UNITED STATES
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): July 12, 2005

The Warnaco Group, Inc.

(Exact Name of Registrant as Specified in Its Charter)

Delaware	001-10857	95-4032739
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

501 Seventh Avenue, New York, New York	10018
(Address of principal executive offices)	(Zip Code)

(Registrant's Telephone Number, Including Area Code):   (212) 287-8000

(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.):

    ¨ 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 5.02. Election of Directors.

                On July 12, 2005, The Warnaco Group, Inc. (the “Company”) issued a press release announcing that effective July 12, 2005, Donald L. Seeley was elected to its Board of Directors. Mr. Seeley has also been appointed to serve on the Audit Committee and Nominating and Corporate Governance Committee of the Company’s Board of Directors.

                A copy of the press release is attached to this report as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01.   Financial Statements and Exhibits.

Exhibit No. Description

 99.1         Press Release, dated July 12, 2005

SIGNATURE

                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.

 THE WARNACO GROUP, INC.

Date:   July 13, 2005 BY:  /s/ Jay A. Galluzzo

NAME:	Jay A. Galluzzo
TITLE:	Senior Vice President, General   Counsel and Secretary

EXHIBIT INDEX

Exhibit No. Description

 99.1         Press Release, dated July 12, 2005

Exhibit 99.1

FOR IMMEDIATE RELEASE

Company Contact:    Deborah Abraham
Director,
Investor Relations
212-287-8289

DONALD L. SEELEY ELECTED TO WARNACO’S BOARD OF DIRECTORS

NEW YORK — (PR NEWSWIRE) July 12, 2005 — The Warnaco Group, Inc. (NASDAQ: WRNC) today announced the election of Donald L. Seeley to its Board of Directors, making him the seventh independent Director on a Board of eight.

Mr. Seeley is an adjunct lecturer and the director of the Applied Investment Management Program at the University of Arizona. Previously, Mr. Seeley was Vice Chairman and Chief Financial Officer of True North Communications. Earlier, he was President and Chief Executive Officer of the Alexander Consulting Group. He currently sits on the Board of Beverly Enterprises, Inc. and is a member of the Board of Trustees of William Blair Mutual Funds.

“The election of Don adds to the depth of talent of Warnaco’s Board of Directors. His financial acumen, creativity and commitment to education complement the expertise of our current board members. We are pleased to welcome Don and look forward to his support as we continue to grow Warnaco into a global leader in the apparel industry,” said Charles Perrin, Warnaco’s Non-Executive Chairman of the Board of Directors.

About The Warnaco Group, Inc.

The Warnaco Group, Inc., headquartered in New York, is a leading apparel company engaged in the business of designing, marketing and selling intimate apparel, menswear, jeanswear, swimwear, men’s and women’s sportswear and accessories under such owned and licensed brands as Warner’s®, Olga®, Lejaby®, Body Nancy Ganz(tm), Speedo®, Anne Cole Collection®, Ocean Pacific®, Cole of California® and Catalina® as well as Chaps® sportswear and denim, J. Lo by Jennifer Lopez® lingerie, Nautica® swimwear, Michael Kors® swimwear and Calvin Klein® men’s and women’s underwear, men’s accessories, men’s, women’s, junior women’s and children’s jeans and women’s and juniors swimwear.

SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995:

The press release, as well as certain other written, electronic and oral disclosure made by the Company from time to time, may contain “forward-looking statements” within the meaning of Rule 3b-6 under the Securities Exchange Act of 1934, as amended, Rule 175 under the Securities Act of 1933, as amended, and relevant legal decisions. The forward-looking statements involve risks and uncertainties and reflect, when made, the Company’s estimates, objectives, projections, forecasts, plans, strategies, beliefs, intentions, opportunities and expectations. Actual results may differ materially from anticipated results or expectations and investors are cautioned not to place undue reliance on any forward-looking statements. Statements other than statements of historical fact are forward-looking statements. These forward-looking statements may be identified by, among other things, the use of forward-looking language, such as the words “believe,” “anticipate,” “estimate,” “expect,” “intend,” “may,” “project,” “scheduled to,” “seek,” “should,” “will be,” “will continue,” “will likely result,” or the negative of those terms, or other similar words and phrases or by discussions of intentions or strategies.

The following factors, among others and in addition to those described in the Company’s reports filed with the SEC (including, without limitation, those described under the heading “Statement Regarding Forward-Looking Disclosure,” as it may be modified or supplemented from time to time, in such reports), could cause the Company’s actual results to differ materially from those expressed in any forward-looking statements made by it: economic conditions that affect the apparel industry; the Company’s failure to anticipate, identify or promptly react to changing trends, styles, or brand preferences; further declines in prices in the apparel industry; declining sales resulting from increased competition in the Company’s markets; increases in the prices of raw materials; events which result in difficulty in procuring or producing the Company’s products on a cost-effective basis; the effect of laws and regulations, including those relating to labor, workplace and the environment; changing international trade regulation, including as it relates to the imposition or elimination of quotas on imports of textiles and apparel; the Company’s ability to protect its intellectual property or the costs incurred by the Company related thereto; the Company’s dependence on a limited number of customers; the Company’s dependence on the reputation of its brand names; the Company’s exposure to conditions in overseas markets in connection with the Company’s foreign operations and the sourcing of products from foreign third-party vendors; the Company’s foreign currency exposure; unanticipated internal control deficiencies or weaknesses or ineffective disclosure controls and procedures; and the sufficiency of cash to fund operations, including capital expenditures.

In addition, the Company encourages investors to read the discussion of the Company’s critical accounting policies under “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Discussion of Critical Accounting Policies” contained in the Company’s Annual Report on Form 10-K for the year ended January 1, 2005, as such discussion may be modified or supplemented by subsequent reports that the Company files with the SEC. The discussion in this press release is not exhaustive but is designed to highlight important factors that may affect actual results. Forward-looking statements speak only as of the date on which they are made, and, except for the Company’s ongoing obligation under the U.S. federal securities laws, the Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

#  #  #