SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549

                                  Form 10-Q


(Mark One)
      [ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
            EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 1999

                                      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 1-13066

                                  MIKASA, INC.
             (Exact name of Registrant as specified in its charter)

                 Delaware                          33-0099676
      -------------------------------           --------------------
      (State or other jurisdiction of           (I.R.S. Employer
       incorporation or organization)            Identification No.)

        One Mikasa Drive, Secaucus, New Jersey           07096
       ----------------------------------------         --------
       (Address of principal executive offices)        (Zip Code)

                                 (201) 867-9210
                                 --------------
               Registrant's telephone number, including area code




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 __


               As of March 31, 1999, a total of 17,689,395 shares
                   of the Registrant's Common Stock, $0.01 par
                             value, was outstanding.





                                        1
                             Exhibit Index on Page 16

<PAGE>



                                 MIKASA, INC.

                              TABLE OF CONTENTS


                                                                   Page
                                                                   ----

PART I.           FINANCIAL INFORMATION

         Item 1.  Financial Statements

                  Consolidated Balance Sheets as of                  3
                  March 31, 1999 and December 31, 1998

                  Consolidated Statements of Income                  4
                  for the three months ended March 31,
                  1999 and 1998

                  Consolidated Statements of Cash Flows              5
                  for the three months ended March 31,
                  1999 and 1998

                  Notes to Consolidated Financial                    6
                  Statements

         Item 2.  Management's Discussion and Analysis               8
                  of Financial Condition and Results of
                  Operations

PART II.    OTHER INFORMATION

         Item 6.  Exhibits and Reports on Form 8-K                  14


         Signatures                                                 15



                                     2

<PAGE>
                        PART I. FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS

                        MIKASA, INC. AND SUBSIDIARIES

                         CONSOLIDATED BALANCE SHEETS
                    (In thousands, except per share data)

                                                     March 31,   December 31,
                                                       1999         1998
                                                    -----------  -----------
                                                    (Unaudited)
                    ASSETS
Cash and cash equivalents                            $  29,931    $  39,792
Accounts receivable trade, net                          31,408       25,436
Inventories                                            147,801      156,931
Prepaid expenses and other current assets                9,228        8,008
                                                     ---------    ---------
     Total current assets                              218,368      230,167
Property and equipment, net                            127,719      129,054
Notes receivable and other assets                          939          774
Intangible assets, net                                   4,675        4,747
                                                     ---------    ---------
     Total assets                                    $ 351,701    $ 364,742
                                                     =========    =========
LIABILITIES AND STOCKHOLDERS' EQUITY
Short-term borrowings                                $  11,716    $  11,690
Accounts payable                                        11,185       11,572
Other current liabilities                               27,852       35,710
                                                     ---------    ---------
     Total current liabilities                          50,753       58,972
Deferred income taxes                                    4,396        4,397
Notes payable                                          100,000      100,000
                                                     ---------    ---------
     Total liabilities                                 155,149      163,369
                                                     ---------    ---------
Preferred stock, undesignated, $0.01 par value;
   authorized 20,000 shares; none issued and
   outstanding                                            --           --
Common stock, $0.01 par value; authorized 80,000
   shares; issued and outstanding 17,689 and 17,950
   shares at March 1999 and December 1998,
   respectively                                         49,729       49,719
Cumulative translation adjustment                         (821)        (745)
Retained earnings                                      195,115      197,183
                                                     ---------    ---------
                                                       244,023      246,157
Less treasury stock, 4,610 and 4,349 shares at
   March 1999 and December 1998, respectively, at
   cost                                                (47,471)     (44,784)
                                                     ---------    ---------
     Total stockholders' equity                        196,552      201,373
                                                     ---------    ---------
     Total liabilities and stockholders' equity      $ 351,701    $ 364,742
                                                     =========    =========

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

                                     3

<PAGE>



                        MIKASA, INC. AND SUBSIDIARIES

                      CONSOLIDATED STATEMENTS OF INCOME
                                 (Unaudited)
                    (In thousands, except per share data)




                                       For The Three Months Ended
                                                March 31,
                                       --------------------------
                                            1999        1998
                                        -----------  -----------
Net sales                                 $ 80,335    $ 76,210
Cost of sales                               43,390      41,878
                                          --------    --------
     Gross profit                           36,945      34,332
Selling, general and
  administrative expenses                   37,305      37,870
                                          --------    --------
     Income (loss) from operations            (360)     (3,538)
Interest expense, net                        1,567         649
                                          --------    --------
     Income (loss) before income taxes      (1,927)     (4,187)
Income tax provision (benefit)                (756)     (1,644)
                                          --------    --------
     Net income (loss)                    $ (1,171)   $ (2,543)
                                          ========    ========
Basic and diluted net income (loss) per
  share of common stock                   $  (0.07)   $  (0.14)
                                          ========    ========
Weighted average number of shares
  of common stock outstanding
  and dilutive securities                   17,816      18,513
                                          ========    ========

Cash dividends per share of
  common stock                            $   0.05    $   0.05
                                          ========    ========













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

                                     4

<PAGE>


                        MIKASA, INC. AND SUBSIDIARIES

                    CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 (Unaudited)
                                (In thousands)


                                                    For The Three Months Ended
                                                             March 31,
                                                    --------------------------
                                                         1999        1998
                                                    -----------  -----------
Cash flows from operating activities:
  Net loss                                            $ (1,171)   $ (2,543)
  Adjustments to reconcile net income (loss) to
     net cash used in operating activities:
     Depreciation and amortization                       3,106       2,104
     Changes in operating assets and liabilities        (7,573)    (24,671)
                                                      --------    --------

          Net cash used in operating activities         (5,638)    (25,110)
                                                      --------    --------

Cash flows from investing activities:
  Capital expenditures                                  (1,356)     (6,343)
  Decrease in notes receivable                               0          23
                                                      --------    --------

          Net cash used in investing activities         (1,356)     (6,320)
                                                      --------    --------

Cash flows from financing activities:
  Net increases (decreases) in short term borrowings        44        (320)
  Purchase of treasury stock                            (2,687)       (115)
  Exercise of common stock options                          10         109
  Dividends paid                                          (897)       (918)
                                                      --------    --------
          Net cash used in financing activities         (3,530)     (1,244)
                                                      --------    --------

          Effect of exchange rate changes on cash
            and cash equivalents                           663          30
                                                      --------    --------

          Net decrease in cash and cash equivalents     (9,861)    (32,644)

Cash and cash equivalents, beginning of period          39,792      61,218
                                                      --------    --------

Cash and cash equivalents, end of period              $ 29,931    $ 28,574
                                                      ========    ========



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

                                     5

<PAGE>



                        MIKASA, INC. AND SUBSIDIARIES

                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                 (Unaudited)
                    (In thousands, except per share data)

1.    Interim Financial Statements:

      The accompanying consolidated financial statements of Mikasa, Inc. and its
wholly-owned and majority-owned subsidiaries (the "Company") have not been
audited by independent accountants, except for the balance sheet as of December
31, 1998. In the opinion of management, all adjustments (consisting of normal
recurring adjustments) considered necessary for a fair presentation have been
included. Operating results for the three months ended March 31, 1999 are not
necessarily indicative of the results that may be expected for the year ending
December 31, 1999.

2.    Income Taxes:

      For the three months ended March 31, 1999, the income tax benefit was 
provided at an estimated annual rate of 39.2% of loss before taxes. For the
three months ended March 31, 1998, income tax benefit was provided at an
estimated annual rate of 39.3% of income before taxes.

3.    Accounts Receivable, Trade:

      Receivables are net of allowances for uncollectible accounts of $789 at
March 31, 1999 and $790 at December 31, 1998.

4.    Property and Equipment:

      Property and equipment, at cost, are net of accumulated depreciation and
amortization of $43,023 at March 31, 1999 and $39,988 at December 31, 1998.

5.    Intangible Assets:

      Intangible assets are net of accumulated amortization of $2,762 at March
31, 1999 and $2,690 at December 31, 1998.

6.    Declaration of Dividend:

      On March 22, 1999, the Company declared a quarterly dividend of $0.05 per
share or $897 on its common stock to stockholders of record on April 2,1999,
payable on April 13, 1999.











                                     6

<PAGE>
                        MIKASA, INC. AND SUBSIDIARIES

                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                 (Unaudited)
                    (In thousands, except per share data)

7.    Segment Information:

      The Company's reportable segments are based on channels of distribution
and geographic operations. Certain of the information reported herein is
reported upon the basis of the Company's internal management reporting systems
rather than under generally accepted accounting principles. Specifically, if the
Company were to adjust its accounting to generally accepted accounting
principles, the result would be to increase cost of sales for its Retail
Accounts Group and decrease cost of sales by the identical amount for its Direct
to Consumers Group to adjust for inter-company profits (i.e. for internal
reporting and management purposes, amounts related to all inter-company
inventory profit eliminations result in a higher cost of sales to the Direct to
Consumers Group). Furthermore, since part of the mission of the Company's Direct
to Consumers Group is to liquidate slow moving or out of season products within
the Company's inventories, the allocation of related mark downs for this
activity is inherently subjective and virtually impossible to account for on the
basis of generally accepted accounting principles within segments. The Company
evaluates the performance of its operating segments based on direct operating
income or losses. Each segment records direct expenses related and allocable to
its employees and its operations.

      Summarized financial information concerning the Company's reportable
segments as of March 31, is shown in the following table:

                            For The Three Months Ended
                                      March 31,
                            --------------------------
                                   1999       1998
                                ---------   ---------
Net sales:
  Direct to Consumers           $ 45,667    $ 44,162
  Retail Accounts                 27,952      25,718
                                --------    --------
  Total U.S.                      73,619      69,880
  International                    6,716       6,330
                                --------    --------
  Consolidated                  $ 80,335    $ 76,210
                                ========    ========
Direct operating income:
  Direct to Consumers           $  2,631    $  1,416
  Retail Accounts                  3,784       2,504
                                --------    --------
  Total U.S.                       6,415       3,920
  International                      351         675
                                --------    --------
  Consolidated                     6,766       4,595
U.S. corporate overhead
  expenses                         7,126       8,133
                                --------    --------
Income (loss) from operations       (360)     (3,538)
Interest expense, net              1,567         649
                                --------    --------
Income before income taxes      $ (1,927)   $ (4,187)
                                ========    ========

                                     7


<PAGE>

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
         RESULTS OF OPERATIONS

Results of Operations

      The following table sets forth certain financial and operations data for
the periods indicated:
                                                         Three Months Ended
                                                              March 31,
                                                      -------------------------
                                                          1999         1998
                                                      ------------ ------------
Net Sales by Channel of Distribution:
Direct to consumers                                    $   45,667   $   44,162
Retail accounts                                            27,952       25,718
International                                               6,716        6,330
                                                        ---------    ---------
     Total                                             $   80,335   $   76,210
                                                        =========    =========
U.S. Operations Data:
Stores open at beginning of period                            158          149
Stores opened during period                                     1            0
Stores closed during period                                     0            2
                                                        ---------    ---------
Stores open at end of period (1)                              159          147
                                                        =========    =========
(1) Stores in Canada open at end of period were 5
    in 1999 and 4 in 1998

Percentage increase in comparable store net sales            0.3%         0.9%

                                                            As Of March 31,
                                                      -------------------------
                                                          1999         1998
                                                      ------------ ------------
Total store gross square footage                        1,509,800    1,483,200

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

Three Months Ended March 31, 1999 Compared to Three Months Ended March 31, 1998

      Net Sales. Net sales for the three months ended March 31, 1999 (the
"current period") were $80.3 million, an increase of $4.1 million or 5.4% from
net sales of $76.2 million for the three months ended March 31, 1998 (the "prior
period"). This increase in net sales in the current period was attributable to a
combination of factors. First, the Company's retail accounts channel of
distribution provided an increase of $2.2 million over the prior period. Second,
the Company's direct to consumers channel of distribution, where sales are
generally consummated at higher price levels than in the retail accounts
channel, provided an increase of $1.5 million of sales over the prior period.
The Company opened one new retail store during the current period. Sales from
new retail stores open less than twelve months accounted for $2.2 million of the
increase. This sales increase was partially offset by the sales foregone from
stores closed in the last twelve months. Increase in sales through the
international channel of distribution was $0.4 million. The increase in net
sales was primarily attributable to an increase in number of units sold rather
than in prices.

                                     8

<PAGE>

      Gross Profit. Gross profit for the current period was $36.9 million, an
increase of $2.6 million or 7.6% over the prior period's gross profit of $34.3
million. Gross profit as a percentage of net sales increased to 46.0% in the
current period from 45.1% in the prior period. The gross profit increase as a
percentage of net sales was primarily due to improved margins from the retail
accounts and international channels of distribution.

      Selling, General and Administrative Expenses. Selling, general and
administrative expenses in the current period were $37.3 million, a decrease of
$0.6 million or 1.5% from the prior period of $37.9 million. As a percentage of
net sales, such expenses decreased to 46.4% in the current period from 49.7% in
the prior period. During the current period, $1.5 million in expenses were added
for ongoing operating expenses of the new stores opened in the United States
during the last twelve months and certain pre-opening expenses for these stores
and other stores expected to open in 1999. It is the Company's practice to
expense all costs associated with new store openings as incurred. During the
current period, savings of $0.8 million in expenses were recognized from the
stores closed in the last twelve months. Operating expenses were also offset by
decreased expenses from the Company's Secaucus, New Jersey warehouse as it
completed its distribution function transfer to the Charleston, South Carolina
facility during the current period.

      Income (loss) from Operations. Loss from operations in the current period
was ($0.4) million, an improvement of $3.1 million from the prior period's loss
from operations of ($3.5) million. This represented an improvement as a
percentage of net sales to (0.4%) in the current period from (4.6%) in the prior
period.

      Interest Expense, Net. Net interest expense was $1.5 million in the
current period, an increase of $0.9 million from the prior period of $0.6
million. This increase was primarily due to recognition of interest expense in
the current period for the construction of the Company's Charleston, South
Carolina facility which was capitalized in the prior period.

Liquidity and Capital Resources

      Historically, the Company has used cash from operations, an equity
offering and debt financing to fund working capital requirements and capital
expenditures. In June 1997, the Company placed $60.0 million in unsecured,
senior notes with a group of insurance companies at an interest rate of 7.38%
per annum, payable semi-annually, which mature on June 4, 2007. Principal
payments of $15.0 million per year will be due annually commencing in June 2004.
The Company also has outstanding $50.0 million in unsecured senior notes with a
group of insurance companies which bear interest at the rate of 6.66% per annum,
payable semi-annually, which mature in May 2003. Principal payments on these
notes of $10.0 million per year are due annually in May each year until May
2003. The Company also has a $50.0 million unsecured revolving credit facility
provided by two banks. The maturity date of the revolving credit facility is May
19, 2001, subject to automatic extensions in one year increments at the end of
each commitment year, unless either bank delivers a notice of intention not to
extend the maturity date. As of March 31, 1999, $8.1 million had been used for
letters of credit under the revolving credit facility. The balance of $41.9
million was unused and available. The Company's senior notes and revolving
credit agreements contain certain financial covenants including restrictions on
cash distributions to stockholders which could limit the Company's future
ability to pay cash dividends.

                                     9

<PAGE>

      The Company had working capital of $167.6 million at March 31, 1999 and
working capital of $171.2 million at December 31, 1998. Net cash used in
operating activities was $5.6 million and $25.1 million for the three months
ended March 31, 1999 and 1998, respectively. The decrease in net cash used in
operating activities was primarily attributable to a decrease in inventory.

      Net cash used in investing activities was $1.4 million and $6.3 million in
the three months ended March 31, 1999 and 1998, respectively. The Company made
capital expenditures of $1.4 million and $6.3 million in the three months ended
March 31, 1999 and 1998, respectively (consisting primarily of expenditures for
fixtures and leasehold improvements for new stores, improvements to distribution
facilities and renovation of existing retail stores).

      Pursuant to the Company's previously announced common stock repurchase
program of up to $20 million of its common stock, the Company has purchased
688,800 shares through March 31, 1999 at a total cost of $7.7 million.

      Certain monetary assets and liabilities of the Company are in foreign
currencies and may be subject to foreign exchange risk. Foreign currency
exchange losses have not in the past had a material effect on the Company's
financial condition since these assets and liabilities are not material to its
consolidated monetary assets and liabilities. As such, these items have not been
hedged by the Company.

      The Company's inventory purchases in 1998 were approximately 23% from
Japanese factories and approximately 24% from German and Austrian factories
combined. The significant portion of inventory purchases in foreign currencies
exposes the Company to foreign currency fluctuations which can affect the
Company's gross profit margin. To hedge against potential foreign currency
swings, the Company has strategies in place which are intended to minimize the
adverse impact of foreign currency fluctuations on its business. These
strategies are: (i) Currency risk sharing arrangements with the Company's
Japanese suppliers; (ii) Forward exchange contract coverage on part of its
German mark related purchases; (iii) Sourcing of products from countries other
than Japan and Germany where feasible; and (iv) Converting certain purchases
from foreign currency to U.S. dollar denominations. The currency risk sharing
arrangements minimize the impact of currency swings by the equal sharing of
currency exposures against inventory purchases denominated in Japanese yen
between the suppliers and the Company. Future fluctuations of the U.S. dollar in
relation to foreign currencies can impact earnings in future periods.

      The Company has two primary distribution centers in the United States,
located in Charleston, South Carolina and Long Beach, California. While the
Charleston facility is owned, the Long Beach facility is leased. The Company
also leases additional off-site warehouse space in separate buildings to augment
the Long Beach facility. The Company has its corporate office facility in
Secaucus, New Jersey which is Company owned. After transfer of the Secaucus
facility's warehouse function to the Company's Charleston distribution facility,
the warehouse portion of the facility was leased to an unrelated third party in
April 1999. The lease term is for 9 years and will provide annually in excess of
$1 million in after-tax income. The Company's 580,000 square foot distribution
facility in Charleston, South Carolina became fully operational during the
latter part of 1998. The Company incurred certain transition costs in 1998 and
1997 that impacted earnings, a portion of which may continue to impact future
operating results in the short-term. The Company began depreciating this
facility in 1998.

                                     10

<PAGE>

      During the first quarter of 1999, the Company opened one new retail store
in the United States to end the quarter with 159 stores, including the 5
Canadian stores. The number of states in which the Company operates retail
stores is 41 and the number of Canadian provinces is 3. The Company plans to
pursue continued expansion of its store network in the United States and Canada.
Present plans include opening up to 10 new retail stores in each of 1999 and
2000, including the store that was opened in the first quarter. Each store
requires a commitment of inventory, fixtures, equipment and pre-opening store
expenses. Additionally, as the Company expands its international operations,
working capital will be required to fund increased inventories and accounts
receivable.

      The Company currently estimates that its aggregate capital expenditures in
1999 and 2000 will approximate up to $20 million. This includes the expansion of
the Company's retail store network and expansion of its international
operations. In each of these cases, there can be no assurance that the Company's
capital expenditures will not exceed this estimated amount.

Future Developments

      In June 1998, the Financial Accounting Standards Board ("FASB") issued
Statement of Financial Accounting Standards ("SFAS") No. 133, Accounting for
Derivative Instruments and Hedging Activities. This Statement establishes
accounting and reporting standards for derivatives and hedging activities. In
accordance with this Statement, all derivatives must be recognized as assets or
liabilities and measured at fair value. This Statement will be effective for the
Company's fiscal year 2000. The Company is currently evaluating the requirements
of SFAS No. 133.

Year 2000 Compliance

      Like most companies, the Company is affected by Year 2000 issues. The
Company has developed a program to evaluate and respond to these issues. This
program has been designed to minimize risk to the Company's business and its
customers using a standard five phase approach. The five phases include
assessment, planning, remediation, testing and validation.

      The Company has completed its assessment of internal systems and has
concluded that its hardware and software are Year 2000 compliant. The Company
has concluded that it will not be necessary to replace its retail point of sale
hardware. As customers convert to new Year 2000 compliant EDI versions, the
Company will convert them to its new EDI software.

      The Company has expensed approximately $240,000 in costs related to Year
2000 compliance including the cost of upgrading internally generated software.
Based on information available at this time, management believes that the
remaining costs to implement the program will not be material.

      Communication with respect to Year 2000 issues with the Company's
customers and suppliers is ongoing. While not expected, the Company may
experience delays in receipt of product which could adversely affect sales and
earnings. The Company cannot currently estimate to what extent future operating
results might be adversely affected by the possible failure of these third
parties to successfully address their Year 2000 issues. However, the Company's
program includes actions designed to identify and minimize, where possible, any
third party exposures.


                                     11

<PAGE>

      The costs to implement the program are based on management's estimates,
which were derived utilizing numerous assumptions related to future events.
There can be no guarantee that additional costs will not be incurred, or that
the objective of the program, will be achieved. However, the Company continues
to monitor activities related to the program designed to insure Year 2000
readiness. Contingency plans have been internally developed with respect to
alternative sources of supply if a given supplier develops an inability to
deliver. The need for additional plans is being reviewed during 1999.

Seasonality and Quarterly Fluctuations

      Historically, the Company's operations have been seasonal, with higher
sales and net income occurring in the third and fourth quarters, reflecting
increased demand during the year-end holiday selling season. Since the biggest
retail selling season is the year-end holiday season, and as more of the
Company's principal department store customers adopt electronic data interchange
which allows them to defer shipments until later in the selling season, future
sales are expected to be more heavily weighted toward the third and fourth
quarters. In addition, the Company's retail stores experience a similar seasonal
selling pattern, however, sales are more heavily weighted toward the fourth
quarter. As a result, as the Company increases the number of stores, the shift
of sales volume toward the latter part of the year is expected to continue.

      The Company's results of operations may also fluctuate from quarter to
quarter in the future as a result of the amount and timing of sales contributed
by, and expenses related to, the opening of new retail stores and the
integration of such stores into the operations of the Company, as well as other
factors. The addition of a significant number of retail stores, as is
anticipated with the Company's store expansion program, can therefore
significantly affect results of operations on a quarter-to-quarter basis. As the
addition of new stores continues, operating income for the first and second
quarters will be more impacted by the combination of seasonally lower sales
volumes during this period and increased operating expenses. The increase in
operating expenses is principally due to an increased percentage of fixed
expenses that relate to retail stores and the additional incremental expense
from new developing stores.

Forward-Looking Information

      We believe that certain statements or assumptions contained in
Management's Discussion and Analysis constitute "forward-looking" information
(as defined in the Private Securities Litigation and Reform Act of 1995). These
forward-looking statements involve risks, uncertainties and other factors that
may cause our actual results, performance or achievements to vary materially
from our predicted results, performance or achievements. Our factors include,
among others, the impact on future sales and profitability of the effort in
bringing the Company's new distribution facility on line, foreign exchange and
foreign purchasing risks, planned expansion of the Company's retail store
network, capital expenditure levels associated with planned projects, year 2000
compliance issues, future trends relating to seasonality, competition from the
expansion of retail store networks by our competitors, increased governmental
quotas, tariffs or other restrictions on products the Company imports, and
various other factors referenced in this Quarterly Report on Form 10-Q. We will
not update the forward-looking information to reflect actual results or changes
in factors affecting the forward-looking information. The forward-looking
information referred to above includes, but is not limited to: (a) expectations
regarding the Company's financial condition and liquidity, as well as future

                                     12

<PAGE>

cash flows; (b) expectations regarding capital expenditures; and (c)
expectations regarding sales growth, gross margins, and selling, general and
administrative expenses. In addition to the risks, uncertainties and other
factors referred to above which may cause the actual results, performance or
achievements to vary from predicted results, these estimated amounts are based
on various factors and were derived using numerous important assumptions,
including: the Company's successful performance of internal plans; its ability
to control inventory levels; customer changes in short range and long range
plans; domestic and international competition in the Company's product areas;
whether unanticipated year 2000 problems will impact the Company's operations;
future performance of the Company's new distribution facility and successful
completion of programs to improve efficiency of the new facility; continued
acceptance of existing products and the development and acceptance of new
products; performance issues with key suppliers; changes in government import
and export policies; risks related to international transactions and hedging
strategies; and general economic risks and uncertainties.







































                                       13
<PAGE>



PART II.  OTHER INFORMATION



ITEM 6.   EXHIBITS AND REPORTS ON FORM 8-K

                (a)  Exhibits


                       (27)     Financial Data Schedule

                (b)  Reports on Form 8-K

                         None.









































                                     14

<PAGE>



                                  SIGNATURES


Pursuant to the requirements 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.



                                    MIKASA, INC.
                                    (Registrant)





Date: May 14, 1999                  /s/ Raymond B. Dingman      
                                    -----------------------------
                                    Raymond B. Dingman
                                    President and Chief Executive Officer




                                    /s/ Brenda W. Flores        
                                    -----------------------------
                                    Brenda W. Flores
                                    Vice President and Chief Financial Officer
                                    (Principal Financial and Accounting Officer)

























                                     15

<PAGE>



                                 EXHIBIT INDEX
                                 -------------



Exhibit No.         Description                                         Page
-----------         -----------                                         ----

   27               Financial Data Schedule                              17







































                                     16