On March 23, 2009, Registrant issued a press release announcing its unaudited earnings and results of operations for the fourth quarter ended January 31, 2009. A copy of the March 23, 2009 press release is attached hereto as Exhibit 99.1 to this Form 8-K.

On March 18, 2009, Registrant, Tiffany and Company, Tiffany & Co. International, and each other Subsidiary of Registrant that is a Borrower and is a signatory, delivered to The Bank of New York Mellon, Amendment No. 1 to the Credit Agreement dated July 20, 2005. A copy of Amendment No. 1 is attached hereto as an exhibit.

Registrant makes various grants, awards of cash and stock, and provides various benefits to its directors. A copy of the 2008 Directors Equity Compensation Plan approved by the stockholders on May 15, 2008 is attached hereto as an exhibit.

The information in this Current Report on Form 8-K is being furnished pursuant to Item 2.02 Results of Operations and Financial Condition. In accordance with General Instruction B.2 of Form 8-K, the information in this report shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly stated by specific reference in such filing.

Item 9.01.      Financial Statements and Exhibits.

    (c)         Exhibits

                99.1            Press Release dated March 23, 2009.

                10.146b         Amendment No. 1 to the Credit Agreement dated
                                July 20, 2005, between The Bank of New York
                                Mellon and Tiffany & Co., Tiffany and Company,
                                Tiffany & Co. International, and each other
                                Subsidiary that is a Borrower.

                4.3a            2008 Directors Equity Compensation Plan.