-Q
      may contain certain forward-looking statements.  When used in this
      10-Q or in any other presentation, statements which are not historical in
      nature, including the words “anticipate,” “estimate,” “should,” “expect,”
“believe,” “intend,” “project” and similar expressions are intended to identify
      forward-looking statements.  They also include statements containing a
      projection of sales, earnings or losses, capital expenditures, dividends,
      capital structure or other financial terms.




The
      forward-looking statements in
      this 10-Q are based upon our management’s beliefs, assumptions and expectations
      of our future operations and economic performance, taking into account the
      information currently available to us.  These statements are not
      statements of historical fact.  Forward-looking statements involve
      risks and uncertainties, some of which are not currently known to us that may
      cause our actual results, performance or financial condition to be materially
      different from the expectations of future results, performance or financial
      condition we express or imply in any forward-looking statements.  Some
      of the important factors that could cause our actual results, performance or
      financial condition to differ materially from expectations are:




·
            Our
                ability to obtain fabrics and components from suppliers and manufacturers
                at competitive prices or prices that vary from quarter to
                quarter;


·
            Risks
                associated with our international manufacturing and start up sales
                operations;


·
            Potential
                fluctuations in foreign currency exchange
                rates;


·
            Our
                ability to respond to rapid technological
                change;


·
            Our
                ability to identify and complete acquisitions or future
                expansion;


·
            Our
                ability to manage our growth;


·
            Our
                ability to recruit and retain skilled employees, including our senior
                management;


·
            Our
                ability to accurately estimate customer
                demand;


·
            Competition
                from other companies, including some with greater
                resources;


·
            Risks
                associated with sales to foreign
                buyers;


·
            Restrictions
                on our financial and operating flexibility as a result of covenants
                in our
                credit facilitates;


·
            Our
                ability to obtain additional funding to expand or operate our business
                as
                planned;


·
            The
                impact of a decline in federal funding for preparations for terrorist
                incidents;


·
            The
                impact of potential product liability
                claims;


·
            Liabilities
                under environmental laws and
                regulations;


·
            Fluctuations
                in the price of our common stock;


·
            Variations
                in our quarterly results of
                operations;


·
            The
                cost of compliance with the Sarbanes-Oxley Act of 2002 and rules
                and
                regulations relating to corporate governance and public
                disclosure;


·
            The
                significant influence of our directors and executive officer on our
                company and on matters subject to a vote of our
                stockholders;


·
            The
                limited liquidity of our common
                stock;


·
            The
                other factors referenced in this 10-Q, including, without limitation,
                in
                the sections entitled “Management’s Discussion and Analysis of Financial
                Condition and Results of Operations,” and
                “Business.”


We
      believe these forward-looking statements are reasonable; however, you should
      not
      place undue reliance on any forward-looking statements, which are based on
      current expectations.  Furthermore, forward-looking statements speak
      only as of the date they are made.  We undertake no obligation to
      publicly update or revise any forward-looking statements after the date of
      this
      10-Q, whether as a result of new information, future events or
      otherwise.  In light of these risks, uncertainties and assumptions,
      the forward-looking events discussed in this Form 10-Q might not
      occur.  We qualify any and all of our forward-looking statements
      entirely by these cautionary factors.


3
 *Index*


**LAKELAND
      INDUSTRIES,INC. AND SUBSIDIARIES**


**CONDENSED
      CONSOLIDATED BALANCE SHEETS**





**ASSETS**
            
            April
                30, 2007
              (Unaudited)
            
            
            January
                31, 2007Current
                assets:Cash
            
            $
            3,558,415
            
            
            $
            1,906,557Accounts
                receivable, net of allowance for doubtful accounts of  $80,000
                at April 30, 2007 and $103,000 at January 31, 2007
            
            
            15,130,125
            
            
            
            14,780,266Inventories,
                net of reserves of  $403,000 at April 30, 2007 and $306,000 at
                January 31, 2007
            
            
            40,522,052
            
            
            
            40,955,739Deferred
                income taxes
            
            
            1,420,009
            
            
            
            1,355,364Other
                current assets
            
            
            3,789,290
            
            
            
            3,115,722Total
                current assets
            
            
            64,419,891
            
            
            
            62,113,648Property
                and equipment, net of accumulated depreciation of$6,969,000
                at April 30, 2007 and $6,707,000 January 31, 2007
            
            
            11,127,845
            
            
            
            11,084,030Goodwill
            
            
            871,297
            
            
            
            871,297Other
                assets
            
            
            128,498
            
            
            
            129,385$
            76,547,531
            
            
            $
            74,198,360**LIABILITIES
                AND STOCKHOLDERS' EQUITY**Current
                liabilities:Accounts
                payable
            
            $
            4,328,050
            
            
            $
            3,055,339Accrued
                expenses and other current liabilities
            
            
            1,869,936
            
            
            
            1,270,623Total
                current liabilities
            
            
            6,197,986
            
            
            
            4,325,962Deferred
                income taxes
            
            
            27,227
            
            
            
            27,227Borrowings
                under revolving credit facility
            
            
            4,084,000
            
            
            
            3,786,000Commitments
                and contingenciesStockholders'
                equity:Preferred
                stock, $.01 par; authorized 1,500,000 shares(none
                issued)Common
                stock, $.01 par; authorized 10,000,000 shares;issued
                and outstanding 5,521,824 shares at April 30, 2007 and at January
                31,
                2007
            
            
            55,218
            
            
            
            55,218Additional
                paid-in capital
            
            
            49,025,139
            
            
            
            48,972,025Other
                comprehensive income (loss)
            
            
            (55,815
            )
            
            
            -----Retained
                earnings (1)
            
            
            17,213,776
            
            
            
            17,031,928Stockholders'
                equity
            
            
            66,238,318
            
            
            
            66,059,171$
            76,547,531
            
            
            $
            74,198,360








(1)
      A cumulative total of $17,999,739 has been transferred from retained earnings
      to
      additional paid-in-capital and par value of common stock due to four separate
      stock dividends paid in 2002, 2003, 2005 and 2006. As reflected in the Condensed
      Consolidated Statement of Stockholders’ Equity, $6,386,916 was included in the
      year ended January 31, 2007.





The
      accompanying notes are an integral part of these financial
      statements.


4
 *Index*





**LAKELAND
      INDUSTRIES,INC. AND SUBSIDIARIES**


**CONDENSED
      CONSOLIDATED STATEMENTS OF INCOME**


**(UNAUDITED)**





THREE
                MONTHS ENDEDApril
                30,2007
            
            
            2006Net
                sales
            
            $
            25,596,738
            
            
            $
            27,222,025Cost
                of goods sold
            
            
            20,370,780
            
            
            
            20,689,295Gross
                profit
            
            
            5,225,958
            
            
            
            6,532,730Operating
                expenses
            
            
            4,295,147
            
            
            
            4,365,914Operating
                profit
            
            
            930,811
            
            
            
            2,166,816Interest
                and other income, net
            
            
            43,060
            
            
            
            14,801Interest
                expense
            
            
            (53,608
            )
            
            
            (70,693
            )Income
                before income taxes
            
            
            920,263
            
            
            
            2,110,924Provision
                for income taxes
            
            
            388,415
            
            
            
            649,149Net
                income
            
            $
            531,848
            
            
            $
            1,461,775Net
                income per common share*:Basic
            
            $
            .10
            
            
            $
            .26Diluted
            
            $
            .10
            
            
            $
            .26Weighted
                average common shares outstanding*:Basic
            
            
            5,521,824
            
            
            
            5,518,896Diluted
            
            
            5,538,405
            
            
            
            5,524,076


*Adjusted
      for the 10% stock dividend to shareholders of record on April 30, 2005 and
      August 1, 2006.








The
      accompanying notes are an integral part of these financial
      statements.


5
 *Index*


**LAKELAND
      INDUSTRIES, INC. AND SUBSIDIARIES**


**CONDENSED
      CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY**


**(UNAUDITED)**


Three
      months ended April 30, 2007


Common
                Stock
            
            
            Additional
              Paid-in
            
            
            Retained
            
            
            Other
              ComprehensiveShares
            
            
            Amount
            
            
            Capital
            
            
            Earnings
            
            
            Income
                (loss)
            
            
            TotalBalance
                February 1, 2007
            
            
            5,521,824
            
            
            $
            55,218
            
            
            $
            48,972,025
            
            
            $
            17,031,928
            
            
            $
            -----
            
            
            $
            66,059,171Net
                Income
            
            
            -----
            
            
            
            -----
            
            
            
            -----
            
            
            
            531,848
            
            
            
            -----
            
            
            
            531,848Effect
                of Adoption of FIN 48  (Note 10)
            
            
            -----
            
            
            
            -----
            
            
            
            -----
            
            
            
            (350,000
            )
            
            
            -----
            
            
            
            (350,000
            )Other
                Comprehensive Income (loss)
            
            
            -----
            
            
            
            -----
            
            
            
            -----
            
            
            
            -----
            
            
            
            (55,815
            )
            
            
            (55,815
            )Stock
                Based Compensation
            
            
            -----
            
            
            
            -----
            
            
            
            53,114
            
            
            
            -----
            
            
            
            -----
            
            
            
            53,114Balance
                April 30, 2007
            
            
            5,521,824
            
            
            $
            55,218
            
            
            $
            49,025,139
            
            
            $
            17,213,776
            
            
            $
            (55,815
            )
            
            $
            66,238,318





(Reflects
      four separate 10% stock dividends issued on July 31, 2002, 2003, April 30,
      2005
      and August 1, 2006, which resulted in a cumulative transfer of $17,999,739
      from
      retained earnings to additional paid-in capital and par value of common
      stock).














The
      accompanying notes are an integral part of these financial
      statements.





6
 *Index*


**LAKELAND
      INDUSTRIES, INC.  AND
      SUBSIDIARIES**


**CONDENSED
      CONSOLIDATED STATEMENTS OF CASH FLOWS**


(UNAUDITED)





THREE
                MONTHS ENDEDApril
                30,2007
            
            
            2006Cash
                Flows from Operating Activities:Net
                income
            
            $
            531,848
            
            
            $
            1,461,775Adjustments
                to reconcile net income to net cash providedby
                operating activities:Stock
                based compensation
            
            
            53,114
            
            
            
            -----Reserve
                for doubtful accounts
            
            
            (23,000
            )
            
            
            50,000Reserve
                for inventory obsolescence
            
            
            97,042
            
            
            
            19,000Depreciation
                and amortization
            
            
            262,017
            
            
            
            269,110Deferred
                income tax
            
            
            (64,645
            )
            
            
            -----Changes
                in operating assets and liabilities:Increase
                in accounts receivable
            
            
            (326,859
            )
            
            
            (1,578,467
            )Decrease
                in inventories
            
            
            336,645
            
            
            
            1,042,986Increase
                in other assets
            
            
            (672,682
            )
            
            
            (635,251
            )Increase
                in accounts payable, accrued expenses and other
                liabilities
            
            
            1,466,210
            
            
            
            2,021,423Net
                cash provided by operating activities
            
            
            1,659,690
            
            
            
            2,650,576Cash
                Flows from Investing Activities:Purchases
                of property and equipment
            
            
            (305,832
            )
            
            
            (163,456
            )Net
                cash used in investing activities
            
            
            (305,832
            )
            
            
            (163,456
            )Cash
                Flows from Financing Activities:Borrowing
                (payments) under loan agreements
            
            
            298,000
            
            
            
            (2,512,000
            )Net
                cash provided by (used in) financing activities
            
            
            298,000
            
            
            
            (2,512,000
            )Net
                increase (decrease) in cash
            
            
            1,651,858
            
            
            
            (24,880
            )Cash
                and cash equivalents at beginning of period
            
            
            1,906,557
            
            
            
            1,532,453Cash
                and cash equivalents at end of period
            
            $
            3,558,415
            
            
            $
            1,507,573





The
      accompanying notes are an integral part of these financial
      statements.





7
 *Index*


**LAKELAND
      INDUSTRIES, INC. AND SUBSIDIARIES**


**NOTES
      TO CONDENSED CONSOLIDATED FINANCIAL
      STATEMENTS**


(Unaudited)





***1.***
            ***Business***




Lakeland
      Industries, Inc. and Subsidiaries (the "Company"), a Delaware corporation,
      organized in   April 1982, manufactures and sells a comprehensive
      line of safety garments and accessories for the   industrial
      protective clothing and homeland security markets. The principal market for
      our
      products is   the United States. No customer accounted for more
      than 10% of net sales during the three month   periods ended
      April 30, 2007 and 2006, respectively.




***2.***
            ***Basis
                of Presentation***




The
      condensed consolidated financial statements included herein have been prepared
      by us, without audit, pursuant to the rules and regulations of the Securities
      and Exchange Commission and reflect all adjustments (consisting of only normal
      and recurring adjustments) which are, in the opinion of management, necessary
      to
      present fairly the consolidated financial information required
      therein.  Certain information and note disclosures normally included
      in financial statements prepared in accordance with accounting principles
      generally accepted in the United States of America (“GAAP”) have been condensed
      or omitted pursuant to such rules and regulations. While we believe that the
      disclosures are adequate to make the information presented not misleading,
      it is
      suggested that these condensed consolidated financial statements be read in
      conjunction with the consolidated financial statements and the notes thereto
      included in our Annual Report on Form 10-K filed with the Securities and
      Exchange Commission for the year ended January 31, 2007.







The
      results of operations for the three month period ended April 30, 2007 is not
      necessarily indicative of the results to be expected for the full
      year.




***3.***
            ***Principles
                of Consolidation***




The
      accompanying condensed consolidated financial statements include the accounts
      of
      the Company and its wholly-owned subsidiaries.  All significant
      inter-company accounts and transactions have been eliminated.





***4.***
            ***Inventories:***




Inventories
      consist of the following:




April
                30,
            
            
            January
                31,2007
            
            
            2007Raw
                materials
            
            $
            20,579,663
            
            
            $
            19,051,284Work-in-process
            
            
            3,335,789
            
            
            
            2,760,196Finished
                Goods
            
            
            16,606,600
            
            
            
            19,144,259$
            40,522,052
            
            
            $
            40,955,739




Inventories
      include freight-in, materials, labor and overhead costs and are stated at the
      lower of cost (on a first-in-first-out basis) or market.




***5.***
            ***Earnings
                Per Share**:*




Basic
      earnings per share are based on the weighted average number of common shares
      outstanding without consideration of common stock equivalents. Diluted earnings
      per share are based on the weighted average number of common and common stock
      equivalents. The diluted earnings per share calculation takes into account
      the
      shares that may be issued upon exercise of stock options, reduced by the shares
      that may be repurchased with the funds received from the exercise, based on
      the
      average price during the period.




8
 *Index*







The
      following table sets forth the computation of basic and diluted earnings per
      share at April 30, 2007 and 2006, adjusted, retroactively, for the 10% Stock
      dividends to Shareholders on April 30, 2005 and August 1, 2006.




**Three
                Months Ended****April
                30,****2007**
            
            
            **2006**Numerator
            
            $
            531,848
            
            
            $
            1,461,775Net
                IncomeDenominatorDenominator
                for basic earnings per share
            
            
            5,521,824
            
            
            
            5,518,896(Weighted-average
                shares)Effect
                of dilutive securities
            
            
            16,581
            
            
            
            5,180Denominator
                for diluted earnings per share
            
            
            5,538,405
            
            
            
            5,524,076(adjusted
                weighted average shares)Basic
                earnings per share
            
            $
            .10
            
            
            $
            .26Diluted
                earnings per share
            
            $
            .10
            
            
            $
            .26







***6.***
            ***Revolving
                Credit Facility***




At
      April
      30, 2007, the balance outstanding under our $25 million five year revolving
      credit facility amounted to $4.08 million. The credit facility is collateralized
      by substantially all of the assets of the Company. The credit facility contains
      financial covenants, including, but not limited to, fixed charge ratio, funded
      debt to EBIDTA ratio, inventory and accounts receivable collateral coverage
      ratio, with respect to which the Company was in compliance at April 30, 2007
      and
      for the period then ended. The weighted average interest rate for the three
      month period ended April 30, 2007 was 5.99%.








***7.***
            ***Major
                Supplier***




We
      purchased 74.4% of our raw materials from one supplier during the three month
      period ended April 30, 2007. We expect this relationship to continue for the
      foreseeable future. If required, similar raw materials could be purchased from
      other sources; however, our competitive position in the marketplace could be
      adversely affected.







***8.***
            ***Employee
                Stock Compensation***




The
      Company’s Director’s Plan permits the grant of share options and shares to its
      Directors for up to 60,000 shares of common stock as stock
      compensation.  All stock options under this Plan are granted at the
      fair market value of the common stock at the grant date.  This date is
      fixed only once a year upon a Board Member’s re-election to the Board at the
      Annual Shareholders’ meeting which is the third Wednesday in June pursuant to
      the Director’s Plan and our Company By-Laws.  Directors’ stock options
      vest ratably over a 6 month period and generally expire 6 years from the grant
      date.








9
 *Index*


The
      following table represents our stock options granted, exercised, and forfeited
      during the first quarter of fiscal 2008.





Stock
                Options
            Number
              of
                Shares
            Weighted
                Average
              Exercise
                Price per
              Share
            Weighted
                Average
              Remaining
              Contractual
                Term
            Aggregate
              Intrinsic
                ValueOutstanding
                at January 31, 2007
            19,031
            $12.79
            3.5
                years
            $35,778Outstanding
                at April 30, 2007
            19,031
            $12.79
            3.25
                years
            $5,329Exercisable
                at  April 30, 2007
            19,031
            $12.79
            3.25
                years
            $5,329





***Restricted
      Stock Plan and Performance Equity Plan***




On
      June
      21, 2006, the shareholders of the Company approved a restricted stock
      plan.  A total of 253,000 shares of restricted stock were authorized
      under this plan.  Under the restricted stock plan, eligible employees
      and directors are awarded performance-based restricted shares of the
      Corporation’s common stock.  The amount recorded as expense for the
      performance-based grants of restricted stock are based upon an estimate made
      at
      the end of each reporting period as to the most probable outcome of this plan
      at
      the end of the three year performance period. (e.g., baseline, minimum, maximum
      or zero).  In addition to the grants with vesting based solely on
      performance, certain awards pursuant to the plan have a time-based vesting
      requirement, under which awards vest from three to four years after issuance,
      subject to continuous employment and certain other
      conditions.  Restricted stock have the same voting rights as other
      common stock. Restricted stock awards do not have voting rights, and the
      underlying shares are not considered to be issued and outstanding until
      vested.





The
      Company has granted up to a maximum of 136,213 restricted stock awards as of
      April 30, 2007. All of these restricted stock awards are non-vested at April
      30,
      2007 (92,103 shares at “baseline” and 48,983 shares at “minimum”) and have a
      weighted average grant date fair value of $13.06. The Company recognizes expense
      related to performance-based awards over the requisite service period using
      the
      straight-line attribution method based on the outcome that is
      probable.





As
      of
      April 30, 2007, unrecognized stock-based compensation expense related to
      restricted stock awards totaled $1,272,978, before income taxes, based on the
      maximum performance award level.  Such unrecognized stock-based
      compensation expense related to restricted stock awards totaled $860,325 and
      $456,928 at the baseline and minimum performance levels, respectively. The
      cost
      of these non-vested awards is expected to be recognized over a weighted-average
      period of three years.  The board has estimated its current
      performance level to be at the minimum level and expenses have been recorded
      accordingly.  The performance based awards are not considered stock
      equivalents for EPS purposes





***Stock-Based
      Compensation***




The
      Company recognized total stock-based compensation costs of $53,114, of which
      $53,114 results from the 2006 Equity Incentive Plan, and $0 results from the
      Non-Employee Directors Option Plan for the three months ended April 30, 2007
      and
      $0 for the three months ended April 30, 2006.  These amounts are
      reflected in selling, general and administrative expenses.  The total
      income tax benefit recognized for stock-based compensation arrangements was
      $19,121 and $0 for the three months ended April 30, 2007 and April 30, 2006,
      respectively.





10
 *Index*





***9.***
            ***Manufacturing
                Segment Data***




Domestic
      and international sales are as follows in millions of dollars:




Three
                  Months EndedApril
                  30,**2007**
              
              
              **2006**Domestic
              
              $
              22.0
              
              
              
              85.9
              %
              
              $
              24.2
              
              
              
              89.1
              %International
              
              
              3.6
              
              
              
              14.1
              %
              
              
              3.0
              
              
              
              10.9
              %Total
              
              $
              25.6
              
              
              
              100
              %
              
              $
              27.2
              
              
              
              100
              %





We
      manage
      our operations by evaluating each of our geographic locations. Our North
      American operations include our facilities in Decatur, Alabama (primarily the
      distribution to customers of the bulk of our products and the manufacture of
      our
      chemical, glove and disposable products), Celaya, Mexico (primarily disposable,
      glove and chemical suit production) St. Joseph, Missouri and Shillington,
      Pennsylvania (primarily woven products production). We also maintain three
      manufacturing facilities in China (primarily disposable and chemical suit
      production) and a glove manufacturing facility in New Delhi, India. Our China
      facilities and our Decatur, Alabama facility produce the majority of the
      Company’s products. The accounting policies of these operating entities are the
      same as those described in Note 1 to our  Annual Report on Form 10-K
      for the year ended January 31, 2007. We evaluate the performance of these
      entities based on operating profit which is defined as income before income
      taxes, interest expense and other income and expenses. We have small sales
      forces in Canada, Europe, Chile and China which sell and distribute products
      shipped from the United States, Mexico or China.




The
      table
      below represents information about reported manufacturing segments for the
      three
      month periods noted therein:




Three
                Months Ended
              April
                30,
              (in
                millions of dollars)2007
            
            
            2006Net
                Sales:North
                America and other foreign
            
            $
            26.0
            
            
            $
            28.2China
            
            
            3.0
            
            
            
            2.6India
            
            
            .08
            
            
            
            .3Less
                inter-segment sales
            
            
            (4.2
            )
            
            
            (3.9
            )Consolidated
                sales
            
            $
            25.6
            
            
            $
            27.2Operating
                Profit:North
                America and other foreign
            
            $
            .748
            
            
            $
            1.964China
            
            
            .378
            
            
            
            .391India
            
            
            (.123
            )
            
            
            (.07
            )Less
                inter-segment profit (loss)
            
            
            (.083
            )
            
            
            (.085
            )Consolidated
                profit
            
            $
            .92
            
            
            $
            2.2Identifiable
                Assets (at Balance Sheet date):North
                America and other foreign
            
            $
            63.18
            
            
            $
            64.65China
            
            
            9.02
            
            
            
            7.63India
            
            
            4.30
            
            
            
            1.12Consolidated
                assets
            
            $
            76.5
            
            
            $
            73.4Depreciation  and
                Amortization Expense:North
                America and other foreign
            
            $
            .162
            
            
            $
            .151China
            
            
            .093
            
            
            
            .110India
            
            
            .007
            
            
            
            .008Consolidated
                depreciation expense
            
            $
            .262
            
            
            $
            .269





11
 *Index*


***10.***
            ***Adoption
                of FIN 48***





*UNCERTAIN
      TAX POSITIONS.*Effective February 1, 2007, the first day of fiscal 2008,
      the Company adopted the provisions of Financial Accounting Standards Board
      (“FASB”) Interpretation No. 48, “Accounting for Uncertainty in Income Taxes,”
(“FIN 48”). FIN 48 prescribes recognition thresholds that must be met before a
      tax position is recognized in the financial statements and provides guidance
      on
      de-recognition, classification, interest and penalties, accounting in interim
      periods, disclosure, and transition. Under FIN 48, an entity may only recognize
      or continue to recognize tax positions that meet a "more likely than not"
      threshold. The Company recorded the cumulative effect of applying FIN 48 as
      a
      $350,000 debit to the opening balance of accumulated deficit as of February
      1,
      2007, the date of adoption.




The
      Company’s policy is to recognize interest and penalties related to income tax
      issues as components of income tax expense. The Company had approximately
      $60,000 of accrued interest as of February 1, 2007.




The
      Company is subject to U.S. federal income tax, as well as income tax in multiple
      U.S. state and local jurisdictions and a limited number of foreign
      jurisdictions.   The Company’s Federal Income Tax returns for the
      fiscal years ended January 31, 2003, 2004 and 2005 have been audited by the
      Internal Revenue Service. Such audits are complete with one issue in dispute
      relating to deductions taken by the Company for charitable contributions of
      its
      stock in trade, and one other issue in dispute which would result in a timing
      difference. Such issues are in the Appellate Division of the Internal Revenue
      Service. An initial meeting was held in May 2007. Since the final result of
      these issues cannot be estimated by management at this time, management has
      recorded a charge of $350,000 representing the government’s position plus
      interest.








***11.***
            ***Real
                Estate Purchases***




In
      June
      2006, the Company entered into an agreement to construct a distribution facility
      in Brantford, Ontario at a cost of approximately $2,200,000 (Canadian)
      ($1,982,518 US at the exchange rate at April 30, 2007). In order to finance
      the
      acquisition, the Company has arranged a term loan in the amount of $2,000,000
      (Canadian) bearing interest at the Business Development Bank of Canada’s
      floating base rate minus 1.25% (currently equal to 6.75%) and is repayable
      in
      240 monthly principal installments of $8,350 (Canadian) plus
      interest.






***12.***
            ***Related
                Party Transactions***




In
      connection with the asset purchase agreement, dated August 1, 2005, between
      the
      Company and Mifflin Valley, Inc., the Company entered into a five year lease
      agreement with the seller (now an employee of the Company) to rent the
      manufacturing facility owned by the seller an annual rental
      of  $57,504, or a per square foot rental of $3.10.  This
      amount was obtained prior to the acquisition from an independent appraisal
      of
      the fair market rental value per square feet.  In addition the Company
      has, starting January 1, 2006 rented 12,000 sq ft of warehouse space in PA
      from
      this employee, on a month by month basis, for the monthly amount of $3.00 per
      square foot.







***13.***
            ***Formation
                of New Subsidiaries******and
                Restructuring***




On
      March
      13, 2006, Lakeland Industries, Inc. Agencia en Chile was formed to facilitate
      the opening of a new sales and warehousing operation in Santiago, Chile to
      service South American markets.  On May 26, 2006, Lakeland Protective
      Real Estate was formed to obtain a $2 million mortgage for a new warehouse
      to be
      built in Canada. On October 26, 2006, Lakeland Japan, Inc. was formed as a
      sales


12
 *Index*


operation
      for the Japanese market. On February 23, 2007, Lakeland Gloves and Safety
      Apparel Private Limited was formed to hold the assets of the Company’s recently
      purchased Indian business. On March 27, 2007, Industrias Lakeland de S.A. de
      C.V. was formed to operate the new facilities in Jerez, Mexico.





The
      Company is closing its Celaya, Mexico manufacturing facility and opening a
      new
      and larger facility in Jerez, Mexico. Lakeland is making this change in
      facilities primarily to reduce the unit cost of its production. Jerez presents
      better labor, rental and transportation values than does our current Celaya
      plant and the Company believes it can realize savings of close to $500,000
      annually once the production move is fully implemented in August 2007. The
      new
      Jerez facility will also double our capacity in Mexico and will be used for
      specialty woven items that are not made in China due to high tariffs and or
      quotas imposed by most customs departments in North and South America on such
      goods, but not dutiable if made in Mexico under the NAFTA and other Latin
      American Trade Treaties. The Company has taken a $506,000 pretax write-off
      in
      its first quarter ended April 30, 2007, primarily attributable to $275,000
      in
      legally mandated severance costs to its Celaya employees, $134,000 in other
      termination costs and $97,000 in moving and start-up costs.







***14.***
            ***Mexican
                Tax Situation***




In
      August
      2001, Guanajuato Mexico, Secretaria de Hacienda Credito Publico (“Hacienda”)
      began an audit of our wholly-owned subsidiary Lakeland de Mexico de SA de
      CV.  The audit resulted in a claim by Hacienda for 9,195,254 Mexican
      Pesos (approximately $800,000 USD, based on exchange rate on June 7, 2006)
      in
      December 2002 alleging that it was not proven that Lakeland’s imports into
      Mexico were re-exported, and therefore, no tariffs or taxes were
      due.  In June 2002 Hacienda’s own Legal Department, in an
      administrative opinion, dismissed this deficiency in total.  In
      December 2003 the Hacienda Audit Department changed tactics and reinstated
      the
      deficiency based on new legal theories.  In response to this second
      claim, in March 2004 Lakeland de Mexico filed a Nullity Proceeding against
      Hacienda at the Tribunal Federal de Justica Fiscal Administrativa, Celaya,
      Guanajuato to nullify Hacienda’s tax liens and deficiencies.  On
      August 4, 2006 we were officially notified that the above described legal
      proceedings were decided in Lakeland’s favor by a three judge panel. The
      Hacienda tax authority then asked for a review from a higher court of the low
      court’s holding. The higher Mexican court upheld the lower court’s holding on
      May 4, 2007 and this tax deficiency issue has now finally been closed in
      Lakeland’s favor.





***15.***
            ***Indian
                Glove Purchase***




In
      November 2006, the Company closed on its contract to buy the Industrial Glove
      assets of RFB Latex, Ltd. (RFB) of New Delhi, India for a purchase price of
      approximately $3.4 million, subject to reconciliation of operations over the
      prior year and an audit.  Such assets consist of long-term land
      leases, buildings and equipment.  This purchase price is in addition
      to the cumulative outlay of approximately $1.5 million through November 15,
      2006
      which consists of the cost of the purchase option, inventory, receivables,
      operating losses to date and working capital.  The company is in the
      process of, subject to Indian law, liquidating its existing subsidiary and
      setting up a new subsidiary which will consummate the purchase
      transaction.





***16.***
            ***Derivative
                Instruments and Foreign Currency
                Exposure***




The
      Company has foreign currency exposure, principally through sales in Canada
      and
      the UK and production in Mexico and China.  Management has commenced a
      hedging program to offset this risk by purchasing forward contracts to sell
      the
      Canadian Dollar, Euro and Great Britain Pound.  Such contracts for the
      Euro and Pound are largely timed to expire with the last day of the fiscal
      quarter, with a new contract purchased on the first day of the following
      quarter, to match the operating cycle of the company.  Management has
      decided not to hedge its long position in the Chinese Yuan.





The
      Company accounts for its foreign exchange derivative instruments under Statement
      of Financial Accounting Standards (“SFAS”) No. 133, “Accounting for Derivative
      Instruments and Hedging Activities,” as amended.  This standard requires
      recognition of all derivatives as either assets or liabilities at fair value
      and
      may result in additional volatility in both current period earnings and
      other


13
 *Index*


comprehensive
      income as a result of recording recognized and unrecognized gains and losses
      from changes in the fair value of derivative instruments.





The
      Company had one derivative instrument outstanding at April 30, 2007 which was
      treated as a cash flow hedge intended for forecasted purchases of merchandise
      by
      the Company’s Canadian subsidiary.  The Company had no derivative
      instruments outstanding at April 30, 2006.  The change in the fair market
      value of the effective hedge portion of the foreign currency forward exchange
      contracts was a decrease of $55,815, for the three month period ended April
      30,
      2007 and was recorded in other comprehensive income (loss). It will be released
      into operations over 18 months based on the timing of the sales of the
      underlying inventory.  The release to operations will be reflected in cost
      of products sold.  During the period ended April 30, 2007, the Company
      recorded an immaterial loss in cost of goods sold for the remaining portion
      of
      the foreign currency forward exchange contract that did not qualify for hedge
      accounting treatment.  The derivative instrument was in the form of a
      foreign currency “participating forward” exchange contract. The “participating
      forward” feature affords the Company full protection on the downside and the
      ability to retain 50% of any gains, in exchange for a premium at
      inception.  Such premium is built into the contract in the form of a
      different contract rate in the amount of $0.0160.





**Item2.**
            **Management’s
                Discussion and Analysis of Financial Condition and Results of
                Operations**




*You
      should read the following summary together with the more detailed business
      information and consolidated financial statements and related notes that
      appeared in our Form 10-K and Annual Report and in the documents that were
      incorporated by reference into our Form 10-K for the year ended January 31,
      2007.  This Form 10-Q may contain certain “forward-looking”
information within the meaning of the Private Securities Litigation Reform
      Act
      of 1995.  This information involves risks and
      uncertainties.  Our actual results may differ materially from the
      results discussed in the forward-looking statements.*




**Overview**




We
      manufacture and sell a comprehensive line of safety garments and accessories
      for
      the industrial protective clothing and homeland security markets. Our products
      are sold by our in-house sales force and independent sales representatives
      to a
      network of over 800 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, we supply federal, state and local governmental
      agencies and departments such as fire and police departments, airport crash
      rescue units, the Department of Defense,  the Centers for Disease
      Control, and numerous other agencies of the federal and state
      governments.





We
      have
      operated manufacturing facilities in Mexico since 1995 and in China since 1996.
      Beginning in 1995, we moved the labor intensive sewing operation for our limited
      use/disposable protective clothing lines to these facilities. Our facilities
      and
      capabilities in China and Mexico allow access to a less expensive labor pool
      than is available in the United States and permit us to purchase certain raw
      materials at a lower cost than they are available domestically. As we have
      increasingly moved production of our products to our facilities in Mexico and
      China, we have seen improvements in the profit margins for these products.
      We
      continue to move production of our reusable woven garments and gloves to these
      facilities and expect to continue this process through fiscal 2008. As a result,
      we expect to see continuing profit margin improvements for these product lines
      over time.





**Critical
      Accounting Policies and Estimates**




The
      preparation of our financial statements in conformity with accounting principles
      generally accepted in the United States requires us to make estimates and
      judgments that affect the reported amounts of assets, liabilities, net sales
      and
      expenses, and disclosure of contingent assets and liabilities. We base estimates
      on our past experience and on various other assumptions that we believe to
      be
      reasonable under the circumstances and we periodically evaluate these
      estimates.


14
 *Index*





We
      believe the following critical accounting policies affect our more significant
      judgments and estimates used in the preparation of our consolidated financial
      statements.





*Revenue
      Recognition.*We derive our sales primarily from our limited use/disposable
      protective clothing and secondarily from our sales of high-end chemical
      protective suits, reusable woven garments, fire fighting and heat protective
      apparel, gloves, arm guards and high visibility clothing.. Sales are recognized
      when goods are shipped to our distributors at which time title and the risk
      of
      loss passes. Sales are reduced for sales returns and allowances. Payment terms
      are generally net 30 days for United States sales and net 90 days for
      international sales.





*Inventories.*Inventories include freight-in, materials, labor and overhead costs and
      are
      stated at the lower of cost (on a first-in, first-out basis) or market.
      Provision is made for slow-moving, obsolete or unusable inventory.





*Allowance
      for Doubtful Accounts.*We establish an allowance for doubtful accounts to
      provide for accounts receivable that may not be collectible. In establishing
      the
      allowance for doubtful accounts, we analyze the collectibility of individual
      large or past due accounts customer-by-customer. We establish reserves for
      accounts that we determine to be doubtful of collection.





*Income
      Taxes and Valuation Reserves.*We are required to estimate our income taxes
      in each of the jurisdictions in which we operate as part of preparing our
      consolidated financial statements. This involves estimating the actual current
      tax in addition to assessing temporary differences resulting from differing
      treatments for tax and financial accounting purposes. These differences,
      together with net operating loss carry forwards and tax credits, are recorded
      as
      deferred tax assets or liabilities on our balance sheet. A judgment must then
      be
      made of the likelihood that any deferred tax assets will be realized from future
      taxable income. A valuation allowance may be required to reduce deferred tax
      assets to the amount that is more likely than not to be realized. In the event
      we determine that we may not be able to realize all or part of our deferred
      tax
      asset in the future, or that new estimates indicate that a previously recorded
      valuation allowance is no longer required, an adjustment to the deferred tax
      asset is charged or credited to net income in the period of such determination.




*Valuation
      of Goodwill and Other Intangible Assets.*On February 1, 2002, we adopted
      Statement of Financial Accounting Standards (SFAS) No. 142, “Goodwill and Other
      Intangible Assets,” which provides that goodwill and other intangible assets are
      no longer amortized, but are assessed for impairment annually and upon
      occurrence of an event that indicates impairment may have occurred. Goodwill
      impairment is evaluated utilizing a two-step process as required by SFAS No.
      142. Factors that we consider important that could identify a potential
      impairment include:  significant underperformance relative to expected
      historical or projected future operating results; significant changes in the
      overall business strategy; and significant negative industry or economic trends.
      When we determine that the carrying value of intangibles and goodwill may not
      be
      recoverable based upon one or more of these indicators of impairment, we measure
      any potential impairment based on a projected discounted cash flow
      method.  Estimating future cash flows requires our management to make
      projections that can differ materially from actual results.





*Self-Insured
      Liabilities.*We have a self-insurance program for certain employee health
      benefits. The cost of such benefits is recognized as expense based on claims
      filed in each reporting period, and an estimate of claims incurred but not
      reported during such period. Our estimate of claims incurred but not reported
      is
      based upon historical trends. If more claims are made than were estimated or
      if
      the costs of actual claims increases beyond what was anticipated, reserves
      recorded may not be sufficient and additional accruals may be required in future
      periods. We maintain separate insurance to cover the excess liability over
      set
      single claim amounts and aggregate annual claim amounts.





15
 *Index*


**Significant
      Balance Sheet Fluctuation April 30, 2007 as compared to January 31,
      2007**




Cash
      increased by $1.7 million as borrowings under the revolving credit facility
      increased by $0.30 million at April 30, 2007. Accounts receivable increased
      by
      $.35 million as sales for the three months ended April 30, 2007 increased by
      1.4% from the three months ended January 31, 2007.  Inventory
      decreased by $.434 million due to an increase in inventory reserves of $.10
      million, a decrease in intercompany profit elimination of $.08 million and
      decrease of $2.4 million in finished goods inventory offset by an increase
      in
      raw materials and work in process of $2.10 million. Deferred income taxes
      increased by a $0.065 million tax benefit for the India and Mexican
      operations.  Other current assets increased principally due to prepaid
      income taxes of $1.4 million for the US and Canada. Other assets include $1.2
      million rebates related to the purchase of raw material. Accounts payable
      increased by $1.27 million as raw material purchased increased in the month
      of
      April 2007.





At
      April
      30, 2007 the Company had an outstanding loan balance of $4.084 million under
      its
      facility with Wachovia Bank, N.A. compared with $3.786 million at January 31,
      2007.  Total stockholder’s equity increased principally by the net
      income for the period of $.532 million.





**Three
      months ended April 30, 2007 as compared to the three months ended April 30,
      2006**




*Net
      Sales.*Net sales decreased $1.6 million, or 6.0% to $25.6 million for the
      three months ended April 30, 2007 from $27.2 million for the three months ended
      April 30, 2006.  The net decrease was comprised of decreased sales in
      disposable garments of $562,000 in the US and $458,000 in Canada primarily
      due
      to competitive market conditions, lower government spending in our Chemical
      Protective garments by $230,000, growth in sales in our Chile and UK
      subsidiaries of $295,000, and less revenue from India of $179,000 as a result
      of
      its shutdown for retooling during this first quarter. We expect to reopen this
      Indian facility by July 2007 so third quarter glove sales should benefit from
      such a re-opening.  Sales in our fire gear and gloves declined by
      $558,000 compared to the same period last year. The decline in fire gear sales
      was due to all new NFPA standards and delayed Underwriters Laboratory (UL)
      certifications for this newly developed fire gear, which hurt the entire
      industry in the first quarter. The decline in glove sales was due to the loss
      of
      two customers, one of whom went out of business.





*Gross
      Profit.*Gross profit decreased $1.3 million or 20.0% to $5.2 million for
      the three months ended April 30, 2007 from $6.5 million for the three months
      ended April 30, 2006.  Gross profit as a percentage of net sales
      decreased to 20.4% for the three months ended April 30, 2007 from 24.0% for
      the
      three months ended April 30, 2006, primarily due to a sales rebate program
      to
      meet competitive conditions resulting in a $392,000 reduction in sales, higher
      Tyvek fabric costs (resulting from Tyvek purchased at no rebate charged to
      the
      month of April resulting in approximately $250,000 higher cost. Such cost is
      expected to continue for the month of May. The supply of this higher cost raw
      material would then be exhausted), start-up costs related to the new foreign
      subsidiaries of approximately $173,000, partially offset by ongoing cost
      reduction programs in component and service-purchasing, shifting production
      from
      the US to China and Mexico, and a one time plant restructuring charge in Mexico
      of $500,000 pretax, or approximately $0.09 per share, rework expenses on a
      chemical suit contract, and lower volumes in fire gear and
      gloves.


16
 *Index*





*Operating
      Expenses.*Operating expenses decreased $0.07 million, or 1.6% to $4.3
      million for the three months ended April 30, 2007 from $4.4 million for the
      three months ended April 30, 2006.  As a percentage of sales,
      operating expenses increased to 16.8% for the three months ended April 30,
      2007
      from 16.0% for the three months ended April 30, 2006.  The $0.07
      million decreases in operating expenses in the three months ended April 30,
      2007
      as compared to the three months ended April 30, 2006 were comprised
      of:





o
            $0.15
                million in higher professional and consulting fees, largely resulting
                from
                audit fees.


o
            $0.06
                increase in R & D costs relating to UL certifications of fire gear and
                other non-related certifications.


o
            $0.05
                million in share-based
                compensation.


o
            $0.02
                million in increased directors fees


o
            ($0.04)
                million lower freight out costs resulting from slight relief in prevailing
                carrier rates and lower volume.


o
            ($0.04)
                million in reduced bank charges resulting from reduced use of credit
                cards
                and a re-negotiation of the fee
                structure.


o
            ($0.04)
                million miscellaneous decreases.


o
            ($0.05)
                million in decreased computer expense resulting from a major upgrade
                project ongoing in the prior year.


o
            ($0.06)
                million in decreased bad debt
                exposure.


o
            ($0.12)
                million decreased sales commissions and selling expenses due to decreased
                volume





*Operating
      profit*. Operating profit decreased 57.0% to $.93 million for the three
      months ended April 30, 2007 from $2.17 million for the three months ended April
      30, 2006.  Operating margins were 3.6% for the three months ended
      April 30, 2007 compared to 7.9% for the three months ended April 30,
      2006.





*Interest
      Expenses*.  Interest expenses decreased by $0.017 million for the
      three months ended April 30, 2007 as compared to the three months ended April
      30, 2006 because of lower amounts borrowed and steady interest rates under
      our
      credit facility.





*Income
      Tax Expense*.  Income tax expenses consist of federal, state, and
      foreign income taxes.  Income tax expenses decreased $0.261 million,
      or 40%, to $0.388 million for the three months April 30, 2007 from $0.649
      million for the three months ended April 30, 2006.  Our effective tax
      rates were 42.2% and 30.7% for the three months ended April 30, 2007 and 2006,
      respectively.  Our effective tax rate varied from the federal
      statutory rate of 34% due primarily to the Mexican restructuring costs largely
      not eligible for tax benefits, and otherwise lower foreign tax rates, primarily
      resulting from greater profits resulting from outsourced production partially
      offset by state taxes and by start up losses in Chile and Japan which are not
      eligible for tax credits and for India in which a U.S. tax benefit of $50,000
      was recorded at April 30, 2007.  These losses became eligible for the
      tax benefit as a result of the planned liquidation of the existing Indian
      subsidiary which will result in a bad debt deduction for the US parent company
      on its taxes for the uncollected portion of its loans and advances receivable
      from the Indian subsidiary.





*Net
      Income*.  Net income decreased $0.93 million, or 63.6% to $0.53
      million for the three months ended April 30, 2007 from $1.46 million for the
      three months ended April 30, 2006. The decrease in net income primarily resulted
      from lower sales and meeting competitive conditions in our disposable garment
      division both in the USA and Canada, the increased operating expenses described
      above, and the combined operating losses of $190,000 of the new foreign
      operations and the Mexican plant closing of ($500,000). Earnings per share
      were
      $0.10 for the three months ended April 30, 2007 compared to $0.26 for the three
      months ended April 30, 2006 (after reflecting adjustments resulting from the
      10%
      stock dividend payable to holders of record August 1, 2006).


17
 *Index*





**Liquidity
      and Capital Resources**




*Cash
      Flows.*As of April 30, 2007 we had cash and cash equivalents of $3.6
      million and working capital of $58.2 million, increases of $1.6 million and
      $.4
      million, respectively, from January 31, 2007. Our primary sources of funds
      for
      conducting our business activities have been cash flow provided by operations
      and borrowings under our credit facilities described below.  We
      require liquidity and working capital primarily to fund increases in inventories
      and accounts receivable associated with our net sales and, to a lesser extent,
      for capital expenditures.





Net
      cash
      provided by operating activities of $1.7 million for the three months ended
      April 30, 2007 was due primarily to net income from operations of $.53 million,
      an increase in accounts payable accrued expenses and other liabilities of $1.5
      million, a decrease in inventories of $.34 million and an increase in accounts
      receivable of $.33 million.  Net cash used in investing activities of
      $.306 million in the three months ended April 30, 2007, was due to purchases
      of
      property and equipment.





Net
      cash
      provided by operating activities of $2.7 million for the three months ended
      April 30, 2006 was due primarily to net income from operations of $1.5 million,
      a decrease in inventories of $1.0 million, an increase in accounts receivable
      of
      $1.6 million, an increase in accounts payable of $2.0 million.  Net
      cash used in investing activities of $.163 million in the three months ended
      April 30, 2006, was due to purchases of property and equipment.





We
      currently have one credit facility - a $25 million revolving credit, of which
      $4.1 million of borrowings were outstanding as of April 30, 2007.  Our
      credit facility requires that we comply with specified financial covenants
      relating to fixed charge ratio, debt to EBIDTA coverage, and inventory and
      accounts receivable collateral coverage ratios.  These restrictive
      covenants could affect our financial and operational flexibility or impede
      our
      ability to operate or expand our business.  Default under our credit
      facility would allow the lender to declare all amounts outstanding to be
      immediately due and payable.  Our lender has a security interest in
      substantially all of our assets to secure the debt under our credit
      facility.  As of April 30, 2007, we were in compliance with all
      covenants contained in our credit facility.





We
      believe that our current cash position of $3.6 million, our cash flow from
      operations along with borrowing availability under our $25 million revolving
      credit facility will be sufficient to meet our currently anticipated operating,
      capital expenditures and debt service requirements for at least the next 12
      months.





*Capital
      Expenditures*. Our capital expenditures principally relate to purchases of
      manufacturing equipment, computer equipment, and leasehold improvements, as
      well
      as payments related to the construction of our new facilities in China. Our
      facilities in China are not encumbered by commercial bank mortgages and thus
      Chinese commercial mortgage loans may be available with respect to these real
      estate assets if we need additional liquidity. Our capital expenditures are
      expected to be approximately $1.2 million for capital equipment, primarily
      computer equipment and apparel manufacturing equipment in fiscal 2008, and
      approximately $2 million (Canadian) (approximately $1.8 US) for a new Canadian
      facility (some of which may be incurred in FY09).





*Foreign
      Currency Exposure.*The Company has foreign currency exposure,
      principally through sales in Canada and the UK and production in Mexico and
      China.  Management has commenced a hedging program to offset this risk
      by purchasing forward contracts to sell the Canadian Dollar, Euro and Great
      Britain Pound.  Such contracts for the Euro and Pound are largely
      timed to expire with the last day of the fiscal quarter, with a new contract
      purchased on the first day of the following quarter, to match the operating
      cycle of the company.  Management has decided not to hedge its long
      position in the Chinese Yuan.


18
 *Index*





The
      Company accounts for its foreign exchange derivative instruments under Statement
      of Financial Accounting Standards (“SFAS”) No. 133, “Accounting for Derivative
      Instruments and Hedging Activities,” as amended.  This standard requires
      recognition of all derivatives as either assets or liabilities at fair value
      and
      may result in additional volatility in both current period earnings and other
      comprehensive income as a result of recording recognized and unrecognized gains
      and losses from changes in the fair value of derivative
      instruments.





The
      Company had one derivative instrument outstanding at April 30, 2007 which was
      treated as a cash flow hedge intended for forecasted purchases of merchandise
      by
      the Company’s Canadian subsidiary.  The Company had no derivative
      instruments outstanding at April 30, 2006.  The change in the fair market
      value of the effective hedge portion of the foreign currency forward exchange
      contracts was a loss of  $55,815, for the three month period ended
      April 30, 2007 and was recorded in other comprehensive (income) loss (see Note
      16).  It will be released into operations over 18 months based on the
      timing of the sales of the underlying inventory.  The release to operations
      will be reflected in cost of products sold.  During the period ended April
      30, 2007, the Company recorded an immaterial loss in cost of goods sold for
      the
      remaining portion of the foreign currency forward exchange contract that did
      not
      qualify for hedge accounting treatment.  The derivative instrument was
      in the form of a foreign currency “participating forward” exchange contract. The
“participating forward” feature affords the Company full protection on the
      downside and the ability to retain 50% of any gains, in exchange for a premium
      at inception.  Such premium is built into the contract in the form of
      a different contract rate in the amount of $0.0160.





**Item3.**
            **Quantitative
                and Qualitative Disclosures About Market
                Risk**





There
      have been no significant changes in market risk from that disclosed in our
      Annual Report on Form 10-K for the fiscal year ended January 31,
      2007.




**Item
                4.**
            **Controls
                and Procedures**





*Evaluation
      of Disclosure Controls and Procedures* - Lakeland Industries, Inc.’s Chief
      Executive Officer and Chief Financial Officer, after evaluating the
      effectiveness of Lakeland Industries, Inc.’s disclosure controls and procedures
      (as defined in Rule 13a-15(e) or 15d-15(c) under the Securities Exchange Act)
      as
      of the end of the period covered by this report, have concluded that, based
      on
      the evaluation of these controls and procedures, the Company’s disclosure
      controls and procedures were effective.





*Changes
      in Internal Control Over Financial Reporting* - Lakeland Industries, Inc.’s
      management, with the participation of Lakeland Industries, Inc.’s Chief
      Executive Officer and Chief Financial Officer, has evaluated whether any change
      in the Company’s internal control over financial reporting occurred during the
      first quarter of fiscal 2008.  Based on that evaluation, management
      concluded that there has been no change in Lakeland Industries, Inc.’s internal
      control over financial reporting during the first quarter of fiscal 2008 that
      has materially affected, or is reasonably likely to materially affect, Lakeland
      Industries, Inc.’s internal control over financial reporting.





Through
      the thirty nine months ended April 30, 2007 additional expense has been incurred
      relating to documenting and testing the systems of internal
      controls.  The Company hired internal auditors in 2004 and 2005 and
      has contracted with an independent consultant for services related to overall
      Sarbanes-Oxley Act compliance and more specifically Section 404, in February
      2004.  The total cumulative amount expensed so far is approximately
      $1,314,000 including $188,000 in additional director fees.


19
 *Index*







**PARTII. OTHER INFORMATION**




Items
      1,
      2, 3, 4 and 5 are not applicable




**Item
                6.**
            **Exhibits
                and Reports on
                Form 8-K**:




**3.**
            **Exhibits:
                Description**




a
                -
            On
                April 12, 2007, the Company filed a Form 8-K under Item 2.02, relating
                to
                the results of operations and financial condition for the purpose
                of
                furnishing a press release announcing results of operations for the
                year
                ended January 31, 2007.




10.4*
            Employment
                Agreement, dated April 16, 2007, between
                Lakeland Industries, Inc. and Raymond J.
                Smith





10.12*
            Employment
                Agreement, dated April 18, 2007, between
                Lakeland Industries, Inc. and James M.
                McCormick





10.13*
            Employment
                Agreement, dated April 18, 2007, between
                Lakeland Industries, Inc. and Paul C.
                Smith





10.15*
            Employment
                Agreement, dated April 16, 2007, between
                Lakeland Industries, Inc. and Gregory D.
                Willis





*
      filed
      herein







20




**SIGNATURES**




Pursuant
      to the requirements of Section 13 or 15 (d) 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.














**LAKELAND
                INDUSTRIES, INC.**(Registrant)Date:  June
                7, 2007
            /s/
                Christopher J. RyanChristopher
                J. Ryan,Chief
                Executive Officer, President,Secretary
                and General Counsel(Principal
                Executive Officer and AuthorizedSignatory)Date:
                June 7, 2007
            /s/Gary
                PokrassaGary
                Pokrassa,Chief
                Financial Officer(Principal
                Accounting Officer andAuthorized
              Signatory)







21