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

                                    FORM 10-K

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

       For the fiscal year ended December 31, 2001

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

       For the transition period from ___________________ to __________________

                        Commission file number: 0-238001

                             LACROSSE FOOTWEAR, INC.
              ---------------------------------------------------
             (Exact name of registrant as specified in its charter)

            Wisconsin                                     39-1446816
      ----------------------                              ----------
    (State or other jurisdiction                       (I.R.S. Employer
 of incorporation or organization)                    Identification No.)

    18550 N.E. Riverside Parkway
         Portland, Oregon                                    97230
   -------------------------------                           -----
  (Address of principal executive offices)                 (Zip code)

Registrant's telephone number, including area code:  (503) 766-1010

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

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

                                 Title of Class
                          Common Stock, $.01 par value

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes X No __

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

Aggregate market value of the voting and non-voting common equity held by
nonaffiliates of the registrant at February 28, 2002: $9,397,152.

Number of shares of the registrant's common stock outstanding at February 28,
2002: 5,874,449 shares.

                       DOCUMENTS INCORPORATED BY REFERENCE

Portions of the Annual Report to Shareholders for the year ended December 31,
2001 (incorporated by reference into Parts I, II and IV)

Portions of the Proxy Statement for 2002 Annual Meeting of Shareholders (to be
filed with the Commission under Regulation 14A within 120 days after the end of
the registrant's fiscal year and, upon such filing, to be incorporated by
reference into Part III)
<PAGE>
                                     PART I

Item 1.  Business

General

         LaCrosse Footwear, Inc. ("LaCrosse" or the "Company") is a leader in
the design, development, marketing and manufacturing of premium quality
protective footwear and clothing for the sporting and outdoor, farm and
agriculture, general utility and occupational markets. The Company markets its
products primarily under the LACROSSE(R), RAINFAIR(R) and DANNER(R) brands
through selected distributors and independent representatives. LaCrosse's
products are characterized by innovative, functional design; durability;
performance features; and quality materials. Product styling is relatively
unaffected by changing fashion trends.

         Historically, LaCrosse has produced footwear primarily of rubber or
vinyl, some of which includes leather or fabric uppers. In March 1994, the
Company acquired the business of Danner Shoe Manufacturing Co. ("Danner"), a
producer of premium quality leather footwear for the sporting and occupational
markets, which is sold primarily under the DANNER(R) brand. To broaden the base
of business in the protective clothing area, in May 1996, a 50%-owned subsidiary
of the Company purchased the assets of Rainfair, Inc. ("Rainfair") of Racine,
Wisconsin. Rainfair designs and markets rainwear, footwear and other protective
clothing generally for the occupational markets, which are sold primarily under
the RAINFAIR(R) brand. Operations of Rainfair have been included in the
Company's financial statements since the date of acquisition. In January 1998,
the Company acquired the remaining 50% of Rainfair that it did not own, thereby
making it a 100%-owned subsidiary (and, subsequently, it was merged into the
Company). In 1997, the Company acquired the LAKE OF THE WOODS(R) trade name.
LAKE OF THE WOODS(R) was a designer, manufacturer and marketer of branded
leather footwear for both the outdoor and occupational markets. From 1997 to
1999, the Company transitioned the LAKE OF THE WOODS(R) product offerings to the
LACROSSE(R) brand where leather boots have become a significant product offering
for the LACROSSE(R) brand.

         The Company was incorporated in Wisconsin in 1983 but traces its
history to 1897 when La Crosse Rubber Mills Company was founded. Current
management purchased LaCrosse's predecessor from the heirs of the founding
family and other shareholders in 1982.

Strategy

         The Company's business strategy is to continue (i) to build, position
and capitalize on the strength of established brands, (ii) to target its
offerings of footwear, rainwear and other complementary products under the
established brands, (iii) to offer superior customer service and (iv) to expand
and enhance its strong distribution network of sales representatives and retail
and industrial customers.

                                      -2-
<PAGE>
Brand Positioning

         Within the retail channels of distribution, the Company markets
footwear and rainwear under the well-established DANNER(R) and LACROSSE(R)
brands. Each brand is positioned differently in the marketplace in order to
capitalize on differences in end user expectations for performance, price and
end-use. The DANNER(R) brand represents the highest level of performance, with a
select line of high quality, feature-driven leather footwear products at premium
prices. The LACROSSE(R) brand has a more extensive product line including
rubber, vinyl and leather footwear, distributed to a broad base of independent
retailers.

         The Company sells products through the industrial distributor channel
principally under the LACROSSE(R) and RAINFAIR(R) brands. The brands are
positioned as complementary, with the LACROSSE(R) brand including a full
performance range of rubber and vinyl footwear, while the RAINFAIR(R) brand
includes an extensive line of rainwear and protective clothing.

Products

         The Company's brand product offering includes these major categories:

Rubber/Vinyl Footwear

         The Company's rubber/vinyl footwear line is the most extensive of the
product categories with product offerings covering the sporting and outdoor and
occupational markets. The Company markets rubber/vinyl footwear mainly under the
LACROSSE(R) brand. The product line ranges from low cost vinyl-molded products
to high performance, hand-crafted rubber products directed to specific
recreational and occupational market niches.

         In addition, the Company is a leader in rubber bottom, leather/fabric
upper footwear for extreme cold and other high performance applications. A
rubber bottom boot with a leather or fabric upper combines the waterproofness
and flexibility of rubber footwear with the fit and support of a laced leather
boot.

Leather Footwear

         The Company markets leather footwear under two brand names, DANNER(R)
and LACROSSE(R). The DANNER(R) products consist of premium quality sporting,
occupational and recreational boots available in numerous styles, many of which
feature the stitch-down manufacturing process which provides outstanding support
and built-in comfort for the owner. Danner was the first footwear manufacturer
to include a waterproof, breathable GORE-TEX(R) liner (seam taped insert) in
leather boots, and it continues to include that liner in over 90% of its
products. The LACROSSE(R) brand markets a line of indoor and outdoor work boots
and hikers appealing to consumers who desire durability and comfort.



                                      -3-
<PAGE>

Rainwear and Protective Clothing

         Rainwear and footwear are complementary products in many occupational
and outdoor environments. Rainfair offers a broad line of quality rainwear and
protective clothing appealing to those workers in utility, construction,
chemical processing, law enforcement and other groups traditionally purchasing
through industrial distributors. While most of the garments are developed for
general workwear, a number are constructed for specific applications such as
acid environments and flame environments. Products bearing the RAINFAIR(R) brand
are recognized in the industry for their durability, quality and heritage. In
recent years, the brand name has been extended to include other protective
garments such as aprons and extreme cold weather clothing.

         LaCrosse also sells footwear accessories such as liners, wader
suspenders and socks. During 2001, the Company offered approximately 500 styles
of footwear and rainwear.

Product Design and Development

         The Company's product design and development ideas originate within the
Company and through communication with its customers and suppliers based upon
perceived customer or consumer needs or new technological developments in
footwear, rainwear and materials. Consumers, sales personnel and suppliers
provide information to the Company's marketing and product development personnel
during the concept, development and testing of new product. New product needs
generally can be related to functional or technical characteristics. The final
aesthetics of the product are determined by marketing and product development
personnel, at times in conjunction with outside design consultants. Once a
product design is approved for production, responsibility shifts to
manufacturing or outside sourcing facilities for pattern development and
commercialization.

Customers, Sales and Distribution

         The Company markets its brands and associated products through two
separate channels of distribution: retail and industrial.

         Within the retail market, the LACROSSE(R) and DANNER(R) brands are
marketed through independent representative groups. For both brands, some of the
independent agents are multi-line representative groups and some are dedicated
to the Company's products. A national account sales team complements the sales
activities for the brands.

         The Company's industrial products are distributed through the Rainfair
Industrial Division using independent representatives and a national account
team.

         The Company's products are sold directly to more than 4,800 accounts,
including sporting goods/outdoor retailers, general merchandise and independent
shoe stores, wholesalers, industrial distributors, catalog operations and the
United States government. The Company's customer base is also diversified as to
size and location of customer and markets served. As a result, the Company is
not dependent upon a few customers, and adverse


                                      -4-
<PAGE>

economic conditions or mild or dry weather conditions in a specific region are
less likely to have as material of an effect on the Company's results of
operations.

         The Company currently operates five internet websites for use by
consumers and customers. The primary purpose of the three consumer-oriented
websites at this time is to provide product and Company information, and in the
case of the DANNER(R) website, to sell product to consumers who choose to
purchase direct from the manufacturer at suggested retail pricing. The Company
also operates two business-to-business websites, for the Danner(R) and
LACROSSE(R) brands respectively, that provide critical information to dealers
about the status or pending orders, inventory levels, shipping and other data.
The Company will continue to develop its internet strategy during the next
twelve months.

         The Company operates three factory outlet stores whose primary purpose
is disposal of slow moving, factory seconds and obsolete merchandise. One of
these stores is located at the manufacturing facility in Portland, Oregon.

         The Company also derives royalty income from Danner Japan Ltd., a
Japanese joint venture in which the Company has a 19% ownership interest, on
Danner Japan Ltd.'s distribution of products in Japan under the DANNER(R) brand
that are manufactured by others overseas.

Advertising and Promotion

         Because a majority of the Company's marketing expenditures are for
promotional materials, cooperative advertising and point-of-sale advertising
designed to assist dealers and distributors in the sale of the Company's
products, the Company is able to customize advertising and marketing for each of
its brands in each of its distribution channels. The Company's marketing
strategy allows it to emphasize those features of its products that have special
appeal to the applicable targeted consumer.

         The Company advertises and promotes its products through a variety of
methods including national and regional print advertising, national television
advertising, public relations, point-of-sale displays, catalogs and packaging,
product licensing agreements and sponsorships and through co-promotion with
dealers.

Manufacturing and Sourcing

         Traditionally, the Company manufactured the majority of its rubber,
leather and vinyl products in its United States manufacturing facilities. During
the last few years, the quality and timeliness of product provided by offshore
sources has improved substantially. This has resulted in the consumer shifting
its allegiance from domestically produced product to product that offers the
best value, regardless of origin of manufacture.

         As a result of this shift, the Company now outsources products unless
value can be added in the domestic manufacturing process. This shift to
outsourcing resulted in the closing of three U.S. manufacturing plants in 2001.
As a result of closing the La Crosse, Wisconsin


                                      -5-
<PAGE>

manufacturing facility, the Company recorded a $4.3 million sourcing realignment
and impairment charge in the second quarter of 2001. The Company outsourced over
60% of the product it sold in 2001 compared to 50% in 2000 and expects that
number to increase over the next couple of years.

         The Company sources a majority of its footwear and protective clothing
from a variety of foreign manufacturing facilities, primarily located in the
Asian-Pacific region. The Company maintains a presence in their facilities in
order to facilitate the sourcing and importation of quality footwear. The
Company has established criteria for its third party manufacturers in order to
monitor product quality and labor practices.

         The raw materials used in production of the Company's products are
quality leather, crude rubber and oil-based vinyl compounds for vinyl footwear
and protective clothing products. Since these products are all available on a
global basis, the Company has no reason to believe these raw materials will not
continue to be available at competitive prices.

         The Company, or its contract manufacturers, purchases GORE-TEX(R)
waterproof fabric directly from W.L. Gore and Associates ("Gore"), for both the
LaCrosse and Danner footwear. Gore has traditionally been Danner's single
largest supplier, in terms of dollars spent on raw materials. Approximately 90%
of Danner's footwear, in terms of number of pairs produced, incorporate
GORE-TEX(R) waterproof fabric. Agreements with Gore may be terminated by either
party upon 90 days written notice. The Company considers its relationship with
Gore to be good.

Backlog

         At December 31, 2001, the Company had unfilled orders from its
customers in the amount of approximately $9.4 million compared to $13.9 million
at December 31, 2000. The decrease in backlog is primarily the result of reduced
orders for cold weather products due to the warm winter and lower orders in the
industrial and retail markets due to economic conditions. All orders at December
31, 2001 are expected to be filled during 2002. Because a major portion of the
Company's orders are placed in January through June for delivery in June through
October, the Company's backlog is lowest during the fourth quarter and peaks
during the second quarter. Factors other than seasonality, such as pending large
national account orders or United States government orders, could have a
significant impact on the Company's backlog. Therefore, backlog at any one point
in time may not be indicative of future results. Generally, orders may be
cancelled by customers prior to shipment without penalty.

Competition

         The various categories of the protective footwear, rainwear and
protective clothing markets in which the Company operates are highly
competitive. The Company competes with numerous other manufacturers, many of
whom have substantially greater financial, distribution and marketing resources
than the Company. Because the Company has a broad product line, its competition
varies by product category. The Company has two to three major competitors in
most of its rubber and vinyl product lines, at least four major competitors in
connection with


                                      -6-
<PAGE>

the Company's sporting footwear, at least six major competitors in connection
with hiking boots and at least four major competitors in connection with its
occupational footwear, rainwear and protective clothing. The Company also faces
competition from offshore manufacturers, particularly in the occupational,
sporting and children's markets.

         LaCrosse believes it maintains a competitive position compared to its
competitors through its attention to quality and the delivery of value, its
position as an innovator in common product segments, its above-average record of
delivering products on a timely basis, its strong customer relationships and, in
some cases, the breadth of its product line. Some of the Company's competitors
compete mainly on the basis of price.

         Further, because the manufacturing process for vinyl footwear products
is much less labor intensive than for rubber footwear, lower offshore labor
rates are less of a competitive advantage in the production of vinyl footwear.
Moreover, the Company's vinyl footwear products enable the Company to compete
more effectively against offshore manufacturers of rubber footwear.

         Leather boot manufacturers and suppliers, some of which have strong
brand name recognition in the markets they serve, are the major competitors of
the Company's DANNER(R) and LACROSSE(R) leather product line. These competitors
manufacture domestically and/or import products from offshore. Domestically
manufactured DANNER(R) brand products effectively compete with other
domestically produced products, but are generally at a price disadvantage
against lower-cost imported products, because offshore manufacturers generally
pay significantly lower labor costs. Danner focuses on the premium quality,
premium price segment of the market in which product function, design, comfort
and quality, continued technological improvements, brand awareness, timeliness
of product delivery and product pricing are all important. The Company believes,
by attention to these factors, that the DANNER(R) footwear line has maintained a
strong competitive position in its current market niches. In leather boots, the
LACROSSE(R) brand, because of its market position, sources product from
offshore. Therefore, it competes with other distributors with products sourced
from offshore locations.

Employees

         As of December 31, 2001, the Company had approximately 590 employees,
all located in the United States. Approximately 35 of the Company's employees at
the La Crosse, Wisconsin facility are represented by the United Steel Workers of
America under a two-year collective bargaining agreement which expires in
September 2003, approximately 116 of the Company's employees at the Portland,
Oregon facility are represented by the United Food & Commercial Workers Union
under a collective bargaining agreement which expires in January 2006 and
approximately 55 of the Company's employees at the Racine, Wisconsin facility
are represented by the International Ladies Garment Workers Union under a
collective bargaining agreement which expires in August 2003. The Company has
approximately 160 employees at manufacturing facilities located outside of La
Crosse, Wisconsin, Portland,


                                      -7-
<PAGE>

Oregon and Racine, Wisconsin. None of these employees are represented by a
union. The Company considers its employee relations to be good.

Trademarks and Trade Names; Patents

         The Company owns United States federal registrations for several of its
marks, including LACROSSE(R), DANNER(R), RED BALL(R), RAINFAIR(R), LACROSSE and
stylized Indianhead design that serve as the Company's logo, RAINFAIR and
stylized horse design that serve as Rainfair's logo, ALLTEMP(R), DURALITE(R),
FIRETECH(R), FLY-LITE(R), ICE KING(R), ICECUBE(R), ICEMAN(R), TERRAIN KING(R),
AIRTHOTIC(R), CROSS-HIKER(R), THERMONATOR(R), GAMEMASTER(R), GENESYS(R), TERRA
FORCE(R), HYPER-DRI(R), CAMOHIDE(R) and RED BALL JETS(R). The Company also has
registrations for the "L" shape design associated with the lacing system on the
Alltemp Boot Systems, and the stylized Indianhead design associated with the
Company's logo. In addition, the Company owns registrations in Canada for its
marks ALLTEMP(R), ICEMAN(R), AIRBOB(R) and stylized Indianhead design and in
Mexico for its mark LACROSSE(R) and stylized Indianhead design. The Company
generally attempts to register a trademark relating to a product's name only
where the Company intends to heavily promote the product or where the Company
expects to sell the product in large volumes. The Company defends its trademarks
and trade names against infringement to the fullest extent practicable under the
law. Other than registrations relating to the LACROSSE(R), DANNER(R) and
RAINFAIR(R) names, the Company does not believe any trademark is material to its
business.

         The Company is not aware of any material conflicts concerning its marks
or its use of marks owned by other companies.

         The Company owns several patents that improve its competitive position
in the marketplace, including patents for a cold cement process for affixing
varying outsole compositions to a rubber upper; a method of manufacture for
attaching a nylon upper to a rubber bottom; a rubber footwear product in which a
heel counter is trapped or embedded within the rubber boot to improve the
support provided to the wearer's foot; the DANNER BOB(R) outsole; a neoprene
wader upper with an expandable chest; a three-shank cement and stitch-down
manufacturing process; and a patent for its AIRTHOTIC(R), which is a ventilated
arch support that fits under the heel.

Seasonality/Working Capital

         As has traditionally been the case, the Company's sales in 2001 were
higher in the last two quarters of the year than in the first two quarters and,
in order to satisfy shipping requirements, the Company places orders for product
during the first quarter with delivery to the Company starting in the second
quarter. As a result, inventories generally peak early in the third quarter. The
Company expects these trends to continue. Additional information about the
seasonality and working capital requirements of the Company's business is
contained under "Management's Discussion and Analysis of Financial Condition and
Results of Operations--Overview" in the Company's 2001 Annual Report to
Shareholders and such information is hereby incorporated herein by reference.



                                      -8-
<PAGE>

Foreign Operations and Export Sales

         Other than the Company's 19% equity interest in Danner Japan, Ltd., the
Company does not have any foreign operations. International sales accounted for
less than 5% of the Company's net sales in 2001.

Environmental Matters

         The Company and the industry in which it competes are subject to
environmental laws and regulations concerning emissions to the air, discharges
to waterways and the generation, handling, storage, transportation, treatment
and disposal of waste materials. The Company's policy is to comply with all
applicable environmental, health and safety laws and regulations. These laws and
regulations are constantly evolving and it is difficult to predict accurately
the effect they will have on the Company in the future. Compliance with
applicable environmental regulations and controls has not had, nor are they
expected to have in 2002, any material impact on the capital expenditures,
earnings or competitive position of the Company.

Executive Officers of the Registrant

         The following table sets forth certain information, as of March 15,
2002, regarding the executive officers of the Company.

       Name             Age                Position
       ----             ---                --------
George W. Schneider     79       Chairman of the Board and Director
Joseph P. Schneider     42       President, Chief Executive Officer and Director
Robert J. Sullivan      55       Vice President--Finance and Administration and
                                 Chief Financial Officer
David P. Carlson        46       Executive Vice President and President and
                                 Chief Operating Officer of Danner
John M. McGinnis        62       President and Chief Operating Officer of the
                                 Rainfair Industrial Division

         George W. Schneider was elected to the Board of Directors of the
Company's predecessor in 1968 and was the principal investor and motivating
force behind the management buyout of the Company's predecessor in 1982. Since
1982, Mr. Schneider also has served as Chairman of the Board of the Company.

         Joseph P. Schneider has served as a director of the Company since March
1999 and as President and Chief Executive Officer since August 4, 2000. Prior
thereto, Mr. Schneider served as Executive Vice President-Danner of the Company
since May 1999, as President and Chief Executive Officer of Danner since October
1998, as Vice President of the Company since June 1996, as President and Chief
Operating Officer of Danner since December 1997, as


                                      -9-
<PAGE>

Executive Vice President and Chief Operating Officer of Danner since June 1996
and as Vice President - Retail Sales of the Company from January 1993 until June
1996. From 1985, when he joined the Company, until January 1993, Mr. Schneider
held various sales management positions.

         Robert J. Sullivan joined the Company in November 1992 as Manager of
Finance and Administration, was elected Vice President - Finance and
Administration in March 1994 and was given the additional title of Chief
Financial Officer in March 1997. From 1987 until joining the Company, Mr.
Sullivan was Vice President-Finance of Skipperliner Industries, Inc., a
manufacturer of houseboats.

         David P. Carlson was named Executive Vice President of the Company in
August 2001. Mr. Carlson has also served as President and Chief Operating
Officer of Danner since August 2000. Prior thereto, he served as Vice
President-Finance and Chief Financial Officer of Danner from March 1998, when he
joined Danner, until August 2000. Prior to joining Danner, Mr. Carlson was the
Vice President-Finance of The Palace Inc., an internet software company, from
1996 to 1998. Prior thereto, he was the Vice President-Controller of Cadre
Technologies Inc., a global provider of software development tools, from 1983 to
1996.

         John M. McGinnis joined the Company in January 2002 as the President
and Chief Operating Officer of the Rainfair Industrial Division. Prior to
joining the Company, Mr. McGinnis was Chief Operating Officer of National
Graphics, a printing company, from August 2001 to January 2002. Prior thereto,
he was Vice President--General Manager of Northstar Print, a litho printing
company, from May 1999 to April 2001 and President of Form House, a finishing
company, from September 1994 to May 1999.

         Joseph P. Schneider is the son of George W. Schneider. None of the
other directors or executive officers are related to each other. The term of
office of each of the executive officers expires at the annual meeting of
directors.



                                      -10-
<PAGE>

Item 2.  Properties

         The following table sets forth certain information, as of December 31,
2001, relating to the Company's principal facilities.

                       Properties
                  Owned         Approximate
                    or         Floor Area in
     Location     Leased        Square Feet                 Principal Uses
     --------     ------        -----------                 --------------
Portland, OR      Leased(1)        55,000        Principal sales, marketing and
                                                 executive offices and warehouse
                                                 space

Portland, OR      Leased(2)        36,000        Manufacturing operations and
                                                 retail outlet store

La Crosse, WI     Leased(3)      212,000(1)      Warehouse space

La Crosse, WI     Leased(4)       283,500        Warehouse and distribution
                                                 facility

La Crosse, WI       Leased         11,000        Retail outlet store

Kenosha, WI         Leased         3,000         Retail outlet store

Claremont, NH       Owned         150,000        Manufacture vinyl injection-
                                                 molded products

Claremont, NH     Leased(5)        68,000        Warehouse and distribution
                                                 facility

Racine, WI        Leased(6)       104,700        Manufacturing, warehousing and
                                                 offices for Rainfair
-------------------------

(1)      The lease for this facility expires in 2007.

(2)      The lease for this facility expires in March 2009, but the Company has
         the option to extend the term for an additional five years.

(3)      The lease for this 212,000 square foot building in La Crosse, Wisconsin
         expires in 2007. Approximately 50% of this building is currently sublet
         to the former owner through February 2002 and approximately 9% is
         sublet to a third party through April 2007. The balance of the facility
         is used by the Company for warehouse space.

(4)      The lease for space in this facility expires in 2003.

                                      -11-
<PAGE>

(5)      The lease of this facility expires in 2003. This space is leased in a
         facility adjacent to the Company's manufacturing plant in Claremont,
         New Hampshire.

(6)      The lease for this facility was entered into in May 1996 and expires in
         May 2006.

         Based on present plans, management believes that the Company's current
facilities will be adequate to meet the Company's anticipated needs for at least
the next two years.

Item 3.  Legal Proceedings

         From time to time, the Company, in the normal course of business, is
involved in various other claims and legal actions arising out of its
operations. The Company does not believe that the ultimate disposition of any
currently pending claims or actions would have a material adverse effect on the
Company or its financial condition.

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

         No matters were submitted to a vote of shareholders during the quarter
ended December 31, 2001.

                                    PART II

Item 5.  Market for the Registrant's Common Equity and Related Stockholder
         Matters

         The information set forth in the Company's 2001 Annual Report to
Shareholders under the captions "Market Information" and "Cash Dividends
Declared Per Share" is hereby incorporated herein by reference in response to
this Item.

Item 6.  Selected Financial Data

         The information set forth in the Company's 2001 Annual Report to
Shareholders under the caption "Five-Year Summary of Selected Financial Data" is
hereby incorporated herein by reference in response to this Item.

Item 7.  Management's Discussion and Analysis of Financial Condition and Results
         of Operations

         The information set forth in the Company's 2001 Annual Report to
Shareholders under the caption "Management's Discussion and Analysis of
Financial Condition and Results of Operations" is hereby incorporated herein by
reference in response to this Item.

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

         The Company's primary market risk results from fluctuations in interest
rates. The Company enters into interest rate swap agreements ("Swap Agreements")
to reduce its exposure to interest rate fluctuations on its floating rate debt.
The Swap Agreements exchange


                                      -12-
<PAGE>

floating rate for fixed rate interest payments periodically over the life of the
agreements without exchange of the underlying notional amounts. The notional
amounts of interest rate agreements are used to measure interest to be paid or
received and do not represent an amount of exposure to credit loss. For interest
rate instruments that effectively hedge interest rate exposures, the net cash
amounts paid or received on the agreements are accrued and recognized as an
adjustment to interest expense. In addition, effective January 1, 2001, the
Company began recording the fair value of the Swap Agreements each month as an
adjustment to interest expense. As of December 31, 2001, the Company had Swap
Agreements in effect totaling $11.0 million notional amount, of which $7.0
million will mature in January 2003 with another $4.0 million maturing in
October 2003. The variable rate borrowings not offset by Swap Agreements at
December 31, 2001 totaled $12.4 million. Swap Agreement rates are based on the
three-month LIBOR rate. Based on average floating rate borrowings outstanding
throughout fiscal year 2001, a 100-basis point change in LIBOR would have caused
the Company's monthly interest expense to change by approximately $21,000. The
Company believes that these amounts are not material to the earnings of the
Company.

Item 8.  Financial Statements and Supplementary Data

         The consolidated statements of operations, shareholders' equity and
cash flows for each of the years in the three-year period ended December 31,
2001, and the related consolidated balance sheets of the Company as of December
31, 2001 and 2000, together with the related notes thereto and the independent
auditor's report, and the Company's unaudited quarterly results of operations
for the two-year period ended December 31, 2001, all set forth in the Company's
2001 Annual Report to Shareholders, are hereby incorporated herein by reference
in response to this Item.

Item 9.  Changes in and Disagreements with Accountants on Accounting and
         Financial Disclosure

         None.




                                      -13-
<PAGE>

                                    PART III

Item 10. Directors and Executive Officers of the Registrant

         The information required by this Item with respect to directors and
Section 16 compliance is included under the captions "Election of Directors" and
"Section 16(a) Beneficial Ownership Reporting Compliance", respectively, in the
Company's definitive Proxy Statement for its 2002 Annual Meeting of Shareholders
("Proxy Statement") and is hereby incorporated herein by reference. Information
with respect to the executive officers of the Company appears in Part I, pages 9
through 10, of this Annual Report on Form 10-K.

Item 11. Executive Compensation

         The information required by this Item is included under the captions
"Board of Directors--Director Compensation" and "Executive Compensation" in the
Proxy Statement and is hereby incorporated herein by reference; provided,
however, that the subsection entitled "Executive Compensation--Report on
Executive Compensation" shall not be deemed to be incorporated herein by
reference.

Item 12. Security Ownership of Certain Beneficial Owners and Management

         The information required by this Item is included under the caption
"Principal Shareholders" in the Proxy Statement and is hereby incorporated
herein by reference.

Item 13. Certain Relationships and Related Transactions

         The information required by this Item is included under the captions
"Certain Transactions" and "Executive Compensation--Compensation Committee
Interlocks and Insider Participation" in the Proxy Statement and is hereby
incorporated herein by reference.








                                      -14-
<PAGE>

                                    PART IV

Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K

(a)   1.   Financial statements - The financial statements listed in
           the accompanying index to financial statements and financial
           statement schedule are incorporated by reference in this
           Annual Report on Form 10-K.

      2.   Financial statement schedule - The financial statement
           schedule listed in the accompanying index to financial
           statements and financial statement schedule is filed as part
           of this Annual Report on Form 10-K.

      3.   Exhibits - The exhibits listed in the accompanying index to
           exhibits are filed as part of this Annual Report on Form 10-K.

(b)        Reports on Form 8-K

           No reports on Form 8-K were filed by the Company during the
           quarter ended December 31, 2001.



                                      -15-
<PAGE>

                                   SIGNATURES

         Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized, on this 29th day of
March, 2002.

                                     LACROSSE FOOTWEAR, INC.



                                     By    /s/ Joseph P. Schneider
                                           -------------------------------------
                                           Joseph P. Schneider
                                           President and Chief Executive Officer


         Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following persons on behalf of the
Registrant and in the capacities and on the dates indicated.

         Signature                       Title                         Date
         ---------                       -----                         ----
/s/ George W. Schneider        Chairman of the Board              March 29, 2002
---------------------------    and Director
George W. Schneider

/s/ Joseph P. Schneider        President, Chief Executive         March 29, 2002
---------------------------    Officer and Director (Principal
Joseph P. Schneider            Executive Officer)

/s/ Robert J. Sullivan         Vice President-Finance and         March 29, 2002
---------------------------    Administration and Chief
Robert J. Sullivan             Financial Officer (Principal
                               Financial and Accounting Officer)

/s/ Richard A. Rosenthal       Vice Chairman of the Board         March 29, 2002
---------------------------    and Director
Richard A. Rosenthal


                                      -16-
<PAGE>
         Signature                       Title                         Date
         ---------                       -----                         ----

/s/ Craig L. Leipold                 Director                     March 29, 2002
---------------------------
Craig L. Leipold

/s/ Luke E. Sims                     Director                     March 29, 2002
---------------------------
Luke E. Sims

/s/ Frank J. Uhler, Jr.              Director                     March 29, 2002
---------------------------
Frank J. Uhler, Jr.

/s/ John D. Whitcombe                Director                     March 29, 2002
---------------------------
John D. Whitcombe




                                      -17-
<PAGE>

                   INDEX TO FINANCIAL STATEMENTS AND FINANCIAL
                               STATEMENT SCHEDULE


                                                         Page
                                          --------------------------------------

                                                              Annual Report
                                            Form 10-K        to Shareholders
Consolidated Balance Sheets at
 December 31, 2001 and 2000
                                                 -                   7
Consolidated Statements of
 Operations for each of the three
 years in the period ended
 December 31, 2001                               -                   8

Consolidated Statements of Shareholders'
 Equity for each of the three
 years in the period ended
 December 31, 2001
                                                 -                   8
Consolidated Statements of Cash Flows
 for each of the three years in
 the period ended December 31, 2001              -                   9

Notes to Consolidated Financial
 Statements                                      -                 10-19

Independent Auditor's Report                     -                   19

Independent Auditor's Report on
 Financial Statement Schedule
                                                19                   -
Financial Statement Schedule:


         II   -   Valuation and Qualifying
                  Accounts                    20-21                  -


All other financial statement schedules are omitted since the required
information is not present or is not present in amounts sufficient to require
submission of the schedules, or because the information required is included in
the consolidated financial statements and notes thereto.




                                      -18-
<PAGE>

          INDEPENDENT AUDITOR'S REPORT ON FINANCIAL STATEMENT SCHEDULE



To the Board of Directors and Shareholders
LaCrosse Footwear, Inc.
La Crosse, Wisconsin


Our audits were made for the purpose of forming an opinion on the basic
consolidated financial statements taken as a whole. The consolidated
supplemental schedule II is presented for purposes of complying with the
Securities and Exchange Commission's rules and is a part of the basic
consolidated financial statements. This schedule has been subjected to the
auditing procedures applied in our audits of the basic consolidated financial
statements and, in our opinion, is fairly stated in all material respects in
relation to the basic consolidated financial statements taken as a whole.


                                                     /s/ McGladrey & Pullen, LLP

                                                         McGLADREY & PULLEN, LLP



La Crosse, Wisconsin
February 13, 2002




                                      -19-
<PAGE>
<TABLE>
                         LACROSSE FOOTWEAR, INC. AND SUBSIDIARIES

                      SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS
<CAPTION>
                                                                           Additions
                                                                 --------------------------------
                                                    Balance at     Charged To                                      Balance
                                                    Beginning         Costs       Charged To                        at End
         Description                                 Of Period     And Expenses  Other Accounts    Deductions     of Period
         -----------                                 ---------     ------------  --------------    ----------     ---------
<S>                                                  <C>            <C>           <C>               <C>           <C>
Year ended December 31, 1999:
      Accounts receivable allowances:
           Allowance for returns                     $  508,000     $1,082,033    $            --   $1,122,033    $  468,000
           Allowance for cash discounts                  88,000        340,354                 --      398,354        30,000
           Allowance for doubtful accounts              377,000        165,679                 --      173,679       369,000
           Allowance for uncollectible interest          59,649        117,074                 --      112,930        63,793
                                                     ----------     ----------    ---------------   ----------    ----------
                               Total                 $1,032,649     $1,705,140    $            --   $1,806,996    $  930,793
                                                     ==========     ==========    ===============   ==========    ==========
       Inventory allowance:
           Allowance for obsolescence                $1,300,000     $2,113,950    $            --   $  564,847    $2,849,103
                                                     ==========     ==========    ===============   ==========    ==========
       Property and equipment allowance:
           Reserve for excess equipment              $       --     $  200,000    $            --   $       --    $  200,000
                                                     ==========     ==========    ===============   ==========    ==========
       Warranty allowance:
           Allowance for warranties                  $  471,441     $1,004,010    $            --   $1,004,323    $  471,128
                                                     ==========     ==========    ===============   ==========    ==========

Year ended December 31, 2000:
      Accounts receivable allowances:
           Allowance for returns                     $  468,000     $1,790,136    $            --   $1,667,136    $  591,000
           Allowance for cash discounts                  30,000        124,573                 --      124,573        30,000
           Allowance for doubtful accounts              369,000        248,673                 --      317,679       299,994
           Allowance for uncollectible interest          63,793         75,065                 --       70,609        68,249
                                                     ----------     ----------    ---------------   ----------    ----------
                               Total                 $  930,793     $2,238,447    $            --   $2,179,997    $  989,243
                                                     ==========     ==========    ===============   ==========    ==========
       Inventory allowance:
           Allowance for obsolescence                $2,849,103     $2,163,891    $            --   $2,851,465    $2,161,529
                                                     ==========     ==========    ===============   ==========    ==========
       Property and equipment allowance:
           Reserve for excess equipment              $  200,000     $  447,795    $            --   $  306,795    $  341,000
                                                     ==========     ==========    ===============   ==========    ==========
       Deferred income taxes:
           Deferred tax asset valuation allowance    $       --     $1,290,000    $            --   $       --    $1,290,000
                                                     ==========     ==========    ===============   ==========    ==========
       Warranty allowance:
           Allowance for warranties                  $  471,128     $1,151,567    $            --   $1,121,741    $  500,954
                                                     ==========     ==========    ===============   ==========    ==========
</TABLE>

                                      -20-
<PAGE>
                                                         SCHEDULE II - continued
<TABLE>
<CAPTION>
                                                                           Additions
                                                                 --------------------------------
                                                    Balance at     Charged To                                      Balance
                                                    Beginning         Costs       Charged To                        at End
         Description                                 Of Period     And Expenses  Other Accounts    Deductions     of Period
         -----------                                 ---------     ------------  --------------    ----------     ---------
<S>                                                  <C>            <C>           <C>               <C>           <C>

Year ended December 31, 2001:
      Accounts receivable allowances:
           Allowance for returns                     $  591,000     $1,378,696    $            --   $1,360,696    $  609,000
           Allowance for cash discounts                  30,000             --                 --       30,000            --
           Allowance for doubtful accounts              299,994        654,283                 --      565,277       389,000
           Allowance for uncollectible interest          68,249        125,930                 --      160,929        33,250
                                                     ----------     ----------    ---------------   ----------    ----------
                               Total                 $  989,243     $2,158,909    $            --   $2,116,902    $1,031,250
                                                     ==========     ==========    ===============   ==========    ==========
       Inventory allowance:
           Allowance for obsolescence                $2,161,529     $2,243,494    $            --   $  559,023    $3,846,000
                                                     ==========     ==========    ===============   ==========    ==========
       Property and equipment allowance:
           Reserve for excess property and
                  equipment                          $  341,000     $  142,629    $            --   $       --    $  483,629
                                                     ==========     ==========    ===============   ==========    ==========
       Deferred income taxes:
           Deferred tax asset valuation allowance    $1,290,000     $2,339,000    $            --   $       --    $3,629,000
                                                     ==========     ==========    ===============   ==========    ==========
       Warranty allowance:
           Allowance for warranties                  $  500,954     $1,052,565    $            --   $1,050,421    $  503,098
                                                     ==========     ==========    ===============   ==========    ==========

</TABLE>

The accounts receivable, inventory, property and equipment and deferred tax
asset allowances above were deducted from the applicable asset accounts.


                                      -21-
<PAGE>

                                  EXHIBIT INDEX
                                                                      Sequential
Exhibit                                                                  Page
Number     Exhibit Description                                          Number
------     -------------------                                          ------

(3.1)      Restated Articles of Incorporation of LaCrosse Footwear,       --
           Inc.  [Incorporated by reference to Exhibit (3.0) to
           LaCrosse Footwear, Inc.'s Form S-1 Registration Statement
           (Registration No. 33-75534)]

(3.2)      By-Laws of LaCrosse Footwear, Inc., as amended to date.        --
           [Incorporated by reference to Exhibit (3.1) to LaCrosse
           Footwear, Inc.'s Quarterly Report on Form 10-Q for the
           quarter ended June 30, 2001]

(4.1)      Credit Agreement, dated as of June 15, 2001, by and among      --
           LaCrosse Footwear, Inc., Danner Shoe Manufacturing Co., as
           borrowers, and General Electric Capital Corporation and
           the CIT Group/Commercial Services, Inc., as lenders.
           [Incorporated by reference to Exhibit (4.1) to LaCrosse
           Footwear, Inc.'s Quarterly Report on Form 10-Q for the
           quarter ended June 30, 2001]

(4.2)      Credit Agreement, dated as of June 15, 2001, by and            --
           between LaCrosse Footwear, Inc., as borrower, and Firstar
           Bank, N.A., as lender [Incorporated by reference to
           Exhibit (4.2) to LaCrosse Footwear, Inc.'s Quarterly
           Report on Form 10-Q for the quarter ended June 30, 2001]

(9.1)      Voting Trust Agreement, dated as of June 21, 1982, as          --
           amended  [Incorporated by reference to Exhibit (9) to
           LaCrosse Footwear, Inc.'s Form S-1 Registration Statement
           (Registration No. 33-75534)]

(9.2)      Amendment No. 9 to Voting Trust Agreement, dated June 30,      --
           1997.  [Incorporated by reference to Exhibit (9.2) to
           LaCrosse Footwear, Inc.'s Annual Report on Form 10-K for
           the year ended December 31, 1997]

(9.3)      Extension of Term, dated as of March 31, 1999, of the          --
           Voting Trust Agreement, dated as of June 12, 1982, as
           amended.  [Incorporated by reference to Exhibit (4) to
           LaCrosse Footwear, Inc.'s Quarterly Report on Form 10-Q
           for the quarter ended April 3, 1999]

                                      -22-
<PAGE>
                                                                      Sequential
Exhibit                                                                  Page
Number     Exhibit Description                                          Number
------     -------------------                                          ------

(10.1) *   Employment Agreement, dated as of June 1, 1999, between        --
           Patrick K. Gantert and LaCrosse Footwear, Inc.
           [Incorporated by reference to Exhibit (10) to LaCrosse
           Footwear, Inc.'s Quarterly Report on Form 10-Q for the
           quarter ended October 2, 1999]

(10.2)*    Severance Agreement and Release, effective August 3, 2000,     --
           between Patrick K. Gantert and LaCrosse Footwear, Inc.
           [Incorporated by reference to Exhibit (10.2) to LaCrosse
           Footwear, Inc.'s Annual Report on Form 10-K for the
           year ended December 31, 2000]

(10.3)*    LaCrosse Footwear, Inc. Retirement Plan [Incorporated by       --
           reference to Exhibit (10.18) to LaCrosse Footwear, Inc.'s
           Form S-1 Registration Statement (Registration No.
           33-75534)]

(10.4) *   LaCrosse Footwear, Inc. Employees' Retirement Savings Plan     --
           [Incorporated by reference to Exhibit (10.19) to LaCrosse
           Footwear, Inc.'s Form S-1 Registration Statement
           (Registration No. 33-75534)]

(10.5)*    LaCrosse Footwear, Inc. 1993 Employee Stock Incentive Plan     --
           [Incorporated by reference to Exhibit (10.20) to LaCrosse
           Footwear, Inc.'s Form S-1 Registration Statement
           (Registration No. 33-75534)]

(10.6)*    LaCrosse Footwear, Inc. 1997 Employee Stock Incentive Plan     --
           [Incorporated by reference to Exhibit (10.17) to LaCrosse
           Footwear, Inc.'s Annual Report on Form 10-K for the year
           ended December 31, 1996]

(10.7)*    LaCrosse Footwear, Inc. 2001 Stock Incentive Plan              --
           [Incorporated by reference to Appendix B of LaCrosse
           Footwear, Inc.'s Definitive Proxy Statement on Schedule
           14A for the 2001 Annual Meeting of Shareholders]

(10.8)*    LaCrosse Footwear, Inc. 2001 Non-Employee Director Stock
           Option Plan [Incorporated by reference to Appendix C of
           LaCrosse Footwear, Inc.'s Definitive Proxy Statement on
           Schedule 14A for the 2001 Annual Meeting of Shareholders]

(10.9)     Lease, dated as of March 14, 1994, between JEPCO               --
           Development Co. and LaCrosse Footwear, Inc.  [Incorporated
           by reference to Exhibit (10.22) to LaCrosse Footwear,
           Inc.'s Form S-1 Registration Statement (Registration No.
           33-75534)]

--------
     * A management contract or compensatory plan or arrangement.

                                      -23-
<PAGE>
                                                                      Sequential
Exhibit                                                                  Page
Number     Exhibit Description                                          Number
------     -------------------                                          ------

(10.10)    Amendment, dated as of March 17, 1998, to Lease between        --
           JEPCO Development Co., LLC and LaCrosse Footwear, Inc.
           [Incorporated by reference to Exhibit (10.17) to LaCrosse
           Footwear, Inc.'s Annual Report on Form 10-K for the year
           ended December 31, 1998]

(10.11)    Manufacturing Certification Agreement, dated as of October     --
           19, 1993, between W.L. Gore & Associates, Inc. and Danner
           Shoe Manufacturing Co.  [Incorporated by reference to
           Exhibit (10.23) to LaCrosse Footwear, Inc.'s Form S-1
           Registration Statement (Registration No. 33-75534)]

(10.12)    Trademark License, dated as of October 19, 1993, between       --
           W.L. Gore & Associates, Inc. and Danner Shoe Manufacturing
           Co.  [Incorporated by reference to Exhibit (10.24) to
           LaCrosse Footwear, Inc.'s Form S-1 Registration Statement
           (Registration No. 33-75534)]

(13)       Portions of the 2001 Annual Report to Shareholders that
           are incorporated by reference herein

(21)       List of subsidiaries of LaCrosse Footwear, Inc.

(23)       Consent of McGladrey & Pullen, LLP

(99)       Proxy Statement for the 2002 Annual Meeting of Shareholders    --

           [The Proxy Statement for the 2002 Annual Meeting of
           Shareholders will be filed with the Securities and Exchange
           Commission under Regulation 14A within 120 days after the end
           of the Company's fiscal year. Except to the extent specifically
           incorporated by reference, the Proxy Statement for the 2002
           Annual Meeting of Shareholders shall not be deemed to be filed
           with the Securities and Exchange Commission as part of this
           Annual Report on Form 10-K.]



                                      -24-