Phoenix Footwear Group, Inc.
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SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported) April 20, 2004

PHOENIX FOOTWEAR GROUP, INC.


(Exact Name of Registrant as Specified in Its Charter)

Delaware


(State or Other Jurisdiction of Incorporation)
     
001-31309   15-0327010

 
 
 
(Commission File Number)   (IRS Employer Identification No.)
     
5759 Fleet Street, Suite 220, Carlsbad, California   92008

 
 
 
(Address of Principal Executive Offices)   (Zip Code)

(760) 602-9688


(Registrant’s Telephone Number, Including Area Code)

      


(Former Name or Former Address, if Changed Since Last Report)

 


TABLE OF CONTENTS

INFORMATION TO BE INCLUDED IN THE REPORT
Item 7. Financial Statements and Exhibits.
Item 12. Results of Operations and Financial Condition.
SIGNATURES
EXHIBIT INDEX
EXHIBIT 99.1


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INFORMATION TO BE INCLUDED IN THE REPORT

Item 7. Financial Statements and Exhibits.

  (c)   Exhibits.
     
Exhibit No.
  Description
99.1
  Press release issued by Phoenix Footwear Group, Inc. dated April 20, 2004

Item 12. Results of Operations and Financial Condition.

     On April 20, 2004, the Registrant issued a press release announcing its first quarter 2004 results. A copy of the press release is attached as Exhibit 99.1 to this Current Report and is incorporated by reference herein.

     The information in this Current Report on Form 8-K, including the exhibit, will not be treated as “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section. This information will not be incorporated by reference into a filing under the Securities Act of 1933, or into another filing under the Exchange Act, unless that filing expressly refers to specific information in this report.

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SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

             
    PHOENIX FOOTWEAR GROUP, INC.
 
           
Date: April 20, 2004
  By:   /s/ James R. Riedman
James R. Riedman
   
      Chairman and CEO    

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EXHIBIT INDEX

     
Exhibit No.
  Description
99.1
  Press release issued by Phoenix Footwear Group, Inc. dated April 20, 2004

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