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                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT

                     PURSUANT TO SECTION 13 OR 15(d) OF THE
                      SECURITIES AND EXCHANGE ACT OF 1934

      DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): DECEMBER 29, 1998

                        WINDMERE-DURABLE HOLDINGS, INC.
                        -------------------------------
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

                                    FLORIDA
                        -------------------------------
                 (STATE OR OTHER JURISDICTION OF INCORPORATION)

         1-10177                                          59-1028301        
         -------                                          ----------        
(COMMISSION FILE NUMBER)                      (IRS EMPLOYER IDENTIFICATION NO.)

                        WINDMERE-DURABLE HOLDINGS, INC.
                             5980 MIAMI LAKES DRIVE
                            MIAMI LAKES, FLORIDA         33014
               --------------------------------------------------
               (ADDRESS OF PRINCIPAL EXECUTIVE OFFICE) (ZIP CODE)

       REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE (305) 362-2611
                                                          --------------



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ITEM 5.           OTHER EVENTS.

                  On December 29, 1998, Windmere-Durable Holdings, Inc., each
                  of its subsidiaries party thereto, each of the lenders party
                  thereto and NationsBank, National Association, as agent for
                  the lenders party to the Amended and Restated Credit
                  Agreement dated as of August 7, 1998, entered into Amendment
                  No. 1 to Amended and Restated Credit Agreement. The Amended
                  and Restated Credit Agreement has been amended to, among
                  other things, change the applicable interest rates for loans
                  made pursuant to the Agreement, to reduce, through December
                  31, 1999, the maximum amount of Revolving Credit Outstandings
                  permitted to $110 million from $160 million and to change
                  certain financial covenants.

 ITEM 7.          FINANCIAL STATEMENTS AND EXHIBITS.

                  (c)      Exhibits

                           10.1       Amendment No. 1 to Amended and Restated
                                      Credit Agreement by and among
                                      Windmere-Durable Holdings, Inc., each of
                                      its subsidiaries party thereto, each of
                                      the lenders party thereto and
                                      NationsBank, National Association as
                                      agent for the lenders, dated December 28,
                                      1998.



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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.


                                                WINDMERE-DURABLE HOLDINGS, INC.


Date:  February 5, 1999                         By: /s/ Harry D. Schulman      
                                                   ----------------------------
                                                    Harry D. Schulman



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                               INDEX TO EXHIBITS

ITEM
NUMBER       EXHIBIT

10.1         Amendment No. 1 to Amended and Restated Credit Agreement by and
             among Windmere-Durable Holdings, Inc., each of its subsidiaries
             party thereto, each of the lenders party thereto and NationsBank,
             National Association as agent for the lenders, dated December 28,
             1998.



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