As filed with the Securities and Exchange Commission on June 20, 2007

Registration No. 333-109000

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

___________
Post-Effective Amendment No. 1

TO

FORM S-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
___________

PHILLIPS-VAN HEUSEN CORPORATION
(Exact name of registrant as specified in its charter)

Delaware (State or other jurisdiction of incorporation or organization)	13-1155910 (I.R.S. Employer Identification Number)
200 Madison Avenue New York, New York 10016 (212) 381-3500 (Address, including zip code, and telephone number, including area code, of Registrant's principal executive offices)	Mark D. Fischer, Esq. Senior Vice President, General Counsel and Secretary 200 Madison Avenue New York, New York  10016 (212) 381-3500 (Name, address, including zip code, and telephone number, including area code, of agent for service)

PHILLIPS-VAN HEUSEN CORPORATION
2003 STOCK OPTION PLAN
(Full title of the plan)
___________

With Copy to:

MARTHA N. STEINMAN, ESQ. LeBOEUF, LAMB, GREENE & MacRAE LLP 125 WEST 55TH STREET NEW YORK, NY 10019 (212) 424-8000

___________

Explanatory Note

Phillips-Van Heusen Corporation (the “Registrant”) is filing this Post-Effective Amendment No. 1 to Registration Statement on Form S-8 to deregister certain securities previously registered by the Registrant pursuant to its Registration Statement on Form S-8 filed with the Securities and Exchange Commission (the “SEC”) on September 22, 2003, Registration No. 333-109000 (the “2003 Form S-8”), with respect to shares of the Registrant’s common stock, par value $1.00 per share (the “Common Stock”), thereby registered for issuance, offer or sale pursuant to the Phillips-Van Heusen Corporation 2003 Stock Option Plan (the “2003 Plan”).  A total of 5,400,000 shares of Common Stock were registered for issuance, offer or sale under the 2003 Form S-8.

On June 13, 2006, the stockholders of the Registrant approved the 2006 Stock Incentive Plan (the “2006 Plan”) and, accordingly, 830,821 shares of Common Stock that would otherwise have been available for grant (i.e., not subject to outstanding awards or forfeitures, cancelled, exchanged, surrendered or not distributed) under the 2003 Plan were available for issuance, offer and sale under the 2006 Plan as of June 13, 2006.  In addition, 53,851 shares of Common Stock underlying outstanding grants under the 2003 Plan on June 13, 2006 were forfeited between June 13, 2006 and June 18, 2007.  Therefore, 884,672 shares of Common Stock are hereby deregistered.  The 2003 Form S-8 otherwise continues in effect as to the balance of the shares of Common Stock remaining available for issuance, offer or sale pursuant thereto upon and following the exercise of options previously granted under th e 2003 Plan.  

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, Phillips-Van Heusen Corporation certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-8/A and has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the city of New York, state of New York, on the 20th day of June, 2007.

Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities indicated on the 20th day of June, 2007.

Signature		Title
/s/ Emanuel Chirico
Emanuel Chirico		Chief Executive Officer; Director (Principal Executive Officer)
/s/ Michael Shaffer
Michael Shaffer		Executive Vice President and Chief Financial Officer (Principal Financial Officer)
/s/ Bruce Goldstein
Bruce Goldstein		Vice President and Controller (Principal Accounting Officer)
/s/ Mary Baglivo
Mary Baglivo		Director
/s/ Edward H. Cohen
Edward H. Cohen		Director
/s/ Joseph B. Fuller
Joseph B. Fuller		Director
/s/ Margaret L. Jenkins
Margaret L. Jenkins		Director
/s/ Bruce Maggin
Bruce Maggin		Director
/s/ V. James Marino
V. James Marino		Director

/s/ Henry Nasella
Henry Nasella		Director
/s/ Rita M. Rodriguez
Rita M. Rodriguez		Director
/s/ Craig Rydin
Craig Rydin		Director