<Page>

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




                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM S-8

             REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933


                            LITTLE SWITZERLAND, INC.
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

                Delaware                        66-0476514
-------------------------------------------------------------------------------
(State or other jurisdiction of                (I.R.S. Employer
incorporation of organization)                 Identification No.)

          162-B Crown Bay Cruise Ship Port, St. Thomas, U.S.V.I. 60802
-------------------------------------------------------------------------------
                    (Address of principal executive offices)

       The Little Switzerland, Inc. 2000 Stock Option and Incentive Plan
          and 625,000 shares of Common Stock of the Registrant issuable
            pursuant to other equity-based compensation arrangements
--------------------------------------------------------------------------------
                            (Full title of the plan)

 Patrick J. Hopper, Little Switzerland, Inc., 162-B Crown Bay Cruise Ship Port,
                      St. Thomas, U.S.V.I., (340) 776-2010
--------------------------------------------------------------------------------
            (Name, address and telephone number of agent for service)

                          Copies of communications to:
                               Jack Jackson, Esq.
                               Proskauer Rose LLP
                                  1585 Broadway
                               New York, NY 10036
                                 (212) 969-3000

                         CALCULATION OF REGISTRATION FEE

--------------------------------------------------------------------------------
                                          Proposed      Proposed
                                           maximum       maximum
                            Number of     offering      aggregate    Amount of
   Title of securities    Shares to be    price per     offering    registration
    to be registered       registered     unit (a)      price (a)     fee (a)
--------------------------------------------------------------------------------
Common Stock, par value     2,325,000       $1.58      $3,673,500     $877.97
$.01 per share
--------------------------------------------------------------------------------

<Page>

(a)   Registration fees were calculated in accordance with Rule 457(c) under the
      Securities Act. Calculation based on the average of the bid and asked
      prices of the common stock on the OTC Bulletin Board on November 28, 2001.

      THIS REGISTRATION STATEMENT SHALL BECOME EFFECTIVE IMMEDIATELY UPON FILING
AS PROVIDED IN RULE 462 UNDER THE SECURITIES ACT OF 1933.


<Page>

                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.     INCORPORATION OF DOCUMENTS BY REFERENCE.

      Little Switzerland, Inc., a Delaware corporation (the "Registrant"),
hereby incorporates by reference into this Registration Statement the following
documents filed by it with the Securities and Exchange Commission (the
"Commission") (Commission File No. 0-19369):

      (a)   the Registrant's Annual Report on Form 10-K for the fiscal year
            ended May 26, 2001;

      (b)   the Registrant's Quarterly Report on Form 10-Q for the quarterly
            period ended August 25, 2001; and

      (c)   the description of the Registrant's common stock, $.01 par value
            (the "Common Stock"), contained in the Registrant's Registration
            Statement on Form 8-A.

      In addition, all documents subsequently filed by the Registrant pursuant
to Section 13(a), 13(c), 14 or 15(d) of the Securities Exchange Act of 1934, as
amended (the "Exchange Act"), prior to the filing of a post-effective amendment
to this Registration Statement which indicates that all securities offered
hereby have been sold, or which deregisters all securities then remaining
unsold, shall be deemed to be incorporated by reference in and made a part of
this Registration Statement from the date of filing such documents.

ITEM 4.     DESCRIPTION OF SECURITIES.

      Not required for the Common Stock, which is registered under Section 12 of
the Exchange Act.

ITEM 5.     INTEREST OF NAMED EXPERTS AND COUNSEL.

      Not applicable.

ITEM 6.     INDEMNIFICATION OF DIRECTORS AND OFFICERS.

      Under Section 145 of the Delaware General Corporation Law, as amended (the
"DGCL"), the Registrant has the power to indemnify directors and officers, under
certain prescribed circumstances and subject to certain limitations, against
certain costs and expenses, including attorneys' fees actually and reasonably
incurred in connection with any action, suit or proceeding, whether civil,
criminal, administrative or investigative, to which any of them is a party by
reason of his or her being a director or officer of the Registrant, if it is
determined that he or she acted in accordance with the applicable standard of
conduct set forth in such statutory provisions.

<Page>

      Section 102(b)(7) of the DGCL provides that a certificate of incorporation
may contain a provision eliminating or limiting the personal liability of a
director to the corporation or its stockholders for monetary damages for breach
of fiduciary duty as a director provided that such provision shall not eliminate
or limit the liability of a director (i) for any breach of the director's duty
of loyalty to the corporation or its stockholders, (ii) for acts or omissions
not in good faith or which involve intentional misconduct or a knowing violation
of law, (iii) under Section 174 of the DGCL, or (iv) for any transaction from
which the director derived an improper personal benefit.

      Article V of the Company's By-laws provides that directors or officers of
the Company, or others serving as a director, officer, employee or agent of
another enterprise at the direction of the Registrant, shall be indemnified to
the full extent permitted by the DGCL. In addition, Article VIII of the Amended
and Restated Certificate of Incorporation of the Registrant provides that
directors of the Registrant shall not be personally liable for monetary damages
to the Registrant for certain breaches of their fiduciary duty as directors,
except to the extent that the elimination or limitation of liability is not
permitted by the DGCL. Article VIII further provides that personal liability of
directors of the Company shall be eliminated or limited to the fullest extent
permitted by the DGCL.

      The Registrant also has insurance policies insuring its officers and
directors against certain civil liabilities, including liabilities under the
Securities Act of 1933, as amended (the "Securities Act"). Insofar as
indemnification for liabilities arising under the Securities Act may be
permitted to directors, officers or persons controlling the Registrant pursuant
to the foregoing, the Commission has expressed its opinion that such
indemnification is against public policy as expressed in the Securities Act and
is therefore unenforceable.

ITEM 7.     EXEMPTION FROM REGISTRATION CLAIMED.

      Not applicable.

ITEM 8.     EXHIBITS.

      The index to exhibits appears on the page immediately following the
signature pages of this Registration Statement.

ITEM 9.     UNDERTAKINGS.

The 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, unless the information required to be
            included in such post-effective amendment is contained in periodic
            reports filed with or furnished to the Commission by the Registrant
            pursuant to Section 13 or 15(d) of the Exchange Act and incorporated
            herein by reference;


                                       2
<Page>

                  (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 hereof) which, individually or in
            the aggregate, represent a fundamental change in the information set
            forth in this Registration Statement, unless the information
            required to be included in such post-effective amendment is
            contained in periodic reports filed with or furnished to the
            Commission by the Registrant pursuant to Section 13 or 15(d) of the
            Exchange Act and incorporated herein by reference;

                  (iii) to include any material information with respect to the
            plan of distribution not previously disclosed in this Registration
            Statement or any material change to such information in this
            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 herein, 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.

      (4) That, for the purpose 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 Exchange Act that is incorporated by
reference in this Registration Statement shall be deemed to be a new
registration statement relating to the securities offered herein, and the
offering of such securities at that time shall be deemed to be the initial bona
fide offering thereof.

      (5) 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 provisions described in Item 6 above,
or otherwise, the Registrant has been advised that in the opinion of the
Commission such indemnification is against public policy as expressed in the
Securities Act 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.



                                       3
<Page>

                                   SIGNATURES

      Pursuant to the requirements of the Securities Act of 1933, the Registrant
certifies that it has reasonable grounds to believe that it meets all 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 St. Thomas, U.S.V.I., as of November 30, 2001.

                                       LITTLE SWITZERLAND, INC.


                                       By: /s/ Robert L. Baumgardner
                                           -------------------------------------
                                           Robert L. Baumgardner
                                           President and Chief Executive Officer



                                POWER OF ATTORNEY


      Each person whose signature appears below hereby constitutes Robert L.
Baumgardner, his true and lawful attorney-in-fact with full power to execute in
the name of each such person, in the capacities stated below, and to file, such
one or more amendments to this Registration Statement as the Registrant deems
appropriate, and generally to do all such things in the name and on behalf of
such person, in the capacities stated below, to enable the Registrant to comply
with the provisions of the Securities Act of 1933, as amended, and all
requirements of the Securities and Exchange Commission thereunder, and hereby
ratifies and confirms the signature of such person as it may be signed by such
attorney-in-fact to any and all amendments to this Registration Statement.

      Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed as of November 30, 2001 by the following
persons in the capacities indicated:

SIGNATURE                                TITLE



/s/ Robert L. Baumgardner                President and Chief Executive Officer
--------------------------------         (Principal executive officer)
Robert L. Baumgardner


/s/ Seymour Holtzman                     Director
--------------------------------
Seymour Holtzman


                                       4
<Page>


/s/ Patrick Dorsey                        Director
--------------------------------
Patrick Dorsey


/s/ Patrick J. Hopper                    Chief Financial Officer (Principal
--------------------------------         financial and accounting officer)
Patrick J. Hopper


/s/ James Quinn                          Director
--------------------------------
James Quinn



                                       5
<Page>



                                  EXHIBIT INDEX


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

    5               Opinion of Proskauer Rose LLP.

    10.1            The Little Switzerland, Inc. 2000 Stock Option and
                    Incentive Plan, filed as an exhibit to the Registrant's
                    Quarterly Report on Form 10-Q for the quarter ended February
                    24, 2001, and incorporated herein by reference thereto.

    23(a)           Consent of Proskauer Rose LLP (included in Exhibit 5).

    23(b)           Consent of PricewaterhouseCoopers LLP.

    23(c)           Consent of Arthur Andersen LLP.

    24              Power of Attorney (included in the signature page of this
                    Registration Statement).

    99.1            Form of Stock Option Agreement in respect of common stock
                    issuable pursuant to various equity-based compensation
                    arrangements.



                                       6
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{"company-data": {"conformed-name": "LITTLE SWITZERLAND INC/DE", "cik": "0000875523", "assigned-sic": "5944", "irs-number": "660476514", "state-of-incorporation": "DE", "fiscal-year-end": "0529"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-74512", "film-number": "1806190"}, "business-address": {"street1": "161-B CROWN BAY CRUISE SHIP PORT", "city": "ST THOMAS VIRGIN ISL", "state": "V1", "zip": "00802", "phone": "3407762010"}, "mail-address": {"street1": "161B CROWN BAY CRUISE SHIP PORT", "city": "ST THOMAS", "state": "VI", "zip": "00804"}}
As filed with the Securities and Exchange Commission on December 4, 2001

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM S-8

             REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

                            LITTLE SWITZERLAND, INC.
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

                Delaware                        66-0476514
-------------------------------------------------------------------------------
(State or other jurisdiction of                (I.R.S. Employer
incorporation of organization)                 Identification No.)

          162-B Crown Bay Cruise Ship Port, St. Thomas, U.S.V.I. 60802
-------------------------------------------------------------------------------
                    (Address of principal executive offices)

       The Little Switzerland, Inc. 2000 Stock Option and Incentive Plan
          and 625,000 shares of Common Stock of the Registrant issuable
            pursuant to other equity-based compensation arrangements
--------------------------------------------------------------------------------
                            (Full title of the plan)

 Patrick J. Hopper, Little Switzerland, Inc., 162-B Crown Bay Cruise Ship Port,
                      St. Thomas, U.S.V.I., (340) 776-2010
--------------------------------------------------------------------------------
            (Name, address and telephone number of agent for service)

                          Copies of communications to:
                               Jack Jackson, Esq.
                               Proskauer Rose LLP
                                  1585 Broadway
                               New York, NY 10036
                                 (212) 969-3000

                         CALCULATION OF REGISTRATION FEE

--------------------------------------------------------------------------------
                                          Proposed      Proposed
                                           maximum       maximum
                            Number of     offering      aggregate    Amount of
   Title of securities    Shares to be    price per     offering    registration
    to be registered       registered     unit (a)      price (a)     fee (a)
--------------------------------------------------------------------------------
Common Stock, par value     2,325,000       $1.58      $3,673,500     $877.97
$.01 per share
--------------------------------------------------------------------------------
(a)   Registration fees were calculated in accordance with Rule 457(c) under the
      Securities Act. Calculation based on the average of the bid and asked
      prices of the common stock on the OTC Bulletin Board on November 28, 2001.

      THIS REGISTRATION STATEMENT SHALL BECOME EFFECTIVE IMMEDIATELY UPON FILING
AS PROVIDED IN RULE 462 UNDER THE SECURITIES ACT OF 1933.
PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.     INCORPORATION OF DOCUMENTS BY REFERENCE.

      Little Switzerland, Inc., a Delaware corporation (the "Registrant"),
hereby incorporates by reference into this Registration Statement the following
documents filed by it with the Securities and Exchange Commission (the
"Commission") (Commission File No. 0-19369):

      (a)   the Registrant's Annual Report on Form 10-K for the fiscal year
            ended May 26, 2001;

      (b)   the Registrant's Quarterly Report on Form 10-Q for the quarterly
            period ended August 25, 2001; and

      (c)   the description of the Registrant's common stock, $.01 par value
            (the "Common Stock"), contained in the Registrant's Registration
            Statement on Form 8-A.

      In addition, all documents subsequently filed by the Registrant pursuant
to Section 13(a), 13(c), 14 or 15(d) of the Securities Exchange Act of 1934, as
amended (the "Exchange Act"), prior to the filing of a post-effective amendment
to this Registration Statement which indicates that all securities offered
hereby have been sold, or which deregisters all securities then remaining
unsold, shall be deemed to be incorporated by reference in and made a part of
this Registration Statement from the date of filing such documents.

ITEM 4.     DESCRIPTION OF SECURITIES.

      Not required for the Common Stock, which is registered under Section 12 of
the Exchange Act.

ITEM 5.     INTEREST OF NAMED EXPERTS AND COUNSEL.

      Not applicable.

ITEM 6.     INDEMNIFICATION OF DIRECTORS AND OFFICERS.

      Under Section 145 of the Delaware General Corporation Law, as amended (the
"DGCL"), the Registrant has the power to indemnify directors and officers, under
certain prescribed circumstances and subject to certain limitations, against
certain costs and expenses, including attorneys' fees actually and reasonably
incurred in connection with any action, suit or proceeding, whether civil,
criminal, administrative or investigative, to which any of them is a party by
reason of his or her being a director or officer of the Registrant, if it is
determined that he or she acted in accordance with the applicable standard of
conduct set forth in such statutory provisions.
Section 102(b)(7) of the DGCL provides that a certificate of incorporation
may contain a provision eliminating or limiting the personal liability of a
director to the corporation or its stockholders for monetary damages for breach
of fiduciary duty as a director provided that such provision shall not eliminate
or limit the liability of a director (i) for any breach of the director's duty
of loyalty to the corporation or its stockholders, (ii) for acts or omissions
not in good faith or which involve intentional misconduct or a knowing violation
of law, (iii) under Section 174 of the DGCL, or (iv) for any transaction from
which the director derived an improper personal benefit.

      Article V of the Company's By-laws provides that directors or officers of
the Company, or others serving as a director, officer, employee or agent of
another enterprise at the direction of the Registrant, shall be indemnified to
the full extent permitted by the DGCL. In addition, Article VIII of the Amended
and Restated Certificate of Incorporation of the Registrant provides that
directors of the Registrant shall not be personally liable for monetary damages
to the Registrant for certain breaches of their fiduciary duty as directors,
except to the extent that the elimination or limitation of liability is not
permitted by the DGCL. Article VIII further provides that personal liability of
directors of the Company shall be eliminated or limited to the fullest extent
permitted by the DGCL.

      The Registrant also has insurance policies insuring its officers and
directors against certain civil liabilities, including liabilities under the
Securities Act of 1933, as amended (the "Securities Act"). Insofar as
indemnification for liabilities arising under the Securities Act may be
permitted to directors, officers or persons controlling the Registrant pursuant
to the foregoing, the Commission has expressed its opinion that such
indemnification is against public policy as expressed in the Securities Act and
is therefore unenforceable.

ITEM 7.     EXEMPTION FROM REGISTRATION CLAIMED.

      Not applicable.

ITEM 8.     EXHIBITS.

      The index to exhibits appears on the page immediately following the
signature pages of this Registration Statement.

ITEM 9.     UNDERTAKINGS.

The 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, unless the information required to be
            included in such post-effective amendment is contained in periodic
            reports filed with or furnished to the Commission by the Registrant
            pursuant to Section 13 or 15(d) of the Exchange Act and incorporated
            herein by reference;

                                       2
(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 hereof) which, individually or in
            the aggregate, represent a fundamental change in the information set
            forth in this Registration Statement, unless the information
            required to be included in such post-effective amendment is
            contained in periodic reports filed with or furnished to the
            Commission by the Registrant pursuant to Section 13 or 15(d) of the
            Exchange Act and incorporated herein by reference;

                  (iii) to include any material information with respect to the
            plan of distribution not previously disclosed in this Registration
            Statement or any material change to such information in this
            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 herein, 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.

      (4) That, for the purpose 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 Exchange Act that is incorporated by
reference in this Registration Statement shall be deemed to be a new
registration statement relating to the securities offered herein, and the
offering of such securities at that time shall be deemed to be the initial bona
fide offering thereof.

      (5) 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 provisions described in Item 6 above,
or otherwise, the Registrant has been advised that in the opinion of the
Commission such indemnification is against public policy as expressed in the
Securities Act 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.

                                       3
SIGNATURES

      Pursuant to the requirements of the Securities Act of 1933, the Registrant
certifies that it has reasonable grounds to believe that it meets all 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 St. Thomas, U.S.V.I., as of November 30, 2001.

                                       LITTLE SWITZERLAND, INC.

                                       By: /s/ Robert L. Baumgardner
                                           -------------------------------------
                                           Robert L. Baumgardner
                                           President and Chief Executive Officer

                                POWER OF ATTORNEY

      Each person whose signature appears below hereby constitutes Robert L.
Baumgardner, his true and lawful attorney-in-fact with full power to execute in
the name of each such person, in the capacities stated below, and to file, such
one or more amendments to this Registration Statement as the Registrant deems
appropriate, and generally to do all such things in the name and on behalf of
such person, in the capacities stated below, to enable the Registrant to comply
with the provisions of the Securities Act of 1933, as amended, and all
requirements of the Securities and Exchange Commission thereunder, and hereby
ratifies and confirms the signature of such person as it may be signed by such
attorney-in-fact to any and all amendments to this Registration Statement.

      Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed as of November 30, 2001 by the following
persons in the capacities indicated:

SIGNATURE                                TITLE

/s/ Robert L. Baumgardner                President and Chief Executive Officer
--------------------------------         (Principal executive officer)
Robert L. Baumgardner

/s/ Seymour Holtzman                     Director
--------------------------------
Seymour Holtzman

                                       4
/s/ Patrick Dorsey                        Director
--------------------------------
Patrick Dorsey

/s/ Patrick J. Hopper                    Chief Financial Officer (Principal
--------------------------------         financial and accounting officer)
Patrick J. Hopper

/s/ James Quinn                          Director
--------------------------------
James Quinn

                                       5
EXHIBIT INDEX

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

    5               Opinion of Proskauer Rose LLP.

    10.1            The Little Switzerland, Inc. 2000 Stock Option and
                    Incentive Plan, filed as an exhibit to the Registrant's
                    Quarterly Report on Form 10-Q for the quarter ended February
                    24, 2001, and incorporated herein by reference thereto.

    23(a)           Consent of Proskauer Rose LLP (included in Exhibit 5).

    23(b)           Consent of PricewaterhouseCoopers LLP.

    23(c)           Consent of Arthur Andersen LLP.

    24              Power of Attorney (included in the signature page of this
                    Registration Statement).

    99.1            Form of Stock Option Agreement in respect of common stock
                    issuable pursuant to various equity-based compensation
                    arrangements.

                                       6