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): May 13, 2004



                              TARRANT APPAREL GROUP
               (Exact Name of Registrant as Specified in Charter)




         CALIFORNIA                    0-26006                  95-4181026
(State or Other Jurisdiction         (Commission             (I.R.S. Employer
      of Incorporation)              File Number)            Identification No.)





            3151 EAST WASHINGTON BOULEVARD
                LOS ANGELES, CALIFORNIA                        90023
        (Address of Principal Executive Offices)             (Zip Code)




                                 (323) 780-8250
              (Registrant's Telephone Number, Including Area Code)





ITEM 7. - FINANCIAL STATEMENTS AND EXHIBITS.

         (a)      Financial Statements of business acquired.

                  None.

         (b)      Pro forma financial information.

                  None.

         (c)      Exhibits.

                  99.1     Press  Release  dated  May  13,  2004,  published  by
                           Tarrant Apparel Group (the "Registrant").



ITEM 12. - RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

         On May 13,  2004,  the Company  issued a press  release  regarding  its
financial results for the first quarter of fiscal year 2004. A copy of the press
release is attached  hereto as Exhibit 99.1 and is  incorporated  herein by this
reference.

         The information in this report shall not be deemed "filed" for purposes
of Section 18 of the  Securities  Exchange  Act of 1934,  nor shall it be deemed
incorporated  by reference in any filing under the Securities Act of 1933 or the
Securities  Exchange  Act of 1934,  except  as shall be  expressly  set forth by
specific reference in such a filing.


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                                    SIGNATURE

         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.


                                        TARRANT APPAREL GROUP



Date:    May 17, 2004                   By:      /S/ PATRICK CHOW
                                           -------------------------------------
                                                 Patrick Chow
                                                 Chief Financial Officer


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                                  EXHIBIT INDEX

EXHIBIT
NUMBER            DESCRIPTION
-------           -----------

99.1              Press Release dated May 13, 2004, published by the Registrant.


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