SECURITIES AND EXCHANGE COMMISSION



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Commission File Number 1-5354

Swank, Inc.



|                                                                       |  |                                               
|---------------------------------------------------------------------- |  | ----------------------------------------------
|Delaware(State or other jurisdiction of incorporation or organization) |  | 04-1886990(IRS Employer Identification Number)
|                                                                       |  |                                               
|90 Park Avenue
New York, NY(Address of principal executive offices)    |  | 10016(Zip code)                               

(212) 867-2600



|YesX |  | No___
|---- |  | -----



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



|Yes |  | No  _X_
|--- |  | -------

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS:
     Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan



|Yes___ |  | No___
|------ |  | -----

APPLICABLE ONLY TO CORPORATE ISSUERS:
    Indicate the number of shares outstanding of each of the issuer's classes of common stock as of the latest practicable date:



|Title of Class               | Shares Outstanding on April 30, 2003
|---------------------------- | ------------------------------------
|Common stock, $.10 par value | 5,522,490                           



PART I - FINANCIAL INFORMATION





|Item           | Page No.                                                                                 
|-------------- | -----------------------------------------------------------------------------------------
|               |                                                                                          
|1.             | Condensed Consolidated Financial Statements and Related Notes                            
|               |                                                                                          
|2.             | Management's Discussion and Analysis of the Financial Condition and Results of Operations
|               |                                                                                          
|3.             | Quantitative and Qualitative Disclosures about Market Risk                               
|               |                                                                                          
|4.             | Controls and Procedures                                                                  
|               |                                                                                          
|5.             | Exhibits and Reports on Form 8-K                                                         
|               |                                                                                          
|Signatures     | 14                                                                                       
|               |                                                                                          
|Certifications | 15 - 16                                                                                  
|               |                                                                                          
|Exhibit Index  | 17                                                                                       





Item 1. Financial Statements

SWANK, INC.CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)(Dollars in thousands except share data)

|                                                   | March 31, 2003       | December 31, 2002
|-------------------------------------------------- | -------------------- | -----------------
|                                                   | ASSETS               |                  
|Current:                                           |                      |                  
|Cash and cash equivalents                          |                      | $195             
|Accounts receivable, less allowances               |                      |                  
|of $6,207 and $7,374                               |                      | 9,651            
|Inventories:                                       |                      |                  
|Raw materials                                      | 3,591                |                  
|Work in process                                    | 1,849                |                  
|Finished goods                                     | 12,193               | 17,633           
|                                                   |                      |                  
|Income taxes recoverable                           |                      | 1,506            
|Prepaid and other current assets                   |                      | 1,546            
|                                                   |                      |                  
|Total current assets                               |                      | 30,531           
|                                                   |                      |                  
|Property, plant and equipment, net of              |                      |                  
|accumulated depreciation and amortization          |                      | 1,921            
|Other assets                                       |                      | 3,121            
|                                                   |                      |                  
|Total assets                                       |                      | $ 35,573         
|                                                   |                      |                  
|                                                   | LIABILITIES          |                  
|Current:                                           |                      |                  
|Notes payable to banks                             |                      | $ 14,503         
|Accounts payable                                   |                      | 4,590            
|Accrued employee compensation                      |                      | 856              
|Other current liabilities                          |                      | 3,502            
|                                                   |                      |                  
|Total current liabilities                          |                      | 23,451           
|                                                   |                      |                  
|Long-term obligations                              |                      | 9,221            
|                                                   |                      |                  
|Total Liabilities                                  |                      | 32,672           
|                                                   |                      |                  
|                                                   | STOCKHOLDERS' EQUITY |                  
|Preferred stock, par value $1.00:                  |                      |                  
|Authorized - 1,000,000 shares                      |                      |                  
|Common stock, par value $.10:                      |                      |                  
|Authorized - 43,000,000 shares:                    |                      |                  
|Issued - 5,633,712 shares                          |                      | 563              
|Capital in excess of par value                     |                      | 1,440            
|Retained earnings                                  |                      | 1,251            
|Accumulated other comprehensive income, net of tax |                      | (117)            
|Treasury stock, at cost, 111,222 shares            |                      | (236)            
|                                                   |                      |                  
|Total stockholders' equity                         |                      | 2,901            
|                                                   |                      |                  
|Total liabilities and  stockholders' equity        |                      | $ 35,573         
|                                                   |                      |                  

The accompanying notes are an integral part of the condensed consolidated financial statements.





SWANK, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
FOR THE QUARTERS ENDED MARCH 31, 2003 AND 2002
(Dollars in thousands except share and per share data)
---------------------------------

|                                                                   |  | 2003      |  | 2002     
|------------------------------------------------------------------ |  | --------- |  | ---------
|                                                                   |  |           |  |          
|Net sales                                                          |  | $ 18,311  |  | $21,031  
|                                                                   |  |           |  |          
|Cost of goods sold                                                 |  | 13,757    |  | 15,949   
|                                                                   |  |           |  |          
|Gross profit                                                       |  | 4,554     |  | 5,082    
|                                                                   |  |           |  |          
|Selling and administrative expenses                                |  | 6,990     |  | 7,710    
|                                                                   |  |           |  |          
|(Loss) from operations                                             |  | (2,436)   |  | (2,628)  
|                                                                   |  |           |  |          
|Interest expense, net                                              |  | 198       |  | 256      
|                                                                   |  |           |  |          
|(Loss) from operations before income taxes                         |  | (2,634)   |  | (2,884)  
|                                                                   |  |           |  |          
|(Benefit) from income taxes                                        |  | -         |  | (1,215)  
|                                                                   |  |           |  |          
|Net (Loss)                                                         |  | $ (2,634) |  | $ (1,669)
|                                                                   |  |           |  |          
|Share and per share information:                                   |  |           |  |          
|Basic and fully-diluted net (loss) per share                       |  | $ (.48)   |  | $ (.30)  
|Basic and fully-diluted weighted average common shares outstanding |  | 5,522,490 |  | 5,522,490

The accompanying notes are an integral part of the condensed consolidated financial statements.



SWANK, INC.CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
FOR THE THREE MONTHS ENDED MARCH 31, 2003 AND 2002
(Dollars in thousands)
--------------

|                                      | 2003                                                                  | 2002    
|------------------------------------- | --------------------------------------------------------------------- | --------
|Cash flows from operating activities: |                                                                       |         
|                                      |                                                                       |         
|Net (loss)                            | $ (2,634)                                                             | $(1,669)
|Adjustments to reconcile net (loss)   |                                                                       |         
|                                      | to net cash (used in) operations:                                     |         
|                                      | Depreciation and amortization                                         | 152     
|                                      | (Gain) on disposal of assets                                          | -       
|                                      | Amortization of deferred (gain)                                       | (117)   
|                                      | Bad debt (recoveries) expense                                         | (21)    
|                                      |                                                                       |         
|Changes in assets and liabilities     |                                                                       |         
|                                      | Decrease (Increase) in accounts receivable                            | 682     
|                                      | (Increase) Decrease in inventory                                      | (996)   
|                                      | (Increase) in recoverable income taxes                                | -       
|                                      | (Increase) in prepaid and other current assets                        | (276)   
|                                      | Decrease (Increase) in other non-current assets                       | 42      
|                                      | Increase (Decrease) in accounts payable and other accrued liabilities | 329     
|                                      | (Decrease) in long-term obligations                                   | (126)   
|                                      | Net cash (used in) operations                                         | (2,965) 
|                                      |                                                                       |         
|Cash flows from investing activities: |                                                                       |         
|                                      | Capital expenditures                                                  | (4)     
|                                      | Premiums on life insurance                                            | (19)    
|                                      | Net proceeds from sales of equipment                                  | -       
|                                      | Proceeds from sale of common stock held for investment                | -       
|                                      | Proceeds from surrender of life insurance                             | -       
|                                      | Net cash (used in) provided by investing activities                   | (23)    
|                                      |                                                                       |         
|Cash flows from financing activities: |                                                                       |         
|                                      | Borrowing under revolving credit agreements                           | 9,040   
|                                      | Payments of revolving credit obligations                              | (6,508) 
|                                      | Principal payments on long-term debt                                  | -       
|                                      | Net cash provided by financing activities                             | 2,532   
|                                      |                                                                       |         
|                                      | Net (decrease) in cash and cash equivalents                           | (456)   
|                                      |                                                                       |         
|                                      | Cash and cash equivalents at beginning of period                      | 651     
|                                      |                                                                       |         
|                                      | Cash and cash equivalents at end of period                            | $ 195   

The accompanying notes are an integral part of the condensed consolidated financial statements.

SWANK, INC.Notes to Condensed Consolidated Financial Statements (Unaudited)



|(1) | The unaudited information furnished herein reflects all adjustments (consisting only of normal recurring adjustments) which are, in the opinion of management, necessary to present a fair statement of the results for the periods ended March 31, 2003 and 2002. The financial information contained herein represents condensed financial data and, therefore, does not include all footnote disclosures required to be included in financial statements prepared in conformity with generally accepted accounting principles.  Footnote information was included in the financial statements included in the Company's 2002 Annual Report on Form 10-K. The condensed financial data included herein should be read in conjunction with the information in the Annual Report.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
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|    | The accompanying condensed consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company experienced operating losses and negative cash flows from operating activities for the years ended December 31, 2000, 2001 and 2002, and the three months ended March 31, 2003.  The Company has funded these losses with the cash proceeds and savings from the closing of its Attleboro, Massachusetts and Cartago, Costa Rica jewelry manufacturing facilities in 2000 and 2001, respectively; entering into a sale-leaseback transaction in 2001 with respect to its South Norwalk, Connecticut manufacturing facility; selling certain assets and contemporaneously discontinuing the remaining operations associated with its women's costume jewelry division during 2001; instituting a number of process improvements designed to eliminate waste and improve operating efficiencies; tax refunds, and from bank financing (see Note 5 below). These factors raise substantial doubt about the ability of the Company to continue to operate as a going concern.  Although no assurances can be given, the Company believes that attaining adequate sales revenue, continuing the current program of cost control initiatives, and maintaining cash requirements within the terms of its revolving credit agreement will enable the Company to continue as a going concern.  The consolidated financial statements do not include any adjustments related to the recoverability and classification of recorded assets or liabilities or any other adjustments that would be necessary should the Company be unable to continue to operate as a going concern.

In April 2003, as a result of net operating loss carrybacks, the Company received a federal income tax refund of approximately $1,365,000, offset by Internal Revenue Service audit adjustments in connection with fiscal years 1996 through 2001 of approximately $632,000. The Company anticipates receiving an additional federal income tax refund of $283,000 during 2003.

During 2002, the Company adopted Emerging Issues Task Force Issue No. 01-9, "Accounting for Consideration Given by a Vendor to a Customer or a Reseller of the Vendor's Products" ("EITF 01-9").  As a result of adopting EITF 01-9, the Company has reclassified certain cooperative advertising costs against net revenue and in-store fixturing and display expenditures to cost of goods sold. Both items had previously been classified as promotional expenditures within selling and administrative expense. The Company's adoption of EITF 01-9 reduced net sales for the quarter ended March 31, 2003 by $175,000; increased cost of sales by $49,000; and reduced selling and administrative expense by $224,000. For the quarter ended March 31, 2002, the adoption of EITF 01-9 reduced net sales by $115,000; increased cost of sales by $74,000; and reduced selling and administrative expense by $189,000.
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|(2) | The following table sets forth the computation of the net (loss) per share for the quarters ended March 31, 2003 and March 31, 2002 (in thousands, except for share and per share data):                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    

|                                                                       | Quarter        
|---------------------------------------------------------------------- | ---------------
|                                                                       | Ended March 31,
|                                                                       | 2003           
|Numerator:                                                             |                
|Net (loss)                                                             | $ (2,634)      
|                                                                       |                
|Denominators:                                                          |                
|Shares used in computing net (loss) per common share                   | 5,522,490      
|Effect of dilutive options                                             | -              
|Shares used in computing net (loss) per common share assuming dilution | 5,522,490      
|                                                                       |                
|Basic and fully-diluted (loss) per common share                        | $ (.48)        

SWANK, INC.Notes to Condensed Consolidated Financial Statements (Unaudited, continued)



|(3) | Segment Information. The Company currently has one reportable segment, men's accessories, consisting of men's costume jewelry, belts and suspenders and personal leather goods. Prior to July 2001, the Company was also engaged in the manufacture, sale and distribution of women's costume jewelry.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|--- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   
|(4) | Bank Financing. On April 17, 2003, the Company signed a new three year $30,000,000 Loan and Security Agreement (the "2003 Loan Agreement") with Congress Financial Corporation (New England). The new financing replaced the Company's Revolving Credit and Security Agreement dated July 27, 1998 with PNC Bank, National Association and is collateralized by substantially all of the Company's assets including domestic accounts receivable, inventory, and machinery and equipment. In addition, the 2003 Loan Agreement prohibits the Company from paying dividends, imposes limits on additional indebtedness for borrowed money, and contains minimum monthly earnings before interest, taxes, depreciation, and amortization (EBITDA) requirements. The terms of the 2003 Loan Agreement permit the Company to borrow against a percentage of eligible accounts receivable and eligible inventory at a maximum interest rate equal to Wachovia Bank, National Association's ("Wachovia") prime lending rate plus 1.25%, or at Wachovia's Eurodollar rate plus 3.25%.  The Company is required to pay a monthly unused line fee of .5% on the amount by which $25,000,000 exceeds the average daily balance of loans and letters of credit outstanding.





|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(5) | New accounting pronouncements.  In April 2002, the Financial Accounting Standards Board (FASB) issued Statements of Financial Accounting Standards No. 145, "Rescission of FASB Statements Nos. 4, 44, and 64, Amendment of FASB Statement No. 13, and Technical Corrections, " (SFAS No. 145), which updates, clarifies, and simplifies certain existing accounting pronouncements covering a variety of issues. Certain of the provisions of SFAS No. 145 are effective for fiscal years beginning after May 15, 2002 or for transactions occurring after May 15, 2002.  Other provisions of SFAS No. 145 are effective for financial statements issued after May 15, 2002, with earlier application encouraged. The Company believes that the adoption of SFAS No. 145 will have no material effect on the financial statements.
|   
|    | In June 2002, the FASB issued Statement of Financial Accounting Standards No. 146, "Accounting for Costs Associated with Exit or Disposal Activities" ("SFAS No. 146"), which addresses financial accounting and reporting for costs associated with exit or disposal activities and supersedes Emerging Issues Task Force Issue No. 94-3, "Liability Recognition for Certain Employee Termination Benefits and Other Costs to Exit an Activity (including Certain Costs Incurred in a Restructuring)".  SFAS No. 146 is effective for exit or disposal activities initiated after December 31, 2002, with earlier application encouraged. The Company believes that the adoption of SFAS No. 146 will have no material effect on the financial statements.                                                                        



| | On December 31, 2002, the FASB issued FAS 148, Accounting for Stock-Based Compensation -- Transition and Disclosure (FAS 148). FAS 148 amends FAS 123, Accounting for Stock-Based Compensation (FAS 123), to provide alternative methods of transition to FAS 123's fair value method of accounting for stock-based employee compensation in the event companies adopt FAS 123 and account for stock options under the fair value method. FAS 148 also amends the disclosure provisions of FAS 123 and APB Opinion No. 28, Interim Financial Reporting (APB 28), to require disclosure in the summary of significant accounting policies of the effects of an entity's accounting policy with respect to stock-based employee compensation on reported net income and earnings per share in annual and interim financial statements. While the Statement does not amend FAS 123 to require companies to account for employee stock options using the fair value method, the disclosure provisions of FAS 148 are applicable to all companies with stock-based employee compensation, regardless of whether they account for that compensation using the fair value method of FAS 123 or the intrinsic value method of APB Opinion No. 25 Accounting for Stock Issued to Employees (APB 25). As of December 31, 2002, we have adopted the disclosure requirements of FAS 148 as disclosed in the Notes to our Consolidated Financial Statements included in Item 8 of the Company's Annual Report on Form 10-K.  Additionally, we have adopted the disclosure provisions as of March 31, 2003, with reporting for March 31, 2002. There is no impact of FAS 148 as of each of those reporting dates since there were no unvested stock options or grants in either period.
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SWANK, INC.Notes to Condensed Consolidated Financial Statements (Unaudited, continued)





| | In November 2002, the FASB issued Interpretation No. (FIN) 45, Guarantor's Accounting and Disclosure Requirements for Guarantees, Including Indirect Guarantees of Indebtedness of Others. Among other things, the Interpretation requires guarantors to recognize, at fair value, their obligations to stand ready to perform under certain guarantees. FIN 45 is effective for guarantees issued or modified on or after January 1, 2003. The adoption of FIN 45 did not have an effect on our financial position and future results of operations.                                
| | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
| | In January 2003, the FASB issued FIN 46, Consolidation of Variable Interest Entities. FIN 46's consolidation criteria are based on analysis of risks and rewards, not control, and represent a significant and complex modification of previous accounting principles. FIN 46 represents an accounting change, not a change in the underlying economics of asset sales.  FIN 46 is effective for consolidated financial statements issued after June 30, 2003.  We believe the adoption of FIN 45 will not have an effect on our financial position and future results of operations.





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



Overview



The Company is currently engaged in the manufacture, sale and distribution of men's belts, leather accessories, suspenders, and men's jewelry. These products are sold both domestically and internationally, principally through department stores, and also through specialty stores and mass merchandisers. The Company operates a number of factory outlet stores primarily to distribute excess and out of line merchandise.



During 2002, the Company adopted Emerging Issues Task Force Issue No. 01-9, "Accounting for Consideration Given by a Vendor to a Customer or a Reseller of the Vendor's Products" ("EITF 01-9").  As a result of adopting EITF 01-9, the Company has reclassified certain cooperative advertising costs against net revenue and in-store fixturing and display expenditures to cost of goods sold. Both items had previously been classified as promotional expenditures within selling and administrative expense. The Company's adoption of EITF 01-9 reduced net sales for the quarter ended March 31, 2003 by $175,000; increased cost of sales by $49,000; and reduced selling and administrative expense by $224,000. For the quarter ended March 31, 2002, the adoption of EITF 01-9 reduced net sales by $115,000; increased cost of sales by $74,000; and reduced selling and administrative expense by $189,000.



The accompanying condensed consolidated financial statements have been prepared on a going concern basis,   which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company experienced operating losses and negative cash flows from operating activities for the years ended December 31, 2000, 2001 and 2002, and the three months ended March 31, 2003.  The Company has funded these losses with the cash proceeds and savings from the closing of its Attleboro, Massachusetts and Cartago, Costa Rica jewelry manufacturing facilities in 2000 and 2001, respectively; entering into a sale-leaseback transaction in 2001 with respect to its South Norwalk, Connecticut manufacturing facility; selling certain assets and contemporaneously discontinuing the remaining operations associated with its women's costume jewelry division during 2001; instituting a number of process improvements designed to eliminate waste and improve operating efficiencies; tax refunds, and from bank financing (see Note 5). These factors raise substantial doubt about the ability of the Company to continue to operate as a going concern.  Although no assurances can be given, the Company believes that attaining adequate sales revenue, continuing the current program of cost control initiatives, and maintaining cash requirements within the terms of its revolving credit agreement will enable the Company to continue as a going concern.  The consolidated financial statements do not include any adjustments related to the recoverability and classification of recorded assets or liabilities or any other adjustments that would be necessary should the Company be unable to continue to operate as a going concern.



Results of Operations



As is customary in the fashion accessories industry, the Company makes modifications to its lines coinciding with   the Spring (approximately January - June) and Fall (approximately July - December) seasons. The Company believes that results of operations are more meaningful on a seasonal basis than on a quarterly basis.  The timing of shipments can be affected by the availability of materials, retail sales, and fashion trends. These factors may shift volume between quarters within a season differently in one year than in another. Due to seasonality and other factors, the results of the quarter are not necessarily indicative of the results to be expected for the full year.



Net Sales

Net sales for the quarter ended March 31, 2003 decreased $2,720,000 or 12.9% compared to the quarter ended  March 31, 2002. The decrease was primarily due to lower shipments of personal leather goods and belts to the Company's department and specialty store customers offset in part by increased shipments to certain special markets accounts. The decrease in net sales to the department store class of trade during the quarter was mainly due to relatively heavy shipments made during last year's first quarter in connection with rollouts of new merchandise and packaging concepts associated with the Company's Geoffrey Beene and Tommy Hilfiger branded collections as well as certain private label programs. Shipments for the quarter were also adversely affected by a generally soft economic environment fueled largely by concerns over the military conflict in Iraq and volatile capital markets. In addition, the relatively disappointing holiday season left many retailers with higher than anticipated inventories at the start of the spring

Item 2.  Management's Discussion and Analysis of the Financial Conditions and Results of Operations  (continued)



selling season, dampening the demand for orders of fresh merchandise. These factors impacted the department store retail segment more severely than other retailers. The increase in sales to special markets customers was mainly due to increased shipments of personal leather goods to certain labels for less accounts.

Gross Profit

Gross profit for the quarter ended March 31, 2003 was $4,554,000 reflecting a decrease of $528,000 or 10.4%, compared to the prior year. Gross profit expressed as a percentage of net sales increased to 24.9% compared to 24.2% for the same period in 2002. The decrease in gross profit for the quarter was primarily due to lower net sales of the Company's belts and personal leather goods merchandise.



The increase in gross profit expressed as a percentage of net sales for the quarter ended March 31, 2003 was due to lower product costs on sales to special markets customers resulting from changes in the Company's global sourcing strategy and a more favorable mix that favored sales of higher margin product. The improvement was also due to reductions in both royalty expense and unfavorable production variances at the Company's Norwalk, CT belt manufacturing facility partially offset by increases in inventory control costs associated with sales of excess and discontinued inventory. Since last fall, the Company has attempted to reduce its manufacturing overhead consistent with anticipated production requirements in 2003. The Company generally has been reducing the quantity of belts manufactured domestically in favor of a broader sourcing strategy that resulted in increased purchases from third-party suppliers. Royalty expense fell due to decreases in certain minimum royalty obligations in 2003 and the expiration of a license. Inventory control costs were higher during the quarter, reflecting an increase in the volume of out of line merchandise shipped to labels for less customers compared to the prior year.



Selling and Administrative Expenses



Selling and administrative expenses decreased $720,000 or 9.3% for the quarter ended March 31, 2003, compared     to the same period in 2002.



Selling expenses decreased $580,000 or 11.0% for the quarter compared to the prior year. Selling expenses   expressed as a percentage of net sales were 25.7% for the quarter ended March 31, 2003, compared to 25.2% for the quarter ended March 31, 2002. The decrease in selling expenses for the quarter ended March 31, 2003, was mainly due to reductions in variable selling and distribution costs and decreased advertising accruals associated with the Company's licensing arrangements. These agreements generally require the Company to provide various forms of advertising and promotional support to its licensors determined as a percentage of annual net sales of licensed merchandise. The increase in selling expenses expressed as a percentage of net sales was primarily due to the decrease in net sales.

Administrative expenses decreased $140,000 or 5.8% for the quarter ended March 31, 2003 compared to the quarter ended March 31, 2002. Administrative expenses expressed as a percentage of net sales were 12.5% and 11.5% for the quarters ended March 31, 2003 and 2002, respectively. The decrease in administrative expenses during the quarter is mainly due to reductions in compensation-related expenses offset in part by increased insurance costs.



Interest Expense



Net interest expense decreased by $58,000 or 22.7% for the quarter ended March 31, 2003 compared to the same period last year. The decrease for the quarter was due to lower borrowings and a reduction in the Company's average borrowing costs compared to the first quarter of 2002.

Item 2.  Management's Discussion and Analysis of the Financial Conditions and Results of Operations (continued)



Benefit for Income Taxes



In April 2003, as a result of net operating loss carrybacks, the Company received a federal income tax refund of approximately $1,365,000, offset by Internal Revenue Service audit adjustments in connection with fiscal years 1996 through 2001 of approximately $632,000. The Company anticipates receiving an additional federal income tax refund of $283,000 during 2003.  At December 31, 2002 and March 31, 2003, the Company recorded a valuation allowance equal to its net deferred tax assets of $9,565,000.  The amount of the deferred tax assets considered realizable could be adjusted in the future if estimates of taxable income or loss for future years are revised based on actual results.



Liquidity and Capital Resources

As is customary in the fashion accessories industry, substantial percentages of the Company's sales and earnings   occur in the months of September, October and November, during which the Company makes significant shipments of its products to retailers for sale during the holiday season. As a result, accounts receivable peak in the fourth quarter.  The Company builds its inventory during the year to meet the demand for the holiday season.  The required cash is provided by a revolving credit facility.



On April 17, 2003, the Company signed the new three year 2003 Loan Agreement. The new financing replaced the Company's Revolving Credit and Security Agreement dated July 27, 1998 with PNC Bank, National Association and is collateralized by substantially all of the Company's assets including domestic accounts receivable, inventory, and machinery and equipment. In addition, the 2003 Loan Agreement prohibits the Company from paying dividends, imposes limits on additional indebtedness for borrowed money, and contains minimum monthly earnings before interest, taxes, depreciation, and amortization (EBITDA) requirements. The terms of the 2003 Loan Agreement permit the Company to borrow against a percentage of eligible accounts receivable and eligible inventory at a maximum interest rate equal to Wachovia Bank, National Association's ("Wachovia") prime lending rate plus 1.25%, or at Wachovia's Eurodollar rate plus 3.25%.  The Company is required to pay a monthly unused line fee of .5% on the amount by which $25,000,000 exceeds the average daily balance of loans and letters of credit outstanding.



The Company's working capital decreased by $2,719,000 during the quarter ended March 31, 2003 compared to a decrease of $1,371,000 for the quarter ended March 31, 2002.  The decrease in the first quarter of 2003 was principally due to increases in bank borrowings and accounts payable, offset in part by decreases in all other current liabilities.



Cash used in operations decreased to $2,965,000 from $8,307,000 for the quarters ended March 31, 2003 and 2002, respectively. Cash from operations during the quarter ended March 31, 2003 was provided by depreciation and amortization, decreases in accounts receivable and increases in accounts payable and other accruals. Cash used reflects the net loss for the quarter and increases in inventory and prepaid items and a decrease in long-term obligations.  Cash provided by operations for the quarter ended March 31, 2002 reflects depreciation and amortization and decreases in inventory, offset by the net loss, increases in accounts receivable and recoverable income taxes, and decreases in accounts payable, accruals, and other long term obligations.



Cash used in investing activities during the quarter ended March 31, 2003 reflects capital expenditures and  premiums on life insurance contracts owned by the Company. Cash provided by investing activities for the quarter ended March 31, 2002 was derived mainly from the sale of a common stock investment and the surrender of certain life insurance policies, the proceeds of which were used to fund withdrawals from the Company's deferred compensation plan.



Cash provided by financing activities fell to $2,532,000 from $6,921,000 for the quarters ended March 31, 2003 and 2002, respectively. Cash was provided in both years by net borrowings under the Company's revolving credit arrangements.



Item 2.  Management's Discussion and Analysis of the Financial Conditions and Results of Operations (continued)



In the ordinary course of business, the Company is contingently liable for performance under letters of credit (approximately $1,442,000 at March 31, 2003). The Company is required to pay a fee quarterly equal to 2.25% per annum on outstanding letters of credit.



The following chart summarizes the Company's contractual obligations as of December 31, 2002 (in thousands):



|                                                   | Total   | Less than 1 year | Between 2-3 years | Between 4-5 years | After 5 years
|-------------------------------------------------- | ------- | ---------------- | ----------------- | ----------------- | -------------
|Operating leases                                   | $19,219 | $3,162           | $3,011            | $3,021            | $10,025      
|Minimum payments required under Royalty agreements | $9,120  | $5,751           | $2,869            | $500              | -            



There have been no material changes outside the ordinary course of the Company's business in the contractual obligations described above during the quarter ended March 31, 2003.



"Forward Looking Statements"



Certain of the preceding paragraphs contain "forward looking statements" under the securities laws of the United States. Actual results may vary from anticipated results as a result of various risks and uncertainties, including sales patterns, overall economic conditions, competition, pricing, consumer buying trends and other factors.



Item 3.    Quantitative and Qualitative Disclosures about Market Risk



During the quarter ended March 31, 2003, there were no material changes in the information called for by this item from the information contained in Item 7A of the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2002.



Item 4.    Controls and Procedures



Within the 90-day period prior to the filing date of this report, the Company carried out an evaluation, under the supervision and with the participation of management of the Company, including the Company's Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Company's disclosure controls and procedures.  Based on the Company's evaluation, the Company's Chief Executive Officer and Chief Financial Officer concluded that the Company's disclosure controls and procedures were effective.  There have been no significant changes in the Company's internal controls or in other factors that could significantly affect those controls subsequent to the date of the Company's evaluation.





|PART II - OTHER INFORMATION
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|                           

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|-------------------------------------------
|Item 6.    Exhibits and Reports on Form 8-K
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|(a)                                        
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|(b)                                        
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|                                           



|SIGNATURES                                                                                                                                                                         
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|                                                                                                                                                                                   
|Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
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|Date:   May 13,  2003                                                                                                                                                              





CERTIFICATIONS

|I, John Tulin, certify that:
|----------------------------



| | 1. | I have reviewed this quarterly report on Form 10-Q of Swank, Inc.;                                                                                                                                                                                                                                                                                                                
| | -- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                                                                                                                                                                                                   
| | 2. | Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;                                                    
| |    |                                                                                                                                                                                                                                                                                                                                                                                   
| | 3. | Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report.                                                                       
| |    |                                                                                                                                                                                                                                                                                                                                                                                   
| | 4. | The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:                                                                                                                                                            
| |    |                                                                                                                                                                                                                                                                                                                                                                                   
| |    |                                                                                                                                                                                                                                                                                                                                                                                   
| |    | a.                                                                                                                                                                                                                                                                                                                                                                                
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| |    | b.                                                                                                                                                                                                                                                                                                                                                                                
| |    |                                                                                                                                                                                                                                                                                                                                                                                   
| |    | c.                                                                                                                                                                                                                                                                                                                                                                                
| |    |                                                                                                                                                                                                                                                                                                                                                                                   
| | 5. | The registrant's other certifying officers and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent functions):                                                                                                                                   
| |    |                                                                                                                                                                                                                                                                                                                                                                                   
| |    | a.                                                                                                                                                                                                                                                                                                                                                                                
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| |    | b.                                                                                                                                                                                                                                                                                                                                                                                
| |    |                                                                                                                                                                                                                                                                                                                                                                                   
| | 6. | The registrant's other certifying officers and I have indicated in this quarterly report whether there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.

|Date:  May 13, 2003            
|-------------------------------
|                               
|                               
|/s/ John Tulin                 
|_______________________________
|John Tulin, President          
|and Principal Executive Officer
|                               



|I, Jerold R. Kassner, certify that:
|-----------------------------------



| | 1. | I have reviewed this quarterly report on Form 10-Q of Swank, Inc.;                                                                                                                                                                                                                                                                                                                
| | -- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                                                                                                                                                                                                   
| | 2. | Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;                                                    
| |    |                                                                                                                                                                                                                                                                                                                                                                                   
| | 3. | Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report.                                                                       
| |    |                                                                                                                                                                                                                                                                                                                                                                                   
| | 4. | The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:                                                                                                                                                            
| |    |                                                                                                                                                                                                                                                                                                                                                                                   
| |    |                                                                                                                                                                                                                                                                                                                                                                                   
| |    | a.                                                                                                                                                                                                                                                                                                                                                                                
| |    |                                                                                                                                                                                                                                                                                                                                                                                   
| |    | b.                                                                                                                                                                                                                                                                                                                                                                                
| |    |                                                                                                                                                                                                                                                                                                                                                                                   
| |    | c.                                                                                                                                                                                                                                                                                                                                                                                
| |    |                                                                                                                                                                                                                                                                                                                                                                                   
| | 5. | The registrant's other certifying officers and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent functions):                                                                                                                                   
| |    |                                                                                                                                                                                                                                                                                                                                                                                   
| |    | a.                                                                                                                                                                                                                                                                                                                                                                                
|
| |    | b.                                                                                                                                                                                                                                                                                                                                                                                
| |    |                                                                                                                                                                                                                                                                                                                                                                                   
| | 6. | The registrant's other certifying officers and I have indicated in this quarterly report whether there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.

|Date:  May 13, 2003                     
|----------------------------------------
|                                        
|                                        
|/s/ Jerold R. Kassner                   
|________________________________        
|Jerold R. Kassner, Senior Vice President
|and Principal Financial Officer         
|                                        



EXHIBIT INDEX



|Exhibit No. |  | Description                                                                                                            
|----------- |  | -----------------------------------------------------------------------------------------------------------------------
|            |  |                                                                                                                        
|99.1        |  | Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.