SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 10-Q


                Quarterly Report Pursuant to Section 13 or 15(d)
                     of the Securities Exchange Act of 1934


For the Quarter ended                          (Commission File Number):  1-4814
June 30, 1998


                              ARIS INDUSTRIES, INC.
             (Exact name of registrant as specified in its charter)


           New York                                              22-1715274     
(State or other jurisdiction of                                 (IRS Employer   
incorporation or organization)                               Identification No.)
                                                        

                   475 Fifth Avenue, New York, New York 10017
               (Address of principal executive offices) (Zip Code)


Registrant's telephone number, including area code: (212) 686-5050

Indicate by check mark whether the registrant (l) has filed all reports required
to be filed by Section 13 or 15 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 ___


Number of shares of Common Stock outstanding                          14,908,044
At June 30, 1998


<PAGE>



                              ARIS INDUSTRIES, INC.

                                TABLE OF CONTENTS

PART I. FINANCIAL INFORMATION

     Item 1. Financial Statements

          a.  Consolidated Balance Sheets as of June
              30, 1998, December 31, 1997 and June 30,
              1997                                                         3

          b.  Consolidated Statements of Operations for
              the Six Months Ended June 30, 1998 and
              June 30, 1997                                                4

          c.  Consolidated Statements of Operations for
              the Three Months Ended June 30, 1998 and
              June 30, 1997                                                5

          c.  Consolidated Statements of Cash Flows for
              the Six Months Ended June 30, 1998 and
              June 30, 1997                                                6

          d.  Condensed Notes to Consolidated Financial
              Statements                                                   7

     Item 2.  Management's Discussion and Analysis of
              Financial Condition and Results of
              Operations                                                  13

     Item 3.  Quantitative and Qualitative Disclosures
              About Market Risk                                           21

PART II. OTHER INFORMATION

     Item 1.  Legal Proceedings                                           21

     Item 2.  Changes in Securities                                       22

     Item 3.  Defaults upon Senior Securities                             22

     Item 4.  Submission of Matters to a Vote of
              Security Holders                                            22

     Item 5.  Other Information                                           22

     Item 6.  Exhibits and Reports on Form 8-K                            22

SIGNATURES                                                                23



<PAGE>
      ARIS INDUSTRIES, INC.
          AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS
---------------------------

<TABLE>
<CAPTION>
                                                             June 30,      December 31,      June 30,
                                                               1998            1997            1997
ASSETS                                                     (Unaudited)      (Audited)      (Unaudited)
                                                           ------------    ------------    ------------
<S>                                                        <C>             <C>             <C>         
CURRENT ASSETS:
   Cash and cash equivalents                                   $735,000      $1,372,000        $761,000
   Receivables                                               19,204,000      26,274,000       4,757,000
   Inventories                                               32,246,000      19,498,000      11,932,000
   Prepaid expenses and other current assets                  2,438,000       2,215,000       1,694,000
                                                           ------------    ------------    ------------

                        Total current assets                 54,623,000      49,359,000      19,144,000

PROPERTY, PLANT AND EQUIPMENT, NET                            1,334,000       1,463,000       1,114,000

OTHER ASSETS                                                  2,638,000       2,718,000       1,188,000

GOODWILL                                                     19,876,000      20,297,000      17,287,000
                                                           ------------    ------------    ------------

                                                            $78,471,000     $73,837,000     $38,733,000
                                                           ============    ============    ============
LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES:
   Trade acceptances payable                                 $8,656,000      $6,292,000      $1,730,000
   Accounts payable - trade                                   4,656,000       3,024,000         941,000
   Accrued expenses and other current liabilities             3,099,000       7,528,000       3,591,000
   Current portion of long term debt                            486,000       2,172,000         756,000
   Line of credit payable                                    29,400,000      18,605,000       2,000,000
                                                           ------------    ------------    ------------
                      Total current liabilities              46,297,000      37,621,000       9,018,000

OTHER LIABILITIES                                             1,346,000       1,472,000       1,500,000

LONG TERM DEBT,  LESS CURRENT PORTION                        17,068,000      16,930,000      16,809,000

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' EQUITY
    Common stock, par value $.01: 50,000,000 shares
       authorized; issued and outstanding 14,908,044
       at June 30, 1998, 14,905,044 at December 31, 1997
       and 11,852,544 at June 30, 1997                          150,000         150,000         119,000
   Additional paid-in capital                                44,752,000      44,752,000      44,057,000
   Accumulated deficit                                      (31,142,000)    (27,088,000)    (32,770,000)

                                                           ------------    ------------    ------------

                     Total stockholders' equity              13,760,000      17,814,000      11,406,000
                                                           ------------    ------------    ------------


TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                  $78,471,000     $73,837,000     $38,733,000
                                                           ============    ============    ============
</TABLE>

            See condensed notes to consolidated financial statements


                                       -3-
<PAGE>

      ARIS INDUSTRIES, INC.
          AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
-------------------------------------------------

                                                        Six            Six
                                                   Months Ended    Months Ended
                                                     June 30,        June 30,
                                                       1998            1997
                                                   ------------    ------------

NET REVENUES                                        $37,823,000     $19,683,000
                                                   ------------    ------------

OPERATING COSTS:
Cost of sales                                        28,048,000      13,258,000
Selling and administrative                           12,494,000       8,984,000

                                                   ------------    ------------
TOTAL OPERATING COSTS                                40,542,000      22,242,000
                                                   ------------    ------------


LOSS BEFORE INTEREST AND DEBT EXPENSE,
   INCOME TAXES AND EXTRAORDINARY ITEM               (2,719,000)     (2,559,000)

INTEREST AND DEBT EXPENSE, NET                        2,033,000         976,000
                                                   ------------    ------------

LOSS BEFORE INCOME TAXES AND
   EXTRAORDINARY ITEM                                (4,752,000)     (3,535,000)


INCOME TAX  BENEFIT                                    (175,000)       (186,000)
                                                   ------------    ------------

LOSS BEFORE EXTRAORDINARY ITEM                       (4,577,000)     (3,349,000)

EXTRAORDINARY ITEM:
   Gain on debt forgiveness                             522,000              --
                                                   ------------    ------------

NET LOSS                                            ($4,055,000)    ($3,349,000)
                                                   ============    ============

PER SHARE DATA:
   Weighted average shares outstanding - Basic       14,906,095      11,852,544
   Weighted average shares outstanding - Diluted     16,440,444      12,685,018

Basic earnings per share:
      Loss before extraordinary item                     ($0.31)         ($0.28)
      Extraordinary item                                   0.04            0.00
                                                   ------------    ------------
Net Loss                                                 ($0.27)         ($0.28)
                                                   ============    ============

Diluted earnings per share:
      Loss before extraordinary item                     ($0.28)         ($0.26)
      Extraordinary item                                   0.03            0.00
                                                   ------------    ------------
Net Loss                                                 ($0.25)         ($0.26)
                                                   ============    ============


See condensed notes to consolidated financial statements


                                       -4-
<PAGE>



      ARIS INDUSTRIES, INC.
          AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
-------------------------------------------------

                                                       Three          Three
                                                   Months Ended    Months Ended
                                                     June 30,        June 30,
                                                       1998            1997
                                                   ------------    ------------

NET REVENUES                                        $19,998,000      $5,236,000
                                                   ------------    ------------

OPERATING COSTS:
Cost of sales                                        15,628,000       3,478,000
Selling and administrative                            6,092,000       3,920,000

                                                   ------------    ------------
TOTAL OPERATING COSTS                                21,720,000       7,398,000
                                                   ------------    ------------


LOSS BEFORE INTEREST AND DEBT EXPENSE,
   INCOME TAXES AND EXTRAORDINARY ITEM               (1,722,000)     (2,162,000)

INTEREST AND DEBT EXPENSE, NET                        1,181,000         519,000
                                                   ------------    ------------

LOSS BEFORE INCOME TAXES AND
   EXTRAORDINARY ITEM                                (2,903,000)     (2,681,000)


INCOME TAX  BENEFIT                                     (91,000)       (194,000)
                                                   ------------    ------------

LOSS BEFORE EXTRAORDINARY ITEM                       (2,812,000)     (2,487,000)

EXTRAORDINARY ITEM:
   Gain on debt forgiveness                                  --              --
                                                   ------------    ------------

NET LOSS                                            ($2,812,000)    ($2,487,000)
                                                   ============    ============

PER SHARE DATA:
   Weighted average shares outstanding - Basic       14,907,145      11,852,544
   Weighted average shares outstanding - Diluted     16,361,740      12,711,068

Basic earnings per share:
      Loss before extraordinary item                     ($0.19)         ($0.21)
      Extraordinary item                                   0.00            0.00
                                                   ------------    ------------
Net Loss                                                 ($0.19)         ($0.21)
                                                   ============    ============

Diluted earnings per share:
      Loss before extraordinary item                     ($0.17)         ($0.20)
      Extraordinary item                                   0.00            0.00
                                                   ------------    ------------
Net Loss                                                 ($0.17)         ($0.20)
                                                   ============    ============


See condensed notes to consolidated financial statements


                                       -5-
<PAGE>





      ARIS INDUSTRIES, INC.
          AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
-------------------------------------------------

<TABLE>
<CAPTION>
                                                                                   Six             Six
                                                                               Months Ended    Months Ended
                                                                                 June 30,        June 30,
                                                                                   1998            1997
                                                                               ------------    ------------
<S>                                                                             <C>             <C>         
CASH FLOWS FROM OPERATING ACTIVITIES:
    Net loss                                                                    ($4,055,000)    ($3,349,000)

     Adjustments to reconcile net loss to net cash
      used in operating activities:
          Depreciation and amortization                                             827,000         648,000
          Capitalized interest                                                      151,000         135,000
          Forgiveness of debt                                                      (522,000)             --
     Change in assets and liabilities :
          Decrease in receivables                                                 7,070,000       2,567,000
          Increase in inventories                                               (12,748,000)     (2,698,000)
          (Increase) / decrease in prepaid expenses and other current assets       (223,000)        282,000
          Decrease in other assets                                                   12,000              --
          Increase / (decrease) in trade acceptances payable                      2,364,000      (3,872,000)
          Increase in accounts payable - trade                                    1,632,000          19,000
          Decrease in accrued expenses and other current liabilities             (4,428,000)       (906,000)
          Decrease in other liabilities                                            (113,000)       (115,000)
                                                                               ------------    ------------

              Total Adjustments                                                  (5,978,000)     (3,940,000)
                                                                               ------------    ------------

                 Net cash used in operating activities                          (10,033,000)     (7,289,000)
                                                                               ------------    ------------

CASH FLOWS FROM INVESTING ACTIVITIES:
    Capital expenditures                                                           (163,000)       (156,000)
                                                                               ------------    ------------

                 Net cash used in investing activities                             (163,000)       (156,000)
                                                                               ------------    ------------

CASH FLOWS FROM FINANCING ACTIVITIES:
    Principal payments of long-term debt                                         (1,236,000)        (72,000)
    Net proceeds / (repayments) on bank line of credit                           10,795,000       2,000,000
                                                                               ------------    ------------

                 Net cash provided by financing activities                        9,559,000       1,928,000


NET DECREASE IN CASH AND CASH EQUIVALENTS                                          (637,000)     (5,517,000)

CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD                                    1,372,000       6,278,000
                                                                               ------------    ------------

CASH AND CASH EQUIVALENTS, END OF PERIOD                                           $735,000        $761,000
                                                                               ============    ============

CASH PAID DURING THE YEAR FOR:
   Interest                                                                      $1,516,000         $89,000
   Income Taxes                                                                      41,000          48,000
</TABLE>


See condensed notes to consolidated financial statements


                                       -6-
<PAGE>
       


                     ARIS INDUSTRIES, INC. AND SUBSIDIARIES

              CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)


1.   CONSOLIDATED FINANCIAL STATEMENTS

The  consolidated  balance sheets as of June 30, 1998 and 1997, the consolidated
statements  of operations  for the six months ended June 30, 1998 and 1997,  the
consolidated  statements of operations  for the three months ended June 30, 1998
and 1997 and the consolidated  statements of cash flows for the six months ended
June 30,  1998 and 1997 were all  prepared  by the  Company  without  audit.  In
management's   opinion,   adjustments   consisting  of  only  normal   recurring
adjustments  necessary  to present  fairly the  financial  position,  results of
operations and changes in cash flows for these periods have been made.

Certain  information  and footnote  disclosures  normally  included in financial
statements prepared in accordance with generally accepted accounting  principles
have been omitted or abridged in this  submission.  It is suggested,  therefore,
that these  consolidated  statements be read in  conjunction  with the financial
statements  and notes thereto  included in the  Company's  Annual Report on Form
10-K for the year ended  December 31, 1997.  The  operating  results for the six
months  ended June 30,  1998 are not  necessarily  indicative  of the  operating
results for the year ending December 31, 1998.

Effective July 15, 1997, ECI Sportswear,  Inc. ("ECI  Sportswear"),  an indirect
wholly owned subsidiary of the Company, acquired substantially all of the assets
of Davco  Industries,  Inc.  ("Davco"),  a maker of mens' and boys'  activewear,
swimwear,  loungewear and some  sportswear  products sold under the "Perry Ellis
America" and/or "Perry Ellis" labels,  "Jeffrey Banks" mens' sportswear,  "FUBU"
boy's  sportswear,  activewear  and outerwear and "Members Only" mens' and boys'
sportswear and loungewear. The operating results for ECI Sportswear are included
in the Company's results of operations for the six and three month periods ended
June 30, 1998.


2.   DEBT SERVICE

The Company's  long-term  indebtedness  consists of the debt  obligations of the
Company to BNY  Financial  Corporation  ("BNY")  and  AIF-II,  L.P.,  a Delaware
limited  partnership  and an affiliate of Apollo  Advisors,  L.P. ("AIF II"). On
January  29,  1998,  the  Company  repaid  in  full  all of its  remaining  debt
obligations  to Heller  Financial,  Inc.  ("Heller").  Such payment  amounted to
$1,128,000,  which included accrued  interest through the date of repayment.  In
addition, the Company recorded an extraordinary gain on the early extinguishment
of the Heller debt in the amount of $522,000.

o    On June 30, 1993,  the Company  entered into a Series A Junior Secured Note
     Agreement with BNY, pursuant to which BNY


                                       -7-

<PAGE>



     received a $7 million  note,  bearing  interest  at a rate of 7% per annum,
     with a final  maturity  date of November 3, 2002.  BNY shares with AIF-II a
     first lien on the stock of ECI. On September 12, 1997,  the Company and BNY
     entered  into an  amendment of the BNY Note  Agreement  providing  that (1)
     scheduled  interest  accruing  under the BNY Note  Agreement for the period
     February 1, 1996  through  January 31, 1998 was not and will not be paid in
     cash and  instead  shall be added to  principal  and  shall be  payable  on
     November  3, 2002,  (2)  scheduled  interest  under the BNY Note  Agreement
     accruing for the periods  commencing  February 1, 1998 will be made in cash
     on quarterly  payment dates commencing May 4, 1998 and (3) the principal on
     the BNY Note Agreement of $300,000  otherwise due November 3, 1997 shall be
     rescheduled  and paid quarterly in installments of $15,000 each on the last
     day of each  calendar  quarter  commencing  on December 31, 1997,  with any
     remaining balance due on November 3, 2002. The remaining principal of BNY's
     note  is  required  to be  paid in five  annual  installments,  payable  on
     November 3 of each year commencing in 1998 as follows:

                           Year               Amount

                           1998            $  300,000
                           1999               500,000
                           2000               600,000
                           2001             1,100,000
                           2002             4,200,000

     In  addition,  on November 3, 2002,  the  Company is  obligated  to pay BNY
     $1,042,000,  representing the quarterly  interest payments accruing for the
     period February 1, 1996 through  January 31, 1998,  which were not and will
     not be paid in cash and instead added to the principal of the BNY Note.

o    On June 30, 1993 the Company  entered  into a Series B Junior  Secured Note
     Agreement  with AIF-II,  pursuant to which  AIF-II  received a $7.5 million
     note bearing interest at 13% per annum. AIF-II shares with BNY a first lien
     on the stock of ECI. On September 12, 1997,  the Company and AIF-II entered
     into an amendment of the AIF-II Note Agreement providing that (1) scheduled
     interest  accruing under the AIF-II Note Agreement for the period  November
     1, 1995  through  January 31, 1998 was not and will not be paid in cash and
     instead  shall be added to  principal  and shall be payable on  November 3,
     2002 and (2) scheduled  interest under the AIF-II Note  Agreement  accruing
     for periods  commencing  February 1, 1998 will be made in cash on quarterly
     payment  dates  commencing  May 4,  1998.  Principal  of  AIF-II's  note is
     required to be paid in two equal installments payable on November 3 in each
     of 2001 and 2002.

     In  addition,  on November 3, 2002,  the Company is obligated to pay AIF-II
     $2,502,000,  representing the quarterly  interest payments accruing for the
     period November 1, 1995 through  January 31, 1998,  which were not and will
     not be paid in cash and instead added to the principal of the AIF-II Note.


                                       -8-

<PAGE>



BNY and  AIF-II  will also  share in  mandatory  prepayments  based  upon 50% of
certain  "excess  cash  flows" of the Company as defined in the  Company's  note
agreements with BNY and AIF-II.


3.   GOODWILL

Goodwill  represents the unamortized  excess of the cost of acquiring a business
over the fair values of the net assets received at the date of acquisition.  The
Company  continuously  evaluates  goodwill  for any  potential  impairment.  The
Company  assesses  the  recoverability  of goodwill by  determining  whether the
amortization  of the goodwill  balance over its remaining  life can be recovered
through projected undiscounted future cash flows.

4.   INVENTORIES

                                 June 30           December 31          June 30
                                   1998               1997               1997
                                   ----               ----               ----
                                                 (In Thousands)
     Finished goods              $32,246             $19,498            $11,932
     Work-in process                 -0-                 -0-                -0-
     Raw materials                   -0-                 -0-                -0-
                                --------            --------           --------
                                 $32,246             $19,498            $11,932
                                ========            ========           ========
   
5.   ACQUISITIONS

Effective July 15, 1997, ECI Sportswear,  Inc. ("ECI  Sportswear"),  an indirect
wholly owned subsidiary of the Company, acquired substantially all of the assets
of Davco  Industries,  Inc.  ("Davco"),  at that time a maker of mens' and boys'
activewear,  swimwear,  loungewear and some  sportswear  products sold under the
"Perry Ellis  America"  and/or "Perry Ellis"  labels and mens'  sportswear  sold
under the "Jeffrey  Banks" label.  The aggregate  purchase  price,  inclusive of
acquisition  costs,  paid  by ECI  Sportswear  for  such  assets  of  $4,373,000
consisted of (a) the issuance to Davco of 3,000,000 shares of restricted  Common
Stock of the Company valued at $720,000 and (b) a contingent cash purchase price
to Davco to be computed as the pre-tax net income of the Davco apparel  business
as owned by ECI  Sportswear  from the closing  date  through  December  31, 1997
(subject  to  certain  adjustments),  but not to  exceed a  maximum  payment  of
$3,600,000,  such cash amount  payable  subsequent  to issuance of the Company's
December  31,  1997  audited  financial  statements.  On the closing  date,  ECI
Sportswear  paid to Davco  $500,000 as an advance  towards the  contingent  cash
purchase  price  and  ECI  Sportswear  paid an  additional  advance  of  $81,000
following  completion of ECI Sportswear's  third fiscal quarter ending September
30, 1997.  The  acquisition  was accounted  for as a purchase and,  accordingly,
operating  results of this business  subsequent to the date of acquisition  were
included in the Company's consolidated financial statements.  The purchase price
was allocated based on


                                       -9-

<PAGE>



estimated fair values at the date of acquisition.  This resulted in an excess of
purchase price over net assets acquired of $3,356,000, which has been recognized
as goodwill and is being amortized on a straight-line  basis over 20 years.  ECI
Sportswear is a wholly-owned subsidiary of Europe Craft Imports, Inc.("ECI").

The total  contingent  cash purchase price for the Davco assets derived from ECI
Sportswear's  December 31, 1997 financial statements,  was $3,483,000.  On April
10, 1998,  the Company paid  $2,660,000  in respect of the  contingent  purchase
price for the Davco assets, after deducting advances previously paid of $581,000
and reserves for purchase price adjustments of $242,000.

The following unaudited pro forma consolidated results of operations for the six
months ended June 31, 1997 are presented as if the acquisition of Davco's assets
had been  made at the  beginning  of such  period.  The  unaudited  consolidated
results of  operations  for the six months ended June 30, 1998 are presented for
comparison.  Pro forma  adjustments  have been made to  include  the  effects of
amortization  of  goodwill  and  intangible  assets.  The  unaudited  pro  forma
information  is not  necessarily  indicative of either the results of operations
that would have occurred had the purchase been made during the period  presented
or the future results of the combined operations.

--------------------------------------------------------------------------------
                                         Six Months                             
                                            Ended              Six Months Ended
                                        June 30, 1997            June 30, 1998 
                                         (Pro Forma)               (Actual)    
 ---------------------------            -------------          -----------------
 Net Revenues ..............             $36,721,000              $37,823,000 
 Gross Profit ..............              10,430,000                9,775,000
 Loss before taxes and                    (3,721,000)              (4,752,000)
 extraordinary item                                               
                                                                  
 Income tax benefit ........                (176,000)                (175,000)
 Net loss ..................              (3,545,000)              (4,055,000)
 Basic Earnings (loss) per                     (0.24)                   (0.27)
 share                                                            
 Diluted Earnings (loss) per                   (0.23)                   (0.25)
 share                                                          
--------------------------------------------------------------------------------


                                      -10-

<PAGE>




6.   INCOME TAXES

Due to  significant  net  operating  loss  carryforwards,  the Company  does not
anticipate  paying any federal  income  taxes for the year ending  December  31,
1998,  except for the alternative  minimum income tax which was part of the 1986
Tax Reform Act.

A valuation  allowance is recognized  for those deferred tax assets that may not
be  realized.  At this time,  the Company has  determined  that such a valuation
allowance  be equal to the gross  federal  deferred  tax  asset,  except for the
alternative  minimum  tax  credit  carryforwards  and a portion of the state net
operating loss carryforwards at ECI and ECI Sportswear.  The alternative minimum
tax credit carryforwards do not expire, and in the Company's opinion, it is more
likely than not that these credit carryforward will be realized.

7.   PER SHARE DATA

In February 1997, the Financial  Accounting  Standards Board issued Statement of
Financial  Accounting  Standards No. 128, "Earnings per Share" (SFAS 128), which
was effective for periods ending after  December 15, 1997.  The Company's  prior
years earnings per share ("EPS")  results have been restated to conform with the
provisions  of this  Statement.  Under SFAS 128, the Company has  presented  two
earnings per share amounts. Basic EPS is calculated based on income available to
common shareholders and the weighted-average number of shares outstanding during
the reporting period.  Diluted EPS includes  additional  dilution from potential
common stock  issuable  pursuant to the exercise of stock  options and a warrant
outstanding.


--------------------------------------------------------------------------------
                                   Income             Shares         Per-Share
                                (Numerator)        (Denominator)       Amount
-------------------------       -----------        -------------     ----------
Six Months Ended
6/30/98
Basic EPS                       $(4,577,000)        14,906,095        $(0.31)
Loss before extraordinary
item ....................

Effect of Dilutive
Securities

Stock Options                            --            953,726

Warrants                                 --            580,623
                                ------------        ----------
Diluted EPS
Loss before extraordinary       $(4,577,000)        16,440,444        $(0.28)
item ...................
--------------------------------------------------------------------------------


                                      -11-

<PAGE>


--------------------------------------------------------------------------------
                                   Income             Shares         Per-Share
                                (Numerator)        (Denominator)       Amount
-------------------------       -----------        -------------     ----------
Six Months Ended
6/30/97
Basic EPS                       $(3,349,000)        11,852,544        $(0.28)
Loss before extraordinary
item ....................

Effect of Dilutive
Securities

Stock Options                          --              260,091

Warrants                               --              572,383
                                -----------         ----------

Diluted EPS
Loss before extraordinary       $(3,349,000)        12,685,018        $(0.26)
item ....................
--------------------------------------------------------------------------------


8.   CONTINGENCIES

The Company and/or its  subsidiaries,  in the ordinary course of their business,
from time to time may be the subject of, or a party to,  various  legal  actions
involving  private  interests.  While the Company cannot guaranty the outcome of
any litigation,  the Company and/or its  subsidiaries  believe that any ultimate
liability  arising  from any such  actions  which may be pending will not have a
material  adverse  effect on its  consolidated  financial  position,  results of
operations or cash flows at June 30, 1998.



                                      -12-

<PAGE>



                     ARIS INDUSTRIES, INC. AND SUBSIDIARIES

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

Introduction

The following  analysis of the financial  condition and results of operations of
Aris  Industries,  Inc. (the "Company")  should be read in conjunction  with the
consolidated  financial  statements,  including the notes  thereto,  included on
pages 3 through 12 of this report.

FORWARD LOOKING STATEMENTS

Statements  included  in  Management's  Discussion  and  Analysis  of  Financial
Condition and Results of  Operations  which are not  historical  in nature,  are
intended to be, and are hereby  identified as, "forward looking  statements" for
purposes of the safe harbor  provided by Section 21E of the Securities  Exchange
Act of 1934, as amended by Public Law 104-67.  The Company cautions readers that
forward looking statements,  including without limitation, those relating to the
Company's  future business  prospects,  revenues,  working  capital,  liquidity,
capital  needs,  interest  costs,  and income,  are subject to certain risks and
uncertainties  that could cause actual results to differ  materially  from those
indicated in the forward looking  statements,  due to several  important factors
herein  identified,  among others,  and other risks and factors  identified from
time to time in the Company's reports filed with the SEC:

     o    The apparel industry in general is volatile and  unpredictable  due to
          cyclical  and  seasonal  swings  caused  in  part by  consumer  buying
          patterns.

     o    The Company's ECI  subsidiary,  which sells  primarily  outerwear,  is
          particularly  impacted by  unusually  warm  weather or late arrival of
          cold  weather.  The Company's ECI  Sportswear  subsidiary  can also be
          impacted by weather conditions.

     o    There has been a  substantial  consolidation  of formerly  independent
          major  department  store chains such that the  consolidated  customers
          exert greater influence on suppliers such as the Company, resulting in
          greater demands for price reductions, advertising support, returns and
          markdowns of apparel products.

     o    Retail   organizations   in  the  apparel   industry  have   undergone
          reorganizations,  bankruptcy liquidations, downsizing and/or cessation
          of business,  and others have  suffered  credit  difficulties  whereby
          factors  delay  or deny  credit  to such  retail  organizations.  As a
          result, the Company may experience  difficulty in obtaining  factoring
          and credit approval on certain customers.

     o    Although the Company's ECI and ECI Sportswear subsidiaries


                                      -13-

<PAGE>



          market a wide  variety  of  products,  they must  compete  with  other
          apparel  suppliers which specialize in particular niche products which
          may  have  greater  resources,  reputation  and  efficiencies  in such
          particular product areas.

     o    A  substantial  portion of the  Company's  products  are  manufactured
          overseas,  subjecting  the Company to the generic  risks of import and
          delivery  from  distant  locations,  delays  due to  U.S.  or  foreign
          government  regulation  and controls,  and customs and  transportation
          difficulties.  In addition, the Company could be adversely affected by
          tariffs,  embargos  and  quotas  involving  countries  from  which the
          Company imports its product lines.

     o    ECI  and  ECI  Sportswear   import  their   products   primarily  from
          manufacturing  plants  which  they  do not  own.  While  ECI  and  ECI
          Sportswear,  through their agents,  exercise quality control over such
          factories,  there are inherent risks in such  manufacturing  which can
          result in delivery  delays and ultimately in cancellation of orders by
          there customers.

     o    Increasingly,  retail  customers  of the  Company are  ordering  their
          products  closer to the actual  delivery date and selling  season.  In
          order for suppliers to deliver such products on time,  they must often
          now commit to  production  in advance of  obtaining  firm  orders from
          their retail customers.

     o    There is an increasing  trend by retail customers to develop their own
          private label apparel lines to compete with products supplied by brand
          name suppliers such as the Company.

     o    No assurance  can be made that the  Company's  licensors do not change
          policies on advertising and  distribution  which can have a materially
          adverse affect on the Company.

     o    The  Company's  apparel  products are sold on the main  selling  floor
          areas  of  its  retail  store  customers  and  are  facing  increasing
          competition from such customer's  expanded  dedication of retail floor
          space to "designer collections".

     o    At present,  political instability in some countries,  like Indonesia,
          where the Company sources,  could have an impact on timely  completion
          or delivery of finished products.

     o    A large proportion of the Company's  products are manufactured in Asia
          by  independent  contractors,  whose  businesses,  finances and credit
          could  be  seriously  impaired  by the  Asian  economic  crises  which
          commenced  in the  latter  half of 1997 and has  continued  during the
          calendar  year 1998.  If there were a sustained  loss of the Company's
          Asian sources of supply, the Company's business


                                      -14-

<PAGE>



          would be  materially  adversely  affected.  The  Company  is unable to
          predict the impact of the Asian  economic  crises on particular  Asian
          countries  where  the  Company  sources  its  products  or  particular
          contractors  within those  countries.  The "Members Only" licensee for
          apparel products to be sold in the territory of the People's  Republic
          of China, Hong Kong and Macau has maintained  domestic  production for
          such markets, but has ceased manufacturing  products for export; there
          are no  assurances  that such  licensee  will be capable of continuing
          domestic production for its Chinese licensed territory.

          Year 2000 Compliance

          The inability of  computers,  software and other  equipment  utilizing
          microprocessors   to  recognize  and  properly   process  data  fields
          containing  a 2 digit year is  commonly  referred  to as the Year 2000
          Compliance  issue.  As the year 2000  approaches,  such systems may be
          unable to accurately process certain date based information.

          The Company is currently identifying all significant applications that
          will require  modification  to ensure Year 2000  Compliance.  Internal
          resources are being used to make required  modifications and test Year
          2000  Compliance.  The Company  target date for completion is June 30,
          1999.

          In  addition,  the Company has  communicated  with others with whom it
          does  significant  business to  determine  their Year 2000  Compliance
          readiness  and the extent to which the  Company is  vulnerable  to any
          third party Year 2000 issues.  However, there can be no guarantee that
          the systems of other  companies  on which the  Company's  systems rely
          will be timely  converted,  or that a failure  to  convert  by another
          company  or a  conversion  that is  incompatible  with  the  Company's
          systems, would not have a material adverse effect on the Company.

          The total cost to the Company of these Year 2000 Compliance activities
          is estimated to be approximately $75,000 and will be funded internally
          through  operating  cash flows.  These costs and the date on which the
          Company  plans to  complete  the Year 2000  modification  and  testing
          processes are based on management's best estimates, which were derived
          utilizing   numerous   assumptions  of  future  events  including  the
          continued  availability of certain third party  modification plans and
          other  factors.   However,  there  can  be  no  guarantee  that  these
          objectives will be achieved and actual results could differ from those
          plans.

FINANCIAL CONDITION

LIQUIDITY AND CAPITAL RESOURCES

As of June 30, 1998, the Company had working capital of approximately $8,326,000
as compared to $11,738,000 at December 31,


                                      -15-

<PAGE>



1997 and  $10,126,000  at June 30, 1997.  The  decrease in working  capital from
December  31, 1997 to June 30, 1998 is due to funding  the  Company's  operating
loss in the  first  six  months  offset by the  extraordinary  gain of  $522,000
recorded  by the Company in  connection with the early extinguishment of the New
Heller Note. During this period,  the Company financed its capital  expenditures
principally through internally generated funds and credit facilities.

The Company's  interest  payments to its secured  lenders,  BNY Financial  Corp.
("BNY") and AIF II, L.P.  ("AIF-II")  scheduled  for the period  January 1, 1998
through  January  31,  1998  were paid in kind  pursuant  to  amendments  to the
Company's loan agreements with such lenders.  The Company's interest payments to
BNY and AIF-II  scheduled for the period February 1, 1998 through August 3, 1998
were paid in cash on their due dates.

On January 29, 1998,  the Company  repaid in full all  principal and interest of
the Company's debt obligations to Heller Financial, Inc.
("Heller").

On  September  12,  1997,  the  Company  entered  into  amendments  of its  note
agreements with BNY and AIF-II providing that scheduled  interest accruing under
the BNY Note Agreement for the period  February 1, 1996 through January 31, 1998
and under the AIF-II Note  Agreement  for the period  November  1, 1995  through
January 31, 1998 was not and will not be paid in cash and instead shall be added
to principal and shall be payable on November 3, 2002.

The  September  12,  1997  amendments  to the  Company's  BNY  and  AIF-II  Note
Agreements  provide that cash  payments of scheduled  interest to BNY and AIF-II
will resume on quarterly  payment  dates  commencing  May 4, 1998,  and that the
Company must make  principal  payments to BNY of $15,000 on the last day of each
calendar  quarter  commencing  December  31, 1997.  In addition,  the Company is
required  to make  annual  principal  payments  to BNY in  accordance  with  the
original  amortization  schedule of the BNY Note  Agreement,  commencing  with a
$300,000 payment on November 3, 1998.

On May 15, 1998,  the  Company's  operating  subsidiaries  renewed their working
capital  credit  facilities  for the period  through April 15, 1999. The working
capital  facilities  impose  limitations on the level of borrowings at different
times during the year,  require the operating  subsidiaries to maintain  certain
levels of net worth  during the year,  contain  other  covenants  and  reporting
requirements, and place certain limitations on the upstreaming of funds from the
operating  subsidiaries  to the Company.  Depending upon the  performance of the
Company's  operating  subsidiaries these covenants and requirements have been or
may be amended,  waived or changed from time to time. The Company  believes that
if the operating subsidiaries achieve their business plans these working capital
covenants  and  other  requirements  will be met  and  sufficient  funds  may be
upstreamed  to enable the Company to make  scheduled  payments to BNY and AIF-II
during the year ended  December 31, 1998. If the operating  subsidiaries  do not
achieve their business  plans, or the working capital lender does not permit the
upstreaming  of funds in sufficient  amounts,  or the Company  otherwise did not
have sufficient


                                      -16-

<PAGE>



cash  resources to make  scheduled  payments to BNY and AIF-II on payment  dates
commencing  November 3, 1998,  the Company  would intend to discuss with BNY and
AIF-II the  renegotiation  of required  payments  and  discuss  with its working
capital lenders the amendment of covenants and other requirements so as to be in
compliance with its agreements  with such lenders.  While BNY and AIF-II have in
the past granted  consents to the payment of  scheduled  interest in kind rather
than  in  cash,   and/or  the  deferral  of  interest   payments  and  principal
amortization and the working capital lenders have in the past granted amendments
of covenants and other  requirements,  there are no assurances  that the Company
will  be  able  to  obtain  such   consents  in  the  future.   If,  under  such
circumstances,  the Company  cannot obtain such consents or a  renegotiation  of
payment  schedules,  the  Company  could be in  default of its  working  capital
obligations  and could on  quarterly  payment  dates from and after  November 3,
1998, be in default of its obligations to BNY and AIF-II.

Effective July 15, 1997, ECI Sportswear,  an indirect wholly owned subsidiary of
the Company, acquired substantially all of the assets of Davco Industries,  Inc.
("Davco"),  at  that  time a maker  of  mens'  and  boys  activewear,  swimwear,
loungewear  and some  sportswear  proeucts sold under the "Perry Ellis  America"
and/or "Perry Ellis" labels, and mens' sportswear sold under the "Jeffrey Banks"
label. The acquisition was accounted for as a purchase.  The aggregate  purchase
price paid by ECI Sportswear of $4,373,000 for such assets  consisted of (a) the
issuance to Davco of 3,000,000 shares of restricted  Common Stock of the Company
valued at $720,000  and (b) a contingent  cash  purchase  price  computed as the
pre-tax net income of the Davco apparel business as owned by ECI Sportswear from
the closing date through December 31, 1997 (subject to certain adjustments), but
not to exceed a maximum  payment of $3,600,000.  Such  contingent cash amount is
payable  subsequent to the issuance of the  Company's  December 31, 1997 audited
financial statements. On the closing date, ECI Sportswear paid to Davco $500,000
as an advance towards the contingent cash purchase price and ECI Sportswear paid
an additional advance of $81,000 following  completion of ECI Sportswear's third
fiscal quarter ending  September 30, 1997.  The total  contingent  cash purchase
price  payable  to Davco,  derived  from ECI  Sportswear's'  December  31,  1997
financial  statements,  was  $3,483,000.  On April 10,  1998,  the Company  paid
$2,660,000 in respect of the contingent  purchase  price for the  acquisition of
assets from Davco,  after  deducting  advances  previously  paid of $581,000 and
reserves for purchase price adjustments of $242,000.  ECI Sportswear's source of
funds for the cash payments of the purchase price were its internally  generated
funds and working capital credit lines.


DEBT SERVICE AND CAPITAL NEEDS

The Company's  long-term  indebtedness  consists of the debt  obligations of the
Company to BNY  Financial  Corporation  ("BNY")  and  AIF-II,  L.P.,  a Delaware
limited  partnership  and an affiliate of Apollo  Advisors,  L.P. ("AIF II"). On
January  29,  1998,  the  Company  repaid  in  full  all of its  remaining  debt
obligations  to Heller  Financial,  Inc.  ("Heller").  Such payment  amounted to
$1,128,000,


                                      -17-

<PAGE>



inclusive of accrued interest through the date of repayment.

o    On June 30, 1993,  the Company  entered into a Series A Junior Secured Note
     Agreement  with BNY,  pursuant  to which BNY  received a $7  million  note,
     bearing  interest at a rate of 7% per annum,  with a final maturity date of
     November 3, 2002.  BNY shares with AIF II a first lien on the stock of ECI.
     On September 12, 1997, the Company and BNY entered into an amendment of the
     BNY Note Agreement providing that (1) scheduled interest accruing under the
     BNY Note Agreement for the period February 1, 1996 through January 31, 1998
     was not  and  will  not be paid in cash  and  instead  shall  be  added  to
     principal and shall be payable on November 3, 2002, (2) scheduled  interest
     under the BNY Note Agreement accruing for the periods  commencing  February
     1, 1998 will be made in cash on quarterly  payment dates  commencing May 4,
     1998 and (3) the principal on the BNY Note Agreement of $300,000  otherwise
     due  November  3,  1997  shall  be   rescheduled   and  paid  quarterly  in
     installments  of  $15,000  each on the  last day of each  calendar  quarter
     commencing on December 31, 1997, with any remaining balance due on November
     3, 2002.  The  remaining  principal of BNY's note is required to be paid in
     five annual installments,  payable on November 3 of each year commencing in
     1998 as follows:

                           Year                Amount

                           1998            $  300,000
                           1999               500,000
                           2000               600,000
                           2001             1,100,000
                           2002             4,200,000

     In  addition,  on November 3, 2002,  the  Company is  obligated  to pay BNY
     $1,042,000,  representing the quarterly  interest payments accruing for the
     period February 1, 1996 through  January 31, 1998,  which were not and will
     not be paid in cash and instead added to the principal of the BNY Note.

o    On June 30, 1993 the Company  entered  into a Series B Junior  Secured Note
     Agreement  with AIF-II,  pursuant to which  AIF-II  received a $7.5 million
     note bearing interest at 13% per annum. AIF-II shares with BNY a first lien
     on the stock of ECI. On September 12, 1997,  the Company and AIF-II entered
     into an amendment of the AIF-II Note Agreement providing that (1) scheduled
     interest  accruing under the AIF-II Note Agreement for the period  November
     1, 1995  through  January 31, 1998 was not and will not be paid in cash and
     instead  shall be added to  principal  and shall be payable on  November 3,
     2002 and (2) scheduled  interest under the AIF-II Note  Agreement  accruing
     for periods  commencing  February 1, 1998 will be made in cash on quarterly
     payment  dates  commencing  May 4,  1998.  Principal  of  AIF-II's  note is
     required to be paid in two equal installments payable on November 3 in each
     of 2001 and 2002.

     In  addition,  on November 3, 2002,  the Company is obligated to pay AIF-II
     $2,502,000, representing the quarterly interest


                                      -18-

<PAGE>



     payments accruing for the period November 1, 1995 through January 31, 1998,
     which  were  not and  will  not be paid in cash  and  instead  added to the
     principal of the AIF-II Note.

BNY and  AIF-II  will also  share in  mandatory  prepayments  based  upon 50% of
certain  "excess  cash  flows" of the Company as defined in the  Company's  note
agreements with BNY and AIF-II.



RESULTS OF OPERATIONS


NET INCOME

The Company  reported net losses of $2,812,000  and $4,055,000 for the three and
six month  periods ended June 30, 1998  respectively,  compared to net losses of
$2,487,000  and  $3,349,000,  respectively  for the three and six month  periods
ended June 30, 1997.

The  increase in the loss for the three month  period was  primarily  due to the
inclusion  of  ECI  Sportswear  operating  results  in  the  current  year.  ECI
Sportswear acquired the assets of Davco on July 15, 1997. In addition, there was
increase in  interest  expense at ECI and ECI  Sportswear  which was caused by a
poor  fall  selling  season  at many  retailers  and  specialty  stores  who had
carryover  inventory  and therefore  reduced  their spring  season  purchases of
higher margin "Perry Ellis America" outerwear and sportswear creating additional
borrowings against the Company's line of credit.

The increase in the loss for the six month period was  primarily  due to reduced
margins  at ECI which  were the  result of a poor  fall  selling  season at many
retailers and specialty stores who had carryover inventory and therefore reduced
their spring season  purchases of higher margin "Perry Ellis America"  outerwear
offset by the  continued  strong  performance  of the Company's own Members Only
brand which has historically lower margins.  This created additional  borrowings
against the Company's  line of credit  resulting in increased  interest  expense
which was offset by an  extraordinary  gain of  $522,000  recorded  on the early
extinguishment of the New Heller Note, which was paid off on January 29, 1998.


REVENUE

The Company's  revenues  increased from $5,236,000 during the three months ended
June 30, 1997 to  $19,998,000  during the three months ended June 30, 1998.  The
revenue  increase of  $14,762,000  was due to the inclusion of ECI  Sportswear's
revenues of $10,292,000, ECI Sportswear acquired the assets of Davco on July 15,
1998, in the current year along with an increase in ECI's revenues of $4,470,000
which was due to sales to certain  private  label  customers,  who used ECI this
year as a direct merchandise  supplier;  last year these private label customers
used  ECI  as a  sourcing  agent  to  arrange  for  and  oversee  production  of
merchandise for such customers for a commission.


                                      -19-

<PAGE>



The Company's  revenues  increased from $19,683,000  during the six months ended
June 30, 1997 to  $37,823,000  during the six months  ended June 30,  1998.  The
revenue increase was primarily due to the inclusion of ECI Sportswear's revenues
of $17,175,000 in the current year. ECI Sportswear  acquired the assets of Davco
on July 15, 1997. In addition, ECI's revenues increased by $965,000.


COST OF SALES

Cost of Sales  for the three  months  ended  June 30,  1998 as a  percentage  of
revenue was 78.1%  compared to 66.4% for the three  months  ended June 30, 1997.
Cost of Sales were impacted by a poor fall selling  season at many retailers and
specialty stores who had carryover  inventory and therefore reduced their spring
season  purchases of higher margin "Perry Ellis America"  business offset by the
continued  strong  performance  of the  Company's  own Members  Only brand which
historically is sold at lower margins. In addition, further negatively impacting
this percentage was the sales to certain private label  customers,  who used ECI
this year as a direct  merchandise  supplier;  last  year  these  private  label
customers used ECI as a sourcing agent which generated commission income for ECI
without reflecting the corresponding  revenue. This year as a direct merchandise
supplier  ECI is  required  to  reflect  both the  revenue  and  related  margin
components which increases the Cost of Sales as a percentage of revenue.

Cost of Sales for the six months ended June 30, 1998 as a percentage  of revenue
was 74.2%  compared  to 67.4% for the six months  ended June 30,  1997.  Cost of
Sales  were  impacted  by a poor  fall  selling  season  at many  retailers  and
specialty stores who had carryover  inventory and therefore reduced their spring
season  purchases of higher margin "Perry Ellis America"  business offset by the
continued  strong  performance  of the  Company's  own Members  Only brand which
historically is sold at lower margins. In addition, further negatively impacting
this percentage was the sales to certain private label  customers,  who used ECI
this year as a direct  merchandise  supplier;  last  year  these  private  label
customers used ECI as a sourcing agent which generated commission income for ECI
without reflecting the corresponding  revenue. This year as a direct merchandise
supplier  ECI is  required  to  reflect  both the  revenue  and  related  margin
components which increases the Cost of Sales as a percentage of revenue.

SELLING AND ADMINISTRATIVE EXPENSES

Selling and  Administrative  expenses as a percentage  of revenues for the three
and six month  periods  ended June 30,  1998 were 30.5% and 33.0%  respectively,
compared  to 74.9% and 45.6 for the three and six month  periods  ended June 30,
1997, respectively.  The decrease for the three and six month periods ended June
30, 1998 in Selling and  Administrative  expenses as a percentage of revenue was
due primarily to the inclusion of ECI Sportswear in the current year which has a
lower Selling and  Administrative  expense  structure  than ECI. ECI  Sportswear
acquired the assets of Davco on July 15, 1997.  In  addition,  the  inclusion of
revenue from private label customers, who


                                      -20-

<PAGE>



used ECI this  year as a direct  merchandise  supplier,  further  decreased  the
percentage  this  year as  compared  to last  year  when ECI had the same  fixed
expenses  but no  related  revenue.  Due to the fixed  nature  of the  Company's
expense   structure   the  Company  will   experience   a  higher   Selling  and
Administrative  expense  percentage  in the first half of the year which  should
decrease in the second half of the year due to the  seasonality of the Company's
business.

Selling and  Administrative  expenses  for the three  months ended June 30, 1998
were $6,092,000 compared to $3,920,000 for the three months ended June 30, 1997,
an increase of $2,172,000 or 55.4%.  The increase in Selling and  Administrative
expenses was due to the inclusion of ECI Sportswear's Selling and Administrative
expenses  of  $2,111,000  since  its  acquisition  of Davco  on July  15,  1997,
offsetting  a decrease  in Selling and  Administrative  expenses at ECI due to a
decrease in "Perry  Ellis  America"  sales which  resulted in lower  payments on
contractual advertising obligations and lower salesmans commissions.

Selling and Administrative  expenses for the six months ended June 30, 1998 were
$12,494,000  compared to  $8,984,000  for the six months ended June 30, 1997, an
increase of  $3,510,000  or 39.1%.  The  increase in Selling and  Administrative
expenses was due to the inclusion of ECI Sportswear's Selling and Administrative
expenses  of  $3,966,000  since  its  acquisition  of Davco  on July  15,  1997,
offsetting  a decrease  in Selling and  Administrative  expenses at ECI due to a
decrease in "Perry  Ellis  America"  sales which  resulted in lower  payments on
contractual advertising obligations and lower salesmans commissions.


INTEREST AND DEBT EXPENSE

Interest  and debt  expense  for the three  month  period  ended  June 30,  1998
increased  by $662,000 or 127.6%  compared to the three month  period ended June
30,  1997.  This  increase  is due to the  inclusion  of new  borrowings  of ECI
Sportswear in 1998,  since the  acquisition of Davco on July 15, 1997 along with
an increase in interest expense at ECI due to increased  borrowings  against its
line of credit.

Interest and debt expense for the six month period ended June 30, 1998 increased
by  $1,057,000  or 108.3%  compared to the six month period ended June 30, 1997.
This  increase is due to the inclusion of new  borrowings  of ECI  Sportswear in
1998,  since the acquisition of Davco on July 15, 1997 along with an increase in
interest expense at ECI due to increased borrowings against its line of credit.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

Not Applicable


                           PART II - OTHER INFORMATION

Item 1. Legal Proceedings


                                      -21-

<PAGE>



NONE

Item 2 Changes in Securities

NONE

Item 3. Defaults upon Senior Securities

NONE

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

At the Annual Meeting of Stockholders of Aris Industries,  Inc., held on July 9,
1998,  all of the current  five  members of the Board of  Directors,  Charles S.
Ramat, John Hannan, Edward M. Yorke, Robert A. Katz and David N. Schreiber, were
re-elected by the stockholders. The votes were as follows:

     Charles S. Ramat:       13,585,066 for;  16,203 against.
     John Hannan:            13,585,658 for;  15,611 against
     Edward M. Yorke:        13,585,648 for;  15,621 against
     Robert A. Katz:         13,585,628 for;  15,641 against
     David N. Schreiber:     13,585,578 for;  15,691 against

In addition,  at such Annual Meeting of Stockholders,  the other three proposals
were approved by the stockholders with votes as follows:

     Ratification  of the  appointment  of Deloitte & Touche LLP, as independent
     auditors  of the Company for the fiscal  year  ending  December  31,  1998;
     13,591,475 shares voted in favor, 6,097 against, and 3,697 abstentions.

     Ratification  of the  amendment of the Aris 1993 Stock  Incentive  Plan, to
     increase  the shares  reserved  for grants and awards  under such Plan from
     1,200,000 to 3,500,000;  11,550,601 shares voted in favor,  69,504 against,
     and 7,787 abstentions.

     Ratification of the grant of 750,000 stock options  (subject to achievement
     of  vesting  requirements)  under the Aris  1993  Stock  Incentive  Plan to
     Charles S.  Ramat,  Chairman  of the Board,  Chief  Executive  Officer  and
     President of Aris;  11,550,033 shares voted in favor,  67,089 against,  and
     10,170 abstentions.


Item 5. Other Information

NONE

Item 6. Exhibits and Reports on Form 8-K

(a)  Exhibits - NONE

(b)  Reports on Form 8-K - NONE


                                      -22-

<PAGE>



                                   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.

                                          ARIS INDUSTRIES, INC.
                                          (Registrant)

Date: August 12, 1998                         By /s/ Paul Spector            
                                                 ----------------------------
                                              Paul Spector,
                                              Senior Vice President
                                              Chief Financial Officer


                                              By /s/ Vincent F. Caputo       
                                                 ----------------------------
                                              Vincent F. Caputo,
                                              Vice President
                                              Assistant Secretary and
                                              Assistant Treasurer


                                      -23-