SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

LAL FAMILY PARTNERS LP

(Last)

(First)

(Middle)

THE ESTEE LAUDER COMPANIES INC.

767 FIFTH AVENUE

(Street)

NEW YORK

10153

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
ESTEE LAUDER COMPANIES INC [ EL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
02/29/2008

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	02/29/2008		S⁽¹⁾		10,250⁽²⁾	D	$42.455⁽²⁾	2,747,302	D⁽¹⁾
Class A Common Stock	03/03/2008		S⁽¹⁾		10,250⁽²⁾	D	$43.0966⁽²⁾	2,737,052	D⁽¹⁾
Class A Common Stock	03/04/2008		S⁽¹⁾		10,250⁽²⁾	D	$43.1593⁽²⁾	2,726,802	D⁽¹⁾⁽¹⁰⁾
Class A Common Stock	02/29/2008		M⁽³⁾		33,300	A	$34.8438	4,064,969	D⁽³⁾
Class A Common Stock	02/29/2008		S⁽³⁾		33,300⁽⁴⁾	D	$42.454⁽⁴⁾	4,031,669	D⁽³⁾
Class A Common Stock	03/03/2008		M⁽³⁾		33,300	A	$34.8438	4,064,969	D⁽³⁾
Class A Common Stock	03/03/2008		S⁽³⁾		33,300⁽⁴⁾	D	$43.0955⁽⁴⁾	4,031,669	D⁽³⁾
Class A Common Stock	03/04/2008		M⁽³⁾		33,300	A	$34.8438	4,064,969	D⁽³⁾
Class A Common Stock	03/04/2008		S⁽³⁾		33,300⁽⁴⁾	D	$43.1541⁽⁴⁾	4,031,669	D⁽³⁾⁽¹⁰⁾
Class A Common Stock	02/29/2008		M⁽⁵⁾		5,000	A	$31.875	395,000	D⁽⁵⁾
Class A Common Stock	02/29/2008		S⁽⁵⁾		5,000⁽⁶⁾	D	$42.4548⁽⁶⁾	390,000	D⁽⁵⁾
Class A Common Stock	03/03/2008		M⁽⁵⁾		5,000	A	$31.875	395,000	D⁽⁵⁾
Class A Common Stock	03/03/2008		S⁽⁵⁾		5,000⁽⁶⁾	D	$43.1014⁽⁶⁾	390,000	D⁽⁵⁾
Class A Common Stock	03/04/2008		M⁽⁵⁾		5,000	A	$31.875	395,000	D⁽⁵⁾
Class A Common Stock	03/04/2008		S⁽⁵⁾		5,000⁽⁶⁾	D	$43.1554⁽⁶⁾	390,000	D⁽⁵⁾⁽¹⁰⁾

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Option (Right to Buy)	$34.8438	02/29/2008		M⁽³⁾			33,300	01/01/2002⁽⁷⁾	07/01/2008	Class A Common Stock	33,300	⁽⁸⁾	733,600	D⁽³⁾
Option (Right to Buy)	$34.8438	03/03/2008		M⁽³⁾			33,300	01/01/2002⁽⁷⁾	07/01/2008	Class A Common Stock	33,300	⁽⁸⁾	700,300	D⁽³⁾
Options (Right to Buy)	$34.8438	03/04/2008		M⁽³⁾			33,300	01/01/2002⁽⁷⁾	07/01/2008	Class A Common Stock	33,300	⁽⁸⁾	667,000	D⁽³⁾
Option (Right to Buy)	$31.875	02/29/2008		M⁽⁵⁾			5,000	01/01/2001⁽⁹⁾	08/19/2008	Class A Common Stock	5,000	⁽⁸⁾	10,000	D⁽⁵⁾
Option (Right to Buy)	$31.875	03/03/2008		M⁽⁵⁾			5,000	01/01/2001⁽⁹⁾	08/19/2008	Class A Common Stock	5,000	⁽⁸⁾	5,000	D⁽⁵⁾
Options (Right to Buy)	$31.875	03/04/2008		M⁽⁵⁾			5,000	01/01/2001⁽⁹⁾	08/19/2008	Class A Common Stock	5,000	⁽⁸⁾	0	D⁽⁵⁾

1. Name and Address of Reporting Person^*

LAL FAMILY PARTNERS LP

(Last)

(First)

(Middle)

THE ESTEE LAUDER COMPANIES INC.

767 FIFTH AVENUE

(Street)

NEW YORK

10153

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

LAL FAMILY CORP

(Last)

(First)

(Middle)

THE ESTEE LAUDER COMPANIES INC.

767 FIFTH AVENUE

(Street)

NEW YORK

10153

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

LAUDER LEONARD A

(Last)

(First)

(Middle)

THE ESTEE LAUDER COMPANIES INC.

767 FIFTH AVENUE

(Street)

NEW YORK

10153

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	Chairman of the Board

1. Name and Address of Reporting Person^*

LAUDER EVELYN H

(Last)

(First)

(Middle)

THE ESTEE LAUDER COMPANIES INC.

767 FIFTH AVENUE

(Street)

NEW YORK

10153

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Senior Corp. Vice President

Explanation of Responses:

1. LAL Family Partners L.P. sold shares of Class A Common Stock pursuant to a plan intended to comply with Rule 10b5-1(c), previously entered into on September 5, 2007 and amended on November 12, 2007. LAL Family Partners L.P. also owns 42,705,540 shares of Class B Common Stock.

2. See Exhibit 99.1(a).

3. Leonard A. Lauder ("LAL") exercised stock options and sold the underlying shares of Class A Common Stock pursuant to a plan intended to comply with Rule 10b5-1(c), previously entered into on September 5, 2007 and amended on November 12, 2007. LAL's direct and indirect holdings are set forth in Exhibit 99.1(d).

4. See Exhibit 99.1(b).

5. Evelyn H. Lauder ("EHL") exercised stock options and sold the underlying shares of Class A Common Stock pursuant to a plan intended to comply with Rule 10b5-1(c), previously entered into on September 5, 2007 and amended on November 12, 2007. EHL's direct and indirect holdings are set forth in Exhibit 99.1(d).

6. See Exhibit 99.1(c).

7. The options exercised by LAL were part of a grant of options that became exercisable in three tranches in respect of 333,334 on January 1, 2002, 333,334 on January 1, 2003, and 333,332 on January 1, 2004.

8. Not applicable.

9. The options exercised by EHL were part of a grant of options that became exercisable in three tranches in respect of 16,600 on January 1, 2001, 16,600 on January 1, 2002, and 16,800 on January 1, 2003.

10. See Exhibit 99.1(d).

Remarks:

See Exhibits 24.1, 24.2, 24.3, 24.4, 99.1 and 99.2 incorporated herein by reference.

	LAL Family Partners L.P., by Spencer G. Smul, Attorney-in-fact	03/04/2008
	LAL Family Corporation, by Spencer G. Smul, Attorney-in-fact	03/04/2008
	Leonard A. Lauder, by Spencer G. Smul, Attorney-in-fact	03/04/2008
	Evelyn H. Lauder, by Spencer G. Smul, Attorney-in-fact	03/04/2008
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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