8-K

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 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): MAY 14, 2002
         --------------------------------------------------------------

                              HANOVER DIRECT, INC.
          -------------------------------------------------------------
               (EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)

                                     1-12082
                       ----------------------------------
                            (COMMISSION FILE NUMBER)

              DELAWARE                                       13-0853260
- -----------------------------------                -----------------------------
 (STATE OR OTHER JURISDICTION                          (I.R.S. EMPLOYER
  OF INCORPORATION)                                     IDENTIFICATION NUMBER)

         115 RIVER ROAD
    EDGEWATER, NEW JERSEY                                       07020
- -----------------------------------                        --------------
   (ADDRESS OF PRINCIPAL                                     (ZIP CODE)
      EXECUTIVE OFFICES)



       REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (201) 863-7300
                                                           -------------------


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          (FORMER NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT)







ITEM 9.  REGULATION FD DISCLOSURE.

On May 14, 2002, Hanover Direct, Inc. (the "Company") issued a press release
announcing results for the thirteen weeks ended March 30, 2002. A copy of such
press release is furnished under this Form 8-K pursuant to Regulation FD.


EXHIBITS

Exhibit 20.1 Press Release dated May 14, 2002, announcing operating results for
the thirteen weeks ended March 30, 2002.








                                   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.

                                       HANOVER DIRECT, INC.
                                       ----------------------------------------
                                                      (Registrant)

May 14, 2002                           By: /s/ Edward M. Lambert
                                       ----------------------------------------
                                       Name:  Edward M. Lambert
                                       Title:    Executive Vice President and
                                       Chief Financial Officer

EX-20.1

EXHIBIT 20.1


FOR IMMEDIATE RELEASE

CONTACT:          Hanover Direct, Inc                       The MWW Group
                  Edward M. Lambert                         Jamie Schwartz
                  E.V.P & Chief Financial Officer           Rich Tauberman
                  Tel: (201) 272-3325                       Tel: (201) 507-9500

     HANOVER DIRECT REPORTS FISCAL 2002 FIRST QUARTER NET LOSS OF $(1.8)
MILLION, $5.8 MILLION IMPROVEMENT OVER FIRST QUARTER 2001


EDGEWATER, NJ, May 14, 2002 -Hanover Direct, Inc. (AMEX: HNV) today announced
results for the thirteen weeks ended March 30, 2002.

The Company reported a net loss of $(1.8) million or $(.03) per share for first
quarter of 2002 compared with a net loss of $(7.6) million or $(.05) per share
for the comparable period last year. Earnings before interest, taxes,
depreciation, and amortization (EBITDA) for the thirteen weeks ended March 30,
2002 increased $4.4 million to $1.4 million from $(3.0) million for the
comparable period in 2001. Compared with the first quarter of 2001, the $5.8
million dollar improvement in net results and the $4.4 million improvement in
EBITDA were primarily due to decreased special charges related to the Company's
strategic business realignment program, decreased selling expenses, and
decreased general and administrative costs.

The per-share amount, for the thirteen weeks ended March 30, 2002, was
calculated after deducting the Series B Preferred Stock Redemption price
increase of $2.9 million. For the comparable period in 2001, the per share
amount reflects the Series A Preferred Stock dividends and accretion of $2.9
million. The weighted average number of shares outstanding used in both the
basic and diluted calculation was 138,225,031 for the thirteen week period ended
March 30, 2002 and 212,468,419 for the thirteen week period ended March 31,
2001. This decrease in weighted average shares outstanding was primarily due to
the transaction consummated in December 2001 with Richemont Finance S.A. where
the Company repurchased and retired 74,098,769 shares of its Common Stock then
held by Richemont.

Net revenues for the thirteen week period ended March 30, 2002 decreased $34.8
million to $109.5 million from $144.3 million for the comparable period in 2001.
This decrease was due in part to the sale of the IMPROVEMENTS business on June
29, 2001, which accounted for $18.9 million of the reduction in net revenues for
the thirteen week period ended March 30, 2002. The discontinuance of the
DOMESTICATIONS KITCHEN & GARDEN, KITCHEN & HOME and TURIYA catalogs contributed
$4.6 million to the reduction in net revenues for the thirteen week period ended
March 30, 2002. The remaining balance of the decrease in net revenues for the
period can be attributed to softness in demand primarily related to certain
brands and planned reductions in unprofitable circulation.

A conference call with the Management of Hanover Direct, Inc. to review the
First Quarter fiscal 2002 results will be held on Wednesday, May 15, 2002 at 11
a.m. Eastern Time. If you would like to participate in the call, please call
800-558-9407 (domestic) and 212-346-7494 (International) between 10:50 a.m. and
10:55 a.m. Eastern Time. A replay of the conference call will be available one
hour after the call until 1:00 p.m. Eastern Time on May 17, 2002 and can be
accessed by calling 800-633-8284 (domestic) and 858-812-6440 (International),
Access Code #: 20578327.

The Company's Annual Shareholders Meeting is scheduled for Thursday, May 16,
2002 at 9:30 a.m. at the Sheraton Suites on the Hudson, 500 Harbor Boulevard,
Weehawken, New Jersey.

ABOUT HANOVER DIRECT, INC.
Hanover Direct, Inc. (AMEX: HNV) and its business units provide quality,
branded merchandise through a portfolio of catalogs and e-commerce platforms to
consumers, as well as a comprehensive range of Internet, e-commerce, and
fulfillment services to businesses. Hanover Brands, Inc. is comprised of the
Company's catalog and e-commerce web site portfolio of home fashions, apparel
and gift brands, including DOMESTICATIONS, THE COMPANY STORE, COMPANY KIDS,
SILHOUETTES, INTERNATIONAL MALE, SCANDIA DOWN, and GUMP'S BY MAIL. The Company
owns GUMP'S, a retail store based in San Francisco. Each brand can be accessed
on the Internet individually by name. erizon, Inc. is comprised of Keystone
Internet Services, Inc. (WWW.KEYSTONEINTERNET.COM), the Company's third party
fulfillment operation, and also provides the logistical, IT and fulfillment
needs of Hanover Brands, Inc. Information on Hanover Direct, including each of
its subsidiaries, can be accessed on the Internet at WWW.HANOVERDIRECT.COM.

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