<SUBMISSION>
<ACCESSION-NUMBER>0000908662-01-000114
<TYPE>8-K
<PUBLIC-DOCUMENT-COUNT>3
<PERIOD>20010226
<ITEMS>5
<ITEMS>7
<FILING-DATE>20010226
<FILER>
<COMPANY-DATA>
<CONFORMED-NAME>BACOU USA INC
<CIK>0001006027
<ASSIGNED-SIC>3851
<IRS-NUMBER>050470688
<STATE-OF-INCORPORATION>DE
<FISCAL-YEAR-END>1231
</COMPANY-DATA>
<FILING-VALUES>
<FORM-TYPE>8-K
<ACT>34
<FILE-NUMBER>001-14311
<FILM-NUMBER>1554128
</FILING-VALUES>
<BUSINESS-ADDRESS>
<STREET1>10 THURBER BLVD
<CITY>SMITHFIELD
<STATE>RI
<ZIP>02917
<PHONE>4012330333
</BUSINESS-ADDRESS>
<MAIL-ADDRESS>
<STREET1>10 THURBER
<CITY>SMITHFIELD
<STATE>RI
<ZIP>02917
</MAIL-ADDRESS>
</FILER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>0001.txt
<DESCRIPTION>FORM 8-K
<TEXT>



                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549


                                 CURRENT REPORT

                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934


       Date of Report (date of earliest event reported): February 26, 2001
       -------------------------------------------------------------------


                                 BACOU USA, INC.
                                 ---------------
             (Exact name of registrant as specified in its charter)


                                    DELAWARE
                 (State or other jurisdiction of incorporation)


                   0-28040                    05-0470688
                   -------------------------------------
          (Commission file number) (IRS Employer Identification Number)


                   10 Thurber Boulevard, Smithfield, RI 02917
                   ------------------------------------------
               (Address of principal executive offices) (Zip Code)


        Registrant's telephone number, including area code: 401-233-0333
        ----------------------------------------------------------------



<PAGE>


Item 5.  Other Events.
         ------------

         Pursuant  to  Form  8-K,  General  Instructions  F,  Registrant  hereby
incorporates  by reference two press releases  attached hereto as Exhibits 99(a)
and 99(b).

Item 7.  Financial Statements and Exhibits.
         ---------------------------------

           Exhibit                        Exhibit Title
           -------                        -------------

           Exhibit 99(a)                  Press Release dated February 26, 2001

           Exhibit 99(b)                  Press Release dated February 26, 2001




<PAGE>


                                   SIGNATURES

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

                                   BACOU USA, INC.
                                   Registrant



                                   By: /s/ Jeffrey Brown
                                       -----------------------------------------
                                       Jeffrey Brown
                                       Vice President Financial Reporting,
                                        Treasurer And Chief Accounting Officer


Dated:  February 26, 2001




</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>2
<FILENAME>0002.txt
<DESCRIPTION>EXHIBIT 99(A) PRESS RELEASE
<TEXT>



                                                                   Exhibit 99(a)
Contact:
401-233-0333
Sandra Souto
Investor Relations


FOR IMMEDIATE RELEASE
February 26, 2001

                BACOU USA REPORTS RECORD FOURTH-QUARTER AND FULL
               YEAR 2000 RESULTS Q4 '00 Net Income of $7.1 Million
               Up 15.1% From $6.2 Million for Q4 '99 Q4 '00 Basic
               Earnings Per Share of $0.40 Up 14.3% From Q4 '99 of
                                      $0.35

               Q4 '00 Diluted Earnings Per Share of $0.39 Up 11.4%
                              From Q4 '99 of $0.35

                Q4 `00 Sales of $80.7 Million Up 12.3% From $71.8
           Million for Q4 `99 Full Year '00 Net Income Record of $32.1
                   Million Up 16.7% From $27.5 Million in '99
           Full Year '00 Basic Earnings Per Share Record of $1.82 Per
         Share Up 16.7% From $1.56 in `99 Full Year '00 Diluted Earnings
         Per Share Record of $1.80 Per Share Up 15.4% From $1.56 in '99
 Full Year '00 Sales Record of $319.7 Million Up 16.4% From $274.6 Million
                                     in `99

      [above amounts all prior to transaction-related, non-recurring items]

     Smithfield,  RI, February 26, 2001 - Bacou USA, Inc. (NYSE: BAU), a leading
manufacturer of personal protection equipment,  today reported record sales, net
income and earnings per share for the fourth quarter and year ended December 31,
2000. In a separate press release issued today, Bacou also provided an update on
its previously announced process of evaluating strategic alternatives.

     "We are  pleased to report that 2000 was a  record-breaking  year for Bacou
USA, with double digit growth of sales,  gross  profit,  operating  profit,  net
income, earnings per share and EBITDA," said Walter Stepan, Co-Chairman of Bacou
USA. "Our  accomplishments in 2000 were well-balanced  across our product lines,
and show the success of our strategy to grow both internally and by acquisition.
Considering the ongoing process of evaluating strategic  alternatives,  our team
has shown a remarkable  ability to remain focused on the successful  achievement
of operating goals."

     "For the year, our sales growth was 16.4% in the aggregate," said Philip B.
Barr,  President and CEO of Bacou USA.  "Within that overall  result,  there was
very good internal  growth in five of our six product  lines." Bacou's net sales
for the full year 2000  increased  16.4% to $319.7  million,  compared with 1999
full year sales of $274.6  million,  increasing by 9.2% from internal growth and
7.2% from acquisitions. Results within segments were as follows:

     o    Net sales for  Bacou's  safety  segment  were  $221.0  million in 2000
          compared to $202.7  million in 1999,  an  increase  of 9.0%,  all from
          internal growth.  Bacou's safety segment includes its non-prescription
          protective eyewear, hearing protection, respiratory protection and gas
          detection  businesses.  Products in the safety  segment are sold under
          the   Uvex(R),    Howard   Leight(R),    Survivair(R),    Pro-Tech(R),
          Biosystems(TM), LaserVision(TM) and Lase-R Shield(TM) brand names.

     o    Net sales for Bacou's hand  protection  segment were $68.2  million in
          2000 - up 70.8% from $39.9  million in 1999,  increasing by 21.5% from
          internal growth and 49.3% from  acquisitions.  Bacou's  acquisition of
          Perfect Fit Glove Co., Inc. on April 1, 1999,  marked the inception of
          the company's hand protection segment,  which has since been augmented
          with two more  acquisitions  and a joint  venture.  The company's hand
          protection    products   are   sold   under   the   Perfect   Fit(TM),
          Whiting+Davis(R), and MAPA Professional brand names.

     o    Net sales for Bacou's  optical  frames and  instruments  segment  were
          $30.6  million  in 2000 and $32.0  million in 1999.  Products  in this
          segment are sold under the Titmus(R)brand name.

         Bacou's  net sales for the fourth  quarter of 2000  increased  12.3% to
$80.7  million,  compared with 1999  fourth-quarter  net sales of $71.8 million,
with 9.7% from internal growth and 2.6% from acquisitions. Net sales for Bacou's
safety  segment  were $55.2  million in the fourth  quarter of 2000  compared to
$51.1 million in 1999, an increase of 7.9%, all from internal growth.  Net sales
for Bacou's hand protection  segment were $18.9 million in the fourth quarter of
2000 - up 34.7% from $14.1 million in 1999,  with 21.2% from internal growth and
13.5%  from  acquisitions.  Net sales for the  optical  frames  and  instruments
segment were $6.6 million in both the fourth quarter of 2000 and 1999.

     "In 2000, we achieved  record net earnings,  earnings per share and EBITDA,
all with double-digit  growth over 1999," Barr continued.  "During 2000, we only
made two small acquisitions, so these achievements were based almost entirely on
internal  growth.  Once  again,  Bacou USA has shown  that its  industry-leading
approaches  to product  development,  marketing  and sales can produce  internal
sales growth at rates exceeding the safety industry as a whole. And our position
as a low-cost manufacturer allows our sales growth to translate into significant
profitability gains, especially in an environment where price increases are hard
to achieve."

     "Excluding  non-recurring items, our net income and earnings per share were
in line with our previous  guidance to analysts and investors,"  Barr continued.
"However,  actual net earnings and earnings per share for the fourth quarter and
full year were adversely affected by the ongoing process of evaluating strategic
alternatives, reflecting costs associated with the process, associated impact on
tax rate, and the dilutive  effect of increased  share prices in the second half
of the year on the calculation base for earnings per share."

     Bacou's full-year net income,  excluding  non-recurring  items in both 1999
and 2000,  increased  16.7% to a record  $32.1  million for 2000 - up from $27.5
million for 1999.  Bacou reported record diluted earnings per share of $1.80 for
2000,  up 15.4% from $1.56 for 1999,  and basic  earnings per share of $1.82 for
2000,  up 16.7%  from  $1.56 in 1999.  Including  non-recurring  items  for both
periods,  Bacou reported net income for 2000 of $30.9 million up 13.6% over 1999
net income of $27.2 million, and reported diluted earnings per share of $1.73 in
2000, up 12.3% from $1.54 for 1999.

     Bacou's net income for the fourth quarter of 2000, excluding  non-recurring
costs,  increased to $7.1  million  from $6.2 million for the fourth  quarter of
1999--up 15.1%. The company reported net income per basic share, again excluding
non-recurring  costs,  of $0.40 for the  fourth  quarter of 2000 - up 14.3% from
$0.35 for the fourth quarter of 1999,  with diluted  earnings per share lower by
$0.01 per share due to the  elevated  share  price  during the  fourth  quarter.
Historically,  there has been no  difference  between  Bacou's basic and diluted
earnings per share results. With the significant increase of Bacou's share price
in the  latter  half of 2000,  basic  earnings  per share has  exceeded  diluted
earnings per share by $0.01 for the fourth quarter and $0.02 for the full year.

     The company  incurred  professional  fees and related  costs  totaling $1.1
million  during the fourth quarter in connection  with its previously  announced
evaluation of strategic alternatives.  In the company's financial statements for
2000,  these costs were  assumed not to result in any tax  benefit.  After these
non-recurring costs, the company reported net income of $6.0 million and diluted
earnings per share of $0.33 for the fourth quarter of 2000.  Because the project
is ongoing,  the company has continued to incur  additional costs of this nature
in 2001, which also will be treated as  non-recurring  costs. The amount of such
costs to be incurred in 2001 is not estimable at this time.

     "As in past years,  Bacou USA was a prolific producer of cash during 2000,"
said Barr. "Our EBITDA grew 14.8% to $79.0 million. We used our cash to purchase
two businesses,  Whiting + Davis and Platinum Protective Products,  met our debt
service  requirements and paid down long term debt by approximately $23 million,
paid our income taxes, and made net capital  expenditures of approximately $12.0
million,  including the completion of a building addition at our Smithfield,  RI
manufacturing   facility  together  with  related  purchases  of  machinery  and
equipment."

     For the year ended December 31, 2000, the company  reported EBITDA totaling
$79.0 million,  up 14.8% from $68.8 million in 1999. The company  defines EBITDA
as operating income before  depreciation,  amortization and non-recurring items.
For each full year,  depreciation  totaled $9.6 million in 2000 and $7.9 million
in 1999, and amortization totaled $9.8 million in 2000 and $9.4 million in 1999.

     At December 31, 2000, the company's  balance sheet included total assets of
$379.5  million,  working  capital  of $51.1  million,  long-term  debt of $98.2
million and stockholders' equity of $213.1 million.

     Considering the pendency of its evaluation of strategic alternatives, Bacou
USA will not conduct a conference  call for discussion of its fourth quarter and
2000 year end results.

     Bacou USA, Inc. designs,  manufactures and sells leading brands of products
that protect the sight,  hearing,  respiratory  systems and hands of workers, as
well as related  instrumentation  including vision  screeners,  gas monitors and
test equipment for self-contained  breathing apparatus.  The company's products,
marketed under Uvex(R),  Howard  Leight(R),  Perfect Fit(TM),  Whiting+Davis(R),
Survivair(R), Pro-Tech(R), Biosystems(TM), Titmus(R), LaserVision(TM) and Lase-R
Shield(TM) brand names, are sold principally to industrial safety  distributors,
fire  fighting  equipment  distributors  and  optical  laboratories.   News  and
information   about   Bacou  USA  is   available   on  the   Worldwide   Web  at
http:/www.bacouusa.com.


Statements  contained in this press  release that are not  historical  facts are
forward-looking  statements that are made pursuant to the safe harbor provisions
of the Private Securities and Litigation Reform Act of 1995. In addition,  words
such  as  "believes,"  "anticipates,"  "expects"  and  similar  expressions  are
intended  to identify  forward-looking  statements.  Forward-looking  statements
involve risks and uncertainties,  including but not limited to the impact of our
ongoing evaluation of certain strategic alternatives including the possible sale
of Bacou USA, Inc. and Bacou S.A., the timely  development and acceptance of new
products,  the impact of  competitive  products  and  pricing,  changing  market
conditions,  the successful integration of acquisitions,  continued availability
and  favorable  pricing of raw  materials,  and the other risks  detailed in the
company's  prospectus  filed  March  27,  1996,  and from  time to time in other
filings.  Actual  results  may differ  materially  from those  projected.  These
forward-looking  statements  represent the company's  judgment as of the date of
this release. The company disclaims, however, any intent or obligation to update
these forward-looking statements.

================================================================================


                            (Financial tables follow)





<PAGE>



                                           BACOU USA, INC. AND SUBSIDIARIES
                                         (in thousands, except per share data)

<TABLE>
<CAPTION>
                                                                    Three Months Ended              Year Ended
                                                                       December 31,                December 31,
Statement of income data (quarterly data unaudited):               2000          1999          2000           1999
                                                                   ----          ----          ----           ----

<S>                                                                 <C>           <C>         <C>             <C>
Net sales (1)                                                       $80,657       $71,812     $319,724        $274,658
Cost of sales                                                        44,397        39,002      172,638         145,038
                                                                     ------        ------      -------         -------
Gross profit                                                         36,260        32,810      147,086         129,620

Operating expenses:
     Selling (1)                                                     13,605        11,187       49,926          41,363
     General and administrative                                       5,517         5,871       22,231          22,597
     Non-recurring costs - evaluating strategic alternatives(2)       1,126             -        1,126               -
     Research and development                                         1,318         1,455        5,643           5,274
     Amortization of intangible assets                                2,508         2,447        9,850           9,440
                                                                      -----         -----      -------         -------
Total operating expenses                                             24,074        20,960       88,776          78,674
                                                                     ------        ------      -------         -------

Operating income                                                     12,186        11,850       58,310          50,946
Total other expense                                                   2,418         2,292        9,497           8,591
                                                                      -----        ------        -----         -------

Income before income taxes                                            9,768         9,558       48,813          42,355
Income taxes                                                          3,791         3,385       17,933          15,165
                                                                    -------         -----       ------         -------

Net income (2)                                                      $ 5,977       $ 6,173      $30,880         $27,190
                                                                    =======       =======      =======         =======

Basic earnings per share (2)                                        $  0.34       $  0.35      $  1.75         $  1.54
                                                                    =======        ======      =======         =======
Diluted earnings per share (2)                                      $  0.33       $  0.35      $  1.73         $  1.54
                                                                    =======       =======      =======         =======
Weighted average shares outstanding:
     Basic                                                           17,671        17,630       17,652          17,624
                                                                    =======       =======     ========         =======
     Diluted                                                         17,960        17,655       17,835          17,696
                                                                    =======       =======     ========         =======

Other information:
     Depreciation and amortization                                                             $19,398         $17,287
                                                                                              ========         =======
     EBITDA (defined by the company as operating income
     before depreciation, amortization and non-recurring items)                                $79,038         $68,823
                                                                                              ========         =======
</TABLE>


(1)  During the fourth quarter of 2000 the company adopted  Emerging Issues Task
     Force Issue No.  00-10,  "Accounting  for Shipping  and  Handling  Fees and
     Costs",  which  required  the  company  to  classify   reimbursements  from
     customers for shipping and handling  costs as sales rather than a reduction
     of the related operating cost. Amounts previously reported in 1999 and 2000
     as reductions to selling  expenses have been  reclassified  and reported as
     sales as required by this new pronouncement.

(2)  The Company  completed its acquisition of Whiting + Davis Safety  effective
     July 1, 2000,  and its  acquisition  of Perfect Fit Glove and affiliates on
     April 1, 1999. During the fourth quarter of 2000 the Company incurred costs
     in  connection  with  its  evaluation  of  various  strategic  alternatives
     totaling $1.1 million.  For comparative  purposes,  net income and earnings
     per share excluding non-recurring items relating to these acquisitions, and
     excluding the  non-recurring  costs  incurred  during the fourth quarter of
     2000, would have been as follows:


<PAGE>

                                  Three Months Ended              Year Ended
                                     December 31,                December 31,
                                  2000       1999             2000          1999
                                  ----       ----            -----          ----

Net income                      $  7,103   $  6,173        $ 32,132   $   27,544
                                ========   ========        ========   ==========
Basic earnings per share        $   0.40   $   0.35        $   1.82   $     1.56
                                ========   ========        ========   ==========
Diluted earnings per share      $   0.39   $   0.35        $   1.80   $     1.56
                                ========   ========        ========   ==========


<PAGE>

                                       BACOU USA, INC. AND SUBSIDIARIES

<TABLE>
<CAPTION>
                                                                                December 31,       December 31,
                                                                                    2000               1999
                                                                                    ----               ----
Balance Sheet Data (in thousands, except share data):
ASSETS

Current assets:
<S>                                                                                 <C>               <C>
   Cash and cash equivalents                                                        $  980            $10,272
   Trade accounts receivable, net                                                   53,275             41,653
   Inventories                                                                      45,504             42,433
   Other current assets                                                              2,024              1,634
   Deferred income taxes                                                             1,952              3,733
                                                                                  --------           --------
      Total current assets                                                         103,735             99,725
   Other assets                                                                      2,947              3,032
   Property and equipment, net                                                      78,392             74,410
   Intangible assets, net                                                          194,456            194,258
                                                                                  --------           --------
      Total assets                                                                $379,530           $371,425
                                                                                  ========           ========

LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
   Current installments of long-term debt                                          $28,057            $23,637
   Accounts payable                                                                 11,239             10,559
   Accrued expenses                                                                 11,788             20,492
   Income taxes payable                                                              1,542              1,027
      Total current liabilities                                                     52,626             55,715
Long-term debt                                                                      98,178            120,256
Deferred income taxes                                                               13,852             11,550
Other liabilities                                                                    1,799              2,449
                                                                                  --------           --------
      Total liabilities                                                            166,455            189,970
                                                                                  --------           --------

Stockholders' equity:
   Preferred stock, $.001 par value, 5,000,000 shares
      authorized, no shares issued and outstanding                                      --                 --
   Common stock, $.001 par value, 50,000,000 shares
      authorized, 17,671,465 shares in 2000 and
      17,629,865 shares in 1999 issued and outstanding                                  18                 18
   Additional paid-in capital                                                       73,800             73,060
   Retained earnings                                                               139,257            108,377
                                                                                  --------           --------
   Total stockholders' equity                                                      213,075            181,455
                                                                                  --------           --------
   Total liabilities and stockholders' equity                                     $379,530           $371,425
                                                                                  ========           ========
</TABLE>


</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>3
<FILENAME>0003.txt
<DESCRIPTION>EXHIBIT 99(B) PRESS RELEASE
<TEXT>




                                                                   Exhibit 99(b)

Contact:
At the Company
401-233-0333
Walter Stepan/Philip B. Barr

FOR IMMEDIATE RELEASE
February 26, 2001


                      EVALUATION OF STRATEGIC ALTERNATIVES


     Smithfield,  R.I.,  February  26, 2001 -- Bacou USA,  Inc.  (NYSE:  BAU), a
leading  manufacturer  of personal  protection  equipment,  today  provided  the
following forward-looking  statements which update prior announcements about the
ongoing evaluation of strategic alternatives by Bacou S.A. and Bacou USA:

          "The process of  evaluating  strategic  alternatives  is continuing in
          2001," said Walter  Stepan,  Co-Chairman  of Bacou USA,  Inc.  and the
          person  leading  the review of  strategic  alternatives  for the Bacou
          family and both companies. "We are proceeding diligently and, although
          there   are   several   different    alternatives    currently   under
          consideration,  it is not possible to provide any  indication  of when
          the process will conclude or what result will be reached.  In order to
          update  our most  recent  statement  issued  in  December,  we wish to
          confirm  that,  should  the  process  result  in a  transaction,  such
          transaction would not be completed during the first quarter of 2001."

         "If members of the Bacou family  enter into a  definitive  agreement to
         sell their interests in the  businesses,  we will issue a press release
         at that  time,"  continued  Stepan.  "Similarly,  if the  Bacou  family
         members reach a decision to conclude the strategic  evaluation  process
         without  selling  their  ownership  interests,  we  will  issue a press
         release to that effect.  Otherwise,  we do not plan to provide  further
         updates on the progress of our evaluation,  including the  alternatives
         being  considered,  and consistent with our policy, we will not comment
         on rumors."

         Bacou  S.A.  is a leading  manufacturer  and  distributor  of  personal
protective  equipment  and  safety  products  with a  distribution  focus on the
European  markets.  The  individuals who control the ownership of Bacou S.A. are
the immediate family members of the company's late founder,  Henri Bacou.  Bacou
S.A. owns 12.6 million shares of Bacou USA, or approximately 71.6 percent of the
issued and outstanding shares.

         Bacou USA,  Inc.  designs,  manufactures  and sells  leading  brands of
products  that  protect  the sight,  hearing,  respiratory  systems and hands of
workers,  as well as related  instrumentation  including vision  screeners,  gas
monitors and test equipment for self-contained breathing apparatus.

     The company's products,  marketed under Uvex(R), Howard Leight(R),  Perfect
Fit(TM),  Whiting  +  Davis(R),   Survivair(R),   Pro-Tech(R),   Biosystems(TM),
Titmus(R),   LaserVision(TM)   and  Lase-R  Shield(TM)  brand  names,  are  sold
principally  to  industrial  safety   distributors,   fire  fighting   equipment
distributors and optical laboratories.  News and information about Bacou USA are
available on the Worldwide Web at www.bacouusa.com.

Statements  contained in this press  release that are not  historical  facts are
forward-looking  statements that are made pursuant to the safe harbor provisions
of the Private Securities and Litigation Reform Act of 1995. In addition,  words
such  as  "believes,"  "anticipates,"  "expects"  and  similar  expressions  are
intended  to identify  forward-looking  statements.  Forward-looking  statements
involve risks and uncertainties,  including but not limited to the impact of our
ongoing  evaluation of certain  strategic  alternatives,  including the possible
sale of Bacou USA, Inc. and Bacou S.A., the timely development and acceptance of
new products,  the impact of competitive  products and pricing,  changing market
conditions,  the successful integration of acquisitions,  continued availability
and  favorable  pricing of raw  materials,  and the other risks  detailed in the
company's  prospectus  filed  March  27,  1996,  and from  time to time in other
filings.  Actual  results  may differ  materially  from those  projected.  These
forward-looking  statements  represent the company's  judgment as of the date of
this release. The company disclaims, however, any intent or obligation to update
these forward-looking statements.



                                      # # #

</TEXT>
</DOCUMENT>
</SUBMISSION>
