U.S. SECURITIES AND EXCHANGE
                             COMMISSION Washington,
                                   D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT


Date of Report: August 2, 2005


                           I.C. ISAACS & COMPANY, INC.
               (Exact name of issuer as specified in its charter)


         Delaware                          0-23379               52-1377061
(State or Other Jurisdiction of        (Commission File        (IRS Employer
Incorporation or Organization)              Number)          Identification No.)


                3840 Bank Street, Baltimore, Maryland 21224-2522
              (Address and Zip Code of Principal Executive Offices)


                                 (410) 342-8200
                         (Registrant's Telephone Number)


Check  the  appropriate  box  below  if the  Form  8-K  filing  is  intended  to
simultaneously  satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):

|_|  Written  communications  pursuant to Rule 425 under the  Securities Act (17
     CFR 230.425)

|_|  Soliciting  material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
     240.14a-12)

|_|  Pre-commencement   communications  pursuant  to  Rule  14d-2(b)  under  the
     Exchange Act (17 CFR 240.14d-2(b))

|_|  Pre-commencement   communications  pursuant  to  Rule  13e-4(c)  under  the
     Exchange Act (17 CFR 240.13e-4(c))





Item 2.02    Results of Operations and Financial Condition.

     On August 2, 2005,  the  Registrant  issued a press release  announcing its
earnings for the second  quarter and six months ended June 30, 2005.  Such press
release is furnished herewith as Exhibit 99.1.

Item 9.01    Financial Statements and Exhibits

     The following  financial  statements,  pro forma financial  information and
exhibits have been filed as part of this Report:

     (a)     Financial statements of businesses acquired -- none

     (b)     Pro forma financial information -- none

     (c)     Exhibits

   Number                         Description
   ------                         -----------

    99.1     Press  release  of  I.C.  Isaacs &  Company,  Inc.  announcing  its
             earnings for the second quarter and six months ended June 30, 2005.





                                    Signature

     In accordance  with the  requirements  of the Exchange Act, the  registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

                                       I.C. Isaacs & Company, Inc.



Dated: August 2, 2005                  By:/s/ Eugene C. Wielepski
                                          --------------------------------------
                                              Eugene C Wielepski
                                              Chief Finance Officer