UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
-------------
FORM 11-K
-------------
(Mark One):
[x] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934.
For the fiscal year ended January 31, 2008.
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934.
For the transition period from ________ to __________
Commission file number 1-9494
A. Full title of the plan and the address of the plan, if different from
that of the issuer named below:
Tiffany & Co. Employee Profit Sharing and Retirement Savings Plan
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
Tiffany & Co.
727 Fifth Avenue
New York, NY 10022
(212) 755-8000
TIFFANY & CO.
EMPLOYEE PROFIT SHARING AND RETIREMENT SAVINGS PLAN
CONTENTS
Page
REPORTS OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRMS 2
FINANCIAL STATEMENTS:
Statement of Net Assets Available for Benefits at January 31, 2008 4
Statement of Net Assets Available for Benefits at January 31, 2007 5
Statement of Changes in Net Assets Available for Benefits for the year
ended January 31, 2008 6
Notes to Financial Statements 7-12
SUPPLEMENTAL SCHEDULE: *
Form 5500, Part IV, Schedule H, Line 4i - Schedule of Assets
(Held At End of Year) as of January 31, 2008 13
Signatures 14
Exhibit Index 15
* All other schedules required by Section 2520.103-10 of the Department of
Labor's Rules and Regulations for Reporting and Disclosures under the Employee
Retirement Income Security Act of 1974 have been omitted because they are not
applicable.
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Trustees and Participants of
Tiffany & Co. Employee Profit Sharing
and Retirement Savings Plan
We have audited the accompanying statement of net assets available for benefits
of Tiffany & Co. Employee Profit Sharing and Retirement Savings Plan (the
"Plan") as of January 31, 2008, and the related statement of changes in net
assets available for benefits for the year then ended. These financial
statements are the responsibility of the Plan's management. Our responsibility
is to express an opinion on these financial statements based on our audit.
We conducted our audit in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audit provides a
reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for benefits of Tiffany & Co.
Employee Profit Sharing and Retirement Savings Plan as of January 31, 2008, and
the changes in its net assets available for benefits for the year then ended, in
conformity with accounting principles generally accepted in the United States of
America.
Our audit was performed for the purpose of forming an opinion on the 2008 basic
financial statements taken as a whole. The supplemental schedule of assets (held
at end of year) is presented for the purpose of additional analysis and is not a
required part of the 2008 basic financial statements but is supplementary
information required by the Department of Labor's Rules and Regulations for
Reporting and Disclosure under the Employee Retirement Income Security Act of
1974. This supplemental schedule is the responsibility of the Plan's management.
The supplemental schedule has been subjected to the auditing procedures applied
in the audit of the 2008 basic financial statements and, in our opinion, is
fairly stated in all material respects in relation to the 2008 basic financial
statements taken as a whole.
/s/ J.H. Cohn LLP
Roseland, New Jersey
July 17, 2008
2
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Participants and Administrator of the Tiffany & Co. Employee Profit
Sharing and Retirement Savings Plan:
In our opinion, the accompanying statement of net assets available for benefits
presents fairly, in all material respects, the net assets available for benefits
of the Tiffany & Co. Employee Profit Sharing and Retirement Savings Plan (the
"Plan") at January 31, 2007 in conformity with accounting principles generally
accepted in the United States of America. This financial statement is the
responsibility of the Plan's management. Our responsibility is to express an
opinion on this financial statement based on our audit. We conducted our audit
of this statement in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statement is free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statement, assessing the accounting principles used and significant estimates
made by management, and evaluating the overall financial statement presentation.
We believe that our audit provides a reasonable basis for our opinion.
/s/ PricewaterhouseCoopers LLP
July 19, 2007
3
TIFFANY & CO.
EMPLOYEE PROFIT SHARING AND RETIREMENT SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
January 31, 2008
--------------------------------------------------------------------
Participant Non-Participant
Directed Directed
------------------- ------------------
Employee Stock
Various Ownership Account
Funds Total
------------------- -------------------- --------------------
Assets:
Investments, at fair value:
DWS Trust Company:
Common and collective trusts $ 62,844,375 $ 32,760 $ 62,877,135
Mutual funds 116,134,119 - 116,134,119
Tiffany & Co. common stock 73,033,381 113,694 73,147,075
Participant loans 6,565,315 - 6,565,315
Cash and cash equivalents 79,350 - 79,350
------------------- -------------------- --------------------
Total investments 258,656,540 146,454 258,802,994
------------------- -------------------- --------------------
Receivables:
Employer's contribution 12,271,124 323,538 12,594,662
Employees' contribution 883,423 - 883,423
------------------- -------------------- --------------------
Total receivables 13,154,547 323,538 13,478,085
------------------- -------------------- --------------------
Total Assets 271,811,087 469,992 272,281,079
------------------- -------------------- --------------------
Liabilities:
Excess contributions payable 175,395 - 175,395
------------------- -------------------- --------------------
Total Liabilities 175,395 - 175,395
------------------- -------------------- --------------------
Net assets at fair value 271,635,692 469,992 272,105,684
Add: Adjustment from fair value to contract value for
interest in common and collective trusts relating to
fully benefit-responsive investment contracts 721,971 594 722,565
------------------- -------------------- --------------------
Net assets available for benefits $ 272,357,663 $ 470,586 $ 272,828,249
=================== ==================== ====================
The accompanying notes are an integral part of these financial statements.
4
TIFFANY & CO.
EMPLOYEE PROFIT SHARING AND RETIREMENT SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
January 31, 2007
--------------------------------------------------------------------
Participant Non-Participant
Directed Directed
------------------- --------------------
Employee Stock
Various Ownership
Funds Account Total
------------------- -------------------- --------------------
Assets:
Investments, at fair value:
DWS Trust Company:
Common and collective trusts $ 57,264,408 $ 74,765 $ 57,339,173
Mutual funds 106,153,597 - 106,153,597
Tiffany & Co. common stock 74,013,575 468,982 74,482,557
Participant loans 5,673,396 - 5,673,396
Cash and cash equivalents 114,279 - 114,279
------------------- -------------------- --------------------
Total investments 243,219,255 543,747 243,763,002
------------------- -------------------- --------------------
Receivables:
Employer's contribution 9,049,824 284,583 9,334,407
Employees' contribution 200,974 - 200,974
------------------- -------------------- --------------------
Total receivables 9,250,798 284,583 9,535,381
------------------- -------------------- --------------------
Net assets at fair value 252,470,053 828,330 253,298,383
Add: Adjustment from fair value to contract value for
interest in common and collective trusts relating to
fully benefit-responsive investment contracts 1,021,156 2,273 1,023,429
------------------- -------------------- --------------------
Net assets available for benefits $ 253,491,209 $ 830,603 $ 254,321,812
=================== ==================== ====================
The accompanying notes are an integral part of these financial statements.
5
TIFFANY & CO.
EMPLOYEE PROFIT SHARING AND RETIREMENT SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED JANUARY 31, 2008
Participant Non-Participant
Directed Directed
------------------- -------------------
Employee Stock
Various Ownership
Funds Account Total
------------------- ------------------- --------------------
Additions to net assets:
Interest and dividends $ 15,501,231 $ 4,553 $ 15,505,784
------------------- ------------------- --------------------
Total investment income 15,501,231 4,553 15,505,784
Contributions and rollovers:
Participant 23,154,041 - 23,154,041
Employer 12,543,535 323,538 12,867,073
------------------- ------------------- --------------------
Total contributions 35,697,576 323,538 36,021,114
------------------- ------------------- --------------------
Total additions 51,198,807 328,091 51,526,898
------------------- ------------------- --------------------
Deductions from net assets:
Net depreciation (appreciation) in fair value of
investments 12,603,025 (19,280) 12,583,745
Withdrawals and distributions 20,309,892 91,347 20,401,239
Investment related expenses 35,477 - 35,477
------------------- ------------------- --------------------
Total deductions 32,948,394 72,067 33,020,461
------------------- ------------------- -------------------
Transfers 616,041 (616,041) -
------------------- ------------------- --------------------
Increase (decrease) in net assets available for benefits 18,866,454 (360,017) 18,506,437
Net assets available for benefits:
Beginning of year 253,491,209 830,603 254,321,812
------------------- ------------------- --------------------
End of year $ 272,357,663 $ 470,586 $ 272,828,249
=================== =================== ====================
The accompanying notes are an integral part of these financial statements.
6
TIFFANY & CO.
EMPLOYEE PROFIT SHARING AND RETIREMENT SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
-----------------
A. DESCRIPTION OF PLAN
-------------------
The following description of the Tiffany & Co. Employee Profit Sharing
and Retirement Savings Plan (the "Plan") is provided for general
informational purposes only. Participants should refer to the Summary
Plan Description or the Plan document for complete information.
General
-------
The Plan is a defined contribution plan covering all eligible
employees of Tiffany & Co. (the "Company") and its U.S. subsidiaries
and has an employee profit-sharing feature ("ESOP"). Effective
February 1, 2006, the Plan was amended to provide a defined
contribution retirement benefit (the "DCRB") to eligible employees
hired on or after January 1, 2006.
The assets of the Plan are maintained and transactions therein are
executed by DWS Trust Company (formerly known as Scudder Trust
Company), the trustee of the Plan ("Trustee"), an affiliate of
Deutsche Bank, Inc. The Plan record keeper is ADP Retirement Services.
The Plan is administered by the Employee Profit Sharing and Retirement
Savings Plan Committee ("Plan Committee") appointed by the Board of
Directors of the Company. The Plan is subject to the provisions of the
Employee Retirement Income Security Act of 1974, as amended ("ERISA").
Eligibility
-----------
Employees automatically become participants in the ESOP feature of the
Plan on the February 1st immediately following their initial date of
employment. Employees become eligible and may elect to participate in
the 401(k) feature immediately following their initial date of
employment provided the employee is scheduled to work thirty-five or
more hours per week on a non-temporary basis, or an employee completes
one year of service. A year of service is determined by reference to
the date on which the participant's employment commenced or
recommenced and consists of 12 consecutive-month periods, commencing
with such date, during which the employee has attained at least 1,000
hours of service. Officers of the Company (those subject to Section 16
of the Securities Exchange Act of 1934) do not share in contributions
made under the ESOP feature of the Plan.
Contributions
-------------
The ESOP feature of the Plan is non-contributory on the part of
participating employees and is funded by Company contributions of
shares of Tiffany & Co. common stock. Employees who have two or more
years of service can diversify his or her ESOP contribution into other
investment options provided under the Plan. Company contributions to
the ESOP, if any, are based upon the achievement of certain targeted
earnings objectives by the Company and established by the Board of
Directors of the Company in accordance with, and subject to, the terms
and limitations of the Plan. Employees must be employed by the Company
on the last day of the year and have at least 1,000 hours of
employment during the year to receive the ESOP contribution.
The 401(k) feature of the Plan is funded by both employee and employer
contributions. With respect to employee contributions, participants
may elect, in one percent increments, to have an amount of between one
(1) and fifteen (15) percent of their annual compensation, not to
exceed $15,500 in 2007 (or $20,500 for individuals over 50 years of
age), subject to an annual inflation adjustment, contributed to the
401(k) feature of the Plan as a tax deferred contribution, subject to
certain limitations applicable to highly
7
compensated employees.
Participants may also contribute amounts representing distributions
from other qualified defined benefit or defined contribution plans.
With respect to employer contributions, following the end of each Plan
year, a contribution is made to the account of each employee who was a
participant in the 401(k) feature of the Plan as of the end of such
Plan year. Such contribution is equal to fifty percent (50%) of such
participant's total contributions to his or her account during that
year, up to three percent (3%) of such participant's compensation over
that same year. Employer contributions to a participant's account are
allocated among the various investment options in the same proportion
as the participant's own contributions.
Under certain circumstances, employee contributions and employer
matching contributions may be limited in the case of highly
compensated employees.
The DCRB feature of the Plan is non-contributory on the part of
participating employees and is funded by Company contributions,
following the end of each Plan year, to be invested in a manner
similar to the 401(k) retirement savings portion of the Plan. Employer
contributions are determined by a formula using the participant's
eligible compensation, age and years of service.
Participant Accounts
--------------------
Each participant's 401(k) and DCRB account is credited with the
participant's contribution, if applicable, and employer contributions,
and an allocation of each selected fund's earnings, including
interest, dividends and net realized and unrealized appreciation in
the fair value of investments. Each participant's account is also
charged an allocation of net realized and unrealized depreciation in
the fair value of investments and investment-related expenses. The
benefit to which a participant is entitled is the benefit that can be
provided from the participant's vested account. Allocations are based
on participant account balances.
The Company's contribution for each Plan year under the ESOP feature
of the Plan is allocated to participants' accounts on an equal basis.
Vesting
-------
All amounts contributed by employees under the 401(k) feature of the
Plan are immediately 100% vested and non-forfeitable at all times.
Employer contributions under the 401(k) feature of the Plan become
100% vested and non-forfeitable after the participant has completed
two years of service. Employer contributions under the DCRB feature of
the Plan become vested based on the following schedule:
Years of Service Vested Percentage
---------------- -----------------
Less than 2 years 0%
2 years or more 20%
3 years or more 40%
4 years or more 60%
5 years or more 80%
6 years or more 100%
Employees hired from January 1, 2006 through December 31, 2006 will
become 100% vested in the DCRB benefit upon completing five (5) years
of service.
Contributions to participant accounts associated with the ESOP feature
of the Plan become 100% vested and non-forfeitable when the
participant has completed two years of service. A participant also
becomes vested in his or her ESOP account upon termination of
employment by reason of death, retirement or disability. For purposes
of the Plan, retirement is defined as termination of employment after
age 65.
In the event a participant leaves the Company prior to becoming fully
vested, the participant will forfeit the
8
shares in his or her ESOP account and such shares will remain in the
Plan to be reallocated ratably amongst the remaining participants in
the Plan's ESOP feature within the DWS Trust Co. Stable Value Fund.
The participant will also forfeit any assets in his or her 401(k) or
DCRB account representing unvested employer contributions and such
assets will be made available to offset required employer matching
contributions to other participants' accounts. Forfeitures relating to
the ESOP feature of the Plan totaled $43,851 and $88,633 for the years
ended January 31, 2008 and 2007, respectively. Forfeitures of unvested
employer contributions in the 401(k) portion of the plan totaled
$81,205 and $84,927 for the years ended January 31, 2008 and 2007,
respectively, and were used to reduce employer contributions made in
the following year. At January 31, 2008 and 2007, forfeited unvested
accounts totaled $171,373 and $170,192, respectively.
Administrative Expenses
-----------------------
All administrative expenses incurred in connection with the Plan are
paid by the Company. Investment-related expenses are charged against
Plan assets.
Participant Loans and Withdrawals
---------------------------------
Participants may borrow from their 401(k) accounts up to a maximum
amount equal to the lesser of $50,000 or fifty percent (50%) of their
vested 401(k) account balance. All loans must be repaid within five
years unless they are used by the participant to purchase a primary
residence. Loans are collaterized by the balance in the participant's
account and bear interest at rates commensurate with prevailing market
rates as determined by the Plan administrator. Interest rates range
from 4.25 percent to 10.50 percent. Principal and interest is paid
ratably through payroll deductions.
Participants may also obtain a cash withdrawal of all or a portion of
the value of their 401(k) account contributions (excluding employer
matching contributions and earnings on contributions) and their
rollover contributions, if any, on the basis of hardship as permitted
under the Plan.
Payment of Benefits
-------------------
Distributions of the participant's account may be made upon
retirement, death or disability, or upon termination of employment.
Participants will receive the full vested balance of their Plan
account in a lump sum cash distribution, except with respect to the
DCRB account which may be received in the form of either a lump sum or
ten substantially equal annual installments and with respect to whole
shares held in the ESOP feature of the Plan that are distributed in
the form of stock certificates. The balance of the participant's
Tiffany & Co. common stock fund account may also be distributed in the
form of stock certificates for whole shares if the participant so
elects. Subject to certain mandatory distribution provisions, in the
event of retirement, a participant may elect to defer his/her
distribution until the next Plan year thereby entitling the
participant to his or her proportionate share of the Company's
contribution to the ESOP feature of the Plan for the Plan year in
which the participant retired. In the event of a participant's death,
the distribution of the participant's account balance will be made to
the participant's designated beneficiary or the participant's estate,
if no beneficiary has been so designated.
Voting Rights
-------------
Each participant is entitled to exercise voting rights attributable to
the shares of Tiffany & Co. Common Stock allocated to his or her
account and is notified by the Trustee prior to the time that such
rights are to be exercised. The Trustee is not permitted to vote any
allocated share for which instructions have not been given by a
participant.
B. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
------------------------------------------
Basis of Accounting
-------------------
The Plan's financial statements have been prepared on the accrual
basis of accounting in conformity with
9
accounting principles generally accepted in the United States of
America.
Payment of Benefits
-------------------
Benefit payments to participants are recorded upon distribution.
New Accounting Standard
-----------------------
In September 2006, the Financial Accounting Standards Board ("FASB")
issued Statement of Financial Accounting Standards ("SFAS") No. 157,
"Fair Value Measurements" which establishes a framework for measuring
fair value of assets and liabilities and expands disclosures about
fair value measurements. The changes to current practice resulting
from the application of SFAS No. 157 relate to the definition of fair
value, the methods used to measure fair value, and the expanded
disclosures about fair value measurements. SFAS No. 157 is effective
for fiscal years beginning after November 15, 2007. In February 2008,
the FASB deferred the implementation of the provisions of SFAS No. 157
relating to nonfinancial assets and liabilities, except those that are
recognized or disclosed at fair value in the financial statements on a
recurring basis (at least annually) to fiscal years beginning after
November 15, 2008. Management is currently evaluating the effect that
the adoption of this statement will have on the Plan's financial
position and earnings.
Investment Valuation
--------------------
Investments in mutual funds are stated at fair value as determined by
quoted market prices based on the net asset value of shares held by
the Plan at year-end. Investments in Tiffany & Co. common stock are
stated at fair value as determined by quoted market prices as of the
last day of the Plan year. Investments in common and collective trusts
are stated at estimated fair value which represents the net asset
value of shares held by the Plan at year-end. Participant loans are
valued at their outstanding balance, which approximates fair value.
The Plan offers the DWS Trust Co. Stable Value Fund which fully
invests its funds into the Pyramid Stable Value Fund. The Pyramid
Stable Value Fund invests in one or more agreements, collectively
referred to as general account guaranteed investment contracts
("GICs") issued by banks, insurance companies or other financial
institutions. The Pyramid Stable Value Fund may also invest in one or
more separate account guaranteed investment contracts or in a
portfolio of marketable fixed income securities and other financial
instruments in order to provide book value liquidity for portfolio
securities sold to make participant-directed withdrawals. The
contracts are fully benefit-responsive and are recorded at fair value
and adjusted to contract value in accordance with FASB Staff Position
("FSP") AAG INV-1 and SOP 94-4-1, "Reporting of Fully
Benefit-Responsive Investment Contracts Held by Certain Investment
Companies Subject to the AICPA Investment Company Guide and
Defined-Contribution Health and Welfare and Pension Plans." As
described in the FSP, investment contracts held by a
defined-contribution plan are required to be reported at fair value.
However, contract value is the relevant measurement attribute for that
portion of the net assets available for benefits of a
defined-contribution plan attributable to fully benefit-responsive
investment contracts because contract value is the amount participants
would receive if they were to initiate permitted transactions under
the terms of the Plan.
The Plan presents, in the statement of changes in net assets available
for benefits, the net appreciation/(depreciation) in the fair value of
its investments, which consists of the realized gains or losses and
the unrealized appreciation/(depreciation) on those investments.
Purchases and Sales of Investments
----------------------------------
Purchases and sales of investments are recorded on a trade date basis.
Dividend income is recorded on the ex-dividend date. Interest income
is recorded when earned. Cost of securities sold is determined by
specific identification method.
10
Use of Estimates
----------------
The preparation of financial statements in conformity with accounting
principles generally accepted in the United States of America requires
management to make significant estimates and assumptions that affect
the reported amounts of assets, liabilities, and changes there in, and
disclosures of contingent assets and liabilities at the date of the
financial statements and the reported amounts of revenue and expenses
during the reporting periods. Actual results could differ from those
estimates.
C. INVESTMENTS
-----------
Investments that were equal to or exceeded 5% of the current value of
the Plan's net assets at January 31, 2008 and 2007 were as follows:
January 31,
------------------------------------------------
2008 2007
---------------------- --------------------
DWS Trust Co. Global Thematic Fund $ 16,304,265 $ 15,590,306
American Funds Growth Fund of America 22,352,281 20,802,419
DWS Trust Co. Growth & Income Fund - 19,260,424
DWS Trust Co. Stock Index Fund 23,005,559 23,670,084
DWS Trust Co. Stable Value Fund 40,594,141 34,692,518
Victory Diversified Stock Fund 17,957,180 -
Tiffany & Co. Stock Fund 73,033,381 74,013,575
As of January 31, 2008 and 2007, there were 2,857 shares totaling $113,694 and 11,945 shares totaling
$468,982, respectively, of Tiffany & Co. common stock that were non-participant directed.
The net depreciation in the fair value of investments for the year ended January 31, 2008 was as follows:
Common and collective trusts $ (611,740)
Mutual funds (13,746,776)
Tiffany & Co. common stock 1,755,491
Tiffany & Co. common stock (ESOP) * 19,280
--------------------
Net depreciation in the fair value of investments $ (12,583,745)
====================
* Non-participant directed.
D. PARTY-IN-INTEREST TRANSACTIONS
------------------------------
Certain Plan investments include common and collective trusts and
mutual funds managed by DWS Trust Company, Inc., the Plan Trustee.
Therefore, investment transactions in such common and collective
trusts and mutual funds are considered to be exempt party-in-interest
transactions under the Department of Labor's rules and regulations.
Additionally, investments of the Plan include common stock of Tiffany
& Co., the Plan sponsor.
E. TAX STATUS
----------
The Company believes that the Plan currently is designed and being
operated in compliance with the applicable requirements of the
Internal Revenue Code (the "Code") and that, therefore, the Plan
continues to qualify under Code Section 401(a) and the related trust
continues to be tax-exempt as of January 31, 2008. Therefore, no
provision for income taxes is included in the Plan's financial
statements.
11
A routine Internal Revenue Service ("IRS") audit revealed the form
amendments required by a series of statutes collectively referred to
by the IRS as "GUST II" and the Economic Growth and Tax Relief
Reconciliation Act ("EGTRRA") form amendments were not adopted on a
timely basis. However, the Plan was being operated in compliance with
the GUST II and EGTRRA laws on a timely basis. In addition,
operational issues were identified. These issues have been corrected,
which included a Company contribution of $183,750 to the Plan in 2007.
On August 15, 2007, the IRS approved the Closing Agreement on Final
Determination Covering Specific Matters, thereby closing the IRS
audit. On April 14, 2008, the IRS issued a favorable determination
letter, in which it stated that the Plan was in compliance with the
applicable requirements of the Code.
F. CONCENTRATION OF CREDIT AND MARKET RISK
---------------------------------------
The Plan provides for various investment options in any one or a
combination of Tiffany and Co. common stock, common and collective
trusts and mutual funds that invest in a variety of stocks, bonds,
fixed income securities and other investment securities. Investment
securities are exposed to various risks, such as interest rate, market
and credit. Due to the level of risk associated with certain
investment securities and the level of uncertainty related to changes
in the value of investment securities, it is at least reasonably
possible that changes in risks in the near term would materially
affect participants' account balances and the amounts reported in the
statements of net assets available for benefits and the statement of
changes in net assets available for benefits.
G. PLAN TERMINATION
----------------
Although it has not expressed any intent to do so, the Board of
Directors of the Company reserves the right to change, amend or
terminate the Plan at any time at its discretion, subject to the
provisions of ERISA. In the event the Plan is terminated, participants
will become 100% vested in their accounts. In addition, in the event
of the dissolution, merger, consolidation or reorganization of the
Company, the Plan will automatically terminate and the Plan's assets
will be liquidated unless the Plan is continued by a successor to the
Company.
12
Tiffany & Co.
Employee Profit Sharing and Retirement Savings Plan
Form 5500, Part IV, Schedule H, Line 4i - Schedule of Assets (Held At End of Year)
as of January 31, 2008
Description of investment
including maturity date,
Identity of Issue, borrower, lessor or similar rate of interest, collateral, Number of shares,
party par, or maturity value units or par value Cost Current Value
------------------------------------------------------------------------------------------------------------------------------------
------------------------------------------------------------------------------------------------------------------------------------
* DWS Trust Co. Stable Value Fund Common / Collective Trust 40,593,546 40,593,546 $ 40,594,141
------------------------------------------------------------------------------------------------------------------------------------
* DWS Trust Co. Stock Index Fund Common / Collective Trust 532,536 18,797,823 23,005,559
------------------------------------------------------------------------------------------------------------------------------------
Federated Funds Federated Mid Cap Index Mutual Fund 435,148 9,468,533 8,894,434
------------------------------------------------------------------------------------------------------------------------------------
* DWS Trust Co. Lifecompass 2040 Fund Mutual Fund 239 2,147 2,196
------------------------------------------------------------------------------------------------------------------------------------
Victory Diversified Stock Fund Mutual Fund 1,094,283 19,413,964 17,957,180
------------------------------------------------------------------------------------------------------------------------------------
Pimco Total Return Fund Mutual Fund 931,087 9,825,087 10,241,956
------------------------------------------------------------------------------------------------------------------------------------
* DWS Trust Co. Global Thematic Fund Mutual Fund 623,252 20,578,680 16,304,265
------------------------------------------------------------------------------------------------------------------------------------
American Funds Growth Fund of America Mutual Fund 707,799 21,974,289 22,352,281
------------------------------------------------------------------------------------------------------------------------------------
* DWS Trust Co. Lifecompass Retire Fund Mutual Fund 302,363 3,590,822 3,703,950
------------------------------------------------------------------------------------------------------------------------------------
* DWS Trust Co. Lifecompass 2030 Fund Mutual Fund 325 3,568 3,521
--------------------------------------------------------------------------------------------------------------------------------
* DWS Trust Co. Large Cap Value Fund Mutual Fund 229,508 5,116,068 4,537,376
------------------------------------------------------------------------------------------------------------------------------------
* DWS Trust Co. Dreman Small Cap Value Mutual Fund 218,339 8,012,085 7,115,673
------------------------------------------------------------------------------------------------------------------------------------
* DWS Trust Co. Lifecompass 2015 Fund Mutual Fund 1,085,035 12,844,678 13,096,376
------------------------------------------------------------------------------------------------------------------------------------
* DWS Trust Co. Lifecompass 2020 Fund Mutual Fund 828,694 11,223,207 11,924,911
------------------------------------------------------------------------------------------------------------------------------------
* Tiffany & Co. Common Stock 1,838,328 64,076,021 73,147,075
------------------------------------------------------------------------------------------------------------------------------------
* Participant Loans Rates of interest from 4.25%
- 10.50% maturing at various
dates through 9/4/2017. - 6,565,315
------------------------------------------------------------------------------------------------------------------------------------
Cash and Cash Equivalents Cash and Cash Equivalents 79,350 79,350
------------------------------------------------------------------------------------------------------------------------------------
------------------------------------------------------------------------------------------------------------------------------------
Total $ 245,599,868 $ 259,525,559
------------------------------------------------------------------------------------------------------------------------------------
* Party-in-interest
13
SIGNATURES
The Plan. Pursuant to the requirements of the Securities Exchange Act of
1934, the trustees (or other persons who administer the employee benefit plan)
have duly caused this annual report to be signed on its behalf by the
undersigned hereunto duly authorized.
Tiffany & Co. Employee Profit Sharing and Retirement Savings Plan
(Name of Plan)
Date: July 17, 2008
/s/ Patrick B.Dorsey
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Patrick B. Dorsey
Member of Plan Administrative Committee
14
EXHIBIT INDEX
Exhibit
Number Description
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23.1 Consent of Independent Registered Public Accounting Firm - J.H.
Cohn LLP
23.2 Consent of Independent Registered Public Accounting Firm -
PricewaterhouseCoopers LLP
15