-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, VqYHE0JncB+OwWuswunQUdj+oCNfhjSMrfQ49NUolXHDskioOjNReb2pQGkrIAFn pgn64FYkKCgUai5VvPkQEQ== 0000950103-03-001474.txt : 20030630 0000950103-03-001474.hdr.sgml : 20030630 20030630165709 ACCESSION NUMBER: 0000950103-03-001474 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20021231 FILED AS OF DATE: 20030630 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AVON PRODUCTS INC CENTRAL INDEX KEY: 0000008868 STANDARD INDUSTRIAL CLASSIFICATION: PERFUMES, COSMETICS & OTHER TOILET PREPARATIONS [2844] IRS NUMBER: 130544597 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-04881 FILM NUMBER: 03765078 BUSINESS ADDRESS: STREET 1: 1345 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10105 BUSINESS PHONE: 9149352588 MAIL ADDRESS: STREET 1: PECK & MIDLAND AVE STREET 2: PECK & MIDLAND AVE CITY: RYE STATE: NY ZIP: 10580 11-K 1 jun3003_11kaps.htm AVON PRODUCTS

 




SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549




FORM 11-K

(Mark One)

ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
 SECURITIES EXCHANGE ACT OF 1934


For the fiscal year ended December 31, 2002

OR

o  TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


For the transition period from _____  to  _____

Commission file number 1-4881



Avon Personal Savings Plan
1345 Avenue of the Americas, New York, N.Y. 10105-0196

(Full title and address of the plan)

AVON PRODUCTS, INC.
1345 AVENUE OF THE AMERICAS, NEW YORK, N.Y. 10105-0196

(Name of issuer of the securities held pursuant to the plan
and address of its principal executive office.)






SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the management committee for the Avon Personal Savings Plan, having administrative responsibility of the Plan, has duly caused this annual report to be signed by the undersigned thereunto duly authorized.

Avon Personal Savings Plan

(Name of Plan)


Date: June 30, 2003 By   /s/ ROBERT J. CORTI
 
  Robert J. Corti
  Executive Vice President and Chief Financial Officer






INDEX TO EXHIBITS

 

The following exhibits are being filed with this Annual Report on Form 11-K:

Exhibit

(23) CONSENT OF EXPERTS AND COUNSEL
   
23.1 Consent of PricewaterhouseCoopers LLP
   
(99) ADDITIONAL EXHIBITS
   
99.1 Audited Financial Statements of Avon Personal Savings Plan as of December 31, 2002 and 2001 and for the year ended December 31, 2002
   
99.2

Certification of the Chairman of The Retirement Board of Avon Products, Inc. in accordance with Section 906 of the Sarbanes-Oxley Act of 2002

   

 

 

 

 



EX-23.1 3 jun3003_ex2301.htm Untitled Document
Exhibit 23.1


CONSENT OF INDEPENDENT ACCOUNTANTS


We hereby consent to the incorporation by reference in the Registration Statement on Form S-8 (Reg. Nos. 33-43820, 33-47209, 33-65989 and 33-65998) of Avon Products, Inc. of our report dated June 27, 2003 relating to the financial statements of the Avon Personal Savings Plan which appears in this Form 11-K.

/s/  PricewaterhouseCoopers LLP
PricewaterhouseCoopers LLP

New York, NY
June 30, 2003

EX-99.1 4 jun3003_ex9901.htm
Exhibit 99.1





Avon Personal Savings Plan
Financial Statements and Supplemental Schedule
December 31, 2002 and 2001








Avon Personal Savings Plan
Contents
December 31, 2002 and 2001

 
     
     
  Page(s)  
     
Report of Independent Auditors 1  
     
Financial Statements    
     
Statements of Net Assets Available for Benefits 2  
     
Statement of Changes in Net Assets Available for Benefits 3  
     
Notes to Financial Statements 4–11  
     
Supplemental Schedule*    
     
Schedule H, Line 4(i) – Schedule of Assets (Held at End of Year) 12  
     
     
*Other schedules required by Section 2520.103-10 of the Department of Labor Rules and Regulations have been omitted because they are not applicable.    
     




Report of Independent Auditors

To the Retirement Board of Avon Products, Inc.,
Fiduciary of the Avon Personal Savings Plan and
Plan Participants of the Avon Personal Savings Plan:

In our opinion, the accompanying statements of net assets available for benefits and the related statement of changes in net assets available for benefits present fairly, in all material respects, the net assets available for benefits of the Avon Personal Savings Plan (the "Plan") at December 31, 2002, and the changes in its net assets available for benefits for the year ended December 31, 2002 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 audit. We conducted our audit 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 audit provides a reasonable basis for our opinion. The financial statements of the Plan as of December 31, 2001 were audited by other independent auditors whose report, dated June 28, 2002, expressed an unqualified opinion on those statements.

Our audit was conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental Schedule H, Line 4(i) – Schedule of Assets (Held at End of Year) 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. The supplemental schedule is the responsibility of the Plan’s management. The supplemental schedule has been subjected to the auditing procedures applied in the audit 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

New York, NY
June 27, 2003

1




Avon Personal Savings Plan
Statements of Net Assets Available for Benefits
December 31, 2002 and 2001

 
(in thousands of dollars) 2002   2001  
             
Assets            
Investments, at fair value (Notes 3 and 4)            
   Common stock of Avon Products, Inc. $ 227,942   $ 201,148  
   Mutual funds   270,685     286,380  
 
 
 
    498,627     487,528  
Investments, at contract value            
   Guaranteed investment contracts (Note 5)   685     3,710  
   Participant loans   11,735     11,460  
 
 
 
      Total investments   511,047     502,698  
Cash and cash equivalents   -     2,635  
Interest and dividends receivable   -     253  
 
 
 
      Total assets   511,047     505,586  
 
 
 
Liabilities            
Due to broker   -     1,227  
Other payables   -     245  
 
 
 
      Total liabilities   -     1,472  
 
 
 
      Net assets available for benefits $ 511,047   $ 504,114  
 
 
 

The accompanying notes are an integral part of these financial statements.

2




Avon Personal Savings Plan
Statement of Changes in Net Assets Available for Benefits
Year Ended December 31, 2002

     
       
(in thousands of dollars)      
       
Additions to net assets attributable to      
Investment (loss) income      
   Net depreciation in fair value of investments (Note 3) $ (4,073 )
   Dividends   3,415  
   Interest   5,342  
 

 
      Total investment increase   4,684  
       
Contributions      
   Participant   30,193  
   Rollovers   1,436  
   Employer   13,466  
 

 
      Total contributions   45,095  
      Total additions   49,779  
Deductions from net assets attributable to      
Participant withdrawals   41,924  
Administrative expenses   922  
 

 
      Total deductions   42,846  
 

 
      Net increase   6,933  
Net assets available for benefits      
Beginning of year   504,114  
 

 
End of year $ 511,047  
 

 

The accompanying notes are an integral part of these financial statements.

3





Avon Personal Savings Plan
Notes to Financial Statements
December 31, 2002 and 2001

1.  Summary of Plan

The following description of the Avon Personal Savings Plan (the “Plan”) provides only general information. Participants in the Plan should refer to the Plan document for more complete information.

General

The Plan was adopted by the Board of Directors (“Board”) of Avon Products, Inc. (“Avon” or the “Company”) on November 1, 1984, commenced on January 1, 1985 and was amended and restated effective July 1, 2002. The Avon Stock Grant Program (“Stock Grant Program”) was approved by the Board on November 1, 1984, became effective December 31, 1984 and was amended and restated effective December 31, 1989. Effective January 1, 1992, the Plan was merged with the Stock Grant Program.

The Plan is a defined contribution plan covering all full-time employees of the Company from their date of hire and all part-time employees once they have completed one year of service. The Plan was amended on December 17, 2001 to comply with the Uniformed Services Employment and Reemployment Rights Act of 1994, the Small Business Job Protection Act of 1996, the Taxpayer Relief Act of 1997, and the Community Renewal Tax Relief Act of 2000. It is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA). The Plan was amended on December 28, 2002, to comply with and make changes permitted by the Economic Growth and Relief Act of 2001 (“EGTRRA”).

Effective October 1, 2002, American Century Retirement Plan Services, Inc. (“ACR”) replaced PricewaterhouseCoopers Unifi Network LLP (“Unifi”) as Plan recordkeeper. All Plan participant data maintained by Unifi was transferred to ACR.

Contributions
Participants may contribute into the Plan from one percent to twenty percent of qualified compensation, as defined by the Plan, through payroll deductions. A participant can contribute on a before-tax basis, an after-tax basis, or a combination thereof.

Avon matches contributions at a rate of $1.00 for every $1.00 of participant contributions up to the first three percent of eligible compensation, and $.50 for each $1.00 contributed from four percent to six percent of eligible compensation. These matching contributions are made in cash, which is then used to purchase Avon shares in the open market.

Effective October 2002, participants can diversify their employer contributions into other funds based on the following schedule:

Less than 3 years of participation 0 %
3 or more years of participation 50 %
Attained age 55, with 10 years of service    
   at the Company 100 %

In accordance with the provisions of Section 415 of the Internal Revenue Code (the “Code”) the annual additions (generally employer and participant contributions) to a participant’s account may not exceed the applicable limitations of the lesser of $40,000 in 2002 or 25 percent of a

4





Avon Personal Savings Plan
Notes to Financial Statements
December 31, 2002 and 2001

participant’s compensation. In addition, the amount a participant can contribute on a before-tax basis was limited to $11,000 in 2002.

Rollover contributions are assets transferred to the Plan by participants who receive distributions from other qualified plans (i.e., tax-qualified rollovers, pension, profit-sharing or savings plan). These contributions are accepted subject to the consent of Avon, the administrator of the Plan (the “Plan Administrator”). Any such rollovers will become part of the participant’s account but will not be entitled to any employer matching contribution.

Participant Accounts
Each participant’s account is credited with the participant’s contribution and an allocation of (a) the Company’s contribution, (b) Plan earnings, and (c) an allocation of administrative expenses. Allocations are based on participant earnings on account balances, as defined. The benefit to which a participant is entitled is the benefit that can be provided from the participant’s vested account.

Investments
On October 1, 2002, the following changes were made to the investment options: eight new funds were offered, six funds were replaced and five funds remained the same. Each participant may direct the investment of all contributions to any one of the following funds or a combination thereof (in multiples of one percent):

JPMorganFleming Stable Value Fund
This fund seeks to protect principal invested from market fluctuations and produce relatively predictable returns that should typically exceed money market funds. The fund invests in a diversified portfolio of high quality, intermediate maturity fixed income investments as well as “benefit responsive” contracts that provide for principal and return stability. This fund replaces the Deutsche Trust Preservation Plus Fund.

American Century Growth Fund
This domestic equity growth fund seeks long-term growth by investing in larger companies with market capitalization in excess of $5 billion. This fund replaces Fidelity Blue Chip Growth Fund.

Northern S&P 500 Fund
This fund seeks capital appreciation. The fund invests in a sample of the securities found in the S&P 500 index and attempts to match the risk and return characteristics of the S&P 500 Index as closely as possible. This fund replaces the Vanguard Institutional Index Fund.

RS Diversified Growth Fund
This fund seeks long-term capital growth by investing primarily in small capitalization growth companies with capitalization of $1.5 billion or less and may also invest in securities of larger companies. RS Diversified Growth Fund invests in a broadly diversified mix of industry sectors and companies. This fund replaces Nicholas-Applegate Small Cap Growth Fund.

T. Rowe Price Equity Income Fund
This fund seeks to provide substantial dividend income and long-term capital appreciation through investments in common stock of established companies. This fund replaces Selected American Fund.

5




Avon Personal Savings Plan
Notes to Financial Statements
December 31, 2002 and 2001

T. Rowe Price Mid-Cap Fund
This fund seeks to provide long-term capital appreciation by investing in mid-cap stocks with the potential for above-average earnings growth. This fund replaces Janus Enterprise Fund.

Fidelity Freedom Income Fund
This fund seeks high current income and, as a secondary objective, capital appreciation. The fund invests in a combination of Fidelity equity, fixed-income and money market funds.

Fidelity Freedom 2010 Fund
This fund seeks high total return and is targeted to investors expected to retire around the year 2010. The fund invests in a combination of Fidelity equity, fixed-income and money market funds and allocates the assets among these funds according to an asset allocation strategy. As the fund meets its target date of 2010, it continues to become more conservative for 5-10 years, until the asset mix is approximately the same as the Fidelity Freedom Income Fund. Ultimately, the funds will merge.

Fidelity Freedom 2020 Fund
This fund seeks high total return and is targeted to investors expected to retire around the year 2020. The fund invests in a combination of Fidelity equity, fixed-income and money market funds and allocates the assets among these funds according to an asset allocation strategy. As the fund meets its target date of 2020, it continues to become more conservative, until the asset mix is approximately the same as the Fidelity Freedom Income Fund. Ultimately, the funds will merge.

Fidelity Freedom 2030 Fund
This fund seeks high total return and is targeted to investors expected to retire around the year 2030. The fund invests in a combination of Fidelity equity, fixed-income and money market funds and allocates the assets among these funds according to an asset allocation strategy. As the fund meets its target date of 2030, it continues to become more conservative, until the asset mix is approximately the same as the Fidelity Freedom Income Fund. Ultimately, the funds will merge.

Fidelity Freedom 2040 Fund
This fund seeks high total return and is targeted to investors expected to retire around the year 2040. The fund invests in a combination of Fidelity equity, fixed-income and money market funds and allocates the assets among these funds according to an asset allocation strategy. As the fund meets its target date of 2040, it continues to become more conservative, until the asset mix is approximately the same as the Fidelity Freedom Income Fund. Ultimately, the funds will merge.

American Century UltraR Fund
This domestic equity growth fund seeks long-term capital growth by investing in common stocks of companies with accelerating earnings and revenue growth. The fund generally invests in large companies with capitalization in excess of $5 billion.

Royce Total Return Fund
This fund seeks both long-term growth of capital and current income. The fund invests primarily in a diversified portfolio of dividend-paying securities issued by small- and micro-cap companies. Normally, the fund will invest at least 65% of its assets in common stocks and convertible securities.

6




Avon Personal Savings Plan
Notes to Financial Statements
December 31, 2002 and 2001

Tweedy, Browne Global Value Fund
This fund seeks long-term growth of capital by investing throughout the world in a diversified portfolio consisting primarily of non-U.S. marketable equity securities, although investments in U.S. securities are permitted and will be made when opportunities in the U.S. appear more attractive. Investments are focused in developed markets, and where practicable, foreign currency exposure is hedged back into U.S. dollars.

Avon Common Stock Fund
This fund is invested in common stock of Avon.

PIMCO Total Return Fund
This fund invests primarily in debt securities, including U.S. government securities, corporate bonds and mortgage-related securities, and foreign securities. The fund’s focus is on preservation of capital with minimum risk.

Liberty Acorn International Fund
This fund seeks to provide long-term growth of principal by investing in a well-diversified portfolio of small and medium sized companies. The fund generally invests in the stocks of companies around the globe with capitalizations of less than $2 billion, favoring reasonably priced stocks, with strong earnings growth prospects.

Putnam International Growth Fund
This fund invests primarily in equity securities of companies located outside the U.S. The fund’s management will invest in companies whose earnings are believed to be in a strong growth trend or that are believed to be undervalued.

Neuberger & Berman Socially Responsive Trust
This fund invests in common stocks issued by companies that the fund’s management considers to be undervalued (in terms of assets and earnings power), but display leadership in areas of social impact such as environment, workplace diversity and corporate citizenship.

In addition to the nineteen investment fund options, there is a Stock Grant Account, which is comprised of Avon common stock and is used to hold the net assets of the former Stock Grant Program and Avon’s matching stock contributions. The Stock Grant Account is not an investment option for participants in the Plan (Note 4).

Pending investment or distribution, any portion of the investment funds may be held in cash, short-term obligations of the United States Government or other types of short-term investments, including commercial paper. In addition, all or any part of the funds may be held in a pooled fund maintained by the JPMorgan Chase Bank (Trustee), together with the assets of other trusts established under deferred compensation plans qualified under Section 401(a) of the Internal Revenue Code (“Code”).

Vesting and Forfeitures
Participants are fully vested in their contribution and vest in the Company matching contributions immediately upon participation in the Plan.

7




Avon Personal Savings Plan
Notes to Financial Statements
December 31, 2002 and 2001

Withdrawals
Upon termination, participants receive the vested portion of their account balances as soon as practicable after termination. Terminated participants who have an account balance in excess of $5,000 may elect to leave account balances in the Plan and withdraw it at any time up to age 65.

A ten percent tax is imposed by the Code on a participant for certain withdrawals made before the Plan participant reaches 59-1/2.

Participant Loans
The Plan provides that participants may apply for a loan collateralized by their account. To be eligible, a participant may not have another loan outstanding from their account. The maximum amount of any loan to an individual is the lesser of $50,000 reduced by the highest outstanding loan balance in the last 12 months, or one half of the current value of the vested balance of the participant’s account in the Plan. The minimum loan amount is $1,000 and interest is charged at one percent above prime rate as established by JPMorgan Chase Bank. Once determined, the interest rate is fixed for the duration of the loan.

Repayment periods generally range from one to five years, with a ten-year maximum for loans used in connection with the purchase of a principal residence. Loan repayments are made through payroll deductions with principal and interest being credited to the participants’ account. Repayment of the entire balance is permitted at any time.

2.  Summary of Significant Accounting Policies

Basis of Presentation
The financial statements are prepared using the accrual basis of accounting.

Use of Estimates
The preparation of the Plan’s financial statements in conformity with accounting principles generally accepted in the United States of America requires the Plan Administrator to make estimates and assumptions that affect the reported amounts of assets, liabilities, changes therein, and disclosures of contingent assets and liabilities at the date of the financial statements. Actual results could differ from those estimates.

Risks and Uncertainties
The Plan offers a number of investment options including the Company common stock and a variety of pooled investment funds, some of which are registered investment companies. The investment funds include U.S. equities, international equities, and fixed income securities. Investment securities, in general, are exposed to various risks, such as interest rate, credit, and overall market volatility risk. Due to the level of risk associated with certain investment securities, it is reasonable to expect that changes in the values of investment securities will occur in the near term and that such changes could materially affect participant account balances.

The Plan's exposure to a concentration of credit risk is limited by the diversification of investments across all participant-directed fund elections. Additionally, the investments within each participant-directed fund election are further diversified into varied financial instruments, with the exception of the Avon Company Stock Fund, which invests in the common stock of Avon Products, Inc.

8




Avon Personal Savings Plan
Notes to Financial Statements
December 31, 2002 and 2001

Valuation of Investments
Investments in Avon common stock are valued at quoted market prices. Investments in mutual funds are valued at quoted market prices, which represent the net asset value as calculated by the investment managers. Guaranteed investment contracts and other similar type investment vehicles are fully benefit responsive and are valued at contract value (representing contributions made under the contract plus accumulated interest at the contract rate), which approximates fair value.

Participant loans are valued at cost, which approximates fair value. The net depreciation/ appreciation in the fair value of investments consists of the net realized gains and losses on the disposal of investments and the unrealized appreciation/depreciation of the market value for the investments remaining in the Plan in 2002.

Purchases and sales of securities are recorded on trade date and gains or losses on disposition are based on average cost. Dividend income is recorded on the ex-dividend date. Interest is recorded when earned.

Participant Withdrawals
Participant withdrawals are recorded when paid.

Administrative Costs
Administrative expenses, including Trustee recordkeeping expenses and audit fees, are paid by the Plan. Certain other administrative fees are paid by Avon. Each fund bears its own applicable expenses for investment management fees.

3.  Investments

The following investments represent five percent or more of the Plan’s net assets at December 31, 2002 and 2001:

(in thousands of dollars)      
    2002     2001  
Common stock of Avon Products, Inc.            
   Participant-directed $ 76,900   $ 70,693  
   Non participant-directed   151,042     130,455  
JPMorgan Fleming Stable Value Fund   119,586     -  
Deutsche Preservation Plus Fund   -     108,706  
Northern S&P 500 Fund   48,391     -  
American Century Growth Fund   40,977     -  
Fidelity Blue Chip Growth Fund   -     62,809  
Vanguard Institutional Index Fund   -     65,588  

9




Avon Personal Savings Plan
Notes to Financial Statements
December 31, 2002 and 2001

During the year ended December 31, 2002, the Plan's investments (including investments bought, sold, and held closing the year) depreciated in value as follows:

(in thousands of dollars)      
       
Mutual funds $ (35,843 )
Common stock of Avon   31,770  
 

 
  $ (4,073 )
 

 

4.  Non Participant-Directed Investments

Information about the net assets available for benefits and the significant components of the changes in net assets available for benefits relating to the non participant-directed investments are as follows:

(in thousands of dollars) 2002   2001  
             
Net assets            
Avon common stock $ 151,042   $ 130,455  
Cash and cash equivalents and other net assets   -     646  
 

 

 
  $ 151,042   $ 131,101  
 

 

 
             
             
(in thousands of dollars)         2002  
             
Changes in net assets            
Employer contributions       $ 13,466  
Dividends and interest         25  
Net appreciation in the fair value of investments         20,792  
Participant withdrawals         (9,395 )
Transfers to participant-directed investments         (5,094 )
Other transfers         497  
Administrative expenses         (350 )
       

 
        $ 19,941  
       

 

 

5.  Investments Contracts with Insurance Company


The Plan entered into two benefit responsive investment contracts with Caisse des Depots et Consignations (CDC), which along with shares of the JPMorganFleming Stable Value Fund comprise the investment option known to participants as the JPMorganFleming Stable Value Fund. CDC maintains the contributions in the investment contracts in a general account. The account is credited with earnings on the underlying investments and charged for participants’ withdrawals and administrative expenses. The contracts are included in the financial statements at contract value as reported to the Plan by CDC. Contracts values represent contributions made under the contract,

10




Avon Personal Savings Plan
Notes to Financial Statements
December 31, 2002 and 2001

plus earnings, less participant withdrawals and administrative expenses. Participants may ordinarily direct the withdrawal or transfer of all or a portion of their investment at contract value.

There are no reserves against contract value for credit risk of the contract issuer or otherwise. The crediting interest rate is based on a formula agreed upon with issuer, which is listed as follows:

(in thousands of dollars)         2002   2001  
  Rate of   Maturity     Contract     Contract  
Investment Interest   Date     Value     Value  
                     
CDC BR 241-01 6.47%   03/31/2002   $ -   $ 3,210  
CDC BA 241-02 6.71%   02/25/2003     685     500  
         

 

 
   Total         $ 685   $ 3,710  
         

 

 

 

6.  Plan Termination

Avon intends to continue the Plan indefinitely, but reserves the right to amend, suspend, or discontinue the Plan in whole, or in part, at any time by action of the Board of Directors. Upon termination of the Plan, a participant would receive the full value of his or her share in the funds, including full vesting of all employer’s contributions.

The operation of the Plan, including the obligation of the employer to make matching contributions, is expressly conditioned upon the initial and continued qualification of the Plan and any amendments under the Code, the continued deductibility under Section 404 of the Code of the employer’s contributions and upon continued exemption of the trust under Section 501(a) of the Code.

7.  Tax Status

The Plan obtained its latest determination letter on April 19, 2002, in which the Internal Revenue Service stated that the Plan, as then designed, was in compliance with the applicable requirements of the Internal Revenue Code. The Plan has been amended since receiving the determination letter. However, the plan administrator and the Plan’s tax counsel believe that the Plan is currently designed and being operated in compliance with the applicable requirements of the Internal Revenue Code. Therefore, no provision for income taxes has been included in the Plan’s financial statements.

8.  Related Party Transactions

Certain Plan assets are invested in shares of mutual funds that are managed by JP Morgan. JP Morgan is the trustee as defined by the Plan and therefore those transactions qualify as party-in-interest transactions.

11




Avon Personal Savings Plan
Schedule H, Line 4(i) – Schedule of Assets (Held at End of Year)
December 31, 2002


            Current  
  Identity of Issuer Description Cost   Value  
                 
* Avon Products, Inc. Common stock; 4,210,604 shares, cost at
$107,104,811
           
      $ 107,104,811   $ 227,942,422  
     

 

 
  Total common stocks     107,104,811     227,942,422  
     

 

 
* American Century Growth Fund Mutual funds, 2,841,703 shares   **     40,977,355  
* American Century Ultra Fund Mutual funds, 18,018 shares   **     381,618  
  Deutsche Pyramid Equity Index Fund Mutual funds, 4,464,156 shares   **     48,391,460  
  Fidelity Freedom 2010 Fund Mutual funds, 13,245 shares   **     151,527  
  Fidelity Freedom 2020 Fund Mutual funds, 10,625 shares   **     113,046  
  Fidelity Freedom 2030 Fund Mutual funds, 7,851 shares   **     80,499  
  Fidelity Freedom 2040 Fund Mutual funds, 57,680 shares   **     338,002  
  Fidelity Freedom Income Fund Mutual funds, 23,985 shares   **     254,238  
* JPMorgan Fleming Stable Value Fund Mutual funds, 120,270,693 shares   **     119,585,557  
  Liberty Acorn International Fund Mutual funds, 929,476 shares   **     14,406,871  
  Neuberger & Berman Socially              
  Responsive Trust Mutual funds, 205,496 shares   **     2,186,481  
  PIMCO Total Return Fund Mutual funds, 2,099,215 shares   **     22,398,625  
  Putnam International Growth Fund Mutual funds, 727,271 shares   **     11,934,523  
  Royce Total Return Fund Mutual funds, 147,558 shares   **     1,221,781  
  RS Diversified Growth Fund Mutual funds, 84,953 shares   **     1,202,948  
  T. Rowe Price Equity Income Fund Mutual funds, 221,332 shares   **     4,371,307  
  T. Rowe Price Mid-Cap Fund Mutual funds, 72,371 shares   **     2,239,146  
  Tweedy, Browne Global Value Fund Mutual funds, 28,464 shares   **     450,018  
     

 

 
  Total mutual funds     -     270,685,002  
  Caisse des Depots et Consignations Guaranteed investment contract,            
    maturity date 2/25/2003, rate 6.71%   685,136     685,136  
     

 

 
  Total guaranteed              
  investment contracts     685,136     685,136  
     

 

 
* Participant loans 1,723 loans with interest rates            
    ranging from 5.25% to 10.5%   11,734,893     11,734,893  
     

 

 
  Total   $ 119,524,840   $ 511,047,453  
     

 

 
                 
*Party-in-interest as defined by ERISA.
**Cost information is not required for participant-directed funds.

12

EX-99.2 5 jun3003_ex9902.htm Untitled Document

Exhibit 99.2



CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Annual Report of the Avon Personal Savings Plan (the “Plan”) on Form 11-K for the year ended December 31, 2002, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Dennis Ling, Chairman of The Retirement Board of Avon Products, Inc., certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

          (1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

          (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Plan.

Because the Plan is not a corporate issuer, the statements in paragraph (2) above (which are in the form required by 18 U.S.C. Section 1350) are intended to refer to the financial condition of the Plan at December 31, 2002, and the changes in net assets of the Plan for the year ended December 31, 2002.

This statement is being furnished as an exhibit to the Report and should not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 nor should it be deemed to be incorporated by reference into any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934 unless this statement is expressly and specifically incorporated by reference therein. A signed original of this written statement required by Section 906 has been provided to Avon Products, Inc. on behalf of the Plan and will be retained by Avon Products, Inc. on behalf of the Plan and furnished to the Securities and Exchange Commission or its staff upon request.


June 30, 2003 /s/ Dennis Ling
 
  Dennis Ling
  Chairman,
  The Retirement Board of Avon Products, Inc.




 


-----END PRIVACY-ENHANCED MESSAGE-----