8-K

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                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                    FORM 8-K


                                 CURRENT REPORT


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


      DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): SEPTEMBER 29, 1998


                         WINDMERE-DURABLE HOLDINGS, INC.
                         -------------------------------
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)


                                     FLORIDA
                         -------------------------------
                 (STATE OR OTHER JURISDICTION OF INCORPORATION)


           1-10177                                   59-1028301
      -----------------                        -----------------------
   (COMMISSION FILE NUMBER)               (IRS EMPLOYER IDENTIFICATION NO.)


                         WINDMERE-DURABLE HOLDINGS, INC.
                             5980 MIAMI LAKES DRIVE
                        MIAMI LAKES, FLORIDA        33014
                   ------------------------------------------
               (ADDRESS OF PRINCIPAL EXECUTIVE OFFICE) (ZIP CODE)










        REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE (305) 362-2611


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ITEM 5.  OTHER EVENTS.

         On September 29, 1998, Windmere-Durable Holdings, Inc.
         announced in a press release in the form attached hereto as
         Exhibit 99 that it had received notice that a class action
         lawsuit had been filed on September 25, 1998 naming
         Windmere-Durable Holdings, Inc., David Friedson, Harry
         Schulman and NationsBanc Montgomery Securities LLC.

ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS.

         (c)  Exhibits

              99         Windmere-Durable Holdings, Inc. September 29, 1998
                         press release announcing that Windmere-Durable
                         Holdings, Inc. received notice that a class action
                         lawsuit had been filed on September 25, 1998.





























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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.


                                              WINDMERE-DURABLE HOLDINGS, INC.


Date:  September 29, 1998                     By: /s/ Harry D. Schulman
                                                  -----------------------------
                                                  Harry D. Schulman





































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                                INDEX TO EXHIBITS

ITEM
NUMBER       EXHIBIT

99           Windmere-Durable Holdings, Inc. September 29, 1998 press release
             announcing that Windmere-Durable Holdings, Inc. received notice
             that a class action lawsuit had been filed on September 25, 1998.






































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EX-99

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                                                                      EXHIBIT 99
                                                                      ----------

PRESS RELEASE



MIAMI LAKES, Fla., Sept. 29/PRNewswire/ -- Windmere-Durable Holdings, Inc.
(NYSE: WND) today announced that a class action complaint alleging violations of
the federal securities laws had been filed against it, two officers of the
Company and NationsBanc Montgomery Securities LLC relating to the acquisition by
the Company of certain product categories of the Household Products Group of
Black & Decker. The suit purports to be on behalf of those who purchased
Windmere common stock between May 12 and September 22, 1998, and those
purchasers of Windmere's 10% Senior Subordinated Notes. Windmere further stated
that another firm had announced that it had also filed a complaint but that it
had not been served with a copy of it.

Windmere Chairman, President and Chief Executive Officer, David Friedson, stated
that, "Although the Company has not completed the process of carefully reviewing
the allegations of the complaint, I believe that the claims are without merit.
Windmere and its officers and directors intend to defend the suit vigorously."

Mr. Friedson added, "Despite the lower-than-expected sales of Black & Decker
branded products and earnings from Newtech Electronics Industries in the third
quarter, I remain enthusiastic about the long-term earnings prospects of
Windmere." Mr. Friedson further stated that the Company believes that its cash
flow from operations and other available credit sources will be adequate to meet
the Company's future liquidity needs.

Finally, Mr. Friedson explained that Windmere and Black & Decker Corporation
were continuing to work together in a positive manner to fully transition
ownership of the Household Products Group.

Windmere-Durable Holdings, Inc. is a diversified manufacturer and distributor of
a broad range of household appliances, including personal care products for the
home and professional salons, electric housewares and comfort
conditioning/seasonal products. The Company also markets the Litter Maid(TM)
computerized, infrared, automatic self-cleaning cat litter box.

Certain matters discussed in this news release are forward-looking statements
that are subject to certain risks and uncertainties that could cause actual
results to differ materially from those set forth in the forward-looking
statements. These factors include economic conditions and the retail
environment; the Company's dependence on the timely development, introduction
and customer acceptance of products; competitive products and pricing; reliance
on key customers; dependence on foreign suppliers and supply and manufacturing
constraints; cancellation or reduction of orders; and other risks and
uncertainties detailed from time to time in the Company's Securities and
Exchange Commission filings. SOURCE Windmere-Durable Holdings, Inc.