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    As filed with the Securities and Exchange Commission on January 25, 2005



                                  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): January 25, 2005


                             PLAYTEX PRODUCTS, INC.
                             ----------------------
             (Exact name of registrant as specified in its charter)


              Delaware                     1-12620                 51-0312772
              --------                     -------                 ----------
(State or other jurisdiction of   (Commission File Number)      (I.R.S. Employer
 incorporation or organization)                              Identification No.)


                300 Nyala Farms Road, Westport, Connecticut 06880
                -------------------------------------------------
                    (Address of principal executive offices)


        Registrant's telephone number, including area code (203) 341-4000
                                                            -------------

                                       N/A
         -------------------------------------------------------------
         (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))

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SECTION 5 -- CORPORATE GOVERNANCE AND MANAGEMENT

Item 5.02       Departure of Directors or Principal Officers; Election of
                Directors; Appointment of Principal Officers.

      (c).

On January 25, 2005, Playtex Products, Inc. (the "Company") issued a press
release announcing the appointment of Herbert Baum as a director of the Company,
effective January 25, 2005. The press release issued by the Company announcing
this appointment is attached as Exhibit 99.1 to this report.

SECTION 9 -- FINANCIAL STATEMENTS AND EXHIBITS

Item 9.01.      Financial Statements and Exhibits

               Exhibit Number                     Title
               --------------       --------------------------------------------
                      99.1          Press Release of Playtex Products, Inc.
                                    dated January 25, 2005

FORWARD-LOOKING STATEMENTS

This Current Report on Form 8-K contains "forward-looking statements"
within the meaning of Section 27A of the Securities Act of 1933 and Section 21E
of the Exchange Act that are intended to come within the safe harbor protection
provided by those statutes. By their nature, all forward-looking statements
involve risks and uncertainties, and actual results may differ materially from
those contemplated by the forward-looking statements. Several factors that could
materially affect the Company's actual results are identified in Part I of the
Company's Annual Report on Form 10-K for the year ended December 27, 2003.

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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 thereunto duly authorized.


                               PLAYTEX PRODUCTS, INC.

Date:  January 25, 2005        By: /s/ KRIS J. KELLEY
       ----------------            ---------------------------------------------
                                   Kris J. Kelley
                                   Executive Vice President and
                                   Chief Financial Officer
                                   (Principal Financial and Accounting Officer)



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