UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
_____________
FORM 11-K
_____________
(Mark One):
[x] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934.
For the fiscal year ended January 31, 2006.
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934.
For the transition period from ________ to __________
Commission file number 1-9494
A. Full title of the plan and the address of the plan, if different
from that of the issuer named below:
Tiffany & Co. Employee Profit Sharing and Retirement Savings Plan
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
Tiffany & Co.
727 Fifth Avenue
New York, NY 10022
(212) 755-8000
TIFFANY & CO.
-------------
EMPLOYEE PROFIT SHARING AND RETIREMENT SAVINGS PLAN
---------------------------------------------------
CONTENTS
--------
Page
----
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM 2
REPORT OF INDEPENDENT AUDITORS 3
FINANCIAL STATEMENTS:
Statement of Net Assets Available for Benefits
at January 31, 2006 4
Statement of Net Assets Available for Benefits
at January 31, 2005 5
Statement of Changes in Net Assets Available for Benefits
for the year ended January 31, 2006 6
Notes to Financial Statements 7-14
SUPPLEMENTAL SCHEDULE: *
Form 5500, Part IV, Schedule H, Line 4i - Schedule of Assets
(Held At End of Year) as of January 31, 2006 15
* All other schedules required by Section 2520.103-10 of the Department of
Labor's Rules and Regulations for Reporting and Disclosures under the Employee
Retirement Income Security Act of 1974 have been omitted because they are not
applicable.
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Participants and Administrator of the Tiffany & Co.
Employee Profit Sharing and Retirement Savings Plan:
In our opinion, the accompanying statements of net assets available for benefits
and the related statements of changes in net assets available for benefits
present fairly, in all material respects, the net assets available for benefits
of the Tiffany & Co. Employee Profit Sharing and Retirement Savings Plan (the
"Plan") at January 31, 2006 and January 31, 2005, and the changes in net assets
available for benefits for the year ended January 31, 2006 in conformity with
accounting principles generally accepted in the United States of America. These
financial statements are the responsibility of the Plan's management. Our
responsibility is to express an opinion on these financial statements based on
our audits. We conducted our audits of these statements in accordance with the
standards of the Public Company Accounting Oversight Board (United States).
Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements, assessing the
accounting principles used and significant estimates made by management, and
evaluating the overall financial statement presentation. We believe that our
audits provide a reasonable basis for our opinion.
Our audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental Schedule of Assets is
presented for the purpose of additional analysis and is not a required part of
the basic financial statements but is supplementary information required by the
Department of Labor's Rules and Regulations for Reporting and Disclosure under
the Employee Retirement Income Security Act of 1974. This supplemental schedule
is the responsibility of the Plan's management. The supplemental schedule has
been subjected to the auditing procedures applied in the audits of the basic
financial statements and, in our opinion, is fairly stated in all material
respects in relation to the basic financial statements taken as a whole.
PricewaterhouseCoopers LLP
Florham Park, New Jersey
July 20, 2006
2
REPORT OF INDEPENDENT AUDITORS
To the Participants and Administrator of the Tiffany & Co.
Employee Profit Sharing and Retirement Savings Plan:
In our opinion, the accompanying statements of net assets available for benefits
and the related statements of changes in net assets available for benefits
present fairly, in all material respects, the net assets available for benefits
of the Tiffany & Co. Employee Profit Sharing and Retirement Savings Plan (the
"Plan") at January 31, 2006 and January 31, 2005, and the changes in net assets
available for benefits for the year ended January 31, 2006 in conformity with
accounting principles generally accepted in the United States of America. These
financial statements are the responsibility of the Plan's management; our
responsibility is to express an opinion on these financial statements based on
our audits. We conducted our audits of these statements in accordance with
auditing standards generally accepted in the United States of America, which
require that we plan and perform the audit to obtain reasonable assurance about
whether the financial statements are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements, assessing the accounting principles
used and significant estimates made by management, and evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.
Our audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental Schedule of Assets is
presented for the purpose of additional analysis and is not a required part of
the basic financial statements but is supplementary information required by the
Department of Labor's Rules and Regulations for Reporting and Disclosure under
the Employee Retirement Income Security Act of 1974. This supplemental schedule
is the responsibility of the Plan's management. The supplemental schedule has
been subjected to the auditing procedures applied in the audits of the basic
financial statements and, in our opinion, is fairly stated in all material
respects in relation to the basic financial statements taken as a whole.
PricewaterhouseCoopers LLP
Florham Park, New Jersey
July 20, 2006
3
TIFFANY & CO.
EMPLOYEE PROFIT SHARING AND RETIREMENT SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
January 31, 2006
--------------------------------------------------------------------
Non-
Participant Participant
Directed Directed
------------------- --------------------
Employee
Stock
Various Ownership
Funds Account Total
------------------- -------------------- --------------------
Assets:
Investments, at fair value:
DWS Trust Company:
Common and collective trusts $ 49,959,218 $ 49,740 $ 50,008,958
Mutual funds 81,541,414 - 81,541,414
Tiffany & Co. common stock 34,260,003 38,192,597 72,452,600
Participant loans, at contract
value 5,171,256 - 5,171,256
Cash and cash equivalents 85,672 - 85,672
------------------- -------------------- --------------------
Total investments 171,017,563 38,242,337 209,259,900
------------------- -------------------- --------------------
Receivables:
Employer's contribution 5,618,327 4,527,744 10,146,071
Employees' contribution 143,102 - 143,102
------------------- -------------------- --------------------
Total receivables 5,761,429 4,527,744 10,289,173
------------------- -------------------- --------------------
Net assets available for benefits $ 176,778,992 $ 42,770,081 $ 219,549,073
=================== ==================== ====================
The accompanying notes are an integral part of these financial statements.
4
TIFFANY & CO.
EMPLOYEE PROFIT SHARING AND RETIREMENT SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
January 31, 2005
--------------------------------------------------------------------
Non-
Participant Participant
Directed Directed
------------------- --------------------
Employee
Stock
Various Ownership
Funds Account Total
------------------- -------------------- --------------------
Assets:
Investments, at fair value:
DWS Trust Company:
Common and collective trusts $ 40,547,388 $ 53,802 $ 40,601,190
Mutual funds 63,003,804 - 63,003,804
Tiffany & Co. common stock 29,248,768 29,484,756 58,733,524
Participant loans, at contract
value 4,484,197 - 4,484,197
Cash and cash equivalents 106,926 30,576 137,502
------------------- -------------------- --------------------
Total investments 137,391,083 29,569,134 166,960,217
------------------- -------------------- --------------------
Receivables:
Employer's contribution 5,354,371 4,400,000 9,754,371
Employees' contribution 132,337 - 132,337
------------------- -------------------- --------------------
Total receivables 5,486,708 4,400,000 9,886,708
------------------- -------------------- --------------------
Net assets available for benefits $ 142,877,791 $ 33,969,134 $ 176,846,925
=================== ==================== ====================
The accompanying notes are an integral part of these financial statements.
5
TIFFANY & CO.
EMPLOYEE PROFIT SHARING AND RETIREMENT SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED JANUARY 31, 2006
Non-
Participant Participant
Directed Directed
------------------- -------------------
Employee
Stock
Various Ownership
Funds Account Total
------------------- ------------------- --------------------
Additions to net assets:
Interest and dividends $ 4,528,184 $ 315,153 $ 4,843,337
Net appreciation in fair value of
investments 14,065,418 6,655,421 20,720,839
------------------- ------------------- --------------------
Total investment income 18,593,602 6,970,574 25,564,176
Contributions and rollovers:
Participant 18,229,330 - 18,229,330
Employer 5,621,468 4,725,592 10,347,060
------------------- ------------------- --------------------
Total contributions 23,850,798 4,725,592 28,576,390
------------------- ------------------- --------------------
Total additions 42,444,400 11,696,166 54,140,566
Deductions from net assets:
Withdrawals and distributions 8,502,974 2,895,152 11,398,126
Investment related expenses 40,225 67 40,292
------------------- ------------------- --------------------
Total deductions 8,543,199 2,895,219 11,438,418
------------------- ------------------- --------------------
Increase in net assets available for
benefits 33,901,201 8,800,947 42,702,148
Net assets available for benefits:
Beginning of year 142,877,791 33,969,134 176,846,925
------------------- ------------------- --------------------
End of year $ 176,778,992 $ 42,770,081 $ 219,549,073
==================== =================== ====================
The accompanying notes are an integral part of these financial statements.
6
TIFFANY & CO.
EMPLOYEE PROFIT SHARING AND RETIREMENT SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
_________________
A. DESCRIPTION OF PLAN
-------------------
The following description of the Tiffany & Co. Employee Profit Sharing and
Retirement Savings Plan (the "Plan") is provided for general informational
purposes only. Participants should refer to the Summary Plan Description or
the Plan document for complete information.
General
-------
The Plan is a defined contribution plan covering all eligible employees of
Tiffany & Co. (the "Company") and has an employee profit-sharing feature
("ESOP").
The assets of the Plan are maintained and transactions therein are executed
by DWS Trust Company (formerly known as Scudder Trust Company), the trustee
of the Plan ("Trustee"), an affiliate of Deutsche Bank, Inc. The Plan
record keeper is ADP Retirement Services. The Plan is administered by the
Employee Profit Sharing and Retirement Savings Plan Committee ("Plan
Committee") appointed by the Board of Directors of the Company. The Plan is
subject to the provisions of the Employee Retirement Income Security Act of
1974, as amended ("ERISA").
Eligibility
-----------
Employees automatically become participants in the ESOP feature of the Plan
on the February 1st immediately following their initial date of employment.
Employees become eligible and may elect to participate in the 401(k)
feature immediately following their initial date of employment provided the
employee is scheduled to work thirty-five or more hours per week or an
employee completes one year of service. A year of service is determined by
reference to the date on which the participant's employment commenced or
recommenced and consists of 12 consecutive-month periods, commencing with
such date, during which the employee has attained at least 1,000 hours of
service. Persons who are designated executive officers of the Company are
not eligible to participate in the ESOP feature of the Plan.
7
A. DESCRIPTION OF PLAN (continued)
-------------------------------
Contributions
-------------
The ESOP feature of the Plan is non-contributory on the part of
participating employees and is funded by Company contributions to be
invested exclusively in shares of Tiffany & Co. Common Stock. Company
contributions to the ESOP, if any, are based upon the achievement of
certain targeted earnings by the Company objectives established by the
Board of Directors of the Company in accordance with, and subject to, the
terms and limitations of the Plan.
The 401(k) feature of the Plan is funded by both employee and employer
contributions. With respect to employee contributions, participants may
elect, in one percent increments, to have an amount of between one (1) and
fifteen (15) percent of their annual compensation, not to exceed $14,000 in
2005 (or $18,000 for individuals over 50 years of age), subject to an
annual inflation adjustment, contributed to the 401(k) feature of the Plan
as a tax deferred contribution, subject to certain limitations applicable
to highly compensated employees.
With respect to employer contributions, following the end of each Plan
year, a contribution is made to the account of each employee who was a
participant in the 401(k) feature of the Plan as of the end of such Plan
year. Such contribution is equal to fifty percent (50%) of such
participant's total contributions to his or her account during that year,
up to three percent (3%) of such participant's compensation over that same
year. Employer contributions to a participant's account are allocated among
the various investment options in the same proportion as the participant's
own contributions.
Under certain circumstances, employee contributions and employer matching
contributions may be limited in the case of highly compensated employees.
Participant Accounts
--------------------
Each participant's 401(k) account is credited with the participant's
contribution and employer contributions, if any, and an allocation of each
selected fund's earnings, including interest, dividends and net realized
and unrealized appreciation in the fair value of investments. Each
participant's account is also charged an allocation of net realized and
unrealized depreciation in the fair value of investments and
investment-related expenses. The benefit to which a participant is entitled
is the benefit that can be provided from the participant's vested account.
Allocations are based on participant account balances.
The Company's contribution for each Plan year under the ESOP feature of the
Plan is allocated to participants' accounts on a ratable basis.
8
A. DESCRIPTION OF PLAN (continued)
-------------------------------
Vesting
-------
All amounts contributed by employees under the 401(k) feature of the Plan
are immediately 100% vested and nonforfeitable at all times. Employer
contributions become 100% vested and nonforfeitable after the participant
has completed two years of service.
Contributions to participant accounts associated with the ESOP feature of
the Plan become 100% vested and nonforfeitable when the participant has
completed two years of service. A participant also becomes vested in his or
her ESOP account upon termination of employment by reason of death,
retirement or disability. For purposes of the Plan, retirement is defined
as termination of employment after age 65.
In the event a participant leaves the Company prior to becoming fully
vested, the participant will forfeit the shares in his or her ESOP account
and such shares will remain in the Plan to be reallocated ratably amongst
the remaining participants in the Plan's ESOP feature within the DWS Trust
Co. Stable Value Fund. The participant will also forfeit any assets in his
or her 401(k) account representing unvested employer contributions and such
assets will be made available to offset required employer matching
contributions to other participants' accounts. Forfeitures relating to the
ESOP feature of the plan totaled $45,248 and $102,318 for the years ended
January 31, 2006 and 2005. Forfeitures of unvested employer contributions
in the 401(k) portion of the plan totaled $75,376 and $46,795 for the years
ended January 31, 2006 and 2005.
Administrative Expenses
-----------------------
All administrative expenses incurred in connection with the Plan are paid
by the Company. Investment-related expenses are paid by the Plan.
Participant Loans and Withdrawals
---------------------------------
Participants may borrow from their 401(k) accounts up to a maximum amount
equal to the lesser of $50,000 or fifty percent (50%) of their 401(k)
account balance. All loans must be repaid within five years unless they are
used by the participant to purchase a primary residence. Loans are
collaterized by the balance in the participant's account and bear interest
at rates commensurate with prevailing market rates as determined by the
plan administrator. Interest rates range from 6.25 percent to 8.25 percent.
Principal and interest is paid ratably through payroll deductions.
Participants may also obtain a cash withdrawal of all or a portion of the
value of their 401(k) account contributions (excluding earnings thereon)
and their rollover contributions, if any, on the basis of hardship.
9
A. DESCRIPTION OF PLAN (continued)
-------------------------------
Payment of Benefits
-------------------
Upon termination of service, participants will receive the full vested
balance of their Plan account in a lump sum cash distribution, except with
respect to whole shares held in the ESOP feature of the Plan that are
distributed in the form of stock certificates. The balance of the
participant's Tiffany & Co. common stock fund account may also be
distributed in the form of stock certificates for whole shares if the
participant so elects. Subject to certain mandatory distribution
provisions, in the event of retirement, a participant may elect to defer
his/her distribution until the next Plan year thereby entitling the
participant to his or her proportionate share of the Company's contribution
to the ESOP feature of the Plan for the Plan year in which the participant
retired. In the event of a participant's death, the distribution of the
participant's account balance will be made to the participant's designated
beneficiary or the participant's estate, if no beneficiary has been so
designated.
B. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
------------------------------------------
Basis of Accounting
-------------------
The Plan's financial statements have been prepared on the accrual basis of
accounting in conformity with accounting principles generally accepted in
the United States of America.
Payment of Benefits
-------------------
Benefit payments to participants are recorded upon distribution.
Investment Valuation
--------------------
Investments in mutual funds are stated at fair value as determined by
quoted market prices based on the net asset value of shares held by the
Plan at year-end. Investments in Tiffany & Co. common stock are stated at
fair value as determined by quoted market prices as of the last day of the
Plan year. Investments in common and collective trusts are stated at
estimated fair value which represents the net asset value of shares held by
the Plan at year-end. A portion of the Plan's investments in common and
collective trusts consists of a fund that invests primarily in guaranteed
investment contracts, floating rate and synthetic contracts and cash
equivalents. The contracts are fully benefit-responsive and are recorded at
contract value, which approximates fair value. Participant loans are valued
at their outstanding balance, which approximates fair value.
The Plan presents, in the statement of changes in net assets available for
benefits, the net appreciation/(depreciation) in the fair value of its
investments, which consists of the realized gains or losses and the
unrealized appreciation/(depreciation) on those investments.
10
B. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
------------------------------------------------------
Purchases and Sales of Investments
----------------------------------
Purchases and sales of investments are recorded on a trade date basis.
Dividend income is recorded on the ex-dividend date. Interest income is
recorded when earned. Cost of securities sold is determined by specific
identification method.
Use of Estimates
----------------
The preparation of financial statements in conformity with accounting
principles generally accepted in the United States of America requires
management to make significant estimates and assumptions that affect the
reported amounts of assets, liabilities, and changes there in, and
disclosures of contingent assets and liabilities at the date of the
financial statements and the reported amounts of revenue and expenses
during the reporting periods. Actual results could differ from those
estimates.
New Accounting Standard
-----------------------
In December 2005, the Financial Accounting Standards Board issued Staff
Position ("FSP") AAG INV-1 and SOP 94-4-1, "Reporting of Fully
Benefit-Responsive Investment Contracts Held by Certain Investment
Companies Subject to the AICPA Investment Company Guide and
Defined-Contribution Health and Welfare and Pension Plans." The FSP
clarifies the definition of fully benefit-responsive investment contracts
for contracts held by defined contribution plans. While the FSP permits the
continued use of contract value accounting to determine the net asset value
of the fully benefit-responsive contracts, it will require several changes
in financial statement presentation and disclosure, including presentation
of both the fair value and the contract value of the fully
benefit-responsive contracts. The FSP is effective for years ending after
December 15, 2006. The Plan intends to adopt the FSP for the year ended
January 31, 2007. If comparative financial statements are presented, the
guidance in the FSP will be applied retroactively to all prior periods
presented. The effect of the FSP on the Plan's financial statements is
expected to be enhanced financial statement presentation and disclosure
only.
11
C. INVESTMENTS
-----------
Investments that were equal to or exceeded 5% of the current value of the
Plan's net assets at January 31, 2006 and 2005 were as follows:
January 31,
------------------------------------------------
2006 2005
---------------------- --------------------
AIM Constellation Fund $ - $ 12,139,771
American Funds Growth Fund of America 15,645,374 -
DWS Trust Co. Growth & Income Fund 16,039,333 13,536,882
DWS Trust Co. Stock Index Fund 19,859,104 16,654,186
DWS Trust Co. Stable Value Fund 30,149,854 23,947,004
Tiffany & Co. Stock Fund 34,260,003 29,248,768
Tiffany & Co. Stock Fund (ESOP)* 38,192,597 29,484,756
The net appreciation in the fair value of investments for the year ended
January 31, 2006 was as follows:
Common and collective trusts $ 1,813,920
Mutual funds 6,219,612
Tiffany & Co. common stock 6,031,886
Tiffany & Co. common stock (ESOP)* 6,655,421
--------------------
Net appreciation in the fair value
of investments $ 20,720,839
====================
* Non-participant directed.
D. PARTY-IN-INTEREST TRANSACTIONS
------------------------------
Certain Plan investments include common and collective trusts and mutual
funds managed by DWS Trust Company, Inc., the Plan Trustee. Therefore,
investment transactions in such common and collective trusts and mutual
funds are considered to be exempt party-in-interest transactions under the
Department of Labor's rules and regulations. Additionally, investments of
the Plan include common stock of Tiffany & Co., the plan sponsor.
E. TAX STATUS
----------
The Company believes that the Plan currently is designed and being operated
in compliance with the applicable requirements of the Internal Revenue Code
and that, therefore, the Plan continues to qualify under Code Section
401(a) and the related trust continues to be tax-exempt as of January 31,
2006. Therefore, no provision for income taxes is included in the Plan's
financial statements.
12
E. TAX STATUS (continued)
----------------------
The Plan received its latest determination letter in 2004, in which the
Internal Revenue Service ("IRS") stated that the Plan was in compliance
with the applicable requirements of the Internal Revenue Code, contingent
upon its adoption of form amendments required by a series of statutes
collectively referred to by the IRS as "GUST II." A routine IRS audit
revealed the GUST II and the Economic Growth and Tax Relief Reconciliation
Act ("EGTRRA") form amendments were not adopted on a timely basis. However,
the Plan was being operated in compliance with the GUST II and EGTRRA laws
on a timely basis. In addition, operational issues were identified. These
issues are being corrected. As a result of the audit findings, the Company
is participating in the Audit Closing Agreement Program of the IRS'
Employee Plans Compliance Resolution System described in Revenue Procedure
2006-27. As part of the Closing Agreement that will be negotiated under
that program, the Company expects to pay a sanction, to be determined, to
the IRS. The Company believes that any finding at the conclusion of the IRS
audit will be immaterial to the financial statements of the Plan.
F. CONCENTRATION OF CREDIT AND MARKET RISK
---------------------------------------
The Plan provides for various investment options in any one or a
combination of Tiffany and Co. common stock, common and collective trusts
and mutual funds that invest in a variety of stocks, bonds, fixed income
securities and other investment securities. Investment securities are
exposed to various risks, such as interest rate, market and credit. Due to
the level of risk associated with certain investment securities and the
level of uncertainty related to changes in the value of investment
securities, it is at least reasonably possible that changes in risks in the
near term would materially affect participants' account balances and the
amounts reported in the statements of net assets available for benefits and
the statement of changes in net assets available for benefits.
G. PLAN TERMINATION
----------------
Although it has not expressed any intent to do so, the Board of Directors
of the Company reserves the right to change, amend or terminate the Plan at
any time at its discretion, subject to the provisions of ERISA. In the
event the Plan is terminated, participants will become 100% vested in their
accounts.
In addition, in the event of the dissolution, merger, consolidation or
reorganization of the Company, the Plan will automatically terminate and
the Plan's assets will be liquidated unless the Plan is continued by a
successor to the Company.
13
H. SUBSEQUENT EVENTS
-----------------
Effective February 1, 2006, the Plan was amended to allow any employee who
has two or more years of service to diversify his or her ESOP contribution
into other investment options provided under the Plan.
Effective February 1, 2006, the Plan was amended to provide a defined
contribution retirement benefit (the "DCRB") to eligible employees hired on
or after January 1, 2006. Under the DCRB, the Company will make
contributions each year to each employee's account at a rate based upon age
and service. These contributions will be deposited into individual accounts
set up in each employee's name to be invested in a manner similar to the
retirement savings portion of the Plan.
14
Tiffany & Co.
Employee Profit Sharing and Retirement Savings Plan
Form 5500, Part IV, Schedule H, Line 4i - Schedule of Assets (Held At End of Year)
as of January 31, 2006
Description of investment
including maturity date, Number of
Identity of Issue, borrower, lessor or rate of interest, collateral, shares, units
similar party par, or maturity value or par value Cost Current Value
---------------------------------------------------------------------------------------------------------------------------
---------------------------------------------------------------------------------------------------------------------------
American Funds Growth Fund of America Mutual Fund 488,460 $ 14,400,685 $ 15,645,374
---------------------------------------------------------------------------------------------------------------------------
Federated Funds Federated Mid Cap Index Mutual Fund 249,874 4,938,355 5,872,042
---------------------------------------------------------------------------------------------------------------------------
* DWS Trust Co. Dreman Small Cap Value Mutual Fund 107,194 3,782,800 3,880,418
---------------------------------------------------------------------------------------------------------------------------
MFS Mass Investors Gr Stk Mutual Fund 115,890 1,355,744 1,532,071
---------------------------------------------------------------------------------------------------------------------------
Pimco Total Return Fund Mutual Fund 506,628 5,419,759 5,309,463
---------------------------------------------------------------------------------------------------------------------------
* DWS Trust Co. Growth & Income Fund Mutual Fund 724,450 15,925,722 16,039,333
---------------------------------------------------------------------------------------------------------------------------
* DWS Trust Co. Large Cap Value Fund Mutual Fund 87,231 1,938,819 1,953,094
---------------------------------------------------------------------------------------------------------------------------
* DWS Trust Co. Conservative Allocation Mutual Fund 215,712 2,466,707 2,603,644
---------------------------------------------------------------------------------------------------------------------------
* DWS Trust Co. Growth Allocation Mutual Fund 704,529 8,977,101 9,870,455
---------------------------------------------------------------------------------------------------------------------------
* DWS Trust Co. Moderate Allocation Mutual Fund 722,330 8,200,182 8,566,833
---------------------------------------------------------------------------------------------------------------------------
Templeton Foreign Fund Mutual Fund 769,767 8,264,710 10,268,687
---------------------------------------------------------------------------------------------------------------------------
* DWS Trust Co. Stable Value Fund Common and Collective Trust 30,149,854 30,149,854 30,149,854
---------------------------------------------------------------------------------------------------------------------------
* DWS Trust Co. Stock Index Fund Common and Collective Trust 511,833 16,621,702 19,859,104
---------------------------------------------------------------------------------------------------------------------------
* Tiffany & Co. Common Stock 908,753 25,582,310 34,260,003
---------------------------------------------------------------------------------------------------------------------------
* Tiffany & Co. Common Stock (ESOP) 1,013,066 19,219,292 38,192,597
---------------------------------------------------------------------------------------------------------------------------
Participant Loans Rates of interest from 6.25% -
8.25% maturing at various dates
through 8/1/2015. - 5,171,256
---------------------------------------------------------------------------------------------------------------------------
Cash and Cash Equivalents Cash and cash equivalents 85,672 85,672
---------------------------------------------------------------------------------------------------------------------------
---------------------------------------------------------------------------------------------------------------------------
Total $ 167,329,414 $ 209,259,900
---------------------------------------------------------------------------------------------------------------------------
* Party-in-interest
15
SIGNATURES
The Plan. Pursuant to the requirements of the Securities Exchange Act of
1934, the trustees (or other persons who administer the employee benefit plan)
have duly caused this annual report to be signed on its behalf by the
undersigned hereunto duly authorized.
Tiffany & Co. Employee Profit Sharing and Retirement Savings Plan
-----------------------------------------------------------------
(Name of Plan)
Date: July 20, 2006 /s/ Patrick B. Dorsey
---------------------------------------------------
Patrick B. Dorsey
Member of Plan Administrative Committee
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
--------------------------------------------------------
We hereby consent to the incorporation by reference in the Registration
Statement on Form S-8 (No. 033-54847) of Tiffany & Co. of our report dated July
20, 2006 relating to the financial statements and supplemental schedule of the
Tiffany & Co. Employee Profit Sharing and Retirement Savings Plan, which appears
in this Form 11-K.
/s/ PricewaterhouseCoopers LLP
Florham Park, NJ
July 20, 2006