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 June 30, 1997


          ( ) 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)

         152 West 57th 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 the number of shares of each of the issuer's classes of common stock,
as of the latest practicable date:

            Class                             August 12, 1997
            -----                                            

Class A Common Stock ( $.01 par value)            7,369,556
Class B Common Stock ( $.01 par value)            5,785,398


<PAGE>


                         Kenneth Cole Productions, Inc.
                                  Index to 10-Q

<TABLE>
<CAPTION>
Part I.  FINANCIAL INFORMATION
<S>                                                                                                  <C>
Item 1.  Financial Statements (Unaudited)

         Consolidated Balance Sheets as of June 30, 1997 and December 31, 1996 ..................    3

         Consolidated Statements of Income for the three month and six month
         periods ended June 30, 1997 and 1996 ...................................................    5

         Consolidated Statement of Changes in Shareholders' Equity for the six
         month period ended June 30, 1997 .......................................................    6

         Consolidated Statements of Cash Flows for the six month periods
         ended June 30, 1997 and 1996 ...........................................................    7

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

Item 2.  Management's Discussion and Analysis of Results of Operations
         and Financial Condition ................................................................    9

Part II. OTHER INFORMATION

Item 1.  Legal Proceedings ......................................................................   13

Item 2.  Changes in Securities ..................................................................   13

Item 3.  Defaults Upon Senior Securities ........................................................   13

Item 4.  Submission of Matters to a Vote of Security Holders ....................................   13

Item 5.  Other Information ......................................................................   14

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

Signatures ......................................................................................   15

Index of Exhibits ...............................................................................   16
</TABLE>


                                       2
<PAGE>



                 Kenneth Cole Productions, Inc. and Subsidiaries

                           Consolidated Balance Sheets



                                                        June 30,    December 31,
                                                          1997          1996
                                                       -------------------------
                                                       (Unaudited)

Assets
Current assets:
   Cash                                                $ 1,406,000   $ 1,626,000
   Due from factors                                     20,155,000    17,976,000
   Accounts receivable, net                              2,731,000     3,339,000

   Inventories                                          29,302,000    29,265,000
   Prepaid expenses and other current assets               871,000     1,001,000
   Deferred taxes                                          755,000       755,000
                                                       -------------------------
Total current assets                                    55,220,000    53,962,000

Property and equipment
   Furniture and fixtures                                3,939,000     3,234,000
   Machinery and equipment                               3,348,000     2,916,000
   Leasehold improvements                                6,838,000     6,610,000
                                                       -------------------------
                                                        14,125,000    12,760,000
   Less accumulated depreciation and amortization        4,324,000     3,428,000
                                                       -------------------------
Net property and equipment                               9,801,000     9,332,000
                                                       -------------------------

Other assets:
   Deferred taxes                                          145,000       145,000
   Deposits and sundry                                   2,137,000     1,816,000
                                                       -------------------------
Total other assets                                       2,282,000     1,961,000
                                                       -------------------------
Total assets                                           $67,303,000   $65,255,000
                                                       =========================


          See accompanying notes to consolidated financial statements.


                                       3
<PAGE>



                 Kenneth Cole Productions, Inc. and Subsidiaries

                           Consolidated Balance Sheets

<TABLE>
<CAPTION>
                                                               June 30      December 31,
                                                                 1997           1996
                                                             ---------------------------
                                                             (Unaudited)
<S>                                                         <C>             <C>         
Liabilities and shareholders' equity 
Current liabilities:
   Accounts payable                                         $  6,644,000    $ 12,738,000
   Accrued expenses and other current liabilities              2,153,000       2,376,000
   Advances due under revolving credit facility and
     current portion of long-term debt                         4,405,000         489,000
   Income taxes payable                                          331,000       1,247,000
   Deferred license income                                       575,000          89,000
                                                            ----------------------------
Total current liabilities                                     14,108,000      16,939,000
                                                            ----------------------------

Deferred rent payable                                            710,000         521,000
Other non-current liabilities                                  1,498,000       1,196,000

Shareholders' equity
   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, 7,369,556
     and 7,353,179 outstanding in 1997
     and 1996                                                     74,000          74,000
   Class B common stock, par value $.01,
      6,000,000 shares authorized, 5,785,398 outstanding          58,000          58,000
   Additional paid-in capital                                 19,306,000      19,104,000
   Cumulative translation adjustment                              71,000
   Retained earnings                                          31,478,000      27,432,000
   Deferred compensation                                                         (69,000)
                                                            ----------------------------

Total shareholders' equity                                    50,987,000      46,599,000
                                                            ----------------------------
Total liabilities and shareholders' equity                  $ 67,303,000    $ 65,255,000
                                                            ============================
</TABLE>


          See accompanying notes to consolidated financial statements.



                                       4
<PAGE>

                 Kenneth Cole Productions, Inc. and Subsidiaries

                        Consolidated Statements of Income
                                   (Unaudited)
<TABLE>
<CAPTION>
                                                              Three Months Ended                      Six Months Ended
                                                                   June 30                                June 30
                                                         -------------------------------       --------------------------------
                                                             1997              1996                 1997              1996
                                                         -------------------------------       --------------------------------
<S>                                                      <C>                <C>                <C>                 <C>         
Net sales                                                $ 40,352,000       $ 35,019,000       $ 85,262,000        $ 70,129,000
Cost of goods sold                                         26,375,000         20,707,000         53,669,000          41,032,000
                                                         -------------------------------       --------------------------------
Gross profit                                               13,977,000         14,312,000         31,593,000          29,097,000

Licensing and other income                                  1,212,000            639,000          2,268,000           1,155,000

Selling, general and administrative and
   shipping and warehousing
                                                           13,779,000         10,399,000         26,919,000          20,649,000
                                                         -------------------------------       --------------------------------
Operating income                                            1,410,000          4,552,000          6,942,000           9,603,000
                                                         -------------------------------       --------------------------------

Interest (income) expense, net                                 87,000           (26,000)            199,000              15,000

Income before provision for income taxes                    1,323,000          4,578,000          6,743,000           9,588,000
                                                         
Provision for income taxes                                    529,000          1,877,000          2,697,000           3,931,000
                                                         -------------------------------       --------------------------------
Net income                                               $    794,000       $  2,701,000       $  4,046,000        $  5,657,000
                                                         ===============================       ================================

Net income per share                                     $        .06       $        .20       $        .30        $        .42
                                                         ===============================       ================================
</TABLE>


          See accompanying notes to consolidated financial statements.



                                       5
<PAGE>



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

<TABLE>
<CAPTION>
                                   Class A                Class B
                                Common Stock            Common Stock         
                                ------------            ------------            Total     Cummulative   
                             Number                   Number                   Common     Translation   
                           of shares      Amount    of shares     Amount        Stock      Adjustment   
                           ---------      ------    ---------     ------        -----      ----------   

Shareholders' equity
<S>                        <C>            <C>        <C>            <C>        <C>            <C>      
   January 1, 1997         7,353,179      $74,000    5,785,398      $58,000    $132,000                
                                                                             
                                                                             
Exercise of Stock             16,377                                         
   Options                                                                                             
                                                                             
Net Income                                                                                             
                                                                             
Translation Adjustment                                                                          71,000 
                                                                             
Amortization of                                                                                        
   deferred compensation                                                     
                         ==============================================================================
                                                                             
Shareholders' equity       7,369,556      $74,000    5,785,398      $58,000    $132,000        $71,000 
   June 30, 1997                                                             
                         ==============================================================================

<CAPTION>
                                                                   
                                                               
                                                                             
                          Additional                Deferred              
                           Paid-in     Retained     Compen-              
                           Capital     Earnings      sation      Total 
                           -------     --------      ------      ----- 
<S>                      <C>          <C>             <C>        <C>          
Shareholders' equity
   January 1, 1997       $19,104,000  $27,432,000     ($69,000)  $46,599,000
                                                                 
                                                                 
Exercise of Stock                                                
   Options                   202,000                                 202,000
                                                                 
Net Income                              4,046,000                  4,046,000
                                                                 
Translation Adjustment                                                71,000
                                                                 
Amortization of                                         69,000        69,000
   deferred compensation                                         
                        ========================================================

Shareholders' equity     $19,306,000  $31,478,000                $50,987,000
   June 30, 1997
                        ========================================================
</TABLE>


          See accompanying notes to consolidated financial statements.


                                       6
<PAGE>

                 Kenneth Cole Productions, Inc. and Subsidiaries
                Consolidated Statements of Cash Flows (Unaudited)

<TABLE>
<CAPTION>
                                                                         Six Months Ended
                                                                              June 30
                                                                         1997          1996
                                                                    --------------------------
<S>                                                                 <C>            <C>        
Cash flows from operating activities

Net income                                                          $ 4,046,000    $ 5,657,000
Adjustments to reconcile  net income to net cash
   (used in) provided by operating
   activities:
     Depreciation and amortization                                      896,000        479,000
     Amortization of deferred compensation                               69,000        116,000
     Provision for doubtful accounts                                      5,000
     Changes in assets and liabilities:
       Increase in due from factors                                  (2,179,000)    (3,638,000)
       Decrease (increase) in accounts receivable                       603,000       (108,000)
       Increase in inventories                                          (37,000)    (5,915,000)
       Decrease in prepaid expenses and other current assets            130,000        274,000
       Increase in deposits                                            (321,000)      (443,000)
       Decrease in accounts payable                                  (6,094,000)      (545,000)
       (Decrease) increase in income taxes payable                     (848,000)     1,869,000
       Increase in accrued expenses and other current liabilities       239,000        487,000
       Increase in other non-current liabilities                        491,000        286,000
                                                                    --------------------------
Net cash used in operating activities                                (3,000,000)    (1,481,000)

Cash flows from investing activities

Acquisition of property and equipment, net                           (1,365,000)    (1,236,000)
                                                                    --------------------------
Net cash used in investing activities                                (1,365,000)    (1,236,000)

Cash flows from financing activities

Proceeds from revolving line of credit, net                           3,940,000      1,485,000
Proceeds from exercise of stock options                                 134,000         64,000
                                                                    --------------------------
Net cash provided by financing activities                             4,074,000      1,549,000

Effect of exchange rate changes on cash                                  71,000
                                                                    --------------------------
Net decrease in cash                                                   (220,000)    (1,168,000)
Cash, beginning of period                                             1,626,000      2,204,000
                                                                    --------------------------
Cash, end of period                                                 $ 1,406,000    $ 1,036,000
                                                                    ==========================
Supplemental  disclosures of cash flow  information

Cash paid during the period for:
   Interest                                                         $   245,000    $    62,000
   Income taxes                                                     $ 3,545,000    $ 1,857,000
</TABLE>



          See accompanying notes to consolidated financial statements.



                                       7
<PAGE>

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


General

The accompanying  unaudited consolidated financial statements have been prepared
in  accordance  with  generally  accepted  accounting   principles  for  interim
financial information.  Accordingly,  they do not include all of the information
and footnotes required by generally accepted accounting  principles for complete
financial  statements.  The data  contained in these  financial  statements  are
unaudited  and are subject to year end  adjustment,  however,  in the opinion of
management, all adjustments (consisting of normal recurring accruals) considered
necessary for a fair presentation have been included.  Operating results for the
three and six month periods ended June 30, 1997 are not  necessarily  indicative
of the results  that may be expected for the year ended  December 31, 1997.  For
further  information,   refer  to  the  consolidated  financial  statements  and
footnotes  thereto  included in the Company's annual report on Form 10-K for the
year ended December 31, 1996.

The balance  sheet at December 31, 1996 was derived  from the audited  financial
statements.

Earnings Per Share

The Company  calculates  earning per share ("EPS") in accordance with Accounting
Principles  Board Opinion 15, "Earning per share" ("APB 15").  Earning per share
is based on the  weighted  average  number of shares of common  stock and common
stock equivalents, if dilutive, outstanding during each period.

In March 1997,  the Financial  Accounting  Standards  Board (the "FASB")  issued
Statement  of  Financial  Accounting  Standards  No.  128,  "Earning  per Share"
("SFAS128"),  which upon  adoption  will  supersede  APB 15 and is  intended  to
simplify and  harmonize  the EPS  calculations  in the United  States with those
common  in other  countries  and to  present  two EPS  calculations:  (i)  basic
earnings  per common  share  which is  computed  by  dividing  net income by the
weighted average number of shares of common stock outstanding during the periods
presented,  and (ii) diluted  earnings per common share,  which is determined on
the assumption that options issued to employees are exercised and repurchased at
the average price for the periods presented. SFAS 128 is effective for financial
statements for the year ended December 31, 1997.  Under SFAS 128, basic earnings
per share for the three and six month  period  ended June 30, 1997 would be $.06
and $.31 per share.


                                       8
<PAGE>


                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS



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 sales for the
quarter  ended June 30, 1997 and June 30, 1996 and for the six months ended June
30, 1997 and June 30, 1996.

<TABLE>
<CAPTION>
                                                                    Three Months ended
                                                                    ------------------
                                                   June 30, 1997                          June 30, 1996
                                                   -------------                          -------------

(in thousands)

<S>                                         <C>                 <C>                <C>                 <C>   
Net sales                                   $40,352             100.0%             $35,019             100.0%
Gross Profit                                 13,977              34.6               14,312              40.9
Licensing income                              1,212               3.0                  639               1.8
Selling, general and
   administrative expenses                   13,779              34.1               10,399              29.7
Operating income                              1,410               3.5                4,552              13.0
Interest expense (income), net                   87                .2                  (26)              0.1
Income before income taxes                    1,323               3.3                4,578              13.1
Income tax expense                              529               1.3                1,877               5.4
Net income                                      794               2.0                2,701               7.7

                                                                      Six Months ended
                                                                      ----------------
                                                    June 30, 1997                            June 30, 1996
                                                    -------------                            -------------

(in thousands)

Net sales                                   $ 85,262             100.0%             $ 70,129              100.0%
Gross Profit                                  31,593              37.1                29,097               41.5
Licensing income                               2,268               2.6                 1,155                1.6
Selling, general and
   administrative expenses                    26,919              31.6                20,649               29.4
Operating income                               6,942               8.1                 9,603               13.7
Interest expense, net                            199                .2                    15                0.0
Income before income taxes                     6,743               7.9                 9,588               13.7
Income tax expense                             2,697               3.2                 3,931                5.6
Net income                                     4,046               4.7                 5,657                8.1
</TABLE>



                                        9


<PAGE>



Three Months Ended June 30, 1997 Compared to Three Months Ended June 30, 1996

Net sales  increased  $5.3  million,  or 15.2%,  to $40.4  million for the three
months  ended June 30,  1997  compared  with net sales of $35.0  million for the
three  months  ended  June  30,  1996.  Net  sales  of the  Company's  wholesale
operations,  excluding sales to its retail division,  increased $1.5 million, or
5.6%, to $29.0 million from $27.5 million. This increase was primarily due to an
increase in sales from  Kenneth  Cole  branded  men's  footwear and Kenneth Cole
Reaction branded footwear.  The increases were partially offset by a decrease in
sales of Kenneth Cole ladies  footwear  compared to the prior year,  due to less
than expected  sell-throughs  at retail.  Sales through the Company's retail and
outlet stores  increased $3.8 million,  or 50.3%, to $11.3 million for the three
months  ended June 30,  1997,  compared to the three months ended June 30, 1996.
This increase reflects the sales from twenty-seven stores which generated a 7.2%
increase  in  comparable  store  sales,  the sales from nine stores open for the
entire second quarter of 1997, which were not open in the second quarter of 1996
and the sales from two stores which opened during the second quarter of 1997.

Gross  profit was $14.0  million for the three  months  ended June 30,  1997,  a
decrease of  approximately  $300,000,  or 2.3%, from $14.3 million for the three
months ended June 30, 1996. As a percentage of net sales, gross profit was 34.6%
compared to 40.9%.  This decrease in gross profit was primarily  attributable to
lower  than  expected   sell-throughs,   which  resulted  in  excess   wholesale
inventories,  which were disposed of at significant  discounts.  The decrease in
gross profit percentage is partially offset by an increase in retail store sales
as a percentage of total sales (retail gross margins being higher than wholesale
gross margins as a percentage of net sales).

The Company continues to expand its licensing efforts,  resulting in an increase
in licensing  income of approximately  $600,000,  or 89.7%, for the three months
ended June 30,  1997  compared to the three  months  ended June 30,  1996.  This
increase  reflects both  incremental  revenues from newly licensed  products and
continually maturing existing licenses.

Selling, general and administrative expenses, including shipping and warehousing
costs,  were $13.8 million  (34.1% of net sales) for the three months ended June
30, 1997  compared to $10.4  million  (29.7% of net sales) for the three  months
ended June 30,  1996.  The  increase  in  selling,  general  and  administrative
expenses as a percentage of net sales is primarily due to the additional  retail
stores  (which carry a higher  expense  level than the  wholesale  division) and
lower than planned wholesale sales,  resulting in higher fixed overhead costs as
a percentage of sales.

As result of the foregoing,  operating  income  decreased  69.0% to $1.4 million
(3.5% of net sales) from $4.6 million  (13.0% of net sales) for the three months
ended June 30, 1997 and June 30, 1996, respectively.


                                       10


<PAGE>



Six Months Ended June 30, 1997 Compared to Six Months Ended June 30, 1996

Net sales were $85.3  million in the first six months of 1997  compared to $70.1
million in the prior year's period,  an increase of $15.2 million or 21.6%.  Net
sales of the  Company's  wholesale  operations,  excluding  sales to its  retail
division increased $8.0 million or 14.2% to $65.1 million in the six months from
$57.0 million in last year's same period.  This increase was due to increases in
volume from  Kenneth Cole  branded  men's  footwear,  Unlisted  branded  women's
footwear  and  Unlisted and Kenneth  Cole  Reaction  handbags.  The sales volume
increase for these  product  lines were  partially  offset by a decline in sales
volume from Kenneth Cole branded  ladies  footwear.  Sales through the Company's
retail and outlet stores increased $7.0 million or 53.8% to $20.1 million.  This
increase  reflects an 11.4% comparable store sales increase,  the sales of eight
stores open for the entire first half of 1997,  which were not open in the first
half of 1996 and the sales of three stores opened during the first six months of
1997.

Gross profit was $31.6  million in the six month period ended June 30, 1997,  an
increase of $2.5  million or 8.6% from $29.1  million in the  comparable  period
last year.  As a percentage  of net sales,  gross  profit was 37.1%  compared to
41.5%.  This decrease was primarily due to lower than expected  sell-throughs at
retail, which resulted in excess wholesale  inventories,  which were disposed of
at significant discounts.

Selling, general and administrative expenses, including shipping and warehousing
costs,  were $26.9 million  (31.6% of net sales) in the six month period of 1997
and $20.6 million (29.4% of net sales) in the  comparable  period last year. The
increase is  attributable  to the hiring of additional  personnel to support the
Company's  growth.  The  increase  as a  percentage  of net  sales is due to the
additional  retail and outlet  stores,  which carry a higher  expense level as a
percentage of sales than the wholesale division and lower than planned wholesale
sales, resulting in a higher percentage of fixed overhead costs.

As a result of the  above,  operating  income  decreased  27.7% in the six month
period of 1997 to $6.9 million  (8.1% of net sales) from $9.6 million  (13.7% of
net sales) in the same period last year.


                                       11


<PAGE>



Liquidity and Capital Resources

The Company uses cash flows from  operations and borrowings  under its revolving
credit  agreement as the primary  sources 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 and the delivery by the
Company of merchandise to its customers.  Cash used in operating  activities was
$3.0 million for the six months  ended June 30,  1997,  compared to $1.4 million
for the six months ended June 30,  1996.  The increase in cash used in operating
activities  is  attributable,  in part,  to the timing of the  payment of income
taxes and trade  payables.  At June 30,  1997 and  December  31,  1996,  working
capital was $41.1 million and $37.0 million, respectively.

The Company currently has a line of credit, which allows for borrowings,  letter
of credits and bankers  acceptances  up to a maximum of $25.0 million to finance
working capital requirements.

Capital  expenditures totaled $1.4 million and $1.2 in the six months ended June
30, 1997 and 1996,  respectively.  Capital  expenditures relate primarily to the
Company's  retail and outlet store expansion and to the further  development and
enhancement of the Company's management information systems.

The Company  believes that cash flows from  operations and borrowings  under its
existing  credit  facility will be  sufficient to satisfy the Company's  working
capital requirements for the next twelve months.

Inflation and Currency Fluctuations

The  Company  believes  that  inflation  and  the  effect  of  foreign  currency
fluctuations  has  not  had a  material  effect  on  the  Company's  results  of
operations.  The Company  enters into  forward  exchange  contracts to hedge the
purchase price of inventories purchased in foreign currencies.


Important Factors Relating to Forward Looking Statements

This report  contains  certain  forward  looking  statements,  as defined in The
Private  Securities  Litigation  Reform Act of 1994,  with respect to cash flows
from operations. The forward-looking statements contained in this Form 10-Q were
prepared  by  management  and are  qualified  by, and  subject  to,  significant
business,  economic,   competitive,   regulatory  and  other  uncertainties  and
contingencies,  all of which are  difficult or impossible to predict and many of
which are  beyond  the  control  of the  Company.  Accordingly,  there can be no
assurance that the forward-looking  statements  contained in this Form 10-Q will
be realized or that actual results will not be significantly higher or lower.


                                       12


<PAGE>


                           Part II - OTHER INFORMATION

Item 1. Legal Proceedings. Incorporated by reference to the Financial Statements
     included  herein  in Part I, Item I. See  Notes to  Consolidated  Financial
     Statements - Contingencies.

Item 2. Changes in Securities. None

Item 3. Defaults Upon Senior Securities. None

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

     (a)  Kenneth Cole Productions, Inc. Annual Meeting of Shareholders was held
          on May 29, 1997.

     (b)  Election of Directors - All  nominees  were  elected  through  proxies
          solicited pursuant to Regulation 14A under the Securities and Exchange
          Act of 1934.  There was no  solicitation in opposition to management's
          nominees as listed in the Proxy  Statement,  and each of the  nominees
          were  elected  to  hold  office  until  the  next  Annual  Meeting  of
          Shareholders.

     (c)  Matters  voted on at the Annual  Meeting of  Shareholders  include the
          election  of  directors  the  ratification  of  the  selection  of the
          independent public accountants,  and the amendment of the Kenneth Cole
          1994  Employee  Stock Option Plan to increase by 500,000 the number of
          shares authorized for issuance.

     The results of the election of directors were as follows:

                                For                       Withheld         
                                ---                       --------         
     Paul Blum                  63,936,401                109,400          
     Kenneth D. Cole            63,936,401                109,400          
     Maria Cuomo Cole           63,936,401                109,400          
     Robert C. Grayson          63,936,401                109,400          
     Denis F. Kelly              6,082,421                109,400          
     Jeffrey G. Lynn             6,082,421                109,400          
     Stanley A. Mayer           63,936,201                109,600          
     
     Holders of 6,191,821 shares of Class A Common Stock and 5,785,398 shares of
     Class B  Common  Stock,  constituting  approximately  98.2%  of the  shares
     entitled to vote,  were present in person or by proxy at the Annual Meeting
     of Shareholders.  Each record holder of Class A Common Stock is entitled to
     one vote per  share,  and each  record  holder  of Class B Common  Stock is
     entitled  to 10 votes per  share.  Holders  of Class A Common  Stock  voted
     separately to elect Jeffrey G. Lynn and Denis Kelly.


                                       13


<PAGE>



     With regard to the  ratification of the appointment of Ernst & Young LLP as
     the independent certified public accountants, the results were as follows:


       FOR                     AGAINST                     ABSTAIN
       ---                     -------                     -------
     64,040,456                 3,345                       2,000

     With regard to the resolution to amend the Kenneth Cole 1994 Employee Stock
     Option  Plan to increase  by 500,000  the number of shares  authorized  for
     issuance thereunder, the results were as follows:

       FOR                     AGAINST                     ABSTAIN
       ---                     -------                     -------
     59,970,573             2,802,498                       4,620

Item 5. Other Information. None


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

     (a) Exhibits:

          27        Financial Data Schedule.

     (b)  Reports on Form 8-K:  The Company did not file any reports on Form 8-K
          during the three months ended June 30, 1997.


                                       14


<PAGE>



                                   SIGNATURES



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


                                        Kenneth Cole Productions, Inc.
                                        ------------------------------
                                                  Registrant



August 12, 1997                         /s/ STANLEY A. MAYER
                                        ----------------------
                                        Stanley A. Mayer
                                        Executive Vice President and
                                            Chief Financial Officer


                                       15


<PAGE>



                                INDEX OF EXHIBITS

                                                                     Sequential
Exhibit Number:               Description                              Page No.
---------------               -----------                              --------

      27                      Financial Data Schedule.                      17



                                       16