8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of

The Securities Exchange Act of 1934

Date of Report: January 10, 2014

TIFFANY & CO.

(Exact name of Registrant as specified in its charter)

Delaware	1-9494	13-3228013
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)
200 Fifth Avenue, New York, New York		10010
(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 7.01    Regulation FD Disclosure.

On January 10, 2014, Registrant issued a press release announcing its unaudited sales figures for the period from November 1 to December 31. A copy of the January 10, 2014 press release is attached hereto as Exhibit 99.1 to this Form 8-K.

The information in this Current Report on Form 8-K is being furnished pursuant to Item 7.01 Regulation FD Disclosure. In accordance with General Instruction B.2 of Form 8-K, the information in this report shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly stated by specific reference in such filing.

Item 9.01.    Financial Statements and Exhibits

(d) Exhibits

99.1 Press Release Dated January 10, 2014.

2

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.
	(Registrant)
	By: /s/ Patrick B. Dorsey
	Patrick B. Dorsey
	Senior Vice President, Secretary
	and General Counsel
Date: January 10, 2014

3

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press Release Dated January 10, 2014.

EX-99.1

EXHIBIT 99.1

TIFFANY & CO.

NEWS RELEASE

Fifth Avenue & 57th Street	Contact:
New York, N.Y. 10022	Mark L. Aaron
	212-230-5301
	mark.aaron@tiffany.com

TIFFANY REPORTS HOLIDAY PERIOD SALES RESULTS

New York, N.Y., January 10, 2014 - Tiffany & Co. (NYSE: TIF) today reported that its worldwide net sales in the two-months ended December 31^st rose 4% to $1.03 billion. On a constant-exchange-rate basis that excludes the effect of translating foreign-currency-denominated sales into U.S. dollars (see “Non-GAAP Measures”), worldwide net sales increased 8% due to growth in all regions, and comparable store sales increased 6%. In addition, management commented on its financial outlook.

Michael J. Kowalski, chairman and chief executive officer, said, “Tiffany enjoyed a good holiday season with overall sales results in line with our expectation, and we were pleased to see growth across our fine and statement, engagement and fashion jewelry categories. Based on these sales results and related margins, we expect that full year earnings before certain charges (see “Financial Outlook” below) will meet the most recent forecast we provided in November.”

Net sales highlights were as follows:

▪ Total sales in the Americas region rose 6% to $550 million. On a constant-exchange-rate basis, total sales increased 7% and comparable store sales rose 7% due to broad-based sales growth across most of the region.

▪ Total sales in the Asia-Pacific region increased 5% to $196 million. On a constant-exchange-rate basis, total sales rose 8%, while comparable store sales were unchanged from the prior year as higher sales in Greater China were offset by declines in certain other markets.

▪ Tiffany’s business in Japan performed well in the holiday period. While total sales declined 12% to $135 million due to the negative translation effect from a weaker yen versus the U.S. dollar, total sales on a constant-exchange-rate basis increased 9% and comparable store sales rose 10%.

1

▪ Total sales in Europe rose 11% to $131 million. On a constant-exchange-rate basis, total sales increased 8% and comparable store sales rose 3%, due to increased sales in the United Kingdom as well as most of continental Europe.

▪ Other sales increased 22% to $21 million in dollars and on a constant-exchange-rate basis, and comparable store sales of five TIFFANY & CO. stores in the United Arab Emirates increased 16%.

▪ At December 31, 2013, Tiffany operated 286 stores (121 in the Americas, 69 in Asia-Pacific, 54 in Japan, 37 in Europe and five in the U.A.E.), versus 274 stores (115 in the Americas, 65 in Asia-Pacific, 55 in Japan, 34 in Europe and five in the U.A.E.) last year.

Financial Outlook:

For fiscal 2013 ending January 31, 2014, management is forecasting net earnings (before certain charges) in a range of $3.65-$3.75 per diluted share, unchanged from its previous forecast, and compared with $3.25 per diluted share in 2012. This forecast excludes an after-tax charge to be recorded in the quarter ending January 31^st of approximately $300 million, or $2.33 per diluted share, related to an adverse arbitration ruling (see the Company’s news release issued on December 22, 2013: “Award Issued in Arbitration Between The Swatch Group Ltd. and Tiffany & Co.”). This forecast also excludes $0.05 per diluted share of expenses tied to specific cost-reduction initiatives that were recorded in the first quarter. Including those charges, earnings per diluted share as reported in accordance with GAAP are expected to be in a range of $1.27-$1.37 for the year ending January 31, 2014. The Company will provide its detailed plans for fiscal 2014 ending January 31, 2015 when it reports its full year results.

Next Scheduled Announcement:

The Company expects to report its fourth quarter and full year results on Friday March 21^st. To receive notifications of future announcements, please register at http://investor.tiffany.com(“E-Mail Alerts”).

Tiffany & Co. operates jewelry stores and manufactures products through its subsidiary corporations. Its principal subsidiary is Tiffany and Company. The Company operates TIFFANY & CO. retail stores in the Americas, Asia-Pacific, Japan, Europe and the United Arab Emirates, and also engages in direct selling through Internet, catalog and business gift operations. For more information, visit www.tiffany.com or call the shareholder information line at 800-TIF-0110.

2

This document contains certain “forward-looking” statements concerning the Company’s objectives and expectations with respect to net earnings. Actual results might differ materially from those projected in the forward-looking statements. Information concerning risk factors that could cause actual results to differ materially is set forth in the Company’s Form 10-K, 10-Q and 8-K reports filed with the Securities and Exchange Commission. The Company undertakes no obligation to update or revise any forward-looking statements to reflect subsequent events or circumstances.

# # #

3

TIFFANY & CO. AND SUBSIDIARIES

(Unaudited)

NON-GAAP MEASURES

The Company reports information in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”). The Company's management does not, nor does it suggest that investors should, consider non-GAAP financial measures in isolation from, or as a substitute for, financial information prepared in accordance with GAAP. The Company presents such non-GAAP financial measures in reporting its financial results to provide investors with an additional tool to evaluate the Company's operating results.

Net Sales

The Company's reported net sales reflect either a translation-related benefit from strengthening foreign currencies or a detriment from a strengthening U.S. dollar. Internally, management monitors its sales performance on a non-GAAP basis that eliminates the positive or negative effects that result from translating sales made outside the U.S. into U.S. dollars (“constant-exchange-rate basis”). Management believes this constant-exchange-rate basis provides a more representative assessment of sales performance and provides better comparability between reporting periods. The following table reconciles sales percentage increases (decreases) from the GAAP to the non-GAAP basis versus the previous year:

	Two Months Ended December 31, 2013			Eleven Months Ended December 31, 2013
	GAAP  Reported	Translation Effect	Constant- Exchange- Rate Basis	GAAP  Reported	Translation Effect	Constant- Exchange- Rate Basis
Net Sales:
Worldwide	4%	(4)%	8%	6%	(4)%	10%
Americas	6%	(1)%	7%	5%	—%	5%
Asia-Pacific	5%	(3)%	8%	16%	(2)%	18%
Japan	(12)%	(21)%	9%	(9)%	(20)%	11%
Europe	11%	3%	8%	9%	2%	7%
Other	22%	—%	22%	47%	—%	47%
Comparable Store Sales:
Worldwide	2%	(4)%	6%	3%	(3)%	6%
Americas	7%	—%	7%	3%	—%	3%
Asia-Pacific	(3)%	(3)%	—%	10%	(1)%	11%
Japan	(11)%	(21)%	10%	(10)%	(21)%	11%
Europe	6%	3%	3%	6%	2%	4%
Other *	16%	—%	16%	9%	—%	9%

* Represents sales in five TIFFANY & CO. stores in the United Arab Emirates, which were converted from independently-operated to Company-operated in July 2012, and became comparable in the third quarter of 2013.

4