================================================================================
                                  UNITED STATES
                       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)
                                 April 28, 2005

                         The Estee Lauder Companies Inc.
             (Exact name of registrant as specified in its charter)

             Delaware               1-14064                  11-2408943
(State or other jurisdiction   (Commission File    (IRS Employer Identification
        of incorporation)           Number)                      No.)

767 Fifth Avenue, New York, New York                                    10153
(Address of principal executive offices)                              (Zip Code)

               Registrant's telephone number, including area code
                                  212-572-4200

                                 Not Applicable
          (Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):

[ ] Written communications pursuant to Rule 425 under the Securities Act
    (17 CFR 230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
    (17 CFR 240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
    Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
    Act (17 CFR 240.13e-4(c))
================================================================================

<PAGE>


ITEM  2.02  Results of Operations and Financial Condition.

On April 28, 2005, The Estee Lauder Companies Inc. (the "Company") issued a
press release announcing its financial results for the fiscal quarter and nine
months ended March 31, 2005. The release also includes estimates for its fiscal
2005 full year net sales and diluted earnings per share. A copy of the press
release is attached hereto as Exhibit 99.1 and is incorporated herein by
reference.

ITEM  9.01  Financial Statements and Exhibits.

(c) Exhibits.

Exhibit No.    Description
----------     -----------

  99.1         Press release dated April 28, 2005 of The Estee Lauder
               Companies Inc.



                                SIGNATURES

   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 hereunto duly authorized.


                                            THE ESTEE LAUDER COMPANIES INC.

Date:  April 28, 2005                        By:   /s/RICHARD W. KUNES
                                                ------------------------
                                                     Richard W. Kunes
                                                 Executive Vice President
                                                and Chief Financial Officer
                                                 (Principal Financial and
                                                    Accounting Officer)

<PAGE>
                         THE ESTEE LAUDER COMPANIES INC.

                                  EXHIBIT INDEX


Exhibit No.    Description
----------     -----------

  99.1         Press release dated April 28, 2005 of The Estee Lauder
               Companies Inc.
<PAGE>

                                                                    EXHIBIT 99.1
THE                                                                         News
ESTEE                                                                   Contact:
LAUDER                                                       Investor Relations:
COMPANIES INC.                                                   Dennis D'Andrea
                                                                  (212) 572-4384

767 Fifth Avenue                                                Media Relations:
New York, NY 10153                                                 Sally Susman
                                                                  (212) 572-4430

--------------------------------------------------------------------------------
FOR IMMEDIATE RELEASE:

              ESTEE LAUDER COMPANIES REPORTS THIRD QUARTER RESULTS

                  NET SALES AND DILUTED PER SHARE EARNINGS FROM
                        CONTINUING OPERATIONS INCREASE 8%


New York, NY, April 28, 2005 - The Estee Lauder Companies Inc. (NYSE: EL)
today reported net sales for its third fiscal quarter ended March 31, 2005 of
$1.54 billion, an 8% increase over the $1.42 billion reported in the prior year.
Excluding the impact of foreign currency translation, net sales rose 6%.

The Company reported net earnings from continuing operations for the quarter
ended March 31, 2005 of $106.2 million, a 6% increase versus $100.1 million last
year. Diluted earnings per common share from continuing operations for the
quarter increased 8% to $.46 compared with $.43 reported in the prior year. Net
earnings and diluted earnings per share for the quarter increased 8% and 9%,
respectively, compared with the prior year, including discontinued operations.

William P. Lauder, President and Chief Executive Officer, said, "Our Company
turned in strong local currency sales growth this quarter despite pockets of
economic weakness and soft sales of Estee Lauder brand fragrances. While sales
growth was slightly lower than our expectations, most brands reported gains. Our
business in the Americas led sales growth, while mixed results in Europe and
Asia slightly tempered our overall performance. For the quarter, earnings per
share growth reflected planned investment spending to support new launch
activity for our fiscal second half."

"As we said publicly, we expect the Company's second half profit improvement to
be substantially weighted towards our fiscal fourth quarter. That said, with
three-quarters of the fiscal year behind us, and the lower sales growth this
quarter, we now expect full fiscal year local currency sales will grow between
6% and 6.5% and fiscal 2005 diluted earnings per share from continuing
operations to be between $1.87 and $1.90."

                                  Page 1 of 7
<PAGE>
Results by Product Category
---------------------------

Net sales of skin care products for the quarter increased 9% to $608.2
million on a reported basis and rose 6% in local currencies. The higher sales
reflected recent launches from Estee Lauder of Future Perfect Anti-Wrinkle
Radiance Creme SPF 15 and new products in the Re-Nutriv line and Perfectionist
line, such as Perfectionist [CP+]. The recent launch of Repairwear Deep Wrinkle
Concentrate and Superdefense Triple Action Moisturizer SPF 25 by Clinique, and
strong sales of The Lifting Face Serum & The Lifting Intensifier from La Mer
also contributed to growth. This increase was partially offset by lower sales of
certain existing products.

Makeup net sales for the quarter rose 6% to $628.2 million on a reported
basis and increased 5% in local currencies. Solid growth was generated from the
combined sales of the Company's makeup artist brands, as well as from
Superbalanced Compact Makeup SPF 20 and Colour Surge Eye Shadow from Clinique.
New products such as Tender Blush, Pure Pops Brush-on Color, Ideal Matte
Refinishing Makeup SPF 12 and AeroMatte Ultralucent Pressed Powder from Estee
Lauder contributed to the sales increase. The makeup category also benefited
from the inclusion of the Company's new American Beauty and Flirt! brands. Lower
sales of certain existing products partially offset these positive results.

Fragrance sales increased 12% to $228.7 million on a reported basis and
increased 11% in local currencies compared to the prior-year quarter. Fragrance
sales benefited from the recent launches of DKNY Be Delicious and Be Delicious
Men, True Star from Tommy Hilfiger, Happy To Be from Clinique and Lauder Beyond
Paradise Men. These increases were partially offset by lower sales of Estee
Lauder Beyond Paradise, Clinique Simply and certain Tommy Hilfiger fragrances.

Sales of hair care products and services for the quarter rose 10% to $67.3
million on a reported basis and increased 9% in local currencies, due primarily
to higher sales at Aveda and Bumble and bumble. Aveda net sales growth was due
to recent product launches such as Pure Abundance and Air Control Hair Spray and
ongoing demand for professional color products. Bumble and bumble sales
increased due to the recent launch of its hair and scalp treatment line and new
salon openings.

Operating results improved in fragrance due to the net sales growth and the
strategic redeployment of investment spending into the Company's skin care and
makeup categories. Hair care operating income increased reflecting improved
international results. In skin care and makeup, operating income decreased as
higher sales were offset by planned advertising, sampling and merchandising
spending for current and upcoming launches, as well as a shift from the second
quarter into the third quarter of costs related to certain gift-with-purchase
programs.

Results by Geographic Region
----------------------------

In the Americas, net sales for the quarter increased 8% to $844.6 million. The
increase was due to the success of new and recently launched fragrance products,
the inclusion of sales of BeautyBank products, strong combined sales from the
Company's makeup artist brands and higher results in Canada. All major product
categories in this region had sales growth. Operating income in the Americas
increased reflecting an improved performance in fragrance, partially offset by
lower results in skin care and makeup due to increased advertising, sampling and
merchandising spending in those product categories.


                                  Page 2 of 7
<PAGE>

In Europe, the Middle East & Africa, net sales increased 10% from the prior-year
period to $496.2 million, and rose 6% in local currency. In constant currency,
sales growth was led by travel retail, Spain, Russia and the United Kingdom,
partially offset by lower sales in France and Italy. Operating profitability
decreased reflecting lower results in the United Kingdom, France and Italy,
partially offset by higher operating income in Spain and South Africa.

Asia/Pacific net sales grew 6% over the prior-year quarter to $197.4 million. On
a local currency basis, this region's net sales rose 2% with China, Hong Kong
and Australia posting strong double-digit growth. These increases were partially
offset by lower sales in Japan and Korea. Operating profit in the region
increased reflecting higher results in Korea, Thailand, Australia and Taiwan,
partially offset by lower results in Japan and Hong Kong.

Nine-Month Results
------------------

For the nine months ended March 31, 2005, the Company reported net sales of
$4.79 billion, a 9% increase from $4.39 billion in the comparable prior-year
period. Excluding the impact of foreign currency translation, net sales rose 6%.
The Company reported net earnings from continuing operations of $339.5 million
for the nine months, up 12% from $304.1 million in the same period last year.
Diluted earnings per common share from continuing operations for the nine months
ended March 31, 2005 were $1.48, a 12% increase from $1.31 reported in the
prior-year period. Net earnings and diluted earnings per share for the nine
months increased 25% and 26%, respectively, compared with the prior year,
including discontinued operations.

Cash Flows
----------

For the nine months ended March 31, 2005, the Company generated $287.4 million
in cash flow from operating activities compared with $550.7 million in the
prior-year period. The reduction primarily resulted from higher net earnings
from continuing operations being more than offset by increases in certain
working capital components, including significant deferred compensation and
supplemental pension payments, increased inventory due to actual and anticipated
sales levels as well as to support sales building activities, and increased
accounts receivable levels reflecting overall sales growth and the timing of
receipts of customer payments. Operating cash flow was utilized primarily for
capital investments, the repurchase of shares of the Company's Class A Common
Stock and dividend payments.

Estimate of Fiscal 2005 Full Year
---------------------------------

For the Company's fiscal 2005 full-year results, reported net sales are expected
to grow between 8.5% and 9% in dollars, which reflects a benefit of
approximately 2.5 percentage points of foreign currency translation impact,
versus fiscal 2004. Based on actual sales to date and expected sales in the
fourth fiscal quarter, the Company now expects to achieve diluted earnings per
share of between $1.87 and $1.90 for the fiscal 2005 year. Geographic region net
sales growth in constant currency is expected to be led by the Americas and
Europe, the Middle East & Africa, followed by Asia/Pacific. On a product
category basis, in constant currency, makeup and hair care are expected to be
the leading sales growth categories, followed by skin care, while fragrance is
expected to be relatively unchanged versus the prior year.

                                  Page 3 of 7

<PAGE>


Forward-Looking Statements
--------------------------

The forward-looking statements in this press release, including those containing
words like "believe" and "expect," those in Mr. Lauder's remarks and those in
the "Estimate of Fiscal 2005 Full Year" section involve risks and uncertainties.
Factors that could cause actual results to differ materially from those
forward-looking statements include the following:
     (1)  increased competitive activity from companies in the skin care,
          makeup, fragrance and hair care businesses, some of which have greater
          resources than the Company does;
     (2)  the Company's ability to develop, produce and market new products on
          which future operating results may depend;
     (3)  consolidations, restructurings, bankruptcies and reorganizations in
          the retail industry causing a decrease in the number of stores that
          sell the Company's products, an increase in the ownership
          concentration within the retail industry, ownership of retailers by
          the Company's competitors and ownership of competitors by the
          Company's customers that are retailers;
     (4)  shifts in the preferences of consumers as to where and how they shop
          for the types of products and services the Company sells;
     (5)  social, political and economic risks to the Company's foreign or
          domestic manufacturing, distribution and retail operations, including
          changes in foreign investment and trade policies and regulations of
          the host countries and of the United States;
     (6)  changes in the laws, regulations and policies that affect, or will
          affect, the Company's business, including changes in accounting
          standards, tax laws and regulations, trade rules and customs
          regulations, and the outcome and expense of legal or regulatory
          proceedings, and any action the Company may take as a result;
     (7)  foreign currency fluctuations affecting the Company's results of
          operations and the value of its foreign assets, the relative prices at
          which the Company and its foreign competitors sell products in the
          same markets and the Company's operating and manufacturing costs
          outside of the United States;
     (8)  changes in global or local conditions that could affect consumer
          purchasing, the willingness of consumers to travel, the financial
          strength of the Company's customers and suppliers, the Company's
          operations, the cost and availability of capital, which the Company
          may need for new equipment, facilities or acquisitions, the cost and
          availability of raw materials and the assumptions underlying the
          Company's critical accounting estimates;
     (9)  shipment delays, depletion of inventory and increased production costs
          resulting from disruptions of operations at any of the facilities
          which, due to consolidations in the Company's manufacturing
          operations, now manufacture nearly all of the Company's supply of a
          particular type of product (i.e., focus factories);
     (10) real estate rates and availability, which may affect the Company's
          ability to increase the number of retail locations at which the
          Company sells its products and the costs associated with the Company's
          other facilities;
     (11) changes in product mix to products which are less profitable;
     (12) the Company's ability to acquire or develop new information and
          distribution technologies, on a timely basis and within the Company's
          cost estimates;
     (13) the  Company's ability to capitalize on opportunities for improved
          efficiency, such as globalization, and to integrate acquired
          businesses and realize value therefrom;
     (14) consequences attributable to the events that are currently taking
          place in the Middle East, including further attacks, retaliation and
          the threat of further attacks or retaliation; and
     (15) the impact of repatriating, or planning to repatriate, certain of the
          Company's foreign earnings to the United States in connection with The
          American Jobs Creation Act of 2004.

The Estee Lauder Companies Inc. is one of the world's leading manufacturers and
marketers of quality skin care, makeup, fragrance and hair care products. The
Company's products are sold in over 130 countries and territories under
well-recognized brand names, including Estee Lauder, Clinique, Aramis,
Prescriptives, Origins, M.A.C, Bobbi Brown, Tommy Hilfiger, La Mer, Donna Karan,
Aveda, Stila, Jo Malone, Bumble and bumble, kate spade beauty, Darphin, Michael
Kors, Rodan + Fields, American Beauty, Flirt!, Good Skin TM and Donald Trump,
The Fragrance.


                                  Page 4 of 7
<PAGE>

An electronic version of this release can be found at the Company's website,
www.elcompanies.com.
--------------------

                                - Tables Follow -


                                  Page 5 of 7
<PAGE>
<TABLE>

                                                    THE ESTEE LAUDER COMPANIES INC.
                                                    SUMMARY OF CONSOLIDATED RESULTS
                                        (Unaudited; Dollars in millions, except per share data)


<CAPTION>


                                                 Three Months Ended          Percent      Nine Months Ended            Percent
                                              ------------------------       Change    ------------------------        Change
                                                       March 31              -------            March 31               -------

<S>                                             <C>            <C>           <C>         <C>           <C>             <C>

                                                 2005           2004                       2005          2004
                                              ----------     ----------                 ---------     ----------

Net sales..................................   $  1,538.2     $  1,421.6         8.2%    $ 4,792.6     $  4,387.3          9.2%

Cost of sales..............................        386.5          358.6                   1,245.8        1,135.4
                                              ----------     ----------                 ---------     ----------
Gross Profit...............................      1,151.7        1,063.0         8.3%      3,543.8        3,251.9          9.1%
                                              ----------     ----------                 ---------     ----------
     Gross Margin..........................         74.9%          74.8%                     74.0%          74.1%

Operating expenses:
  Selling, general and administrative......        975.3          887.9                   2,984.6        2,716.7
  Related party royalties..................            -            5.5                         -           16.9
                                              ----------     ----------                 ---------     ----------
                                                   975.3          893.4         9.2%      2,984.6        2,733.6          9.2%
                                              ----------     ----------                 ---------     ----------
     Operating Expense Margin..............         63.4%          62.9%                     62.3%          62.3%

Operating Income...........................        176.4          169.6         4.0%        562.2          518.3          8.5%
     Operating Income Margin...............         11.5%          11.9%                     11.7%          11.8%

Interest expense, net......................          3.3            6.9                      10.7           21.8
                                              ----------     ----------                 ---------     ----------
Earnings before Income Taxes,
 Minority Interest and Discontinued
 Operations................................        173.1          162.7         6.4%        551.5          496.5         11.1%

Provision for income taxes.................         64.7           60.9                     206.2          185.7
Minority interest, net of tax..............         (2.2)          (1.7)                     (5.8)          (6.7)
                                              ----------     ----------                 ---------     ----------
Net Earnings from Continuing Operations....        106.2          100.1         6.1%        339.5          304.1         11.6%

Discontinued operations, net of tax (A)....            -           (1.8)                        -          (33.1)
                                              ----------     ----------                 ---------     ----------
Net Earnings...............................   $    106.2     $     98.3         8.0%    $   339.5     $    271.0         25.3%
                                              ==========     ==========                 =========     ==========
Basic net earnings per common share:
  Net earnings from continuing
   operations..............................   $      .47     $      .44         7.3%    $    1.50     $     1.33         12.8%
  Discontinued operations, net of tax......            -           (.01)                        -           (.14)
                                              ----------     ----------                 ---------     ----------
Net Earnings...............................   $      .47     $      .43         9.3%    $    1.50     $     1.19         26.5%
                                              ==========     ==========                 =========     ==========
Diluted net earnings per common share:
  Net earnings from continuing
   operations..............................   $      .46     $      .43         7.7%    $    1.48     $     1.31         12.5%
  Discontinued operations, net of tax......            -           (.01)                        -           (.14)
                                              ----------     ----------                 ---------     ----------
  Net Earnings.............................   $      .46     $      .42         9.4%    $    1.48     $     1.17         26.2%
                                              ==========     ==========                 =========     ==========
Weighted average common shares
 outstanding:
  Basic....................................        225.5          228.3                     226.1          228.3
  Diluted..................................        228.7          231.9                     229.7          231.4
</TABLE>

(A) In February 2004, the Company sold the assets and operations of its
reporting unit that sold jane brand products. Prior to the sale of the business,
the Company, in December 2003, committed to a plan to sell such assets and
operations. At the time such decisions were made, circumstances warranted that
the Company conduct an assessment of the tangible and intangible assets of this
business. Based on this assessment, the Company determined that the carrying
amount of these assets as reflected on the Company's consolidated balance sheets
exceeded their estimated fair value. Accordingly, the Company recorded an
after-tax charge to discontinued operations of $33.1 million for the nine months
ended March 31, 2004. The charge represents the impairment of goodwill in the
amount of $26.4 million, the reduction in value of other tangible assets in the
amount of $1.3 million, net of tax; and the operating loss of $5.4 million, net
of tax, for the nine-month period ended March 31, 2004. Included in the
operating loss of the nine-month period were additional costs associated with
the sale and discontinuation of the business. For the three months ended March
31, 2004, the Company recorded $1.8 million, net of taxes representing
additional costs associated with the sale and discontinuation of the business.
                                  Page 6 of 7
<PAGE>
<TABLE>

                                                    THE ESTEE LAUDER COMPANIES INC.

                                                 CONDENSED CONSOLIDATED BALANCE SHEETS
                                                       (Unaudited; In millions)
<CAPTION>
                        <S>                                    <C>                  <C>                 <C>


                                                             March 31              June 30            March 31
                                                               2005                 2004                2004
                                                          ----------------      --------------      --------------
                                               ASSETS
Current Assets
Cash and cash equivalents...............................  $         518.0       $       611.6       $       867.8
Accounts receivable, net................................            921.5               664.9               786.7
Inventory and promotional merchandise, net..............            723.3               653.5               574.5
Prepaid expenses and other current assets...............            267.1               269.2               243.4
                                                          ----------------      --------------      --------------
   Total Current Assets.................................          2,429.9             2,199.2             2,472.4
                                                          ----------------      --------------      --------------

Property, Plant and Equipment, net......................            690.4               647.0               620.4
Other Assets............................................            863.9               861.9               849.3
                                                          ----------------      --------------      --------------
   Total Assets.........................................  $       3,984.2       $     3,708.1       $     3,942.1
                                                          ================      ==============      ==============


                                      LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Short-term debt.........................................  $         113.8       $        73.8       $         5.3
Accounts payable........................................            251.0               267.3               226.1
Other current liabilities...............................          1,038.9               980.9             1,051.1
                                                          ----------------      --------------      --------------
   Total Current Liabilities............................          1,403.7             1,322.0             1,282.5
                                                          ----------------      --------------      --------------

Noncurrent Liabailities
Long-term debt..........................................            441.8               461.5               836.3
Other noncurrent liabilities and minority interest......            224.9               191.1               182.3
Total Stockholders' Equity..............................          1,913.8             1,733.5             1,641.0
                                                          ----------------      --------------      --------------
    Total Liabilities and Stockholders' Equity..........  $       3,984.2       $     3,708.1       $     3,942.1
                                                          ================      ==============      ==============
</TABLE>

<TABLE>

                                                         SELECTED CASH FLOW DATA
                                                         (Unaudited; In millions)
<CAPTION>


                                                                                    Nine Months Ended
                                                                          ---------------------------------------
                                                                                          March 31
<S>                                                                            <C>                     <C>

                                                                               2005                    2004
                                                                          ---------------          --------------

Cash Flows from Operating Activities
   Net earnings......................................................     $        339.5           $       271.0
   Depreciation and amortization.....................................              144.0                   139.2
   Deferred income taxes.............................................               36.1                    12.0
   Discontinued operations...........................................                  -                    33.1
   Other items.......................................................                5.5                    13.1
   Changes in operating assets and liabilities:
        Increase in accounts receivable, net.........................             (215.2)                 (128.9)
        Decrease (increase) in inventory and promotional
         merchandise, net............................................              (41.2)                   39.6
        Increase in accounts payable and other accrued liabilities...               12.3                   147.1
        Other operating assets and liabilities, net..................                6.4                    24.5
                                                                          ---------------          --------------
          Net cash flows provided by operating activities from
           continuing operations.....................................     $        287.4           $       550.7
                                                                          ===============          ==============

Capital expenditures.................................................              154.2                   130.9
Payments to acquire treasury stock...................................              217.1                    98.3
Dividends paid.......................................................               90.1                    68.5
</TABLE>
                                                                  # # #

                                  Page 7 of 7
[{"type": "8-K", "sequence": "1", "filename": "form_8k-042805.txt", "description": "FISCAL QTR AND NINE MONTHS ENDED 33105 RESULTS", "secsgml_size_bytes": 32461}]
{"company-data": {"conformed-name": "ESTEE LAUDER COMPANIES INC", "cik": "0001001250", "assigned-sic": "2844", "irs-number": "112408943", "state-of-incorporation": "DE", "fiscal-year-end": "0630"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "001-14064", "film-number": "05780496"}, "business-address": {"street1": "767 FIFTH AVE", "city": "NEW YORK", "state": "NY", "zip": "10153", "phone": "2125724200"}, "mail-address": {"street1": "767 FIFTH AVE", "city": "NEW YORK", "state": "NY", "zip": "10153"}}
================================================================================
                                  UNITED STATES
                       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)
                                 April 28, 2005

                         The Estee Lauder Companies Inc.
             (Exact name of registrant as specified in its charter)

             Delaware               1-14064                  11-2408943
(State or other jurisdiction   (Commission File    (IRS Employer Identification
        of incorporation)           Number)                      No.)

767 Fifth Avenue, New York, New York                                    10153
(Address of principal executive offices)                              (Zip Code)

               Registrant's telephone number, including area code
                                  212-572-4200

                                 Not Applicable
          (Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):

[ ] Written communications pursuant to Rule 425 under the Securities Act
    (17 CFR 230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
    (17 CFR 240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
    Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
    Act (17 CFR 240.13e-4(c))
================================================================================
ITEM  2.02  Results of Operations and Financial Condition.

On April 28, 2005, The Estee Lauder Companies Inc. (the "Company") issued a
press release announcing its financial results for the fiscal quarter and nine
months ended March 31, 2005. The release also includes estimates for its fiscal
2005 full year net sales and diluted earnings per share. A copy of the press
release is attached hereto as Exhibit 99.1 and is incorporated herein by
reference.

ITEM  9.01  Financial Statements and Exhibits.

(c) Exhibits.

Exhibit No.    Description
----------     -----------

  99.1         Press release dated April 28, 2005 of The Estee Lauder
               Companies Inc.

                                SIGNATURES

   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 hereunto duly authorized.

                                            THE ESTEE LAUDER COMPANIES INC.

Date:  April 28, 2005                        By:   /s/RICHARD W. KUNES
                                                ------------------------
                                                     Richard W. Kunes
                                                 Executive Vice President
                                                and Chief Financial Officer
                                                 (Principal Financial and
                                                    Accounting Officer)
THE ESTEE LAUDER COMPANIES INC.

                                  EXHIBIT INDEX

Exhibit No.    Description
----------     -----------

  99.1         Press release dated April 28, 2005 of The Estee Lauder
               Companies Inc.
EXHIBIT 99.1
THE                                                                         News
ESTEE                                                                   Contact:
LAUDER                                                       Investor Relations:
COMPANIES INC.                                                   Dennis D'Andrea
                                                                  (212) 572-4384

767 Fifth Avenue                                                Media Relations:
New York, NY 10153                                                 Sally Susman
                                                                  (212) 572-4430

--------------------------------------------------------------------------------
FOR IMMEDIATE RELEASE:

              ESTEE LAUDER COMPANIES REPORTS THIRD QUARTER RESULTS

                  NET SALES AND DILUTED PER SHARE EARNINGS FROM
                        CONTINUING OPERATIONS INCREASE 8%

New York, NY, April 28, 2005 - The Estee Lauder Companies Inc. (NYSE: EL)
today reported net sales for its third fiscal quarter ended March 31, 2005 of
$1.54 billion, an 8% increase over the $1.42 billion reported in the prior year.
Excluding the impact of foreign currency translation, net sales rose 6%.

The Company reported net earnings from continuing operations for the quarter
ended March 31, 2005 of $106.2 million, a 6% increase versus $100.1 million last
year. Diluted earnings per common share from continuing operations for the
quarter increased 8% to $.46 compared with $.43 reported in the prior year. Net
earnings and diluted earnings per share for the quarter increased 8% and 9%,
respectively, compared with the prior year, including discontinued operations.

William P. Lauder, President and Chief Executive Officer, said, "Our Company
turned in strong local currency sales growth this quarter despite pockets of
economic weakness and soft sales of Estee Lauder brand fragrances. While sales
growth was slightly lower than our expectations, most brands reported gains. Our
business in the Americas led sales growth, while mixed results in Europe and
Asia slightly tempered our overall performance. For the quarter, earnings per
share growth reflected planned investment spending to support new launch
activity for our fiscal second half."

"As we said publicly, we expect the Company's second half profit improvement to
be substantially weighted towards our fiscal fourth quarter. That said, with
three-quarters of the fiscal year behind us, and the lower sales growth this
quarter, we now expect full fiscal year local currency sales will grow between
6% and 6.5% and fiscal 2005 diluted earnings per share from continuing
operations to be between $1.87 and $1.90."

                                  Page 1 of 7
Results by Product Category
---------------------------

Net sales of skin care products for the quarter increased 9% to $608.2
million on a reported basis and rose 6% in local currencies. The higher sales
reflected recent launches from Estee Lauder of Future Perfect Anti-Wrinkle
Radiance Creme SPF 15 and new products in the Re-Nutriv line and Perfectionist
line, such as Perfectionist [CP+]. The recent launch of Repairwear Deep Wrinkle
Concentrate and Superdefense Triple Action Moisturizer SPF 25 by Clinique, and
strong sales of The Lifting Face Serum & The Lifting Intensifier from La Mer
also contributed to growth. This increase was partially offset by lower sales of
certain existing products.

Makeup net sales for the quarter rose 6% to $628.2 million on a reported
basis and increased 5% in local currencies. Solid growth was generated from the
combined sales of the Company's makeup artist brands, as well as from
Superbalanced Compact Makeup SPF 20 and Colour Surge Eye Shadow from Clinique.
New products such as Tender Blush, Pure Pops Brush-on Color, Ideal Matte
Refinishing Makeup SPF 12 and AeroMatte Ultralucent Pressed Powder from Estee
Lauder contributed to the sales increase. The makeup category also benefited
from the inclusion of the Company's new American Beauty and Flirt! brands. Lower
sales of certain existing products partially offset these positive results.

Fragrance sales increased 12% to $228.7 million on a reported basis and
increased 11% in local currencies compared to the prior-year quarter. Fragrance
sales benefited from the recent launches of DKNY Be Delicious and Be Delicious
Men, True Star from Tommy Hilfiger, Happy To Be from Clinique and Lauder Beyond
Paradise Men. These increases were partially offset by lower sales of Estee
Lauder Beyond Paradise, Clinique Simply and certain Tommy Hilfiger fragrances.

Sales of hair care products and services for the quarter rose 10% to $67.3
million on a reported basis and increased 9% in local currencies, due primarily
to higher sales at Aveda and Bumble and bumble. Aveda net sales growth was due
to recent product launches such as Pure Abundance and Air Control Hair Spray and
ongoing demand for professional color products. Bumble and bumble sales
increased due to the recent launch of its hair and scalp treatment line and new
salon openings.

Operating results improved in fragrance due to the net sales growth and the
strategic redeployment of investment spending into the Company's skin care and
makeup categories. Hair care operating income increased reflecting improved
international results. In skin care and makeup, operating income decreased as
higher sales were offset by planned advertising, sampling and merchandising
spending for current and upcoming launches, as well as a shift from the second
quarter into the third quarter of costs related to certain gift-with-purchase
programs.

Results by Geographic Region
----------------------------

In the Americas, net sales for the quarter increased 8% to $844.6 million. The
increase was due to the success of new and recently launched fragrance products,
the inclusion of sales of BeautyBank products, strong combined sales from the
Company's makeup artist brands and higher results in Canada. All major product
categories in this region had sales growth. Operating income in the Americas
increased reflecting an improved performance in fragrance, partially offset by
lower results in skin care and makeup due to increased advertising, sampling and
merchandising spending in those product categories.

                                  Page 2 of 7
In Europe, the Middle East & Africa, net sales increased 10% from the prior-year
period to $496.2 million, and rose 6% in local currency. In constant currency,
sales growth was led by travel retail, Spain, Russia and the United Kingdom,
partially offset by lower sales in France and Italy. Operating profitability
decreased reflecting lower results in the United Kingdom, France and Italy,
partially offset by higher operating income in Spain and South Africa.

Asia/Pacific net sales grew 6% over the prior-year quarter to $197.4 million. On
a local currency basis, this region's net sales rose 2% with China, Hong Kong
and Australia posting strong double-digit growth. These increases were partially
offset by lower sales in Japan and Korea. Operating profit in the region
increased reflecting higher results in Korea, Thailand, Australia and Taiwan,
partially offset by lower results in Japan and Hong Kong.

Nine-Month Results
------------------

For the nine months ended March 31, 2005, the Company reported net sales of
$4.79 billion, a 9% increase from $4.39 billion in the comparable prior-year
period. Excluding the impact of foreign currency translation, net sales rose 6%.
The Company reported net earnings from continuing operations of $339.5 million
for the nine months, up 12% from $304.1 million in the same period last year.
Diluted earnings per common share from continuing operations for the nine months
ended March 31, 2005 were $1.48, a 12% increase from $1.31 reported in the
prior-year period. Net earnings and diluted earnings per share for the nine
months increased 25% and 26%, respectively, compared with the prior year,
including discontinued operations.

Cash Flows
----------

For the nine months ended March 31, 2005, the Company generated $287.4 million
in cash flow from operating activities compared with $550.7 million in the
prior-year period. The reduction primarily resulted from higher net earnings
from continuing operations being more than offset by increases in certain
working capital components, including significant deferred compensation and
supplemental pension payments, increased inventory due to actual and anticipated
sales levels as well as to support sales building activities, and increased
accounts receivable levels reflecting overall sales growth and the timing of
receipts of customer payments. Operating cash flow was utilized primarily for
capital investments, the repurchase of shares of the Company's Class A Common
Stock and dividend payments.

Estimate of Fiscal 2005 Full Year
---------------------------------

For the Company's fiscal 2005 full-year results, reported net sales are expected
to grow between 8.5% and 9% in dollars, which reflects a benefit of
approximately 2.5 percentage points of foreign currency translation impact,
versus fiscal 2004. Based on actual sales to date and expected sales in the
fourth fiscal quarter, the Company now expects to achieve diluted earnings per
share of between $1.87 and $1.90 for the fiscal 2005 year. Geographic region net
sales growth in constant currency is expected to be led by the Americas and
Europe, the Middle East & Africa, followed by Asia/Pacific. On a product
category basis, in constant currency, makeup and hair care are expected to be
the leading sales growth categories, followed by skin care, while fragrance is
expected to be relatively unchanged versus the prior year.

                                  Page 3 of 7
Forward-Looking Statements
--------------------------

The forward-looking statements in this press release, including those containing
words like "believe" and "expect," those in Mr. Lauder's remarks and those in
the "Estimate of Fiscal 2005 Full Year" section involve risks and uncertainties.
Factors that could cause actual results to differ materially from those
forward-looking statements include the following:
     (1)  increased competitive activity from companies in the skin care,
          makeup, fragrance and hair care businesses, some of which have greater
          resources than the Company does;
     (2)  the Company's ability to develop, produce and market new products on
          which future operating results may depend;
     (3)  consolidations, restructurings, bankruptcies and reorganizations in
          the retail industry causing a decrease in the number of stores that
          sell the Company's products, an increase in the ownership
          concentration within the retail industry, ownership of retailers by
          the Company's competitors and ownership of competitors by the
          Company's customers that are retailers;
     (4)  shifts in the preferences of consumers as to where and how they shop
          for the types of products and services the Company sells;
     (5)  social, political and economic risks to the Company's foreign or
          domestic manufacturing, distribution and retail operations, including
          changes in foreign investment and trade policies and regulations of
          the host countries and of the United States;
     (6)  changes in the laws, regulations and policies that affect, or will
          affect, the Company's business, including changes in accounting
          standards, tax laws and regulations, trade rules and customs
          regulations, and the outcome and expense of legal or regulatory
          proceedings, and any action the Company may take as a result;
     (7)  foreign currency fluctuations affecting the Company's results of
          operations and the value of its foreign assets, the relative prices at
          which the Company and its foreign competitors sell products in the
          same markets and the Company's operating and manufacturing costs
          outside of the United States;
     (8)  changes in global or local conditions that could affect consumer
          purchasing, the willingness of consumers to travel, the financial
          strength of the Company's customers and suppliers, the Company's
          operations, the cost and availability of capital, which the Company
          may need for new equipment, facilities or acquisitions, the cost and
          availability of raw materials and the assumptions underlying the
          Company's critical accounting estimates;
     (9)  shipment delays, depletion of inventory and increased production costs
          resulting from disruptions of operations at any of the facilities
          which, due to consolidations in the Company's manufacturing
          operations, now manufacture nearly all of the Company's supply of a
          particular type of product (i.e., focus factories);
     (10) real estate rates and availability, which may affect the Company's
          ability to increase the number of retail locations at which the
          Company sells its products and the costs associated with the Company's
          other facilities;
     (11) changes in product mix to products which are less profitable;
     (12) the Company's ability to acquire or develop new information and
          distribution technologies, on a timely basis and within the Company's
          cost estimates;
     (13) the  Company's ability to capitalize on opportunities for improved
          efficiency, such as globalization, and to integrate acquired
          businesses and realize value therefrom;
     (14) consequences attributable to the events that are currently taking
          place in the Middle East, including further attacks, retaliation and
          the threat of further attacks or retaliation; and
     (15) the impact of repatriating, or planning to repatriate, certain of the
          Company's foreign earnings to the United States in connection with The
          American Jobs Creation Act of 2004.

The Estee Lauder Companies Inc. is one of the world's leading manufacturers and
marketers of quality skin care, makeup, fragrance and hair care products. The
Company's products are sold in over 130 countries and territories under
well-recognized brand names, including Estee Lauder, Clinique, Aramis,
Prescriptives, Origins, M.A.C, Bobbi Brown, Tommy Hilfiger, La Mer, Donna Karan,
Aveda, Stila, Jo Malone, Bumble and bumble, kate spade beauty, Darphin, Michael
Kors, Rodan + Fields, American Beauty, Flirt!, Good Skin TM and Donald Trump,
The Fragrance.

                                  Page 4 of 7
An electronic version of this release can be found at the Company's website,
www.elcompanies.com.
--------------------

                                - Tables Follow -

                                  Page 5 of 7
THE ESTEE LAUDER COMPANIES INC.
                                                    SUMMARY OF CONSOLIDATED RESULTS
                                        (Unaudited; Dollars in millions, except per share data)
Three Months Ended          Percent      Nine Months Ended            Percent
                                              ------------------------       Change    ------------------------        Change
                                                       March 31              -------            March 31               -------
2005           2004                       2005          2004
                                              ----------     ----------                 ---------     ----------

Net sales..................................   $  1,538.2     $  1,421.6         8.2%    $ 4,792.6     $  4,387.3          9.2%

Cost of sales..............................        386.5          358.6                   1,245.8        1,135.4
                                              ----------     ----------                 ---------     ----------
Gross Profit...............................      1,151.7        1,063.0         8.3%      3,543.8        3,251.9          9.1%
                                              ----------     ----------                 ---------     ----------
     Gross Margin..........................         74.9%          74.8%                     74.0%          74.1%

Operating expenses:
  Selling, general and administrative......        975.3          887.9                   2,984.6        2,716.7
  Related party royalties..................            -            5.5                         -           16.9
                                              ----------     ----------                 ---------     ----------
                                                   975.3          893.4         9.2%      2,984.6        2,733.6          9.2%
                                              ----------     ----------                 ---------     ----------
     Operating Expense Margin..............         63.4%          62.9%                     62.3%          62.3%

Operating Income...........................        176.4          169.6         4.0%        562.2          518.3          8.5%
     Operating Income Margin...............         11.5%          11.9%                     11.7%          11.8%

Interest expense, net......................          3.3            6.9                      10.7           21.8
                                              ----------     ----------                 ---------     ----------
Earnings before Income Taxes,
 Minority Interest and Discontinued
 Operations................................        173.1          162.7         6.4%        551.5          496.5         11.1%

Provision for income taxes.................         64.7           60.9                     206.2          185.7
Minority interest, net of tax..............         (2.2)          (1.7)                     (5.8)          (6.7)
                                              ----------     ----------                 ---------     ----------
Net Earnings from Continuing Operations....        106.2          100.1         6.1%        339.5          304.1         11.6%

Discontinued operations, net of tax (A)....            -           (1.8)                        -          (33.1)
                                              ----------     ----------                 ---------     ----------
Net Earnings...............................   $    106.2     $     98.3         8.0%    $   339.5     $    271.0         25.3%
                                              ==========     ==========                 =========     ==========
Basic net earnings per common share:
  Net earnings from continuing
   operations..............................   $      .47     $      .44         7.3%    $    1.50     $     1.33         12.8%
  Discontinued operations, net of tax......            -           (.01)                        -           (.14)
                                              ----------     ----------                 ---------     ----------
Net Earnings...............................   $      .47     $      .43         9.3%    $    1.50     $     1.19         26.5%
                                              ==========     ==========                 =========     ==========
Diluted net earnings per common share:
  Net earnings from continuing
   operations..............................   $      .46     $      .43         7.7%    $    1.48     $     1.31         12.5%
  Discontinued operations, net of tax......            -           (.01)                        -           (.14)
                                              ----------     ----------                 ---------     ----------
  Net Earnings.............................   $      .46     $      .42         9.4%    $    1.48     $     1.17         26.2%
                                              ==========     ==========                 =========     ==========
Weighted average common shares
 outstanding:
  Basic....................................        225.5          228.3                     226.1          228.3
  Diluted..................................        228.7          231.9                     229.7          231.4
(A) In February 2004, the Company sold the assets and operations of its
reporting unit that sold jane brand products. Prior to the sale of the business,
the Company, in December 2003, committed to a plan to sell such assets and
operations. At the time such decisions were made, circumstances warranted that
the Company conduct an assessment of the tangible and intangible assets of this
business. Based on this assessment, the Company determined that the carrying
amount of these assets as reflected on the Company's consolidated balance sheets
exceeded their estimated fair value. Accordingly, the Company recorded an
after-tax charge to discontinued operations of $33.1 million for the nine months
ended March 31, 2004. The charge represents the impairment of goodwill in the
amount of $26.4 million, the reduction in value of other tangible assets in the
amount of $1.3 million, net of tax; and the operating loss of $5.4 million, net
of tax, for the nine-month period ended March 31, 2004. Included in the
operating loss of the nine-month period were additional costs associated with
the sale and discontinuation of the business. For the three months ended March
31, 2004, the Company recorded $1.8 million, net of taxes representing
additional costs associated with the sale and discontinuation of the business.
                                  Page 6 of 7
THE ESTEE LAUDER COMPANIES INC.

                                                 CONDENSED CONSOLIDATED BALANCE SHEETS
                                                       (Unaudited; In millions)
March 31              June 30            March 31
                                                               2005                 2004                2004
                                                          ----------------      --------------      --------------
                                               ASSETS
Current Assets
Cash and cash equivalents...............................  $         518.0       $       611.6       $       867.8
Accounts receivable, net................................            921.5               664.9               786.7
Inventory and promotional merchandise, net..............            723.3               653.5               574.5
Prepaid expenses and other current assets...............            267.1               269.2               243.4
                                                          ----------------      --------------      --------------
   Total Current Assets.................................          2,429.9             2,199.2             2,472.4
                                                          ----------------      --------------      --------------

Property, Plant and Equipment, net......................            690.4               647.0               620.4
Other Assets............................................            863.9               861.9               849.3
                                                          ----------------      --------------      --------------
   Total Assets.........................................  $       3,984.2       $     3,708.1       $     3,942.1
                                                          ================      ==============      ==============

                                      LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Short-term debt.........................................  $         113.8       $        73.8       $         5.3
Accounts payable........................................            251.0               267.3               226.1
Other current liabilities...............................          1,038.9               980.9             1,051.1
                                                          ----------------      --------------      --------------
   Total Current Liabilities............................          1,403.7             1,322.0             1,282.5
                                                          ----------------      --------------      --------------

Noncurrent Liabailities
Long-term debt..........................................            441.8               461.5               836.3
Other noncurrent liabilities and minority interest......            224.9               191.1               182.3
Total Stockholders' Equity..............................          1,913.8             1,733.5             1,641.0
                                                          ----------------      --------------      --------------
    Total Liabilities and Stockholders' Equity..........  $       3,984.2       $     3,708.1       $     3,942.1
                                                          ================      ==============      ==============
SELECTED CASH FLOW DATA
                                                         (Unaudited; In millions)
Nine Months Ended
                                                                          ---------------------------------------
                                                                                          March 31
2005                    2004
                                                                          ---------------          --------------

Cash Flows from Operating Activities
   Net earnings......................................................     $        339.5           $       271.0
   Depreciation and amortization.....................................              144.0                   139.2
   Deferred income taxes.............................................               36.1                    12.0
   Discontinued operations...........................................                  -                    33.1
   Other items.......................................................                5.5                    13.1
   Changes in operating assets and liabilities:
        Increase in accounts receivable, net.........................             (215.2)                 (128.9)
        Decrease (increase) in inventory and promotional
         merchandise, net............................................              (41.2)                   39.6
        Increase in accounts payable and other accrued liabilities...               12.3                   147.1
        Other operating assets and liabilities, net..................                6.4                    24.5
                                                                          ---------------          --------------
          Net cash flows provided by operating activities from
           continuing operations.....................................     $        287.4           $       550.7
                                                                          ===============          ==============

Capital expenditures.................................................              154.2                   130.9
Payments to acquire treasury stock...................................              217.1                    98.3
Dividends paid.......................................................               90.1                    68.5
# # #

                                  Page 7 of 7