<PAGE>
     As filed with the Securities and Exchange Commission on June 8, 1998.
                                                          Registration No. 333-
-------------------------------------------------------------------------------

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM S-8
            REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933


                              BERNARD CHAUS, INC.
             (Exact name of registrant as specified in its charter)

          New York                                        13-2807386
(State or other jurisdiction of                 (I.R.S. Employer Identification
incorporation or organization)                                No.)

                         1410 Broadway
                       New York, New York                10018
              (Address of Principal Executive Offices) (Zip Code)


                              BERNARD CHAUS, INC.
                             1998 STOCK OPTION PLAN
                            (Full title of the plan)

                                Josephine Chaus
               Chairwoman of the Board and Office of the Chairman
                              Bernard Chaus, Inc.
                                 1410 Broadway
                            New York, New York 10018
                                 (212) 354-1280
                      (Name, address and telephone number,
                   including area code, of agent for service)

                                   Copies to:
                           Richard A. Goldberg, Esq.
                   Shereff, Friedman, Hoffman & Goodman, LLP
                                919 Third Avenue
                            New York, New York 10022
                                 (212) 758-9500

                        CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION>
-----------------------------------------------------------------------------------------------------------------------------------
                                                                     Proposed
              Title of                                                Maximum            Proposed Maximum
             Securities                        Amount           Offering Price Per          Aggregate                 Amount of
          to be Registered              to be Registered(1)            Share              Offering Price          Registration Fee
-----------------------------------------------------------------------------------------------------------------------------------
<S>                                     <C>                     <C>                      <C>                      <C>
Common Stock,
par value $.01 per share                  1,375,137 shares          $4.3125(2)            $5,930,278(2)               $1,749.43
===================================================================================================================================
</TABLE>
(1)  Pursuant to Rule 416, this Registration Statement also covers such
     additional securities as may become issuable to prevent dilution resulting
     from stock splits, stock dividends or similar transactions.

(2)  Estimated solely for the purpose of calculating the registration fee
     pursuant to Rule 457(h). The Proposed Maximum Offering Price Per Share
     represents the average of the high and low sale prices reported on the New
     York Stock Exchange, Inc. on June 4, 1998.

<PAGE>



                                EXPLANATORY NOTE

         The first part of this Registration Statement has been prepared in
accordance with the requirements of Form S-8 and is intended to be used to
register shares to be issued and sold pursuant to the plan. The Prospectus
filed as part of this Registration Statement has been prepared in accordance
with Part I of Form S-3 and may be used for reofferings or resales of common
stock previously acquired or to be acquired by the participants in the plan who
are deemed control persons of the registrant.


                                     PART I

                            INFORMATION REQUIRED IN
                           THE REGISTRATION STATEMENT



                          REOFFER PROSPECTUS PREPARED
                     IN ACCORDANCE WITH PART I OF FORM S-3









                              BEGINS ON NEXT PAGE

<PAGE>



REOFFER PROSPECTUS


                              BERNARD CHAUS, INC.

                        1,375,137 SHARES OF COMMON STOCK

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

                   BERNARD CHAUS, INC. 1998 STOCK OPTION PLAN


                  This Prospectus is being used in connection with the
reoffering by the certain officer and director named herein (the "Selling
Stockholder") of Bernard Chaus, Inc., a New York corporation ("Chaus" or the
"Company"), of shares of common stock, par value $.01 per share (the "Common
Stock"), of the Company previously acquired by the Selling Shareholder pursuant
to the Bernard Chaus, Inc. 1998 Stock Option Plan (the "Plan"). The Company
will not receive any proceeds from the sale of these securities, although the
Company is entitled to receive the exercise price of the options under which
the shares of Common Stock are acquired by the Selling Stockholder. See "Use of
Proceeds."

                  All expenses of registration incurred in connection with this
offering are being borne by the Company, but all brokerage commissions,
discounts and other expenses incurred by the Selling Stockholder will be borne
by the Selling Stockholder.

                  The Common Stock is traded on the New York Stock Exchange
under the symbol "CHS." On June 4, 1998, the last reported sales price for the
Common Stock on the NYSE was $4.3125 per share.

                  SEE "RISK FACTORS," BEGINNING ON PAGE 4, FOR A DISCUSSION OF
CERTAIN FACTORS THAT SHOULD BE CONSIDERED BY PROSPECTIVE PURCHASERS IN 
CONNECTION WITH AN INVESTMENT IN THE COMMON STOCK OFFERED HEREBY.

                                  -----------

    THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES
         AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR
            HAS THE SECURITIES AND EXCHANGE COMMISSION OR ANY STATE
               SECURITIES COMMISSION PASSED UPON THE ACCURACY OR
                ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION
                     TO THE CONTRARY IS A CRIMINAL OFFENSE.

                                  -----------



                  The date of this Prospectus is June 8, 1998.

<PAGE>



                             AVAILABLE INFORMATION

         The Company is subject to the information requirements of the
Securities Exchange Act of 1934, as amended (the "Exchange Act"), and in
accordance therewith files reports, proxy statements and other information with
the Securities and Exchange Commission (the "Commission"). Such reports, proxy
statements and other information can be inspected and copied at the public
reference facilities maintained by the Commission at Judiciary Plaza Building,
450 Fifth Street, N.W., Washington, DC 20549, or at the Commission's regional
offices: Northwestern Atrium Center, 500 West Madison Street, Suite 1400,
Chicago, Illinois 60661; and 7 World Trade Center, 13th Floor, New York, New
York 10048. The Common Stock is traded on the NYSE, and the Company's reports,
proxy statements and other information can be inspected at the offices of the
NYSE at 20 Broad Street, New York, New York 10005.

         The Company has filed with the Commission a Registration Statement on
Form S-8 (of which this Prospectus is a part) under the Securities Act of 1933,
as amended (the "Securities Act" ), with respect to the Common Stock offered
hereby. This Prospectus does not contain all the information set forth in the
Registration Statement and the exhibits and schedules thereto. For further
information with respect to the Company and such Common Stock, reference is
made to such Registration Statement and exhibits. A copy of the Registration
Statement on file with the Commission may be obtained from the Commission's
principal office in Washington, D.C., upon payment of the fees prescribed by
the Commission.

         Statements contained in this Prospectus as to the contents of any
contract or other document are not necessarily complete and, where the contract
or other document has been filed as an exhibit to the Registration Statement,
each such statement is qualified in all respects by reference to the applicable
document filed with the Commission. The Registration Statement of which this
Prospectus forms a part has been filed electronically through the Commission's
Electronic Data Gathering Analysis and Retrieval System and may be obtained
through the Commission's website on the Internet (http://www.sec.gov).


                INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE

         The following documents previously filed with the Commission are
hereby incorporated by reference into this Prospectus:

         1.       The Company's Annual Report on Form 10-K for the fiscal year
                  ended June 30, 1997, as amended by the Company's Annual
                  Report on Form 10-K/A filed with the Commission on November
                  7, 1997.

         2.       The Company's Quarterly Reports on Form 10-Q for the quarters
                  ended September 30, 1997, December 31, 1997 and March 31,
                  1998.

         3.       Proxy Statement, dated November 12, 1997, with respect to the
                  Annual Meeting of Stockholders held on December 8, 1997.

         4.       The description of the Company's Common Stock, which is
                  contained in a registration statement filed under Section 12
                  of the Exchange Act, including any amendment or report filed
                  for the purpose of updating such description.

         All documents subsequently filed by the Company pursuant to Sections
13(a), 13(c), 14 or 15(d) of the Exchange Act prior to the termination of this
offering shall be deemed to be incorporated by reference in this Prospectus and
to be a part of this Prospectus from the date of filing thereof. Any statement
contained in a document incorporated by reference herein shall be deemed to be
modified or superseded for purposes of this Prospectus to the extent that a
statement contained herein or in any other subsequently filed document which
also is incorporated or deemed to be incorporated by reference herein modifies
or supersedes such statement. Any such statement so modified or superseded
shall not be deemed, except as so modified or superseded, to constitute a part
of this Prospectus.



                                       2

<PAGE>



         The Company hereby undertakes to provide without charge to each
person, including any beneficial owner, to whom a copy of this Prospectus has
been delivered, upon the written or oral request of any such person, a copy of
any and all of the documents referred to above which have been or may be
incorporated in this Prospectus by reference (other than exhibits). Requests
for such copies should be directed to: Bernard Chaus, Inc., 1410 Broadway, New
York, New York 10018, Attention: Chief Executive Officer, telephone (212)
354-1280.

         This Prospectus contains statements that constitute "forward-looking
statements" within the meaning of Section 27A of the Securities Act, and
Section 21E of the Exchange Act, which generally can be identified by the use
of forward-looking terminology such as "may," "will," "expect," "estimate,"
"anticipate," "believe," "target," "plan," "project" or "continue" or the
negatives thereof or other variations thereon or similar terminology. Such
statements appear in a number of places in this Prospectus or the documents
incorporated by reference into this Prospectus and include statements regarding
the intent, belief or current expectations of the Company, its directors or its
officers with respect to, regarding, among other items, (i) anticipated trends
in the Company's business, (ii) future expenditures for capital projects, (iii)
the Company's ability to continue to control costs and maintain quality, (iv)
the Company's business strategies, and (v) the Company's projected financial
information. These forward-looking statements are based largely on the
Company's expectations and are subject to a number of risks and uncertainties,
certain of which are beyond the Company's control. Actual results could differ
materially from these forward-looking statements as a result of the factors
described in "Risk Factors" including, among others, (a) changes in the
Company's markets as a result of economic influences, (b) the Company's history
of losses, or (c) changes in the competitive marketplace, including new
products and pricing changes by the Company's competitors. In light of these
risks and uncertainties, there can be no assurance that the forward-looking
information contained in this Prospectus will in fact transpire. The Company
does not undertake to publicly update or revise its forward-looking statements
even if experience or future changes make it clear that any projected results
expressed or implied therein will not be realized.


                                  THE COMPANY

         The Company designs, arranges for the manufacture of and markets an
extensive range of women's career and casual sportswear which are marketed
principally under the CHAUS(Registered Trademark), CHAUS SPORT(Registered 
Trademark) and NAUTICA(Registered Trademark) trademarks. The Company's 
products are sold nationwide through department store chains, speciality 
retailers and other retail outlets. Beginning in late fiscal 1994, the Company 
repositioned its Chaus product line at the high end of the "upper moderate" 
through the opening price points of the "better" categories. In September 1995,
the Company entered into a license agreement (the "Nautica License Agreement")
with Nautica Apparel, Inc. ("Nautica"), a leading name in men's apparel, 
pursuant to which the Company obtained an exclusive license to design, 
contract for the manufacture of and market a new women's apparel line under 
the Nautica brand name. The Company commenced sales of products in its licensed
Nautica line in August 1996. The Nautica product line is being positioned in 
the "better" to "bridge" categories.

         The Company's products currently are divided into two principal
product categories: (i) career sportswear and (ii) weekend casual sportswear.
In late fiscal 1994, the Company shifted its product focus from single,
fashion-driven items to full collections with an emphasis on traditional
styling. With this repositioning, the Company also has enhanced its design and
quality and, by August 1997, the Company had successfully repositioned its
Chaus product line into the opening price points of the "better" category. The
Company's career and weekend casual sportswear are marketed as coordinated
groups of jackets, skirts, pants, blouses, sweaters and related accessories
which, while sold as separates, are coordinated by styles, color schemes and
fabrics and are designed to be merchandised and worn together. The Company
believes that the target consumers for its products are women aged 24 to 64.

         The Company produces collections of each of these product lines for
each of its five principal selling seasons: Spring, Summer, Fall I, Fall II and
Holiday. Spring and Fall traditionally have been the Company's major selling
seasons. Beginning in fiscal 1996, the Company combined the Spring I and Spring
II seasons into one Spring season, thus reducing the selling seasons from six
to five.

         The Company's principal executive offices are located at 1410 Broadway,
New York, New York 10018, telephone:  (212) 354-1280.


                                       3
<PAGE>


                                  RISK FACTORS

         In addition to the other information included in, or incorporated by
reference into this Prospectus, the following risk factors should be considered
carefully in evaluating the Company and its business before purchasing the
shares of Common Stock offered hereby. An investment in the Common Stock
offered hereby involves a high degree of risk. Purchasers should carefully
consider the following risk factors, as well as all other information set forth
or incorporated in the Prospectus before purchasing any Common Stock offered
hereby. Prospective investors are cautioned that the statements in this
Prospectus that are not descriptions of historical facts may be forward-looking
statements. Such statements are based on many assumptions and are subject to
risks and uncertainties. Actual results could differ materially from the
results discussed in the forward looking statements due to a number of factors,
including, but not limited to, those identified below.

HISTORY OF LOSSES; DECLINING REVENUE BASE

         The Company sustained net losses of $27.9 million, $24.4 million and
$16.5 million in fiscal 1995, 1996 and 1997, respectively. In addition, during
such period the Company's revenues declined from $181.7 million in fiscal 1995
to $170.6 million in fiscal 1996 to $160.1 million in fiscal 1997. The Company
also experienced a reduction in the number of individual stores within its
major customer groups in which its products were sold during this period. The
Company believes that the implementation of its restructuring program and other
initiatives it has taken will improve operating results. Although the Company's
sales increased in the first nine months of fiscal 1998 over the prior fiscal
year and it had net earnings for the nine month period of approximately
$3,765,000, no assurance can be given that revenues will continue to increase,
that the number of stores within which the Company's products are sold will
continue to increase or that the Company will be profitable for the full fiscal
year or thereafter.

NEGATIVE CASH FLOW

         The Company has had negative cash flow from operations of $4.8
million, $22.7 million, $11.0 million and $20.9 million in fiscal 1995, 1996
and 1997 and the first nine months of fiscal 1998, respectively. The Company's
business plan requires the availability of sufficient cash flow and borrowing
capacity to finance its existing product lines and develop and market its
licensed Nautica product lines. The Company expects to satisfy such
requirements through cash flow from operations, proceeds from its January 1998
rights offering and borrowings under its credit facility. Although there can be
no assurance, the Company believes that if it achieves its projections, the
Company will have sufficient cash flow and credit availability to meet its
needs for the foreseeable future. There can be no assurance that the Company
will achieve its projections.

HIGH BORROWING LEVELS

         At March 31, 1998, the Company had short-term debt of $13.7 million
and long-term debt of $13.8 million. The Company debt levels may increase in
the future to the extent it must seek to borrow to meet its working capital
needs.

OBLIGATIONS UNDER NAUTICA LICENSE AGREEMENT; SUCCESS OF NAUTICA PRODUCT LINE

         The Company's obligations under the Nautica License Agreement include
meeting minimum sales targets, making minimum royalty and advertising payments
and the requirement that Andrew Grossman continue in his position as Chief
Executive Officer during the Nautica License Agreement's term. There can be no
assurance that the conditions to the continuance of the Nautica License
Agreement will be met or that the Company's licensed Nautica product line will
be successful.

         In connection with the Nautica license, Nautica has asserted that the
Company has not complied with and is not in compliance with all of the terms of
the Nautica License Agreement. To date, Nautica has not sought to exercise any
rights or remedies under the Nautica License Agreement. The Company believes
that Nautica's claims are baseless



                                       4
<PAGE>



and without merit. Notwithstanding that the Company believes that it has claims
against Nautica for its failure to perform under the terms of the Nautica
License Agreement and that the claims asserted by Nautica are baseless, the
Company (i) is performing and will continue to perform all of its obligations
under the Nautica License Agreement, and (ii) intends to enforce all of its
rights and remedies under the Nautica License Agreement.

         The Company commenced sales of its licensed Nautica products in August
1996. The Company's Nautica product line has experienced intense competition
from other designer labels. To date, the Company's Nautica product line has not
generated the levels of revenues which had been anticipated and there can be no
assurance that such revenues will increase in the foreseeable future, if ever.

APPAREL RETAILING CYCLES

         The apparel industry is a cyclical industry heavily dependent on the
overall level of consumer spending, with purchases of apparel and related goods
tending to decline during periods when disposable income is low, but also
declining at other times. A difficult retail environment could result in higher
than normal levels of promotional sales by the Company, thereby reducing the
Company's gross profit margins.

CHANGES IN FASHION TRENDS

         The Company believes that its success depends in substantial part on
its ability to anticipate, gauge and respond to changing consumer demands and
fashion trends in a timely manner. There can be no assurance, however, that the
Company will be successful in this regard. The Company attempts to minimize the
risk of changing fashion trends and product acceptance by producing a wide
selection of garments during a particular selling season and by closely
monitoring retail sales of its products. However, if the Company misjudges the
market for a number of products or product groups, it may be faced with a
significant amount of unsold finished goods inventory, which could have an
adverse effect on the Company's results of operations.

DEPENDENCE ON MAJOR CUSTOMERS

         The Company extends credit to its customers based upon an evaluation
of the customer's financial condition and credit history and generally does not
require collateral. The Company has historically incurred minimal credit
losses. At June 30, 1997 and 1996, approximately 62% and 66%, respectively, of
the Company's accounts receivables were due from department store customers
owned by four single corporate entities. During fiscal 1997, approximately 63%
of the Company's net sales were made to department store customers owned by
four single corporate entities, as compared to 60% in fiscal 1996 and 55% in
fiscal 1995. Sales to Dillard's Department Stores accounted for 33% of net
sales in fiscal 1997, 29% of net sales in fiscal 1996 and 22% of net sales in
fiscal 1995. Sales to nine department store companies owned by The May
Department Stores Company accounted for approximately 16% of the Company's net
sales in fiscal 1997, 10% of net sales in fiscal 1996 and 15% of net sales in
fiscal 1995. Sales to eight department store companies owned by Federated
Department Stores accounted for approximately 8% of net sales in fiscal 1997,
5% of net sales in fiscal 1996 and 11% of net sales in fiscal 1995. Sales to
two department store customers owned by TJX Companies, Inc. accounted for
approximately 6% of net sales in fiscal 1997, 16% of net sales in fiscal 1996
and 7% of net sales in fiscal 1995. The percentages of net sales are based upon
stores owned by the four corporate entities at the end of fiscal 1997. As a
result of the Company's dependence on these customers, they may have the
ability to influence the Company's business decisions. The loss of or
significant decrease in business from any of its major customers would have a
material adverse effect on the Company's financial position and results of
operations.


DEPENDENCE ON FOREIGN SOURCING; LONG LEAD TIMES

         During fiscal 1997, the Company's products were manufactured through
third party foreign contractors, principally in South Korea, Hong Kong, Taiwan,
China, Indonesia and elsewhere in the Far East. As a result, the Company may be
adversely affected by political instability resulting in the disruption of
trade from foreign countries in which the Company's manufacturers and suppliers
are located, the imposition of additional regulations relating to

                                       5
<PAGE>



imports or duties, taxes and other charges on imports, any significant
decreases in the value of the dollar against foreign currencies and
restrictions on the transfer of funds. In addition, the Company's import
operations are subject to constraints imposed by bilateral textile agreements
between the United States and a number of foreign countries. These agreements
impose quotas on the amount and type of goods which can be imported into the
United States from these countries. Furthermore, because the Company's foreign
manufacturers are located at significant geographic distances from the Company,
the Company is generally required to allow greater lead time for foreign
orders. In addition, because orders from the Company's customers generally
precede the related shipping period by up to five months and the Company must
make substantial advance commitments to its suppliers (often as many as seven
months prior to the receipt of firm orders for the related merchandise), a lead
time of as long as twelve months may be required between the time the Company
commits to a supplier and the time of shipping. This reduces the Company's
manufacturing flexibility which increases the risks associated with changes in
fashion trends or consumer preferences.

SEASONALITY AND QUARTERLY FLUCTUATIONS

         Historically, the Company's sales and operating results fluctuate by
quarter, with the greatest sales occurring in the Company's first and third
fiscal quarters. It is in these quarters that the Company's Fall and Spring
product lines, which traditionally have had the highest volume of net sales,
are shipped to customers, with revenues generally being recognized at the time
of shipment. As a result, the Company experiences significant variability in
its quarterly results and working capital requirements. Moreover, delays in
shipping can cause revenues to be recognized in a later quarter, resulting in
further variability in such quarterly results.

COMPETITION

         There is intense competition in the sectors of the apparel industry in
which the Company participates. The Company competes with many other apparel
companies, some of which are larger and have better established brand names and
greater resources than the Company. In some cases, the Company also competes
with private-label brands of its department store customers. The Company
believes that, in order to be successful in its industry, it must be able to
evaluate and respond to changing consumer demand and taste and to remain
competitive in the areas of style, quality and price while operating within the
significant production and delivery constraints of the industry. Furthermore,
the Company's traditional department store customers, which account for a
substantial portion of the Company's business, encounter intense competition
from so-called "off-price" and discount retailers, mass merchandisers and
specialty stores. The Company believes that its ability to increase its present
levels of sales will depend on such customers' ability to maintain their
competitive position.

DEPENDENCE UPON KEY PERSONNEL

         The success of the Company is dependent upon the personal efforts and
abilities of Ms. Chaus, its Chairwoman of the Board, and Andrew Grossman, its
Chief Executive Officer. The Company has no employment agreement with Ms.
Chaus, its principal stockholder. The Company has an employment agreement with
Mr. Grossman for a term ending in September 2000, with an extension at the
option of the Company until September 2004, pursuant to which Mr. Grossman has
agreed not to compete with the Company during the term of the agreement or, if
the Company terminates the agreement (with certain exceptions), for a period of
up to two years after such termination depending on the basis for termination.
The Company believes that the loss of the services of either Ms. Chaus or Mr.
Grossman would likely have an adverse effect on the Company. The Company
maintains key man life insurance on the lives of Ms. Chaus and Mr. Grossman in
the amounts of $35.0 million and $25.0 million, respectively. Furthermore, the
Nautica License Agreement is conditioned upon Mr. Grossman continuing as Chief
Executive Officer.

         On September 15, 1997, the Company announced the resignation of Wayne
Miller, the Company's Chief Financial Officer. Pending the appointment of a
successor to Mr. Miller, Barton Heminover, the Company's Vice President --
Corporate Controller and Assistant Secretary, together with the Company's
financial advisors, will be responsible for discharging Mr. Miller's duties.


                                       6

<PAGE>



         In addition, the Company believes that its future success depends in
part upon its ability to attract and retain qualified personnel. There can be
no assurance that the Company will be successful in attracting and retaining
such personnel in the future.

CONTROL BY PRINCIPAL STOCKHOLDER

         Josephine Chaus, Chairwoman of the Board, member of the Office of the
Chairman and principal stockholder of the Company, owns approximately 69.5% of
the outstanding Common Stock. As a result of her stock ownership, Ms. Chaus
has, and will continue to have, sufficient voting power to determine the
direction and policies of the Company, the election of the directors of the
Company, the outcome of any other matter submitted to a vote of stockholders,
and to prevent or cause a change in control of the Company.

POTENTIAL CONFLICTS OF INTEREST; RELATED PARTY TRANSACTIONS

         Certain conflicts of interest may arise as a result of Ms. Chaus'
position as a director, member of the Office of the Chairman and majority
stockholder of the Company. There have been a number of related party
transactions between Ms. Chaus and the Company, principally involving her
provision of credit support to the Company which ended in January 1998. Such
transactions are negotiated with a special committee made up of the
disinterested members of the Board of Directors of the Company which, where
appropriate, seeks the advice of an independent investment banking firm in
connection with the approval of any such transaction. When stockholder approval
is sought, Ms. Chaus, as majority stockholder, has the ability to approve any
such matter without the affirmative vote of any other stockholder of the
Company.

LITIGATION

         The Company is involved as a defendant in certain legal proceedings
incidental to its business. The Company believes that the outcome of these
legal proceedings will not have a material adverse impact on its financial
position or operations.

VOLATILITY OF STOCK PRICE

         The market price of the Company's Common Stock is highly volatile.
Factors such as quarterly variations in the Company's results of operations and
changes in general market conditions could cause the market price of the
Company's Common Stock to fluctuate significantly.

CONTINUED LISTING OF THE COMMON STOCK ON THE NYSE

         The Company does not currently satisfy certain of the conditions for
continued listing on the NYSE. The Company has submitted a business plan for
the re-attainment of compliance with the continued listing standards of the
NYSE. The NYSE has informed the Company in writing that it will be monitoring
such plan on a quarterly basis and that the Company's ability to maintain its
listing in the NYSE will be dependent upon meeting such plan. Accordingly,
there can be no assurance that the NYSE will not undertake to suspend the
Common Stock from trading, or delist the Common Stock, in the future.


                                USE OF PROCEEDS

         The Company will not receive any proceeds from the sale of these
securities, although the Company is entitled to receive the exercise price of
the options under which the shares of Common Stock are acquired by the Selling
Stockholder. If the Selling Stockholder elects to exercise all of his options
under which the shares of Common Stock are acquired after such options become
exercisable, the estimated net proceeds to the Company would be approximately
$4,276,676 (excluding expenses of the offering estimated to be approximately
$50,000). The Company intends to apply


                                       7

<PAGE>



the net proceeds, if any, received by the Company from the exercise of such
options for working capital and general corporate purposes.


                                DIVIDEND POLICY

                  The Company has not declared or paid cash dividends or made
other distributions on its Common Stock since prior to its initial public
offering of Common Stock in 1986. The payment of dividends, if any, in the
future is within the discretion of the Board of Directors and will depend on
the Company's earnings, its capital requirements and financial condition. It is
the present intention of the Board of Directors to retain all earnings, if any,
for use in the Company's business operations and, accordingly, the Board of
Directors does not expect to declare or pay any dividends in the foreseeable
future. In addition, the Company's credit facility prohibits the Company from
declaring dividends or making other distributions on its capital stock.


                              SELLING STOCKHOLDER

         The following table sets forth certain information with respect to the
Selling Stockholder as of May 2, 1998. The Selling Stockholder is the Chief
Executive Officer and a member of the Office of the Chairman of the Company.
The shares of Common Stock set forth therein are being included in the
Registration Statement of which this Prospectus forms a part pursuant to
registration commitments afforded to the Selling Stockholder by contractual
obligations. The Company will not receive any proceeds from the sale of these
securities, although the Company is entitled to receive the exercise price of
the options under which the shares of Common Stock are acquired by the Selling
Stockholder. See "Use of Proceeds."


<TABLE>
<CAPTION>
                                       BENEFICIAL OWNERSHIP              SHARES OF               BENEFICIAL OWNERSHIP OF
             NAME OF                         OF SHARES                  COMMON STOCK           SHARES OF COMMON STOCK AFTER
       SELLING STOCKHOLDER                OF COMMON STOCK             OFFERED FOR SALE       GIVING EFFECT TO PROPOSED SALE
       -------------------                ---------------             ----------------       ------------------------------
<S>                                          <C>                         <C>                              <C>
Andrew Grossman                              1,400,144                   1,375,137                        25,007
                                             ---------                   ---------                        ------
TOTAL                                        1,400,144                   1,375,137                        25,007
                                             =========                   =========                        ======
</TABLE>


                              PLAN OF DISTRIBUTION

         The Company has been advised by the Selling Stockholder that there are
no underwriting arrangements with respect to the sale of the above securities
(collectively, the "Selling Stockholder Securities"). Any or all of the Selling
Stockholder Securities may be sold from time to time to purchasers directly by
the Selling Stockholder. Alternatively, the Selling Stockholder may from time
to time offer the Selling Stockholder Securities through underwriters, dealers
or agents who may receive compensation in the form of underwriting discounts,
concessions or commissions from the Selling Stockholder and/or the purchasers
of the Selling Stockholder Securities for whom they may act as agents. The
Selling Stockholder and any such underwriters, dealers or agents that
participate in the distribution of the Selling Stockholder Securities may be
deemed to be underwriters under the Securities Act, and any profit on the sale
of the Selling Stockholder Securities by them and any discounts, commissions or
concessions received by them may be deemed to be underwriting discounts and
commissions under the Securities Act. The Selling Stockholder Securities may be
sold from time to time in one or more transactions at a fixed offering price,
which may be changed, or at varying prices determined at the time of sale or at
negotiated prices. The distribution of the Selling Stockholder Securities by
the Selling Stockholder may be effected in one or more transactions that may
take place on the NYSE, including ordinary brokers' transactions,
privately-negotiated transactions or through sales to one or more
broker-dealers for resale of such shares as principals, at market prices
prevailing at the time of sale, at prices related to such prevailing market
prices or at negotiated prices. Usual and customary or specifically negotiated
brokerage fees, discounts and commissions may be paid by the Selling
Stockholder in connection with such sales of securities.



                                       8

<PAGE>



         In order to comply with certain states securities laws, if applicable,
the Selling Stockholder Securities will be sold in such jurisdictions only
through registered or licensed brokers or dealers. In certain states the
Selling Stockholder Securities may not be sold unless the Selling Stockholder
Securities have been registered or qualified for sale in such state, or unless
an exemption from registration or qualification is available and is obtained.

         In addition to sales pursuant to the Registration Statement of which
this Prospectus forms a part, the Selling Stockholder Securities may be sold in
accordance with Rule 144 promulgated under the Securities Act.


                                 LEGAL MATTERS

         Certain legal matters in connection with this offering will be passed
upon for the Company by Shereff, Friedman, Hoffman & Goodman, LLP, New York,
New York.


                                    EXPERTS

         The consolidated financial statements and the related financial
statement schedule incorporated in this Prospectus by reference from the
Company's Annual Report on Form 10-K for the years ended June 30, 1997 and
1996, and for each of the three years in the period ended June 30, 1997, have
been audited by Deloitte & Touche LLP, independent auditors, as stated in their
report, which is incorporated herein by reference, and has been so incorporated
in reliance upon such report of such firm given upon their authority as experts
in accounting and auditing.






                                       9

<PAGE>






NO DEALER, SALES REPRESENTATIVE OR OTHER PERSON HAS BEEN AUTHORIZED TO GIVE ANY
INFORMATION OR TO MAKE ANY REPRESENTATIONS IN CONNECTION WITH THIS OFFERING
OTHER THAN THOSE CONTAINED IN THIS PROSPECTUS AND, IF GIVEN OR MADE, SUCH
INFORMATION OR REPRESENTATIONS MUST NOT BE RELIED UPON AS HAVING BEEN
AUTHORIZED BY THE COMPANY. THIS PROSPECTUS DOES NOT CONSTITUTE AN OFFER TO
SELL, OR A SOLICITATION OF AN OFFER TO BUY, ANY OF THE SECURITIES OFFERED
HEREBY BY ANYONE IN ANY JURISDICTION IN WHICH SUCH OFFER OR SOLICITATION IS NOT
AUTHORIZED OR IN WHICH THE PERSON MAKING SUCH OFFER OR SOLICITATION IS NOT
QUALIFIED TO DO SO OR TO ANY PERSON TO WHOM IT IS UNLAWFUL TO MAKE SUCH OFFER
OR SOLICITATION. NEITHER THE DELIVERY OF THIS PROSPECTUS NOR ANY SALE MADE
HEREUNDER SHALL, UNDER ANY CIRCUMSTANCES, CREATE ANY IMPLICATION THAT THERE HAS
BEEN NO CHANGE IN THE AFFAIRS OF THE COMPANY SINCE THE DATE HEREOF OR THAT THE
INFORMATION CONTAINED HEREIN IS CORRECT AS OF ANY TIME SUBSEQUENT TO THE DATE
HEREOF.


                     TABLE OF CONTENTS

                                                        Page

Additional Information                                     2

Incorporation of Certain Documents by                                          
   Reference                                               2

The Company                                                3

Risk Factors                                               4

Use of Proceeds                                            7

Dividend Policy                                            8

Selling Stockholder                                        8

Plan of Distribution                                       8

Legal Matters                                              9
                                                                               
Experts                                                    9


                              1,375,137 SHARES OF
                                  COMMON STOCK
                     
                     
                     
                     
                     
                              BERNARD CHAUS, INC.
                     
                     
                     
                     
                     
                     
                     
                     
                     
                     
                     
                     
                                   PROSPECTUS
                     
                     
                     
                     
                     
                     
                     
                     
                     
                     
                     
                     
                     
                     
                     
                                  JUNE 8, 1998
                     
<PAGE>



                                    PART II

                            INFORMATION REQUIRED IN
                           THE REGISTRATION STATEMENT


Item 3.  Incorporation of Documents by Reference

          The following documents, which have been filed by Bernard Chaus,
Inc., a New York corporation (the "Registrant"), with the Securities and
Exchange Commission (the "Commission"), are incorporated herein by reference:

          (a) The Registrant's Annual Report on Form 10-K for the period ended
June 30, 1997, as amended by the Registrant's Annual Report on Form 10-K/A
filed with the Commission on November 7, 1997.

          (b) The Registrant's Quarterly Reports on Form 10-Q for the quarters
ended September 30, 1997, December 31, 1997 and March 31, 1998.

          (c) The description of the Registrant's common stock, par value $.01
per share ("Common Stock"), which is contained in a registration statement
filed under Section 12 of the Securities Exchange Act of 1934, as amended (the
"Exchange Act"), including any amendment or report filed for the purpose of
updating such description.

          In addition, all documents subsequently filed by the Registrant
pursuant to Sections 13(a), 13(c), 14 and 15(d) of the Exchange Act, prior to
the filing of a post-effective amendment which indicates that all securities
offered have been sold or which deregisters all securities then remaining
unsold, shall be deemed to be incorporated by reference in this registration
statement and to be a part hereof from the time of filing of such documents.
Any statement contained in the documents incorporated or deemed to be
incorporated by reference herein shall be deemed to be modified or superseded
for purposes of this registration statement to the extent that a statement
contained herein or in any other subsequently filed document which also is
incorporated or deemed to be incorporated by reference herein modifies or
supersedes such statement. Any such statement so modified or superseded shall
not be deemed, except as so modified or superseded, to constitute a part of
this registration statement.


Item 4.  Description of Securities.

          Not applicable.

Item 5.  Interest of Named Experts and Counsel.

          Not applicable.

Item 6.  Indemnification of Directors and Officers.

          Sections 722 and 726 of the New York Business Corporation Law (the
"BCL") grant the Registrant broad powers to indemnify and insure its directors
and officers against liabilities they may incur in such capacities. In
accordance therewith, the Registrant's Restated Certificate of Incorporation,
as amended (the "Charter"), and By-Laws provide for the fullest indemnification
of an officer or a director of the Company under the BCL. The Charter also
eliminates personal liability for any breach of directors' duty to the
Registrant and its stockholders, provided that such breach does not result from
(a)(i) an act or omission in bad faith, (ii) intentional misconduct or (iii) a
knowing violation of law, (b) a transaction from which a director derived a
personal benefit or financial gain to


                                      II-1

<PAGE>



which the director was not entitled, or (c) the approval of dividends, stock
repurchases, asset distributions or loans to directors in violation of the BCL.

          The Registrant has entered into agreements with its directors and
certain of its officers that require the Registrant to indemnify such persons
against expenses, including attorneys' fees, judgments, fines, settlements and
other amounts incurred directly or indirectly in connection with any
proceeding, whether actual or threatened, to which any such person may be made
a party by reason of the fact that such person served as a director or officer
of the Registrant or any of its affiliated enterprises, provided that such
indemnification is consistent with the BCL. The agreements also require the
Registrant to carry directors' and officers' liability insurance for as long as
such person serves in a capacity that exposes such person to liability unless
and until the Registrant's Board of Directors decides that the cost of the
insurance does not justify the benefit. The Company has purchased such
directors' and officers' liability insurance covering certain liabilities which
may be incurred by its directors and officers in the performance of their
services for the Registrant.

Item 7.  Exemption from Registration Claimed.

          Not applicable.

Item 8.  Exhibits

          The following exhibits are filed as part of this registration
statement:

          4.1     Bernard Chaus, Inc. 1998 Stock Option Plan.

          5.1     Opinion of Shereff, Friedman, Hoffman & Goodman, LLP.

         23.1     Consent of Deloitte & Touche, LLP.

         23.2     Consent of Shereff, Friedman, Hoffman & Goodman, LLP
                  (included in Exhibit 5.1).

         24       Power of Attorney (included in signature page to this
                  registration statement).


Item 9.  Undertakings.

          (a)     The undersigned Registrant hereby undertakes:

                  (1) To file, during any period in which offers or sales are
          being made, a post-effective amendment to this registration
          statement:

                        (i)  To include any prospectus required by Section 
                             10(a)(3) of the Securities Act of 1933;

                        (ii) To reflect in the prospectus any facts or events
                             arising after the effective date of the
                             registration statement (or the most recent
                             post-effective amendment thereof) which,
                             individually or in the aggregate, represent a
                             fundamental change in the information set forth in
                             the registration statement. Notwithstanding the
                             foregoing, any increase or decrease in volume of
                             securities offered (if the total dollar value of
                             securities offered would not exceed that which was
                             registered) and any deviation from the low or high
                             end of the estimated maximum offering range may be
                             reflected in the form of prospectus filed with the
                             Commission pursuant to Rule 424(b) if, in the
                             aggregate, the change in volume and price
                             represent no more than a 20% change in the maximum
                             aggregate offering price set forth in the
                             "Calculation of Registration Fee" table in the
                             effective registration statement; and


                                      II-2

<PAGE>




                        (iii) To include any material information with respect
                              to the plan of distribution not previously
                              disclosed in the registration statement or any
                              material change to such information in the
                              registration statement;

          provided, however, that paragraphs (a)(1)(i) and (a)(1)(ii) do not
          apply if the registration statement is on Form S-3 or S-8 and the
          information required to be included in a post-effective amendment by
          those paragraphs is contained in periodic reports filed by the
          Registrant pursuant to Section 13 or Section 15(d) of the Exchange
          Act that are incorporated by reference in the registration statement.

                  (2) That, for the purpose of determining any liability under
          the Securities Act of 1933, each such post-effective amendment shall
          be deemed to be a new registration statement relating to the
          securities offered therein, and the offering of such securities at
          that time shall be deemed to be the initial bona fide offering
          thereof.

                  (3) To remove from registration by means of a post-effective
          amendment any of the securities being registered which remain unsold
          at the termination of the offering.

          (b) The undersigned Registrant hereby undertakes that, for the
purposes of determining any liability under the Securities Act of 1933, each
filing of the Registrant's annual report pursuant to Section 13(a) or 15(d) of
the Exchange Act (and, where applicable, each filing of an employee benefit
plan's annual report pursuant to Section 15(d) of the Exchange Act) that is
incorporated by reference in the registration statement shall be deemed to be a
new registration statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be the initial bona
fide offering thereof.

          (c) Insofar as indemnification for liabilities arising under the
Securities Act of 1933 may be permitted to directors, officers and controlling
persons of the Registrant pursuant to the foregoing provisions, or otherwise,
the Registrant has been advised that in the opinion of the Commission such
indemnification is against public policy as expressed in the Securities Act of
1933 and is, therefore, unenforceable. In the event that a claim for
indemnification against such liabilities (other than the payment by the
Registrant of expenses incurred or paid by a director, officer or controlling
person of the Registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the Registrant will, unless in
the opinion of its counsel the matter has been settled by controlling
precedent, submit to a court of appropriate jurisdiction the question whether
such indemnification by it is against public policy as expressed in the
Securities Act of 1933 and will be governed by the final adjudication of such
issue.


                                      II-3
<PAGE>



                                   SIGNATURES

          Pursuant to the requirements of the Securities Act of 1933, the
Registrant certifies that it has reasonable grounds to believe that it meets
all the requirements for filing on Form S-8 and has duly caused this
Registration Statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in the City of New York, State of New York, on this 27th day
of May, 1998.

                                                       BERNARD CHAUS, INC.

                      By:    /s/ Josephine Chaus
                             ------------------------
                             Josephine Chaus
                             Chairwoman of the Board and Office of the Chairman

          KNOW ALL MEN BY THESE PRESENTS, that each of the undersigned whose
signature appears below constitutes and appoints Josephine Chaus and Barton
Heminover, and each of them (with full power of each of them to act alone), his
true and lawful attorneys-in-fact, with full power of substitution and
resubstitution for him and on his behalf, and in his name, place and stead, in
any all capacities to execute and sign any and all amendments or post-effective
amendments to this registration statement, and to file the same, with all
exhibits thereto, and other documents in connection therewith, with the
Commission, hereby ratifying and confirming all that said attorneys-in-fact or
any of them or their or his or her substitute or substitutes, may lawfully do
or cause to be done by virtue hereof and the Registrant hereby confers like
authority on its behalf.

          Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed below by the following persons in the
capacities and on the dates indicated.


<TABLE>
<CAPTION>
              Signature                                   Title                                    Date
<S>                                       <C>                                                  <C>
 /s/ Josephine Chaus                      Chairwoman of the Board and Office of
-------------------------                 the Chairman                                         May 27, 1998
Josephine Chaus                           

 /s/ Andrew Grossman                      Chief Executive Officer and Office of
-------------------------                 the Chairman                                         May 27, 1998
Andrew Grossman                           

 /s/ Harvey M. Krueger                    Director
-------------------------                
Harvey M. Krueger                                                                              May 27, 1998

 /s/ S. Lee Kling                         Director
-------------------------
S. Lee Kling                                                                                   May 27, 1998

 /s/ Philip G. Barach                     Director
-------------------------
Philip G. Barach                                                                               May 27, 1998

 /s/ Barton Heminover                     Vice President - Corporate Controller
-------------------------                 (principal accounting officer)                       May 27, 1998
Barton Heminover                          

<PAGE>



                              BERNARD CHAUS, INC.
                                    FORM S-8
                             REGISTRATION STATEMENT

                                 EXHIBIT INDEX

EXHIBIT

4.1       Bernard Chaus, Inc. 1998 Stock Option Plan.

5.1       Opinion of Shereff, Friedman, Hoffman & Goodman, LLP.

23.1      Consent of Deloitte & Touche, LLP.

</TABLE>
[{"type": "S-8", "sequence": "1", "description": "REGISTRATION STATEMENT; BENEFIT PLAN", "secsgml_size_bytes": 56256}]
{"company-data": {"conformed-name": "CHAUS BERNARD INC", "cik": "0000793983", "assigned-sic": "2330", "irs-number": "132807386", "state-of-incorporation": "NY", "fiscal-year-end": "0630"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-56267", "film-number": "98643689"}, "business-address": {"street1": "800 SECAUCUS ROAD", "city": "NEW YORK", "state": "NY", "zip": "10018", "phone": "2018634646"}, "mail-address": {"street1": "800 SECAUCUS ROAD", "city": "SECAUCUS", "state": "NJ", "zip": "07094"}}
As filed with the Securities and Exchange Commission on June 8, 1998.
                                                          Registration No. 333-
-------------------------------------------------------------------------------

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM S-8
            REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

                              BERNARD CHAUS, INC.
             (Exact name of registrant as specified in its charter)

          New York                                        13-2807386
(State or other jurisdiction of                 (I.R.S. Employer Identification
incorporation or organization)                                No.)

                         1410 Broadway
                       New York, New York                10018
              (Address of Principal Executive Offices) (Zip Code)

                              BERNARD CHAUS, INC.
                             1998 STOCK OPTION PLAN
                            (Full title of the plan)

                                Josephine Chaus
               Chairwoman of the Board and Office of the Chairman
                              Bernard Chaus, Inc.
                                 1410 Broadway
                            New York, New York 10018
                                 (212) 354-1280
                      (Name, address and telephone number,
                   including area code, of agent for service)

                                   Copies to:
                           Richard A. Goldberg, Esq.
                   Shereff, Friedman, Hoffman & Goodman, LLP
                                919 Third Avenue
                            New York, New York 10022
                                 (212) 758-9500

                        CALCULATION OF REGISTRATION FEE
-----------------------------------------------------------------------------------------------------------------------------------
                                                                     Proposed
              Title of                                                Maximum            Proposed Maximum
             Securities                        Amount           Offering Price Per          Aggregate                 Amount of
          to be Registered              to be Registered(1)            Share              Offering Price          Registration Fee
-----------------------------------------------------------------------------------------------------------------------------------
Common Stock,
par value $.01 per share                  1,375,137 shares          $4.3125(2)            $5,930,278(2)               $1,749.43
===================================================================================================================================
(1)  Pursuant to Rule 416, this Registration Statement also covers such
     additional securities as may become issuable to prevent dilution resulting
     from stock splits, stock dividends or similar transactions.

(2)  Estimated solely for the purpose of calculating the registration fee
     pursuant to Rule 457(h). The Proposed Maximum Offering Price Per Share
     represents the average of the high and low sale prices reported on the New
     York Stock Exchange, Inc. on June 4, 1998.
EXPLANATORY NOTE

         The first part of this Registration Statement has been prepared in
accordance with the requirements of Form S-8 and is intended to be used to
register shares to be issued and sold pursuant to the plan. The Prospectus
filed as part of this Registration Statement has been prepared in accordance
with Part I of Form S-3 and may be used for reofferings or resales of common
stock previously acquired or to be acquired by the participants in the plan who
are deemed control persons of the registrant.

                                     PART I

                            INFORMATION REQUIRED IN
                           THE REGISTRATION STATEMENT

                          REOFFER PROSPECTUS PREPARED
                     IN ACCORDANCE WITH PART I OF FORM S-3

                              BEGINS ON NEXT PAGE
REOFFER PROSPECTUS

                              BERNARD CHAUS, INC.

                        1,375,137 SHARES OF COMMON STOCK

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

                   BERNARD CHAUS, INC. 1998 STOCK OPTION PLAN

                  This Prospectus is being used in connection with the
reoffering by the certain officer and director named herein (the "Selling
Stockholder") of Bernard Chaus, Inc., a New York corporation ("Chaus" or the
"Company"), of shares of common stock, par value $.01 per share (the "Common
Stock"), of the Company previously acquired by the Selling Shareholder pursuant
to the Bernard Chaus, Inc. 1998 Stock Option Plan (the "Plan"). The Company
will not receive any proceeds from the sale of these securities, although the
Company is entitled to receive the exercise price of the options under which
the shares of Common Stock are acquired by the Selling Stockholder. See "Use of
Proceeds."

                  All expenses of registration incurred in connection with this
offering are being borne by the Company, but all brokerage commissions,
discounts and other expenses incurred by the Selling Stockholder will be borne
by the Selling Stockholder.

                  The Common Stock is traded on the New York Stock Exchange
under the symbol "CHS." On June 4, 1998, the last reported sales price for the
Common Stock on the NYSE was $4.3125 per share.

                  SEE "RISK FACTORS," BEGINNING ON PAGE 4, FOR A DISCUSSION OF
CERTAIN FACTORS THAT SHOULD BE CONSIDERED BY PROSPECTIVE PURCHASERS IN 
CONNECTION WITH AN INVESTMENT IN THE COMMON STOCK OFFERED HEREBY.

                                  -----------

    THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES
         AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR
            HAS THE SECURITIES AND EXCHANGE COMMISSION OR ANY STATE
               SECURITIES COMMISSION PASSED UPON THE ACCURACY OR
                ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION
                     TO THE CONTRARY IS A CRIMINAL OFFENSE.

                                  -----------

                  The date of this Prospectus is June 8, 1998.
AVAILABLE INFORMATION

         The Company is subject to the information requirements of the
Securities Exchange Act of 1934, as amended (the "Exchange Act"), and in
accordance therewith files reports, proxy statements and other information with
the Securities and Exchange Commission (the "Commission"). Such reports, proxy
statements and other information can be inspected and copied at the public
reference facilities maintained by the Commission at Judiciary Plaza Building,
450 Fifth Street, N.W., Washington, DC 20549, or at the Commission's regional
offices: Northwestern Atrium Center, 500 West Madison Street, Suite 1400,
Chicago, Illinois 60661; and 7 World Trade Center, 13th Floor, New York, New
York 10048. The Common Stock is traded on the NYSE, and the Company's reports,
proxy statements and other information can be inspected at the offices of the
NYSE at 20 Broad Street, New York, New York 10005.

         The Company has filed with the Commission a Registration Statement on
Form S-8 (of which this Prospectus is a part) under the Securities Act of 1933,
as amended (the "Securities Act" ), with respect to the Common Stock offered
hereby. This Prospectus does not contain all the information set forth in the
Registration Statement and the exhibits and schedules thereto. For further
information with respect to the Company and such Common Stock, reference is
made to such Registration Statement and exhibits. A copy of the Registration
Statement on file with the Commission may be obtained from the Commission's
principal office in Washington, D.C., upon payment of the fees prescribed by
the Commission.

         Statements contained in this Prospectus as to the contents of any
contract or other document are not necessarily complete and, where the contract
or other document has been filed as an exhibit to the Registration Statement,
each such statement is qualified in all respects by reference to the applicable
document filed with the Commission. The Registration Statement of which this
Prospectus forms a part has been filed electronically through the Commission's
Electronic Data Gathering Analysis and Retrieval System and may be obtained
through the Commission's website on the Internet (http://www.sec.gov).

                INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE

         The following documents previously filed with the Commission are
hereby incorporated by reference into this Prospectus:

         1.       The Company's Annual Report on Form 10-K for the fiscal year
                  ended June 30, 1997, as amended by the Company's Annual
                  Report on Form 10-K/A filed with the Commission on November
                  7, 1997.

         2.       The Company's Quarterly Reports on Form 10-Q for the quarters
                  ended September 30, 1997, December 31, 1997 and March 31,
                  1998.

         3.       Proxy Statement, dated November 12, 1997, with respect to the
                  Annual Meeting of Stockholders held on December 8, 1997.

         4.       The description of the Company's Common Stock, which is
                  contained in a registration statement filed under Section 12
                  of the Exchange Act, including any amendment or report filed
                  for the purpose of updating such description.

         All documents subsequently filed by the Company pursuant to Sections
13(a), 13(c), 14 or 15(d) of the Exchange Act prior to the termination of this
offering shall be deemed to be incorporated by reference in this Prospectus and
to be a part of this Prospectus from the date of filing thereof. Any statement
contained in a document incorporated by reference herein shall be deemed to be
modified or superseded for purposes of this Prospectus to the extent that a
statement contained herein or in any other subsequently filed document which
also is incorporated or deemed to be incorporated by reference herein modifies
or supersedes such statement. Any such statement so modified or superseded
shall not be deemed, except as so modified or superseded, to constitute a part
of this Prospectus.

                                       2
The Company hereby undertakes to provide without charge to each
person, including any beneficial owner, to whom a copy of this Prospectus has
been delivered, upon the written or oral request of any such person, a copy of
any and all of the documents referred to above which have been or may be
incorporated in this Prospectus by reference (other than exhibits). Requests
for such copies should be directed to: Bernard Chaus, Inc., 1410 Broadway, New
York, New York 10018, Attention: Chief Executive Officer, telephone (212)
354-1280.

         This Prospectus contains statements that constitute "forward-looking
statements" within the meaning of Section 27A of the Securities Act, and
Section 21E of the Exchange Act, which generally can be identified by the use
of forward-looking terminology such as "may," "will," "expect," "estimate,"
"anticipate," "believe," "target," "plan," "project" or "continue" or the
negatives thereof or other variations thereon or similar terminology. Such
statements appear in a number of places in this Prospectus or the documents
incorporated by reference into this Prospectus and include statements regarding
the intent, belief or current expectations of the Company, its directors or its
officers with respect to, regarding, among other items, (i) anticipated trends
in the Company's business, (ii) future expenditures for capital projects, (iii)
the Company's ability to continue to control costs and maintain quality, (iv)
the Company's business strategies, and (v) the Company's projected financial
information. These forward-looking statements are based largely on the
Company's expectations and are subject to a number of risks and uncertainties,
certain of which are beyond the Company's control. Actual results could differ
materially from these forward-looking statements as a result of the factors
described in "Risk Factors" including, among others, (a) changes in the
Company's markets as a result of economic influences, (b) the Company's history
of losses, or (c) changes in the competitive marketplace, including new
products and pricing changes by the Company's competitors. In light of these
risks and uncertainties, there can be no assurance that the forward-looking
information contained in this Prospectus will in fact transpire. The Company
does not undertake to publicly update or revise its forward-looking statements
even if experience or future changes make it clear that any projected results
expressed or implied therein will not be realized.

                                  THE COMPANY

         The Company designs, arranges for the manufacture of and markets an
extensive range of women's career and casual sportswear which are marketed
principally under the CHAUS(Registered Trademark), CHAUS SPORT(Registered 
Trademark) and NAUTICA(Registered Trademark) trademarks. The Company's 
products are sold nationwide through department store chains, speciality 
retailers and other retail outlets. Beginning in late fiscal 1994, the Company 
repositioned its Chaus product line at the high end of the "upper moderate" 
through the opening price points of the "better" categories. In September 1995,
the Company entered into a license agreement (the "Nautica License Agreement")
with Nautica Apparel, Inc. ("Nautica"), a leading name in men's apparel, 
pursuant to which the Company obtained an exclusive license to design, 
contract for the manufacture of and market a new women's apparel line under 
the Nautica brand name. The Company commenced sales of products in its licensed
Nautica line in August 1996. The Nautica product line is being positioned in 
the "better" to "bridge" categories.

         The Company's products currently are divided into two principal
product categories: (i) career sportswear and (ii) weekend casual sportswear.
In late fiscal 1994, the Company shifted its product focus from single,
fashion-driven items to full collections with an emphasis on traditional
styling. With this repositioning, the Company also has enhanced its design and
quality and, by August 1997, the Company had successfully repositioned its
Chaus product line into the opening price points of the "better" category. The
Company's career and weekend casual sportswear are marketed as coordinated
groups of jackets, skirts, pants, blouses, sweaters and related accessories
which, while sold as separates, are coordinated by styles, color schemes and
fabrics and are designed to be merchandised and worn together. The Company
believes that the target consumers for its products are women aged 24 to 64.

         The Company produces collections of each of these product lines for
each of its five principal selling seasons: Spring, Summer, Fall I, Fall II and
Holiday. Spring and Fall traditionally have been the Company's major selling
seasons. Beginning in fiscal 1996, the Company combined the Spring I and Spring
II seasons into one Spring season, thus reducing the selling seasons from six
to five.

         The Company's principal executive offices are located at 1410 Broadway,
New York, New York 10018, telephone:  (212) 354-1280.

                                       3
RISK FACTORS

         In addition to the other information included in, or incorporated by
reference into this Prospectus, the following risk factors should be considered
carefully in evaluating the Company and its business before purchasing the
shares of Common Stock offered hereby. An investment in the Common Stock
offered hereby involves a high degree of risk. Purchasers should carefully
consider the following risk factors, as well as all other information set forth
or incorporated in the Prospectus before purchasing any Common Stock offered
hereby. Prospective investors are cautioned that the statements in this
Prospectus that are not descriptions of historical facts may be forward-looking
statements. Such statements are based on many assumptions and are subject to
risks and uncertainties. Actual results could differ materially from the
results discussed in the forward looking statements due to a number of factors,
including, but not limited to, those identified below.

HISTORY OF LOSSES; DECLINING REVENUE BASE

         The Company sustained net losses of $27.9 million, $24.4 million and
$16.5 million in fiscal 1995, 1996 and 1997, respectively. In addition, during
such period the Company's revenues declined from $181.7 million in fiscal 1995
to $170.6 million in fiscal 1996 to $160.1 million in fiscal 1997. The Company
also experienced a reduction in the number of individual stores within its
major customer groups in which its products were sold during this period. The
Company believes that the implementation of its restructuring program and other
initiatives it has taken will improve operating results. Although the Company's
sales increased in the first nine months of fiscal 1998 over the prior fiscal
year and it had net earnings for the nine month period of approximately
$3,765,000, no assurance can be given that revenues will continue to increase,
that the number of stores within which the Company's products are sold will
continue to increase or that the Company will be profitable for the full fiscal
year or thereafter.

NEGATIVE CASH FLOW

         The Company has had negative cash flow from operations of $4.8
million, $22.7 million, $11.0 million and $20.9 million in fiscal 1995, 1996
and 1997 and the first nine months of fiscal 1998, respectively. The Company's
business plan requires the availability of sufficient cash flow and borrowing
capacity to finance its existing product lines and develop and market its
licensed Nautica product lines. The Company expects to satisfy such
requirements through cash flow from operations, proceeds from its January 1998
rights offering and borrowings under its credit facility. Although there can be
no assurance, the Company believes that if it achieves its projections, the
Company will have sufficient cash flow and credit availability to meet its
needs for the foreseeable future. There can be no assurance that the Company
will achieve its projections.

HIGH BORROWING LEVELS

         At March 31, 1998, the Company had short-term debt of $13.7 million
and long-term debt of $13.8 million. The Company debt levels may increase in
the future to the extent it must seek to borrow to meet its working capital
needs.

OBLIGATIONS UNDER NAUTICA LICENSE AGREEMENT; SUCCESS OF NAUTICA PRODUCT LINE

         The Company's obligations under the Nautica License Agreement include
meeting minimum sales targets, making minimum royalty and advertising payments
and the requirement that Andrew Grossman continue in his position as Chief
Executive Officer during the Nautica License Agreement's term. There can be no
assurance that the conditions to the continuance of the Nautica License
Agreement will be met or that the Company's licensed Nautica product line will
be successful.

         In connection with the Nautica license, Nautica has asserted that the
Company has not complied with and is not in compliance with all of the terms of
the Nautica License Agreement. To date, Nautica has not sought to exercise any
rights or remedies under the Nautica License Agreement. The Company believes
that Nautica's claims are baseless

                                       4
and without merit. Notwithstanding that the Company believes that it has claims
against Nautica for its failure to perform under the terms of the Nautica
License Agreement and that the claims asserted by Nautica are baseless, the
Company (i) is performing and will continue to perform all of its obligations
under the Nautica License Agreement, and (ii) intends to enforce all of its
rights and remedies under the Nautica License Agreement.

         The Company commenced sales of its licensed Nautica products in August
1996. The Company's Nautica product line has experienced intense competition
from other designer labels. To date, the Company's Nautica product line has not
generated the levels of revenues which had been anticipated and there can be no
assurance that such revenues will increase in the foreseeable future, if ever.

APPAREL RETAILING CYCLES

         The apparel industry is a cyclical industry heavily dependent on the
overall level of consumer spending, with purchases of apparel and related goods
tending to decline during periods when disposable income is low, but also
declining at other times. A difficult retail environment could result in higher
than normal levels of promotional sales by the Company, thereby reducing the
Company's gross profit margins.

CHANGES IN FASHION TRENDS

         The Company believes that its success depends in substantial part on
its ability to anticipate, gauge and respond to changing consumer demands and
fashion trends in a timely manner. There can be no assurance, however, that the
Company will be successful in this regard. The Company attempts to minimize the
risk of changing fashion trends and product acceptance by producing a wide
selection of garments during a particular selling season and by closely
monitoring retail sales of its products. However, if the Company misjudges the
market for a number of products or product groups, it may be faced with a
significant amount of unsold finished goods inventory, which could have an
adverse effect on the Company's results of operations.

DEPENDENCE ON MAJOR CUSTOMERS

         The Company extends credit to its customers based upon an evaluation
of the customer's financial condition and credit history and generally does not
require collateral. The Company has historically incurred minimal credit
losses. At June 30, 1997 and 1996, approximately 62% and 66%, respectively, of
the Company's accounts receivables were due from department store customers
owned by four single corporate entities. During fiscal 1997, approximately 63%
of the Company's net sales were made to department store customers owned by
four single corporate entities, as compared to 60% in fiscal 1996 and 55% in
fiscal 1995. Sales to Dillard's Department Stores accounted for 33% of net
sales in fiscal 1997, 29% of net sales in fiscal 1996 and 22% of net sales in
fiscal 1995. Sales to nine department store companies owned by The May
Department Stores Company accounted for approximately 16% of the Company's net
sales in fiscal 1997, 10% of net sales in fiscal 1996 and 15% of net sales in
fiscal 1995. Sales to eight department store companies owned by Federated
Department Stores accounted for approximately 8% of net sales in fiscal 1997,
5% of net sales in fiscal 1996 and 11% of net sales in fiscal 1995. Sales to
two department store customers owned by TJX Companies, Inc. accounted for
approximately 6% of net sales in fiscal 1997, 16% of net sales in fiscal 1996
and 7% of net sales in fiscal 1995. The percentages of net sales are based upon
stores owned by the four corporate entities at the end of fiscal 1997. As a
result of the Company's dependence on these customers, they may have the
ability to influence the Company's business decisions. The loss of or
significant decrease in business from any of its major customers would have a
material adverse effect on the Company's financial position and results of
operations.

DEPENDENCE ON FOREIGN SOURCING; LONG LEAD TIMES

         During fiscal 1997, the Company's products were manufactured through
third party foreign contractors, principally in South Korea, Hong Kong, Taiwan,
China, Indonesia and elsewhere in the Far East. As a result, the Company may be
adversely affected by political instability resulting in the disruption of
trade from foreign countries in which the Company's manufacturers and suppliers
are located, the imposition of additional regulations relating to

                                       5
imports or duties, taxes and other charges on imports, any significant
decreases in the value of the dollar against foreign currencies and
restrictions on the transfer of funds. In addition, the Company's import
operations are subject to constraints imposed by bilateral textile agreements
between the United States and a number of foreign countries. These agreements
impose quotas on the amount and type of goods which can be imported into the
United States from these countries. Furthermore, because the Company's foreign
manufacturers are located at significant geographic distances from the Company,
the Company is generally required to allow greater lead time for foreign
orders. In addition, because orders from the Company's customers generally
precede the related shipping period by up to five months and the Company must
make substantial advance commitments to its suppliers (often as many as seven
months prior to the receipt of firm orders for the related merchandise), a lead
time of as long as twelve months may be required between the time the Company
commits to a supplier and the time of shipping. This reduces the Company's
manufacturing flexibility which increases the risks associated with changes in
fashion trends or consumer preferences.

SEASONALITY AND QUARTERLY FLUCTUATIONS

         Historically, the Company's sales and operating results fluctuate by
quarter, with the greatest sales occurring in the Company's first and third
fiscal quarters. It is in these quarters that the Company's Fall and Spring
product lines, which traditionally have had the highest volume of net sales,
are shipped to customers, with revenues generally being recognized at the time
of shipment. As a result, the Company experiences significant variability in
its quarterly results and working capital requirements. Moreover, delays in
shipping can cause revenues to be recognized in a later quarter, resulting in
further variability in such quarterly results.

COMPETITION

         There is intense competition in the sectors of the apparel industry in
which the Company participates. The Company competes with many other apparel
companies, some of which are larger and have better established brand names and
greater resources than the Company. In some cases, the Company also competes
with private-label brands of its department store customers. The Company
believes that, in order to be successful in its industry, it must be able to
evaluate and respond to changing consumer demand and taste and to remain
competitive in the areas of style, quality and price while operating within the
significant production and delivery constraints of the industry. Furthermore,
the Company's traditional department store customers, which account for a
substantial portion of the Company's business, encounter intense competition
from so-called "off-price" and discount retailers, mass merchandisers and
specialty stores. The Company believes that its ability to increase its present
levels of sales will depend on such customers' ability to maintain their
competitive position.

DEPENDENCE UPON KEY PERSONNEL

         The success of the Company is dependent upon the personal efforts and
abilities of Ms. Chaus, its Chairwoman of the Board, and Andrew Grossman, its
Chief Executive Officer. The Company has no employment agreement with Ms.
Chaus, its principal stockholder. The Company has an employment agreement with
Mr. Grossman for a term ending in September 2000, with an extension at the
option of the Company until September 2004, pursuant to which Mr. Grossman has
agreed not to compete with the Company during the term of the agreement or, if
the Company terminates the agreement (with certain exceptions), for a period of
up to two years after such termination depending on the basis for termination.
The Company believes that the loss of the services of either Ms. Chaus or Mr.
Grossman would likely have an adverse effect on the Company. The Company
maintains key man life insurance on the lives of Ms. Chaus and Mr. Grossman in
the amounts of $35.0 million and $25.0 million, respectively. Furthermore, the
Nautica License Agreement is conditioned upon Mr. Grossman continuing as Chief
Executive Officer.

         On September 15, 1997, the Company announced the resignation of Wayne
Miller, the Company's Chief Financial Officer. Pending the appointment of a
successor to Mr. Miller, Barton Heminover, the Company's Vice President --
Corporate Controller and Assistant Secretary, together with the Company's
financial advisors, will be responsible for discharging Mr. Miller's duties.

                                       6
In addition, the Company believes that its future success depends in
part upon its ability to attract and retain qualified personnel. There can be
no assurance that the Company will be successful in attracting and retaining
such personnel in the future.

CONTROL BY PRINCIPAL STOCKHOLDER

         Josephine Chaus, Chairwoman of the Board, member of the Office of the
Chairman and principal stockholder of the Company, owns approximately 69.5% of
the outstanding Common Stock. As a result of her stock ownership, Ms. Chaus
has, and will continue to have, sufficient voting power to determine the
direction and policies of the Company, the election of the directors of the
Company, the outcome of any other matter submitted to a vote of stockholders,
and to prevent or cause a change in control of the Company.

POTENTIAL CONFLICTS OF INTEREST; RELATED PARTY TRANSACTIONS

         Certain conflicts of interest may arise as a result of Ms. Chaus'
position as a director, member of the Office of the Chairman and majority
stockholder of the Company. There have been a number of related party
transactions between Ms. Chaus and the Company, principally involving her
provision of credit support to the Company which ended in January 1998. Such
transactions are negotiated with a special committee made up of the
disinterested members of the Board of Directors of the Company which, where
appropriate, seeks the advice of an independent investment banking firm in
connection with the approval of any such transaction. When stockholder approval
is sought, Ms. Chaus, as majority stockholder, has the ability to approve any
such matter without the affirmative vote of any other stockholder of the
Company.

LITIGATION

         The Company is involved as a defendant in certain legal proceedings
incidental to its business. The Company believes that the outcome of these
legal proceedings will not have a material adverse impact on its financial
position or operations.

VOLATILITY OF STOCK PRICE

         The market price of the Company's Common Stock is highly volatile.
Factors such as quarterly variations in the Company's results of operations and
changes in general market conditions could cause the market price of the
Company's Common Stock to fluctuate significantly.

CONTINUED LISTING OF THE COMMON STOCK ON THE NYSE

         The Company does not currently satisfy certain of the conditions for
continued listing on the NYSE. The Company has submitted a business plan for
the re-attainment of compliance with the continued listing standards of the
NYSE. The NYSE has informed the Company in writing that it will be monitoring
such plan on a quarterly basis and that the Company's ability to maintain its
listing in the NYSE will be dependent upon meeting such plan. Accordingly,
there can be no assurance that the NYSE will not undertake to suspend the
Common Stock from trading, or delist the Common Stock, in the future.

                                USE OF PROCEEDS

         The Company will not receive any proceeds from the sale of these
securities, although the Company is entitled to receive the exercise price of
the options under which the shares of Common Stock are acquired by the Selling
Stockholder. If the Selling Stockholder elects to exercise all of his options
under which the shares of Common Stock are acquired after such options become
exercisable, the estimated net proceeds to the Company would be approximately
$4,276,676 (excluding expenses of the offering estimated to be approximately
$50,000). The Company intends to apply

                                       7
the net proceeds, if any, received by the Company from the exercise of such
options for working capital and general corporate purposes.

                                DIVIDEND POLICY

                  The Company has not declared or paid cash dividends or made
other distributions on its Common Stock since prior to its initial public
offering of Common Stock in 1986. The payment of dividends, if any, in the
future is within the discretion of the Board of Directors and will depend on
the Company's earnings, its capital requirements and financial condition. It is
the present intention of the Board of Directors to retain all earnings, if any,
for use in the Company's business operations and, accordingly, the Board of
Directors does not expect to declare or pay any dividends in the foreseeable
future. In addition, the Company's credit facility prohibits the Company from
declaring dividends or making other distributions on its capital stock.

                              SELLING STOCKHOLDER

         The following table sets forth certain information with respect to the
Selling Stockholder as of May 2, 1998. The Selling Stockholder is the Chief
Executive Officer and a member of the Office of the Chairman of the Company.
The shares of Common Stock set forth therein are being included in the
Registration Statement of which this Prospectus forms a part pursuant to
registration commitments afforded to the Selling Stockholder by contractual
obligations. The Company will not receive any proceeds from the sale of these
securities, although the Company is entitled to receive the exercise price of
the options under which the shares of Common Stock are acquired by the Selling
Stockholder. See "Use of Proceeds."
BENEFICIAL OWNERSHIP              SHARES OF               BENEFICIAL OWNERSHIP OF
             NAME OF                         OF SHARES                  COMMON STOCK           SHARES OF COMMON STOCK AFTER
       SELLING STOCKHOLDER                OF COMMON STOCK             OFFERED FOR SALE       GIVING EFFECT TO PROPOSED SALE
       -------------------                ---------------             ----------------       ------------------------------
Andrew Grossman                              1,400,144                   1,375,137                        25,007
                                             ---------                   ---------                        ------
TOTAL                                        1,400,144                   1,375,137                        25,007
                                             =========                   =========                        ======
PLAN OF DISTRIBUTION

         The Company has been advised by the Selling Stockholder that there are
no underwriting arrangements with respect to the sale of the above securities
(collectively, the "Selling Stockholder Securities"). Any or all of the Selling
Stockholder Securities may be sold from time to time to purchasers directly by
the Selling Stockholder. Alternatively, the Selling Stockholder may from time
to time offer the Selling Stockholder Securities through underwriters, dealers
or agents who may receive compensation in the form of underwriting discounts,
concessions or commissions from the Selling Stockholder and/or the purchasers
of the Selling Stockholder Securities for whom they may act as agents. The
Selling Stockholder and any such underwriters, dealers or agents that
participate in the distribution of the Selling Stockholder Securities may be
deemed to be underwriters under the Securities Act, and any profit on the sale
of the Selling Stockholder Securities by them and any discounts, commissions or
concessions received by them may be deemed to be underwriting discounts and
commissions under the Securities Act. The Selling Stockholder Securities may be
sold from time to time in one or more transactions at a fixed offering price,
which may be changed, or at varying prices determined at the time of sale or at
negotiated prices. The distribution of the Selling Stockholder Securities by
the Selling Stockholder may be effected in one or more transactions that may
take place on the NYSE, including ordinary brokers' transactions,
privately-negotiated transactions or through sales to one or more
broker-dealers for resale of such shares as principals, at market prices
prevailing at the time of sale, at prices related to such prevailing market
prices or at negotiated prices. Usual and customary or specifically negotiated
brokerage fees, discounts and commissions may be paid by the Selling
Stockholder in connection with such sales of securities.

                                       8
In order to comply with certain states securities laws, if applicable,
the Selling Stockholder Securities will be sold in such jurisdictions only
through registered or licensed brokers or dealers. In certain states the
Selling Stockholder Securities may not be sold unless the Selling Stockholder
Securities have been registered or qualified for sale in such state, or unless
an exemption from registration or qualification is available and is obtained.

         In addition to sales pursuant to the Registration Statement of which
this Prospectus forms a part, the Selling Stockholder Securities may be sold in
accordance with Rule 144 promulgated under the Securities Act.

                                 LEGAL MATTERS

         Certain legal matters in connection with this offering will be passed
upon for the Company by Shereff, Friedman, Hoffman & Goodman, LLP, New York,
New York.

                                    EXPERTS

         The consolidated financial statements and the related financial
statement schedule incorporated in this Prospectus by reference from the
Company's Annual Report on Form 10-K for the years ended June 30, 1997 and
1996, and for each of the three years in the period ended June 30, 1997, have
been audited by Deloitte & Touche LLP, independent auditors, as stated in their
report, which is incorporated herein by reference, and has been so incorporated
in reliance upon such report of such firm given upon their authority as experts
in accounting and auditing.

                                       9
NO DEALER, SALES REPRESENTATIVE OR OTHER PERSON HAS BEEN AUTHORIZED TO GIVE ANY
INFORMATION OR TO MAKE ANY REPRESENTATIONS IN CONNECTION WITH THIS OFFERING
OTHER THAN THOSE CONTAINED IN THIS PROSPECTUS AND, IF GIVEN OR MADE, SUCH
INFORMATION OR REPRESENTATIONS MUST NOT BE RELIED UPON AS HAVING BEEN
AUTHORIZED BY THE COMPANY. THIS PROSPECTUS DOES NOT CONSTITUTE AN OFFER TO
SELL, OR A SOLICITATION OF AN OFFER TO BUY, ANY OF THE SECURITIES OFFERED
HEREBY BY ANYONE IN ANY JURISDICTION IN WHICH SUCH OFFER OR SOLICITATION IS NOT
AUTHORIZED OR IN WHICH THE PERSON MAKING SUCH OFFER OR SOLICITATION IS NOT
QUALIFIED TO DO SO OR TO ANY PERSON TO WHOM IT IS UNLAWFUL TO MAKE SUCH OFFER
OR SOLICITATION. NEITHER THE DELIVERY OF THIS PROSPECTUS NOR ANY SALE MADE
HEREUNDER SHALL, UNDER ANY CIRCUMSTANCES, CREATE ANY IMPLICATION THAT THERE HAS
BEEN NO CHANGE IN THE AFFAIRS OF THE COMPANY SINCE THE DATE HEREOF OR THAT THE
INFORMATION CONTAINED HEREIN IS CORRECT AS OF ANY TIME SUBSEQUENT TO THE DATE
HEREOF.

                     TABLE OF CONTENTS

                                                        Page

Additional Information                                     2

Incorporation of Certain Documents by                                          
   Reference                                               2

The Company                                                3

Risk Factors                                               4

Use of Proceeds                                            7

Dividend Policy                                            8

Selling Stockholder                                        8

Plan of Distribution                                       8

Legal Matters                                              9
                                                                               
Experts                                                    9

                              1,375,137 SHARES OF
                                  COMMON STOCK
                     
                     
                     
                     
                     
                              BERNARD CHAUS, INC.
                     
                     
                     
                     
                     
                     
                     
                     
                     
                     
                     
                     
                                   PROSPECTUS
                     
                     
                     
                     
                     
                     
                     
                     
                     
                     
                     
                     
                     
                     
                     
                                  JUNE 8, 1998
PART II

                            INFORMATION REQUIRED IN
                           THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference

          The following documents, which have been filed by Bernard Chaus,
Inc., a New York corporation (the "Registrant"), with the Securities and
Exchange Commission (the "Commission"), are incorporated herein by reference:

          (a) The Registrant's Annual Report on Form 10-K for the period ended
June 30, 1997, as amended by the Registrant's Annual Report on Form 10-K/A
filed with the Commission on November 7, 1997.

          (b) The Registrant's Quarterly Reports on Form 10-Q for the quarters
ended September 30, 1997, December 31, 1997 and March 31, 1998.

          (c) The description of the Registrant's common stock, par value $.01
per share ("Common Stock"), which is contained in a registration statement
filed under Section 12 of the Securities Exchange Act of 1934, as amended (the
"Exchange Act"), including any amendment or report filed for the purpose of
updating such description.

          In addition, all documents subsequently filed by the Registrant
pursuant to Sections 13(a), 13(c), 14 and 15(d) of the Exchange Act, prior to
the filing of a post-effective amendment which indicates that all securities
offered have been sold or which deregisters all securities then remaining
unsold, shall be deemed to be incorporated by reference in this registration
statement and to be a part hereof from the time of filing of such documents.
Any statement contained in the documents incorporated or deemed to be
incorporated by reference herein shall be deemed to be modified or superseded
for purposes of this registration statement to the extent that a statement
contained herein or in any other subsequently filed document which also is
incorporated or deemed to be incorporated by reference herein modifies or
supersedes such statement. Any such statement so modified or superseded shall
not be deemed, except as so modified or superseded, to constitute a part of
this registration statement.

Item 4.  Description of Securities.

          Not applicable.

Item 5.  Interest of Named Experts and Counsel.

          Not applicable.

Item 6.  Indemnification of Directors and Officers.

          Sections 722 and 726 of the New York Business Corporation Law (the
"BCL") grant the Registrant broad powers to indemnify and insure its directors
and officers against liabilities they may incur in such capacities. In
accordance therewith, the Registrant's Restated Certificate of Incorporation,
as amended (the "Charter"), and By-Laws provide for the fullest indemnification
of an officer or a director of the Company under the BCL. The Charter also
eliminates personal liability for any breach of directors' duty to the
Registrant and its stockholders, provided that such breach does not result from
(a)(i) an act or omission in bad faith, (ii) intentional misconduct or (iii) a
knowing violation of law, (b) a transaction from which a director derived a
personal benefit or financial gain to

                                      II-1
which the director was not entitled, or (c) the approval of dividends, stock
repurchases, asset distributions or loans to directors in violation of the BCL.

          The Registrant has entered into agreements with its directors and
certain of its officers that require the Registrant to indemnify such persons
against expenses, including attorneys' fees, judgments, fines, settlements and
other amounts incurred directly or indirectly in connection with any
proceeding, whether actual or threatened, to which any such person may be made
a party by reason of the fact that such person served as a director or officer
of the Registrant or any of its affiliated enterprises, provided that such
indemnification is consistent with the BCL. The agreements also require the
Registrant to carry directors' and officers' liability insurance for as long as
such person serves in a capacity that exposes such person to liability unless
and until the Registrant's Board of Directors decides that the cost of the
insurance does not justify the benefit. The Company has purchased such
directors' and officers' liability insurance covering certain liabilities which
may be incurred by its directors and officers in the performance of their
services for the Registrant.

Item 7.  Exemption from Registration Claimed.

          Not applicable.

Item 8.  Exhibits

          The following exhibits are filed as part of this registration
statement:

          4.1     Bernard Chaus, Inc. 1998 Stock Option Plan.

          5.1     Opinion of Shereff, Friedman, Hoffman & Goodman, LLP.

         23.1     Consent of Deloitte & Touche, LLP.

         23.2     Consent of Shereff, Friedman, Hoffman & Goodman, LLP
                  (included in Exhibit 5.1).

         24       Power of Attorney (included in signature page to this
                  registration statement).

Item 9.  Undertakings.

          (a)     The undersigned Registrant hereby undertakes:

                  (1) To file, during any period in which offers or sales are
          being made, a post-effective amendment to this registration
          statement:

                        (i)  To include any prospectus required by Section 
                             10(a)(3) of the Securities Act of 1933;

                        (ii) To reflect in the prospectus any facts or events
                             arising after the effective date of the
                             registration statement (or the most recent
                             post-effective amendment thereof) which,
                             individually or in the aggregate, represent a
                             fundamental change in the information set forth in
                             the registration statement. Notwithstanding the
                             foregoing, any increase or decrease in volume of
                             securities offered (if the total dollar value of
                             securities offered would not exceed that which was
                             registered) and any deviation from the low or high
                             end of the estimated maximum offering range may be
                             reflected in the form of prospectus filed with the
                             Commission pursuant to Rule 424(b) if, in the
                             aggregate, the change in volume and price
                             represent no more than a 20% change in the maximum
                             aggregate offering price set forth in the
                             "Calculation of Registration Fee" table in the
                             effective registration statement; and

                                      II-2
(iii) To include any material information with respect
                              to the plan of distribution not previously
                              disclosed in the registration statement or any
                              material change to such information in the
                              registration statement;

          provided, however, that paragraphs (a)(1)(i) and (a)(1)(ii) do not
          apply if the registration statement is on Form S-3 or S-8 and the
          information required to be included in a post-effective amendment by
          those paragraphs is contained in periodic reports filed by the
          Registrant pursuant to Section 13 or Section 15(d) of the Exchange
          Act that are incorporated by reference in the registration statement.

                  (2) That, for the purpose of determining any liability under
          the Securities Act of 1933, each such post-effective amendment shall
          be deemed to be a new registration statement relating to the
          securities offered therein, and the offering of such securities at
          that time shall be deemed to be the initial bona fide offering
          thereof.

                  (3) To remove from registration by means of a post-effective
          amendment any of the securities being registered which remain unsold
          at the termination of the offering.

          (b) The undersigned Registrant hereby undertakes that, for the
purposes of determining any liability under the Securities Act of 1933, each
filing of the Registrant's annual report pursuant to Section 13(a) or 15(d) of
the Exchange Act (and, where applicable, each filing of an employee benefit
plan's annual report pursuant to Section 15(d) of the Exchange Act) that is
incorporated by reference in the registration statement shall be deemed to be a
new registration statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be the initial bona
fide offering thereof.

          (c) Insofar as indemnification for liabilities arising under the
Securities Act of 1933 may be permitted to directors, officers and controlling
persons of the Registrant pursuant to the foregoing provisions, or otherwise,
the Registrant has been advised that in the opinion of the Commission such
indemnification is against public policy as expressed in the Securities Act of
1933 and is, therefore, unenforceable. In the event that a claim for
indemnification against such liabilities (other than the payment by the
Registrant of expenses incurred or paid by a director, officer or controlling
person of the Registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the Registrant will, unless in
the opinion of its counsel the matter has been settled by controlling
precedent, submit to a court of appropriate jurisdiction the question whether
such indemnification by it is against public policy as expressed in the
Securities Act of 1933 and will be governed by the final adjudication of such
issue.

                                      II-3
SIGNATURES

          Pursuant to the requirements of the Securities Act of 1933, the
Registrant certifies that it has reasonable grounds to believe that it meets
all the requirements for filing on Form S-8 and has duly caused this
Registration Statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in the City of New York, State of New York, on this 27th day
of May, 1998.

                                                       BERNARD CHAUS, INC.

                      By:    /s/ Josephine Chaus
                             ------------------------
                             Josephine Chaus
                             Chairwoman of the Board and Office of the Chairman

          KNOW ALL MEN BY THESE PRESENTS, that each of the undersigned whose
signature appears below constitutes and appoints Josephine Chaus and Barton
Heminover, and each of them (with full power of each of them to act alone), his
true and lawful attorneys-in-fact, with full power of substitution and
resubstitution for him and on his behalf, and in his name, place and stead, in
any all capacities to execute and sign any and all amendments or post-effective
amendments to this registration statement, and to file the same, with all
exhibits thereto, and other documents in connection therewith, with the
Commission, hereby ratifying and confirming all that said attorneys-in-fact or
any of them or their or his or her substitute or substitutes, may lawfully do
or cause to be done by virtue hereof and the Registrant hereby confers like
authority on its behalf.

          Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed below by the following persons in the
capacities and on the dates indicated.
Signature                                   Title                                    Date
/s/ Josephine Chaus                      Chairwoman of the Board and Office of
-------------------------                 the Chairman                                         May 27, 1998
Josephine Chaus                           

 /s/ Andrew Grossman                      Chief Executive Officer and Office of
-------------------------                 the Chairman                                         May 27, 1998
Andrew Grossman                           

 /s/ Harvey M. Krueger                    Director
-------------------------                
Harvey M. Krueger                                                                              May 27, 1998

 /s/ S. Lee Kling                         Director
-------------------------
S. Lee Kling                                                                                   May 27, 1998

 /s/ Philip G. Barach                     Director
-------------------------
Philip G. Barach                                                                               May 27, 1998

 /s/ Barton Heminover                     Vice President - Corporate Controller
-------------------------                 (principal accounting officer)                       May 27, 1998
Barton Heminover
BERNARD CHAUS, INC.
                                    FORM S-8
                             REGISTRATION STATEMENT

                                 EXHIBIT INDEX

EXHIBIT

4.1       Bernard Chaus, Inc. 1998 Stock Option Plan.

5.1       Opinion of Shereff, Friedman, Hoffman & Goodman, LLP.

23.1      Consent of Deloitte & Touche, LLP.