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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
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SCHEDULE
13D
Under
the Securities Exchange Act of 1934
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(Amendment
)*
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THE
ESTÉE LAUDER COMPANIES INC.
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(Name
of Issuer)
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CLASS
A COMMON STOCK
PAR
VALUE $.01 PER SHARE
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(Title
of Class of Securities)
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518439
10 4
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(CUSIP
Number)
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JEFFREY
N. SCHWARTZ, ESQ.
DAVIS
POLK & WARDWELL LLP
450
LEXINGTON AVENUE
NEW
YORK, NEW YORK 10017
(212)
450-4000
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(Name,
Address and Telephone Number of Person Authorized to
Receive
Notices and Communications)
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May
25, 2010
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(Date
of Event which Requires Filing of this Statement)
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If
the filing person has previously filed a statement on Schedule 13G to
report the acquisition that is the subject of this Schedule 13D, and is
filing this schedule because of §§240.13d-1(e), 240.13d-l(f) or
240.13d-l(g), check the following box. o
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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 disclosures provided in a prior cover page.
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The
information required on 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 (“Act”) 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).
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CUSIP
No.
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518439
10 4
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1.
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Names
of Reporting Persons.
Trust
Under Article 2 of The Zinterhofer 2008 Descendants Trust
Agreement
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2.
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Check
the Appropriate Box if a Member of a Group (See Instructions)
(a)
o
(b)
x
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3.
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SEC
Use Only
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4.
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Source
of Funds (See Instructions)
OO
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5.
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Check
if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or
2(e)
o
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6.
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Citizenship
or Place of Organization
New
York
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NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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7.
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Sole
Voting Power
2,405,297
(SEE ITEM 5)
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8.
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Shared
Voting Power
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9.
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Sole
Dispositive Power
2,405,297
(SEE ITEM 5)
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10.
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Shared
Dispositive Power
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11.
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Aggregate
Amount Beneficially Owned by Each Reporting Person
2,405,297
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12.
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Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions)
o
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13.
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Percent
of Class Represented by Amount in Row (11)
1.9%
(SEE ITEM 5)
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14.
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Type
of Reporting Person (See Instructions)
OO
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THE
TRUST UNDER ARTICLE 2 OF THE
ZINTERHOFER
2008 DESCENDANTS TRUST
AGREEMENT
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| By: |
/s/
Aerin Lauder Zinterhofer
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| Name: |
Aerin
Lauder Zinterhofer
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| Title: |
Trustee
and not in her individual capacity
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| By: |
/s/
Catherine Schmidt
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| Name: |
Jane
Lauder, by Catherine Schmidt,
attorney-in-fact
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| Title: |
Trustee
and not in her individual capacity
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Exhibit
1
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Stockholders’
Agreement, dated November 22, 1995 (filed as Exhibit 10.1 to the Issuer’s
Annual Report on Form 10-K for the fiscal year ended June 30,
2003).**
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Exhibit
2
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Amendment
No. 1 to Stockholders’ Agreement (filed as Exhibit 10.1 to the Issuer’s
Quarterly Report on Form 10-Q for the quarter ended September 30,
1996).**
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Exhibit 3
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Amendment
No. 2 to Stockholders’ Agreement (filed as Exhibit 10.2 to the Issuer’s
Quarterly Report on Form 10-Q for the quarter ended December 31,
1996).**
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Exhibit 4
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Amendment
No. 3 to Stockholders’ Agreement (filed as Exhibit 10.2 to the Issuer’s
Quarterly Report on Form 10-Q for the quarter ended March 31, 1997 (the
“FY 1997 Q3 10-Q”)).**
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Exhibit 5
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Amendment
No. 4 to Stockholders’ Agreement (filed as Exhibit 10.1d to the Issuer’s
Annual Report on Form 10-K for the fiscal year ended June 30,
2000).**
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Exhibit 6
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Amendment
No. 5 to Stockholders’ Agreement (filed as Exhibit 10.1e to the Issuer’s
Annual Report on Form 10-K for the fiscal year ended June 30,
2002).**
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Exhibit 7
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Amendment
No. 6 to Stockholders’ Agreement (filed as Exhibit 10.2 to the Issuer’s
Quarterly Report on Form 10-Q for the quarter ended December 31,
2004).**
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Exhibit 8
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Amendment
No. 7 to the Stockholders’ Agreement (filed as Exhibit 10.7 to the
Issuer’s Quarterly Report on Form 10-Q for the quarter ended September 30,
2009). **
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Exhibit
9
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List
of Parties to the Stockholders’ Agreement*
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Exhibit
10
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Registration
Rights Agreement, dated November 22, 1995 (filed as Exhibit 10.2 to the
Issuer’s Annual Report on Form 10-K for the fiscal year ended June 30,
2003).**
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Exhibit
11
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First
Amendment to Registration Rights Agreement (filed as Exhibit 10.3 to the
Issuer’s Annual Report on Form 10-K for the fiscal year ended June 30,
1996).**
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Exhibit
12
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Second
Amendment to Registration Rights Agreement (filed as Exhibit 10.1 to the
FY 1997 Q3 10-Q).**
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Exhibit
13
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Third
Amendment to Registration Rights Agreement (filed as Exhibit 10.2c to the
Issuer’s Annual Report on Form 10-K for the fiscal year ended June 30,
2001).**
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Exhibit
14
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Fourth
Amendment to Registration Rights Agreement (filed as Exhibit 10.2 to the
Issuer’s Quarterly Report on Form 10-Q for the quarter ended December 31,
2003).**
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Exhibit
15
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Power
of Attorney*
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Exhibit
16
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Transfer
Agreement*
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*
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Filed
herewith
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**
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Incorporated
herein by reference
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