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<CONFORMED-NAME>JACLYN INC
<CIK>0000052969
<ASSIGNED-SIC>3100
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<TEXT>
                                  UNITED STATES
                       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): September 28, 2006


                                  JACLYN, INC.
--------------------------------------------------------------------------------
             (Exact Name of Registrant as Specified in its Charter)


          Delaware                      1-5863                  22-1432053
----------------------------          -----------           -------------------
(State or Other Jurisdiction          (Commission              (IRS Employer
      of Incorporation)                File No.)            Identification No.)

               635 59TH Street
          West New York, New Jersey                       07093
--------------------------------------------------------------------------------
   (Address of Principal Executive Offices)             (Zip Code)


       Registrant's telephone number, including area code: (201) 868-9400


                                 Not Applicable
--------------------------------------------------------------------------------
          (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:

[ ] 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))
<PAGE>

Item 2.02.        Results of Operations and Financial Condition.

         On September 28, 2006, Jaclyn, Inc. (the "Company") issued a press
release announcing, among other things, its financial results for its fiscal
year ended June 30, 2006. A copy of that press release is attached to this
Current Report on Form 8-K as Exhibit 99 and is incorporated by reference
herein.

         The information contained in this Current Report on Form 8-K, including
the exhibit hereto and the information contained therein, is being furnished to
the Securities and Exchange Commission, shall not be deemed to be "filed" for
purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the
"Exchange Act"), or otherwise subject to the liabilities of that section, and
shall not be incorporated by reference into any filing under the Exchange Act or
the Securities Act of 1933, as amended, except as specifically set forth in such
statement or report.

Item 9.01.        Financial Statements and Exhibits.

         (a)      Financial Statements of Businesses Acquired.  Not Applicable.
                  -------------------------------------------

         (b)      Pro Forma Financial Information.   Not Applicable.
                  -------------------------------

         (c)      Exhibits.
                  --------

                  Exhibit No.          Description
                  -----------          -----------

                       99              Press Release of the Company dated
                                       September 28, 2006



                                   SIGNATURES

         Pursuant to the requirements of Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.

Date:    September 29, 2006                    JACLYN, INC.


                                               By: /s/ ANTHONY C. CHRISTON
                                                   -----------------------------
                                                   Anthony C. Christon,
                                                   Chief Financial Officer
<PAGE>

                                  EXHIBIT INDEX


    Exhibit No.          Description
    -----------          -----------
        99               Press Release of the Company dated September 28, 2006.
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>2
<FILENAME>ex_99.txt
<DESCRIPTION>EXHIBIT 99
<TEXT>
                                                                      EXHIBIT 99
                                                                      ----------
                                                                            NEWS

                                               Company Contact: Anthony Christon
                                                         Chief Financial Officer
                                                                    Jaclyn, Inc.
                                                                  (201) 868-9400

             JACLYN REPORTS FINANCIAL RESULTS AND ANNOUNCES INCREASE
                       IN COMMON STOCK REPURCHASE PROGRAM

                              FOR IMMEDIATE RELEASE
                              ---------------------

West New York, NJ, September 28, 2006...............................Jaclyn, Inc.
(AMEX:JLN) today reported financial results for the fiscal year ended June 30,
2006.

Net sales for the year ended June 30, 2006 were $126,601,000 compared to
$126,477,000 a year earlier. The Company had net earnings of $1,530,000, or $.60
per diluted share, compared to fiscal 2005 net earnings of $1,049,000, or $.39
per diluted share.

Mr. Allan Ginsburg, Chairman of the Board of Jaclyn noted, "we are very pleased
with the improvement in earnings compared to a year ago. This resulted primarily
from better margins realized in almost all divisions and our ability to keep
expenses under control."

The Company also announced that the Board of Directors has increased its
authorization for the repurchase by the Company of shares of its Common Stock by
an additional 125,000 shares. In 2002, the Board authorized the repurchase of up
to 350,000 shares, of which 47,379 shares remain to be purchased. Purchases may
be made from time to time in the open market and through privately negotiated
transactions, subject to general market and other conditions.

Note: This press release may contain forward-looking statements that are being
made pursuant to the safe harbor provisions of the Private Securities Litigation
Reform Act of 1995. The Company's actual performance and results may vary as a
result of a number of risks, uncertainties and other factors, both foreseen and
unforeseen, including general economic and business conditions, competition in
the accessories and apparel markets, continuing favorable sales patterns,
pricing and consumer buying trends. Additional uncertainty exists for the
potential negative impact that a recurrence of Sudden Acute Respiratory Syndrome
("SARS") or other potential widespread health hazards may have on our business
relative to production in the Far East and other countries in which we operate.

                                *   *   *   *   *

Jaclyn, Inc. is a designer, manufacturer and marketer of apparel, women's
sleepwear, infants' and children's apparel, handbags, premium incentives and
related accessories. Website: jaclyninc.com
<PAGE>

                          JACLYN, INC. AND SUBSIDIARIES

                  CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS


                     For the Fiscal Year ended June 30, 2006
                            With comparisons to 2005

Year Ended June 30,                                      2006           2005


Net Sales                                            $126,601,000   $126,477,000

Net Earnings                                         $  1,530,000   $  1,049,000

Net Earnings per Common Share - Basic                $        .62   $        .40

Weighted average shares outstanding - basic             2,480,000      2,596,000


Net Earnings per Common Share - Diluted              $        .60   $        .39

Weighted average shares outstanding - diluted           2,557,000      2,702,000

</TEXT>
</DOCUMENT>
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