8-K

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                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549


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                                    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): December 20, 1999



                              HELEN OF TROY LIMITED
             (Exact name of registrant as specified in its charter)



           BERMUDA                    0-23312                 74-2692550
(State or other jurisdiction        (Commission              (IRS Employer
     of incorporation)              File Number)          Identification No.)


     ONE HELEN OF TROY PLAZA
           EL PASO, TEXAS                                      79912
(Address of principal executive offices)                     (ZIP Code)


       Registrant's telephone number, including area code: (915) 225-8000




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ITEM 5. OTHER EVENTS.

       On Monday, December 20, 1999, Helen of Troy Limited issued a press
release, which is filed herewith as Exhibit 99.1 and incorporated herein by
reference.

ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.

     (c)   EXHIBITS.

     Exhibit No. Description.

     99.1        Press Release of Helen of Troy Limited dated December 20, 1999.




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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.



                                        HELEN OF TROY LIMITED



Date: December 21, 1999                 By: /s/  Gerald J. Rubin
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                                            Gerald J. Rubin
                                            Chairman and Chief Executive Officer




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                                  EXHIBIT INDEX



     EXHIBIT
     NUMBER                     DESCRIPTION
     -------                    -----------
                  
       99.1  --      Press Release of the Company dated December 20, 1999.





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EX-99.1

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                                                                    EXHIBIT 99.1



                                                           FOR IMMEDIATE RELEASE



                          HELEN OF TROY PROVIDES SALES
                          AND EARNINGS ESTIMATE UPDATE


         EL PASO, TEXAS, DEC. 20 - Helen of Troy Ltd., (NASDAQ, NM: HELE)
designer, developer and worldwide marketer of brand-name personal care products,
today reported that sales for the third quarter ending November 30, 1999, will
be at approximately the same level as last year's third quarter sales of $89
million. Helen of Troy expects third quarter earnings to be in the range of 18 -
20 cents per share, versus last year's third quarter net income of 37 cents per
share. For the nine months ending November 30, 1999, net earnings are expected
to be approximately 65 - 67 cents per share, including approximately 18 cents
per share of investment gains, primarily attributable to the Company's
investment in General Housewares, Inc.

         Gerald J. Rubin, chairman and chief executive officer stated that, "The
decline in earnings is being driven by less than expected sales and reduced
gross margins, combined with increased operating expenses, such as co-op and
media advertising and related corporate overhead expenses. We currently believe
that our fourth quarter results will be similarly affected by the same factors
that adversely affected our third quarter results.

         "Our long term growth strategies, including additional licensing
agreements and future acquisitions, remain unchanged as we continue to pursue
new product innovations, accretive acquisitions and strong customer
relationships," concluded Rubin.

         Third quarter results will be released on Tuesday, January 4, 2000.


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         Helen of Troy designs, produces and markets brand-name consumer
products including hair dryers, curling irons, hair setters, women's shavers,
brushes, combs, hair accessories, mirrors, artificial fingernails, foot baths
and body massagers. The Company's products are sold primarily through mass
merchandisers, drug chains, warehouse clubs and grocery stores under the
licensed trade names of Vidal Sassoon, licensed from Procter & Gamble Co., Dr.
Scholl's, licensed from Schering-Plough HealthCare Products, Inc., the trademark
Revlon(R) licensed from Revlon Consumer Products Corporation and the trademark
BARBIE (TM), owned by and used under license from Mattel, Inc. Helen of Troy's
owned trade names include Dazey, Caruso, Karina and DCNL, with its Kurl*Mi,
Heat*Mi, Detangle*Mi and Wrap*Mi lines of brushes and rollers. The Company also
markets products under the Helen of Troy, Hot Tools, Hot Spa, Salon Edition,
Gallery Series and Wigo trade names to the professional beauty salon industry.

         This press release may contain certain forward-looking statements,
which are subject to change. The actual results may differ materially from those
described in any forward-looking statements. Additional information concerning
potential factors that could affect the company's financial results is included
in the company's Form 10-K for the year ended February 28, 1999.