UNITED STATES
                   SECURITIES AND EXCHANGE COMMISSION

                         Washington, D.C. 20549

                                Form 10-Q

 (X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
                          EXCHANGE ACT OF 1934

            For the quarterly period ended September 30, 2005


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

                     Commission File Number  1-13082

                     KENNETH COLE PRODUCTIONS, INC.
          (Exact name of registrant as specified in its charter)

                  New York                           13-3131650
    (State or other jurisdiction of             (I.R.S. Employer
     incorporation or organization)               Identification Number)

        603 West 50th Street, New York, NY                  10019
        (Address of principal executive offices)         (Zip Code)

    Registrant's telephone number, including area code (212) 265-1500

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 whether the registrant is an accelerated  filer
(as defined in Rule 12b-2 of the Exchange Act).
Yes (X)  No ( )

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

                                   Class
November 1, 2005

     Class A Common Stock ($.01 par value)                  12,114,918
     Class B Common Stock ($.01 par value)                   8,010,497



<PAGE>

                     Kenneth Cole Productions, Inc.
                              Index to 10-Q


Part I.    FINANCIAL INFORMATION

Item 1. Financial Statements (Unaudited)

Condensed Consolidated Balance Sheets as of September 30, 2005
and December 31, 2004.......................................         3

Condensed Consolidated Statements of Income for the three-and nine-
month periods ended September 30, 2005 and 2004..............        5

Condensed Consolidated Statement of Changes in Shareholders' Equity
for the nine-month period ended September 30, 2005 ............      6

Condensed Consolidated Statements of Cash Flows for the nine-month
Periods ended September 30, 2005 and 2004.......................     7

Notes to Condensed Consolidated Financial Statements............     8

Item 2.Management's Discussion and Analysis of Financial Condition
     and Results of Operations..................................     19

Item 3. Quantitative and Qualitative Disclosures about Market Risk   26

Item 4. Controls and Procedures..................................    26

Part II.  OTHER INFORMATION

Item 1.Legal Proceedings.........................................    27

Item 1A.  Risk Factors...........................................    27

Item 2.Unregistered Sales of Equity Securities and Use of Proceeds   27

Item 3.Defaults Upon Senior Securities............................   27

Item 4.Submission of Matters to a Vote of Security Holders......     27

Item 5.Other Information........................................     27

Item 6. Exhibits................................................     27

Signatures.......................................................    28


<PAGE>

Part I. FINANCIAL INFORMATION
Item 1.  Financial Statements


<TABLE>
                  Kenneth Cole Productions, Inc. and Subsidiaries
                        Condensed Consolidated Balance Sheets
                                   (Unaudited)
<CAPTION>

                                              September 30,   December 31,
                                                 2005            2004
<S>
Assets                                        <C>             <C>
Current assets:
Cash and cash equivalents                      $ 51,916,000    $ 80,014,000
Marketable securities                            56,000,000      40,000,000
Due from factors                                 49,250,000      34,936,000
Accounts receivable, net                         10,674,000      16,978,000
Inventories, net                                 56,146,000      47,166,000
Prepaid expenses and other current assets         6,675,000       2,664,000
   Deferred taxes, net                            3,155,000       3,136,000
                                                -----------     -----------
Total current assets                            233,816,000     224,894,000

Property and equipment, at cost, less
Accumulated depreciation and amortization        41,304,000      38,510,000

Other assets:
 Deferred taxes, net                             15,341,000       9,625,000
 Deposits and sundry                             14,435,000       8,826,000
 Deferred compensation plan assets               28,649,000      22,732,000
                                                -----------     -----------
Total other assets                               58,425,000      41,183,000
                                                -----------     -----------
Total assets                                   $333,545,000    $304,587,000
                                                ===========     ===========


</TABLE>

        See accompanying notes to condensed consolidated financial statements.

<PAGE>

<TABLE>

                     Kenneth Cole Productions, Inc. and Subsidiaries
                    Condensed Consolidated Balance Sheets (continued)
                                     (Unaudited)

<CAPTION>
                                                  September 30,   December 31,
                                                      2005            2004
<S>                                             <C>             <C>
Liabilities and shareholders' equity
Current liabilities:
Accounts payable                                 $ 30,104,000    $ 35,767,000
Accrued expenses and other current liabilities      8,720,000       8,947,000
Short-term borrowings                               3,000,000
Deferred income                                     4,486,000       2,920,000
Income taxes payable                                3,708,000       4,253,000
                                                  -----------     -----------
Total current liabilities                          50,018,000      51,887,000

Accrued rent and other long-term liabilities       15,888,000      13,440,000
Deferred compensation plans liabilities            28,649,000      22,732,000

Commitments and contingencies

Shareholders' equity:
   Series A Convertible Preferred Stock, par
   Value $1.00, 1,000,000 shares authorized,
   none outstanding
   Class A Common Stock, par value $.01,
   20,000,000 shares authorized; 15,485,100
   and 15,054,845 issued as of September 30, 2005
   and December 31, 2004, respectively                154,000         150,000
   Class B Common Stock, par value $.01,
   9,000,000 shares authorized; 8,010,497
   and 8,055,497 issued and outstanding as of
   September 30, 2005 and December 31, 2004,
   Respectively                                        81,000          81,000
   Additional paid-in capital                      87,769,000      78,417,000
   Deferred compensation                           (3,602,000)
   Accumulated other comprehensive income           1,242,000       1,053,000
   Retained earnings                              233,502,000     216,983,000
                                                  -----------     -----------
                                                  319,146,000     296,684,000

Class A Common Stock in treasury, at cost,
    3,388,400 shares as of September 30, 2005
    and December 31, 2004                         (80,156,000)    (80,156,000)
                                                  -----------     -----------
Total Shareholders' Equity                        238,990,000     216,528,000
                                                  -----------     -----------

Total Liabilities and Shareholders' Equity       $333,545,000    $304,587,000
                                                  ===========     ===========
</TABLE>

       See accompanying notes to condensed consolidated financial statements.

<PAGE>
<TABLE>
                 Kenneth Cole Productions, Inc. and Subsidiaries
                  Condensed Consolidated Statements of Income
                                 (Unaudited)
<CAPTION>


                          Three Months Ended             Nine Months Ended
                            September 30,                   September 30,
                          2005        2004              2005          2004
<S>                 <C>            <C>              <C>           <C>
Net sales            $124,720,000   $132,929,000     $354,293,000  $350,000,000
Royalty revenue        11,059,000     11,784,000       30,719,000    30,147,000
                      -----------    -----------      -----------   -----------
Net revenues          135,779,000    144,713,000      385,012,000   380,147,000
Cost of goods sold     75,246,000     81,089,000      212,944,000   212,681,000
                      -----------    -----------      -----------   -----------
Gross profit           60,533,000     63,624,000      172,068,000   167,466,000

Selling, general and
Administrative
Expenses               47,915,000     44,344,000      137,058,000   125,518,000
                      -----------    -----------      -----------   -----------
Operating income       12,618,000     19,280,000       35,010,000    41,948,000
Interest and other
income, net             1,952,000        330,000        3,304,000       921,000
                      -----------    -----------      -----------   -----------
Income before
provision for
income taxes           14,570,000     19,610,000       38,314,000    42,869,000
Provision for
income taxes            3,717,000      7,452,000       12,264,000    16,291,000
                      -----------    -----------      -----------   -----------

Net income           $ 10,853,000   $ 12,158,000     $ 26,050,000  $ 26,578,000
                      ===========    ===========      ===========   ===========

Earnings per share:

Basic                $        .54   $        .60     $       1.31  $       1.33
Diluted              $        .53   $        .59     $       1.28  $       1.29

Dividends declared
per share            $        .16   $        .14     $        .48  $        .38


Shares used to
compute earnings
per share:

Basic                  19,954,000     20,170,000       19,845,000    20,024,000
Diluted                20,406,000     20,693,000       20,303,000    20,677,000

</TABLE>


         See accompanying notes to condensed consolidated financial statements.
<PAGE>
<TABLE>

                     Kenneth Cole Productions, Inc. and Subsidiaries
       Condensed Consolidated Statement of Changes in Shareholders' Equity
                                   (Unaudited)

<CAPTION>
                                  Class A                    Class B
                                Common Stock              Common Stock
                                 Number                  Number
                                of shares   Amount     of shares   Amount
<S>                             <C>         <C>          <C>        <C>
Shareholders' equity
January 1, 2005                 15,054,845  $  150,000   8,055,497  $ 81,000

Net income

   Translation adjustment
   foreign currency,
   net of taxes of $170,000

  Forward contracts, net
   of taxes of ($487,000)

Unrealized gain on available
   for sale securities, net
   of taxes of $424,000

Comprehensive Income

Issuance of Restricted Stock       146,833       2,000

Amortization of Deferred
   Compensation

Shares withheld for taxes on
    restricted Stock                (4,509)

Exercise of stock options, and
   related tax benefits of
   $1,178,000                      232,882       2,000

Issuance of Class A Common
   Stock for ESPP                   10,049

Dividends paid on Common
   Stock Class A and B

Conversion of Class B shares to
Class A shares of Common Stock      45,000                 (45,000)
                                 ---------------------------------------------
Shareholders' equity
   September 30,2005            15,485,100  $  154,000   8,010,497  $ 81,000
                                ==============================================

</TABLE>
         See accompanying notes to condensed consolidated financial statements.

<PAGE>



<TABLE>

                     Kenneth Cole Productions, Inc. and Subsidiaries
       Condensed Consolidated Statement of Changes in Shareholders' Equity
                                   (Unaudited)

<CAPTION>
                                                                  Accumulated
                                 Additional                          Other
                                  Paid-in        Deferred       Comprehensive
                                  Capital      Compensation         Income
<S>                             <C>             <C>             <C>
Shareholders' equity
January 1, 2005                 78,417,000                       $ 1,053,000

Net income

   Translation adjustment
   foreign currency,
   net of taxes of $170,000                                          302,000

  Forward contracts, net
   of taxes of ($487,000)                                           (866,000)

Unrealized gain on available
   for sale securities, net
   of taxes of $424,000                                              753,000

Comprehensive Income

Issuance of Restricted Stock     4,400,000      (4,402,000)

Amortization of Deferred
   Compensation                                    800,000

Shares withheld for taxes on
    restricted Stock              (134,000)

Exercise of stock options, and
   related tax benefits of
   $1,178,000                    4,839,000

Issuance of Class A Common
   Stock for ESPP                  247,000

Dividends paid on Common
   Stock Class A and B

Conversion of Class B shares to
Class A shares of Common Stock
                                 ---------------------------------------------
Shareholders' equity
   September 30,2005          $ 87,769,000      $(3,602,000)     $ 1,242,000
                                ==============================================

</TABLE>
         See accompanying notes to condensed consolidated financial statements.

<PAGE>


<TABLE>

                     Kenneth Cole Productions, Inc. and Subsidiaries
       Condensed Consolidated Statement of Changes in Shareholders' Equity
                                   (Unaudited)

<CAPTION>
                                              Treasury Stock
                              Retained    Number of
                              Earnings    Shares       Amount        Total
<S>                          <C>         <C>         <C>          <C>
Shareholders' equity
January 1, 2005             $216,983,000 (3,388,400)$(80,156,000) $216,528,000

Net income                    26,050,000                            26,050,000

   Translation adjustment
   foreign currency,
   net of taxes of $170,000                                            302,000

  Forward contracts, net
   of taxes of ($487,000)                                             (866,000)

Unrealized gain on available
   for sale securities, net
   of taxes of $424,000                                                753,000
                                                                      ---------

Comprehensive Income                                                26,239,000


Issuance of Restricted Stock                                                 -

Amortization of Deferred
   Compensation                                                        800,000

Shares withheld for taxes on
   restricted Stock                                                   (134,000)

Exercise of stock options, and
   related tax benefits of
   $1,178,000                                                        4,841,000

Issuance of Class A Common
   Stock for ESPP                                                      247,000

Dividends paid on Common
   Stock Class A and B        (9,531,000)                           (9,531,000)

Conversion of Class B shares to
Class A shares of Common Stock                                               -
                                 ---------------------------------------------
Shareholders' equity
   September 30,2005        $233,502,000 $(3,388,400) $(80,156,000)$238,990,000
                                ==============================================

</TABLE>
         See accompanying notes to condensed consolidated financial statements.


<PAGE>
<TABLE>
         See accompanying notes to condensed consolidated financial statements
                      Kenneth Cole Productions, Inc. and Subsidiaries
                       Condensed Consolidated Statements of Cash Flows
                                          (Unaudited)
<CAPTION>
                                                       Nine Months Ended
                                                          September 30,
                                                         2005       2004
<S>
Cash flows from operating activities                <C>           <C>
Net income                                          $ 26,050,000  $ 26,578,000
Adjustments to reconcile net income to net
cash provided by (used in) operating activities:
Depreciation and amortization                          6,756,000     5,766,000
Unrealized (gain) loss on deferred
compensation plans                                      (405,000)    1,421,000
Deferred compensation                                    800,000
Realized gain on sale of property and
equipment                                                              (14,000)
Realized gain on sale of marketable
securities                                            (1,246,000)
Provision for doubtful accounts                          160,000        79,000
Benefit for deferred taxes                            (5,735,000)     (561,000)
Tax benefit from stock options                         1,178,000     2,781,000
Taxes related to restricted stock                       (134,000)
Unrealized gains from available-for-sale
securities                                              (753,000)
Changes in operating assets and liabilities:
   Increase in due from factors                      (14,314,000)  (18,721,000)
   Decrease/(increase) in accounts receivable          6,144,000    (2,203,000)
   Increase in inventories                            (9,846,000)  (13,977,000)
   Increase in prepaid expenses and other
    current assets                                    (4,011,000)     (323,000)
   Increase in other assets                           (3,615,000)   (3,297,000)
  (Decrease) in accounts payable                      (5,663,000)   (1,026,000)

Increase/(decrease) in deferred income,
accrued expenses and other current liabilities         1,633,000      (297,000)
Decrease/(increase) in income taxes payable             (545,000)      267,000
Increase in other long-term liabilities                8,365,000     3,381,000
                                                      -------------------------
Net cash provided by/(used in) operating activities    4,819,000      (146,000)
Cash flows from investing activities
Acquisition of property and equipment                 (9,550,000)   (6,596,000)
Proceeds from sale of marketable securities           16,755,000
Proceeds from sale of property and equipment                            68,000
Purchases of marketable securities and
other investments                                    (37,509,000)  (58,000,000)
                                                      -------------------------
Net cash used in investing activities                (30,304,000)  (64,528,000)
Cash flows from financing activities
Proceeds from short-term borrowings                    3,000,000
Proceeds from exercise of stock options                3,663,000     4,675,000
Proceeds from employee stock purchase plan               247,000       174,000
Dividends paid to shareholders                        (9,531,000)   (7,626,000)
                                                      ------------------------
Net cash used in financing activities                 (2,621,000)   (2,777,000)

Effect of exchange rate changes on cash                    8,000        (1,000)
                                                      -------------------------
Net decrease in cash                                 (28,098,000)  (67,452,000)
Cash, beginning of period                             80,014,000   111,102,000
                                                      -------------------------
Cash, end of period                                   51,916,000    43,650,000

Supplemental disclosures of cash flow information
Cash paid during the period for:
      Interest                                            14,000        12,000
      Income taxes, net                               17,356,000    13,805,000


</TABLE>
         See accompanying notes to condensed consolidated financial statements.
<PAGE>


               Kenneth Cole Productions, Inc. and Subsidiaries
            Notes to Condensed Consolidated Financial Statements
                               (Unaudited)

     1.  Basis of Presentation

          The  accompanying  unaudited condensed consolidated  financial
     statements  have  been prepared by Kenneth Cole  Productions,  Inc.
     (the  "Company") in accordance with accounting principles generally
     accepted  in  the United States for interim financial  information.
     Accordingly,  they  do  not  include all  of  the  information  and
     footnotes  required by accounting principles generally accepted  in
     the United States for complete financial statements.  Certain items
     contained in these financial statements are based on estimates.  In
     the opinion of the Company's management, the accompanying unaudited
     condensed consolidated financial statements reflect all significant
     adjustments,  consisting of only normal and recurring  adjustments,
     necessary  for  a fair presentation of the financial  position  and
     results  of  operations and cash flows for the  periods  presented.
     All significant intercompany transactions have been eliminated.

          Operating results for the nine months ended September 30, 2005
     are  not necessarily indicative of the results that may be expected
     for  the  year ended December 31, 2005.  These unaudited  condensed
     consolidated  financial statements should be  read  in  conjunction
     with  the  financial  statements  and  footnotes  included  in  the
     Company's  Annual Report on Form 10-K for the year  ended  December
     31, 2004.

          The  consolidated  balance  sheet at  December  31,  2004,  as
     presented,  was  derived  from  the  audited  financial  statements
     included in the Company's Annual Report on Form 10-K for the period
     ended December 31, 2004.




<PAGE>

           Kenneth Cole Productions, Inc. and Subsidiaries
          Notes to Condensed Consolidated Financial Statements
                               (Unaudited)


     2.  Stock-Based Compensation

                The Company measures compensation expense for its stock-
     based   compensation  plans  using  the  intrinsic   value   method
     prescribed   in  Accounting  Principles  Board  Opinion   No.   25,
     "Accounting  for  Stock Issued to Employees"  ("APB  No.  25")  and
     related  Interpretations.  The Company has adopted  disclosure-only
     provisions of Statement of Financial Accounting Standards No.  123,
     "Accounting for Stock-Based Compensation" ("SFAS 123").

                Pro  forma  disclosures,  as required  by  Statement  of
     Financial  Accounting Standard No. 148, "Accounting for Stock-Based
     Compensation - Transition and Disclosure," are computed as  if  the
     Company  recorded compensation expense based on the fair value  for
     stock-based  awards or grants.  The following pro forma information
     includes the effects of the options discussed above.

<TABLE>
<CAPTION>
                                  Three Months Ended        Nine Months Ended
                                      September 30,            September 30,
                                   2005       2004           2005      2004

   <S>                       <C>          <C>         <C>         <C>
    Net  Income,as reported   $10,853,000 $12,158,000 $26,050,000 $26,578,000

    Add:  Stock-based
    compensation related to
    to restricted stock, included
    in reported net income,
    net of related tax effects    288,000        -        512,000       -

    Deduct:  Stock-based
    employee compensation
    expense determined under
    fair value method,net of
    related tax effects        (1,077,000)    (989,000) (5,097,000) (2,397,000)
                              ------------  ----------- ----------- -----------
    Pro   forma net income    $10,064,000   $11,169,000 $21,465,000 $24,181,000
                              ============  =========== =========== ===========
    Earnings per share:

    Basic - as reported      $        .54  $       .60 $      1.31  $     1.33
    Basic - pro forma        $        .50  $       .55 $      1.08  $     1.21

    Diluted - as reported    $        .53  $       .59 $      1.28  $     1.29
    Diluted - pro forma      $        .49  $       .54 $      1.06  $     1.17

</TABLE>

<PAGE>


            Kenneth Cole Productions, Inc. and Subsidiaries
          Notes to Condensed Consolidated Financial Statements
                               (Unaudited)


     2.  Stock-Based Compensation (continued)

        On April 7, 2005, the Company accelerated the vesting of 250,000
     "out-of-the-money" stock options held by Kenneth D.  Cole.    These
     options  were originally granted on August 4, 2004 and  would  have
     vested   ratably   in  annual  installments  on  the   next   three
     anniversaries  of the date of grant.  The per share exercise  price
     for  these  options was  $32.09, which was above  the  $30.34  fair
     market  value of the Company's Class A common stock on the date  of
     acceleration.    The purpose of the acceleration was  to  eliminate
     future compensation expense recognition the Company would otherwise
     have   been  required  to  recognize  in  the  Consolidated  Income
     Statement with respect to these accelerated options once  SFAS  No.
     123R  "Share-Based  Payment"  ("SFAS 123R")  becomes  effective  in
     January 2006. The estimated future expense recognition that will be
     eliminated  is approximately $2,115,000.  This amount differs  from
     the  amount  previously reported in the Company's Form  8-K,  dated
     April 7, 2005, due to the deferral of SFAS 123R (See Note 9).   The
     acceleration  of options did not trigger an expense for  accounting
     purposes, as the stock options had no intrinsic value at  the  date
     of acceleration.

        During  the  nine months ended September 30, 2005,  the  Company
     granted  approximately 147,000 Class A common shares of  restricted
     stock to selected employees.  The shares have vesting periods up to
     four  years.   The  Company  has recorded  the  total  compensation
     expense  as  Deferred  Compensation in the  Condensed  Consolidated
     Statement  of  Changes  in  Shareholders'  Equity,  and  recognized
     $512,000 net of related taxes of $288,000, of compensation  expense
     in  the  Condensed Consolidated Statement of Income  for  the  nine
     months  ended September 30, 2005, which represents the amortization
     of the original deferred compensation on a straight-line basis over
     the vesting period.


     3.    Earnings Per Share

       The  Company  calculates earnings per share  in  accordance  with
     SFAS  No.  128, "Earnings Per Share."  Basic earnings per share  is
     calculated by dividing net income by weighted average common shares
     outstanding.   Diluted earnings per share is calculated  similarly,
     except that it includes the dilutive effect of the assumed exercise
     of securities under the Company's stock incentive plans.

  <PAGE>



             Kenneth Cole Productions, Inc. and Subsidiaries
          Notes to Condensed Consolidated Financial Statements
                               (Unaudited)


<Table>
<CAPTION>
                              Three Months Ended          Nine Months Ended
                         September 30, September 30, September 30,September 30,
                             2005        2004            2005      2004
<S>                         <C>         <C>            <C>         <C>
Weighted average
common shares outstanding    19,954,000  20,170,000     19,845,000  20,024,000

Effect  of  dilutive
securities:
    Restricted stock & other     14,000                     19,000
    Stock options               438,000     523,000        439,000     653,000
                            -----------  ----------     ----------  ----------
Weighted average
 common shares outstanding
 and common share
 equivalents                 20,406,000  20,693,000     20,303,000  20,677,000
                            ===========  ===========    ==========  ==========
</TABLE>

     Stock  options  outstanding  as of September  30,  2005  and  2004,
     aggregating  896,000  and  797,000,  respectively,  have  not  been
     included  in the diluted per share calculations since their  effect
     would be antidilutive.

     4.  Comprehensive Income

       Comprehensive  income is comprised of net income, the  effect  of
     foreign  currency  translation, changes  in  unrealized  gains  and
     losses   on   forward  exchange  contracts  and  available-for-sale
     securities.    Comprehensive  income for  the  three-month  periods
     ended  September  30,  2005 and 2004 amounted  to  $11,311,000  and
     $12,431,000,  respectively.   Comprehensive income  for  the  nine-
     month  periods  ended  September 30,  2005  and  2004  amounted  to
     $26,239,000 and $26,381,000, respectively.

       During  the  three months ended September 30, 2005,  the  Company
     sold certain marketable securities, and realized a pre-tax gain  of
     $1.2 million.  The securities had been classified as available-for-
     sale under SFAS No. 115 "Accounting for Certain Investments in Debt
     and Equity Securities," and as such, $161,000 was reclassified from
     other  comprehensive  income,  in  the  Statement  of  Changes   in
     Shareholders' Equity, to Interest and Other Income in the Statement
     of Income for the three and nine months ended September 30, 2005.


  <PAGE>



             Kenneth Cole Productions, Inc. and Subsidiaries
          Notes to Condensed Consolidated Financial Statements
                               (Unaudited)


     5.   Derivative Instruments and Hedging Activities

       In  the  normal course of business, the Company routinely  enters
     into  forward  contracts  in anticipation of  future  purchases  of
     inventory denominated in Euros.  These forward contracts are
     used  to  hedge against the Company's exposure to changes  in  Euro
     exchange  rates to protect the purchase price of merchandise  under
     such  commitments and are not held for the purpose  of  trading  or
     speculation.  The  Company has classified these contracts  as  cash
     flow  hedges  in  accordance  with SFAS  No.  133  "Accounting  for
     Derivative  Instruments  and Hedge Activities."   The  Company  had
     outstanding forward contracts of $11,000,000 at September 30,  2005
     with maturity dates through April 2006.

       All  terms and conditions of the Company's forward contracts  are
     included  in  the  measurement of the related hedge  effectiveness.
     The  critical terms of the forward contracts are the  same  as  the
     underlying  forecasted transactions. As a result,  changes  in  the
     fair  value  of  the  contracts  should  be  highly  effective   in
     offsetting  changes in the expected cash flows from the  forecasted
     transactions.   No  gains or losses related to  ineffectiveness  of
     cash flow hedges were recognized in earnings during the three-month
     and  nine-month periods ended September 30, 2005.  At September 30,
     2005,  the  notional amount of the Company's forward contracts  was
     $11,000,000,  and  resulted in an unrealized loss of  approximately
     $313,000,  net  of taxes, which was included in Other Comprehensive
     Income in the Company's Condensed Consolidated Statement of Changes
     in  Shareholders'  Equity  and  as a  decrease  to  inventory,  the
     underlying  exposure on the Balance Sheet.  The Company expects  to
     reclassify  all  of  the unrealized loss from  Other  Comprehensive
     Income into earnings within the next seven months due to the actual
     executions  of  foreign exchange contracts to purchase  merchandise
     and the ultimate sale of that merchandise.

     6.    Segment Information

       The  Company  has three reportable segments: Wholesale,  Consumer
     Direct  and  Licensing.   The  Company's  reportable  segments  are
     business  units  that  offer different  products  and  services  or
     similar  products through different channels of distribution.   The
     Wholesale  segment designs, sources and markets a  broad  range  of
     quality  footwear  and  handbags for wholesale  distribution.   The
     Consumer  Direct segment markets a broad selection of the Company's
     branded products, including licensee products for sale directly  to
     the  consumer  through  its  own channels  of  distribution,  which
     include  full price retail stores, outlet stores, catalogs  and  e-
     commerce    (at    website   addresses   www.kennethcole.com    and
     www.kennethcolereaction.com).    The   Licensing   segment    earns
     royalties  on  licensee  sales to third parties  of  the  Company's
     branded  products and royalties on the purchase and sale to foreign
     retailers or to consumers in foreign countries.  The

<PAGE>
             Kenneth Cole Productions, Inc. and Subsidiaries
          Notes to Condensed Consolidated Financial Statements
                               (Unaudited)

     6.  Segment Information (continued)
     Company  maintains  control  over  quality  and  image  and  allows
     licensees  to sell primarily to channels of distribution  the  same
     as,  similar to or otherwise consistent with those of the Company's
     Wholesale segment.  The Company evaluates performance and allocates
     resources  based  on profit or loss before income taxes  from  each
     segment.   The  Wholesale  segment  is  evaluated  on  income  from
     operations  before  income taxes.  The Consumer Direct  segment  is
     evaluated  on  profit  or loss from operations  before  unallocated
     corporate  overhead  and income taxes.  The  Licensing  segment  is
     evaluated   on   royalties  earned  and  pretax   segment   profit.
     Intersegment  sales  between  the  Wholesale  and  Consumer  Direct
     segment include a markup, which is eliminated in consolidation.
     Financial information of the Company's reportable segments  is
     as follows (in thousands):



<TABLE>
<CAPTION>

                    Three   Months Ended            Nine   Months Ended
                      September 30, 2005              September 30, 2005

                      Consumer                          Consumer
            Wholesale  Direct Licensing Total  Wholesale Direct Licensing Total
<S>           <C>      <C>      <C>     <C>      <C>      <C>    <C>    <C>
Revenue from
external
customers     81,510   43,210   11,059  135,779  222,926 131,367 30,719 385,012
Intersegment
revenues      10,347                     10,347   29,093                 29,093
Segment
income (1)    10,432      (96)    9,189  19,525   26,857   1,605 24,824  53,286
Segment
assets                                           267,081  59,792 10,463 337,336


                    Three   Months Ended            Nine   Months Ended
                      September 30, 2004              September 30, 2004

                      Consumer                          Consumer
            Wholesale  Direct Licensing Total  Wholesale Direct Licensing Total
<S>           <C>      <C>      <C>     <C>      <C>      <C>    <C>    <C>
Revenue from
external
customers     88,546   44,383   11,784  144,713  219,803 130,197 30,147 380,147
Intersegment
revenues       7,979                      7,979   23,869                 23,869
Segment
income (1)    12,533    1,661    9,820   24,014   25,001   5,481 25,127  55,609
Segment
assets                                           244,498  53,760  6,902 305,160


</TABLE>

        (1)  Before elimination of intersegment profit, unallocated corporate
              overhead and income taxes.
<PAGE>








             Kenneth Cole Productions, Inc. and Subsidiaries
          Notes to Condensed Consolidated Financial Statements
                               (Unaudited)


     6.   Segment Information (continued)

     The reconciliation of the Company's reportable segment revenues,
     profit and loss, and assets are as follows (in thousands):


<TABLE>
<CAPTION>

                                 Three Months Ended       Nine Months Ended
                        September 30, September 30, September 30, September 30,
                              2005        2004         2005         2004
<S>                         <C>        <C>          <C>            <C>
Revenues
Revenues for external
customers                     $ 135,779  $ 144,713    $ 385,012     $ 380,147
Intersegment revenues            10,347      7,979       29,093        23,869
Elimination of intersegment
   revenues                     (10,347)    (7,979)     (29,093)      (23,869)
                               ---------  ---------   ---------      ---------
  Total  consolidated
         revenues              $ 135,779 $ 144,713    $ 385,012     $ 380,147
                                =========  ========   =========      =========

Income
Total profit for reportable
segments                      $  19,525  $  24,014    $  53,286     $  55,609
Elimination of intersegment
   profit and unallocated
   corporate overhead            (4,955)    (4,404)     (14,972)      (12,740)
                                ---------  ---------    ---------     ---------
   Total  income before
   income taxes               $  14,570  $  19,610    $  38,314     $  42,869
                                =========  =========    =========    =========


Assets
Total assets for reportable
   segments                                          $ 337,336      $ 305,160
Elimination of intersegment
   inventory profit                                    (3,791)        (2,815)
                                                      ---------     ---------
     Total consolidated assets                       $ 333,545      $ 302,345
                                                      =========     =========
</TABLE>

Revenues from international customers were approximately 2.6% of the Company's
consolidated revenues for the three months ended September 30, 2005 and 2004,
respectively, and approximately 2.6% and 2.0% of the Company's consolidated
revenues for the nine months ended September 30,2005 and 2004, respectively.




<PAGE>

            Kenneth Cole Productions, Inc. and Subsidiaries
          Notes to Condensed Consolidated Financial Statements
                               (Unaudited)

     7. Related Party

           The  Company has an exclusive license agreement  with  Iconix
     Brand  Group,  Inc.,  formerly Candies,  Inc.,  and  its  trademark
     holding  company, IP Holdings, LLC ("Candies"), to  use  the  Bongo
     trademark  in  connection  with  worldwide  manufacture,  sale  and
     distribution of women's, men's and children's footwear.  The  Chief
     Executive  Officer and Chairman of Candies is the  brother  of  the
     Company's  Chief Executive Officer and Chairman.  The initial  term
     of  the  agreement is through December 31, 2007,  with  options  to
     renew  through  December 31, 2016 based upon the  Company  reaching
     certain  sales  thresholds.  During these periods, the  Company  is
     obligated to pay Candies a percentage of net sales based  upon  the
     terms   of  the  agreement.   The  Company  recorded  approximately
     $315,000 and $945,000 in royalty and advertising expense to Candies
     for the three-month and nine-month periods ended September 30, 2005
     respectively.   The  Company  recorded approximately  $395,000  and
     $961,000  in  royalty and advertising expense to  Candies  for  the
     three-month  and  six-month  periods  ended  September   30,   2004
     respectively.

     8. Legal Proceedings

          In  2004,  a purported class action lawsuit was filed  against
     the  Company in the Superior Court of California for the County  of
     Los Angeles.  The individual plaintiffs are current or former store
     managers or assistant managers who purport to bring suit on  behalf
     of  themselves  and  other similarly situated  store  managers  and
     assistant  managers. In 2005, a second purported class  action  was
     filed  on  behalf  of  floor supervisors.   In  each  lawsuit,  the
     plaintiffs allege, among other claims, that they worked  hours  for
     which  they were entitled to receive, but did not receive, overtime
     compensation  under  California law.  The  lawsuits  seek  damages,
     penalties,  restitution, reclassification and attorneys'  fees  and
     costs.  The  Company denies the allegations in each  complaint  and
     plans to defend the actions vigorously.

          In  addition, the Company is, from time to time,  a  party  to
     other  litigation that arises in the normal course of its  business
     operations.   The  Company is not presently a  party  to  any  such
     litigation that it believes would have a material adverse effect on
     its  business operations and has adequately reserved for  all  such
     matters.


<PAGE>



             Kenneth Cole Productions, Inc. and Subsidiaries
          Notes to Condensed Consolidated Financial Statements
                               (Unaudited)

  9.   Income Taxes

       In  October 2004, Internal Revenue Code Section 965 was  enacted,
  as  part  of  the  American  Job Creation  Act  This  is  a  temporary
  provision  that  allows  U.S. companies to  repatriate  earnings  from
  their  foreign  subsidiaries  at  a reduced  tax  rate  provided  that
  specified  conditions  and restrictions are satisfied.   In  addition,
  FASB  Staff  Position FAS 109-2 was issued to provide  accounting  and
  disclosure  guidance  relating  to the  repatriation  provision.   The
  Company's Board of Directors approved and adopted a repatriation  plan
  and,  as  such,  the Company has repatriated $7 million of  unremitted
  foreign  earnings,  which resulted in a tax benefit  of  approximately
  $1.5  million during the nine months ended September 30,  2005,  as  a
  result of the Company providing for taxes for the foreign earnings  at
  the  prior statutory rate. The Company expects  additional remittances
  to  be  between  $4  million and $6 million during the  quarter  ended
  December  31, 2005, with a related reduction in income tax expense  on
  the  remaining  remittances  to  be  between  $1.3  million  and  $2.0
  million.   The  Company  borrowed  $3  million  through  its   foreign
  subsidiary to fund a portion of these remittances (see Note 10).

  10.  Note Payable

          In  September  2005,  one of the Company's foreign  subsidiary
  entered  into  a  promissory note with a financial institution,  which
  provided  the foreign subsidiary with $3,000,000. The note is  due  in
  September  2006. Interest is payable monthly at an annual  rate  equal
  to  the  greater  of  the prime rate in effect on  such  date  or  the
  Federal  Funds  Rate in effect on such date plus .50%.  The  agreement
  contains  a  number  of customary covenants and   events  of  default.
  Upon  the  occurrence  of  an  event of default,  all  borrowings  and
  accrued interest shall become immediately due and payable.

          In addition, the Company entered into a Cash Collateral Pledge
  Agreement, for $3,000,000, with a financial institution, which  serves
  as  collateral on the loan to the foreign subsidiary.  The  collateral
  will  be released to the Company at the time that the promissory  note
  is  settled with the financial institution, and is included in Prepaid
  Expenses  and  Other  Current Assets on the accompanying  Consolidated
  Balance Sheet.

  11.  New Agreements

          In  June  2005,  the  Company entered into  a  Stock  Purchase
  Agreement  (the "Stock Purchase Agreement") with Bernard Chaus,  Inc.,
  ("Chaus"),  pursuant to which the Company purchased  6,000,000  shares
  of  Chaus common stock for an aggregate purchase price of  $6,000,000.
  The  Stock Purchase Agreement provides the Company with one demand and
  one piggyback registration right.  The Company recorded the shares  at
  their  fair  value  at  the date of acquisition,  and  classified  the
  shares  as  "available for sale" under SFAS No.  115  "Accounting  for
  Certain  Investments in Debt and Equity Securities," which is included
  in  Deposits  and  Sundry  in  the accompanying  Consolidated  Balance
  Sheet.
<PAGE>



             Kenneth Cole Productions, Inc. and Subsidiaries
          Notes to Condensed Consolidated Financial Statements
                               (Unaudited)

  11. New agreement (continued)

  The  Company has recorded unrealized gains of $614,000, related to the
  Chaus  shares,  in  other  comprehensive income  in  the  accompanying
  Statement of Changes in Shareholders' Equity.

             In  addition,  the  Company also  entered  into  a  license
  agreement ("License Agreement") with Chaus, dated June 13, 2005.   The
  License  Agreement  grants  Chaus  an  exclusive  license  to  design,
  manufacture,  sell  and  distribute  women's  sportswear   under   the
  Company's trademark, Kenneth Cole Reaction.  The initial term  of  the
  License  Agreement expires on December 31, 2010. Chaus has the  option
  to  renew the License Agreement for an additional term of three  years
  if  it  meets  specified sales targets and is in compliance  with  the
  agreement.  The  License Agreement provides that the Company  receives
  payment  of  specified royalties on net sales. The  License  Agreement
  also  requires Chaus to achieve certain minimum sales levels,  to  pay
  certain  minimum royalties and to maintain a minimum net worth.  Chaus
  is  also  obligated  to  pay specified percentages  of  net  sales  to
  support  advertising and to expend a specified amount  in  the  period
  ending  December  31,  2007  to support  the  initial  launch  of  the
  Licensed Products.

  12.  Severance

             In   April  2004,  the  Company  entered  into  a  shutdown
  agreement  with a local affiliate of the International Leather  Goods,
  Plastics,  Handbags  and Novelty Workers Union, Local  I  Division  of
  Local  342-50 United Food and Commercial Workers Union in  conjunction
  with  the  closing  of  the Company's east coast distribution  center.
  In   connection   with   this   transition,   the   Company   incurred
  approximately  $1.1  million in aggregate costs,  including  severance
  from  the  aforementioned agreement and the write-off  of  unamortized
  leasehold improvements and moving costs, during the nine months  ended
  September  30,  2004.    These  costs were  expensed  as  incurred  in
  accordance  with  SFAS No. 146 "Accounting for Costs  Associated  with
  Exit  or Disposal Activity" within Selling, General and Administrative
  Expenses in the Condensed Consolidated Statement of Income.

   13. Reclassifications

      Certain  amounts  in  the Company's previous financial  statements
   have been reclassified to conform to the 2005 presentation.

   14. New Accounting Pronouncements

             In  December 2004, the Financial Accounting Standards Board
   issued   SFAS  No.  123R,  which  requires  the  Company  to  measure
   compensation  cost  for all share-based payments at  fair  value  for
   interim  and  annual  periods.  In April  2005,  the  Securities  and
   Exchange Commission deferred implementation of SFAS 123R for  certain
   registrants to no later than the beginning of the

<PAGE>

             Kenneth Cole Productions, Inc. and Subsidiaries
          Notes to Condensed Consolidated Financial Statements
                               (Unaudited)


  14. New Accounting Pronouncements (continued)

  first fiscal year beginning after September 15, 2005.  The Company  is
  currently evaluating the requirements and impact of SFAS 123R  on  the
  Company's  consolidated  financial  statements,  and  will  adopt  the
  provisions of SFAS 123R on January 1, 2006.

              In  October  2004, Internal Revenue Code Section  965  was
   enacted as part of the American Job Creation Act (see Note 9).

   15. Subsequent Events

          On  October  11, 2005, the Company entered into  an  agreement
   with  a  senior  executive of the Company relating to termination  of
   employment.  The Company expects to expense approximately $900,000 of
   severance and other benefits related to such agreement, substantially
   in the quarter ending December 31, 2005.

                  On  October 27, 2005 the Company's Board of  Directors
   declared  a  quarterly cash dividend of $0.18 per  share  payable  on
   December  15, 2005, which will be paid to shareholders of  record  at
   the close of business on November 23, 2005.

<PAGE>


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

Forward-Looking Statements Disclosure

      The statements contained in this report which are not historical facts,
including,  without limitation, statements that relate to future  performance
and/or  statements regarding the Company's anticipated results  or  level  of
business  for  2005 or any other future period, may be deemed  to  constitute
"forward-looking  statements" within the meaning of  the  Private  Securities
Litigation  Reform  Act  of  1995.   Such statements  are  based  on  current
expectations  only,  and actual future results might differ  materially  from
those   projected  in  such  statements  due  to  a  number  of   risks   and
uncertainties, including, but not limited to, demand and competition for  the
Company's  products,  the ability to enter into new licensee  agreements,  to
maintain  and  renew existing licensing agreements and to  open  new  stores,
changes  in consumer preferences or fashion trends, events causing disruption
in  product  shipment,  change in import regulations, dependence  on  certain
large  customers and changes in the Company's relationships with vendors  and
other  resources.  The forward-looking statements contained herein  are  also
subject  to other risks and uncertainties that are described in the Company's
reports  and  registration statements filed with the Securities and  Exchange
Commission.   The  Company undertakes no obligation  to  publicly  update  or
revise any forward-looking statement, whether as a result of new information,
future results or otherwise.

Update on Critical Accounting Policies

       The  Company's  consolidated  financial  statements  are  prepared  in
accordance  with  accounting  principles generally  accepted  in  the  United
States, which require the Company to make estimates in the application of its
accounting policies based on the best assumptions, judgments and opinions  of
management.  For a summary of the Company's significant accounting  policies,
see the Company's consolidated financial statements included in the Company's
Annual Report on Form 10-K for the year ended December 31, 2004.

Overview

      Kenneth  Cole Productions, Inc., designs, sources and markets  a  broad
range  of  fashion  footwear and handbags, and, through  license  agreements,
designs and markets apparel and accessories under its Kenneth Cole New  York,
Kenneth  Cole  Reaction, Unlisted, and Bongo brand names.  During  2004,  the
Company  introduced  the Tribeca trademark brand for  women's  footwear.   In
addition,  the  Company designs and sources footwear  and  handbags  for  its
customers  under its customers' own trademarks.  The Company's  products  are
targeted to appeal to fashion conscious consumers, reflecting a casual  urban
perspective and a lifestyle uniquely associated with Kenneth Cole.

      The  Company  markets  its products to more than 7,500  department  and
specialty  store locations, as well as through its Consumer Direct  business,
which  includes  an  expanding  base of retail and  outlet  stores,  consumer
catalogs and websites, including online e-commerce.

      The  popularity of the Kenneth Cole New York and Kenneth Cole  Reaction
brand  names  among consumers has enabled the Company to expand  its  product
offerings  and  channels  of distribution through  licensing  agreements  and
allows  it to offer through these agreements a lifestyle collection of  men's
product  categories  such as tailored clothing, dress  shirts,  dress  pants,
sportswear,  neckwear,  briefcases, portfolios,  jewelry,  fragrance,  belts,
leather and fabric outerwear, swimwear, sunglasses, optical eyewear, watches,
luggage,  hosiery  and  small  leather  goods.   Women's  product  categories
currently being sold pursuant to license agreements include sportswear, small
leather  goods,  belts,  scarves  and  wraps,  hosiery,  leather  and  fabric
outerwear,   sunglasses,  optical  eyewear,  watches,   jewelry,   fragrance,
swimwear,  and  luggage.  In addition, the Company also  licenses  children's
apparel.


<PAGE>

	The Company recorded net revenues of $135.8 million for the three months
ended  September 30, 2005; a 6.2% decrease over the comparable period in  the
prior  year,  and diluted earnings per share decreased 10.2%  to  $0.53  from
$0.59  over the third quarter of 2004. The Company also recorded net revenues
of  $385.0  million  for the nine months ended September  30,  2005,  a  1.3%
increase  over  the comparable period in the prior year and diluted  earnings
per  share  decreased 0.8% to $1.28 from $1.29 in the prior comparable  year.
The  Company's balance sheet reflected $108.0 million in cash and  marketable
securities,  and had $3 million in short-term borrowings as of September  30,
2005.   The  Company's  strategic plan to elevate and reposition  its  brands
continues.  The  Company believes that the repositioning of its  brands  will
take  the  Company  to its next stage of development, which  will  place  the
Company in the best position to benefit from the consolidation in the  retail
marketplace, and to enable the Company's brands to reach their potential.  As
such,  the  Company  continues  to focus on  designing  and  delivering  high
quality,  fashionable  products,  creating efficient  and  compelling  retail
environments, and maintaining close partnerships with its licensees to ensure
brand quality and distribution integrity.

Results of Operations

     The  following  table  sets forth the Company's  condensed  consolidated
statements  of  income in thousands of dollars and as  a  percentage  of  net
revenues for the three and nine months ended September 30, 2005 and September
30, 2004.

<TABLE>
<CAPTION>
                        Three Months Ended            Six Months Ended
                             September,                  September 30,
                          2005            2004          2005        2004

<S>             <C>        <C>   <C>       <C>   <C>      <C>   <C>      <C>
Net sales       $ 124,720  91.9% $132,929  91.9% $354,293  92.0% $350,000 92.1%
Royalty revenue    11,059   8.1    11,784   8.1    30,719   8.0    30,147  7.9
Net revenues      135,779 100.0   144,713 100.0   385,012 100.0   380,147 100.0
Gross Profit (1)   60,533  44.6    63,624  44.0   172,068  44.7   167,466  44.1
Selling, general
 & administrative
 expenses (2)      47,915  35.3   44,344   30.6   137,058  35.6   125,518 33.0
Operating Income   12,618   9.3   19,280   13.4    35,010   9.1    41,948 11.1
Interest
 income,net         1,952   1.4      330    0.2     3,304   0.9       921  0.2
Income before
 income taxes      14,570  10.7   19,610   13.6    38,314  10.0    42,869 11.3
Income
 Tax expense        3,717   2.7    7,452    5.2    12,264   3.2    16,291  4.3
Net income         10,853   8.0   12,158    8.4    26,050   6.8    26,578  7.0

</TABLE>

(1)  Gross  Profit  may  not be comparable to other entities,  since  some
     entities include the costs related to their distribution network in cost
     of goods sold and others entities, similar to the Company, exclude these
     costs from gross profit, including them instead in a line item such as
     selling, general and administrative expenses.
(2)  Included in SG&A for the nine months ended September 30, 2004 were $1.1
     million in severance and other costs in connection with the closing of the
     Company's east coast distribution facility and transfer of the operation
     to a third-party service provider.

<PAGE>

Three Months  Ended  September  30, 2005  Compared  to  Three  Months  Ended
September 30, 2004

REVENUES:   Consolidated net revenues decreased $8.9  million,  or  6.2%,  to
$135.8  million  for the three months ended September 30,  2005  from  $144.7
million  for  the  three months ended September 30, 2004.   The  decrease  in
revenues  occurred  in  all  of the Company's segments:  Wholesale,  Consumer
Direct and Licensing as further described below in the sections entitled "Net
Sales" and "Licensing Revenue."

NET  SALES:  Wholesale net sales (excluding sales to the  Company's  Consumer
Direct  business segment) decreased $7.0 million, or 7.9%, to $81.5  million,
for  the  three  months ended September 30, 2005 from $88.5 million  for  the
three   months  ended  September  30,  2004.   This  decrease  is   primarily
attributable  to a decrease in sales of the Company's Kenneth Cole  New  York
products, production delays in Reaction men's footwear, and a 23.3%  decrease
in  Unlisted branded footwear, offset by an increase in sales of  17.9%  from
the remaining Reaction product lines.

Net sales in the Company's Consumer Direct segment decreased $1.2 million, or
2.6%,  to  $43.2 million for the three months ended September 30,  2005  from
$44.4 million for the three months ended September 30, 2004.  The decrease in
net  sales is due primarily to a decrease in comparable store sales  of  $3.1
million or 7.6%, offset by an increase of $1.7 million, or 59.1%, related  to
new  stores opened in 2005 and that portion of 2005 sales for stores not open
for all of 2004, and an increase in the Company's Gift Program sales.

LICENSING REVENUE:  Royalty revenue decreased 6.2% to $11.1 million  for  the
three months ended September 30, 2005 from $11.8 million for the three months
ended  September 30, 2004.   The decline in licensing revenues was  primarily
driven  by a decrease in minimum royalty revenues from the Company's  women's
sportswear  licensee, offset by incremental sales from the  Companys's  belts
licensee and incremental minimum royalities from its existing licensees.

GROSS  PROFIT:   Consolidated gross profit, as a percentage of net  revenues,
increased  to 44.6% for the three months ended September 30, 2005 from  44.0%
for the three months ended September 30, 2004.  This increase was primarily a
result  of  an increase in the percentage of net revenues and higher  margins
contributed  by  the  Consumer  Direct  segment.   Consumer  Direct   margins
increased  from  improved  initial mark-ups on  sell-thrus  and  the  mix  of
products.   The  Consumer Direct segment, which operates at  a  higher  gross
profit  level  than the Wholesale segment, had increased revenues as a
percentage  of  net revenues  of 31.8% for the three months ended
September 30, 2005  compared to 30.7% for the three months ended
September 30, 2004, while the Wholesale segment revenues as a  percentage
of net revenues decreased to 60.0% for the three months  ended
September 30, 2005 from 61.2% for the three months ended September 30, 2004.

<PAGE>

SELLING,   GENERAL  AND  ADMINISTRATIVE  EXPENSES:   Selling,   general   and
administrative  expenses,  including  warehousing  and  receiving   expenses,
increased  8.1%  to $47.9 million (or 35.3% of net revenues)  for  the  three
months ended September 30, 2005 from $44.3 million (or 30.6% of net revenues)
for the three months ended September 30, 2004.  Expenses, as a percentage  of
net  revenues, increased primarily due to investments in people and  systems,
the  Company's  loss of leverage on its comparable stores'  sales  base,  and
wholesale operating divisions.

INTEREST  AND  OTHER  INCOME:  Interest and other income  increased  to  $2.0
million  for the three months ended September 30, 2005 from $0.3 million  for
the three months ended September 30, 2004.  The increase was primarily due to
a  $1.2  million gain on the sale of marketable securities during  the  three
months  ended  September 30, 2005, and an average higher rate  of  return  on
investments.

INCOME  TAXES:  The Company's effective tax rate decreased to 25.5%  for  the
three  months ended September 30, 2005 from 38.0% for the three months  ended
September  30,  2004 as a result of a temporary provision  that  allows  U.S.
companies to repatriate earnings from their foreign subsidiaries at a reduced
tax  rate.   The  Company  repatriated prior years' foreign  earnings,  which
resulted  in  approximately $1.5 million in tax savings for the three  months
ended September 30, 2005.

NET INCOME:  As a result of the foregoing, net income decreased 10.7% for the
three months ended September 30, 2005 to $10.9 million (8.0% of net revenues)
from  $12.2  million  (8.4%  of net revenues)  for  the  three  months  ended
September 30, 2004.

Nine months Ended September 30, 2005 Compared to Nine months Ended September
30, 2004

REVENUES:  Consolidated net revenues increased 1.3% to $385.0 million for the
nine  months ended September 30, 2005 from $380.1 million for the nine months
ended  September  30, 2004.  This increase is attributable primarily  to  the
factors  described below in the sections entitled "Net Sales" and  "Licensing
Revenue."

NET  SALES:  Wholesale net sales (excluding sales to the  Company's  Consumer
Direct  business segment) increased $3.1 million or 1.4% for the nine  months
ended  September 30, 2005 to $222.9 million from $219.8 million for the  nine
months ended September 30, 2004.   This increase is primarily attributable to
an increase in sales from the Company's handbag businesses of 17.5%, Reaction
women's  footwear  and  the  introduction  of  the  women's  Tribeca  branded
footwear.   This  was offset by a decrease in Kenneth Cole New  York  branded
footwear of   11.2% and Unlisted branded footwear of 12.7%.

Net sales in the Company's Consumer Direct segment increased $1.2 million  or
0.9%  to $131.4 million for the nine months ended September 30, 2005 compared
to  $130.2 million for the nine months ended September 30, 2004. The increase
in  net  sales  is  due primarily to an increase of $5.8 million,  or  92.1%,
related  to  new  stores opened in 2005 and that portion of  2005  sales  for
stores  not  open  for  all  of 2004, as well as a $2.3  million,  or  79.9%,
increase  in  the  Company's Internet sales and Gift  Program,  offset  by  a
decrease in comparable store sales of $7.0 million or 5.8%.

LICENSING REVENUE:  Royalty revenue increased 1.9% to $30.7 million  for  the
nine  months ended September 30, 2005 from $30.1 million for the nine  months
ended  September  30, 2004. This increase is attributable  primarily  to  the
incremental  minimum  royalties from the Company's existing  licensees,  most
significantly  fragrance  and  watches, offset  by  a  reduction  in  minimum
royalties from the transition of the women's sportswear licensee.

<PAGE>

GROSS  PROFIT:   Consolidated gross profit, as a percentage of net  revenues,
increased  to 44.7% for the nine months ended September 30, 2005  from  44.1%
for  the nine months ended September 30, 2004.  The increase in gross  margin
was  primarily  a  result of an increase in both Consumer Direct  margin  and
Wholesale  margin.   The  increase in Consumer Direct  margin  resulted  from
improved  product  mix  and better sell-thrus with higher  initial  mark-ups,
while  the  Wholesale  segment improved sell-thrus early  in  the  year  from
changes  in  sourcing.   Overall, the Company's  mix  of  revenues  from  its
Wholesale, Consumer Direct, and Licensing segments remained relatively  flat.
Revenues  from  the Consumer Direct segments as a percentage of  net  revenue
decreased  to 34.1% for the nine months ended September 30, 2005  from  34.2%
for  the  nine months ended September 30, 2004, while the revenues  from  the
Wholesale segment as a percentage of net revenues increased to 57.9% for  the
nine  months  ended September 30, 2005, from 57.8% for the nine months  ended
September 30, 2004.

SELLING,   GENERAL  AND  ADMINISTRATIVE  EXPENSES:   Selling,   general   and
administrative  expenses,  including  warehousing  and  receiving   expenses,
increased  9.2%  to $137.1 million (or 35.6% of net revenues)  for  the  nine
months  ended  September  30,  2005 from $125.5  million  (or  33.0%  of  net
revenues)  for  the  nine months ended September 30, 2004.   Expenses,  as  a
percentage of net revenues, increased primarily due to investments in  people
and  systems, the Company's loss of leverage on its comparable stores'  sales
base,  and  increases  in fixed costs from new and expanding  retail  stores.
Included  within Selling, General, and Administrative expenses for  the  nine
months  ended  September  30,  2004  was a  one-time  cost  of  $1.1  million
associated  with  the  closing and transition  of  the  Company's  east  cost
distribution center to a third-party service provider.

INTEREST  AND  OTHER  INCOME:  Interest and other income  increased  to  $3.3
million for the nine months ended September 30, 2005 from approximately  $0.9
million  for  the  nine months ended September 30, 2004.   The  increase  was
primarily  due  to  a $1.2 million gain on the sale of marketable  securities
during the nine months ended September 30, 2005 and an average higher rate of
return on investments.

INCOME  TAXES:  The Company's effective tax rate decreased to 32.0%  for  the
nine  months  ended September 30, 2005 from 38.0% for the nine  months  ended
September  30,  2004 as a result of a temporary provision  that  allows  U.S.
companies to repatriate earnings from their foreign subsidiaries at a reduced
tax. The Company repatriated prior years' foreign earnings, which resulted in
approximately $1.5 million in tax savings for the nine months ended September
30, 2005.

NET  INCOME:  As a result of the foregoing, net income decreased 2.0% for the
nine  months ended September 30, 2005 to $26.1 million (6.8% of net revenues)
from $26.6 million (7.0% of net revenues) for the nine months ended September
30, 2004.

New Accounting and Tax Developments

      In  December 2004, the Financial Accounting Standards Board issued SFAS
No.  123R ("SFAS 123R"), Share-Based Payment.  SFAS 123R requires the Company
to  measure compensation cost for all share-based payments at fair value  for
interim  and  annual  periods.  In April 2005, the  Securities  and  Exchange
Commission deferred implementation of SFAS 123R for certain registrants to no
later  than the beginning of the first fiscal year beginning after  September
15, 2005. The Company is currently evaluating the requirements and impact  of
SFAS  123R on the Company's consolidated financial statements, and will adopt
the provisions of SFAS 123R on January 1, 2006.

<PAGE>

  In  October 2004, Internal Revenue Code Section 965 was enacted as  part
of  the American Job Creation Act.  This is a temporary provision that allows
U.S.  companies to repatriate earnings from their foreign subsidiaries  at  a
reduced  tax  rate  provided that specified conditions and  restrictions  are
satisfied.  In addition, FASB Staff Position FAS 109-2 was issued to  provide
accounting  and  disclosure evidence relating to the repatriation  provision.
The  Company's Board of Directors approved and adopted the repatriation  plan
and,  as  such, the Company has repatriated $7 million of unremitted  foreign
earnings,  which  resulted  in a tax benefit of  approximately  $1.5  million
during  the nine months ended September 30, 2005, as a result of the  Company
providing  for  taxes for the foreign earnings at the prior  staturory  rate.
The  Company expects additional remittances to be between $4 million  and  $6
million  during the quarter ended December 31, 2005, with a related reduction
in income tax expense on the remaining remittances to be between $1.3 million
and  $2.0  million.   The  Company borrowed $3 million  through  its  foreign
subsidiary to fund a portion of these remittances, which is due by  September
2006.

Liquidity and Capital Resources

     The Company uses cash from operations as the primary source of financing
for  its  expansion and seasonal requirements.  Cash requirements  vary  from
time  to  time  as a result of the timing of the receipt of merchandise  from
suppliers,  the delivery by the Company of merchandise to its customers,  and
the level of accounts receivable and due from factors balances.  At September
30,  2005 and December 31, 2004 working capital was $183.8 million and $173.0
million, respectively.

     Cash  provided  by operating activities was $4.8 million  for  the  nine
months  ended September 30, 2005, compared to $0.1 million used in  operating
activities  for  the nine months ended September 30, 2004.  The  increase  in
cash flows provided by operations is primarily attributable to a decrease  in
receivables  and the timing of payables, offset by the benefit  for  deferred
taxes  from  the  dividend  repatriation  resulting  from  the  American  Job
Creations Act.

     Net cash used in investing activities decreased to $30.3 million for the
nine  months ended September 30, 2005 from $64.5 million for the nine  months
ended  September  30, 2004.  Investing activities for the nine  months  ended
September  30,  2005  and  2004 were primarily for capital  expenditures  and
marketable  securities and other investments.  Capital expenditures  for  new
retail store openings and expansions were approximately $5.2 million and $4.5
million for the nine months ended September 30, 2005 and September 30,  2004,
respectively.  The remaining expenditures were used primarily for information
technology  and  office build-out and renovations.  Also, $37.5  million  was
used  to  purchase marketable securities, of which, $6 million  was  used  to
purchase  6  million shares of Bernard Chaus, Inc., simultaneously  with  the
Company's  licensing  agreement with Bernard Chaus,  Inc.,  during  the  nine
months  ended  September 30, 2005.  The Company purchased  $58.0  million  of
marketable  securities during the nine months ended September 30,  2004.   In
addition, the Company received $16.8 million in proceeds related to the  sale
of certain marketable securities.

<PAGE>

     Net  cash  used in financing activities was $2.6 million  for  the  nine
months ended September 30, 2005 compared to  $2.8 million for the nine months
ended  September 30, 2004.   During the nine months ended September 30, 2005,
the  Company declared and paid quarterly cash dividends of approximately $9.5
million  to  common stock shareholders compared to $7.6 million of  dividends
declared  and paid during the nine months ended September 30, 2004. This  was
primarily  offset  by  proceeds from the exercise of stock  options  of  $3.7
million  during  the nine months ended September 30, 2005  compared  to  $4.7
million of proceeds from exercises during the nine months ended September 30,
2004.   In  addition,  the Company entered into a short-term  loan  agreement
related  to  the  Company's repatriation plan and received  $3.0  million  in
proceeds (See New Accounting and Tax Developments.)

       The  Company's  material  obligations  under  contractual  agreements,
primarily commitments for future payments under operating lease agreements as
of September 30, 2005, are summarized as follows:

<TABLE>
<CAPTION>
                               Payments Due by Period
                      Total      1 year or    2-3 years   4-5 years   After 5
                                   less                                years
<S>              <C>          <C>          <C>         <C>         <C>
Operating Leases
     and Other
   Obligations   $221,726,000 $ 28,373,000 $81,869,000 $23,906,000 $87,578,000
   Short-term
   Borrowings       3,000,000    3,000,000
   Purchase
   Obligations     75,110,000   75,110,000
                ---------------------------------------------------------------
   Total
   Contractual
   Obligations   $299,836,000 $106,483,000 $81,869,000 $23,906,000 $87,578,000
                ==============================================================

</TABLE>


     The  Company  utilizes forward contracts to hedge  its  cost  on  future
purchases  of inventory in Euros. These forward contracts are used  to  hedge
against  the  Company's  exposure to changes in the Euro  exchange  rates  to
protect the purchase price of merchandise under such commitments and are  not
held  for  the purpose of trading or speculation. At September 30, 2005,  the
Company  had forward contracts totaling $11.0 million in notional value  with
an unrealized loss of $313,000, net of taxes.

     In  September 2005, in connection with the Company's repatriation  plan,
the  Company's  foreign  subsidiary entered into a  promissory  note  with  a
financial institution, which provided the foreign subsidiary with $3,000,000.
The  note is due in September 2006. Interest is payable monthly at an  annual
rate  equal  to the greater of the prime rate in effect on such date  or  the
Federal  Funds Rate in effect on such date plus .50%.  The agreement contains
a  number  of customary covenants and events of default.  Upon the occurrence
of  an  event  of default, all borrowings and accrued interest  shall  become
immediately  due and payable.  In addition, the Company entered into  a  Cash
Collateral  Pledge  Agreement, for $3,000,000 with a  financial  institution,
which  serves  as  collateral on the loan to the foreign  subsidiary.     The
collateral  will be released to the Company at the time that  the  promissory
note  is  settled with the financial institution, and is included in  Prepaid
Expenses  and  Other Current Assets on the accompanying Consolidated  Balance
Sheet.

      In  2004, the Company entered into an agreement to purchase the  office
building that it is currently leasing for its corporate headquarters  in  New
York  City  providing approximately 119,500 square feet of office  space  for
approximately $24 million.  The closing date must occur by May 2006, with the
specific timing to be determined by the parties based on the ability  of  the
current landlord to satisfy certain terms and conditions.

<PAGE>

     The  Company currently has a line of credit, which allows for borrowings
and  letters  of  credit up to a maximum of $25 million  to  finance  working
capital  requirements.  The Company has no outstanding  advances  under  this
line  of  credit; however, amounts available under the line  of  credit  were
reduced by $6.7 million in standby letters of credit and $0.2 million in open
letters of credit to $18.1 million at September 30, 2005.

     The  Company  believes  that  it  will  be  able  to  satisfy  its  cash
requirements  for  the  next  year, including  requirements  for  its  retail
expansion  and  renovations, office build-out of its corporate  headquarters,
the  purchase of the New York City corporate headquarters, dividend payments,
short-term borrowings, and enhancements to its information systems, primarily
with cash flow from operations and current cash levels.

           The  foregoing commentary should be considered to fall within  the
coverage  of  the  "Safe  Harbor  Statement"  under  the  Private  Securities
Litigation reform Act of 1995 included in this report.


Item 3.  Quantitative and Qualitative Disclosures About Market Risk

     The  Company does not believe it has a material exposure to market risk.
The Company is primarily exposed to currency exchange rate risks with respect
to  its inventory transactions denominated in Euros.  Business activities  in
various  currencies  expose the Company to the risk  that  the  eventual  net
dollar  cash  flows from transactions with foreign suppliers  denominated  in
foreign  currencies may be adversely affected by changes in  currency  rates.
The  Company manages these risks by utilizing forward contracts to hedge  its
cost  on  future purchases.  The Company does not enter into foreign currency
transactions for speculative purposes.   At September 30, 2005,  the  Company
had  forward  contracts  totaling $11.0 million in  notional  value  with  an
unrealized loss of $313,000 net of taxes. The Company's earnings may also  be
affected  by  changes in short-term interest rates as a result of  borrowings
under its line of credit facility.  At the Company's borrowing levels, a  two
percent  increase in interest rates affecting the Company's  credit  facility
would not have a material effect on the Company's year-to-date earnings.


Item 4.  Controls and Procedures

Evaluation of disclosure controls and procedures

      The  Company's Chief Executive Officer and Chief Financial Officer have
evaluated  the  effectiveness  of  the  Company's  "disclosure  controls  and
procedures"  (as defined in Rules 13a-15(e) and 15d-15(e) of  the  Securities
Exchange Act of 1934, as amended) as of the end of the period covered by this
quarterly  report, and have concluded that the Company's disclosure  controls
and   procedures  were  effective  and  designed  to  ensure  that   material
information   relating   to  the  Company  and  the  Company's   consolidated
subsidiaries would be made known to them by others within those  entities  to
allow timely decisions regarding required disclosures.

<PAGE>

Changes in internal control over financial reporting

      There were no changes in the Company's internal controls over financial
reporting  during  the  period covered by this report  that  have  materially
affected,  or  are  reasonably  likely to materially  affect,  the  Company's
internal control over financial reporting.

Part II - OTHER INFORMATION

Item 1.                              Legal Proceedings.

     In  2004, a purported class action lawsuit was filed against the Company
in  the  Superior  Court of California for the County of  Los  Angeles.   The
individual  plaintiffs  are  current or former store  managers  or  assistant
managers  who  purport  to  bring  suit on behalf  of  themselves  and  other
similarly situated store managers and assistant managers. In 2005,  a  second
purported  class  action was filed on behalf of floor supervisors.   In  each
case,  the plaintiffs allege, among other claims, that they worked hours  for
which   they  were  entitled  to  receive,  but  did  not  receive,  overtime
compensation  under  California law. The lawsuits  seek  damages,  penalties,
restitution,  reclassification and attorneys' fees  and  costs.  The  Company
denies  the  allegations in each complaint and plans to  defend  the  actions
vigorously.

      In  addition,  the  Company is, from time to time,  a  party  to  other
litigation that arises in the normal course of its business operations.   The
Company  is  not  presently a party to any such litigation that  it  believes
would  have  a  material adverse effect on its business operations,  and  has
adequately reserved for all such matters.

Item 1A.  Risk Factors.  None

Item 2.   Unregistered Sales of Equity Securities and Use of Proceeds.  None

Item 3.   Defaults Upon Senior Securities. None

Item 4.   Submission of Matters to a Vote of Security Holders.  None

Item 5.   Other Information. None

Item 6.   Exhibits.

10.22     Termination Agreement between Susan Hudson and Kenneth Cole
          Productions, Inc. dated October 11, 2005.

31.1    Certification  of  Chief  Executive Officer  pursuant  to  Securities
        Exchange Act Rule 13a-14 and 15d-14, as adopted pursuant to Section 302
        of the Sarbanes-Oxley Act of 2002.
31.2    Certification  of  Chief  Financial Officer  pursuant  to  Securities
        Exchange Act Rule 13a-14 and 15d-14, as adopted pursuant to Section 302
        of the Sarbanes-Oxley Act of 2002.
32.1    Certification of Chief Executive Officer pursuant to 18 U.S.C. Section
        1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of
        2002.
32.2    Certification of Chief Financial Officer pursuant to 18 U.S.C. Section
        1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of
        2002.


 <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.


                                   Kenneth Cole Productions, Inc.
                                   Registrant



November 4, 2005                   /s/ DAVID P. EDELMAN
                                   David P. Edelman
                                   Chief Financial Officer





<PAGE>




                                                                 Exhibit 31.1

                CERTIFICATION OF CHIEF EXECUTIVE OFFICER

I, Kenneth D. Cole, certify that:

1.  I have reviewed this quarterly report on Form 10-Q being filed by Kenneth
Cole Productions, Inc.;

2.   Based  on my knowledge, the report does not contain any untrue statement
of  a  material fact or omit to state a material fact necessary to  make  the
statements  made, in light of the circumstances under which  such  statements
were made, not misleading with respect to the period covered by the report;

3.   Based  on  my  knowledge, the financial statements, and other  financial
information  included in the report, fairly present in all material  respects
the  financial  condition,  results  of operations  and  cash  flows  of  the
registrant as of, and for, the periods presented in the report;

4.   The  registrant's  other certifying officer and I  are  responsible  for
establishing and maintaining disclosure controls and procedures  (as  defined
in  Exchange  Act  Rules 13a-15(e) and 15d-15(e)) and internal  control  over
financial  reporting  (as defined in Exchange Act Rules  13a-15(f)  and  15d-
15(f)) for the registrant and have:

  (a)   Designed  such  disclosure controls and procedures,  or  caused  such
     disclosure controls and procedures to be designed under our supervision to
     ensure that material information relating to the registrant, including its
     consolidated  subsidiaries, is made known to us by others  within  those
     entities, particularly during the period in which this quarterly report is
     being prepared;

  (b)  Designed such internal control over financial reporting, or caused such
     internal  control  over  financial reporting to be  designed  under  our
     supervision, to provide reasonable assurance regarding the reliability of
     financial reporting and the preparation of financial statements for
     external purposes in accordance with generally accepted accounting
     principles.

  (c)  Evaluated the effectiveness of the registrant's disclosure controls and
     procedures  and  presented  in this report  our  conclusions  about  the
     effectiveness of the disclosure controls and procedures, as of the end of
     the period covered by this report based on such evaluation; and

  (d)  Disclosed in this report any change in the registrant's internal control
     over financial reporting that occurred during the registrant's most recent
     fiscal quarter that has materially affected, or is reasonably likely  to
     materially  affect,  the  registrant's internal control  over  financial
     reporting; and

<Page>

5.   The registrant's other certifying officer and I have disclosed, based on
our  most recent evaluation of internal control over financial reporting,  to
the  registrant's auditors and the audit committee of the registrant's  board
of directors (or persons performing the equivalent functions):

  (a)   All significant deficiencies and material weaknesses in the design or
     operation of internal control over financial reporting which are
     reasonably likely  to adversely affect the registrant's ability to
     record, process, summarize and report financial information; and

  (b)   Any fraud, whether or not material, that involves management or other
     employees who have a significant role in the registrant's internal control
     over financial reporting.




                                   By:     /s/ KENNETH D. COLE
                                   ---------------------------
                                   Kenneth D. Cole
                                   Chief Executive Officer



Date:  November 4, 2005




 <PAGE>

                                                                 Exhibit 31.2

                CERTIFICATION OF CHIEF FINANCIAL OFFICER

I, David P. Edelman, certify that:

1.  I have reviewed this quarterly report on Form 10-Q being filed by Kenneth
Cole Productions, Inc.;

2.    Based on my knowledge, the report does not contain any untrue statement
of  a  material fact or omit to state a material fact necessary to  make  the
statements  made, in light of the circumstances under which  such  statements
were made, not misleading with respect to the period covered by the report;

3.   Based  on  my  knowledge, the financial statements, and other  financial
information  included in the report, fairly present in all material  respects
the  financial  condition,  results  of operations  and  cash  flows  of  the
registrant as of, and for, the periods presented in the report;

4.   The  registrant's  other certifying officer and I  are  responsible  for
establishing and maintaining disclosure controls and procedures  (as  defined
in  Exchange  Act  Rules 13a-15(e) and 15d-15(e)) and internal  control  over
financial  reporting  (as defined in Exchange Act Rules  13a-15(f)  and  15d-
15(f)) for the registrant and have:

  (a)   Designed  such  disclosure controls and procedures,  or  caused  such
     disclosure controls and procedures to be designed under our supervision to
     ensure that material information relating to the registrant, including its
     consolidated  subsidiaries, is made known to us by others  within  those
     entities, particularly during the period in which this quarterly report is
     being prepared;

  (b)  Designed such internal control over financial reporting, or caused such
     internal  control  over  financial reporting to be  designed  under  our
     supervision, to provide reasonable assurance regarding the reliability of
     financial reporting and the preparation of financial statements for
     external purposes in accordance with generally accepted accounting
     principles;

  (c)  Evaluated the effectiveness of the registrant's disclosure controls and
     procedures  and  presented  in this report  our  conclusions  about  the
     effectiveness of the disclosure controls and procedures, as of the end of
     the period covered by this report based on such evaluation; and

  (d)  Disclosed in this report any change in the registrant's internal control
     over financial reporting that occurred during the registrant's most recent
     fiscal quarter that has materially affected, or is reasonably likely  to
     materially  affect,  the  registrant's internal control  over  financial
     reporting; and

<PAGE>

5.   The registrant's other certifying officer and I have disclosed, based on
our  most recent evaluation of internal control over financial reporting,  to
the  registrant's auditors and the audit committee of the registrant's  board
of directors (or persons performing the equivalent functions):

  (a)   All significant deficiencies and material weaknesses in the design or
     operation of internal control over financial reporting which are
     reasonably likely  to adversely affect the registrant's ability to
     record, process, summarize and report financial information; and

  (b)   Any fraud, whether or not material, that involves management or other
     employees who have a significant role in the registrant's internal control
     over financial reporting.




                                   By:  /s/ DAVID P. EDELMAN
                                   -------------------------
                                   David P. Edelman
                                   Chief Financial Officer



Date:  November 4, 2005



<PAGE>




                                                                 Exhibit 32.1
                        CERTIFICATION PURSUANT TO
                         18 U.S.C. SECTION 1350,
                         AS ADOPTED PURSUANT TO
              SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In  connection  with the Quarterly Report of Kenneth Cole  Productions,  Inc.
(the  "Company")  on Form 10-Q for the period ending September  30,  2005  as
filed  with  the Securities and Exchange Commission on the date  hereof  (the
"Report"),  I, Kenneth D. Cole, Chairman and Chief Executive Officer  of  the
Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant  to
Section 906 of the Sarbanes-Oxley Act of 2002, that:
       (1)  The  Report fully complies with the requirements  of  Section
13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

       (2) The information contained in the Report fairly presents, in all
material respects, the financial condition and results of operations  of  the
Company.

/s/ KENNETH D. COLE
Kenneth D. Cole
Chairman and Chief Executive Officer
Kenneth Cole Productions, Inc.
November 4, 2005






<PAGE>
                                                                 Exhibit 32.2
                        CERTIFICATION PURSUANT TO
                         18 U.S.C. SECTION 1350,
                         AS ADOPTED PURSUANT TO
              SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In  connection  with the Quarterly Report of Kenneth Cole  Productions,  Inc.
(the  "Company")  on Form 10-Q for the period ending September  30,  2005  as
filed  with  the Securities and Exchange Commission on the date  hereof  (the
"Report"),  I,  David  P. Edelman, Chief Financial Officer  of  the  Company,
certify,  pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of  the Sarbanes-Oxley Act of 2002, that:
       (1)  The  Report fully complies with the requirements  of  Section
13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

       (2) The information contained in the Report fairly presents, in all
material respects, the financial condition and results of operations  of  the
Company.

/s/ DAVID P. EDELMAN
David P. Edelman
Chief Financial Officer
Kenneth Cole Productions, Inc.
November 4, 2005


<PAGE>



                                                          Exhibit 10.22


October 5, 2005

Dear Susan,

It  is  hereby  agreed by and between you and Kenneth Cole Productions,  Inc.
(together with its subsidiaries, divisions and affiliates, the "Company"):

1.   Your  maternity leave will continue through January 15,  2006  at  which
     point your employment with the Company will end.  From today forward, you
     will  accrue no benefits except as otherwise provided for in this letter
     agreement (the "Agreement").  From now through January 15, 2006, you
     agree to make yourself reasonably available to effectuate a smooth
     transition of your prior duties.

2.   In  return for your promises herein, the Company agrees to provide,  and
     you agree to accept, the following payments and benefits as a full and
     final severance settlement:

     a.   A lump sum payment of $200,000 upon expiration of the revocation
          period provided in Paragraph 17 below;
     b.   Base  salary continuation through January 15, 2006 at the  rate  of
          $17,307.69 bi-weekly;

     c.   Base salary continuation from January 16, 2006 through January 15,
          2007 at the rate of $9,615.38 bi-weekly;

     d.   You will receive a bonus of $56,000.00 for the 2005 fiscal year
          payable at such time as executives with similar titles receive their
          bonuses, expected to be on or about March 1, 2006;

     e.   Continued group medical, dental and life insurance until the
          termination of severance payments under Subparagraph 2(c) or until
          you become eligible for coverage as the result of accepting a
          position with a new employer, whichever shall first occur or as
          otherwise required by COBRA or other law;

     f.   You  will continue to vest during the period of salary continuation
          pursuant to Paragraphs 2(b) and (c) in the Variable Life Insurance
          Policy underlying the Supplemental Employee Retirement Plan
          established by the Company on your behalf, it being understood that
          the Company will contribute $85,000.00 to such policy on your behalf
          for the 2005 fiscal year; and

     g.   Reimbursement for business expenses incurred by you in connection
	  with Company business prior to this date, all in accordance with the
          Company's policies and practices.  All requests for reimbursement
          Must be submitted for approval as soon as reasonably possible,
          preferably within 30 days of incurring the underlying expense.

<PAGE>

3.   Your stock options and restricted stock will continue to vest during the
     period of salary continuation pursuant to Paragraph 2(a) until the
     earlier of January 15, 2007 or the date on which you commence alternate
     employment or self-employment.  Stock options may only be exercised during
     that period, and all options which have not vested and been exercised at
     the conclusion of such continuation period will expire automatically.

4.   All  payments mentioned in Paragraph 2 above, and the exercise of  stock
     options and sale of stock in Paragraph 3 above, shall be subject to  any
     applicable withholding required by law and to the provisions herein.

5.   The consideration described in Paragraphs 2 and 3 above shall constitute
     full and complete satisfaction of any and all amounts properly due and
     owing to you as a result of your employment by the Company and/or the
     termination of that employment.

6.   In  further  consideration for the foregoing,  you  hereby  release  and
     discharge the Company and each and every parent, subsidiary, or
     affiliated or related corporation of the Company, and each of their
     directors, officers, agents,  servants, and employees, past and present,
     and  each of them(hereinafter collectively referred to as "Releasees")
     from any  and all claims, demand, liens, agreements, contracts, covenants,
     actions, suits, causes of action, obligations, debts, expenses, damages,
     judgments, orders and  liabilities of whatever kind or nature in law,
     equity or otherwise, whether now known or unknown, suspected or
     unsuspected, and whether or not concealed or hidden, which you now own or
     hold or have at any time heretofore owned or held as against these
     Releasees, inclusive of, and without limiting the generality of the
     foregoing, any and all claims, demands, agreements, obligations and
     causes of action, known or unknown, suspected or unsuspected by  you
     arising  out of or in any way connected with any transaction occurrences,
     acts or omissions occurring prior to the date hereof regarding your
     employment relationship  with the Releasees,  or  any  of  them.
     Notwithstanding the foregoing, in no event shall you be deemed  by  this
     Paragraph 6 to have released any rights or claims you may have for
     payments or benefits under this Agreement, other vested benefits (e.g. in
     your 401(k)account), or rights to indemnification or contribution or to
     the protection of liability insurance policies of the Company.

7.   You  further  agree  that you shall, upon reasonable  notice,  and  upon
     reimbursement for reasonable expenses, fully cooperate with the
     Releasees, or any of them (including testifying and appearing for
     depositions and trial preparation) regarding any dispute, claim,
     litigation, or investigation, inquiry, or proceeding by any governmental
     agency, concerning any matter with which you were involved while working
     for the Releasees or any of them.

8.   You  further  agree that you will not initiate or maintain any  suit  or
     action before any federal, state or local judicial or administrative forum
     with respect to any matter arising out of or connected with your
     employment by  the  Company or the termination of that employment.
     This  provision specifically applies, without limitation, to actions
     initiated before  a federal or state administrative agency alleging
     employment discrimination on the  basis of sex, race, age, religion,
     nationality, sexual orientation, disability, or any other basis protected
     by law.  You agree that a breach of this covenant not to sue will leave
     you liable for all resulting damages, including legal expenses.
<PAGE>

9.   As  a  result of your employment, you have had disclosed to you  certain
     information of a secret or confidential nature not in the public  domain
     including, but not limited to, the Releasees' design, costing, sourcing,
     manufacturing,  merchandising,  marketing,  sales  and  sales  promotion
     activities, and export, licensing and distribution arrangements (whether
     actual  or  anticipated)  as well as sensitive financial  and  personnel
     information.  You represent and warrant that you have returned and  will
     return  all  such information, as well as any Company property  in  your
     possession, to the Releasees, and will not retain any copies thereof.  You
     agree  that  you will not use or disclose to third parties or  otherwise
     disseminate any such secret, confidential or proprietary information of
     the Releasees.   You further agree that you will not make any statements
     or comments of a defamatory or disparaging nature to third parties
     regarding any Releasee or any of its or their respective officers,
     directors, personnel or products.  The Company agrees that it will cause
     its officers and directors to  refrain  from making any statements or
     comments of a  defamatory or disparaging nature to third parties
     regarding you.  In the event that either party wishes to make a public
     announcement regarding your departure, that announcement will be subject
     to the prior approval of both parties, such approval not to be
     unreasonably withheld.

10.  You  further  agree  to  refrain from soliciting  any  employee  of  the
     Releasees  to  terminate his/her employment or from hiring (directly  or
     indirectly) any employee of the Releasees, or any of them, for a period
     of 24 months from January 15, 2006.  Any failure to comply with the
     provisions of this Paragraph shall relieve the Company of any of its
     obligations pursuant to this Agreement, in addition to any other remedies
     it may have at law or equity.

11.  You  further  agree  that  from  now until  July  15,  2006  (the  "Non-
     Competitive Period"), you shall not, directly or indirectly,  as  owner,
     partner, joint venture, stockholder, employee, broker, agent, principal,
     trustee, corporate officer, director, licensor, or in any capacity
     whatsoever engage in, become financially interested in, be employed by,
     render  any consultation or business advice with respect to, or have any
     connection with, any business which is competitive with, products or
     services of the Company, in  any  geographic area where, at the time of
     the termination  of  your employment hereunder, the business of the
     Company or its affiliates was being conducted or was proposed to be
     conducted in any manner whatsoever; provided, however, that you may own
     any securities of any corporation which is engaged in such business and
     is publicly owned and traded but in an amount not to exceed at any one
     time one percent (1%) of any class of stock or securities of such
     corporation.   In addition, you shall not, directly or indirectly,
     during the Non-Competitive Period, request or cause any supplier or
     customer with whom the Company or its affiliates has a business
     relationship to cancel or  terminate  any such business relationship with
     the  Company  or  its affiliates.

12.  You  acknowledge  that the Company and its affiliates  conduct  business
     throughout North, Central and South America, the Pacific Rim and Europe,
     that its sales and marketing prospects are for continued expansion, and
     that, therefore, the territorial and time limitations set forth in this
     Agreement are  reasonable and properly required for the adequate
     protection of the business  of  the  Company and its affiliates.  In the
     event  any  such territorial or time limitation is deemed to be
     unreasonable by a court of competent jurisdiction, you agree to the
     reduction of the territorial or time limitation to the area or period
     which such court shall deem reasonable.

<PAGE>

13.  In  addition to other remedies that may be available to the Company, you
     agree that should you engage in any competitive activity described in this
     Paragraph at any time before July 15, 2006, the Company's obligations to
     make payments as described in Paragraph 2 above shall cease.

14.  You  further  agree that you shall not disclose this  Agreement  or  its
     terms to any other person, except to your attorneys, your immediate family
     or as may be required by law.

15.  You hereby acknowledge that no promise or inducement has been offered to
     you, except as expressly stated herein, and that you are relying on none.
     This Agreement constitutes the full and complete understanding and
     agreement of the parties, supercedes all prior representations,
     understandings and agreements relating to the subject matter hereof and
     cannot be  amended, changed, or modified in any respect without the
     written consent  of  the parties hereto.

16.  You acknowledge that you have carefully read and fully understand all of
     the  provisions  of this Agreement and that you are entering  into  this
     Agreement voluntarily.

17.  You  acknowledge  that  you  have been encouraged  to  consult  with  an
     attorney regarding the provisions of this Agreement.

18.  You  acknowledge  that  you have forty-five (45) days  within  which  to
     consider this Agreement and seven (7) days following your execution of
     this Agreement to revoke the Agreement and that the Agreement does not
     become effective or enforceable until this revocation period has expired.
     Any revocation  shall be in writing and directed by overnight  delivery
     to: Kenneth Cole Productions, Inc., Michael F. Colosi, 603 West 50th
     Street, New York, New York 10019.

19.  The  invalidity  or  unenforceability of  any  particular  provision  or
     provisions of this Agreement shall not affect the other provisions hereof,
     and this Agreement shall be construed in all respects as if such invalid
     or unenforceable provisions had been omitted.

20.  Should any disagreement, claim or controversy arise between you and  the
     Company with respect to this Agreement, the same may be enforced at  the
     option of either party by arbitration in New York, New York before a
     single arbitrator  in accordance with the Commercial Arbitration Rules
     of  the American Arbitration Association. The award of the arbitrator
     with respect to such disagreement, claim or controversy shall be
     enforceable in any court of competent jurisdiction and shall be binding
     on the parties hereto.  This provision notwithstanding, the provisions of
     Paragraphs 7, 8, 9, 10, 11 or 13 may be enforced by judicial action for
     equitable relief.  You consent to the personal jurisdiciton of the Courts
     of the State of New York (including the United States District Court for
     the Southern District of New York) in any proceedings for equitable
     relief.  You further agree not to interpose any objection or defense
     based on lack of personal jurisdiction or improper venue
     in  any such proceeding or interpose any defense that the Company has an
     adequate remedy at law or that the injury suffered by the Company is not
     irreparable.

<PAGE>

21.  This  letter  agreement shall be binding upon and  shall  inure  to  the
     benefit of the successors, heirs and assigns of the parties.

22.  This  letter agreement shall be governed by and construed in  accordance
     with the laws of the State of New York, without regard to its provisions
     as to choice of laws, except insofar as the Federal Arbitration Act
     applies.

Please  sign both copies of this letter agreement and return them to  me.   A
fully executed original will be returned to you.


Very truly yours,

KENNETH COLE PRODUCTIONS, INC.


/s/Linda Nash Merker
Linda Nash Merker
Senior Vice President,
Human Resources


Agreed to and accepted this

The 11th day of October 2005


/s/Susan Q. Hudson
Susan Q. Hudson