<PAGE>
 
<PAGE>

    As filed with the Securities and Exchange Commission on March 2, 1998
                                                      Registration No. 33-      

================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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

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

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

                             SWISS ARMY BRANDS, INC.
             (Exact name of registrant as specified in its charter)

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

           DELAWARE                                      13-2797726
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
incorporation or organization)

ONE RESEARCH DRIVE, SHELTON, CONNECTICUT                    06484
(Address of Principal Executive Offices)                  (Zip Code)

                 SWISS ARMY BRANDS, INC. 1996 STOCK OPTION PLAN
                            (Full title of the plan)

                               J. MERRICK TAGGART
                                    PRESIDENT
                             SWISS ARMY BRANDS, INC.
                               ONE RESEARCH DRIVE
                           SHELTON, CONNECTICUT 06484
                     (Name and address of agent for service)

                                 (203) 929-6391
          (Telephone number, including area code, of agent for service)

                                    Copy to:
                            Herbert M. Friedman, Esq.
                        Zimet, Haines, Friedman & Kaplan
                                 460 Park Avenue
                            New York, New York 10022
                                 (212) 486-1700

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

                         CALCULATION OF REGISTRATION FEE

<TABLE>
<CAPTION>

========================================================================================================================
                                                        PROPOSED MAXIMUM       PROPOSED MAXIMUM
 TITLE OF SECURITIES TO BE        AMOUNT TO BE              OFFERING          AGGREGATE OFFERING         AMOUNT OF
        REGISTERED                 REGISTERED           PRICE PER UNIT(1)          PRICE(1)          REGISTRATION FEE
------------------------------------------------------------------------------------------------------------------------
<S>                             <C>                     <C>                   <C>                    <C>
  Common Stock, par value       1,000,000 shares            $13.625               $11,042,328              $3,258
      $.10 per share
========================================================================================================================
</TABLE>

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

(1)   Estimated solely for purposes of determining the registration fee in
      accordance with Rule 457(h) under the Securities Act of 1933, as follows
      (i) in the case of 189,750 shares underlying options granted and
      outstanding under the Plan on the date of filing of this Registration
      Statement, based on the aggregate exercise price of $2,585,344, which
      averages $13.625 per share, and (ii) in the case of 801,250 shares which
      remain available for grant under the Plan on the date of filing of this
      Registration Statement, based on the average of the high and low prices of
      the registrant's Common Stock on February 24, 1998.





<PAGE>
 
<PAGE>



                                     PART II

Item 3.        Incorporation of Certain Documents by Reference

     The following documents filed with the Securities and Exchange Commission
(the "Commission") are incorporated into this registration statement by
reference:

     (a)  The Registrant's Annual Report on Form 10-K for the fiscal year ended
          December 31, 1996;

     (b)  The Registrant's Quarterly Report on Form 10-Q for the fiscal quarter
          ended March 31, 1997;

     (c)  The Registrant's Quarterly Report on Form 10-Q for the fiscal quarter
          ended June 30, 1997;

     (d)  The Registrant's Quarterly Report on Form 10-Q for the fiscal quarter
          ended September 30, 1997;

     (e)  All other reports filed by the Registrant pursuant to Section 13(a) or
          15(d) of the Securities Exchange Act of 1934, as amended (the
          "Exchange Act") since December 31, 1993; and

     (f)  The description of the Registrant's Common Stock, par value $.10 per
          share, contained in the Registrant's Registration Statement on Form
          8-A dated September 12, 1984, filed with the Commission.

     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 date of filing of such documents.

Item 4.  Description of Securities

     Not applicable.

Item 5.  Interests of Named Experts and Counsel

     The legality of the securities being offered hereunder has been passed upon
by the law firm of Zimet, Haines, Friedman & Kaplan. Herbert M. Friedman, a
member of such firm, is a director of the Registrant.

Item 6.  Indemnification of Directors and Officers

     Section 145 of the General Corporation Law of Delaware grants each
corporation organized thereunder the power to indemnify its officers, directors,
employees and agents on certain conditions against liabilities arising out of
any action or proceeding to which any of them is a party by reason of being such
officer, director, employee or agent. Section 102(b)(7) of the General
Corporation Law permits a Delaware corporation, with the approval of its
stockholders, to include within its Certificate of Incorporation a provision
eliminating or limiting the personal liability of its directors to that
corporation or its stockholders for monetary damages resulting from certain
breaches of the directors' fiduciary duty of care, both in suits by or on behalf
of the corporation and in actions by stockholders of the corporation.

     The Company's Certificate of Incorporation includes an Article which allows
the Company to take advantage of Section 102(b)(7) of the Delaware General
Corporation Law. The Certificate of Incorporation also provides for the
indemnification, to the fullest extent permitted by the Delaware General
Corporation Law, of directors and officers of the Company against all expenses
(including attorneys' fees), judgments, fines and amounts paid


                                       -2-





<PAGE>
 
<PAGE>



in settlement in connection with actions, suits or proceedings, whether civil,
criminal, administrative or investigative, in which such person may become
involved by reason of the fact that he or she is or was serving as a director or
officer of the Company. The Certificate of Incorporation also provides that upon
the specific authorization of the Board of Directors, the Company may indemnify,
in the same manner, any of its employees or agents or any person who is serving
at the request of the Company as a director, officer, employee or agent of
another entity.

               The Company's By-laws contain provisions concerning the
indemnification of officers and directors which are substantially identical to
those contained in the Certificate of Incorporation.

               The Company maintains liability insurance covering its Directors
and Officers with respect to certain liabilities which they may incur in
connection with their service as Directors and Officers.

Item 7.  Exemption from Registration Claimed

               Not applicable.

Item 8.  Exhibits

EXHIBIT                             DESCRIPTION

  4.1          Swiss Army Brands, Inc. 1996 Stock Option Plan, (the "Plan"),
               filed herewith.

  4.2          Form of agreement for employees relating to stock options which
               are "incentive options" pursuant to the Plan, filed herewith.

  4.3          Form of agreement for employees relating to stock options which
               are not "incentive options" pursuant to the Plan, filed herewith.

  4.4          Form of agreement for non-employees relating to stock options
               which are not "incentive options" pursuant to the Plan, filed
               herewith.

  4.6          Certificate of Incorporation of the registrant with all
               amendments thereto, incorporated by reference to the Exhibits to
               the Quarterly Report on Form 10-Q for the fiscal quarter ended
               June 30, 1997.

  4.7          By-laws of the registrant, as amended, incorporated by reference
               to the Exhibits to Annual Report on Form 10-K for the fiscal year
               ended December 31, 1995.

  5.1          Opinion of Zimet, Haines, Friedman & Kaplan, filed herewith.

 23.1          Consent of Arthur Andersen LLP, filed herewith.

 23.2          Consent of Zimet, Haines, Friedman & Kaplan, set forth in the
               opinion thereof filed herewith as Exhibit 5.1.




                                       -3-





<PAGE>
 
<PAGE>



Item 9.  Undertakings

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, as amended (the "Securities Act");

                      (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;

                      (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 (1)(i) and (1)(ii) do not
        apply if the registration statement is on Form S-3 or Form 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, 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.

        The undersigned registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act, each filing of the
registrant's annual report pursuant to Section 13(a) or Section 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.

        Insofar as indemnification for liabilities arising under the Securities
Act 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 Securities and Exchange Commission
such indemnification is against public policy as expressed in the Securities 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 persons 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 and will be governed by the final
adjudication of such issue.


                                       -4-





<PAGE>
 
<PAGE>



                                   SIGNATURES

        Pursuant to the requirements of the Securities Act of 1933, as amended,
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 Shelton, State of Connecticut, on this 25th day
of February, 1998.

                                       SWISS ARMY BRANDS, INC.



                                       By /s/ J. Merrick Taggart
                                         _______________________________________
                                           J. Merrick Taggart
                                           President



                                POWER OF ATTORNEY

               KNOW ALL MEN BY THESE PRESENTS, that each individual whose
signature appears below constitutes and appoints each of Messrs. J. Merrick
Taggart and Thomas M. Lupinski, each with full authority to act without the
others, his true and lawful attorney-in-fact and agent with full power of
substitution and resubstitution, for him and in his name, place and stead, in
any and all capacities, to sign any and all amendments to this registration
statement, and to file the same, with all exhibits thereto, and all documents in
connection therewith, with the Securities and Exchange Commission, granting unto
said attorney-in-fact and agent full power and authority to do and perform each
and every act and thing requisite and necessary to be done in and about the
premises, as fully to all intents and purposes as he might or could do in
person, hereby ratifying and confirming all that said attorney-in-fact and
agent, or his substitute or substitutes, may lawfully do or cause to be done by
virtue hereof.

               Pursuant to the requirements of the Securities Act of 1933, as
amended, this registration statement has been signed by the following persons in
the capacities and on the date indicated.

<TABLE>
<CAPTION>
Signature                                   Title                               Date
---------                                   -----                               ----
<S>                                         <C>                                 <C>



/s/ J. Merrick Taggart                      President and Director              February 25, 1998
-----------------------------
J. Merrick Taggart




/s/ Thomas M. Lupinski                      Senior Vice President, Chief        February 25, 1998
-----------------------------               Financial Officer and Controller
Thomas M. Lupinski                          (principal accounting officer)




/s/ A. Clinton Allen                        Director                            February 25, 1998
-----------------------------
A. Clinton Allen




/s/ Clarke H. Bailey                        Director                            February 25, 1998
-----------------------------
Clarke H. Bailey

</TABLE>


                                       -5-






<PAGE>
 
<PAGE>


<TABLE>
<CAPTION>
Signature                                   Title                               Date
---------                                   -----                               ----
<S>                                         <C>                                 <C>




/s/ Thomas A. Barron                        Director                            February 25, 1998
-----------------------------
Thomas A. Barron




/s/ Vincent D. Farrell, Jr.                 Director                            February 25, 1998
-----------------------------
Vincent D. Farrell, Jr.





/s/ Herbert M. Friedman                     Director                            February 25, 1998
-----------------------------
Herbert M. Friedman




/s/ Peter W. Gilson                         Director                            February 25, 1998
-----------------------------
Peter W. Gilson




/s/ M. Leo Hart                             Director                            February 25, 1998
-----------------------------
M. Leo Hart




/s/ James W. Kennedy                        Director                            February 25, 1998
-----------------------------
James W. Kennedy




/s/ Keith Lively                            Director                            February 25, 1998
-----------------------------
Keith Lively




                                            Director                            ____________, 1998
-----------------------------
Lindsay Marx




/s/ Louis Marx, Jr.                         Director                            February 25, 1998
-----------------------------
Louis Marx, Jr.




/s/ Stanley R. Rawn, Jr.                    Director                            February 25, 1998
-----------------------------
Stanley R. Rawn, Jr.




/s/ Eric M. Reynolds                        Director                            February 25, 1998
-----------------------------
Eric M. Reynolds




/s/ John Spencer                            Director                            February 25, 1998
-----------------------------
John Spencer




/s/ John V. Tunney                          Director                            February 25, 1998
-----------------------------
John V. Tunney

</TABLE>


                                       -6-





<PAGE>
 
<PAGE>



                                  EXHIBIT INDEX


<TABLE>
<CAPTION>

                                                                                       SEQUENTIALLY
                                                                                       NUMBERED
EXHIBIT        DESCRIPTION                                                             PAGE

<C>            <S>                                                                     <C>
  4.1          Swiss Army Brands, Inc. 1996 Stock Option Plan, filed
               herewith.

  4.2          Form of agreement for employees relating to stock options
               which are "incentive options" pursuant to the Plan, filed
               herewith.

  4.3          Form of agreement for employees relating to stock options
               which are not "incentive options" pursuant to the Plan, filed
               herewith.

  4.4          Form of agreement for non-employees relating to stock
               options which are not "incentive options" pursuant to the
               Plan, filed herewith.

  4.6          Certificate of Incorporation of the registrant with all
               amendments thereto, incorporated by reference to the
               Exhibits to the Quarterly Report on Form 10-Q for the fiscal
               quarter ended June 30, 1997.

  4.7          By-laws of the registrant, as amended, incorporated by
               reference to the Exhibits to Annual Report on Form 10-K
               for the fiscal year ended December 31, 1995.

  5.1          Opinion of Zimet, Haines, Friedman & Kaplan, filed
               herewith.

 23.1          Consent of Arthur Andersen LLP, filed herewith.

 23.2          Consent of Zimet, Haines, Friedman & Kaplan, set forth in the
               opinion thereof filed herewith as Exhibit 5.1.

</TABLE>


                                       -7-





<PAGE>
[{"type": "S-8", "sequence": "1", "description": "SWISS ARMY BRANDS, INC. S-8", "secsgml_size_bytes": 20875}]
{"company-data": {"conformed-name": "SWISS ARMY BRANDS INC", "cik": "0000731947", "assigned-sic": "5094", "irs-number": "132797726", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-47141", "film-number": "98554190"}, "business-address": {"street1": "ONE RESEARCH DRIVE", "city": "SHELTON", "state": "CT", "zip": "06484-6226", "phone": "2039296391"}, "mail-address": {"street1": "ONE RESEARCH DRIVE", "city": "SHELTON", "state": "CT", "zip": "06484-6226"}, "former-company": {"former-conformed-name": "FORSCHNER GROUP INC", "date-changed": "19920703"}}
As filed with the Securities and Exchange Commission on March 2, 1998
                                                      Registration No. 33-      

================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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

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

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

                             SWISS ARMY BRANDS, INC.
             (Exact name of registrant as specified in its charter)

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

           DELAWARE                                      13-2797726
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
incorporation or organization)

ONE RESEARCH DRIVE, SHELTON, CONNECTICUT                    06484
(Address of Principal Executive Offices)                  (Zip Code)

                 SWISS ARMY BRANDS, INC. 1996 STOCK OPTION PLAN
                            (Full title of the plan)

                               J. MERRICK TAGGART
                                    PRESIDENT
                             SWISS ARMY BRANDS, INC.
                               ONE RESEARCH DRIVE
                           SHELTON, CONNECTICUT 06484
                     (Name and address of agent for service)

                                 (203) 929-6391
          (Telephone number, including area code, of agent for service)

                                    Copy to:
                            Herbert M. Friedman, Esq.
                        Zimet, Haines, Friedman & Kaplan
                                 460 Park Avenue
                            New York, New York 10022
                                 (212) 486-1700

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

                         CALCULATION OF REGISTRATION FEE
========================================================================================================================
                                                        PROPOSED MAXIMUM       PROPOSED MAXIMUM
 TITLE OF SECURITIES TO BE        AMOUNT TO BE              OFFERING          AGGREGATE OFFERING         AMOUNT OF
        REGISTERED                 REGISTERED           PRICE PER UNIT(1)          PRICE(1)          REGISTRATION FEE
------------------------------------------------------------------------------------------------------------------------
Common Stock, par value       1,000,000 shares            $13.625               $11,042,328              $3,258
      $.10 per share
========================================================================================================================
----------------

(1)   Estimated solely for purposes of determining the registration fee in
      accordance with Rule 457(h) under the Securities Act of 1933, as follows
      (i) in the case of 189,750 shares underlying options granted and
      outstanding under the Plan on the date of filing of this Registration
      Statement, based on the aggregate exercise price of $2,585,344, which
      averages $13.625 per share, and (ii) in the case of 801,250 shares which
      remain available for grant under the Plan on the date of filing of this
      Registration Statement, based on the average of the high and low prices of
      the registrant's Common Stock on February 24, 1998.
PART II

Item 3.        Incorporation of Certain Documents by Reference

     The following documents filed with the Securities and Exchange Commission
(the "Commission") are incorporated into this registration statement by
reference:

     (a)  The Registrant's Annual Report on Form 10-K for the fiscal year ended
          December 31, 1996;

     (b)  The Registrant's Quarterly Report on Form 10-Q for the fiscal quarter
          ended March 31, 1997;

     (c)  The Registrant's Quarterly Report on Form 10-Q for the fiscal quarter
          ended June 30, 1997;

     (d)  The Registrant's Quarterly Report on Form 10-Q for the fiscal quarter
          ended September 30, 1997;

     (e)  All other reports filed by the Registrant pursuant to Section 13(a) or
          15(d) of the Securities Exchange Act of 1934, as amended (the
          "Exchange Act") since December 31, 1993; and

     (f)  The description of the Registrant's Common Stock, par value $.10 per
          share, contained in the Registrant's Registration Statement on Form
          8-A dated September 12, 1984, filed with the Commission.

     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 date of filing of such documents.

Item 4.  Description of Securities

     Not applicable.

Item 5.  Interests of Named Experts and Counsel

     The legality of the securities being offered hereunder has been passed upon
by the law firm of Zimet, Haines, Friedman & Kaplan. Herbert M. Friedman, a
member of such firm, is a director of the Registrant.

Item 6.  Indemnification of Directors and Officers

     Section 145 of the General Corporation Law of Delaware grants each
corporation organized thereunder the power to indemnify its officers, directors,
employees and agents on certain conditions against liabilities arising out of
any action or proceeding to which any of them is a party by reason of being such
officer, director, employee or agent. Section 102(b)(7) of the General
Corporation Law permits a Delaware corporation, with the approval of its
stockholders, to include within its Certificate of Incorporation a provision
eliminating or limiting the personal liability of its directors to that
corporation or its stockholders for monetary damages resulting from certain
breaches of the directors' fiduciary duty of care, both in suits by or on behalf
of the corporation and in actions by stockholders of the corporation.

     The Company's Certificate of Incorporation includes an Article which allows
the Company to take advantage of Section 102(b)(7) of the Delaware General
Corporation Law. The Certificate of Incorporation also provides for the
indemnification, to the fullest extent permitted by the Delaware General
Corporation Law, of directors and officers of the Company against all expenses
(including attorneys' fees), judgments, fines and amounts paid

                                       -2-
in settlement in connection with actions, suits or proceedings, whether civil,
criminal, administrative or investigative, in which such person may become
involved by reason of the fact that he or she is or was serving as a director or
officer of the Company. The Certificate of Incorporation also provides that upon
the specific authorization of the Board of Directors, the Company may indemnify,
in the same manner, any of its employees or agents or any person who is serving
at the request of the Company as a director, officer, employee or agent of
another entity.

               The Company's By-laws contain provisions concerning the
indemnification of officers and directors which are substantially identical to
those contained in the Certificate of Incorporation.

               The Company maintains liability insurance covering its Directors
and Officers with respect to certain liabilities which they may incur in
connection with their service as Directors and Officers.

Item 7.  Exemption from Registration Claimed

               Not applicable.

Item 8.  Exhibits

EXHIBIT                             DESCRIPTION

  4.1          Swiss Army Brands, Inc. 1996 Stock Option Plan, (the "Plan"),
               filed herewith.

  4.2          Form of agreement for employees relating to stock options which
               are "incentive options" pursuant to the Plan, filed herewith.

  4.3          Form of agreement for employees relating to stock options which
               are not "incentive options" pursuant to the Plan, filed herewith.

  4.4          Form of agreement for non-employees relating to stock options
               which are not "incentive options" pursuant to the Plan, filed
               herewith.

  4.6          Certificate of Incorporation of the registrant with all
               amendments thereto, incorporated by reference to the Exhibits to
               the Quarterly Report on Form 10-Q for the fiscal quarter ended
               June 30, 1997.

  4.7          By-laws of the registrant, as amended, incorporated by reference
               to the Exhibits to Annual Report on Form 10-K for the fiscal year
               ended December 31, 1995.

  5.1          Opinion of Zimet, Haines, Friedman & Kaplan, filed herewith.

 23.1          Consent of Arthur Andersen LLP, filed herewith.

 23.2          Consent of Zimet, Haines, Friedman & Kaplan, set forth in the
               opinion thereof filed herewith as Exhibit 5.1.

                                       -3-
Item 9.  Undertakings

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, as amended (the "Securities Act");

                      (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;

                      (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 (1)(i) and (1)(ii) do not
        apply if the registration statement is on Form S-3 or Form 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, 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.

        The undersigned registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act, each filing of the
registrant's annual report pursuant to Section 13(a) or Section 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.

        Insofar as indemnification for liabilities arising under the Securities
Act 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 Securities and Exchange Commission
such indemnification is against public policy as expressed in the Securities 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 persons 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 and will be governed by the final
adjudication of such issue.

                                       -4-
SIGNATURES

        Pursuant to the requirements of the Securities Act of 1933, as amended,
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 Shelton, State of Connecticut, on this 25th day
of February, 1998.

                                       SWISS ARMY BRANDS, INC.

                                       By /s/ J. Merrick Taggart
                                         _______________________________________
                                           J. Merrick Taggart
                                           President

                                POWER OF ATTORNEY

               KNOW ALL MEN BY THESE PRESENTS, that each individual whose
signature appears below constitutes and appoints each of Messrs. J. Merrick
Taggart and Thomas M. Lupinski, each with full authority to act without the
others, his true and lawful attorney-in-fact and agent with full power of
substitution and resubstitution, for him and in his name, place and stead, in
any and all capacities, to sign any and all amendments to this registration
statement, and to file the same, with all exhibits thereto, and all documents in
connection therewith, with the Securities and Exchange Commission, granting unto
said attorney-in-fact and agent full power and authority to do and perform each
and every act and thing requisite and necessary to be done in and about the
premises, as fully to all intents and purposes as he might or could do in
person, hereby ratifying and confirming all that said attorney-in-fact and
agent, or his substitute or substitutes, may lawfully do or cause to be done by
virtue hereof.

               Pursuant to the requirements of the Securities Act of 1933, as
amended, this registration statement has been signed by the following persons in
the capacities and on the date indicated.
Signature                                   Title                               Date
---------                                   -----                               ----
/s/ J. Merrick Taggart                      President and Director              February 25, 1998
-----------------------------
J. Merrick Taggart

/s/ Thomas M. Lupinski                      Senior Vice President, Chief        February 25, 1998
-----------------------------               Financial Officer and Controller
Thomas M. Lupinski                          (principal accounting officer)

/s/ A. Clinton Allen                        Director                            February 25, 1998
-----------------------------
A. Clinton Allen

/s/ Clarke H. Bailey                        Director                            February 25, 1998
-----------------------------
Clarke H. Bailey
-5-
Signature                                   Title                               Date
---------                                   -----                               ----
/s/ Thomas A. Barron                        Director                            February 25, 1998
-----------------------------
Thomas A. Barron

/s/ Vincent D. Farrell, Jr.                 Director                            February 25, 1998
-----------------------------
Vincent D. Farrell, Jr.

/s/ Herbert M. Friedman                     Director                            February 25, 1998
-----------------------------
Herbert M. Friedman

/s/ Peter W. Gilson                         Director                            February 25, 1998
-----------------------------
Peter W. Gilson

/s/ M. Leo Hart                             Director                            February 25, 1998
-----------------------------
M. Leo Hart

/s/ James W. Kennedy                        Director                            February 25, 1998
-----------------------------
James W. Kennedy

/s/ Keith Lively                            Director                            February 25, 1998
-----------------------------
Keith Lively

                                            Director                            ____________, 1998
-----------------------------
Lindsay Marx

/s/ Louis Marx, Jr.                         Director                            February 25, 1998
-----------------------------
Louis Marx, Jr.

/s/ Stanley R. Rawn, Jr.                    Director                            February 25, 1998
-----------------------------
Stanley R. Rawn, Jr.

/s/ Eric M. Reynolds                        Director                            February 25, 1998
-----------------------------
Eric M. Reynolds

/s/ John Spencer                            Director                            February 25, 1998
-----------------------------
John Spencer

/s/ John V. Tunney                          Director                            February 25, 1998
-----------------------------
John V. Tunney
-6-
EXHIBIT INDEX
SEQUENTIALLY
                                                                                       NUMBERED
EXHIBIT        DESCRIPTION                                                             PAGE
4.1          Swiss Army Brands, Inc. 1996 Stock Option Plan, filed
               herewith.

  4.2          Form of agreement for employees relating to stock options
               which are "incentive options" pursuant to the Plan, filed
               herewith.

  4.3          Form of agreement for employees relating to stock options
               which are not "incentive options" pursuant to the Plan, filed
               herewith.

  4.4          Form of agreement for non-employees relating to stock
               options which are not "incentive options" pursuant to the
               Plan, filed herewith.

  4.6          Certificate of Incorporation of the registrant with all
               amendments thereto, incorporated by reference to the
               Exhibits to the Quarterly Report on Form 10-Q for the fiscal
               quarter ended June 30, 1997.

  4.7          By-laws of the registrant, as amended, incorporated by
               reference to the Exhibits to Annual Report on Form 10-K
               for the fiscal year ended December 31, 1995.

  5.1          Opinion of Zimet, Haines, Friedman & Kaplan, filed
               herewith.

 23.1          Consent of Arthur Andersen LLP, filed herewith.

 23.2          Consent of Zimet, Haines, Friedman & Kaplan, set forth in the
               opinion thereof filed herewith as Exhibit 5.1.
-7-