Exhibit (a)(5)(B)


This announcement is neither an offer to purchase nor a solicitation of an offer
to sell Shares (as defined below). The Offer (as defined below) is made only by
the Offer to Purchase, dated July 23, 2002, and the related Letter of
Transmittal, and any amendments or supplements thereto, and is being made to all
holders of Shares. The Offer, however, is not being made to (nor will tenders be
accepted from or on behalf of) holders of Shares residing in any jurisdiction in
which the making of the Offer or the acceptance thereof would not be in
compliance with the securities, blue sky or other laws of such jurisdiction.
However, Purchaser (as defined below) may, in its discretion, take such action
as it may deem necessary to make the Offer in any jurisdiction and extend the
Offer to holders of Shares in such jurisdiction. In those jurisdictions where
securities, blue sky or other laws require the Offer to be made by a licensed
broker or dealer, the Offer shall be deemed to be made on behalf of Purchaser by
one or more registered brokers or dealers licensed under the laws of such
jurisdiction.

  NOTICE OF OFFER TO PURCHASE FOR CASH ALL OUTSTANDING SHARES OF COMMON STOCK

                                       OF

                             SWISS ARMY BRANDS, INC.

                             AT $9.00 NET PER SHARE

                                       BY

                             SABI ACQUISITION CORP.
                          A WHOLLY OWNED SUBSIDIARY OF

                                  VICTORINOX AG


         SABI Acquisition Corp., a Delaware corporation ("Purchaser") and a
wholly owned subsidiary of Victorinox AG, a corporation organized under the laws
of Switzerland ("Victorinox"), is offering to purchase all of the outstanding
shares of common stock, par value $.10 per share (the "Shares"), of Swiss Army
Brands, Inc., a Delaware corporation ("Swiss Army Brands"), at a purchase price
of $9.00 per Share, net to the seller in cash less any required withholding of
taxes and without payment of interest (the "Offer Price"), upon the terms and
subject to the conditions set forth in the Offer to Purchase, dated July 23,
2002 (the "Offer to Purchase"), and in the related Letter of Transmittal (the
"Letter of Transmittal") (which, together with any amendments or supplements
thereto, collectively constitute the "Offer"). Tendering stockholders who have
Shares registered in their names and who tender directly to American Stock
Transfer & Trust Company (the "Depositary") will not be charged brokerage fees
or commissions or, subject to Instruction 6 of the Letter of Transmittal,
transfer taxes on the purchase of Shares pursuant to the Offer. Stockholders who
hold their Shares through a broker or bank should consult such institution as to
whether it charges any service fees. Victorinox or Purchaser will pay all
charges and expenses of the Depositary and MacKenzie Partners, Inc., which is
acting as the information agent (the "Information Agent"), incurred in
connection with the Offer. Following the consummation of the Offer, Purchaser
intends to effect the merger described below.



THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY
TIME, ON MONDAY, AUGUST 19, 2002, UNLESS THE OFFER IS EXTENDED.

         THE OFFER IS CONDITIONED UPON, AMONG OTHER THINGS, THERE BEING VALIDLY
TENDERED AND NOT WITHDRAWN PRIOR TO THE EXPIRATION OF THE OFFER SUCH NUMBER OF
SHARES, WHICH, TOGETHER WITH THE SHARES OWNED BY PURCHASER, VICTORINOX AND THEIR
AFFILIATES, WILL CONSTITUTE NOT LESS THAN NINETY PERCENT (90%) OF THE TOTAL
NUMBER OF OUTSTANDING SHARES AS OF THE DATE THE SHARES ARE ACCEPTED FOR PAYMENT
PURSUANT TO THE OFFER. THE OFFER IS ALSO SUBJECT TO CERTAIN OTHER CONDITIONS SET
FORTH IN THE OFFER TO PURCHASE. SEE THE INTRODUCTION AND SECTION 13 OF THE OFFER
TO PURCHASE. THE OFFER IS NOT CONDITIONED UPON ANY FINANCING CONDITION.

         The purpose of the Offer is for Purchaser to acquire at least a ninety
percent (90%) interest in Swiss Army Brands as the first step in acquiring the
entire equity interest in Swiss Army Brands. If Purchaser acquires in the Offer
at least the number of Shares, which, when added to the number of Shares
currently owned by Purchaser, Victorinox and their affiliates, equals at least
90% of all of the outstanding Shares, Purchaser will acquire by merger the
remainder of the outstanding Shares which were not tendered in the Offer, which
merger will not require approval of the stockholders of Swiss Army Brands
pursuant to Section 253 of the Delaware General Corporation Law (the "Merger").

         A SPECIAL COMMITTEE COMPRISED OF NON-EMPLOYEE DIRECTORS OF THE BOARD OF
DIRECTORS OF SWISS ARMY HAS UNANIMOUSLY DETERMINED THAT THE OFFER IS ADVISABLE,
FAIR TO AND IN THE BEST INTERESTS OF THE STOCKHOLDERS OF SWISS ARMY (OTHER THAN
PURCHASER, VICTORINOX AND THEIR AFFILIATES) AND HAS UNANIMOUSLY RECOMMENDED THAT
SUCH STOCKHOLDERS OF SWISS ARMY TENDER THEIR SHARES PURSUANT TO THE OFFER.

         For purposes of the Offer, Purchaser will be deemed to have accepted
for payment, and thereby purchased, Shares validly tendered and not properly
withdrawn, if and when Purchaser gives oral or written notice to the Depositary
of Purchaser's acceptance of such Shares. Payment for Shares so accepted will be
made by deposit of the Offer Price for those Shares with the Depositary, which
will act as agent for tendering stockholders for the purpose of receiving
payments from Purchaser and transmitting such payments to tendering
stockholders. Under no circumstances will interest be paid on the Offer Price,
regardless of any delay in making such payment. In all cases, payment for Shares
tendered and accepted for payment pursuant to the Offer will be made only after
the timely receipt by the Depositary of (i) certificates evidencing such Shares
(the "Swiss Army Brands Certificates") or confirmation (a "Book-Entry
Confirmation") of a book-entry transfer of such Shares into the Depositary's
account at the Book-Entry Transfer Facility (as defined in the Offer to
Purchase) pursuant to the procedures set forth in Section 3 of the Offer to
Purchase, (ii) a properly completed and duly executed Letter of Transmittal (or
a facsimile thereof), with any required signature guarantees or, in the case of
a book-entry transfer,



an Agent's Message (as defined in the Offer to Purchase) in lieu of the Letter
of Transmittal, and (iii) any other documents required by the Letter of
Transmittal.

         Purchaser expressly reserves the right, in its sole discretion, at any
time and from time to time to (i) extend the Offer beyond the scheduled
expiration of the initial offering period if at that date any of the conditions
to Purchaser's obligation to accept for payment and to pay for the Shares are
not satisfied or waived, or (ii) extend the Offer for any period required by any
rule, regulation or interpretation of the Securities and Exchange Commission or
its staff applicable to the Offer by giving oral or written notice of such
extension to the Depositary.

         Pursuant to Rule 14d-11 under the Exchange Act, Purchaser may, subject
to certain conditions, provide a subsequent offering period following the
expiration of the Offer on the Expiration Date (a "Subsequent Offering Period").
A Subsequent Offering Period is an additional period of time from three business
days to 20 business days in length, beginning after Purchaser purchases Shares
tendered in the Offer, during which stockholders may tender, but not withdraw,
their Shares and receive the Offer Price. The term "Expiration Date" means 12:00
midnight, New York City time, on Monday, August 19, 2002, unless Purchaser
extends the period during which the Offer is open. In that event, the term
"Expiration Date" means the latest time and date on which the Offer, as so
extended (other than any extension with respect to any Subsequent Offering
Period), expires.

         Any extension, delay, waiver, amendment or termination of the period
during which the Offer is open or any decision to provide a Subsequent Offering
Period will be followed, as promptly as practicable, by public announcement
thereof. Such public announcement will be issued not later than 9:00 a.m., New
York City time, on the next business day after the previously scheduled
Expiration Date. During any such extension, all Shares previously tendered and
not withdrawn will remain subject to the Offer, subject to the rights of a
tendering stockholder to withdraw such stockholder's Shares (except during any
Subsequent Offering Period).

         Shares tendered pursuant to the Offer may be withdrawn at any time
prior to the Expiration Date. Thereafter, such tenders are irrevocable. No
withdrawal rights will apply to Shares tendered during a Subsequent Offering
Period. For a withdrawal to be effective, a written or facsimile transmission
notice of withdrawal must be timely received by the Depositary at one of its
addresses set forth on the back cover page of the Offer to Purchase. Any such
notice of withdrawal must specify the name, address and taxpayer identification
number of the person who tendered the Shares to be withdrawn, the number of
Shares to be withdrawn and the name of the registered holder of such Shares, if
different from that of the person who tendered the Shares. If Swiss Army Brands
Certificates representing Shares to be withdrawn have been delivered or
otherwise identified to the Depositary, then, prior to the physical release of
such Swiss Army Brands Certificates, the serial numbers shown on such Swiss Army
Brands Certificates must be submitted to the Depositary and, unless such Shares
have been tendered for the account of an Eligible Institution (as defined in the
Offer to Purchase), the signature(s) on the notice of withdrawal must be
guaranteed by an Eligible Institution. If Shares have been tendered pursuant to
the procedures for book-entry transfer as set forth in Section 3 of the Offer to
Purchase, any notice of withdrawal must also specify the name and number of the
account at the Book-Entry Transfer Facility to be credited


with the withdrawn Shares. All questions as to the form and validity (including
time of receipt) of any notice of withdrawal will be determined by Purchaser, in
its sole discretion, and its determination will be final and binding.

         The receipt of cash in exchange for Shares pursuant to the Offer or the
Merger will be a taxable transaction for U.S. federal income tax purposes and
likely will also be a taxable transaction under applicable state, local or
foreign tax laws. In general, a stockholder who receives cash in exchange for
Shares pursuant to the Offer or the Merger will recognize gain or loss for U.S.
federal income tax purposes equal to the difference, if any, between the amount
of cash received and such stockholder's adjusted tax basis in the Shares
exchanged therefor. For additional information related to U. S federal income
tax consequences of tendering the shares, refer to Section 5 of the Offer to
Purchase. All stockholders should consult with their own tax advisors as to the
particular tax consequences of the Offer and the Merger to them, including the
applicability and effect of the alternative minimum tax and any state, local or
foreign income and other tax laws and of changes in such tax laws.

         The information required to be disclosed by paragraph (d)(1) of Rule
14d-6 of the General Rules and Regulations under the Exchange Act is contained
in the Offer to Purchase and is incorporated herein by reference.

         Swiss Army Brands has provided Purchaser with Swiss Army Brands'
stockholder list and security position listing for the purpose of disseminating
the Offer to holders of Shares. The Offer to Purchase, the related Letter of
Transmittal and other related materials are being mailed to record holders of
Shares and will be furnished to brokers, dealers, commercial banks, trust
companies and similar persons whose names, or the names of whose nominees,
appear on the stockholder list or, if applicable, who are listed as participants
in a clearing agency's security position listing, for subsequent transmittal to
beneficial owners of Shares.

         THE OFFER TO PURCHASE AND THE RELATED LETTER OF TRANSMITTAL CONTAIN
IMPORTANT INFORMATION THAT SHOULD BE READ CAREFULLY BEFORE ANY DECISION IS MADE
WITH RESPECT TO THE OFFER.

         Questions and requests for assistance may be directed to the
Information Agent at the address and telephone number set forth below. Requests
for copies of the Offer to Purchase, the Letter of Transmittal and all other
tender offer materials may be directed to the Information Agent as set forth
below and copies will be furnished promptly at Purchaser's expense. Stockholders
may also contact their brokers, dealers, commercial banks, trust companies or
other nominees for assistance concerning the Offer. Neither Victorinox nor
Purchaser will pay any fees or commissions to any broker or dealer or to any
other person (other than the Information Agent) in connection with the
solicitation of tenders of Shares pursuant to the Offer.


                     The Information Agent for the Offer is:


                                [MacKenzie logo]

                            MacKenzie Partners, Inc.
                               105 Madison Avenue
                            New York, New York 10016
                          (212) 929-5500 (Call Collect)

                                       OR

                          CALL TOLL-FREE (800) 322-2885




July 23, 2002