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): May 20, 1999
TIFFANY & CO.
(Exact name of Registrant as specified in its charter)
Delaware 1-9494 13-3228013
(State or other jurisdiction of (Commission File Number) (I.R.S. Employer
incorporation) 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.
(a) Two-for-one Stock Split
On May 20, 1999, a majority of the holders of Registrant's issued and
outstanding Common Stock voted in person or by proxy at Registrant's Annual
Meeting of Stockholders to approve a proposed amendment to Registrant's Restated
Certificate of Incorporation increasing the number of authorized shares of
Registrant's Common Stock from 60,000,000 to 120,000,000. On that same date,
Registrant's Board of Directors resolved to effect a two-for-one split of
Registrant's Common Stock, such split to be effected by a share distribution
(stock dividend) on July 21, 1999 (the "Payment Date") to holders of record on
June 23, 1999 (the "Record Date"). The amendment to Registrant's Certificate of
Incorporation is expected to become effective on or about May 21, 1999 on filing
with the Secretary of State for the State of Delaware, and the aforementioned
stock split is subject to such amendment becoming effective.
(b) Declaration of Increased Dividend
On May 20, 1999, Registrant's Board of Directors further resolved to
pay a cash dividend of $.12 per share on the Payment Date to holders of record
on the Record Date. This cash dividend will be payable on the Payment Date only
in respect of shares issued and outstanding on the Record Date and not in
respect of shares distributed to effect the aforementioned stock split. On a
pre-split basis, this represents a 33% increase in Registrant's quarterly
dividend. Registrant's Board of Directors also resolved that future quarterly
cash dividends, subject to declaration in each instance, shall be payable at the
rate of $.06 on each of the issued and outstanding shares of Registrant's Common
Stock, including shares issued to effect the aforementioned stock split.
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.
/s/ Patrick B. Dorsey
BY: _____________________________________
Patrick B. Dorsey
Senior Vice President, General Counsel
Date: May 20, 1999 and Secretary
