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: March 23, 2007

                                  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 No.)


  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

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 8.01       Other Events.

Registrant  makes various grants and awards of cash,  stock and stock units, and
provides  various  benefits,  to its  executive  officers  and other  management
employees  pursuant to its 2005 Employee  Incentive Plan and pursuant to various
retirement  plans,  formal  agreements and informal  agreements.  As part of its
annual review of compensation,  the Compensation Committee of Registrant's Board
of Directors made various changes. Forms of changed awards, terms and agreements
subject  to  such  changes  made  are  attached  as  exhibits   hereto  and  are
incorporated herein by reference.


Item 9.01       Financial Statements and Exhibits.

    (c)         Exhibits

                10.139b  Form of Fiscal 2007 Cash Incentive Award Agreement for
                         certain executive officers under Registrant's 2005
                         Employee Incentive Plan Amended and Adopted as of
                         May 18, 2006.

                10.151a  2005 Employee Incentive Plan Amended and Adopted as of
                         May 18, 2006.





                                    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.


                                      BY: /s/ Patrick B. Dorsey
                                          ______________________________________
                                          Patrick B. Dorsey
                                          Senior Vice President, General Counsel
                                          and Secretary



Date:  March 23, 2007





                                  EXHIBIT INDEX


Exhibit No.     Description

10.139b         Form of Fiscal 2007 Cash Incentive Award Agreement for certain
                executive officers under Registrant's 2005 Employee Incentive
                Plan Amended and Adopted as of May 18, 2006.

10.151a         2005 Employee Incentive Plan Amended and Adopted as of
                May 18, 2006.