As filed with the Securities and Exchange Commission on August 17, 1998.

                              REGISTRATION NO. 333-


                        SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C.  20549


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


                            TOMMY HILFIGER CORPORATION
              (Exact Name of Registrant as Specified in Its Charter)

            British Virgin Islands                 Not Applicable
          (State or Other Jurisdiction of         (I.R.S. Employer
          Incorporation or Organization)       Identification Number)

                          6/F Precious Industrial Centre
                               18 Cheung Yue Street
                             Cheung Sha Wan, Kowloon
                                    Hong Kong
                     (Address of Principal Executive Offices)

                              TOMMY HILFIGER U.S.A.
                            1992 STOCK INCENTIVE PLAN
                                       AND
                   TOMMY HILFIGER (EASTERN HEMISPHERE) LIMITED
                            1992 STOCK INCENTIVE PLAN
                            (Full Title of the Plans)


                               Mr. Joel J. Horowitz
                             Chief Executive Officer
                           Tommy Hilfiger U.S.A., Inc.
                               25 West 39th Street
                            New York, New York  10018
                                  (212) 840-8888
            (Name, Address and Telephone Number of Agent for Service)

                                     Copy to:
                              Eric S. Robinson, Esq.
                          Wachtell, Lipton, Rosen & Katz
                               51 West 52nd Street
                            New York, New York  10019
                                  (212) 403-1000
<PAGE>







<TABLE>

                                              CALCULATION OF REGISTRATION FEE
------------------------------------------------------------------------------------------------------------------------------------
<CAPTION>                                        PROPOSED MAXIMUM         PROPOSED MAXIMUM
TITLE OF SECURITIES        AMOUNT TO              OFFERING PRICE              AGGREGATE               AMOUNT OF
  TO BE REGISTERED      BE REGISTERED(1)           PER SHARE(2)           OFFERING PRICE(2)        REGISTRATION FEE
-------------------     ----------------         ----------------         -----------------        ----------------
<S>                     <C>                      <C>                      <C>                      <C>
Ordinary Shares, par
value $.01 per share    1,500,000 shares          $55.34375                $83,015,625.00           $24,489.61

          (1)  Plus such indeterminate number of shares as may be issued to
               prevent dilution resulting from stock splits, stock dividends or
               similar transactions in accordance with Rule 416 under the
               Securities Act of 1933.

          (2)  Pursuant to Rule 457(h) and Rule 457(c) under the Securities Act
               of 1933, the proposed maximum offering price per share and the
               registration fee are based on the reported average of the high
               and low prices for the Registrant's Ordinary Shares on the New
               York Stock Exchange on August 14, 1998.

------------------------------------------------------------------------------------------------------------------------------------
</TABLE>

          This Registration Statement is being filed pursuant to General
     Instruction E of Form S-8 in order to register additional securities of the
     same class as other securities for which a registration statement on this
     form relating to the same employee benefit plans is effective.
<PAGE>







               On December 14, 1995, the Registrant filed a registration
          statement on Form S-8 (File No. 33-80439) to register 1,000,000
          Ordinary Shares, par value $.01 per share ("Ordinary Shares"), which
          were issuable under the Registrant's stock incentive plans. On
          February 3, 1997, the Registrant filed a registration statement on
          Form S-8 (File No. 333-20993) to register an additional 500,000
          Ordinary Shares under the stock incentive plans. On December 15, 1997,
          the Registrant filed a registration statement on Form S-8 (File No.
          333-42241) to register an additional 750,000 Ordinary Shares under the
          stock incentive plans. The contents of those registration statements
          are incorporated herein by reference. The Registrant is filing this
          separate Registration Statement to register an additional 1,500,000
          Ordinary Shares which may be issued under the stock incentive plans.


         ITEM 8.  EXHIBITS.

         Exhibit Number        Description

              4.1              Tommy Hilfiger U.S.A. 1992 Stock Incentive Plan,
                               as amended and restated (previously filed as
                               Exhibit 10.5 to the Registrant's Annual Report on
                               Form 10-K for the fiscal year ended March 31,
                               1998 and incorporated herein by reference)

              4.2              Tommy Hilfiger (Eastern Hemisphere)
                               Limited 1992 Stock Incentive Plan, as
                               amended and restated (previously filed
                               as Exhibit 10.5 to the Registrant's
                               Annual Report on Form 10-K for the fiscal year
                               ended March 31, 1998 and incorporated
                               herein by reference)

              5                Opinion of Harney, Westwood & Riegels

             23.1              Consent of PricewaterhouseCoopers LLP

             23.2              Consent of Harney, Westwood & Riegels
                               (included in their opinion filed as Ex-
                               hibit 5)
<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 New York, New York, on
         August 17, 1998.

                                       TOMMY HILFIGER CORPORATION



                                       By:/S/ JOEL J. HOROWITZ
                                          Joel J. Horowitz
                                          Chief Executive Officer
                                          and President

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


                  SIGNATURE                   TITLE                 DATE



          /S/ SILAS K.F. CHOU        Chairman of the Board    August 17, 1998
            (Silas K.F. Chou)



          /S/ THOMAS J. HILFIGER     Director and Honorary    August 17, 1998
           (Thomas J. Hilfiger)      Chairman of the Board



          /S/ JOEL J. HOROWITZ       Director, Chief          August 17, 1998
            (Joel J. Horowitz)       Executive Officer and
                                     President (principal
                                     executive officer)

<PAGE>








          /S/ BENJAMIN M.T. NG       Director, Chief           August 17, 1998
            (Benjamin M.T. Ng)       Financial Officer,
                                     Executive Vice
                                     President - Strategic
                                     Development and
                                     Assistant Secretary
                                     (principal financial
                                     officer)



          /S/ LAWRENCE S. STROLL     Director                  August 17, 1998
           (Lawrence S. Stroll)



                                     
           (Ronald K.Y. Chao)        Director



                                     
           (Lester M.Y. Ma)          Director



           (Joseph M. Adamko)        Director



          /S/ CLINTON V. SILVER      Director                  August 17, 1998
            (Clinton V. Silver)



          /S/ SIMON MURRAY           Director                  August 17, 1998
            (Simon Murray)



          /S/ JOSEPH SCIROCCO        Senior Vice President     August 17, 1998
            (Joseph Scirocco)        and Treasurer
                                     (principal accounting
                                     officer)

<PAGE>






                                 EXHIBIT INDEX



         EXHIBIT
         NUMBER    DESCRIPTION

           4.1     Tommy Hilfiger U.S.A. 1992 Stock
                   Incentive Plan, as amended and
                   restated (previously filed
                   as Exhibit 10.5 to the Registrant's
                   Annual Report on Form 10-K for the
                   fiscal year ended March 31, 1998 and
                   incorporated herein by reference)

           4.2     Tommy Hilfiger (Eastern Hemisphere) Limited
                   1992 Stock Incentive Plan, as
                   amended and restated (previously filed
                   as Exhibit 10.5 to the Registrant's
                   Annual Report on Form 10-K for the
                   fiscal year ended March 31, 1998 and
                   incorporated herein by reference)

           5       Opinion of Harney, Westwood & Riegels

          23.1     Consent of PricewaterhouseCoopers LLP

          23.2     Consent of Harney, Westwood & Riegels (Included in their
                   opinion filed as Exhibit 5)
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 10290}]
{"company-data": {"conformed-name": "HILFIGER TOMMY CORP", "cik": "0000888747", "assigned-sic": "2320", "irs-number": "000000000", "fiscal-year-end": "0331"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-61669", "film-number": "98693179"}, "business-address": {"street1": "6/F PRECIOUS INDUSTRIAL CENTRE", "street2": "18 CHEUNG YUE ST", "city": "CHEUNG SHA WAN KOWLO", "state": "K3", "phone": "8522747798"}, "mail-address": {"street1": "25 WEST 39TH STREET", "city": "NEW YORK", "state": "NY", "zip": "10018"}}
As filed with the Securities and Exchange Commission on August 17, 1998.

                              REGISTRATION NO. 333-

                        SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C.  20549

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

                            TOMMY HILFIGER CORPORATION
              (Exact Name of Registrant as Specified in Its Charter)

            British Virgin Islands                 Not Applicable
          (State or Other Jurisdiction of         (I.R.S. Employer
          Incorporation or Organization)       Identification Number)

                          6/F Precious Industrial Centre
                               18 Cheung Yue Street
                             Cheung Sha Wan, Kowloon
                                    Hong Kong
                     (Address of Principal Executive Offices)

                              TOMMY HILFIGER U.S.A.
                            1992 STOCK INCENTIVE PLAN
                                       AND
                   TOMMY HILFIGER (EASTERN HEMISPHERE) LIMITED
                            1992 STOCK INCENTIVE PLAN
                            (Full Title of the Plans)

                               Mr. Joel J. Horowitz
                             Chief Executive Officer
                           Tommy Hilfiger U.S.A., Inc.
                               25 West 39th Street
                            New York, New York  10018
                                  (212) 840-8888
            (Name, Address and Telephone Number of Agent for Service)

                                     Copy to:
                              Eric S. Robinson, Esq.
                          Wachtell, Lipton, Rosen & Katz
                               51 West 52nd Street
                            New York, New York  10019
                                  (212) 403-1000
CALCULATION OF REGISTRATION FEE
------------------------------------------------------------------------------------------------------------------------------------
PROPOSED MAXIMUM         PROPOSED MAXIMUM
TITLE OF SECURITIES        AMOUNT TO              OFFERING PRICE              AGGREGATE               AMOUNT OF
  TO BE REGISTERED      BE REGISTERED(1)           PER SHARE(2)           OFFERING PRICE(2)        REGISTRATION FEE
-------------------     ----------------         ----------------         -----------------        ----------------
Ordinary Shares, par
value $.01 per share    1,500,000 shares          $55.34375                $83,015,625.00           $24,489.61

          (1)  Plus such indeterminate number of shares as may be issued to
               prevent dilution resulting from stock splits, stock dividends or
               similar transactions in accordance with Rule 416 under the
               Securities Act of 1933.

          (2)  Pursuant to Rule 457(h) and Rule 457(c) under the Securities Act
               of 1933, the proposed maximum offering price per share and the
               registration fee are based on the reported average of the high
               and low prices for the Registrant's Ordinary Shares on the New
               York Stock Exchange on August 14, 1998.

------------------------------------------------------------------------------------------------------------------------------------
This Registration Statement is being filed pursuant to General
     Instruction E of Form S-8 in order to register additional securities of the
     same class as other securities for which a registration statement on this
     form relating to the same employee benefit plans is effective.
On December 14, 1995, the Registrant filed a registration
          statement on Form S-8 (File No. 33-80439) to register 1,000,000
          Ordinary Shares, par value $.01 per share ("Ordinary Shares"), which
          were issuable under the Registrant's stock incentive plans. On
          February 3, 1997, the Registrant filed a registration statement on
          Form S-8 (File No. 333-20993) to register an additional 500,000
          Ordinary Shares under the stock incentive plans. On December 15, 1997,
          the Registrant filed a registration statement on Form S-8 (File No.
          333-42241) to register an additional 750,000 Ordinary Shares under the
          stock incentive plans. The contents of those registration statements
          are incorporated herein by reference. The Registrant is filing this
          separate Registration Statement to register an additional 1,500,000
          Ordinary Shares which may be issued under the stock incentive plans.

         ITEM 8.  EXHIBITS.

         Exhibit Number        Description

              4.1              Tommy Hilfiger U.S.A. 1992 Stock Incentive Plan,
                               as amended and restated (previously filed as
                               Exhibit 10.5 to the Registrant's Annual Report on
                               Form 10-K for the fiscal year ended March 31,
                               1998 and incorporated herein by reference)

              4.2              Tommy Hilfiger (Eastern Hemisphere)
                               Limited 1992 Stock Incentive Plan, as
                               amended and restated (previously filed
                               as Exhibit 10.5 to the Registrant's
                               Annual Report on Form 10-K for the fiscal year
                               ended March 31, 1998 and incorporated
                               herein by reference)

              5                Opinion of Harney, Westwood & Riegels

             23.1              Consent of PricewaterhouseCoopers LLP

             23.2              Consent of Harney, Westwood & Riegels
                               (included in their opinion filed as Ex-
                               hibit 5)
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 New York, New York, on
         August 17, 1998.

                                       TOMMY HILFIGER CORPORATION

                                       By:/S/ JOEL J. HOROWITZ
                                          Joel J. Horowitz
                                          Chief Executive Officer
                                          and President

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

                  SIGNATURE                   TITLE                 DATE

          /S/ SILAS K.F. CHOU        Chairman of the Board    August 17, 1998
            (Silas K.F. Chou)

          /S/ THOMAS J. HILFIGER     Director and Honorary    August 17, 1998
           (Thomas J. Hilfiger)      Chairman of the Board

          /S/ JOEL J. HOROWITZ       Director, Chief          August 17, 1998
            (Joel J. Horowitz)       Executive Officer and
                                     President (principal
                                     executive officer)
/S/ BENJAMIN M.T. NG       Director, Chief           August 17, 1998
            (Benjamin M.T. Ng)       Financial Officer,
                                     Executive Vice
                                     President - Strategic
                                     Development and
                                     Assistant Secretary
                                     (principal financial
                                     officer)

          /S/ LAWRENCE S. STROLL     Director                  August 17, 1998
           (Lawrence S. Stroll)

                                     
           (Ronald K.Y. Chao)        Director

                                     
           (Lester M.Y. Ma)          Director

           (Joseph M. Adamko)        Director

          /S/ CLINTON V. SILVER      Director                  August 17, 1998
            (Clinton V. Silver)

          /S/ SIMON MURRAY           Director                  August 17, 1998
            (Simon Murray)

          /S/ JOSEPH SCIROCCO        Senior Vice President     August 17, 1998
            (Joseph Scirocco)        and Treasurer
                                     (principal accounting
                                     officer)
EXHIBIT INDEX

         EXHIBIT
         NUMBER    DESCRIPTION

           4.1     Tommy Hilfiger U.S.A. 1992 Stock
                   Incentive Plan, as amended and
                   restated (previously filed
                   as Exhibit 10.5 to the Registrant's
                   Annual Report on Form 10-K for the
                   fiscal year ended March 31, 1998 and
                   incorporated herein by reference)

           4.2     Tommy Hilfiger (Eastern Hemisphere) Limited
                   1992 Stock Incentive Plan, as
                   amended and restated (previously filed
                   as Exhibit 10.5 to the Registrant's
                   Annual Report on Form 10-K for the
                   fiscal year ended March 31, 1998 and
                   incorporated herein by reference)

           5       Opinion of Harney, Westwood & Riegels

          23.1     Consent of PricewaterhouseCoopers LLP

          23.2     Consent of Harney, Westwood & Riegels (Included in their
                   opinion filed as Exhibit 5)