As filed with the Securities and Exchange Commission on May 4, 2001.

                                                    Registration No. 333-_______

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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

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

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

SUPREMA SPECIALTIES, INC.
--------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)

New York                                        11-2662625
---------------------------------------         -------------------------------
State or other jurisdiction                     (I.R.S. Employer
of incorporation or organization)               Identification No.)

510 East 35th Street, P.O. Box 280, Paterson, New Jersey 07543-0280
-------------------------------------------------------------------
(Address of principal executive offices)             (Zip Code)

1998 Stock Option Plan and 1999 Stock Incentive Plan
--------------------------------------------------------------------------------
(Full title of the plan)

            Mr. Mark Cocchiola, President and Chief Executive Officer
                            Suprema Specialties, Inc.
510 East 35th Street, P.O. Box 280, Paterson, New Jersey 07543-0280
-------------------------------------------------------------------
(Name and address of agent for service)

                                 (973) 684-2900
--------------------------------------------------------------------------------
(Telephone number, including area code, of agent for service)

                                    Copy to:
                                Ethan Seer, Esq.
                        Blank Rome Tenzer Greenblatt LLP
                              405 Lexington Avenue
                            New York, New York 10174
                            Telephone: (212) 885-5000
                            Facsimile: (212) 885-5001


<PAGE>













                         CALCULATION OF REGISTRATION FEE

<TABLE>
<CAPTION>
                                                           Proposed              Proposed
                                                           Maximum               Maximum
                                                           Offering              Aggregate             Amount of
Title of Securities                Amount to be            Price Per             Offering              Registration
to be Registered                   Registered              Share(1)              Price(1)              Fee
----------------                   ----------              --------              --------              ---
<S>                                <C>                     <C>                   <C>                   <C>
Common Stock,                      1,000,000               $7.50                 7,500,000             $1,875.00
par value $.01                     shares
per share                          (2)(3)
</TABLE>



     (1) Estimated solely for the purposes of calculating the registration fee
and based (a) as to the 499,500 shares of Common Stock that may be issued upon
the exercise of options previously granted under the registrant's 1998 Stock
Option Plan ("98 Plan") and the 352,000 shares of Common Stock that may be
issued upon the exercise of options already granted under the registrant's 1999
Stock Incentive Plan ("99 Plan"), upon the average price at which such options
may be exercised and (b) as to the remaining 500 shares of Common Stock that may
be issued upon exercise of options reserved for issuance under the 98 Plan and
the 148,000 shares of Common Stock that may be issued upon exercise of options
or the grant of other stock-based awards under the 99 Plan, on the basis of the
average of the high and low prices for the Common Stock as quoted on NASDAQ on
April 26, 2001.

     (2) Pursuant to Rule 416, there are also being registered additional shares
of Common Stock as may become issuable pursuant to the anti-dilution provisions
of the 98 Plan and the 99 Plan.

     (3) Represents 500,000 and 500,000 shares, respectively, that may be issued
under the 98 Plan and the 99 Plan, respectively.




<PAGE>








                                     PART I

              INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

     Item 1. Plan Information.*

     Item 2. Registrant Information and Employee
             Plan Annual Information.*

     * Information required by Part I to be contained in the Section 10(a)
prospectus is omitted from this Registration Statement in accordance with Rule
428 under the Securities Act of 1933 and the Note to Part I of Form S-8.



<PAGE>





                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

     Item 3. Incorporation of Documents by Reference.

     The following documents previously filed by the registrant with the
Securities and Exchange Commission (the "Commission") are incorporated by
reference in this Registration Statement:

     (1) The registrant's Annual Report on Form 10-K for the fiscal year ended
June 30, 2000;

     (2) Form 10-K/A, Amendment No. 1 to the registrant's Annual Report on Form
10-K for the fiscal year ended June 30, 2000;

     (3) The registrant's Quarterly Report on Form 10-Q for the quarter ended
September 30, 2000;

     (4) The registrant's Quarterly Report on Form 10-Q for the quarter ended
December 31, 2000;

     (5) The description of the registrant's common stock, par value $.001 per
share (the "Common Stock"), contained in the registrant's Registration
Statements on Form 8-A dated May 3, 1991 as filed with the Commission, and any
amendments thereto; and

     (6) All documents subsequently filed by the registrant pursuant to Sections
13(a), 13(c), 14 and 15(d) of the Securities Exchange Act of 1934, 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 respective date of filing of such documents. Any
statement contained in a document incorporated by reference herein is modified
or superseded for all purposes to the extent that a statement contained in this
Registration Statement or in any


                                      II-1

<PAGE>



other subsequently filed document which is incorporated by reference modifies or
replaces such statement.

     Item 4. Description of Securities.

     Not applicable.

     Item 5. Interests of Named Experts and Counsel.

     The legality of the Common Stock offered hereby will be passed upon for the
registrant by the law firm of Blank Rome Tenzer Greenblatt LLP.

     Item 6. Indemnification of Directors and Officers.


     Section 722 of the New York Business Corporation Law which governs the
indemnification of directors, officers, employees and agents of a corporation is
hereby incorporated herein by reference. Section 402 of the New York Business
Corporation Law which provides that a corporation's certificate of incorporation
may provide that a director or officer shall have limited liability to the
corporation or to its shareholders, with certain exceptions, is hereby
incorporated herein by reference. Reference is made to Articles 7 and 8 of the
registrant's Certificate of Incorporation, as amended, which provides for
indemnification and limitations on liability in the manner and to the fullest
extent permitted by New York law. The general effect of these provisions may
make it more difficult for shareholders to obtain monetary damages in connection
with suits that seek redress for actions taken by directors.

     The employment agreements between the registrant and its Chief Executive
Officer and its Executive Vice President provide for the registrant to indemnify
such officers to the fullest extent permitted by the laws of the State of New
York.

     Insofar as indemnification for liabilities arising under the Securities Act
may be permitted to directors, officers or persons controlling Suprema pursuant
to the foregoing provisions, the registrant has been informed that in the
opinion of the Securities and Exchange Commission, such indemnification

                                      II-2

<PAGE>


is against public policy as expressed in the Securities Act and is therefore
unenforceable.

     Item 7. Exemption from Registration Claimed.

     Not applicable.

     Item 8. Exhibits.

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


         5.1                    Opinion of Blank Rome Tenzer
                                Greenblatt LLP

         23.1                   Consent of BDO Seidman, LLP

         23.2                   Consent of Blank Rome Tenzer
                                Greenblatt LLP (included in
                                Exhibit 5.1)

         24.1                   Powers of Attorney (included
                                on the signature page of 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:

          (2) 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.

          (3) 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

                                      II-3

<PAGE>

     offering of such securities at that time shall be deemed to be the initial
     bona fide offering thereof.

          (4) 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 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 Section 15(d) of the
Securities Exchange Act of 1934 (and where applicable, each filing of an
employee benefit plan's annual report pursuant to Section 15(d) of the
Securities Exchange Act of 1934) 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 referred to in Item 6 of
Part II of this Registration Statement, or otherwise, the registrant has been
advised that in the opinion of the Securities and Exchange Commission such
indemnification is against public policy as expressed in the Securities Act of
1933 ("Act") 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 Act and will
be governed by the final adjudication of such issue.

                                      II-4

<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 of 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 Paterson, State of New Jersey, on this 30th day of
April 2001.

                                 SUPREMA SPECIALTIES, INC.
                                          (Registrant)


                                 By:   /s/ Mark Cocchiola
                                    -------------------------------------------
                                       Mark Cocchiola, Chief Executive
                                       Officer and President

     Each person whose individual signature appears below hereby authorizes each
of Mark Cocchiola and Paul Lauriero or either of them as his or her true and
lawful attorney-in-fact with full power of substitution to execute in the name
and on behalf of each person, individually and in each capacity stated below,
and to file, any and all post-effective amendments to this Registration
Statement.

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

         Signature                     Title                            Date
         ---------                     -----                            ----

/s/Mark Cocchiola               Chairman of the Board,            April 30, 2001
-----------------------         Chief Executive Officer
Mark Cocchiola                  and President
                                (Principal Executive
                                Officer)


/s/ Paul Lauriero               Executive Vice                    April 30, 2001
-----------------------         President and Director
Paul Lauriero


                                  II-5

<PAGE>


/s/ Steven Venechanos           Chief Financial Officer           April  , 2001
-----------------------         (Principal Financial
Steven Venechanos               and Accounting Officer)


/s/ Marco Cocchiola             Director                          April 30, 2001
-----------------------
Marco Cocchiola


/s/ Rudolph Acosta, Jr.         Director                          April 30, 2001
-----------------------
Dr. Rudolph Acosta, Jr.


/s/ Paul DeSocio                Director                          April 30, 2001
-----------------------
Paul DeSocio


/s/ Barry S. Rutcofsky          Director                          April 30, 2001
-----------------------
Barry S. Rutcofsky




                                      II-6

<PAGE>














                                  Exhibit Index


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

    5.1                                Opinion of Blank Rome Tenzer
                                       Greenblatt LLP

   23.1                                Consent of BDO Seidman, LLP

   23.2                                Consent of Blank Rome Tenzer Greenblatt
                                       LLP (included in Exhibit 5.1)

   24.1                                Powers of Attorney (included
                                       on the signature page of the
                                       Registration Statement)


-----------
[{"type": "S-8", "sequence": "1", "filename": "d25665_s-8.txt", "description": "REGISTRATION STATEMENT", "secsgml_size_bytes": 15986}]
{"company-data": {"conformed-name": "SUPREMA SPECIALTIES INC", "cik": "0000872867", "assigned-sic": "2020", "irs-number": "112662625", "state-of-incorporation": "NY", "fiscal-year-end": "0630"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-60212", "film-number": "1622351"}, "business-address": {"street1": "510 EAST 35TH ST", "street2": "PO BOX 280 PARK STATION", "city": "PATERSON", "state": "NJ", "zip": "07543-0280", "phone": "2016842900"}, "mail-address": {"street1": "510 EAST 35TH ST", "street2": "PO BOX 280 PARK STATION", "city": "PATERSON", "state": "NJ", "zip": "07543-0280"}}
As filed with the Securities and Exchange Commission on May 4, 2001.

                                                    Registration No. 333-_______

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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

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

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

SUPREMA SPECIALTIES, INC.
--------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)

New York                                        11-2662625
---------------------------------------         -------------------------------
State or other jurisdiction                     (I.R.S. Employer
of incorporation or organization)               Identification No.)

510 East 35th Street, P.O. Box 280, Paterson, New Jersey 07543-0280
-------------------------------------------------------------------
(Address of principal executive offices)             (Zip Code)

1998 Stock Option Plan and 1999 Stock Incentive Plan
--------------------------------------------------------------------------------
(Full title of the plan)

            Mr. Mark Cocchiola, President and Chief Executive Officer
                            Suprema Specialties, Inc.
510 East 35th Street, P.O. Box 280, Paterson, New Jersey 07543-0280
-------------------------------------------------------------------
(Name and address of agent for service)

                                 (973) 684-2900
--------------------------------------------------------------------------------
(Telephone number, including area code, of agent for service)

                                    Copy to:
                                Ethan Seer, Esq.
                        Blank Rome Tenzer Greenblatt LLP
                              405 Lexington Avenue
                            New York, New York 10174
                            Telephone: (212) 885-5000
                            Facsimile: (212) 885-5001
CALCULATION OF REGISTRATION FEE
Proposed              Proposed
                                                           Maximum               Maximum
                                                           Offering              Aggregate             Amount of
Title of Securities                Amount to be            Price Per             Offering              Registration
to be Registered                   Registered              Share(1)              Price(1)              Fee
----------------                   ----------              --------              --------              ---
Common Stock,                      1,000,000               $7.50                 7,500,000             $1,875.00
par value $.01                     shares
per share                          (2)(3)
(1) Estimated solely for the purposes of calculating the registration fee
and based (a) as to the 499,500 shares of Common Stock that may be issued upon
the exercise of options previously granted under the registrant's 1998 Stock
Option Plan ("98 Plan") and the 352,000 shares of Common Stock that may be
issued upon the exercise of options already granted under the registrant's 1999
Stock Incentive Plan ("99 Plan"), upon the average price at which such options
may be exercised and (b) as to the remaining 500 shares of Common Stock that may
be issued upon exercise of options reserved for issuance under the 98 Plan and
the 148,000 shares of Common Stock that may be issued upon exercise of options
or the grant of other stock-based awards under the 99 Plan, on the basis of the
average of the high and low prices for the Common Stock as quoted on NASDAQ on
April 26, 2001.

     (2) Pursuant to Rule 416, there are also being registered additional shares
of Common Stock as may become issuable pursuant to the anti-dilution provisions
of the 98 Plan and the 99 Plan.

     (3) Represents 500,000 and 500,000 shares, respectively, that may be issued
under the 98 Plan and the 99 Plan, respectively.
PART I

              INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

     Item 1. Plan Information.*

     Item 2. Registrant Information and Employee
             Plan Annual Information.*

     * Information required by Part I to be contained in the Section 10(a)
prospectus is omitted from this Registration Statement in accordance with Rule
428 under the Securities Act of 1933 and the Note to Part I of Form S-8.
PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

     Item 3. Incorporation of Documents by Reference.

     The following documents previously filed by the registrant with the
Securities and Exchange Commission (the "Commission") are incorporated by
reference in this Registration Statement:

     (1) The registrant's Annual Report on Form 10-K for the fiscal year ended
June 30, 2000;

     (2) Form 10-K/A, Amendment No. 1 to the registrant's Annual Report on Form
10-K for the fiscal year ended June 30, 2000;

     (3) The registrant's Quarterly Report on Form 10-Q for the quarter ended
September 30, 2000;

     (4) The registrant's Quarterly Report on Form 10-Q for the quarter ended
December 31, 2000;

     (5) The description of the registrant's common stock, par value $.001 per
share (the "Common Stock"), contained in the registrant's Registration
Statements on Form 8-A dated May 3, 1991 as filed with the Commission, and any
amendments thereto; and

     (6) All documents subsequently filed by the registrant pursuant to Sections
13(a), 13(c), 14 and 15(d) of the Securities Exchange Act of 1934, 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 respective date of filing of such documents. Any
statement contained in a document incorporated by reference herein is modified
or superseded for all purposes to the extent that a statement contained in this
Registration Statement or in any

                                      II-1
other subsequently filed document which is incorporated by reference modifies or
replaces such statement.

     Item 4. Description of Securities.

     Not applicable.

     Item 5. Interests of Named Experts and Counsel.

     The legality of the Common Stock offered hereby will be passed upon for the
registrant by the law firm of Blank Rome Tenzer Greenblatt LLP.

     Item 6. Indemnification of Directors and Officers.

     Section 722 of the New York Business Corporation Law which governs the
indemnification of directors, officers, employees and agents of a corporation is
hereby incorporated herein by reference. Section 402 of the New York Business
Corporation Law which provides that a corporation's certificate of incorporation
may provide that a director or officer shall have limited liability to the
corporation or to its shareholders, with certain exceptions, is hereby
incorporated herein by reference. Reference is made to Articles 7 and 8 of the
registrant's Certificate of Incorporation, as amended, which provides for
indemnification and limitations on liability in the manner and to the fullest
extent permitted by New York law. The general effect of these provisions may
make it more difficult for shareholders to obtain monetary damages in connection
with suits that seek redress for actions taken by directors.

     The employment agreements between the registrant and its Chief Executive
Officer and its Executive Vice President provide for the registrant to indemnify
such officers to the fullest extent permitted by the laws of the State of New
York.

     Insofar as indemnification for liabilities arising under the Securities Act
may be permitted to directors, officers or persons controlling Suprema pursuant
to the foregoing provisions, the registrant has been informed that in the
opinion of the Securities and Exchange Commission, such indemnification

                                      II-2
is against public policy as expressed in the Securities Act and is therefore
unenforceable.

     Item 7. Exemption from Registration Claimed.

     Not applicable.

     Item 8. Exhibits.

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

         5.1                    Opinion of Blank Rome Tenzer
                                Greenblatt LLP

         23.1                   Consent of BDO Seidman, LLP

         23.2                   Consent of Blank Rome Tenzer
                                Greenblatt LLP (included in
                                Exhibit 5.1)

         24.1                   Powers of Attorney (included
                                on the signature page of 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:

          (2) 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.

          (3) 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

                                      II-3
offering of such securities at that time shall be deemed to be the initial
     bona fide offering thereof.

          (4) 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 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 Section 15(d) of the
Securities Exchange Act of 1934 (and where applicable, each filing of an
employee benefit plan's annual report pursuant to Section 15(d) of the
Securities Exchange Act of 1934) 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 referred to in Item 6 of
Part II of this Registration Statement, or otherwise, the registrant has been
advised that in the opinion of the Securities and Exchange Commission such
indemnification is against public policy as expressed in the Securities Act of
1933 ("Act") 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 Act and will
be governed by the final adjudication of such issue.

                                      II-4
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 of 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 Paterson, State of New Jersey, on this 30th day of
April 2001.

                                 SUPREMA SPECIALTIES, INC.
                                          (Registrant)

                                 By:   /s/ Mark Cocchiola
                                    -------------------------------------------
                                       Mark Cocchiola, Chief Executive
                                       Officer and President

     Each person whose individual signature appears below hereby authorizes each
of Mark Cocchiola and Paul Lauriero or either of them as his or her true and
lawful attorney-in-fact with full power of substitution to execute in the name
and on behalf of each person, individually and in each capacity stated below,
and to file, any and all post-effective amendments to this Registration
Statement.

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

         Signature                     Title                            Date
         ---------                     -----                            ----

/s/Mark Cocchiola               Chairman of the Board,            April 30, 2001
-----------------------         Chief Executive Officer
Mark Cocchiola                  and President
                                (Principal Executive
                                Officer)

/s/ Paul Lauriero               Executive Vice                    April 30, 2001
-----------------------         President and Director
Paul Lauriero

                                  II-5
/s/ Steven Venechanos           Chief Financial Officer           April  , 2001
-----------------------         (Principal Financial
Steven Venechanos               and Accounting Officer)

/s/ Marco Cocchiola             Director                          April 30, 2001
-----------------------
Marco Cocchiola

/s/ Rudolph Acosta, Jr.         Director                          April 30, 2001
-----------------------
Dr. Rudolph Acosta, Jr.

/s/ Paul DeSocio                Director                          April 30, 2001
-----------------------
Paul DeSocio

/s/ Barry S. Rutcofsky          Director                          April 30, 2001
-----------------------
Barry S. Rutcofsky

                                      II-6
Exhibit Index

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

    5.1                                Opinion of Blank Rome Tenzer
                                       Greenblatt LLP

   23.1                                Consent of BDO Seidman, LLP

   23.2                                Consent of Blank Rome Tenzer Greenblatt
                                       LLP (included in Exhibit 5.1)

   24.1                                Powers of Attorney (included
                                       on the signature page of the
                                       Registration Statement)

-----------