<PAGE>   1
                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549


                                   FORM 10-Q

                   QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934
                     --------------------------------------

                FOR THE QUARTERLY PERIOD ENDED NOVEMBER 2, 1996
                         COMMISSION FILE NUMBER 0-19714

                                PERFUMANIA, INC.


                  STATE OF FLORIDA      I.R.S. NO. 65-0026340

                             11701 N.W. 101ST ROAD
                              MIAMI, FLORIDA 33178

                       TELEPHONE NUMBER:  (305) 889-1600


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 TWELVE (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 NINETY (90) DAYS.



                          YES  X                 NO
                             -----                 -----


                          COMMON STOCK $.01 PAR VALUE
               OUTSTANDING SHARES AT NOVEMBER 2, 1996 - 7,807,791
<PAGE>   2
                               TABLE OF CONTENTS

                                PERFUMANIA, INC.

                                     PART I
                             FINANCIAL INFORMATION



<TABLE>
         <S>     <C>                                                                              <C>
         ITEM 1  FINANCIAL STATEMENTS                                                   
                                                                                        
                       Consolidated Balance Sheets ............................................   2
                                                                                        
                       Consolidated Statements of Operations ..................................   3
                                                                                        
                       Consolidated Statements of Cash Flows ..................................   4
                                                                                        
                       Notes to Condensed Consolidated Financial Statements....................   5
                                                                                        
                                                                                        
         ITEM 2  MANAGEMENT'S DISCUSSION AND ANALYSIS OF                                
                 CONSOLIDATED FINANCIAL CONDITION AND                                   
                 RESULTS OF OPERATIONS.........................................................   8

         ITEM 6  EXHIBITS AND REPORTS ON FORM 8-K..............................................  11
</TABLE>





                                       1
<PAGE>   3
PART I.  FINANCIAL INFORMATION
ITEM 1.  FINANCIAL STATEMENTS

                                PERFUMANIA, INC.
                          CONSOLIDATED BALANCE SHEETS

<TABLE>
<CAPTION>
                                                        November 2, 1996       February 3, 1996
                                                        ----------------       ----------------
<S>                                                       <C>                     <C> 
ASSETS

Current assets:                                                                    
  Cash and cash equivalents                               $    885,782            $   331,028
  Trade receivables, net                                    12,904,776             13,492,118
  Advances to suppliers                                      7,471,110              4,311,660
  Inventories, net of reserve of $750,000                   73,750,945             56,014,501
  Prepaid expenses and other current assets                  1,595,465              1,152,095
  Net deferred tax asset                                     1,320,906              1,254,000
  Due from related parties                                     122,538                122,538
                                                          ------------            -----------
     Total current assets                                   98,051,522             76,677,940
Property and equipment, net                                 15,860,550             13,453,780
Leased equipment under capital leases, net                   2,023,751              1,606,497
Other assets                                                 1,985,526              1,411,579
Due from related parties                                       417,763                415,527
                                                          ------------            -----------
                                                          $118,339,112            $93,565,323
                                                          ============            ===========

LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
  Bank line of credit and current portion of
     notes payable                                        $ 29,713,683            $23,553,897
  Accounts payable                                          33,283,890             18,814,302
  Accrued expenses and other liabilities                     3,725,240              2,903,959
Current portion of obligations under capital leases            498,348                498,348
  Due to related parties                                       790,000                680,000
                                                          ------------            -----------
     Total current liabilities                              68,011,161             46,450,506
Other long-term liabilities                                  2,114,410              1,814,569
                                                          ------------            -----------
     Total liabilities                                      70,125,571             48,265,075
                                                          ------------            -----------

Stockholders' equity:
  Preferred stock, $.01 par value, 1,000,000 shares
   authorized, none issued                                          -                      -
  Common stock, $.01 par value, 25,000,000 shares
   authorized, 7,807,791 and 6,707,700 shares issued
   and outstanding                                              78,078                 67,077
  Capital in excess of par                                  51,900,229             47,959,464
  Accumulated deficit                                       (2,707,619)            (2,602,970)
  Treasury stock                                            (1,057,147)              (123,323)
                                                          ------------            -----------
Total stockholders' equity                                  48,213,541             45,300,248
                                                          ------------            -----------
                                                          $118,339,112            $93,565,323
                                                          ============            ===========
</TABLE>


See accompanying notes to consolidated financial statements.





                                       2
<PAGE>   4
                                PERFUMANIA, INC.
                     CONSOLIDATED STATEMENTS OF OPERATIONS


<TABLE>
<CAPTION>
                                                 Thirteen           Thirteen          Thirty-nine        Thirty-nine
                                               Weeks Ended        Weeks Ended         Weeks Ended        Weeks Ended
                                             November 2, 1996   October 28, 1995    November 2, 1996   October 28, 1995
                                             ----------------   ----------------    ----------------   ----------------
<S>                                             <C>                <C>                 <C>                <C>
Net sales                                       $34,576,849        $34,329,850         $86,668,286        $85,247,430
Cost of goods sold                               19,536,336         20,830,709          48,894,635         51,137,772
                                                -----------        -----------         -----------        -----------
      Gross profit                               15,040,513         13,499,141          37,773,651         34,109,658
                                                -----------        -----------         -----------        -----------

Operating Expenses:
  Selling, general and
   administrative                                11,899,577         10,700,484          33,088,856         30,743,658
  Depreciation and amortization                     917,141            840,271           2,627,568          2,427,070
                                                -----------        -----------         -----------        -----------
      Total operating expenses                   12,816,718         11,540,755          35,716,424         33,170,728
                                                -----------        -----------         -----------        -----------

      Income from operations
       before other expense                       2,223,795          1,958,386           2,057,227            938,930
Other expense                                      (774,772)          (726,682)         (2,228,782)        (2,036,397)
                                                -----------        -----------         -----------        -----------
Income (loss) before income taxes                 1,449,023          1,231,704            (171,555)        (1,097,467)
(Provision) benefit for income taxes               (564,017)                -               66,906                 -
                                                -----------        -----------         -----------        -----------
Net income (loss)                               $   885,006        $ 1,231,704         $  (104,649)       $(1,097,467)
                                                -----------        -----------         -----------        -----------

Earnings (loss) per common share                $      0.10        $      0.18         $     (0.01)       $     (0.16)
                                                -----------        -----------         -----------        -----------
</TABLE>





See accompanying notes to consolidated financial statements.





                                       3
<PAGE>   5
                                PERFUMANIA, INC
                     CONSOLIDATED STATEMENTS OF CASH FLOWS


<TABLE>
<CAPTION>
                                                            Thirty-nine             Thirty-nine
                                                            Weeks Ended             Weeks Ended
                                                          November 2, 1996        October 28, 1995
                                                          ----------------        ----------------
<S>                                                          <C>                    <C>
Cash flows from operating activities:                     
  Net loss                                                   $  (104,649)           $(1,097,467)
  Adjustments to reconcile net loss to net cash           
    used in operating activities:                         
    Capitalized preopening costs                                (623,346)              (354,898)
    Provision for doubtful accounts                              340,000                     -
    Benefit for income taxes                                     (66,906)                    -
    Depreciation and amortization                              2,627,568              2,427,070
    Loss on disposition                                           39,179                 82,477
    Change in assets and liabilities,                     
    (Increase) decrease in:                               
        Trade receivables                                        247,342             (2,723,642)
        Advances to suppliers                                 (3,159,450)              (789,466)
        Inventories                                          (17,736,444)            (9,141,622)
        Other current assets                                    (443,370)               156,605
        Tax refund receivable                                         -                 378,681
        Other assets                                            (164,492)                16,246
    Increase (decrease) in:                               
         Accounts payable                                     14,469,588             10,161,382
         Other current liabilities                               861,857                 (1,015)
                                                             -----------            -----------
    Total adjustments                                         (3,608,474)               211,818
                                                             -----------            -----------
      Net cash used in operating activities                   (3,713,123)              (885,649)
                                                             -----------            -----------
Cash flows from investing activities:                     
    Additions to property and equipment                       (4,722,114)            (2,319,158)
    Proceeds from sale of other property                              -                 617,914
                                                             -----------            -----------
      Net cash used in investing activities                   (4,722,114)            (1,701,244)
                                                             -----------            -----------
Cash flows from financing activities:                     
   Net borrowings under loan payable                           9,159,786              2,923,187
   Net borrowings from related parties                           107,764                (29,468)
   Principal payments under capital lease obligations           (308,235)              (247,589)
   Proceeds from issuance of common stock                        964,500                 62,125
   Payments to acquire treasury stock                           (933,824)              (123,323)
                                                             -----------            -----------
        Net cash provided by financing activities              8,989,991              2,584,932
                                                             -----------            -----------
Increase (decrease) in cash and cash equivalents                 554,754                 (1,961)
Cash and cash equivalents at beginning of period                 331,028                505,872
                                                             -----------            -----------
Cash and cash equivalents at end of period                   $   885,782            $   503,911
                                                             -----------            -----------
Supplemental disclosure of cash flow information:         
     Cash paid                                            
        Interest                                             $ 2,458,821            $ 2,278,149
        Income taxes                                         $   106,138            $    35,000
</TABLE>




See accompanying notes to consolidated financial statements.





                                       4
<PAGE>   6
                                PERFUMANIA, INC.
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


(1).  SIGNIFICANT ACCOUNTING POLICIES

The condensed consolidated financial statements include the accounts of
Perfumania and subsidiaries (the Company).  All material intercompany balances
and transactions have been eliminated in consolidation.

The unaudited condensed consolidated financial statements have been prepared
pursuant to the rules and regulations of the Securities and Exchange
Commission.  Certain information and note disclosures normally included in
annual financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted pursuant to those rules
and regulations, although the Company believes that the disclosures made are
adequate to make the information presented not misleading.  The financial
information presented herein, which is not necessarily indicative of results to
be expected for the current fiscal year, reflects all adjustments which, in the
opinion of the Company, are necessary for a fair statement of the results for
the periods indicated.  It is suggested that these condensed consolidated
financial statements be read in conjunction with the financial statements and
the notes thereto included in the Company's Annual Report on Form 10-K for the
fiscal year ended February 3, 1996.


(2).  STOCKHOLDERS' EQUITY
<TABLE>
<CAPTION>
                                                      
                                Common Stock          Capital in         Treasury Stock       
                           -----------------------      Excess         --------------------   Accumulated
                            Shares         Amount       of Par          Shares    Amount        Deficit        Total
                           ---------       -------   -----------       -------  -----------   -----------   -----------
<S>                        <C>             <C>       <C>               <C>      <C>           <C>           <C>
Balance at
February 3, 1996           6,707,700       $67,077   $47,959,464        23,000  $  (123,323)  $(2,602,970)  $45,300,248

Exercise of
stock options                  2,000            20         8,230            -            -             -          8,250

Sale of
Common Stock                 180,000         1,800       954,450            -            -             -        956,250

Conversion of
debentures                   918,091         9,181     2,978,085            -            -             -      2,987,266

Purchases of
treasury stock                    -             -             -        207,850     (933,824)           -       (933,824)

Net loss for the
thirty-nine weeks
ended Nov. 2, 1996                -             -             -                                  (104,649)     (104,649)
                           ---------       -------   -----------       -------  -----------   -----------   -----------

Balance at
November 2, 1996           7,807,791       $78,078   $51,900,229       230,850  $(1,057,147)  $(2,707,619)  $48,213,541
                           ---------       -------   -----------       -------  -----------   -----------   -----------
</TABLE>





                                       5
<PAGE>   7
(3).  EARNINGS (LOSS) PER COMMON SHARE

Earnings (loss) per common share are computed by dividing net income (loss) by
the weighted average number of common shares outstanding.

The weighted average numbers of common shares for the thirteen and thirty-nine
weeks ended November 2, 1996 was 8,447,436 and 7,858,334, respectively.  The
weighted average number of common shares for the thirteen and thirty-nine weeks
ended October 28, 1995 was 6,818,700.


(4).  SEGMENT INFORMATION

The Company operates in two industry segments, specialty retail sale and
wholesale distribution of fragrances and related products.  Financial
information for these segments is summarized in the following table.

<TABLE>
<CAPTION>
                                           Thirteen           Thirteen          Thirty-nine        Thirty-nine
                                          Weeks Ended        Weeks Ended        Weeks Ended        Weeks Ended
                                          Nov. 2, 1996      Oct. 28, 1995       Nov. 2, 1996      Oct. 28, 1995
                                          ------------      -------------       ------------      -------------
<S>                                       <C>                <C>                <C>                <C>
Sales
     Wholesale                            $ 8,565,178        $11,106,321        $19,709,774        $25,707,236
     Retail                                26,011,671         23,223,529         66,958,512         59,540,194
                                          -----------        -----------        -----------        -----------
          Total net sales                 $34,576,849        $34,329,850        $86,668,286        $85,247,430
                                          -----------        -----------        -----------        -----------

Cost of goods sold
     Wholesale                            $ 5,983,724        $ 8,405,229        $14,222,691        $19,335,806
     Retail                                13,552,612         12,425,480         34,671,944         31,801,966
                                          -----------        -----------        -----------        -----------
          Total cost of goods sold        $19,536,336        $20,830,709        $48,894,635        $51,137,772
                                          -----------        -----------        -----------        -----------

Gross profit
     Wholesale                            $ 2,581,454        $ 2,701,092        $ 5,487,083        $ 6,371,430
     Retail                                12,459,059         10,798,049         32,286,568         27,738,228
                                          -----------        -----------        -----------        -----------
          Total gross profit              $15,040,513        $13,499,141        $37,773,651        $34,109,658
                                          -----------        -----------        -----------        -----------
</TABLE>


<TABLE>
<CAPTION>
                                           November 2,        February 3
                                              1996              1996
                                          -----------        -----------
<S>                                       <C>                <C>
Inventory
---------
     Wholesale                            $20,672,580        $17,260,449
     Retail                                53,078,365         38,754,052
                                          -----------        -----------
                                          $73,750,945        $56,014,501
                                          -----------        -----------

Number of stores                                  207                194
</TABLE>


An unaffiliated customer of the wholesale segment accounted for approximately
10% and 6% of the consolidated net sales for the thirty-nine weeks ended
November 2, 1996 and October 28, 1995, respectively, and 57% and 52% of the
consolidated net trade accounts receivable balance at November 2, 1996 and
October 28, 1995, respectively.





                                       6
<PAGE>   8

(5).  ISSUANCE OF STOCK SUBSCRIPTION AND CONVERTIBLE DEBENTURES

On March 21, 1996, the Company executed a Regulation S stock subscription
agreement to sell 180,000 shares of common stock to a non-U.S. person for
approximately $956,000.  The proceeds were received in March 1996 and the
shares were subsequently issued in May 1996.

On March 25, 1996, the Company issued $3,000,000 of 5% Convertible Debentures
(the "Debenture") in a Regulation S offering to non-U.S. persons.  The
debentures mature on April 1, 1997, and were convertible into shares of common
stock of the Company, at any time after May 21, 1996, at a conversion price for
each share of common stock equal to eighty-five percent of the market price of
common stock on the date of conversion, not to exceed $8.50 per share of common
stock.  As of July 19, 1996, all of the debentures had been converted by the
registered holders into an aggregate of approximately 918,000 shares of the
Company's common stock.

(6).  SUBSEQUENT EVENTS

Effective November 19, 1996, the Company purchased substantially all of the
assets of Nature's Elements International, Ltd. ("Nature's Elements"),
consisting primarily of thirty-three retail store locations and related
inventory in the northeastern United States, for approximately $2.5 million.
Nature's Elements currently sells cosmetics, treatments, bath and body
products, and candles.

Subsequent to November 2, 1996, the Company has repurchased an additional
217,000 shares of its common stock for approximately $658,000.  This repurchase
was previously authorized by the Company's Board of Directors.





                                       7
<PAGE>   9

PART I.  FINANCIAL INFORMATION
ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF CONSOLIDATED FINANCIAL
         CONDITION AND RESULTS OF OPERATIONS


SEASONALITY

The Company's operations have historically been seasonal, with generally higher
retail sales in the third and fourth fiscal quarters than in the first and
second fiscal quarters. Significantly higher fourth fiscal quarter retail sales
result from increased purchases of fragrances as gift items during the
Christmas holiday season.  Wholesale sales also vary by fiscal quarter as a
result of the selection of merchandise available for sale as well as the need
for the Company to stock its retail stores for the Christmas holiday season.
Therefore, the results of any interim period are not necessarily indicative of
the results that might be expected during a full fiscal year.

LIQUIDITY AND CAPITAL RESOURCES

At November 2, 1996 working capital was $30.0 million compared to $30.2 million
at February 3, 1996.

Net cash used in operating activities during the thirty-nine weeks ended
November 2, 1996 was approximately $3.7 million, principally as a result of the
net change in the Company's trade receivables, advances to suppliers, accounts
payable, and inventory.  At November 2, 1996, approximately $1.8 million of the
Company's trade receivables were considered past due compared to $0.7 million
at February 3, 1996.  Of the $12.9 million in trade receivables due from
unaffiliated customers at November 2, 1996, $7.4 million was due from one
customer which also accounted for 46% of the Company's wholesale sales during
the thirteen weeks ended November 2, 1996.  The Company's sales to this
customer are made on an open account terms and since late 1991 the Company has
extended credit terms to this customer of up to one year.  The Company has not
experienced any write-offs of accounts receivable from this customer due to
collectibility.

Net cash used in investing activities during the current period was $4.7
million.  This represents  purchases of furniture, fixtures and equipment for
store openings during fiscal 1996.

Net cash provided by financing activities during the current period was
approximately $9.0 million, which was primarily the result of an increase in
the Company's use of its line of credit, along with the issuance of $3.0
million of 5% convertible debentures, and issuance of 180,000 shares of common
stock for approximately $1.0 million (see Note 5).  The $30.0 million line of
credit expires on April 30, 1999.

During the thirty-nine weeks ended November 2, 1996, the Company closed four
stores and opened seventeen stores.  At November 2, 1996, the Company operated
207 stores.





                                       8
<PAGE>   10

RESULTS OF OPERATIONS

COMPARISON OF THE THIRTEEN WEEKS ENDED NOVEMBER 2, 1996 WITH THE THIRTEEN WEEKS
ENDED OCTOBER 28, 1995.

Net sales increased $0.3 million from $34.3 million in the thirteen weeks ended
October 28, 1995 to $34.6 million in the thirteen weeks ended November 2, 1996.
The increase in net sales was the result of a $2.8 million increase in retail
sales (from $23.2 million to $26.0 million) offset by a $2.5 million decrease
in wholesale sales (from $11.1 million to $8.6 million).  The increase in
retail sales was principally due to the increase in the number of stores
operated during the thirteen weeks ended November 2, 1996.  Comparable store
sales during the current period increased 2.6% when compared to last year. The
decrease in wholesale sales was primarily due to lower wholesale demand for
fragrances.

Gross profit increased 11.4% from $13.5 million in the thirteen weeks ended
October 28, 1995 (39.3% of net sales) to $15.0 million in the thirteen weeks
ended November 2, 1996 (43.5% of total net sales) due primarily to the increase
in retail sales.

Gross profit for the wholesale division decreased from $2.7 million in the
thirteen weeks ended October 28, 1995 to $2.6 million in the thirteen weeks
ended November 2, 1996 as a result of lower wholesale sales.  As a percentage
of net sales, gross profit for the wholesale division increased from 24.3% in
the thirteen weeks ended October 28, 1995 to 30.1% in the thirteen weeks ended
November 2, 1996, as a result of higher margin sales.

Gross profit for the retail division increased 15.4% from $10.8 million in the
thirteen weeks ended October 28, 1995 to $12.5 million in the thirteen weeks
ended November 2, 1996 as a result of higher retail sales.  As a percentage of
net sales, gross profit for the retail division increased from 46.5% in the
thirteen weeks ended October 28, 1995 to 47.9% in the thirteen weeks ended
November 2, 1996.

Operating expenses, which include selling, general and administrative expenses
as well as depreciation, increased 11.1% from $11.5 million in the thirteen
weeks ended October 28, 1995 to $12.8 million in the thirteen weeks ended
November 2, 1996.  The increase was primarily due to costs associated with the
operation of 12 additional stores.

The Company had a pre-tax net income of $1,449,023, or $0.17 per share, in the
thirteen weeks ended November 2, 1996 compared to a pre-tax net income of
$1,231,704, or $0.18 per share, in the thirteen weeks ended October 28, 1995.
On an after-tax basis, net income was $885,006, or $0.10 per share, in the
thirteen weeks ended November 2, 1996 compared to net income of $1,231,704, or
$0.18 per share in the thirteen weeks ended October 28, 1995.  The weighted
average common shares outstanding was 8,447,436 for the thirteen weeks ended
November 2, 1996 and 6,818,700 for the thirteen weeks ended October 28, 1995.





                                       9
<PAGE>   11

COMPARISON OF THE THIRTY-NINE WEEKS ENDED NOVEMBER 2, 1996 WITH THE THIRTY-NINE
WEEKS ENDED OCTOBER 28, 1995.

Net sales increased 1.7% from $85.2 million in the thirty-nine weeks ended
October 28, 1995 to $86.7 million in the thirty-nine weeks ended November 2,
1996.  The increase in net sales was due to a 12.5% increase in retail sales
(from $59.5 million to $67.0 million), which was offset by a 23.3% decrease in
wholesale sales (from $25.7 million to $19.7 million).

The increase in retail sales was principally due to the increase in the number
of stores operated during the thirty-nine weeks ended November 2, 1996 compared
to the thirty-nine weeks ended October 28, 1995.  Comparable store sales during
the thirty-nine weeks ended November 2, 1996 increased 2.7% when compared to
last year.

Gross profit increased 10.7% from $34.1 million in the thirty-nine weeks ended
October 28, 1995 (40.0% of net sales) to $37.8 million in the thirty-nine weeks
ended November 2, 1996 (43.6% of net sales) primarily as a result of the
increase in net sales.

Gross profit for the wholesale division decreased 13.9% from $6.4 million in
the thirty-nine weeks ended October 28, 1995 to $5.5 million in the thirty-nine
weeks ended November 2, 1996.  As a percentage of net sales, gross profit for
the wholesale division increased from 24.8% in the thirty-nine weeks ended
October 28, 1995 to 27.8% in the thirty-nine weeks ended November 2, 1996,
primarily due to higher margin sales.

Gross profit for the retail division increased 16.4% from $27.7 million in the
thirty-nine weeks ended October 28, 1995 to $32.3 million in the thirty-nine
weeks ended November 2, 1996.  The retail division's gross margin increased
from 46.6% in the thirty-nine weeks ended October 28, 1995 to 48.2% in the
thirty-nine weeks ended November 2, 1996.

Operating expenses increased $2.5 million in the thirty-nine weeks ended
November 2, 1996 compared to the thirty-nine weeks ended October 28, 1995.  The
increase was primarily due to costs associated with the operation of 14
additional stores.

During the thirty-nine weeks ended November 2, 1996 the Company had a pre-tax
net loss of $171,555 or ($0.02) per share (based on 7,858,334 weighted average
common shares outstanding), compared to a pre-tax net loss of $1,097,467 or
($0.16) per share, (based on 6,818,700 weighted average common shares
outstanding) during the thirty-nine weeks ended October 28, 1995.  On an
after-tax basis, the Company had a net loss of $104,649 or ($0.01) per share
(based on 7,858,334 weighted average common shares outstanding), compared to a
net loss of $1,097,467 or ($0.16) per share, (based on 6,818,700 weighted
average common shares outstanding.





                                       10
<PAGE>   12
ITEM 6.                  EXHIBITS AND REPORTS ON FORM 8-K

(a)     The following list of schedules and exhibits included in this Form 
        10-Q:

        27      Financial Data Schedule (for SEC use only).

 

                                 PERFUMANIA, INC.

                                   SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused the report to be signed on its behalf by the
undersigned, thereunto duly authorized.





                                           Perfumania, Inc.
                                       -----------------------------------------
                                             (Registrant)





Date:  December 13, 1996          By:  /S/ SIMON FALIC
                                       -----------------------------------------
                                       Simon Falic
                                       Chairman of the Board, President and
                                       Chief Executive Officer
                                       (Principal Executive Officer)




                                  By:  /S/ RON A. FRIEDMAN 
                                       -----------------------------------------
                                       Ron A. Friedman 
                                       Chief Financial Officer 
                                       Treasurer, and Secretary 
                                       (Principal Financial and 
                                       Accounting Officer)





                                       11