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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL OMB Number: 3235-0287 Expires: January 31, 2005 Estimated average burden hours per response... 0.5

(Print or Type Responses)

1. Name and Address of Reporting Person * LAUDER AERIN   2. Issuer Name and Ticker or Trading Symbol ESTEE LAUDER COMPANIES INC [EL] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O THE ESTEE LAUDER COMPANIES INC., 767 FIFTH AVENUE 3. Date of Earliest Transaction (Month/Day/Year) 05/13/2011 (Street) NEW YORK, NY 10153 4. If Amendment, Date Original Filed(Month/Day/Year) 6. Individual or Joint/Group Filing(Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person (City) (State) (Zip) 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) Code V Amount (A) or (D) Price Class A Common Stock 05/13/2011   M   10,000 A $ 40.23 10,846 D   Class A Common Stock 05/13/2011   M   5,000 A $ 32.15 15,846 D   Class A Common Stock 05/13/2011   M   5,000 A $ 43.1 20,846 D   Class A Common Stock 05/13/2011   M   1,250 A $ 39.56 22,096 D   Class A Common Stock 05/13/2011   M   1,250 A $ 42.58 23,346 D   Class A Common Stock 05/13/2011   M   1,111 A $ 52.83 24,457 D   Class A Common Stock 05/13/2011   M   650 A $ 34 25,107 D   Class A Common Stock 05/13/2011   S   24,261 D $ 100.0976 (2) (13) 846 D

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
	Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.		SEC 1474 (9-02)

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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Option (right to buy)	$ 40.23	05/13/2011		M			10,000	(3)	07/05/2011(10)	Class A Common Stock	10,000	(11)	0	D
Option (right to buy)	$ 32.15	05/13/2011		M			5,000	(4)	07/05/2011(10)	Class A Common Stock	5,000	(11)	0	D
Option (right to buy)	$ 43.1	05/13/2011		M			5,000	(5)	07/05/2011(10)	Class A Common Stock	5,000	(11)	0	D
Option (right to buy)	$ 39.56	05/13/2011		M			1,250	(6)	07/05/2011(10)	Class A Common Stock	1,250	(11)	0	D
Option (right to buy)	$ 42.58	05/13/2011		M			1,250	(7)	07/05/2011(10)	Class A Common Stock	1,250	(11)	0	D
Option (right to buy)	$ 52.83	05/13/2011		M			1,111	(8)	07/05/2011(10)	Class A Common Stock	1,111	(11)	0 (12)	D
Option (right to buy)	$ 34	05/13/2011		M			650	(9)	07/05/2011(10)	Class A Common Stock	650	(11)	0 (12)	D
Class B Common Stock	(1)							(1)	(1)	Class A Common Stock	750,000		750,000	D (14)
Class B Common Stock	(1)							(1)	(1)	Class A Common Stock	836,462		836,462	I (15)	by the ALZ 2000 Trust
Class B Common Stock	(1)							(1)	(1)	Class A Common Stock	2,405,297		2,405,297	I (16)	by the 2008 Descendants Trust
Class B Common Stock	(1)							(1)	(1)	Class A Common Stock	5,004,796		5,004,796	I (17)	by the 2008 GRAT

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
LAUDER AERIN C/O THE ESTEE LAUDER COMPANIES INC. 767 FIFTH AVENUE NEW YORK, NY 10153	X	X

Signatures

Aerin Lauder, by Spencer G. Smul, attorney-in-fact		05/17/2011
**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	There is no conversion or exercise price for the Class B Common Stock. It is convertible into shares of Class A Common Stock on a one-for-one basis.
(2)	The number of securities reported represents an aggregate number of shares sold in multiple open market transactions over a range of sales prices. The price reported represents the weighted average price. The Reporting Person undertakes to provide to the staff of the SEC, the Issuer, or a stockholder of the Issuer, upon request, the number of shares sold by the Reporting Person at each separate price within the range.
(3)	Stock options granted pursuant to Fiscal 1999 Share Incentive Plan in respect of 3,300 shares exercisible from and after January 1, 2004; 3,300 shares exercisible from and after January 1, 2005; 3,400 shares exercisible from and after January 1, 2006.
(4)	Stock options granted pursuant to Fiscal 2002 Share Incentive Plan in respect of 1,666 shares exercisible from and after January 1, 2004; 1,667 shares exercisible from and after January 1, 2005; 1,667 shares exercisible from and after January 1, 2006.
(5)	Stock options granted pursuant to Fiscal 2002 Share Incentive Plan in respect of 1,666 shares exercisible from and after January 1, 2006; 1,667 shares exercisible from and after January 1, 2007; 1,667 shares exercisible from and after January 1, 2008.
(6)	Stock Options granted pursuant to Fiscal 2002 Share Incentive Plan in respect of 416 shares exercisable from and after January 1, 2009; 417 shares exercisable from and after January 1, 2010; 417 shares exercisable from and after January 1, 2011.
(7)	Stock Options granted pursuant to Fiscal 2002 Share Incentive Plan in respect of 416 shares exercisable from and after January 1, 2009; 417 shares exercisable from and after January 1, 2010; 417 shares exercisable from and after January 1, 2011.
(8)	Stock options granted pursuant to Fiscal 2002 Share Incentive Plan in respect of 555 shares exercisable from and after January 1, 2010; 556 shares exercisable from and after January 1, 2011; 556 shares exercisable from and after January 1, 2012.
(9)	Stock options granted pursuant to Fiscal 2002 Share Incentive Plan in respect of 650 shares exercisable from and after January 1, 2011; 650 shares exercisable from and after January 1, 2012; 650 shares exercisable from and after January 1, 2013.
(10)	In connection with the termination of employment of Aerin Lauder Zinterhofer ("ALZ"), the expiration date of all her exercisable options became July 5, 2011.
(11)	Not applicable.
(12)	The remaining options held by ALZ were forfeited in connection with her termination of employment.
(13)	Sales prices range from $99.75 to $100.31 per share, inclusive.
(14)	Owned directly by Aerin Lauder Zinterhofer.
(15)	Owned directly by the Aerin Lauder Zinterhofer 2002 Revocable Trust u/a/d April 24, 2000, Aerin Lauder Zinterhofer, as grantor (the "ALZ 2000 Trust"). Owned indirectly by Aerin Lauder (a/k/a Aerin Lauder Zinterhofer). Aerin Lauder Zinterhofer disclaims beneficial ownership to the extent that she does not have a pecuniary interest in such securities.
(16)	Owned directly by the Trust under Article 2 of The Zinterhofer 2008 Descendants Trust Agreement u/a/d December 24, 2008 (the "2008 Descendants Trust"). Owned indirectly by Aerin Lauder Zinterhofer as co-trustee of the 2008 Descendants Trust. Aerin Lauder Zinterhofer disclaims beneficial ownership to the extent that she does not have a pecuniary interest in such securities.
(17)	Owned indirectly as Trustee and ultimate beneficial owner of the (the "2008 GRAT") and with respect to which she has sole voting and investment power. Aerin Lauder Zinterhofer disclaims beneficial ownership to the extent that she does not have a pecuniary interest in such securities.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.