<PAGE>   1
      AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON JULY 5, 2001

                                                     REGISTRATION NO. 333-______
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM S-8
                             REGISTRATION STATEMENT
                                      Under
                           The Securities Act of 1933

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

<TABLE>
<S>                                                                           <C>
                            MARYLAND                                                       52-2242751
   (State of other jurisdiction of incorporation or organization)             (I.R.S. Employer Identification No.)

                      516 WEST 34TH STREET                                                    10001
                       NEW YORK, NEW YORK                                                  (Zip Code)
            (Address of principal executive offices)
</TABLE>

                   COACH, INC. SAVINGS AND PROFIT SHARING PLAN
               COACH, INC. RETIREMENT SAVINGS PLAN OF PUERTO RICO
                            (Full titles of the Plan)

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

                             Carole P. Sadler, Esq.
              Senior Vice President, General Counsel and Secretary

                                   Coach, Inc.
                              516 West 34th Street
                            New York, New York 10001
                                 (212) 594-1850
            (Name, address, including zip code, and telephone number,
                   including area code, of agent for service)

                                    Copy to:
                              Raymond Y. Lin, Esq.
                                Latham & Watkins
                                885 Third Avenue
                            New York, New York 10022
                                 (212) 906-1200
                              (212) 751-4864 (fax)

                         CALCULATION OF REGISTRATION FEE

<TABLE>
<CAPTION>
                                                       Proposed Maximum      Proposed Maximum
Title of Securities to be      Amount of Shares to    Offering Price Per    Aggregate Offering        Amount of
Registered                      be Registered (1)         Share (2)              Price (2)        Registration Fee
----------                      -----------------         ---------              ---------        ----------------
<S>                            <C>                    <C>                   <C>                   <C>
Common Stock                         200,000                $36.37              $7,274,000            $1,818.50
$0.01 par value (3)
</TABLE>

(1)      Pursuant to Rule 416 of the Securities Act of 1933, as amended (the
         "Securities Act"), additional shares of common stock, par value $0.01
         per share ("Common Stock") of Coach, Inc. which become issuable to
         prevent dilution from any future stock split, stock dividend or similar
         transaction are also being registered.

(2)      For purposes of computing the registration fee only. Pursuant to Rule
         457(h) under the Securities Act, the Proposed Maximum Offering Price
         Per Share is based upon the average of the high and low sales for a
         share of Common Stock on the Composite Tape of the New York Stock
         Exchange on June 25, 2001.

(3)      Includes 185,000 shares under the Coach, Inc. Savings and Profit
         Sharing Plan and 15,000 shares under the Coach, Inc. Retirement Savings
         Plan of Puerto Rico. In addition, pursuant to Rule 416(c) under the
         Securities Act, this Registration Statement also covers an
         indeterminate amount of interests to be offered pursuant to the Plans.
<PAGE>   2
                                     PART I

Item 1.           Plan Information

                  Not required to be filed with this Registration Statement.

Item 2.           Registration Information and Employee Plan Annual Information

                  Not required to be filed with this Registration Statement.

                                     PART II

Item 3.           Incorporation of Documents by Reference

                  The following documents filed with the Securities and Exchange
Commission (the "Commission") by Coach, Inc., a Maryland corporation (the
"Company"), are incorporated as of their respective dates in this Registration
Statement by reference:

         A.       The Company's prospectus, dated October 4, 2000, filed with
                  the Commission on October 5, 2000, pursuant to Rule 424(b)
                  under the Securities Act and which constitutes a part of the
                  Company's registration statement on Form S-1 (Registration No.
                  333-39502) (the "S-1 Prospectus").

         B.       The Company's quarterly report on Form 10-Q for the quarter
                  ended September 30, 2000, filed with the Commission on
                  November 14, 2000.

         C.       The Company's quarterly report on Form 10-Q for the quarter
                  ended December 31, 2000, filed with the Commission on February
                  6, 2001.

         D.       The Company's quarterly report on Form 10-Q for the quarter
                  ended March 31, 2001, filed with the Commission on May 9,
                  2001.

         E.       The Company's Current Report on Form 8-K dated May 3, 2001,
                  filed with the Commission on May 9, 2001.

         F.       The description of the Common Stock contained in the S-1
                  Prospectus under "Description of Capital Stock," which is also
                  incorporated by reference in the Company's registration
                  statement on Form 8-A, dated September 27, 2000, which was
                  filed with the Commission pursuant to the Section 12(b) of the
                  Exchange Act.

                  All documents filed by the Company or by the Plans 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 are incorporated
by reference in this Registration Statement and are a part hereof from the date
of filing such documents. Any statement contained in a document incorporated or
deemed to be incorporated by reference herein shall be deemed to be modified or
superseded for purposes of this Registration Statement to the extent that a
statement contained herein or in any other subsequently filed document which is
also or is deemed to be incorporated by reference herein modifies or supersedes
such statement. Any such statement so modified or superseded shall not be
deemed, except as so modified or superseded, to constitute a part of this
Registration Statement.


                                       2
<PAGE>   3
Item 4.           Description of Securities

                  Not applicable.

Item 5.           Interests of Named Experts and Counsel

                  Not applicable.

Item 6.           Indemnification of Directors and Officers

                  Section 2-418 of the Maryland General Corporation Law permits
a Maryland corporation to include in its charter a provision limiting the
liability of its directors and officers to the corporation and its stockholders
for money damages except for liability resulting from (a) actual receipt of an
improper benefit or profit in money, property or services or (b) active and
deliberate dishonesty established by a final judgment as material to the cause
of action. The Company's charter contains such a provision which eliminates
directors' and officers' liability to the maximum extent permitted by Maryland
law.

                  The Company's charter authorizes it and the bylaws obligate
it, to the maximum extent permitted by Maryland law, to indemnify any present or
former director or officer or any individual who has agreed to become a director
or officer or who, while a director or officer of the Company and at the request
of the Company, serves or has served another corporation, real estate investment
trust, partnership, joint venture, trust, employee benefit plan or other
enterprise as a director, officer, partner or trustee from and against any claim
or liability to which that person may become subject or which that person may
incur by reason of his or her status as a present or former director or officer,
or a person who has agreed to become a director or officer, of the Company and
to pay or reimburse their reasonable expenses in advance of final disposition of
a proceeding. The charter also permits the Company to indemnify and advance
expenses to any person who served a predecessor of the Company in any of the
capacities described above and any employee or agent of the Company or a
predecessor of the Company.

                  Maryland law requires a corporation (unless its charter
provides otherwise, which the Company charter does not) to indemnify a director
or officer who has been successful in the defense of any proceeding to which he
is made a party by reason of his service in that capacity. Maryland law permits
a corporation to indemnify its present and former directors and officers, among
others, against judgments, penalties, fines, settlements and reasonable expenses
actually incurred by them in connection with any proceeding to which they may be
made a party by reason of their service in those or other capacities unless it
is established that (a) the act or omission of the director or officer was
material to the matter giving rise to the proceeding and (1) was committed in
bad faith or (2) was the result of active and deliberate dishonesty, (b) the
director or officer actually received an improper personal benefit in money,
property or services or (c) in the case of any criminal proceeding, the director
or officer had reasonable cause to believe that the act or omission was
unlawful. However, under Maryland law, a Maryland corporation may not indemnify
for an adverse judgment in a suit by or in the right of the corporation or for a
judgment of liability on the basis that personal benefit was improperly
received, unless in either case a court orders indemnification and then only for
expenses. In addition, Maryland law permits a corporation to advance reasonable
expenses to a director or officer upon the corporation's receipt of (x) a
written affirmation by the director or officer of his good faith belief that he
has met the standard of conduct necessary for indemnification by the corporation
and (y) a written undertaking by him or on his behalf to repay the amount paid
or reimbursed by the corporation if it is ultimately determined that the
standard of conduct was not met.

Item 7.           Exemption from Registration Claimed

                  Not applicable.


                                       3
<PAGE>   4
Item 8.           Exhibits

                  A list of exhibits included as part of this Registration
Statement is set forth on the Exhibit Index appearing elsewhere herein and is
incorporated herein by reference.

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;

         (ii) To reflect in the prospectus any facts or events arising after the
         effective date of this 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 (a)(1)(i) and (a)(1)(ii) shall not apply to
information contained in periodic reports filed by the Registrant pursuant to
Section 13 or Section 15(d) of the Securities Exchange Act of 1934, as amended
(the "Exchange Act"), that are incorporated by reference herein.

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

(c) Insofar as indemnification for liabilities arising under the Securities Act
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 person in connection with the securities being
registered, the Registrant will, unless in the opinion of its counsel the matter
has been settled by controlling precedent, submit to a court of appropriate
jurisdiction the question whether such indemnification by it is against public
policy as expressed in the Securities Act and will be governed by the final
adjudication of such issue.


                                       4
<PAGE>   5
                                   SIGNATURES

                  Pursuant to the requirements of the Securities Act 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 New York, State of New York, on July 3, 2001.

                                                  COACH, INC.


                                                  By:   /s/ Lew Frankfort
                                                        ------------------------
                                                        Lew Frankfort
                                                        Chief Executive Officer

                                POWER OF ATTORNEY

                  KNOW ALL MEN BY THESE PRESENTS, that each person whose
signature appears below, hereby constitutes and appoints each of Lew Frankfort
and Keith Monda his true and lawful attorney-in-fact and agent, with full power
of substitution and reimbursement, for him and in his name, place and stead, in
any and all capacities, to sign any or all amendments or supplements to this
Registration Statement and to file the same with all exhibits thereto and other
documents in connection therewith, with the Securities and Exchange Commission,
granting unto said attorneys-in-fact and agents, full power and authority to do
and perform each and every act and thing necessary or appropriate to be done
with respect to this Registration Statement or any amendments or supplements
hereto 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
attorneys-in-fact and agents, 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 as of July 3, 2001.

<TABLE>
<CAPTION>
           Signature                                         Title
           ---------                                         -----
<S>                                       <C>
/s/ Lew Frankfort                         Chairman, Chief Executive Officer
------------------------------            and Director [Principal Executive Officer]
    Lew Frankfort

/s/ Keith Monda                           Executive Vice President, Chief
------------------------------            Operating Officer and Director
    Keith Monda

/s/ Richard Randall                       Senior Vice President and Chief
------------------------------            Financial Officer [Principal Financial and
    Richard Randall                       Accounting Officer]

/s/ Gary Grom                             Director
------------------------------
    Gary Grom
</TABLE>


                                       5
<PAGE>   6
<TABLE>
<CAPTION>
           Signature                                             Title
           ---------                                             -----
<S>                                               <C>
/s/ Irene Miller                                  Director
------------------------------
    Irene Miller

/s/ Michael Murphy                                Director
------------------------------
    Michael Murphy

/s/ Paul Fulton                                   Director
------------------------------
    Paul Fulton

/s/ Joseph Ellis                                  Director
------------------------------
    Joseph Ellis
</TABLE>

                  Pursuant to the requirements of the Securities Act of 1933, as
amended, the Coach, Inc. Savings and Profit Sharing Plan has duly caused this
Registration Statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in the City of New York, State of New York, on July 3, 2001.

                              COACH, INC. SAVINGS AND PROFIT
                              SHARING PLAN

                                   By:  /s/ Felice Schulaner
                                        ----------------------------------------
                                        Felice Schulaner, as Plan Administrator


                                       6
<PAGE>   7
                                  EXHIBIT INDEX

4(a)     Articles of Incorporation of the Company (incorporated herein by
         reference to Exhibit 3.1 to the Company's Registration Statement on
         Form S-1, File No. 333-39502).

4(b)     Bylaws of the Company (incorporated by reference to Exhibit 3.2 to the
         Company's Registration Statement on Form S-1, File No. 333-39502).

4(c)     Specimen Certificate of Common Stock (incorporated herein by reference
         to Exhibit 4.1 to the Company's Registration Statement on Form S-1,
         File No. 333-39502).

23(a)    Consent of Independent Public Accountants.

24(a)    Power of Attorney (included on signature page).


                                       7
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{"company-data": {"conformed-name": "COACH INC", "cik": "0001116132", "assigned-sic": "3100", "irs-number": "522242751", "state-of-incorporation": "MD", "fiscal-year-end": "0630"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-64610", "film-number": "1675110"}, "business-address": {"street1": "516 WEST 34TH STREET", "city": "NEW YORK", "state": "NY", "zip": "10001", "phone": "2125941950"}, "mail-address": {"street1": "516 WEST 34TH STREET", "city": "NEW YORK", "state": "NY", "zip": "10001"}}
1
      AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON JULY 5, 2001

                                                     REGISTRATION NO. 333-______
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM S-8
                             REGISTRATION STATEMENT
                                      Under
                           The Securities Act of 1933

                                   COACH, INC.
             (Exact name of registrant as specified in its charter)
MARYLAND                                                       52-2242751
   (State of other jurisdiction of incorporation or organization)             (I.R.S. Employer Identification No.)

                      516 WEST 34TH STREET                                                    10001
                       NEW YORK, NEW YORK                                                  (Zip Code)
            (Address of principal executive offices)
COACH, INC. SAVINGS AND PROFIT SHARING PLAN
               COACH, INC. RETIREMENT SAVINGS PLAN OF PUERTO RICO
                            (Full titles of the Plan)

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

                             Carole P. Sadler, Esq.
              Senior Vice President, General Counsel and Secretary

                                   Coach, Inc.
                              516 West 34th Street
                            New York, New York 10001
                                 (212) 594-1850
            (Name, address, including zip code, and telephone number,
                   including area code, of agent for service)

                                    Copy to:
                              Raymond Y. Lin, Esq.
                                Latham & Watkins
                                885 Third Avenue
                            New York, New York 10022
                                 (212) 906-1200
                              (212) 751-4864 (fax)

                         CALCULATION OF REGISTRATION FEE
Proposed Maximum      Proposed Maximum
Title of Securities to be      Amount of Shares to    Offering Price Per    Aggregate Offering        Amount of
Registered                      be Registered (1)         Share (2)              Price (2)        Registration Fee
----------                      -----------------         ---------              ---------        ----------------
Common Stock                         200,000                $36.37              $7,274,000            $1,818.50
$0.01 par value (3)
(1)      Pursuant to Rule 416 of the Securities Act of 1933, as amended (the
         "Securities Act"), additional shares of common stock, par value $0.01
         per share ("Common Stock") of Coach, Inc. which become issuable to
         prevent dilution from any future stock split, stock dividend or similar
         transaction are also being registered.

(2)      For purposes of computing the registration fee only. Pursuant to Rule
         457(h) under the Securities Act, the Proposed Maximum Offering Price
         Per Share is based upon the average of the high and low sales for a
         share of Common Stock on the Composite Tape of the New York Stock
         Exchange on June 25, 2001.

(3)      Includes 185,000 shares under the Coach, Inc. Savings and Profit
         Sharing Plan and 15,000 shares under the Coach, Inc. Retirement Savings
         Plan of Puerto Rico. In addition, pursuant to Rule 416(c) under the
         Securities Act, this Registration Statement also covers an
         indeterminate amount of interests to be offered pursuant to the Plans.
2
                                     PART I

Item 1.           Plan Information

                  Not required to be filed with this Registration Statement.

Item 2.           Registration Information and Employee Plan Annual Information

                  Not required to be filed with this Registration Statement.

                                     PART II

Item 3.           Incorporation of Documents by Reference

                  The following documents filed with the Securities and Exchange
Commission (the "Commission") by Coach, Inc., a Maryland corporation (the
"Company"), are incorporated as of their respective dates in this Registration
Statement by reference:

         A.       The Company's prospectus, dated October 4, 2000, filed with
                  the Commission on October 5, 2000, pursuant to Rule 424(b)
                  under the Securities Act and which constitutes a part of the
                  Company's registration statement on Form S-1 (Registration No.
                  333-39502) (the "S-1 Prospectus").

         B.       The Company's quarterly report on Form 10-Q for the quarter
                  ended September 30, 2000, filed with the Commission on
                  November 14, 2000.

         C.       The Company's quarterly report on Form 10-Q for the quarter
                  ended December 31, 2000, filed with the Commission on February
                  6, 2001.

         D.       The Company's quarterly report on Form 10-Q for the quarter
                  ended March 31, 2001, filed with the Commission on May 9,
                  2001.

         E.       The Company's Current Report on Form 8-K dated May 3, 2001,
                  filed with the Commission on May 9, 2001.

         F.       The description of the Common Stock contained in the S-1
                  Prospectus under "Description of Capital Stock," which is also
                  incorporated by reference in the Company's registration
                  statement on Form 8-A, dated September 27, 2000, which was
                  filed with the Commission pursuant to the Section 12(b) of the
                  Exchange Act.

                  All documents filed by the Company or by the Plans 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 are incorporated
by reference in this Registration Statement and are a part hereof from the date
of filing such documents. Any statement contained in a document incorporated or
deemed to be incorporated by reference herein shall be deemed to be modified or
superseded for purposes of this Registration Statement to the extent that a
statement contained herein or in any other subsequently filed document which is
also or is deemed to be incorporated by reference herein modifies or supersedes
such statement. Any such statement so modified or superseded shall not be
deemed, except as so modified or superseded, to constitute a part of this
Registration Statement.

                                       2
3
Item 4.           Description of Securities

                  Not applicable.

Item 5.           Interests of Named Experts and Counsel

                  Not applicable.

Item 6.           Indemnification of Directors and Officers

                  Section 2-418 of the Maryland General Corporation Law permits
a Maryland corporation to include in its charter a provision limiting the
liability of its directors and officers to the corporation and its stockholders
for money damages except for liability resulting from (a) actual receipt of an
improper benefit or profit in money, property or services or (b) active and
deliberate dishonesty established by a final judgment as material to the cause
of action. The Company's charter contains such a provision which eliminates
directors' and officers' liability to the maximum extent permitted by Maryland
law.

                  The Company's charter authorizes it and the bylaws obligate
it, to the maximum extent permitted by Maryland law, to indemnify any present or
former director or officer or any individual who has agreed to become a director
or officer or who, while a director or officer of the Company and at the request
of the Company, serves or has served another corporation, real estate investment
trust, partnership, joint venture, trust, employee benefit plan or other
enterprise as a director, officer, partner or trustee from and against any claim
or liability to which that person may become subject or which that person may
incur by reason of his or her status as a present or former director or officer,
or a person who has agreed to become a director or officer, of the Company and
to pay or reimburse their reasonable expenses in advance of final disposition of
a proceeding. The charter also permits the Company to indemnify and advance
expenses to any person who served a predecessor of the Company in any of the
capacities described above and any employee or agent of the Company or a
predecessor of the Company.

                  Maryland law requires a corporation (unless its charter
provides otherwise, which the Company charter does not) to indemnify a director
or officer who has been successful in the defense of any proceeding to which he
is made a party by reason of his service in that capacity. Maryland law permits
a corporation to indemnify its present and former directors and officers, among
others, against judgments, penalties, fines, settlements and reasonable expenses
actually incurred by them in connection with any proceeding to which they may be
made a party by reason of their service in those or other capacities unless it
is established that (a) the act or omission of the director or officer was
material to the matter giving rise to the proceeding and (1) was committed in
bad faith or (2) was the result of active and deliberate dishonesty, (b) the
director or officer actually received an improper personal benefit in money,
property or services or (c) in the case of any criminal proceeding, the director
or officer had reasonable cause to believe that the act or omission was
unlawful. However, under Maryland law, a Maryland corporation may not indemnify
for an adverse judgment in a suit by or in the right of the corporation or for a
judgment of liability on the basis that personal benefit was improperly
received, unless in either case a court orders indemnification and then only for
expenses. In addition, Maryland law permits a corporation to advance reasonable
expenses to a director or officer upon the corporation's receipt of (x) a
written affirmation by the director or officer of his good faith belief that he
has met the standard of conduct necessary for indemnification by the corporation
and (y) a written undertaking by him or on his behalf to repay the amount paid
or reimbursed by the corporation if it is ultimately determined that the
standard of conduct was not met.

Item 7.           Exemption from Registration Claimed

                  Not applicable.

                                       3
4
Item 8.           Exhibits

                  A list of exhibits included as part of this Registration
Statement is set forth on the Exhibit Index appearing elsewhere herein and is
incorporated herein by reference.

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;

         (ii) To reflect in the prospectus any facts or events arising after the
         effective date of this 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 (a)(1)(i) and (a)(1)(ii) shall not apply to
information contained in periodic reports filed by the Registrant pursuant to
Section 13 or Section 15(d) of the Securities Exchange Act of 1934, as amended
(the "Exchange Act"), that are incorporated by reference herein.

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

(c) Insofar as indemnification for liabilities arising under the Securities Act
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 person in connection with the securities being
registered, the Registrant will, unless in the opinion of its counsel the matter
has been settled by controlling precedent, submit to a court of appropriate
jurisdiction the question whether such indemnification by it is against public
policy as expressed in the Securities Act and will be governed by the final
adjudication of such issue.

                                       4
5
                                   SIGNATURES

                  Pursuant to the requirements of the Securities Act 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 New York, State of New York, on July 3, 2001.

                                                  COACH, INC.

                                                  By:   /s/ Lew Frankfort
                                                        ------------------------
                                                        Lew Frankfort
                                                        Chief Executive Officer

                                POWER OF ATTORNEY

                  KNOW ALL MEN BY THESE PRESENTS, that each person whose
signature appears below, hereby constitutes and appoints each of Lew Frankfort
and Keith Monda his true and lawful attorney-in-fact and agent, with full power
of substitution and reimbursement, for him and in his name, place and stead, in
any and all capacities, to sign any or all amendments or supplements to this
Registration Statement and to file the same with all exhibits thereto and other
documents in connection therewith, with the Securities and Exchange Commission,
granting unto said attorneys-in-fact and agents, full power and authority to do
and perform each and every act and thing necessary or appropriate to be done
with respect to this Registration Statement or any amendments or supplements
hereto 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
attorneys-in-fact and agents, 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 as of July 3, 2001.
Signature                                         Title
           ---------                                         -----
/s/ Lew Frankfort                         Chairman, Chief Executive Officer
------------------------------            and Director [Principal Executive Officer]
    Lew Frankfort

/s/ Keith Monda                           Executive Vice President, Chief
------------------------------            Operating Officer and Director
    Keith Monda

/s/ Richard Randall                       Senior Vice President and Chief
------------------------------            Financial Officer [Principal Financial and
    Richard Randall                       Accounting Officer]

/s/ Gary Grom                             Director
------------------------------
    Gary Grom
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Signature                                             Title
           ---------                                             -----
/s/ Irene Miller                                  Director
------------------------------
    Irene Miller

/s/ Michael Murphy                                Director
------------------------------
    Michael Murphy

/s/ Paul Fulton                                   Director
------------------------------
    Paul Fulton

/s/ Joseph Ellis                                  Director
------------------------------
    Joseph Ellis
Pursuant to the requirements of the Securities Act of 1933, as
amended, the Coach, Inc. Savings and Profit Sharing Plan has duly caused this
Registration Statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in the City of New York, State of New York, on July 3, 2001.

                              COACH, INC. SAVINGS AND PROFIT
                              SHARING PLAN

                                   By:  /s/ Felice Schulaner
                                        ----------------------------------------
                                        Felice Schulaner, as Plan Administrator

                                       6
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                                  EXHIBIT INDEX

4(a)     Articles of Incorporation of the Company (incorporated herein by
         reference to Exhibit 3.1 to the Company's Registration Statement on
         Form S-1, File No. 333-39502).

4(b)     Bylaws of the Company (incorporated by reference to Exhibit 3.2 to the
         Company's Registration Statement on Form S-1, File No. 333-39502).

4(c)     Specimen Certificate of Common Stock (incorporated herein by reference
         to Exhibit 4.1 to the Company's Registration Statement on Form S-1,
         File No. 333-39502).

23(a)    Consent of Independent Public Accountants.

24(a)    Power of Attorney (included on signature page).

                                       7