**UNITED
      STATES**


**SECURITIES
      AND EXCHANGE COMMISSION**


**Washington,
      D.C. 20549**


**FORM
      10-K/A**


(Mark
      one)


x
            ANNUAL
                REPORT PURSUANT TO SECTION 13 or 15 (d) OF THE SECURITIES EXCHANGE
                ACT OF
                1934


For
      the
      fiscal year ended******January 31,
      2007**


OR


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


For
      the
      transition period from _____________ to ______________




**Commission
        File Number: 0 – 15535**


**LAKELAND
      INDUSTRIES,
      INC**.


(Exact
      Name of Registrant as Specified in its Charter)




**Delaware**
              
              **13-3115216**(State
                  of Incorporation)
              
              (I.R.S.
                  Employer Identification Number)


**701
      Koehler Ave., Suite 7, Ronkonkoma, NY  11779**


(Address
      of Principal Executive Offices)


**(631)
      981-9700**


(Registrant's
      telephone number, including area code)





Securities
      registered pursuant to Section 12(b) of the Act: None


Securities
      registered pursuant to Section 12 (g) of the Act


Title
      of
      Class – Common Stock $0.01 Par Value


Name
      of
      Exchange on which listed - NASDAQ





Indicate
      by check mark if the registrant is a well-known seasoned issuer, as defined
      in
      Rule 405 of the Securities Act.


Yeso    No
      x


Indicate
      by check mark if the registrant is not required to file reports pursuant to
      Section 13 or Section 15(d) of the Exchange Act.


Yes
      o   No  x


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


Yes
x  No
o


Indicate
      by check mark if disclosure of delinquent filers pursuant to Item 405 of
      Regulation S-K (§ 229.405 of this Chapter) is not contained herein, and will not
      be contained, to the best of registrant’s knowledge, in definitive proxy or
      information statements incorporated by reference in Part III of this Form 10-K
      or any amendment to this Form 10-K.


Yesx    Noo




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


Large
      accelerated filer o                   
          Accelerated
      Filer  ý                        
      Non-Accelerated
      Filer o




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


Yeso   No
      x


As
      of
      July 31, 2006, the aggregate market value of the registrant’s common stock held
      by non-affiliates of the registrant was $57,041,653 based on the closing price
      of the common stock as reported on the National Association of Securities
      Dealers Automated Quotation System National Market System.




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




Class
              
              Outstanding
                  at April 12, 2007Common
                  Stock, $0.01 par value per share
              
              5,521,824










**Report
        of Independent Registered Public Accounting Firm**
 
 
 Board
        of
        Directors and Stockholders
 Lakeland
        Industries, Inc. and Subsidiaries
 Ronkonkoma,
        New York
 
 We
        have
        audited the accompanying consolidated balance sheets of Lakeland Industries,
        Inc. and Subsidiaries ("Lakeland") as of January 31, 2007 and 2006 and
        the related consolidated statements of income, stockholders' equity and cash
        flows for the three years then ended. We have also audited the schedule listed
        in Item 15(a)(2) of this Form 10-K for the years ended January 31, 2007,
        2006 and 2005. We have also audited management’s assessment, included in the
        accompanying "Management's Report on Internal Control Over Financial Reporting",
        that Lakeland Industries, Inc. and Subsidiaries maintained effective internal
        control over financial reporting as of January 31, 2007, based on
        criteria established in Internal Control—Integrated Framework issued by the
        Committee of Sponsoring Organizations of the Treadway Commission (COSO).
        Lakeland’s management is responsible for these consolidated financial statements
        and schedule, for maintaining effective internal control over financial
        reporting and for its assessment of the effectiveness of internal control
        over
        financial reporting. Our responsibility is to express an opinion on these
        consolidated financial statements and the schedule, an opinion on management's
        assessment, and an opinion on the effectiveness of the company's internal
        control over financial reporting based on our audits.
 
 We
        conducted our audits in accordance with the standards of the Public Company
        Accounting Oversight Board (United States). Those standards require that
        we plan
        and perform the audits to obtain reasonable assurance about whether the
        financial statements are free of material misstatement and whether effective
        internal control over financial reporting was maintained in all material
        respects. Our audit of financial statements included examining, on a test
        basis,
        evidence supporting the amounts and disclosures in the financial statements,
        assessing the accounting principles used and significant estimates made by
        management, and evaluating the overall financial statement presentation.
        Our
        audit of internal control over financial reporting included obtaining an
        understanding of internal control over financial reporting, evaluating
        management’s assessment, testing and evaluating the design and operating
        effectiveness of internal control, and performing such other procedures as
        we
        considered necessary in the circumstances. We believe that our audits provide
        a
        reasonable basis for our opinions.
 
 A
        company’s internal control over financial reporting is a process designed to
        provide reasonable assurance regarding the reliability of financial reporting
        and the preparation of financial statements for external purposes in accordance
        with generally accepted accounting principles. A company’s internal control
        over financial reporting includes those policies and procedures that (1)
        pertain
        to the maintenance of records that, in reasonable detail, accurately and
        fairly
        reflect the transactions and dispositions of the assets of the company; (2)
        provide reasonable assurance that transactions are recorded as necessary
        to
        permit preparation of financial statements in accordance with generally accepted
        accounting principles, and that receipts and expenditures of the company
        are
        being made only in
        accordance with authorizations of management and directors of the company;
        and
        (3) provide reasonable assurance regarding prevention or timely detection
        of
        unauthorized acquisition, use, or disposition of the company’s assets that could
        have a material effect on the financial statements.
 
 Because
        of its inherent limitations, internal control over financial reporting may
        not
        prevent or detect misstatements. Also, projections of any evaluation of
        effectiveness to future periods are subject to the risk that controls may
        become
        inadequate because of changes in conditions, or that the degree of compliance
        with the policies or procedures may deteriorate.
 
 In
        our
        opinion, the consolidated financial statements referred to above present
        fairly,
        in all material respects, the consolidated financial position of Lakeland
        Industries, Inc. and Subsidiaries as of January 31, 2007 and 2006 and
        the results of its operations and its cash flows for the three years then
        ended
        in conformity with accounting principles generally accepted in the United
        States
        of America. Also in our opinion, the related financial statement schedule,
        when
        considered in relation to the basic financial statements taken as a whole,
        presents fairly in all material respects the information set forth therein.
        Also
        in our opinion, management’s assessment that Lakeland maintained effective
        internal control over financial reporting as of January 31, 2007, is fairly
        stated, in all material respects, based on criteria established in Internal
        Control—Integrated Framework issued by the Committee of Sponsoring Organizations
        of the Treadway Commission (COSO). Furthermore, in our opinion, Lakeland
        maintained, in all material respects, effective internal control over financial
        reporting as of January 31, 2007, based on criteria established in
        Internal Control—Integrated Framework issued by the Committee of Sponsoring
        Organizations of the Treadway Commission (COSO).
 
 As
        discussed in Note 1 to the financial statements, effective
        February 1, 2006, the Company adopted Statement of Financial
        Accounting Standards No. 123(R), *Share-Based Payment*.
 
 
 /s/Holtz
        Rubenstein Reminick LLP
 
 
 Melville,
        New York
 April
        5,
        2007