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THOMSON REUTERS STREETEVENTS

EDITED TRANSCRIPTEL - Q3 2014 The Estée Lauder Companies Inc. Earnings ConferenceCall

EVENT DATE/TIME: MAY 02, 2014 / 1:30PM GMT

OVERVIEW:

EL reported 3Q14 reported net sales of $2.55b, net earnings (before charges) of$251.7m, and diluted EPS (before charges) of $0.64. Expects FY14 constant currencysales growth to be 6-7% and EPS (before Venezuela remeasurement charge andeffect of accelerated sales orders ahead of SMI go-live in July) to be $2.86-2.90.

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C O R P O R A T E P A R T I C I P A N T S

Dennis D'Andrea The Estee Lauder Companies Inc. - VP IR

Fabrizio Freda The Estee Lauder Companies Inc. - President and CEO

Cedric Prouve The Estee Lauder Companies Inc. - Group President, International

Tracey Travis The Estee Lauder Companies Inc. - EVP and CFO

C O N F E R E N C E C A L L P A R T I C I P A N T S

Mark Astrachan Stifel Nicolaus - Analyst

Chris Ferrara Wells Fargo Securities LLC - Analyst

John Faucher JPMorgan Chase & Co - Analyst

Olivia Tong Bank of America Merrill Lynch - Analyst

Steve Powers UBS - Analyst

Neely Tamminga Piper Jaffray & Co. - Analyst

Alice Longley Buckingham Research Group - Analyst

Sean King Goldman Sachs - Analyst

Ali Dibadj Sanford C. Bernstein & Company, Inc. - Analyst

Wendy Nicholson Citi Research - Analyst

Brian Doyle CLSA - Analyst

Javier Escalante Consumer Edge Research - Analyst

Bill Schmitz Deutsche Bank - Analyst

Nik Modi RBC Capital Markets - Analyst

P R E S E N T A T I O N

Operator

Good day, everyone, and welcome to Estee Lauder Companies' fiscal 2014 third-quarter conference call. Today's call is being recorded and webcast.For opening remarks and introductions, I would like to turn the call over to Vice President of investor relations, Mr. Dennis D'Andrea. Please goahead, sir.

Dennis D'Andrea - The Estee Lauder Companies Inc. - VP IR

Good morning, everyone. On today's call are Fabrizio Freda, President and Chief Executive Officer; Tracey Travis, Executive Vice President and ChiefFinancial Officer; and Cedric Prouve, Group President of International for the Estee Lauder Companies. Cedric will discuss strategy and currentresults for key markets outside of North America.

Since many of our remarks today contain forward-looking statements, let me refer you to our press release and our reports filed with the SEC, whereyou'll find factors that could cause actual results to differ materially from these forward-looking statements. Our discussion of our financial resultsand our expectations are before restructuring and other charges, including a re-measurement charge related to Venezuela.

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MAY 02, 2014 / 1:30PM, EL - Q3 2014 The Estée Lauder Companies Inc. Earnings Conference Call



In addition, we will discuss results before the impact of accelerated retail orders that took place in the prior-year quarter due to the implementationof our Strategic Modernization initiative and the impact on our full-year expectations of accelerated retail orders expected in the quarter endingJune 30, 2014.

You can find reconciliations between GAAP and non-GAAP figures in our press release and on the investor relations section of our website.

And with that, I'll turn it over to Fabrizio.

Fabrizio Freda - The Estee Lauder Companies Inc. - President and CEO

Thank you, Dennis. Good morning, everyone. I'm pleased to report that our successful track record continued in the third quarter of fiscal 2014, asour strategy helped us deliver excellent results. We have generated sustainable, profitable, and uninterrupted year-over-year sales growth, quarterafter quarter, for nearly five years. This achievement has been driven by our superb creativity and innovation; broad portfolio of prestige beautybrands; a business that's well diversified across categories, countries, and channels; and the flexibility to direct our investments to the bestopportunities.

In the third quarter, our sales rose 12% in local currency, slightly higher than our estimate. Diluted earnings per share before charges were $0.64,ahead of our forecast, and up 42% from a year ago. Our strong performance came from leveraging our sales and rebalancing our marketing activities.

We continue to be financially disciplined, with the flexibility to support strong growth areas while managing more prudently in others.

As a reminder, last year's third-quarter sales reflected a shift of $94 million of accelerated orders into the second quarter in advance of our assortedrollout. Adjusting for the shift, our underlining local currency sales gain this quarter would have been 8%. That increase is approximately doublethe annual growth of prestige beauty, which we estimate will be 3% to 4% this year.

Global prestige beauty continues to benefit from favorable demographics in attracting new consumers from us. With our singular focus on prestigebeauty on a worldwide view into consumer trends identified by our ten-year compass, we have positioned our Company in many of thefastest-growing and largest areas, making us confident that we can continue our pace in the industry overall.

With 30 brands in more than 10 distribution channels around the globe, virtually every part of our business can fuel our growth. Depending onlocal economies, the cadence of our innovation, and changing consumer desires, various brands, categories, regions, and channels can be starperformers. The key for us is recognizing what's succeeding and being flexible. So as market dynamics change, we react quickly and put greaterresources into the best opportunities, which has allowed us to excel in gain share globally.

Over the course of the year, we rely on all parts of our business to drive our sales growth. But the contributions from our multiple engines will varyby quarter. For example, during the first quarter of fiscal-year 2014, China, our luxury brands, and online, drove much of our growth.

In the second quarter, the US, UK, makeup, travel retail, and online led the way. In the third quarter, our emerging markets, Europe, MAC, and ourluxury brands accounted for much of our sales gains.

Having many growth engines is one of our best attributes and illustrates the breadth and the depth of our business. They provide balance andreduce the risk of being overly dependent on any one part of our business to achieve sustainable, profitable growth.

Our industry leadership was recently confirmed by a leading global market research firm. It reported that in calendar 2013, we strengthened ourposition by adding 20 basis points of share, reinforcing our status as the number one company worldwide in total prestige beauty. We gainedshare in prestige skin care and makeup on a total global basis as well as in some key markets and regions, demonstrating the strengths of ourresource allocation choices. Being nimble has allowed us to deliver strong results despite several challenging markets.

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Looking to our product categories, skin care and makeup remain our priorities since they account for the vast majority of our business and presentthe largest opportunities. Our skin care growth this quarter was significantly higher than last year's third quarter and also improved sequentially.

We launched several important kinds of innovations that strengthened our global offerings in this category. We are deploying more incrementalinnovation in areas where we either don't have a presence or our presence is limited. Examples of these white-space products are watery lotions,which are a key part of Asian skin care regimens and a large category in the region. Seizing an opportunity, several of our brands introducedproducts to fill this locally relevant segment. These lotions are just rolling out in Asia, and early results are very encouraging.

Clinique's Even Better Essence Lotion has been the brand's biggest launch in Japan in more than a decade. It launches in China this quarter.

Estee Lauder launched a high performance-product called Micro Essence Skin Activating Treatment Lotion. With its unique positioning as anessence in lotion, it has performed exceptionally well. La Mer introduced its own watery lotion a few months ago, and it continues to exceed ourexpectations.

At the same time, we are protecting and modernizing our core franchises with the latest technology to keep them fresh and competitive, as wedid with Clinique's new Dramatically Different Moisturizing Lotion Plus+ and the Estee Lauder brand's improved Advanced Night Repair serum.They have performed in line with our goals.

A third type of innovation we have been undertaking is bringing our brands into large existing categories we're not yet in. For instance, in thisquarter, La Mer rolled out its Lifting Contour Serum and Lifting and Firming Mask, which comprised its first collection to address contouring andlift.

Our makeup category also was strong, reflecting consumers' growing appetite for the newest products, which plays into many of our brandstrengths. This is especially valuable for MAC, which introduces something new just about every week such as a product, color story, collaboration,or locally relevant collection. This cost and creativity gives it a competitive advantage.

In the third quarter, there was a dramatic surge in lipsticks as MAC lipsticks sales and retail climbed 25% in the US prestige department stores.Lipsticks also helped lift the Estee Lauder brand's makeup results. Its new Pure Color Envy Sculpting Lisptick collection, which features sophisticatedpackaging and intense pigments, was a huge success, particularly in North America and the European region.

Smashbox had a terrific quarter thanks to strong demand for its new Full Exposure eye palette and selective distribution expansion internationally.

Our luxury fragrance brands, Jo Malone and Tom Ford, turned in an outstanding performance again, with double-digit gains in every region. EsteeLauder's new Modern Muse has resonated strongly with consumers. Among our new designer fragrance offerings, Tory Burch and the MichaelKors collection are the big success stories, exceeding our expectations. And sales of our Zegna scents collection have been strong.

As a Company, we achieved our goal of gaining share in fragrance in the US in the third quarter on strong, profitable sales, with most of our brandscontributing.

In hair care, products from Aveda's Dry Remedy franchise helped to drive strong increases internationally, and sales to salons rose.

Looking at our Business by geography, we are the number one prestige beauty player in many of the biggest markets including the United States,the United Kingdom, and Hong Kong. And also in some of the most important emerging markets such as China, South Africa, and Brazil. Our growthis well-balanced between established markets and developing ones, which provides another layer of stability. All of our regions had sales growthfor the quarter as well as the fiscal year to date.

This quarter, we continue to grow our business in the US and China; however, less than in the past because of sustenance in these countries. Despitethe sustenance in these important markets, we still deliver strong growth as a Company overall, which is another testament to the power of ourdiverse and broad portfolio and our strengths in many other markets.

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In North America, the retail environment was tough in the quarter, due in part to severe weather in much of the US and a late Easter.

China remains our biggest emerging market priority, and we are confident that long-term fundamentals remain strong. Despite an expected declinein same-store sales, our strategy to expand distribution, bring a new brand, and enter more cities continues to be solid. In fiscal year 2014, ourCompany expects another year of double-digit sales growth in China, a trend we expect to continue over the long term.

Aside from China, our other emerging market, which encompassed 13 countries, grew healthy double digits combined, and their global total salesare bigger than our China business.

Consumers in these countries comprise an important part of our travel retail business. The fastest-growing in this important group of emergingmarket were Brazil, Turkey, and Central Europe. Our sales in the UK continue to be vibrant, and our business in most Western European countriesis improving as prestige beauty is showing growth. Cedric will discuss our international business in more detail in a few minutes.

Our goal of sustainably generating sales growth ahead of the industry is an outgrowth of our compass, which identifies and validates promisingareas of consumer interest and short-term trends. Some products stemming from the vision will launch in the coming months, including breakthroughinnovation to bring incremental business.

For instance, Clinique plans to introduce two state-of-art global product in the first quarter of FY15. One is a custom-fit serum that uses highlyadvanced technology to treat the ageless consumers in a way Clinique hasn't addressed before, incorporating a breakthrough formula. CliniqueSmart Custom-Repair Serum is the brand's first serum that acts on different skin problem and on individual skin types.

The other product, a cleansing system that includes a new sonic device, was created by Clinique's scientists working closely with the brand's guidingdermatologists and is rooted in the brand's skin care authority. Clinique has more than 15,000 consultants around the world, and they are excitedabout selling the new system and educating consumers about its unique benefits.

Estee Lauder, meanwhile, is launching a new skin care product line in a big Asia white space. Nutritious Rosy Prism incorporates proprietarytechnology to address skin discoloration that can be caused by aging and environmental pollution.

These are just a few highlights of our outstanding creativity. Our innovation pipeline is strong and sustainable, and many other brands have excitingnew products and services on the horizon.

With regard to our distribution, we sell our products in more than 10 channels including salons, specialty-multi , and freestanding stores. Thesechannels present varying degrees of opportunities worldwide for many of our brands.

One of our highest growth channels is our travel retail business, where we are the clear global leader in skin care and makeup, the fastest-growingbeauty areas in the channel. We have gained share in these areas in recent years and still see many avenues of growth, including more brands,more airports, and greater conversion of travelers into buyers.

Another winning channel for us continues to be our e-commerce business, which again grew double digits. We have been launching brand sitesin several of our emerging markets and keeping ahead of consumer shopping patterns by continue to grow our mobile platforms.

We also had further opportunities to eliminate non-value-added costs and we will add greater visibility into areas of savings and efficiencies onceSAP is fully deployed. Tracey will provide more detail on these areas in a few minutes.

With just two months left in fiscal 2014, we expect to achieve our growth of 6% to 7% local currency sales growth for the full year. Based on resultsto date and our confidence in the future, we are raising our earnings per share estimate to $2.86 to $2.90 before charges. These estimates, excludethe impact of our next SAP go-live shift, which Tracey will also address.

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We will provide guidance for fiscal 2015 during our year-end call in August. At that time, we will also update our operating margin goals for thenext three years.

I am pleased to report that we are progressing faster than expected toward our current target of a 16.5% operating margin by the end of FY16.

Now I will turn the call over to Cedric, who will discuss our international business.

Cedric Prouve - The Estee Lauder Companies Inc. - Group President, International

Thank you, Fabrizio, and good morning, everyone. I just celebrated 20 years with the Company, and I've had the pleasure of leading the internationalexpansion of our unique portfolio brands for the last 12 years. Our mission is to leverage our experienced network of international affiliates anddistributors to strategically roll out our brands across the world and nurture that growth.

At the same time, we are maintaining great financial discipline, generating productivity improvements, and building strong capabilities for thefuture. Among these, we are investing in Retail stores, Consumer Insights Digital, Store Design and Visual Merchandising at the regional and thelocal levels.

Our regional efforts align with our overall corporate strategy priorities while integrating key characteristics of our diverse geographies. We areproud again of our progression this year, marked by significant share gains in all regions and travel retail.

International comprises over 60% of global sales and profits for the Company, a percentage that is expected to grow as we expand around theglobe. In the past five years, our international sales have increased over 10% annually on average in constant currency, equal to approximately$2.5 billion of incremental sales.

There are three central themes that I will expand on in my commentary. One, developed markets are improving. Two, turnaround markets arestabilizing. And, three, emerging markets are growing.

Developed markets represent the majority of our business and it continues to grow. Several areas have been economically challenged in the recentyears, notably Western Europe and Japan. Encouragingly, we are seeing improvement across the economies in our business.

In the third quarter, we grew share in Europe, where Germany had an excellent quarter, and France, Italy, and Spain all posted net sales growth aswell as retail growth ahead of prestige cosmetics.

Two key strategies for growth have been the diversification of our channel mix in the region and the accelerated growth of our more "selective"brands. Our channel mix has evolved ahead of our objectives for fiscal 2014, allowing us to generate nearly 20% of our sales directly to consumerthrough our own retail stores and online, up from 15% in fiscal 2013.

Consequently, we have gained share in prestige beauty in developed Western European markets this year, with growth at 2.8% compared toprestige beauty declining by 1.4%, or a gain of 50 basis points in share.

Our UK business continues to perform strongly. For the third quarter, our retail sales grew over 12%, continuing the solid improvement we've seenall year. This is even more impressive when you consider that the Estee Lauder Companies is a top-ranked corporation in prestige beauty in theUK, with share over 25%, led by Clinique as the number one prestige brand.

Our strategy in the UK and Ireland is to leverage our very balanced portfolio and to treat these countries as emerging markets. For example, weare pursuing new opportunities for our brands within this diversified consumer base in underserved neighborhoods, in big and mid-tier citieswhere there is room for further penetration and locally relevant products and communication.

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In Japan, we have experienced strong retail growth this past quarter as expected in anticipation of a 3-percentage-point increase in local VAT,effective April 1. We were already experiencing encouraging trends this fiscal year, with retail growth of about 4% through December. We anticipatethat some of the VAT effect will reverse in Q4, but we expect mid-single-digit retail sales growth in Japan for the full fiscal year.

Our strategies for Japan have been based on improved consumer insights and locally relevant innovation, laying the groundwork for continuedgrowth.

Fabrizio mentioned the success of our recent introductions in the watery lotion category. In fact, we are the leading international company in ourdistribution in Japan.

The second central theme is that turnaround markets are stabilizing. A few markets have been challenged recently, and we are pleased that theyare now stabilizing and improving. Both retail and net sales continue to be strong in Russia in markets where we are now more diversified thanever in terms of geography, brands, and distribution. We are focused on diversifying our distribution more profitably and with greater stability.

We have been expanding our freestanding stores and online businesses while partnering more strategically with our retailers. Despite the generaleconomy slowdown in Russia, we expect to outperform prestige beauty for the for the full fiscal year.

We continue to monitor the crisis in Ukraine. However, the market is not a large portion of the Russian business, and we have seen very little in theway of impact. The potential risk stems more from the possible escalation of sanctions between the US and Russia.

Korea remains challenging, but the decline experience in the past couple of years has slowed dramatically and prestige beauty is stabilizing, withretail growth inching upwards. Our business in Korea has seen sequential improvement, and for the third quarter sales were relatively flat. Most ofour brands registered growth in Q3, reflecting a greater focus on brand portfolio execution.

We continue to recover in Australia, a key market for us. Australia's GDP growth forecast reflects an improved outlook for consumer spending. Ourretail performance shows sign of a turnaround, with growth in each quarter this year. Nearly all of our brands grew in the quarter, mainly by strongdouble digits, and we are capturing share and recording solid growth on a like door basis. Australian consumers' affinity with makeup, in particular,has benefited MAC, which we expect will finish the year as the leading prestige brand in the country.

The third central theme is that emerging markets continue to be a key building block for our international growth. China remains a strategic priority,and Greater China and Chinese consumers are a focus for the entire Company. Our business in China continues to be strong, and there is plentyof additional expansion potential mid-to-long term.

While we experienced a slowdown in January and February due to competitor discounting for the Chinese New Year holiday, we recovered nicelyin March, and our net sales are currently up 11% year to date without playing the promotional game. We expect double-digit growth to continuein these markets, where we have very productive doors in tier 1 and tier 2 cities and continue to expand beyond.

We continue to expand geographically in China into new cities. Fiscal year to date, our net sales in tier 3 and 4 cities contributed 11% ofbrick-and-mortar retail, up from less than 8% in the year earlier driven by Estee Lauder and Clinique.

We continue to launch locally relevant products and introduce new brands, as evidenced by the opening of our first Jo Malone store in Beijing sixweeks ago. We have identified additional brands in our portfolio that could soon enter the market.

Online is reshaping China's retail landscape. Our online sales are doubling on the fiscal year-to-date basis by our own brand sites, retail sites, andincremental contribution of our T-Mall initiative. Clinique has been very successful with its online shop on T-Mall, becoming the top prestige beautybrand official store, and Estee Lauder plans to go live there later this month followed closely by Origins.

Though China remains a strategic imperative, it is not our only emerging-market focus. Beyond China, there are more than a dozen markets whichwe also classify as emerging, and they are receiving varying degrees of investments depending on the perceived opportunity.

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Today, these markets' combined sales exceed those of China and are growing double-digits. We envision that they will increasingly contribute wellinto our "10-year compass" projection. For example, our business continues to grow double digits in Turkey, Russia, Brazil, and Mexico. Four of ourmore strategically important emerging markets, and we are growing share in each.

We have strong growth in South Africa, and we plan -- and we have plans to expand into additional markets on the African continent. Our MiddleEast business continues to be very exciting, with retail growth in excess of prestige beauty over the past few months.

Despite Venezuela, Latin America continues to perform with excellence and delivers faster growth than any of other regions.

One way that affluent consumers from emerging markets are introduced our brands is through the travel channel. Our business in travel retailcontinues to grow nicely, with retail growth up 9% year to date against traffic growth estimated as five percent.

While Chinese-driven traffic has been challenged this October, when new toll regulations were implemented, we saw a significant improvementsduring the Chinese New Year period in January and February, driven mostly by independent travelers.

We keep investing in the channel by opening new brands and new doors, updating existing doors, and maintaining a leading advertising presencein key airports. Our strength in the APAC region and our ability to grow the emerging traveling consumer segment have led to our growth andconsiderable share gains in prestige skin care makeup in the past five years. We are now the clear market leader in these categories and continueto add distance between us and our competitors. We continue to implement our winning strategies by building new capabilities specific to thechannel.

As a key component to our SMI Wave 4, the travel retail team is finalizing preparations for the July go-live. We are confident the implementationof SAP in the channel will go smoothly and that we will be able to leverage it to improve our profitability through efficiency gains and value creation.

The outlook for travel retail remains positive. International passenger traffic is expected to rise mid-single-digits for the remainder of 2014. We arewell positioned to capitalize on this growth and further expand our brands in this most dynamic channel.

Our online business continues to grow in importance. This quarter, we launched nine e-commerce sites around the world including MAC in Brazil,which is exceeding expectations and is already positioned to be one of our top MAC doors in the coming years. We also launched 13 new m-commercesites, including three in China for Clinique, La Mer, and Origins.

In closing, I would like to stress that we are very confident about the future sustainability of international contributions to the Company's top- andbottom-line growth. Our strategic focus on fostering better consumer insights, leveraging innovation, expanding our geographic presence, rollingout our brand portfolio, diversifying our channels, and building new capabilities for success is working well. Our continued ability to expand ourinternational business and grow share speaks volumes about the strength of our brands, the strategic diversification of our market portfolio, andour ability to collectively reach and touch consumers around the world.

Now I will turn the call over to Tracey.

Tracey Travis - The Estee Lauder Companies Inc. - EVP and CFO

Thank you, Cedric, and good morning, everyone. I will first review our third-quarter financial performance and then share our outlook for theremainder of fiscal 2014. As a reminder, my commentary excludes the year-over-year impact of restructuring and other charges, primarily theVenezuela re-measurement charge you saw on this morning's press release.

Reported net sales for the third quarter rose 11% to $2.55 billion, above the top end of our expectations. Excluding the impact of currency translations,sales grew 12%. Net earnings and diluted earnings per share each rose 42% to $251.7 million and $0.64 respectively. EPS was also above the topend of our expectations due to both the sales performance and greater efficiency from our marketing investment.

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Our third-quarter sales growth was affected by the prior-year acceleration of retailer orders into our second quarter that otherwise would haveoccurred in our third quarter related to the January 2013 rollout of SMI. The impact of that shift in the prior-year quarter was $94 million in salesand $78 million in operating income equal to approximately $0.13 per share.

Excluding the impact of the SMI-related order shift and restructuring and other charges, local currency sales would have grown 8% for the quarter,and EPS would have grown 10%.

As I walk you through the highlights of our third-quarter results, my commentary will exclude the impact of the SMI shifts in the prior year's quarteras well as other charges to facilitate easier comparisons of our business performance.

Looking at our sales growth by region, net sales in our Americas region increased 7% in local currency, with 6% growth in North America and 13%growth in Latin America.

Regarding softer retail sales, as Fabrizio indicated, a combination of challenging weather, a shift in gift timing for Clinique to the fourth quarter ata major retailer, and anniversarying the 53rd week from last year along with Easter all contributed to retail performance.

The strongest channel performance in North America came from specialty multi-brand stores and online, while department stores and ourfreestanding stores were more reflective of the softer retail environment.

Latin American growth came primarily from double-digit increases in Brazil and Mexico, which saw strong growth at retail and the launch of MAC'se-commerce site in Brazil. These gains were partially offset by price reductions in Venezuela mandated by the new margin cap law enacted at theend of January.

In the Europe, Middle East, and Africa region, sales increased a strong 10% in local currency. Regional growth was led by a double-digit increasein the UK and 7% growth in travel retail. We also achieved double-digit growth in emerging markets such as Turkey, Russia, and Eastern Europe.Our markets in Western Europe were up across the board, with particular strength in Germany, Switzerland, and Italy. France rose low single digits,and we saw encouraging growth in both Spain and in Greece.

Our sales in the Asia-Pacific region increased 6% in local currency. Japan led growth in the region, with high-teens growth largely driven byconsumers who bought ahead of the April debt increase. Taiwan, Australia, and Singapore also experienced strong growth. Sales in China rose lowsingle digits for the quarter, reflecting a like-door decline of 7% and due to the increased promotional environment and growth in both online andoffshore consumer shopping, as Cedric mentioned in his remarks. We added distribution in five doors and one new city in China this quarter. Koreacontinues to stabilize, with sales declining less than 1%.

Our gross margin decreased 40 basis points to 80.4%, which primarily reflected both a mixed impact as well as some promotional costs andobsolescence.

Operating expense decreased 180 basis points to 65.5% of sales. The major factors contributing to the decrease were flattish marketing costsdriving expensed leverage of approximately 170 basis points and leverage of general and administrative expenses of 30 basis points, partially offsetby higher store operations expenses.

Flat marketing dollars in the quarter reflect both a rebalancing by quarter to match brand initiatives and greater support behind brands withprimarily in-store, digital, and print marketing models such as our makeup artist brands.

Operating income rose 18% to $380.1 million, and operating margin increased 140 basis points to 14.9%. Our effective tax rate on the adjustedearnings I just discussed was 31.4%.

In our third quarter, we reported a re-measurement loss of $38.3 million related to changes in exchange rate regulations in Venezuela that occurredduring the quarter. The Venezuelan government approved a new currency exchange rate mechanism, SICAD II, for access by companies operating

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in a broader group of industry sectors than previous rates had been recently. Our net monetary assets were converted from the previous officialrate of 6.3 to the new SICAD II exchange rate of VEF49.81 per dollar as of March 31, resulting in the charge reflected in the quarter. Prior to thecharge, Venezuela represented less than 1% of our year-to-date sales and less than 2% of our operating income.

For the nine months, cash flow from operating activities rose 25% to $1.2 billion, primarily reflecting improvements in accounts payable andaccounts receivable. Inventory days to sell rose to 191, compared with 165 days last year. Higher inventory was mainly due to anticipated salesgrowth, increased safety stock to maintain appropriate service levels, and the anticipation of accelerated orders into the fourth quarter related tothe rollout of SMI.

For the nine months, we have also invested $343 million in capital projects primarily to support new counters, technology, and retail stores.

We repurchased approximately 9 million shares of our stock for $600 million and used $225 million of cash to pay quarterly dividends to stockholders.

Our share repurchase program is open-ended, allowing us to buy back shares opportunistically. The acceleration in share buybacks in the thirdquarter reflected this policy, and we plan to continue this strategy when we have excess cash available in the US.

As you know, a significant portion of our cash is offshore. That said, in the past couple of years, we have used 100% of our available cash to returnto shareholders through both share repurchases and dividends.

Let's now turn to our outlook for the remainder of the fiscal year. We expect fiscal 2014 sales to grow between 6% and 7% in constant currency, inline with the growth we have experienced year to date. Currency translation is expected to negatively impact our full-year sales growth byapproximately 1 percentage point. Our estimate assumes weighted average exchange rates for the full year of 1.36 for the euro, 1.62 for the pound,and 1.01 for the yen.

The combined benefit of gross margin expansion and operating leverage are expected to improve operating margin by 60 to 70 basis points forthe full year. Marketing expenditures are expected to increase approximately 3%, and other SG&A costs are expected to leverage.

Our continued cost-management programs enable us to continue investing in long-term growth drivers like innovation, retail stores, e-commerce,and information systems that support our Company's future while reducing non-value-added costs.

Our fiscal 2014 tax rate is planned at approximately 31%.

I am pleased to say that we are raising our forecast for the full-year EPS to a range of $2.86 to $2.90 before the Venezuela re-measurement chargeand the effect of the accelerated sales orders ahead of our SMI go-live in July. Depending on the magnitude of exchange rate movements, theapproximately 1 percentage point negative currency impact on our top line equates to about two cents of EPS.

The next wave of our SMI rollout is scheduled for July 2014 and will include our North American order to cash process, our travel retail business,Japan, and the Middle East.

As has been the case in previous rollouts, retailers are expected to increase their orders in advance of the go-live to mitigate any potential disruptionsfrom the transition. The impact will be to shift sales and profits into our fiscal 2014 fourth quarter and full year from our fiscal 2015 first quarter andfull year. We estimate the shift in sales to be between $125 million and $150 million, equal to EPS of approximately $0.14 to $0.17. This amount ishigher than previous waves due both to the relative size of the businesses affected and to the higher expected sales in July compared to the timingof previous shifts, which have reflected seasonally slower periods in January.

Therefore, including the shift, our sales growth for the year is expected to be between 6% and 7%, and EPS is forecasted at $3 to $3.07.

With the July rollout, we will have completed our final major wave of SMI and will have more than 90% of our sales SAP enabled.

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We are excited about the opportunity to leverage the new systems and processes for further operational efficiencies in value creation. We expectto see some of these greater efficiencies in our cost-saving programs in the areas of indirect procurement, improved inventory management withreduced levels and handling costs, productivity, and cost of goods. We also continue to make progress on our marketing effectiveness initiatives.

In closing, we are very proud of the results we have achieved thus far this year. And on behalf of the entire management team, I would like to thankall of our employees for their tremendous dedication and hard work.

And that concludes our prepared remarks this morning. We'll be happy to take your questions now.

Q U E S T I O N S A N D A N S W E R S

Operator

(Operator Instructions) Mark Astrachan, Stifel.

Mark Astrachan - Stifel Nicolaus - Analyst

One housekeeping question, one other question. So China -- could you maybe just give us a bit of your thoughts on what the category growthlooks like and sort of try to put the slowdown in retail sales and in your same-store sales in some sort of context around category?

And then Cedric, broadly speaking longer-term, how do you think about the percentage of sales that you see coming from this Company fromdeveloping markets over the next few years? And what do you think the number is as we sit here today inclusive of the percentage of sales thatyou get from travel retail that comes from developing markets?


Okay, that is not one question. So I'll answer first the category, while Cedric will answer the rest.

So overall, the prestige industry -- we see it growing 3% to 4%. And in the previous year, it has been growing at 4% to 5%. So this is a softer yearof growth for global prestige beauty. This is driven by -- continues to be driven by demographic middle class, aging population. But the softnessversus previous year in big markets, particularly in China and US, is what at this point in time is keeping the category around 3% to 4%.

Between categories within prestige beauty, we continue to see skin care as a strong growing category. But this year, we see a special accelerationglobally of the makeup category that become more and more important over time as a promising category within prestige beauty.

Now, Cedric, do you want to address the international part?


Yes, so if I understood your question, you're asking how we think our emerging market mix is going to evolve in the future. We have a pretty robustprocess where we have established a framework for all of our 13, 14 emerging markets.

Looking at them through 2022, I don't have the exact number in mind but what I would tell you is that with the CAGR that we are experiencingwith these emerging markets, we expect that we would probably double their size in the next four or five years.

And I think you asked the question about travel retail. Travel retail fundamentals remain very strong. And as we see these emerging populationsaccessing to travel and we are really growing in key populations that are going to travel increasingly, whether it's the Chinese or the Russians or

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Middle East or Turkey or Brazilians -- so we are seeing an impact not only in the market but over the course of destination, we think we also havea projection on travel retail that would take us to doubling the sales.

Operator

Chris Ferrara, Wells Fargo.

Chris Ferrara - Wells Fargo Securities LLC - Analyst

Tracy, I know you've talked before about the ability to access working capital opportunities, particularly inventory days that you would need thefinal wave of SAP to be up and going. So I guess the question is with it -- likely to be 90%-plus done following this next wave, can you access workingcapital opportunities for this coming holiday season? Or do you think it's more of a 2015, 2016 holiday season opportunity? And if so, just anypreliminary thoughts on what you do with that cash as it starts come through would be great.


Great question. So, yes, clearly the build-up that we saw in this quarter was to support that last major wave of SMI. And, certainly, the higher levelsthat we've carried over the last couple of years have somewhat been driven by the rollout of SMI. So we expect inventory levels to start to steadilycome down in fiscal 2015, which will certainly free up more cash for us.

As I said in my prepared remarks, as we look at our free cash flow, we look at the mix of distribution to shareholders that is accessed outside of anyacquisitions that we might be planning to do to redistribute. And that certainly will be what we do in the coming months, when we believe wewill have even more free cash flow available.

Operator

John Faucher, JP Morgan.

John Faucher - JPMorgan Chase & Co - Analyst

Want to talk a little bit about the marketing efficiency in the quarter. What drove that? How is it -- is it sustainable as you look at it? Is that one ofthe reasons why you feel like you've got more confidence in the margin targets?

And then there has been some chatter about gift with purchase being maybe a little less efficient right now. Are you seeing any of that in themarket? So that issue specifically as well. Thanks.


Yes, on marketing -- so, yes, there is more efficiency that we are making. And there are several things driving the efficiency. First of all, we have aninternal project which is adjusting our investment, measured with greater return on this investment.

So for example, we are adjusting down some of our television advertising activities and up other areas like digital and in-store and print as a resultof some of these learnings that we had across initiatives. And so this is about increasing rate of return on every single penny we spend.

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Second, the overall percentage of sales on marketing can be impacted by the kind of innovation we have. For example, if we launch a big innovationin skin care on our big brands like Lauder or Clinique, this tends to be carrying more advertising investment that some of our makeup artist brands.So the mix between innovation across brands has an impact.

Second, the mix by country has an impact. There are some countries which are more advertising driven, such as US, and other countries which areless advertising driven, such as some of the emerging markets.

So, overall, given the mixed evolution of our business, given our rate of return improvements, we are confident that we can leverage our marketexpenses, still continue to spend more against our key opportunity initiatives.

In term of gift with purchase, yes, we see the gift with purchase being less efficient than what it used to be in the past. That's why we are evolvingand learning how to adjust our promotional strategy and how also, frankly, to improve the existing gift with purchase activity to make them moreefficient for the future and more effective.

Tracey, unless you want to add something --


The only thing I'll add to that is that, for the full year, we expect our marketing expense as a percent of sales to be slightly leveraged. So you won'tsee 170 basis points every quarter. But, to Fabrizio's point, it does depend on the brand launch activity and the brand support activity, obviously.But we do expect to see a slight leverage this year -- full year.

Operator

Olivia Tong, Bank of America Merrill Lynch.

Olivia Tong - Bank of America Merrill Lynch - Analyst

Just following up on the advertising and the spending support, it sounds like, over time, with natural progression, more emerging markets, moremakeup artist brand, and more of the luxury brands, that there is an actual pull for the advertising to come down. So can you help us understandwhat -- help quantify what that kind of change is relative to what you can leverage in terms of just being more efficient?


No, frankly, I think it's very difficult to quantify because this will depend -- it's exactly what we are doing. As I said in my prepared remarks, we aretrying to adjust our business reflecting the opportunity around the world to being flexible to respond to the various opportunity as they evolve.So it's very difficult to give you details at such level of complex mix element that we have around the world.

But in terms of overall trend, you're right. That's exactly the point we are making. There is a leverage opportunity over time. And the way we areprogramming our strategy -- basically we call it compass. The way we are working our five-, 10-years vision in compass of our mix of countries,channels, brands is designed to leverage. To leverage our gross margin, to leverage our marketing expenses, to become over time, and to go inthe right direction.

However, you need to also assume that this change of model also brings new costs in some other aspect in areas of the P&L. For example, freestandingstores bring some other area of costs. And importantly, the mix -- the more we grow skin care globally, the more we can leverage all these aspectsin our P&L.

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Operator

Steve Powers, UBS.

Steve Powers - UBS - Analyst

Fabrizio, looking ahead -- and I think you alluded to this in your prepared remarks and maybe a response to Chris's question, Tracey, earlier. Butjust given where the business is heading this fiscal year based on your guidance, should we expect you to revisit some of your longer-term goalsalongside fiscal 2015 guidance in a few months, whether it's respect to the longer-term margin targets, working capital, the capital structure, cashdeployment priorities in general?

Because I think beyond your ability to continue to grow and expand share amidst all of the competitive and macro challenges, just getting moreclarity and confidence in what Estee Lauder thinks it can do longer term in terms of profitability and free cash flow generation is probably one ofthe highest-order questions for investors. So just curious how you're thinking about those items or at least the communication of them goingforward. Thanks.


So actually, yes, I have talked about that in my prepared remarks. So we are progressing faster than what we expected toward our 16.5% marginfor 16% previous goal. And so we expect to revise this goal in the August call, as we do every year. And so you will get, at that point a new plan forthe future. We continue to believe that we have the ability to grow half a margin point per year in several future years, and that's what we areworking on.

To do that, we will need to continue growing our business, to continue leveraging our business, and importantly, as Tracey has explained in herremarks, to start using the SAP and the SMI project just creating value and to -- because we will have visibility on new value-added cost eliminationopportunities.

Tracey, you want to add something?


Yes. And the only thing I will add to that is one of the things that has worked incredibly well for us over the last few years is the opportunity to bothidentify and deliver cost savings as well as invest for the future. So much of what we are experiencing this year is related to investments that wehave made in previous years to set up some of our mid-term brands for more success as an example. And we would expect to continue to do thatover the next few years. Certainly SMI gives us a new tool to leverage cost savings where -- versus some of the prior programs that we have. So weare, as I said in my prepared remarks, quite excited about moving forward in this next journey.

We will update all of our goals in the August call. That will be margins, sales, as well as working capital. And as the Board authorizes capital structure,we'll update those goals as well.

Operator

Neely Tamminga, Piper Jaffray.

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Neely Tamminga - Piper Jaffray & Co. - Analyst

Quick housekeeping question for Tracey. Could you just remind us the size and scope of your e-commerce business and maybe whatever thehigh-level path of expansion you see for that channel?

And then for Cedric specifically strategically, mobile commerce seems to be at a much faster adoption rate for your international consumers versusyour US consumers based on the work that we do. So do you look at your growth in digital for international -- is it really for you more about sites,SKUs, and brands available on those sites, or is it about key functionalities tied to payment that's going to drive conversion even further? Thankyou.


So on your first question, our e-commerce business is approximately 6% of our total business. There are some markets that are more highlyconcentrated than others; so the US and the UK have more developed e-commerce businesses -- EM commerce businesses. And in those markets,the percent of sales are about 10%. And, again, that includes both our sites as well as our customer retailer sites.

We are -- and have seen terrific growth in various markets of the e-commerce business. And certainly Cedric talked about China, and I'll let himexpand on the second part of your question in a moment.

And we invest where we see high adoption in terms of e- and m-commerce and where we see -- where we have a brand presence as well so thatwe can leverage both in-store visibility and consumer availability as well as e- and m-commerce visibility.


Yes, so this is a big topic for international, and of course we are very focused on the rollout of our sites around the world. You know the prospectivenow on your 6% for total Company. In some of our international markets, we are passing 10%, like the UK. And in some of the emerging markets,we are, of course, in the very early stages of development.

In terms of the site, it's important for us to develop the sites. We have our own sites, and we have retailer sites. In general, what we see is that retailersites tend to grow a little bit faster, so we have a program to actually help our retail partners developing their online business as well because,initially, there's always a little bit of reluctance and protection of their brick-and-mortar business.

What we see that is very important is the future of omni-channel where, actually, we need to integrate online and off-line, and we get much betterconsumer efficiency.


And the last part of your question was m-commerce. So our m-commerce in the quarter was just doubling versus last year. So you're right, thegrowth of m is really, really strong.

Operator

Alice Longley, Buckingham Research.

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Alice Longley - Buckingham Research Group - Analyst

The organic sales growth in the quarter at 8%, how much do the early buying in Japan contribute to that? And a related question is that earlybuying clearly helped the quarter, but you were hurt by the promotional activity in China and in the US by Easter, the weather, and the Cliniqueshift. So if we put all those things together, were you maybe up 8% adjusted for those gives and takes? Thanks.


Yes, I would say with those gives and takes, we were up -- we were still up around 8%. So Japan, again, is a large market for us but in the wholescheme of things from a total Company standpoint would not significantly impact our results. Our segment results, yes; not our total Companyresults for the quarter.


Yes, your three observations are correct. There has been some element of stock in these three things, but they are not significant numbers.

Operator

Jason English, Goldman Sachs.

Sean King - Goldman Sachs - Analyst

Hi, this is Sean King in for Jason English. I guess the question that I have is if you could speak a little bit more about what you're seeing in USdepartment stores and what your expectation is for the rest of the year given the weakness that we saw in the first quarter.


Yes, we saw a weak first quarter, as we explained, for several reasons, like weather, Easter, and the 53rd week, et cetera. So what we see -- we believethat we will see some recovery of the trend in the US overall in the market. We have confidence that the US market has the potential to continuegrowing in the mid-single digits for the long term and to continue growing faster than mass.

Within that, the midtier department store are going to be the critical issue in terms of acceleration because, as you know, the rest of online specialtyfreestanding store are today having strongest trend than midtier department stores.

But midtier [department store] acceleration is going to be supported by our innovation in the next 12 months, which is going to be strengthenedto be innovation which is less cannibalizing. We call it white-space innovation. This should bring new consumers and accelerate the trend, again,particularly in the skin care area.

Operator

Ali Dibadj, Bernstein.

Ali Dibadj - Sanford C. Bernstein & Company, Inc. - Analyst

First, I just want a clarification on the 6% to 7% top-line growth. Because, until last quarter, that used to be excluding the SMI shift. And I'm tryingto understand why now it includes it, if I heard correctly, particularly given the better numbers that you have from a top line for this quarter.

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And then the non-clarification question -- although I would like some clarification about it -- is the skin care rebound looked pretty good at about7%. And a lot of that sounds like it was from innovations, which didn't really materialize last quarter. And I'm trying to understand why it's a littlebit different this time. What went wrong last time; perhaps what's getting better here.

And if you can rope in, as well, the context of the fact that you're only spending 1% of your sales on R&D versus some of your competitors spendingmuch, much more, as well as the fact that the margins in skin care looked like they were down -- certainly the operating income only grew 2%.Thank you.


Let me (multiple speakers) --


(inaudible) for one question. (laughter)


Thanks for that question, Ali. In terms of the 6% to 7% -- and, again, we quoted a lot of numbers on the call with all of the moving parts, so I canunderstand some of the confusion, and I think the press release does a good job of laying it out when you can refer to it.

The 6% to 7% for the full year still does exclude the SMI shift. And, obviously, we introduced the new SMI shift for the fourth quarter, but it alsoexcludes that. So that is an SMI-adjusted number of 6% to 7%.

What we spoke about was the $125 million to $150 million of advance shipments we'll see in our fourth quarter are worth about $0.14 to $0.17 ofEPS growth for the year. But that is including the next SMI shift. But the 6% to 7% is clean of SMI.


So no change there since our previous 6% to 7%. So basically we are not changing our full-year 6% to 7% ex-SMI. And, in terms of the skin care, so-- you're right. The skin care had a softer quarter in October - December, and now there is an acceleration.

The difference is the kind of innovation that we have in this part of the fiscal year is less cannibalizing; is more white space. That's why, in myprepared remarks, I spoke a lot about that exactly to make this point because I understood there was some confusion.

Our innovation going forward will be a good balance between revitalizing our historical SKUs like Advanced Night Repair on Lauder. And thenadding on top non-cannibalizing innovation to enter white space; it creates more net extra. And then bringing some of our brands into areas theyare not, which is, again, non-cannibalizing.

So what you see in skin care is not necessarily more innovation in total, but you see the kind of innovation is driving faster growth. And I believethis will continue in the next 12 months; for example, with the innovation I have explained on Clinique in the course of my prepared remarks.

Then in term of the R&D 1% -- (multiple speakers). The R&D 1% is -- we actually invest the majority of our R&D activity in skin care. So if you calculatethe percentage of investment on the skin care sales -- this is actually a higher number. That's one point. And then is not necessarily apples to applesbecause we have other activities that support our innovation.

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And last, our innovation program is based a lot in co-net developed with other groups -- meaning, with suppliers; with university; with other experts.So we leverage capabilities which are outside of the Company with our R&D program in a very profound way.

Operator

Wendy Nicholson, Citi Research.

Wendy Nicholson - Citi Research - Analyst

I just have really quick questions. Number one, can you give us the like-door growth for China; whatever would be consistent with the minus-4 yougave us last quarter?

And then Tracey, on SMI, I know you've talked about how the first aspect of the cost savings is just going to be turning off some of the legacysystems that you've been running in duplicate as you've been in the process of rolling out SAP. So can you quantify for us -- forget about aboveand beyond, process changes, and real benefits from SMI and SAP -- but just the turning off of that old system, when is that going to start, and howmuch is that going to equate to in terms of the benefit to margins? Thanks.


Okay. So for China, Wendy, the comp -- or the same-store sales growth in the quarter was minus 7%. And I mentioned in my prepared remarks thatthe total growth was low single digits, but the comp-door sales growth was minus 7%.

In terms of SMI and thinking about next year -- so we go live in January. We have our normal hyper-care period for three months. So the teamremains in place in order to support that activity. And then we can begin the process of decommissioning legacy systems.

From a cost standpoint, I think we'll be able to update more holistically in August. Some of that activity -- there is some savings, though, related toyour point of a decommissioning of those systems.

Operator

Caroline Levy, CLSA.

Brian Doyle - CLSA - Analyst

Hi, this is Brian Doyle in for Caroline. Just on the US business, we were wondering if there was some shipping of new products maybe ahead ofsell-through. The mid-single-digit growth in revenue was the head of retail data that we've seen, which looked quite a lot weaker. I know you hade-commerce and owned stores did better, but if you could just help us out on that.

And then secondly, I don't know if you actually commented on what you saw in terms of market share trend both in China and the US in the quarter.Thanks.


So on the shipments, you are correct. We did ship product in the US, particularly in the March time frame, to support some April activity. We talkedabout the Clinique gift that shifted into the fourth quarter from the third quarter as well as some other activity as well. So that's why you see the

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disconnect in the third quarter. And that's why we spoke about retail softness, although the numbers from a net standpoint didn't necessarilyreflect that.


So what was the second question?


The share in the US -- market share US/China.


So the question on the US market share is -- the answer, sorry, the US market share -- we are, by far, the leader in the US -- or more than double thesecond competitor and around 39% overall share.

When you look at our quarter and our year, we are doing very solid results in makeup. Also please keep in mind that the retail numbers you see isonly 60% of our business. The rest is not covered like freestanding stores online, et cetera.

So the make-up, very solid. We are growing market share in fragrance and hair care. We are growing faster in the market online in specialty, ourluxury brands. So the specific issue in the US market share is skin care in midtier department stores. And we need to address this issue with anon-cannibalizing skin care innovation that we have been describing in the course of this call in our prepared remarks. That's exactly our plan.That's exactly the area of focus. That's the area of softness that we will address with skin care innovation in the next 12 months. To go back growingalso skin care, market share within prestige in the US.


And for China, we are the number one group and we're the number one brand. But we have stable market share for the year to date, and we losta little bit of market share in the quarter.

Operator

Javier Escalante, Consumer Edge Research.

Javier Escalante - Consumer Edge Research - Analyst

First, a clarification on what you mentioned in Japan. Could you remind us what percentage of sales the Company has in Japan, and what was theactual growth of Japan in the third quarter vis-a-vis the second quarter? That would be the clarification because I didn't understand what you saidwhen -- the prior question.

And then more -- the real question has to do with China. The slowdown continued. What do you attribute this slowdown? Because we had seen apick-up of herbal and South Korean brands in our survey work, and how that dovetails into your strategy of opening stores in China at a time thatthere seems to be a slowdown. And what does it mean for margins to the extent that those points of distribution may not be having the kind ofthroughputs that you may want to have? Thank you.

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So I want first to address the China thing, and then we -- the Japan numbers. No, China -- actually, it continued to be a very strong market. I wantto clarify the slowdown means it has gone from double-digit growth in market to single-digit growth in market. Still remains one of the fastestgrowing markets in the world.

Second point is China -- the decline -- or the stabilization of market growth in tier 1 city of China is what is seen in the number. Tier 2, tier 3, tier 4cities continue to grow. China online business continue to grow, and China freestanding store and specialty channels continue to grow nicely.

So the last point is on your issue of productivity, China is still today the by far most productive market per door. Just a number -- our doors in Chinaare five times more productive on average than our doors in the US. So a certain decrease on sales per door is to be expected with a strong increasein distribution that is happening; and the fact that internal travelers, which are 350 million, now find the product in the city of origins thanks toonline and increased distribution in tier 2 and tier 3.

So the decline of same-door sales in China is expected -- and, by the way, will not impact profitability for many years to go because, as I said, it'sthe most productive market per door of the world as we speak. And the other --


So on Japan, Javier, both Cedric and I spoke about Japan. It's about 4% of our total sales. The market has been performing strongly this year upuntil, certainly, the third quarter, where obviously the sales growth accelerated. So even prior to the VAT increase, Japan had been up mid-singledigits. In the third quarter, Japan was up high-double digits, and that is in advance of, obviously, the April VAT increase, where the VAT went from5% to 8%.

So Cedric spoke about a little bit of softness post-VAT in the April time frame, but we would expect that Japan would recover to that mid-single-digitlevel based on some of the strong programs that we have in the market right now with Clinique and others.

Operator

Bill Schmitz, Deutsche Bank.

Bill Schmitz - Deutsche Bank - Analyst

Sort of long, convoluted question, but part of the issue in the US -- could it be -- I know a huge source of growth has been taking brands -- takingshare away from some of the mass-market brands. And one of your competitors said there is no such thing as affordable luxury, meaning that we'regoing to focus our business almost exclusively on luxury products because there's no midtier. And I think maybe part of the risk -- you can tell meif you think I'm dead wrong, but the middle-class consumer is massively stressed right now, and you see it in some of the IRI-type data. And so isthere a risk with the strategy of pulling people out of mass because that consumer, at least for the time being, is very at risk? Or maybe you thinkI'm being short-term on this and over time, obviously, that market comes back? I would just love some clarification if you don't mind.


Frankly, I think it's a great question because the -- it is actually true that in this moment, meaning in the last six, nine months, it's been tougher tomove people from mass into prestige than it used to be. In fact, you see, also in our portfolio, the growth of luxury brands is much stronger thanthe entry price of prestige brands. And, in fact, that's why, again, in our prepared remark, we are explaining that we are turning our focus morebalanced into gaining market share within prestige with the kind of innovation we are launching also in the non-cannibalizing one.

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That, however, is, as you say, a short-term point. Meaning that's what is right to do in this moment. I believe, frankly, that in the long-term, thesourcing from mass strategy will continue to be the way to grow the category in prestige; that to meet the class growth will fuel the prestigemarkets.

Now, in the US, this maybe is lower than in this moment than in other markets. But globally, this is still the clear trend, even today in total. So you'reright, but I don't think this is a long-term trend. I think this is just a short-term, US-specific adjustment that in fact we are doing.

Operator

Nik Modi, RBC Capital Markets.

Nik Modi - RBC Capital Markets - Analyst

Fabrizio, I was wondering maybe if you can just touch on the -- one of the earlier questions on emerging markets. And as you think about theten-year compass and doubling the business over the next five years, how should we think about the margin profile? Because many consumercompanies see margin degradation as they expand more aggressively in emerging markets. So if you can provide any clarity there, that would bereally helpful. Thank you.


No -- actually, as we explained in the last years, in the majority of our emerging markets, we start to build the Business in a way which is accretiveand not dilutive to the average of the Company after a certain amount of investment, obviously. So the going level of the profitability in theemerging markets tends to be in line or accretive to the margin. So we don't see an issue of this kind.

Also, the expansion of international contains an important share of travel retail and online. And, as you know, those will continue to be among thefastest segments in the international growth, and they are very profit-accretive. So -- and finally, within the emerging market, we tend to chooseand prioritize the one which are more accretive and the brands that we use to build emerging markets. Take this in mind in a very important way.

So Nik, I don't believe the expansion of new channel and new emerging market will be a dilutive risk. If anything, it's one of the mix elements that,over time, will pay in favor of building our profitability.

Dennis D'Andrea - The Estee Lauder Companies Inc. - VP IR

Holly, can we wrap up?

Operator

Yes, if you were unable to join for the entire call, a playback will be available at 1 PM Eastern time today through May 16. To hear a recording ofthe call, please dial 855-859-2056, passcode 30824577. That concludes today's Estee Lauder conference call. I would like to thank you all for yourparticipation and wish you all a good day.

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