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): August 16, 2001


                                  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






Item 5.           Other Events.

         On August 16, 2001, Registrant issued the following press release
announcing its sales and earnings for the three-month period ended July 31,
2001:

NEW YORK, August 16, 2001 - Tiffany & Co. (NYSE-TIF)  reported that net sales of
$371,301,000 in the second quarter ended July 31, 2001 were 1 percent lower than
$374,448,000 a year ago. Net earnings  declined 8 percent to $36,052,000,  or 24
cents per diluted  share,  compared  with  $39,165,000,  or 26 cents per diluted
share,  a year ago.  Net sales and net  earnings  increased  21  percent  and 70
percent, respectively, in the second quarter of 2000.

Second  quarter U.S.  comparable  store sales  declined 4 percent,  in line with
guidance  provided in the Company's  July 10th press  release.  Worldwide,  on a
constant-exchange-rate   basis,   which   excludes  the  effect  of  translating
local-currency-denominated  sales into U.S. dollars,  Tiffany's net sales rose 4
percent and comparable store sales rose fractionally.

For the six months (first half) ended July 31st, net sales of $707,702,000  were
2 percent  below  $719,591,000  a year ago. Net earnings of  $66,814,000,  or 44
cents per  diluted  share,  were 4 percent  below  $69,590,000,  or 46 cents per
diluted share, in the prior year.

Michael J. Kowalski,  president and chief executive officer,  said, "The current
retail  environment  in the U.S.  and certain  international  markets  contrasts
sharply  with  favorable  conditions  a year ago.  The impact on our  short-term
results is certainly  not  surprising,  and we remain  confident in the inherent
strength and potential of Tiffany's  underlying  business."

Results in Tiffany's three channels of distribution were as follows:

o    U.S. Retail sales declined 1 percent to $186,163,000 in  the second quarter
     and 4 percent to  $345,175,000  in the first  half, due to comparable store
     sales declines of 4 percent in the quarter and 6 percent in the half.Second
     quarter and first half



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     comparable  store sales in  Tiffany's  flagship  New York store  declined 6
     percent and 11 percent,  while U.S.  branch stores declined 3 percent and 4
     percent.   Results  reflected  a  lower  level  of  customer  spending  per
     transaction  that offset a greater number of  transactions.  In 2000,  U.S.
     comparable  store sales  increased 19 percent in the second  quarter and 23
     percent in the first half.

o    International Retail sales declined 2 percent to $150,574,000 in the second
     quarter  and  1 percent  to $296,997,000  in the first half. On a constant-
     exchange-rate basis, International Retail sales increased 9 percent in both
     the second quarter and  first half.  Comparable  store sales in the  second
     quarter and first half rose 6 percent in both  periods in Japan, 3  percent
     and 2 percent in other Asia-Pacific markets and 17  percent and 15  percent
     in Europe on a constant-exchange-rate basis.

o    Direct Marketing sales  rose 6 percent in the second quarter to $34,564,000
     and 8 percent to $65,530,000 in the first half. Sales in the second quarter
     and first half declined 5 percent and rose 2 percent in Tiffany's corporate
     division,  while combined  catalog/Internet  sales rose  18 percent  and 17
     percent in those periods.

Mr. Kowalski added, "Tiffany's extraordinary product selection is appreciated by
growing numbers of customers in existing and new markets. Store expansion in the
first half of 2001 included the opening of new locations in San Jose, Melbourne,
Sao Paolo and Japan  (three  boutiques).  In the  second  half of the year,  new
locations  are planned to open in Tampa,  Rome,  London (a third  location)  and
Tokyo (one boutique).  Merchandising initiatives include introducing an exciting
assortment of new product  designs.  Our  long-term  success will continue to be
driven by a disciplined approach toward executing our business plan and will not
be affected by short-term  cycles.  "There is widespread  uncertainty  about the
timing and magnitude of a global economic recovery. While the first two weeks of
August  indicate a  continuation  of recent  sales  trends in the U.S.  and some
improvement in Japan,  we assume that current  economic  conditions will improve
more gradually than originally anticipated. Based on that revised assumption and
an approximate  continuation  of second quarter sales and margin trends,



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we now expect that third  quarter  earnings per diluted share will be in a range
of 22 - 24 cents,  versus 24 cents in the prior year. For the fourth quarter, we
now expect that, based on modestly improving U.S. comparable store sales trends,
earnings will increase to a range of 60 - 65 cents per diluted share,  versus 56
cents last year.  This would result in full year earnings  equal to, or slightly
above,  the prior year and we expect  further  gradual  acceleration  throughout
2002," Mr. Kowalski concluded.

Tiffany & Co. is the  internationally  renowned jeweler and specialty  retailer.
Sales are made  primarily  through  TIFFANY & CO.  stores and  boutiques  in the
Americas,  Asia-Pacific,  Europe and the Middle East. Direct Marketing  includes
Tiffany's corporate division, catalog and Internet sales. Additional information
can be found on  Tiffany's  Web site,  www.tiffany.com,  and on its  shareholder
information line (800) TIF-0110.

The  Company  will host a  conference  call  today at 8:30 a.m.  (EST) to review
second  quarter  results  and the  outlook.  Interested  parties may listen to a
broadcast  on the  Internet  at  www.shareholder.com/tiffany,  www.vcall.com  or
www.streetevents.com.

This press release  contains  certain  "forward-looking"  statements  concerning
expectations  for sales,  margins and  earnings.  Actual  results  might  differ
materially from those projected in the forward-looking  statements.  Information
concerning  factors that could cause actual results to differ materially are set
forth in  Tiffany's  2000 Annual  Report and in Form 10-K,  10-Q and 8-K Reports
filed with the Securities  and Exchange  Commission.  The Company  undertakes no
obligation  to  update or  revise  any  forward-looking  statements  to  reflect
subsequent events or circumstances.

                                      # # #



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                                        TIFFANY & CO. AND SUBSIDIARIES
                                CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS
                             (Unaudited, in thousands, except per share amounts)





                                                           Three months                          Six months
                                                          ended July 31,                      ended July 31,
                                                ---------------------------------  ------------------------------------
                                                           2001            2000               2001              2000
                                                    ------------    -------------      --------------    --------------
                                                                                          
Net sales                                        $      371,301  $       374,448    $        707,702  $        719,591

Cost of sales                                           155,430          161,994             301,691           318,428
                                                    ------------    -------------      --------------    --------------

Gross profit                                            215,871          212,454             406,011           401,163

Selling, general and administrative expenses            150,201          145,377             291,120           280,691
                                                    ------------    -------------      --------------    --------------

Earnings from operations                                 65,670           67,077             114,891           120,472

Other expenses,  net                                      5,581            1,804               3,534             4,489
                                                    ------------    -------------      --------------    --------------

Earnings before income taxes                             60,089           65,273             111,357           115,983

Provision for income taxes                               24,037           26,108              44,543            46,393
                                                    ------------    -------------      --------------    --------------

Net earnings                                     $       36,052  $        39,165    $         66,814  $         69,590
                                                    ============    =============      ==============    ==============


Net earnings per share:

  Basic                                          $         0.25  $          0.27    $           0.46  $           0.48
                                                    ============    =============      ==============    ==============

  Diluted                                        $         0.24  $          0.26    $           0.44  $           0.46
                                                    ============    =============      ==============    ==============


Weighted average number of common shares:

  Basic                                                 146,042          145,165             145,979           145,132
  Diluted                                               151,752          151,546             151,509           151,689



Certain  reclassifications  were made to the prior year's condensed consolidated
statements of earnings.



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                                  TIFFANY & CO. AND SUBSIDIARIES
                              CONDENSED CONSOLIDATED BALANCE SHEETS
                                   (Unaudited, in thousands)






                                                  July 31,           January 31,              July 31,
                                                      2001                  2001                  2000
                                          -----------------    ------------------    ------------------
ASSETS

Current assets:
                                                                             
Cash and cash equivalents                  $       112,730      $        195,613      $        174,662
Accounts receivable, net                            92,077               106,988               100,526
Inventories, net                                   667,799               651,717               559,675
Deferred income taxes                               36,037                28,069                33,131
Prepaid expenses and other current assets           38,574                22,458                33,969
                                              -------------        --------------        --------------

Total current assets                               947,217             1,004,845               901,963

Property, plant and equipment, net                 473,107               423,244               339,626
Deferred income taxes                                4,446                 7,282                 5,681
Other assets, net                                  152,797               132,969               132,938
                                              -------------        --------------        --------------

                                           $     1,577,567      $      1,568,340      $      1,380,208
                                              =============        ==============        ==============

LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
Short-term borrowings                      $        51,294      $         28,778      $         28,671
Obligation under capital lease                      40,726                40,747                     0
Accounts payable and accrued liabilities           151,986               189,531               181,246
Income taxes payable                                16,208                42,085                19,067
Merchandise and other customer credits              36,968                36,057                31,569
                                              -------------        --------------        --------------

Total current liabilities                          297,182               337,198               260,553

Long-term debt                                     235,437               242,157               247,239
Postretirement/employment benefit obligations       27,926                26,134                24,684
Other long-term liabilities                         40,974                37,368                34,980
Stockholders' equity                               976,048               925,483               812,752
                                              -------------        --------------        --------------

                                           $     1,577,567      $      1,568,340      $      1,380,208
                                              =============        ==============        ==============



Certain reclassifications were made to the prior periods' condensed consolidated
balance sheets.



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                                    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, Secretary and
                                          General Counsel

Date: August 16, 2001



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