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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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SCHEDULE 13G
(RULE 13D-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED
PURSUANT TO RULES 13D-1(B), (C) AND (D) AND
AMENDMENTS THERETO FILED PURSUANT TO RULE 13D-2(B)
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(AMENDMENT NO. 10)*
THE ESTEE LAUDER COMPANIES INC.
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(NAME OF ISSUER)
CLASS A COMMON STOCK, 518439 10 4
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PAR VALUE $.01 PER SHARE (CUSIP NUMBER)
(TITLE OF CLASS OF SECURITIES)
DECEMBER 31, 2006
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(DATE OF EVENT WHICH REQUIRES FILING OF THIS STATEMENT)
CHECK THE APPROPRIATE BOX TO DESIGNATE THE RULE PURSUANT TO WHICH THIS SCHEDULE
IS FILED:
[_] RULE 13D-1(B)
[_] RULE 13D-1(C)
[X] RULE 13D-1(D)
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*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page. The information required in the
remainder of this cover page shall not be deemed to be "filed" for the purpose
of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the
liabilities of that section of the Act but shall be subject to all other
provisions of the Act (however, see the Notes).
Continued on Following Pages
Page 1 of 8 Pages
Exhibit Index Appears on Page 7
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CUSIP No. 518439 10 4 13G Page 2 of 8 Pages
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1 NAME OF REPORTING PERSONS: JOEL S. EHRENKRANZ
S.S OR I.R.S. IDENTIFICATION
NO. OF ABOVE PERSONS (ENTITIES ONLY):
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:*
(A) [_]
(B) [X]
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF UNITED STATES OF AMERICA
ORGANIZATION:
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NUMBER OF 5 SOLE VOTING POWER: 0
SHARES
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BENEFICIALLY 6 SHARED VOTING POWER: 3,995,336
OWNED BY
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EACH 7 SOLE DISPOSITIVE POWER: 0
REPORTING
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PERSON WITH 8 SHARED DISPOSITIVE 3,995,336
POWER:
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9 AGGREGATE AMOUNT BENEFICIALLY 3,995,336
OWNED BY EACH REPORTING PERSON:
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES N/A
CERTAIN SHARES:* [_]
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9): 3.1%
** SEE ITEM 4
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12 TYPE OF REPORTING PERSON: IN
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* SEE INSTRUCTIONS BEFORE FILLING OUT!
ITEM 1. IDENTITY OF ISSUER
(a) The name of the issuer is The Estee Lauder Companies
Inc. (the "Issuer").
(b) The address of the Issuer's principal executive office
is 767 Fifth Avenue, New York, New York 10153.
ITEM 2. IDENTITY OF PERSON FILING
(a)-(c)(c) This report is being filed by Joel S. Ehrenkranz with a
business address of 375 Park Avenue, New York, New York
10152 (the "Reporting Person"). The Reporting Person is
a citizen of the United States of America.
(d)-(e) This report covers the Issuer's Class A Common Stock,
par value $.01 per share (the "Class A Common Stock").
The CUSIP number of the Class A Common Stock is 518439
10 4.
ITEM 3.
Not Applicable.
ITEM 4. OWNERSHIP
(a) As of December 31, 2006, the Reporting Person
beneficially owned 3,995,336 shares of Class A Common
Stock as follows: (i) 368,441 shares of Class A Common
Stock and 1,914,608 shares of Class B Common Stock, par
value $.01 per share, of the Issuer (the "Class B Common
Stock") held indirectly as a co-trustee of the 1992 GRAT
Remainder Trust f/b/o William Lauder (the "WPL Remainder
Trust") and (ii) 368,441 shares of Class A Common Stock
and 1,343,846 shares of Class B Common Stock held
indirectly as co-trustee of the 1992 GRAT Remainder
Trust f/b/o Gary Lauder (the "GML Remainder Trust"). The
Reporting Person disclaims beneficial ownership of the
736,882 shares of Class A Common Stock and the 3,258,454
shares of Class B Common Stock held indirectly as a
co-trustee of the WPL Remainder Trust and the GML
Remainder Trust.
(b) Each share of Class B Common Stock is convertible at the
option of the holder into one share of Class A Common
Stock and is automatically converted into one share of
Class A Common Stock upon transfer to a person who is
not a Permitted Transferee, as that term is defined in
the Issuer's Certificate of Incorporation. Assuming
conversion of all such shares of Class B Common Stock
beneficially owned by the Reporting Person, the
Reporting Person would beneficially own 3,995,336 shares
of Class A Common Stock, which would constitute 3.1% of
the number of shares of Class A Common Stock
outstanding.
Page 3 of 8 Pages
Each share of Class A Common Stock entitles the holder
to one vote on each matter submitted to a vote of the
Issuer's stockholders and each share of Class B Common
Stock entitles the holder to ten votes on each such
matter, including the election of directors of the
Issuer. Assuming no conversion of any of the outstanding
shares of Class B Common Stock, the 736,882 shares of
Class A Common Stock and the 3,258,454 shares of Class B
Common Stock for which the Reporting Person has voting
power constitute 3.5% of the aggregate voting power of
the Issuer.
(c) The Reporting Person shares voting and dispositive power
with William P. Lauder and Gary M. Lauder, as
co-trustees of the WPL Remainder Trust and the GML
Remainder Trust, with respect to the 368,441 shares of
Class A Common Stock and the 1,914,608 shares of Class B
Common Stock owned by the WPL Remainder Trust, and the
368,441 shares of Class A Common Stock and the 1,343,846
shares of Class B Common Stock owned by the GML
Remainder Trust.
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
Not Applicable.
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON
William P. Lauder and Gary M. Lauder, as co-trustees of the WPL
Remainder Trust and the GML Remainder Trust, have the right to
receive or the power to direct the receipt of dividends from, or the
proceeds from the sale of, the 736,882 shares of Class A Common
Stock and the 3,258,454 shares of Class B Common Stock owned by the
WPL Remainder Trust and the GML Remainder Trust.
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED
THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY
Not Applicable.
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP
The Reporting Person is a party to a Stockholders' Agreement (the
"Stockholders' Agreement"), dated November 22, 1995, as amended,
among the parties listed on Exhibit A attached hereto. The
stockholders who are parties to the Stockholders' Agreement have
agreed to vote in favor of the election of Leonard A. Lauder and
Ronald S. Lauder and one designee of each as directors of the
Issuer. The Stockholders' Agreement also contains certain
limitations on the transfer of shares of Class A Common Stock. Each
stockholder who is a party to the Stockholders' Agreement has agreed
to grant to the other parties a right of first offer to purchase
shares of Class A Common Stock of the stockholder in the event the
stockholder intends to sell to a person (or group of persons) who is
not a Lauder Family Member, as defined therein, except in certain
circumstances, such as sales in a widely distributed underwritten
public offering or sales made in compliance with Rule 144.
Page 4 of 8 Pages
ITEM 9. NOTICE OF DISSOLUTION OF GROUP
Not Applicable.
ITEM 10. CERTIFICATION
Not Applicable.
Page 5 of 8 Pages
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Date: February 12, 2007 /s/ Joel S. Ehrenkranz
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Joel S. Ehrenkranz
Page 6 of 8 Pages
EXHIBIT INDEX
Exhibit A-- List of Parties to the Stockholders' Agreement
Page 7 of 8 Pages
EXHIBIT A
List of Parties to the Stockholders' Agreement
Leonard A. Lauder, (a) individually and (b) as Trustee of The Estee Lauder 2002
Trust
Ronald S. Lauder, (a) individually, (b) as Trustee of The Descendents of Ronald
S. Lauder 1966 Trust and (c) as Trustee of The Estee Lauder 2002 Trust
William P. Lauder, (a) individually, (b) as Trustee of the 1992 GRAT Remainder
Trust f/b/o William Lauder and (c) as Trustee of the 1992 GRAT Remainder Trust
f/b/o Gary Lauder
Gary M. Lauder, (a) individually, (b) as Trustee of the 1992 GRAT Remainder
Trust f/b/o William Lauder, (c) as Trustee of the 1992 GRAT Remainder Trust
f/b/o Gary Lauder, (d) as custodian under the New York Uniform Transfers to
Minors Act for the benefit of Danielle Lauder, (e) as custodian under the New
York Uniform Transfers to Minors Act for the benefit of Rachel Lauder and (f) as
Trustee of the Gary M. Lauder Revocable Trust u/a/d as of August 10, 2000, Gary
M. Lauder, Settlor
LAL Family Partners L.P.
Joel S. Ehrenkranz, (a) as Trustee of the 1992 GRAT Remainder Trust f/b/o
William Lauder and (b) as Trustee of the 1992 GRAT Remainder Trust f/b/o Gary
Lauder
Richard D. Parsons, (a) as Trustee of the Trust f/b/o Aerin Lauder and Jane
Lauder u/a/d December 15, 1976, created by Estee Lauder and Joseph H. Lauder, as
Grantors, (b) as Trustee of the Trust f/b/o Aerin Lauder and Jane Lauder u/a/d
December 15, 1976, created by Ronald S. Lauder, as Grantor, (c) as Trustee of
the Aerin Lauder Zinterhofer 2000 Revocable Trust u/a/d April 24, 2000, Aerin
Lauder Zinterhofer, as Grantor, (d) as Trustee of the Aerin Lauder Zinterhofer
2004 GRAT and (e) as Trustee of the Jane A. Lauder 2003 Revocable Trust u/a/d
November 6, 2003, Jane A. Lauder, as Grantor.
Ira T. Wender, as Trustee of The Estee Lauder 2002 Trust
The Estee Lauder Companies Inc.
The Ronald S. Lauder Foundation
The Rockefeller Trust Company (Delaware) as Trustee of the Aerin
Lauder Zinterhofer 2004 GRAT
Page 8 of 8 Pages