<SUBMISSION>
<ACCESSION-NUMBER>0000908662-01-500024
<TYPE>8-K
<PUBLIC-DOCUMENT-COUNT>2
<PERIOD>20010504
<ITEMS>5
<ITEMS>7
<FILING-DATE>20010509
<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>1626511
</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>bacou8k.txt
<DESCRIPTION>BACOU USA, INC. 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): May 4, 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 the press release attached hereto as Exhibit 99.

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

         Exhibit                          Exhibit Title

         Exhibit 99                       Press Release dated May 4, 2001



                                   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: May 4, 2001



</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>2
<FILENAME>exh99.txt
<DESCRIPTION>EXHIBIT 99
<TEXT>

                                                            Exhibit 99


Contact:
401-233-0333
Sandra Souto, Investor Relations
or
Jeffrey T. Brown
V.P. Financial Reporting and Treasurer


FOR IMMEDIATE RELEASE
May 4, 2001


                  BACOU USA REPORTS FIRST-QUARTER 2001 RESULTS
      Q1 `01 Sales of $76.8 Million Up 2.6% From $74.8 Million for Q1 `00
         Q1 '01 Net Income of $7.0 Million vs. $7.1 Million for Q1 '00
          Q1 '01 Basic Earnings Per Share of $0.40 vs. Q1 '00 of $0.40
         Q1 '01 Diluted Earnings Per Share of $0.39 vs. Q1 '00 of $0.40

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

     Smithfield,  RI,  May 4, 2001 -- Bacou USA,  Inc.  (NYSE:  BAU),  a leading
manufacturer of personal  protection  equipment,  today reported results for the
first quarter ended March 31, 2001.

     "For the quarter,  we reported  modest growth in net sales," said Philip B.
Barr,  President and CEO of Bacou USA. "Our business  remains solid, but we have
experienced  less than  expected  demand for our  products by  distributors  and
end-users  because of the uncertain  U.S.  economy and  resulting  reductions of
inventory at all levels of the supply  chain.  Despite the slower than  expected
start to the year,  there were several  bright  spots.  In the domestic  market,
sales of our innovative Uvex Genesis  protective  eyewear  continued to meet our
forecast,  and our glove segment  showed good growth.  Internationally,  we also
have continued to achieve significant  growth." Bacou's  international sales for
the  quarter  increased  14.3% to $11.8  million  in 2001,  compared  with first
quarter 2000 international sales of $10.4 million.  The company's domestic sales
for the quarter  increased  slightly from $64.4 million in 2000 to $65.0 million
in 2001.

     Bacou's  net sales for the first  quarter of 2001  increased  2.6% to $76.8
million,  compared with 2000 first-quarter net sales of $74.8 million. Net sales
for  Bacou's  safety  segment  were $49.9  million in the first  quarter of 2001
compared to $50.1 million in 2000. Net sales for Bacou's hand protection segment
were $18.8 million in the first quarter of 2001 - up 18.5% from $15.9 million in
2000, with 6.3% from internal growth and 12.2% from acquisitions.  Net sales for
the  optical  frames  and  instruments  segment  were $8.1  million in the first
quarter of 2001 compared to $8.8 million in 2000.

     "Although we  experienced  a modest  increase in net sales for the quarter,
our gross profit declined  slightly,  primarily as a result of higher direct and
indirect labor costs than last year," Barr continued. "We had prepared ourselves
to meet higher levels of demand than we actually experienced,  which reduced our
profitability.  During  March and  April,  we took steps to bring our direct and
indirect  labor  resources into line with these lower  production  requirements,
which  should  provide  some  recovery  in our gross  margin  during  the second
quarter."

     "In the uncertain economic  environment of the first quarter, we took steps
to cut spending and improved our key working  capital by $9.3 million or 10.6%,"
continued Barr.  "Consistent with  developments  throughout the supply chain, we
reduced our  inventories by  approximately  $4.5 million or 10%. We also brought
receivables  down  by  approximately  $3.4  million  or 6%.  Together  with  our
aggressive amortization of long-term debt, this program has improved our balance
sheet,   reduced  our  risk  profile,   and  improved  our  ability  to  compete
aggressively for sales in a slower growth environment."

     Bacou's net income for the first quarter of 2001,  excluding  non-recurring
costs,  was $7.0 million  compared  with $7.1  million for the first  quarter of
2000.  The  company  reported  net  income  per  basic  share,  again  excluding
non-recurring  costs, of $0.40 for the first quarter of 2001 compared with $0.40
for the first  quarter of 2000 - with diluted  earnings per share lower by $0.01
per share or $0.39 for 2001.

     The company incurred  professional fees and related costs totaling $305,000
during the first quarter of 2001 in  connection  with its  previously  announced
evaluation  of strategic  alternatives.  After these  non-recurring  costs,  the
company  reported net income of $6.7  million and diluted  earnings per share of
$0.37 for the first quarter of 2001. Because the project is ongoing, the company
has continued to incur  additional  costs of this nature in 2001.  The amount of
such costs to be incurred in 2001 is not estimable at this time.

     For the quarter ended March 31, 2001, the company  reported EBITDA totaling
$18.1 million,  compared with $18.4 million in 2000. The company  defines EBITDA
as operating income before  depreciation,  amortization and non-recurring items.
Depreciation  totaled  $2.7  million  in 2001 and  $2.6  million  in  2000,  and
amortization totaled $2.5 million in 2001 and $2.4 million in 2000.

     At March 31, 2001,  the company's  balance sheet  included  total assets of
$375.8  million,  working  capital  of $57.3  million,  long-term  debt of $92.0
million and stockholders' equity of $219.8 million.

     Considering the pendency of its evaluation of strategic alternatives, Bacou
USA will not conduct a conference  call for discussion of its first quarter 2001
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.,  adverse  economic  conditions,  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)


                                                      Three Months Ended
                                                           March 31,

Statement of income data (unaudited):                  2001          2000
                                                       ----          ----

Net sales(1)                                        $ 76,761       $74,825
Cost of sales                                         42,596        40,262
                                                      ------        ------
Gross profit                                          34,165        34,563

Operating expenses:
     Selling(1)                                       11,991        11,375
     General and administrative                        5,353         5,926
     Non-recurring costs - evaluating strategic
     alternatives(2)                                     305             -
     Research and development                          1,421         1,439
     Amortization of intangible assets                 2,485         2,405

Total operating expenses                              21,555        21,145

Operating income                                      12,610        13,418
Total other expense                                    1,974         2,347

Income before income taxes                            10,636        11,071
Income taxes                                           3,943         4,006

Net income (2)                                      $  6,693       $ 7,065
                                                      =======       =======

Basic earnings per share (2)                        $   0.38       $  0.40
Diluted earnings per share (2)                      $   0.37       $  0.40


Weighted average shares outstanding:
     Basic                                            17,673        17,630
     Diluted                                          17,975        17,649

Other information:
   Depreciation and amortization                    $  5,167       $ 4,959
   EBITDA (defined by the company as operating
   income before depreciation, amortization and
   non-recurring items)
                                                    $ 18,082       $ 8,377
                                                    ========      ========

(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  totaling  $605,000,  previously
     reported in 2000 as reductions to selling expenses,  have been reclassified
     and reported as sales as required by this new pronouncement.

(2)  During the first quarter of 2001 the Company  incurred  costs in connection
     with its  evaluation  of  strategic  alternatives  totaling  $305,000.  For
     comparative  purposes,  net income and earnings per share  excluding  these
     non-recurring costs, would have been as follows:

                                                        Three Months Ended
                                                            December 31,
                                                        2001          2000
                                                        ----          ----

Net income                                           $  6,998      $ 7,065
Basic earnings per share                             $   0.40      $  0.40
Diluted earnings per share                           $   0.39      $  0.40




<PAGE>
<TABLE>
<CAPTION>



                     BACOU USA, INC. AND SUBSIDIARIES
=============================================================

=============================================================
                                                                  March 31, 2001      December 31,
                                                                    (unaudited)           2000

-------------------------------------------------------------
Balance Sheet Data (in thousands, except share data):
-------------------------------------------------------------
ASSETS
-------------------------------------------------------------

-------------------------------------------------------------
Current assets:
-------------------------------------------------------------
<S>                                                                <C>                 <C>
   Cash and cash equivalents                                      $   8,983         $     980
-------------------------------------------------------------
   Trade accounts receivable, net                                    49,910            53,275
-------------------------------------------------------------
   Inventories                                                       40,968            45,504
-------------------------------------------------------------
   Other current assets                                               3,066             2,024
-------------------------------------------------------------
   Deferred income taxes                                              1,817             1,952
-------------------------------------------------------------
      Total current assets                                          104,744           103,735
-------------------------------------------------------------
   Other assets                                                       2,947             2,947
-------------------------------------------------------------
   Property and equipment, net                                       76,110            78,392
-------------------------------------------------------------
   Intangible assets, net                                           191,953           194,456
-------------------------------------------------------------
      Total assets                                                $ 375,754         $ 379,530
-------------------------------------------------------------

-------------------------------------------------------------
LIABILITIES AND STOCKHOLDERS' EQUITY
-------------------------------------------------------------

-------------------------------------------------------------
Current liabilities:
-------------------------------------------------------------
   Current installments of long-term debt                         $  23,357         $  28,057
-------------------------------------------------------------
   Accounts payable                                                  12,620            11,239
-------------------------------------------------------------
   Accrued expenses                                                   7,845            11,788
-------------------------------------------------------------
   Income taxes payable                                               3,639             1,542
-------------------------------------------------------------
      Total current liabilities                                      47,461            52,626
-------------------------------------------------------------
Long-term debt                                                       91,964            98,178
-------------------------------------------------------------
Deferred income taxes                                                14,747            13,852
-------------------------------------------------------------
Other liabilities                                                     1,756             1,799
-------------------------------------------------------------
      Total liabilities                                             155,928           166,455

-------------------------------------------------------------

-------------------------------------------------------------
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, 17,675,765 shares in 2001 and
      17,671,465 shares in 2000 issued and outstanding                  18                18
-------------------------------------------------------------
   Additional paid-in capital                                       73,859            73,800
-------------------------------------------------------------
   Retained earnings                                               145,949           139,257

-------------------------------------------------------------
   Total stockholders' equity                                      219,826           213,075

-------------------------------------------------------------
   Total liabilities and stockholders' equity                     $375,754          $379,530

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