UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
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Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report: March 24, 2006
TIFFANY & CO.
(Exact name of Registrant as specified in its charter)
Delaware 1-9494 13-3228013
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
727 Fifth Avenue, New York, New York 10022
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (212) 755-8000
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 (see General Instruction A.2. below):
[ ] 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))
Item 1.01 Entry into a Material Definitive Agreement.
The Compensation Committee of Registrant's Board of Directors established the
terms of incentive award arrangements for fiscal year 2006. The form of award
agreement is attached as an exhibit hereto and is incorporated herein by
reference.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits
10.139a Form of Fiscal 2006 Cash Incentive Award Agreement for
certain executive officers under Registrant's 2005
Employee Incentive Plan.
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 thereunto duly authorized.
TIFFANY & CO.
BY: /s/ Patrick B. Dorsey
______________________________________
Patrick B. Dorsey
Senior Vice President, General Counsel
and Secretary
Date: March 24, 2006
EXHIBIT INDEX
Exhibit No. Description
10.139a Form of Fiscal 2006 Cash Incentive Award Agreement for certain
executive officers under Registrant's 2005 Employee Incentive
Plan.