<PAGE>   1
    As filed with the Securities and Exchange Commission on November 23, 1999
                                             Registration No. 333-______________



                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM S-8

                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933


                              HANOVER DIRECT, INC.
                              --------------------
             (Exact Name of Registrant as Specified in Its Charter)



           DELAWARE                                         13-0853260
           --------                                         ----------
(State or Other Jurisdiction of                  (I.R.S. Employer Identification
Incorporation or Organization)                                Number)


                              1500 HARBOR BOULEVARD
                           WEEHAWKEN, NEW JERSEY 07087
                           ---------------------------
              (Address of Principal Executive Offices ) (Zip Code)


                             1996 STOCK OPTION PLAN
                             ----------------------
                            (Full Title of the Plan)


                               SARAH HEWITT, ESQ.
                  BROWN RAYSMAN MILLSTEIN FELDER & STEINER LLP
                              120 WEST 45TH STREET
                            NEW YORK, NEW YORK 10036
                            ------------------------
                     (Name and Address of Agent For Service)

                                 (212) 944-1515
                                 --------------
           Telephone Number, Including Area Code, of Agent for Service


<PAGE>   2


                         CALCULATION OF REGISTRATION FEE
 = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = =


<TABLE>
<CAPTION>


Title Of Securities To Be     Proposed             Proposed             Proposed              Amount Of
Registered                    Maximum Amount       Maximum              Maximum               Registration Fee
                              To Be Registered     Offering Price Per   Aggregate
                                                   Share (1)            Offering Price (1)

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

<S>                            <C>                   <C>                 <C>                    <C>
Common Stock,                   4,000,000             $3.34375            $13,375,000            $3,718.25
$.66 2/3 Par Value
--------------------
</TABLE>

(1)  The price is estimated pursuant to Rule 457(h) of the Securities Act of
     1933, as amended (the "Act"), solely for the purpose of calculating the
     registration fee and is the product resulting from multiplying 4,000,000,
     the number of additional shares registered by this registration statement
     as to which options have been granted under the 1996 Stock Option Plan to
     affiliates of the issuer, by $3.34375, the average of the high and low
     prices of Hanover Direct, Inc. Common Stock as reported on the American
     Stock Exchange on November 22, 1999.



<PAGE>   3


                                     PART I

              INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

     In accordance with the rules and regulations of the Securities and Exchange
Commission, the documents containing the information called for in Part I of
Form S-8 will be sent or given to individuals who are eligible to participate in
our 1996 Stock Option Plan. Such information is not being filed with or included
in this Form S-8.

                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE

     The following documents filed by Hanover Direct, Inc. (the "Company") are
incorporated herein by reference:

     (i)   The Company's Annual Report on Form 10-K for the fiscal year ended
           December 26, 1998.

     (ii)  The Company's Amendment to the Annual Report on Form 10-K/A1 for the
           fiscal year ended December 26, 1998.

     (iii) The Company's Quarterly Reports on Form 10-Q for the quarters ended
           March 27, 1999, June 27, 1999 and September 25, 1999.

     (iv)  The description of the Company's common stock contained in the latest
           prospectus filed pursuant to Rule 424(b) under the Act that contains
           audited financial statements for the Company's latest fiscal year for
           which such statements have been filed, which prospectus is dated July
           19, 1996 (Registration No. 333-2743).

     (v)   The Company's Proxy Statement dated April 16, 1999.

     In addition to the foregoing, all documents subsequently filed by the
Company pursuant to Sections 13(a), 13(c), 14 and 15(d) of the Securities
Exchange of 1934, prior to the filing of a post-effective amendment indicating
that all of the securities offered hereunder have been sold or deregistering all
securities then remaining unsold, shall be deemed to be incorporated by
reference in this Registration Statement and to be part hereof from the date of
filing of such documents. Any statement contained in a document incorporated by
reference in this Registration Statement 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 subsequently filed document that is also
incorporated by reference herein modifies or supersedes such statement. Any
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 SECURITITES

     Incorporated by reference to the description of the Common Stock of the
Company contained in the 424(b) Prospectus described in Item 3(iv) above.

ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL

     The validity of the shares being offered hereby and certain other legal
matters in connection with the offering of such securities will be passed upon
for the Company by Brown Raysman Millstein Felder & Steiner LLP, securities
counsel to the Company.


<PAGE>   4

     Monte E. Wetzler, a retired partner, and Sarah Hewitt, a partner, in Brown
Raysman Millstein Felder & Steiner LLP, the Company's counsel, are the Secretary
and Assistant Secretary of the Company, respectively.

ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS

     Except as prohibited by Section 145 of the Delaware General Corporation
Law, every director and officer of the Company shall be entitled as a matter of
right to be indemnified by the Company against reasonable expenses and any
liability paid or incurred by such person in connection with any actual or
threatened claim, action, suit or proceeding, civil, criminal, administrative,
investigative or other, whether brought by or in the right of the Company or
otherwise, in which he or she may be involved, as a party or otherwise, by
reason of such person being or having been a director or officer of the Company
or by reason of the fact that such person is or was serving at the request of
the Company as a director, officer, employee, fiduciary or other representative
of the Company or another corporation, partnership, joint venture, trust,
employee benefit plan or other entity (such claim, action, suit or proceeding
hereinafter being referred to as an "action"); provided, however, that no such
right of indemnification shall exist with respect to an action brought by a
director or officer against the Company other than in a suit for indemnification
as provided hereunder. Such indemnification shall include the right to have
expenses incurred by such person in connection with an action paid in advance by
the Company prior to final disposition of such action, subject to such
conditions as may be prescribed by law. As used herein, "expense" shall include,
among other things, fees and expenses of counsel selected by such person, and
"liability" shall include amounts of judgments, excise taxes, fines and
penalties, and amounts paid in settlement.

ITEM 7.  EXEMPTION FROM REGISTRATION CLAIMED

     Not Applicable.

ITEM 8.  EXHIBITS

     4.1  1996 Stock Option Plan, dated as of June 20, 1996

     5    Opinion of Brown Raysman Millstein Felder & Steiner LLP

     23.1 Consent of Arthur Andersen LLP

     23.2 Consent of Brown Raysman Millstein Felder & Steiner LLP (included in
          Exhibit 5)

     24   Power of Attorney (included in signature page)

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 together, represent a fundamental change in
                    the information 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


<PAGE>   5

                    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
                    changes in volume and price represent no more than a 20
                    percent change in the maximum aggregate offering price set
                    forth in the "Calculation of Registration Fee" table in the
                    effective registration statement; and

              (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) of this section do
not apply if the registration statement is on Form S-3, Form S-8 or Form F-3 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 Securities Exchange Act of 1934 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 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, 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
          and is, therefore, unenforceable. In the event 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 in the successful defense of any action, suit or
          proceeding) is asserted by such director, officer, or controlling
          person of the registrant 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.



<PAGE>   6


                                   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 Weehawken, New Jersey on the 23rd day of November, 1999.

                              HANOVER DIRECT, INC.

                              By:     /s/ Rakesh K. Kaul
                                  -------------------------------
                                  Name:   Rakesh K. Kaul
                                  Title:  President and Chief Executive Officer


                                POWER OF ATTORNEY

     KNOW ALL MEN BY THESE PRESENTS, that each individual whose signature
appears below constitutes and appoints Brian C. Harriss and Ralph Bulle, or
either of them, the undersigned's true and lawful attorney-in-fact and agent
with full power of substitution and resubstitution, for him or her and in his or
her name, place and stead, in any and all capacities, to sign any and all
amendments (including post-effective 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 said
attorney-in-fact and agent, and each of them, 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 the undersigned
might or could do in person, hereby ratifying and confirming all that said
attorney-in-fact and agent or either of them, or their or his or her substitute
or substitutes, may lawfully do or cause to be done by virtue hereof.

     Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed by the following persons in the
capacities indicated on the 23rd day of November, 1999:

SIGNATURE                       TITLE

  /s/ Alan G. Quasha            Chairman of the Board, Director
-----------------------
Alan G. Quasha

  /s/ Rakesh K. Kaul            President, Chief Executive Officer and Director
-----------------------
Rakesh K. Kaul

  /s/ Brian C. Harriss          Senior Vice President and
-----------------------         Chief Financial Officer
Brian C. Harriss

                                Director
-----------------------
Ralph Destino

 /s/ J. David Hakman            Director
-----------------------
J. David Hakman


<PAGE>   7

  /s/ June R. Klein             Director
-----------------------
June R. Klein

                                Director
-----------------------
Kenneth Krushel

/s/ Theodore H. Kruttschnit     Director
-----------------------
Theodore H. Kruttschnit

  /s/ Shailesh J. Mehta         Director
-----------------------
Shailesh J. Mehta

                                Director
-----------------------
Jan P. du Plessis

                                Director
-----------------------
Howard M.S. Tanner

  /s/ Shailesh J. Mehta         Director
-----------------------
Robert F. Wright



<PAGE>   8



                                INDEX TO EXHIBITS

EXHIBIT NO.                             DESCRIPTION

   4.1         1996 Stock Option Plan for Directors, dated as of June 20, 1996

   5           Opinion of Brown Raysman Millstein Felder & Steiner LLP

  23.1         Consent of Arthur Andersen LLP

  23.2         Consent of Brown Raysman Millstein Felder & Steiner LLP (included
               in Exhibit 5)

  24           Power of Attorney (included in signature page)
[{"type": "S-8", "sequence": "1", "description": "HANOVER DIRECT, INC.", "secsgml_size_bytes": 17544}]
{"company-data": {"conformed-name": "HANOVER DIRECT INC", "cik": "0000320333", "assigned-sic": "5961", "irs-number": "138053260", "state-of-incorporation": "NV", "fiscal-year-end": "1227"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-91689", "film-number": "99764587"}, "business-address": {"street1": "1500 HARBOR BLVD", "city": "WEEHAWKEN", "state": "NJ", "zip": "07087", "phone": "2018653800"}, "mail-address": {"street1": "1500 HARBOR BLVD", "city": "WEEHAWKEN", "state": "NJ", "zip": "07087"}, "former-company": {"former-conformed-name": "HORN & HARDART CO /NV/", "date-changed": "19920703"}}
1
    As filed with the Securities and Exchange Commission on November 23, 1999
                                             Registration No. 333-______________

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM S-8

                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933

                              HANOVER DIRECT, INC.
                              --------------------
             (Exact Name of Registrant as Specified in Its Charter)

           DELAWARE                                         13-0853260
           --------                                         ----------
(State or Other Jurisdiction of                  (I.R.S. Employer Identification
Incorporation or Organization)                                Number)

                              1500 HARBOR BOULEVARD
                           WEEHAWKEN, NEW JERSEY 07087
                           ---------------------------
              (Address of Principal Executive Offices ) (Zip Code)

                             1996 STOCK OPTION PLAN
                             ----------------------
                            (Full Title of the Plan)

                               SARAH HEWITT, ESQ.
                  BROWN RAYSMAN MILLSTEIN FELDER & STEINER LLP
                              120 WEST 45TH STREET
                            NEW YORK, NEW YORK 10036
                            ------------------------
                     (Name and Address of Agent For Service)

                                 (212) 944-1515
                                 --------------
           Telephone Number, Including Area Code, of Agent for Service
2

                         CALCULATION OF REGISTRATION FEE
 = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = =
Title Of Securities To Be     Proposed             Proposed             Proposed              Amount Of
Registered                    Maximum Amount       Maximum              Maximum               Registration Fee
                              To Be Registered     Offering Price Per   Aggregate
                                                   Share (1)            Offering Price (1)

-------------------------------------------------------------------------------------------------------------------
Common Stock,                   4,000,000             $3.34375            $13,375,000            $3,718.25
$.66 2/3 Par Value
--------------------
(1)  The price is estimated pursuant to Rule 457(h) of the Securities Act of
     1933, as amended (the "Act"), solely for the purpose of calculating the
     registration fee and is the product resulting from multiplying 4,000,000,
     the number of additional shares registered by this registration statement
     as to which options have been granted under the 1996 Stock Option Plan to
     affiliates of the issuer, by $3.34375, the average of the high and low
     prices of Hanover Direct, Inc. Common Stock as reported on the American
     Stock Exchange on November 22, 1999.
3

                                     PART I

              INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

     In accordance with the rules and regulations of the Securities and Exchange
Commission, the documents containing the information called for in Part I of
Form S-8 will be sent or given to individuals who are eligible to participate in
our 1996 Stock Option Plan. Such information is not being filed with or included
in this Form S-8.

                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE

     The following documents filed by Hanover Direct, Inc. (the "Company") are
incorporated herein by reference:

     (i)   The Company's Annual Report on Form 10-K for the fiscal year ended
           December 26, 1998.

     (ii)  The Company's Amendment to the Annual Report on Form 10-K/A1 for the
           fiscal year ended December 26, 1998.

     (iii) The Company's Quarterly Reports on Form 10-Q for the quarters ended
           March 27, 1999, June 27, 1999 and September 25, 1999.

     (iv)  The description of the Company's common stock contained in the latest
           prospectus filed pursuant to Rule 424(b) under the Act that contains
           audited financial statements for the Company's latest fiscal year for
           which such statements have been filed, which prospectus is dated July
           19, 1996 (Registration No. 333-2743).

     (v)   The Company's Proxy Statement dated April 16, 1999.

     In addition to the foregoing, all documents subsequently filed by the
Company pursuant to Sections 13(a), 13(c), 14 and 15(d) of the Securities
Exchange of 1934, prior to the filing of a post-effective amendment indicating
that all of the securities offered hereunder have been sold or deregistering all
securities then remaining unsold, shall be deemed to be incorporated by
reference in this Registration Statement and to be part hereof from the date of
filing of such documents. Any statement contained in a document incorporated by
reference in this Registration Statement 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 subsequently filed document that is also
incorporated by reference herein modifies or supersedes such statement. Any
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 SECURITITES

     Incorporated by reference to the description of the Common Stock of the
Company contained in the 424(b) Prospectus described in Item 3(iv) above.

ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL

     The validity of the shares being offered hereby and certain other legal
matters in connection with the offering of such securities will be passed upon
for the Company by Brown Raysman Millstein Felder & Steiner LLP, securities
counsel to the Company.
4

     Monte E. Wetzler, a retired partner, and Sarah Hewitt, a partner, in Brown
Raysman Millstein Felder & Steiner LLP, the Company's counsel, are the Secretary
and Assistant Secretary of the Company, respectively.

ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS

     Except as prohibited by Section 145 of the Delaware General Corporation
Law, every director and officer of the Company shall be entitled as a matter of
right to be indemnified by the Company against reasonable expenses and any
liability paid or incurred by such person in connection with any actual or
threatened claim, action, suit or proceeding, civil, criminal, administrative,
investigative or other, whether brought by or in the right of the Company or
otherwise, in which he or she may be involved, as a party or otherwise, by
reason of such person being or having been a director or officer of the Company
or by reason of the fact that such person is or was serving at the request of
the Company as a director, officer, employee, fiduciary or other representative
of the Company or another corporation, partnership, joint venture, trust,
employee benefit plan or other entity (such claim, action, suit or proceeding
hereinafter being referred to as an "action"); provided, however, that no such
right of indemnification shall exist with respect to an action brought by a
director or officer against the Company other than in a suit for indemnification
as provided hereunder. Such indemnification shall include the right to have
expenses incurred by such person in connection with an action paid in advance by
the Company prior to final disposition of such action, subject to such
conditions as may be prescribed by law. As used herein, "expense" shall include,
among other things, fees and expenses of counsel selected by such person, and
"liability" shall include amounts of judgments, excise taxes, fines and
penalties, and amounts paid in settlement.

ITEM 7.  EXEMPTION FROM REGISTRATION CLAIMED

     Not Applicable.

ITEM 8.  EXHIBITS

     4.1  1996 Stock Option Plan, dated as of June 20, 1996

     5    Opinion of Brown Raysman Millstein Felder & Steiner LLP

     23.1 Consent of Arthur Andersen LLP

     23.2 Consent of Brown Raysman Millstein Felder & Steiner LLP (included in
          Exhibit 5)

     24   Power of Attorney (included in signature page)

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 together, represent a fundamental change in
                    the information 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
5

                    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
                    changes in volume and price represent no more than a 20
                    percent change in the maximum aggregate offering price set
                    forth in the "Calculation of Registration Fee" table in the
                    effective registration statement; and

              (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) of this section do
not apply if the registration statement is on Form S-3, Form S-8 or Form F-3 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 Securities Exchange Act of 1934 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 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, 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
          and is, therefore, unenforceable. In the event 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 in the successful defense of any action, suit or
          proceeding) is asserted by such director, officer, or controlling
          person of the registrant 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.
6

                                   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 Weehawken, New Jersey on the 23rd day of November, 1999.

                              HANOVER DIRECT, INC.

                              By:     /s/ Rakesh K. Kaul
                                  -------------------------------
                                  Name:   Rakesh K. Kaul
                                  Title:  President and Chief Executive Officer

                                POWER OF ATTORNEY

     KNOW ALL MEN BY THESE PRESENTS, that each individual whose signature
appears below constitutes and appoints Brian C. Harriss and Ralph Bulle, or
either of them, the undersigned's true and lawful attorney-in-fact and agent
with full power of substitution and resubstitution, for him or her and in his or
her name, place and stead, in any and all capacities, to sign any and all
amendments (including post-effective 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 said
attorney-in-fact and agent, and each of them, 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 the undersigned
might or could do in person, hereby ratifying and confirming all that said
attorney-in-fact and agent or either of them, or their or his or her substitute
or substitutes, may lawfully do or cause to be done by virtue hereof.

     Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed by the following persons in the
capacities indicated on the 23rd day of November, 1999:

SIGNATURE                       TITLE

  /s/ Alan G. Quasha            Chairman of the Board, Director
-----------------------
Alan G. Quasha

  /s/ Rakesh K. Kaul            President, Chief Executive Officer and Director
-----------------------
Rakesh K. Kaul

  /s/ Brian C. Harriss          Senior Vice President and
-----------------------         Chief Financial Officer
Brian C. Harriss

                                Director
-----------------------
Ralph Destino

 /s/ J. David Hakman            Director
-----------------------
J. David Hakman
7

  /s/ June R. Klein             Director
-----------------------
June R. Klein

                                Director
-----------------------
Kenneth Krushel

/s/ Theodore H. Kruttschnit     Director
-----------------------
Theodore H. Kruttschnit

  /s/ Shailesh J. Mehta         Director
-----------------------
Shailesh J. Mehta

                                Director
-----------------------
Jan P. du Plessis

                                Director
-----------------------
Howard M.S. Tanner

  /s/ Shailesh J. Mehta         Director
-----------------------
Robert F. Wright
8

                                INDEX TO EXHIBITS

EXHIBIT NO.                             DESCRIPTION

   4.1         1996 Stock Option Plan for Directors, dated as of June 20, 1996

   5           Opinion of Brown Raysman Millstein Felder & Steiner LLP

  23.1         Consent of Arthur Andersen LLP

  23.2         Consent of Brown Raysman Millstein Felder & Steiner LLP (included
               in Exhibit 5)

  24           Power of Attorney (included in signature page)