TIFFANY & CO
8-K, 1998-12-30
JEWELRY STORES
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                       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 (Date of earliest event reported): December 30, 1998


                                  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
                                                            Number)


                   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

<PAGE>


Item 5. Other Events.

On December 30, 1998,  Registrant  entered into and consummated a series of Note
Purchase  Agreements  with each of ten  institutional  purchasers.  As a result,
Registrant  issued its 6.90%  Series A Senior Notes due December 30, 2008 for an
aggregate  principal amount of $60,000,000,  and its 7.05% Series B Senior Notes
due December 30, 2010 for an aggregate  principal  amount of $40,000,000.  These
transactions  were  privately  arranged.  The  proceeds  from  the  issuance  of
Registrant's Senior Notes will be used by Registrant's  affiliated  companies as
working   capital  and  to  refinance  a  portion  of   outstanding   short-term
indebtedness under Registrant's existing revolving credit facility.


                                        TIFFANY & CO.

                                        BY: /s/ James N. Fernandez
                                        --------------------------
                                        James N. Fernandez
                                        Executive Vice President
Date: December 30, 1998                 and Chief Financial Officer


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