================================================================================

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM 10-Q


[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
    ACT OF 1934

                  For the quarterly period ended July 31, 2008

                                       OR

[_] 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 0-23001




                             SIGNATURE EYEWEAR, INC.
--------------------------------------------------------------------------------
             (Exact Name of Registrant as Specified in its Charter)

          CALIFORNIA                                             95-3876317
(State or Other Jurisdiction of                               (I.R.S. Employer
Incorporation or Organization)                               Identification No.)

                              498 NORTH OAK STREET
                           INGLEWOOD, CALIFORNIA 90302
                    (Address of Principal Executive Offices)

                                 (310) 330-2700
              (Registrant's Telephone Number, Including Area Code)



              -----------------------------------------------------
              (Former name, former address and former fiscal year,
                          if changed since last report)


     Indicate by check whether the registrant: (1) 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. |X| Yes |_| No

     Indicate by check mark whether the registrant is a large accelerated filer,
an accelerated filer, a non-accelerated filer, or a smaller reporting company.
See definition of "large accelerated filer," "accelerated filer" and "smaller
reporting company" in Rule 12b-2 of the Exchange Act.

Large Accelerated Filer  |_|               Accelerated Filer          |_|
Non-accelerated Filer    |_|               Smaller reporting company  |X|
(Do not check if a smaller
reporting company)

     Indicate by check mark whether the registrant is a shell company (as
defined in Rule 12b-2 of the Exchange Act). |_| Yes   |X| No

     Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date: 6,955,639 shares issued and
outstanding as of September 5, 2008.

================================================================================
<PAGE>
                             SIGNATURE EYEWEAR, INC.

                               INDEX TO FORM 10-Q



PART I    FINANCIAL INFORMATION                                             PAGE
                                                                            ----
Item 1    Financial Statements

          Balance Sheets ...................................................   3

          Statements of Income .............................................   5

          Statements of Cash Flows .........................................   6

          Notes to the Financial Statements ................................   7


Item 2    Management's Discussion and Analysis of Financial Condition
            and Results of Operations ......................................  11

Item 3    Quantitative and Qualitative Disclosures about Market Risk .......  15

Item 4    Controls and Procedures ..........................................  15




PART II   OTHER INFORMATION

Item 1    Legal Proceedings ................................................  16

Item 1A   Risk Factors .....................................................  16

Item 2    Unregistered Sales of Equity Securities and Use of Proceeds ......  16

Item 3    Defaults upon Senior Securities ..................................  16

Item 4    Submission of Matters to a Vote of Security Holders ..............  16

Item 5    Other Information ................................................  16

Item 6    Exhibits .........................................................  16




                                       -2-
<PAGE>
PART I.
                              FINANCIAL INFORMATION

ITEM 1.   FINANCIAL STATEMENTS

                                                          SIGNATURE EYEWEAR, INC
                                                                  BALANCE SHEETS
                     AT JULY 31, 2008 (UNAUDITED) AND OCTOBER 31, 2007 (AUDITED)
================================================================================
<TABLE><CAPTION>
                                     ASSETS

                                                                    July 31,      October 31,
                                                                      2008           2007
                                                                  ------------   ------------
<S>                                                               <C>            <C>
CURRENT ASSETS

     Cash and cash equivalents                                    $    107,266   $    461,080
     Accounts receivable - trade, net of allowance for doubtful
         accounts of $42,163 and $52,836, respectively               3,103,275      2,884,092
     Inventory                                                       5,308,668      4,764,490
     Promotional products and materials                                124,796        176,220
     Prepaid expenses and other current assets                         326,693        299,930
     Deferred income taxes                                             376,500        376,500
                                                                  ------------   ------------

             Total current assets                                    9,347,198      8,962,312

PROPERTY AND EQUIPMENT, net                                            400,641        393,134
DEPOSITS AND OTHER ASSETS                                               95,071         92,769
DEFERRED INCOME TAXES                                                2,600,700      2,600,700
                                                                  ------------   ------------

                 TOTAL ASSETS                                     $ 12,443,610   $ 12,048,915
                                                                  ============   ============
</TABLE>












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

                                       -3-
<PAGE>
                                                          SIGNATURE EYEWEAR, INC
                                                                  BALANCE SHEETS
                     AT JULY 31, 2008 (UNAUDITED) AND OCTOBER 31, 2007 (AUDITED)
================================================================================
<TABLE><CAPTION>
                      LIABILITIES AND SHAREHOLDERS' EQUITY

                                                                    July 31,      October 31,
                                                                      2008           2007
                                                                  ------------   ------------
<S>                                                               <C>            <C>
CURRENT LIABILITIES
     Accounts payable - trade                                     $  5,118,271   $  4,757,209
     Accrued expenses and other current liabilities                  1,487,842      1,643,955
     Reserve for customer returns                                      300,309        300,309
     Current portion of long-term debt                                 290,000        365,100
                                                                  ------------   ------------

         Total current liabilities                                   7,196,422      7,066,573

LONG-TERM DEBT, net of current portion                               4,442,500      4,782,500
                                                                  ------------   ------------

             Total liabilities                                      11,638,922     11,849,073
                                                                  ------------   ------------

COMMITMENTS AND CONTINGENCIES

SHAREHOLDERS' EQUITY
     Preferred stock, $0.001 par value
         5,000,000 shares authorized
             Series A 2% convertible preferred stock,
                 $0.001 par value;
             1,360,000 shares authorized
             1,200,000 issued and outstanding                            1,200          1,200
     Common stock, $0.001 par value
         30,000,000 shares authorized
         6,955,639 shares and 6,855,639 shares issued
             and outstanding, respectively                               6,956          6,856
     Additional paid-in capital                                     15,656,812     15,589,912
     Accumulated deficit                                           (14,860,280)   (15,398,126)
                                                                  ------------   ------------

                 Total shareholders' equity                            804,688        199,842
                                                                  ------------   ------------

                     TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY   $ 12,443,610   $ 12,048,915
                                                                  ============   ============
</TABLE>






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

                                       -4-
<PAGE>
                                                         SIGNATURE EYEWEAR, INC.
                                                            STATEMENTS OF INCOME
                                      FOR THE THREE MONTHS AND NINE MONTHS ENDED
                         JULY 31, 2008 (UNAUDITED) AND JULY 31, 2007 (UNAUDITED)
================================================================================
<TABLE><CAPTION>


                                        For The Three Months Ended      For The Nine Months Ended
                                       ----------------------------    ----------------------------
                                           2008            2007            2008            2007
                                       ------------    ------------    ------------    ------------
<S>                                    <C>             <C>             <C>             <C>
NET SALES                              $  6,361,749    $  6,175,318    $ 18,602,713    $ 18,616,104
Cost of sales                             2,405,957       2,287,475       6,796,175       6,710,186
                                       ------------    ------------    ------------    ------------

GROSS PROFIT                              3,955,792       3,887,843      11,806,538      11,905,918
                                       ------------    ------------    ------------    ------------

OPERATING EXPENSES
     Selling                              2,247,790       2,185,469       6,675,117       6,626,748
     General and administrative           1,432,338       1,407,891       4,291,284       4,297,423
     Depreciation and amortization           29,460          49,814          78,096         145,000
                                       ------------    ------------    ------------    ------------
        Total operating expenses          3,709,588       3,643,174      11,044,497      11,069,171
                                       ------------    ------------    ------------    ------------

INCOME FROM OPERATIONS                      246,204         244,669         762,041         836,747
                                       ------------    ------------    ------------    ------------

INTEREST EXPENSE                            (64,256)       (124,122)       (215,571)       (378,060)
                                       ------------    ------------    ------------    ------------

INCOME BEFORE TAXES                         181,948         120,547         546,470         458,687
INCOME TAXES                                  6,409        (135,887)          8,620        (465,795)
                                       ------------    ------------    ------------    ------------

NET INCOME AVAILABLE TO COMMON STOCK
     SHAREHOLDERS                      $    175,539    $    256,434    $    537,850    $    924,482
                                       ============    ============    ============    ============

BASIC AND DILUTED EARNINGS PER SHARE   $       0.03    $       0.04    $       0.08    $       0.14
                                       ============    ============    ============    ============

WEIGHTED-AVERAGE COMMON SHARES
     OUTSTANDING - BASIC AND DILUTED      6,955,639       6,855,639       6,892,500       6,664,132
                                       ============    ============    ============    ============
</TABLE>

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

                                       -5-
<PAGE>
                                                          SIGNATURE EYEWEAR, INC
                                                        STATEMENTS OF CASH FLOWS
FOR THE NINE MONTHS ENDED JULY 31, 2008 (UNAUDITED) AND JULY 31, 2007 UNAUDITED)
================================================================================
<TABLE><CAPTION>

                                                                2008            2007
                                                            ------------    ------------
<S>                                                         <C>             <C>
CASH FLOWS FROM OPERATING ACTIVITIES
    Net income                                              $    537,850    $    924,482
    Adjustments to reconcile net income to net cash
     provided by operating activities:
        Deferred tax asset                                            --        (476,000)
        Depreciation and amortization                             78,096         145,000
        (Increase) decrease in:
           Accounts receivable - trade                          (219,184)        185,119
           Inventories                                          (544,179)        (94,045)
           Promotional products and materials                     51,424         (48,918)
           Prepaid expenses and other current assets             (26,763)        (96,350)
        Increase (decrease) in:
           Accounts payable - trade                              361,062          52,394
           Accrued expenses and other current liabilities       (156,113)        (99,085)
                                                            ------------    ------------

Net cash provided by operating activities                         82,193         492,597
                                                            ------------    ------------

CASH FLOWS FROM INVESTING ACTIVITIES
    Purchase of property and equipment                           (85,605)        (42,079)
    Deposits and other assets                                     (2,302)          4,605
                                                            ------------    ------------

Net cash used in investing activities                            (87,907)        (37,474)
                                                            ------------    ------------

CASH FLOWS FROM FINANCING ACTIVITIES
    Net decrease in lines of credit                              (50,000)             --
    Payments on short-term debt                                  (75,100)             --
    Payments on long-term debt                                  (290,000)     (1,736,547)
    Borrowings on long-term debt                                      --         875,000
    Proceeds from sale of common stock                            67,000         206,250
                                                            ------------    ------------

Net cash used in financing activities                           (348,100)       (655,297)
                                                            ------------    ------------

Net decrease in cash and cash equivalents                       (353,814)       (200,174)


CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD                   461,080         554,138
                                                            ------------    ------------

CASH AND CASH EQUIVALENTS, END OF PERIOD                    $    107,266    $    353,964
                                                            ============    ============


SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION

    INTEREST PAID                                           $    143,404    $    289,948
                                                            ============    ============

    INCOME TAXES PAID                                       $      8,620    $      8,613
                                                            ============    ============
</TABLE>

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

                                       -6-
<PAGE>
                          NOTES TO FINANCIAL STATEMENTS

    (INFORMATION AS OF JULY 31, 2008 AND FOR THE THREE AND NINE MONTHS ENDED
                      JULY 31, 2008 AND 2007 IS UNAUDITED)


NOTE 1.  ORGANIZATION AND LINE OF BUSINESS

         Signature Eyewear, Inc. (the "Company") designs, markets and
distributes eyeglass frames throughout the United States and internationally.
The Company conducts its operations primarily from its principal executive
offices and a warehouse in Inglewood, California, and a warehouse and sales
office in Belgium.


NOTE 2.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation
---------------------

         The accompanying financial statements have been prepared in conformity
with accounting principles generally accepted in the United States of America
for interim financial information and with the instructions to Form 10-Q and
Regulation S-X. Accordingly, they do not include all of the information and
footnotes required by accounting principles generally accepted in the United
States of America for complete financial statements. In the opinion of
management, all normal, recurring adjustments considered necessary for a fair
presentation have been included. These financial statements should be read in
conjunction with the audited financial statements and notes thereto included in
the Company's Annual Report on Form 10-K for the year ended October 31, 2007.
The results of operations for the nine months ended July 31, 2008 are not
necessarily indicative of the results that may be expected for the year ended
October 31, 2008.

Inventories
-----------

         Inventories are stated at the lower of cost (first-in first-out method)
or market.

Property and Equipment
----------------------

         Property and equipment are recorded at cost. Depreciation and
amortization are provided using the straight-line method over the estimated
useful lives of the assets as follows:

Office furniture and equipment    7 years
Computer equipment                3 years
Software                          3 years
Machinery and equipment           5 years
Leasehold improvements            term of the lease or the estimated life of the
                                  related improvements, whichever is shorter

Fair Value of Financial Instruments
-----------------------------------

         For certain of the Company's financial instruments, including cash and
cash equivalents, accounts receivable, accounts payable-trade, the carrying
amounts approximate fair value due to their short maturities. The amounts shown
for long-term debt also approximate fair value because current interest rates
offered to the Company for debt of similar maturities are substantially the
same.

                                       -7-
<PAGE>
Income per Share
----------------

         The Company calculates income per share in accordance with SFAS No.
128, "Earnings per Share." Basic income per share is computed by dividing the
income available to common shareholders by the weighted average number of common
shares outstanding. Diluted income per share is computed similar to basic income
per share except that the denominator is increased to include the number of
additional common shares that would have been outstanding if the potential
common shares had been issued and if the additional common shares were dilutive.
The following data show the amounts used in computing earnings per share and the
effect on the weighted average number of shares of dilutive potential common
stock:

                                                  NINE MONTHS      NINE MONTHS
                                                     ENDED            ENDED
                                                 JULY 31, 2008    JULY 31, 2007
                                                --------------   --------------

Net income available to common shareholders     $      537,850   $      924,482
                                                ==============   ==============
Weighted average number of common shares             6,892,500        6,664,132
    used in basic EPS
Effect of dilutive stock options                           -0-              -0-
                                                --------------   --------------
Weighted average number of common shares and
    dilutive potential common shares used in
    dilutive EPS                                     6,892,500        6,664,132
                                                ==============   ==============


         The Company had no dilutive shares for the nine months ended July 31,
2008 and 2007, respectively.

         The following potential common shares have been excluded from the
computations of diluted income per share for the nine months ended July 31, 2008
and 2007 because the effect would have been anti-dilutive:

                                   2008             2007
                               ------------     ------------
             Stock options           34,300           96,300
             Warrants               300,000          400,000
                               ------------     ------------
                TOTAL               334,300          496,300
                               ============     ============

         On April 21, 2008, warrants to purchase 100,000 shares of common stock
were exercised at $0.67 per share.

Foreign Currency Translation
----------------------------

         The Company's Belgium branch's functional currency is the euro. Assets
and liabilities are translated at exchange rates in effect at the balance sheet
date. Income and expense accounts are translated at average rates. In addition,
some of the Company's liabilities are denominated in foreign currencies. Such
liabilities are converted into U.S. dollars at the exchange rate prevailing at

                                       -8-
<PAGE>
the balance sheet date. The resulting gains or losses were not material for the
periods ended July 31, 2008 and 2007.

Estimates
---------

         The preparation of financial statements requires management to make
estimates and assumptions that affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at the date of
the financial statements and the reported amounts of revenue and expenses during
the reporting period. Actual results could differ from those estimates.


NOTE 3.  PROPERTY AND EQUIPMENT

         Property and equipment at the dates indicated consisted of the
following:

                                                 JULY 31, 2008  OCTOBER 31, 2007
                                                --------------   --------------
Computer equipment                              $    1,624,362   $    1,624,362
Leasehold improvements                               1,275,386        1,254,986
Software                                             1,224,098        1,153,642
Office furniture and equipment                         914,975          914,975
Machinery and equipment                                727,340          732,595
                                                --------------   --------------
                                                $    5,766,161   $    5,680,560

Less accumulated depreciation and amortization      (5,365,520)      (5,287,426)
                                                --------------   --------------
                  TOTAL                         $      400,641   $      393,134
                                                ==============   ==============

         Depreciation and amortization expense was $78,096 and $145,000 for the
nine months ended July 31, 2008 and 2007, respectively, and $29,460 and $49,814
for the three months ended July 31, 2008 and 2007, respectively.


NOTE 4.  LONG-TERM DEBT

         Long-term debt (excluding accrued and unpaid interest) consisted of the
following at the dates indicated:

                                                 JULY 31, 2008  OCTOBER 31, 2007
                                                --------------   --------------
Revolving line of credit from Comerica Bank     $    2,650,000   $    2,700,000
Revolving line of credit from Bluebird Finance
  Limited                                            1,957,500        2,247,500
Term note payable to Ashford Capital, LLC              125,000          125,000
Note payable to bank in the original amount of
  $750,000                                                 -0-           75,100
                                                --------------   --------------
                                                     4,732,500        5,147,600
Less current portion                                   290,000          365,100
                                                --------------   --------------
                  LONG-TERM PORTION             $    4,442,500   $    4,782,500
                                                ==============   ==============


NOTE 5.  INCOME TAXES

         As of October 31, 2007, the Company had recognized an accumulated
$2,977,200 income tax benefit. Realization of this deferred tax asset is
dependent on the Company's ability to generate future taxable income. Management
believes that it is more likely than not that the Company will

                                       -9-
<PAGE>
generate taxable income to utilize some of the tax carry-forwards before their
expiration. However, there can be no assurance that the Company will meet its
expectation of future income. As a result, the amount of the deferred tax asset
considered realizable could be reduced in the near term if estimates of future
taxable income are reduced. Such occurrence could materially adversely affect
the Company's results of operations and financial condition.


NOTE 6.  RECENT ACCOUNTING PRONOUNCEMENTS

         In September 2006, the Financial Accounting Standards Board ("FASB")
issued SFAS No. 157, "Fair Value Measurements" ("SFAS 157"). SFAS 157 defines
fair value, establishes a framework for measuring fair value, and expands
disclosures about fair value measurements. SFAS 157 is effective as of the
beginning of the first fiscal year that begins after November 15, 2007. As such,
the Company is required to adopt these provisions at the beginning of the fiscal
year beginning November 1, 2008. The Company is currently evaluating the impact
of SFAS 157 on its financial statements.

         In February 2007, the FASB issued SFAS No. 159, "The Fair Value Option
for Financial Assets and Financial Liabilities" ("SFAS No. 159"), which provides
companies with an option to report selected financial assets and liabilities at
fair value. SFAS No. 159's objective is to reduce both complexity in accounting
for financial instruments and the volatility in earnings caused by measuring
related assets and liabilities differently. Generally accepted accounting
principles have required different measurement attributes for different assets
and liabilities that can create artificial volatility in earnings. SFAS No. 159
helps to mitigate this type of accounting-induced volatility by enabling
companies to report related assets and liabilities at fair value, which would
likely reduce the need for companies to comply with detailed rules for hedge
accounting. SFAS No. 159 also establishes presentation and disclosure
requirements designed to facilitate comparisons between companies that choose
different measurement attributes for similar types of assets and liabilities.
SFAS No. 159 requires companies to provide additional information that will help
investors and other users of financial statements to more easily understand the
effect of the company's choice to use fair value on its earnings. SFAS No. 159
also requires companies to display the fair value of those assets and
liabilities for which the company has chosen to use fair value on the face of
the balance sheet. SFAS No. 159 does not eliminate disclosure requirements
included in other accounting standards, including requirements for disclosures
about fair value measurements included in SFAS No. 157 and SFAS No. 107. SFAS
No. 159 is effective as of the beginning of the first fiscal year that begins
after November 15, 2007. As such, the Company is required to adopt these
provisions at the beginning of the fiscal year beginning November 1, 2008. The
Company is currently evaluating the impact of SFAS No. 159 on its financial
statements.

         In March 2008, the FASB issued SFAS No. 161, "Disclosures about
Derivative Instruments and Hedging Activities - an amendment of FASB Statement
No. 133" ("SFAS No. 161"). SFAS No. 161 amends and expands the disclosure
requirements of SFAS No. 133, "Accounting for Derivative Instruments and Hedging
Activities" ("SFAS No. 133"). The objective of SFAS No. 161 is to provide users
of financial statements with an enhanced understanding of how and why an entity
uses derivative instruments, how derivative instruments and related hedged items
are accounted for under SFAS No. 133 and its related interpretations, and how
derivative instruments and related hedged items affect an entity's financial
position, financial performance, and cash flows. SFAS No. 161 requires
qualitative disclosures about objectives and strategies for using derivatives,
quantitative disclosures about fair value amounts of and gains and losses on
derivative instruments, and disclosures about credit-risk-related contingent
features in derivative agreements. SFAS No. 161

                                      -10-
<PAGE>
applies to all derivative financial instruments, including bifurcated derivative
instruments (and non-derivative instruments that are designed and qualify as
hedging instruments pursuant to paragraphs 37 and 42 of SFAS No. 133) and
related hedged items accounted for under SFAS No. 133 and its related
interpretations. SFAS No. 161 also amends certain provisions of SFAS No. 131.
SFAS No. 161 is effective for financial statements issued for fiscal years and
interim periods beginning after November 15, 2008, with early application
encouraged. SFAS No. 161 encourages, but does not require, comparative
disclosures for earlier periods at initial adoption. The Company has not yet
determined the affect on its financial statements, if any, upon adoption of SFAS
No. 161.

          In May 2008, the FASB issued Statement of Financial Accounting
Standard No. 162, The Hierarchy of Generally Accepted Accounting Principles.
This Statement identifies the sources of accounting principles and the framework
for selecting the principles used in the preparation of financial statements of
nongovernmental entities that are presented in conformity with generally
accepted accounting principles (GAAP) in the United States (the GAAP hierarchy).
This Statement applies to financial statements of nongovernmental entities that
are presented in conformity with GAAP. This Statement shall be effective 60 days
following the SEC's approval of the Public Company Accounting Oversight Board
(PCAOB) amendments to AU Section 411, The Meaning of Present Fairly in
Conformity With Generally Accepted Accounting Principles. Any effect of applying
the provisions of this Statement shall be reported as a change in accounting
principle in accordance with FASB Statement No. 154, Accounting Changes and
Error Corrections. An entity shall follow the disclosure requirements of that
Statement, and additionally, disclose the accounting principles that were used
before and after the application of the provisions of this Statement and the
reason why applying this Statement resulted in a change in accounting principle.



ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF OPERATIONS

         The following discussion and analysis, which should be read in
connection with the Company's Financial Statements and accompanying footnotes,
contain forward-looking statements that involve risks and uncertainties.
Important factors that could cause actual results to differ materially from the
Company's expectations are set forth in Item 1A - Risk Factors in the Company's
Annual Report on Form 10-K for the year ended October 31, 2007, as well as those
discussed elsewhere in this Form 10-Q. Those forward-looking statements relate
to, among other things, the Company's plans and strategies, new product lines,
and relationships with licensors, distributors and customers, distribution
strategies and the business environment in which the Company operates.

         References in this report to "we," "our," "us" or the "Company" refer
to Signature Eyewear, Inc.

OVERVIEW

         We generate revenues through the sale of prescription eyeglass frames
and sunwear under licensed brand names, including bebe eyes, Cutter & Buck
Eyewear, Dakota Smith Eyewear, Hart Schaffner Marx Eyewear, Hummer Eyegear,
Laura Ashley Eyewear and Nicole Miller Eyewear, and our proprietary Signature
brand. In May 2008 we launched our new luxury collection, Carmen Marc Valvo
Eyewear. Our cost of sales consists primarily of purchases from foreign contract
manufacturers that produce frames and cases to our specifications.

                                      -11-
<PAGE>
         Our net sales increased from $6.2 million in the three months ended
July 31, 2007 (the "2007 Quarter") to $6.4 million for the three months ended
July 31, 2008 (the "2008 Quarter"). Our net sales were $18.6 million for each of
the nine months ended July 31, 2007 (the "2007 Nine Months") and the nine months
ended July 31, 2008 (the "2008 Nine Months").

         We had net income of $176,000 and $538,000 for the 2008 Quarter and the
2008 Nine Months, respectively, compared to net income of $256,000 and $924,000
for the 2007 Quarter and 2007 Nine Months, respectively. These decreases were
due to income tax benefits of $145,000 in the 2007 Quarter and $476,000 in the
2007 Nine Months resulting from a decrease in the valuation allowance on our
deferred tax asset in those periods. The Company did not change this valuation
allowance in the 2008 Nine Months. Income before taxes increased $61,000 and
$87,000 for the 2008 Quarter and 2008 Nine Months as compared to the 2007
Quarter and 2007 Nine Months, respectively, primarily due to a $60,000 and
$162,000 decrease in interest expense for the 2008 Quarter and 2008 Nine Months.

         During fiscal 2008 we have continued to reduce our long-term debt
(including current portion), which decreased by $415,000 from October 31, 2007
to July 31, 2008.

RESULTS OF OPERATIONS

         The following table sets forth for the periods indicated selected
statements of operations data shown as a percentage of net sales:

                                         THREE MONTHS ENDED   NINE MONTHS ENDED
                                               JULY 31,            JULY 31,
                                          ----------------    ----------------
                                           2008      2007      2008      2007
                                          ------    ------    ------    ------
Net sales ...............................  100.0%    100.0%    100.0%    100.0%
Cost of sales ...........................   37.8      37.0      36.5      36.0
                                          ------    ------    ------    ------
Gross profit ............................   62.2      63.0      63.5      64.0
                                          ------    ------    ------    ------
Operating expenses:
    Selling .............................   35.3      35.4      35.9      35.6
    General and administrative ..........   22.5      22.8      23.1      23.1
    Depreciation and amortization .......    0.5       0.8       0.4       0.8
                                          ------    ------    ------    ------
         Total operating expenses .......   58.3      59.0      59.4      59.5
                                          ------    ------    ------    ------
 Income from operations .................    3.9       4.0       4.1       4.5
                                          ------    ------    ------    ------
 Other (expense), net ...................   (1.0)     (2.0)     (1.2)     (2.0)
                                          ------    ------    ------    ------
 Income before provision for income taxes    2.9       2.0       2.9       2.5
                                          ------    ------    ------    ------
 Provision (benefit) for income taxes ...    0.1      (2.2)      0.0      (2.5)
                                          ------    ------    ------    ------
 Net income .............................    2.8%      4.2%      2.9%      5.0%
                                          ======    ======    ======    ======


         NET SALES. Our net sales increased by 3.0% or $187,000 from the 2007
Quarter to the 2008 Quarter and decreased 0.1% or $13,000 from the 2007 Nine
Months to the 2008 Nine Months. The following table contains information
regarding our net sales for the periods indicated:

                                      -12-
<PAGE>
<TABLE><CAPTION>
                               THREE MONTHS ENDED JULY 31,                          NINE MONTHS ENDED JULY 31,
                         --------------------------------------               --------------------------------------
Dollars in thousands            2008                2007            CHANGE           2008                2007            CHANGE
                         ------------------  ------------------    --------   ------------------  ------------------    --------
<S>                      <C>        <C>      <C>       <C>         <C>        <C>        <C>      <C>       <C>         <C>
bebe eyes .............  $  2,363      37.2% $  2,189      35.5%      7.9%    $  6,805      36.6% $  6,315      33.9%      7.8%
Nicole Miller Eyewear..     1,453      22.8     1,489      24.1      (2.4)%      4,510      24.2     4,319      23.2       4.5%
Laura Ashley Eyewear...       910      14.3     1,094      17.7     (16.8)%      2,858      15.4     2,561      13.8      11.6%
Other .................     1,636      25.7     1,403      22.7      16.6%       4,430      23.8     5,421      29.1     (18.3)%
                         --------  --------  --------  --------               --------  --------  --------  --------
Total .................  $  6,362     100.0% $  6,175     100.0%      3.0%    $ 18,603     100.0% $ 18,616     100.0%      0.0%
                         ========  ========  ========  ========               ========  ========  ========  ========
</TABLE>

         The sluggish domestic economy and optical frame market continue to
hinder our growth. While sales of bebe eyes continued to grow, in the 2008
Quarter sales of Nicole Miller Eyewear were relatively flat and sales of Laura
Ashley Eyewear declined. Net sales in the 2008 Quarter were positively impacted
by the introduction of the Carmen Marc Valvo Eyewear. Direct sales to
independent optical retailers and distributors increased $493,000 from the 2007
Quarter to the 2008 Quarter and increased $243,000 from the 2007 Nine Months to
the 2008 Nine Months. International sales decreased $247,000 in the 2008 Quarter
and decreased $304,000 in the 2008 Nine Months. Sales to national optical retail
chains increased $25,000 in the 2008 Quarter and increased $77,000 in the 2008
Nine Months.

         Net sales reflect gross sales less a reserve for product returns
established by us based on products that we are aware will be returned as of
that date. Our reserves were $404,000 and $443,000 at July 31, 2008 and October
31, 2007, respectively. We had $990,000 and $964,000 in product returns for the
2008 Quarter and 2007 Quarter, respectively, and product returns as a percentage
of gross sales were 13.4% for the 2008 Quarter as compared to 13.5% in the 2007
Quarter. We had $2.6 million and $2.7 million in product returns for the 2008
Nine Months and 2007 Nine Months, respectively, and product returns as a
percentage of gross sales were 12.1% for the 2008 Nine Months as compared to
12.6% in the 2007 Nine Months.

         We also maintain an allowance for product returns. Changes in the
allowance in any period will have a corresponding impact on net sales during the
period. Our allowance for product returns did not change in the 2008 Nine
Months.

         GROSS PROFIT AND GROSS MARGIN. Our gross profit increased $68,000 or
1.7% from the 2007 Quarter to the 2008 Quarter due to higher net sales and
decreased $99,000 or 0.8% from the 2007 Nine Months to the 2008 Nine Months due
to a lower gross margin. Our gross margin was 62.2% and 63.5% in the 2008
Quarter and 2008 Nine Months, respectively, compared to 63.0% and 64.0% in the
2007 Quarter and 2007 Nine Months, respectively. Our gross margin was negatively
impacted in 2008 by an increase in our average frame cost due to the higher cost
of labor at our offshore contract manufacturers, raw materials and freight and,
to a lesser extent, a weaker dollar. We were unable to raise our frame prices to
cover these increased costs due to competitive conditions in the optical frame
industry combined with the sluggish economy.

         SELLING EXPENSES. Our selling expenses for the 2008 Quarter increased
$62,000 from the 2007 Quarter primarily due to an increase in salaries and
commissions of $82,000 and a number of other items, offset by a decrease in
advertising of $89,000 and a decrease of $65,000 in royalty expense. The balance
of the net change resulted from smaller increases in the remaining expense
categories. Our selling expense increased $48,000 from the 2007 Nine Months to
the 2008 Nine Months primarily due to an increase of $65,000 in royalty expense.

                                      -13-
<PAGE>
         GENERAL AND ADMINISTRATIVE EXPENSES. Our general and administrative
expenses have remained relatively constant, increasing $24,000 in the 2008
Quarter and decreasing $6,000 in the 2008 Nine Months. Accounting, legal and
consulting fees decreased $90,000 in the 2008 Nine Months, while payroll taxes
increased $40,000 and our Belgium office expense increased $47,000.

         DEPRECIATION EXPENSE. Depreciation decreased $67,000 for the 2008 Nine
Months as compared to the 2007 Nine Months.

         INTEREST EXPENSE. Interest expense decreased $60,000 in the 2008
Quarter and $162,000 in the 2008 Nine Months primarily due to lower borrowings
and a reduction in the weighted average rate on our borrowings. In September
2007, we refinanced our principal bank credit facility, which increased our
borrowing capacity and changed our interest rate from fixed rates ranging from
10%-12% per annum to a variable interest rate equal to the bank's base rate plus
0.5% or LIBOR plus 3.25%, at our election. During the 2008 Nine Months, the
interest rate on this credit facility ranged from 8.0% per annum at November 1,
2007 to 5.5% per annum at July 31, 2008.

         PROVISION (BENEFIT) FOR INCOME TAXES. As a result of our net loss
carry-forward, we had no income tax expense other than franchise taxes in
various states in the 2008 Quarter or 2008 Nine Months. We did not recognize any
income tax benefit in the 2008 Quarter or 2008 Nine Months as compared to
recognizing an income tax benefit of $145,000 in the 2007 Quarter and $476,000
in the 2007 Nine Months resulting from a decrease in the valuation allowance on
our deferred tax asset relating primarily to our net operating loss
carryforwards. As of October 31, 2007, we had recognized an accumulated
$2,977,000 income tax benefit expected to be utilized in future years.

FINANCIAL CONDITION, LIQUIDITY AND CAPITAL RESOURCES

         Our accounts receivable (net of allowance for doubtful accounts) were
$3.1 million at July 31, 2008 compared to $2.9 million at October 31, 2007. This
increase was primarily due to higher sales in the third quarter of 2008 compared
to the fourth quarter of 2007.

         Our inventories (at lower of cost or market) were $5.3 million at July
31, 2008 as compared to $4.8 million at October 31, 2007. The increase in
inventory was due primarily to the launch of Carmen Marc Valvo Eyewear.

         Our long-term debt (including current portion) decreased $415,000 from
October 31, 2007 to July 31, 2008. See Note 4 of Notes to Financial Statements
for further information regarding our long-term debt. At July 31, 2008, the
interest rate on our revolving line of credit was 5.5% per annum, and we had
$1.9 million of additional borrowing capacity under that line.

         Of our accounts payable at July 31, 2008, approximately $744,000 were
payable in foreign currency. To monitor risks associated with currency
fluctuations, we from time to time assess the volatility of certain foreign
currencies and review the amounts and expected payment dates of our purchase
orders and accounts payable in those currencies.

         During the past two years, we have generated cash primarily through
product sales in the ordinary course of business, our bank credit facilities and
sales of equity securities. At July 31, 2008, we had working capital of $2.1
million as compared to working capital of $1.9 million at October 31, 2007.
During the 2008 Nine Months, operating activities provided a net of $82,000,

                                      -14-
<PAGE>
financing activities used a net of $348,000 and investing activities used a net
of $88,000, resulting in a net decrease of $354,000 in cash and cash
equivalents.

         We believe that, at least through the next four fiscal quarters,
assuming that there are no unanticipated material adverse developments, and
continued compliance with our credit facilities, our cash flows from operations
and through credit facilities will be sufficient to enable us to pay our debts
and obligations as they mature.


ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

         Not applicable.


ITEM 4.  CONTROLS AND PROCEDURES

         We maintain disclosure controls and procedures (as defined in Exchange
Act Rule 13a-15(e)) that are designed to assure that information required to be
disclosed in our Exchange Act reports is recorded, processed, summarized and
reported within the time periods specified in the Securities and Exchange
Commission's rules and forms, and that such information is accumulated and
communicated to management, including the Chief Executive Officer and Chief
Financial Officer, as appropriate, to allow timely decisions regarding required
disclosures.

         In designing and evaluating the disclosure controls and procedures,
management recognizes that any controls and procedures, no matter how well
designed and operated, can provide reasonable assurance only of achieving the
desired control objectives, and management necessarily is required to apply its
judgment in weighing the costs and benefits of possible new or different
controls and procedures. Limitations are inherent in all control systems, so no
evaluation of controls can provide absolute assurance that all control issues
and any fraud within the company have been detected.

         As required by Exchange Act Rule 13a-15(b), as of the end of the period
covered by this report, management, under the supervision and with the
participation of our Chief Executive Officer and Chief Financial Officer (the
same person has both titles), evaluated the effectiveness of our disclosure
controls and procedures. Based on this evaluation, management concluded that our
disclosure controls and procedures were effective as of that date.

         There was no change in our internal control over financial reporting
during our most recently completed fiscal quarter that has materially affected,
or is reasonably likely to materially affect, our internal control over
financial reporting.


                                      -15-
<PAGE>
                                    PART II.
                                OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

         Nothing to report.


ITEM 1A.  RISK FACTORS

         Not applicable.


ITEM 2.  UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

         Nothing to report.


ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

         Nothing to report.


ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

         Nothing to report.


ITEM 5.  OTHER INFORMATION

         In May 2008, the Company entered into a license agreement with Michael
Stars, Inc. pursuant to which the Company was granted the exclusive worldwide
right to market and sell Michael Stars Eyewear. The license terminates October
31, 2011, and the Company has one renewal option for a two-year term. The
Company anticipates launching Michael Stars Eyewear, which will include frames
and sunwear, in the winter of 2009.

         In September 2008, the Company renewed its license for Hart Schaffner
Marx Eyewear, extending the expiration date from December 31, 2008 to December
31, 2010.


ITEM 6.  EXHIBITS

         See Exhibit Index Attached


                                      -16-
<PAGE>
                                   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 thereunto duly authorized.



Date:    September 9, 2008                      SIGNATURE EYEWEAR, INC.


                                                By: /s/ Michael Prince
                                                    --------------------------
                                                    Michael Prince
                                                    Chief Executive Officer
                                                    Chief Financial Officer

















                                      -17-
<PAGE>
                                  EXHIBIT INDEX

Exhibit         Exhibit
Number          Description
------          -----------

10.1            Amendment One dated July 7, 2008 to the License Agreement by and
                between Kobra International, Ltd. d/b/a Nicole Miller and the
                Company, dated October 12, 2005 [Portions of this Amendment have
                been deleted and filed separately with the Commission pursuant
                to a request for Confidential Treatment.]

31.1            Certification Pursuant to SEC Rule 13a-14(a)/15d-14(a)

32.1            Certification Pursuant to 18 U.S.C. ss. 1350

























                                      -18-