8-K

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) September 24, 2008 (September 22, 2008)

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.)
5840 El Camino Real, Suite 106, 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)

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))

INFORMATION TO BE INCLUDED IN THE REPORT

Section 5 Corporate Governance and Management

Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers

On September 23, 2008, the Board of Directors announced the resignation of Scott Sporrer as the Interim Chief Financial Officer and Secretary of Phoenix Footwear Group, Inc. (the “Company”), effective immediately. Mr. Sporrer will stay on to assist in the transition through October 3, 2008.

On September 22, 2008, the Board of Directors also elected the Company's current Senior Vice President, Operations, Doug Ford, as Chief Financial Officer and Secretary. Mr. Ford, age 42, has served as the Company's Senior Vice President, Operations, since October 2007. Prior to Phoenix Footwear, Mr. Ford was a Principal with XRoads Solutions Group, a financial restructuring and management consulting firm, from 2006 to 2007; a Principal and Regional Director in the Merchandising and Operations Services Practice of Kurt Salmon Associates, a global management consulting firm, from 2004 to 2005; and Chief Operating Officer and Chief Financial Officer of Wenger North America, a consumer product manufacturing company, from 2001 to 2003. In connection with his appointment, Mr. Ford’s annual salary will be adjusted from $330,000 to $375,000. In addition, Mr. Ford is to be granted 100,000 shares of company stock to vest based on achieving certain performance targets as well as be eligible for a bonus of 50-100% of his base salary based on achieving certain performance targets based on Company profitability targets and individual goals and objectives. The performance-based stock awards vest upon the achievement, on or before 12/31/08, of Company annual net revenue and before tax net income goals measured on a twelve month trailing basis. The underlying shares are issued under the Company's Amended and Restated 2001 Long-Term Incentive Plan following the vesting of award. With respect to the bonus, the amount depends on meeting or exceeding one of three target levels: threshold, target or superior. The profitability target is based upon the Company achieving a certain level of earnings per share for the fiscal year. The individual goals and objectives are based upon Mr. Ford's areas of responsibility.

There is no arrangement or understanding between Mr. Ford and any other person, pursuant to which Mr. Ford is to be selected as an officer of the Company that would require disclosure under Item 401(b) of Regulation S-K. Additionally, there is no family relationship between Mr. Ford and any other person that would require disclosure under Item 401(d) of Regulation S-K. Mr. Ford is not a party to any transactions that would require disclosure under Item 404(a) of Regulation S-K.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

99.1 Press Release issued September 23, 2008.

-2-

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: September 24, 2008	By:	/s/ Cathy B. Taylor
	Name:	Cathy B. Taylor
	Title:	Chief Executive Officer

-3-

EXHIBIT INDEX

Exhibit Number	Description
99.1	Press Release issued September 23, 2008

-4-

EX-99.1

EXHIBIT 99.1

Phoenix Footwear Group, Inc.

PHOENIX FOOTWEAR GROUP NAMES P. DOUGLAS FORD CHIEF FINANCIAL OFFICER

Carlsbad, California, September 23, 2008 — Phoenix Footwear Group, Inc. (AMEX: PXG), a multi-brand footwear and accessories company, announced today that it has named P. Douglas Ford as its Chief Financial Officer, effective immediately. Scott Sporrer, who served as Phoenix Footwear’s Interim CFO since October 2007, will be leaving the Company to pursue other opportunities.

Mr. Ford was appointed the Company’s Senior Vice President, Operations in October 2007 and his responsibilities included logistics, information technology, forecasting and planning, human resources, and e-commerce. Prior to that, he spent over a year consulting with Phoenix Footwear on both its strategic planning and branding efforts with a primary focus on the Tommy Bahama and H.S Trask divisions.

Mr. Ford’s extensive senior level financial experience includes serving as Chief Operating Officer/Chief Financial Officer of Wenger North America and Indulge.com.

During his 18-year career, Mr. Ford also spent over ten years with Kurt Salmon Associates, the largest global consulting firm focused on the consumer products industry. As a Principal and Regional Director at Kurt Salmon Associates in the Merchandising and Operations Services Practice, he led the development of world class processes, organizations, and operations with major consumer product retailers and wholesalers including Liz Claiborne, Express and Victoria’s Secret Stores (Divisions of The Limited), Cole-Haan (Division of Nike), and NFL Properties.

Cathy Taylor, Chief Executive Officer of Phoenix Footwear Group, commented, “I have known Doug for over 15 years and had the opportunity to work with him closely these past two years as well as at Wenger. I am extremely confident in his ability to lead our financial operations. In addition to his strong financial qualifications, Doug has extensive experience in overseeing a variety of other important corporate and operational functions and a deep knowledge of the retail industry. His impressive track record of driving profitability and developing restructuring strategies across the organizations he worked with will benefit Phoenix Footwear enormously as we continue to successfully execute our strategic turnaround plan and build upon the strong foundation of our brands.”

“We thank Scott for his contribution and dedication to the Company and wish him well in his future endeavors,” concluded Ms. Taylor.

P. Douglas Ford commented, “Phoenix Footwear’s executive team has already made tremendous progress in improving the Company’s financial condition, as evidenced by paying down the majority of its debt, reducing inventories, innovating product and improving operating efficiencies. I look forward to working with this talented team in my expanded role integrating operations and finance within the Company at large to capitalize on the many profitable growth opportunities that lie ahead for the Company.”

Mr. Ford holds both a B.S. in Industrial Management (Accounting) and an M.S. in Management (Finance) from the Georgia Institute of Technology.

About Phoenix Footwear Group, Inc.

Phoenix Footwear Group, Inc., headquartered in Carlsbad, California, designs, develops and markets a diversified selection of men's and women's dress and casual footwear, belts, and other accessories. Phoenix Footwear's brands and licenses include Tommy Bahama Footwear^®, Trotters^®, SoftWalk^®, H.S. Trask^®, Chambers Belts^® and Wrangler^®. Emphasizing quality, fit and traditional and authentic designs, these brands are primarily sold through department stores, specialty retailers, mass merchants and catalogs. Phoenix Footwear Group, Inc. is traded on the American Stock Exchange under the symbol PXG.

Contacts:

P. Douglas Ford	Andrew Greenebaum / Lena Adams
Chief Financial Officer	ICR, Inc.
Phoenix Footwear Group, Inc.	(310) 954-1100
(760) 602-9688	agreenebaum@icrinc.com or ladams@icrinc.com

# # #