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)

April 28, 2005

 

DEPARTMENT 56, INC.

(Exact name of registrant as specified in its charter)

 

 

One Village Place, 6436 City West Parkway, Eden Prairie, MN 55344

(Address of principal executive offices, including zip code)

 

Registrant’s telephone number, including area code: (952) 944-5600

 

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:

 

o          Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o          Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o          Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o          Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

Item 2.02                                             Results of Operations and Financial Condition.

 

Department 56, Inc. issued a news release dated April 28, 2005, entitled Department 56 Reports First Quarter 2005 Results, a copy of which is furnished as Exhibit 99 to this Current Report on Form 8-K.

 

The information in this Current Report on Form 8-K, including Exhibit 99 hereto, shall not be deemed “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.  The information in this Current Report on Form 8-K shall not be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

 

Item 9.01.                                          Financial Statements and Exhibits.

 

(c)                                                                                  Exhibits.

 

The following exhibit is being furnished with this Current Report:

 

99                                    Press Release, dated April 28, 2005 entitled Department 56 Reports First Quarter 2005 Results.

 

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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.

 

	DEPARTMENT 56, INC.
	/s/ Timothy J. Schugel
	Timothy J. Schugel
	Executive Vice President and Chief Financial Officer
Dated: April 29, 2005

 

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EXHIBIT INDEX

 

Exhibit No.		Description
99		Press Release dated April 28, 2005, entitled Department 56 Reports First Quarter 2005 Results.

 

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