Edgar Filing: 1992 GRAT REMAINDER TRUST FBO GARY LAUDER

Ownership Submission

FORM 4

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

1992 GRAT REMAINDER TRUST FBO GARY LAUDER

2. Issuer Name and Ticker or Trading Symbol
ESTEE LAUDER COMPANIES INC [EL]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

_____ Director	__X__ 10% Owner
_____ Officer (give title below)	__X__ Other (specify below)
Trust with Insider

(Last)

(First)

(Middle)

767 FIFTH AVENUE,

3. Date of Earliest Transaction (Month/Day/Year)
11/16/2011

(Street)

NEW YORK, NY 10153

4. If Amendment, Date Original Filed(Month/Day/Year)

6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	11/16/2011		S⁽¹⁾		3,100 ⁽²⁾	D	$ 114.36 ⁽²⁾ ⁽¹⁴⁾	19,080	D ⁽³⁾ ⁽⁴⁾ ⁽⁵⁾
Class A Common Stock	11/16/2011		S⁽¹⁾		1,400 ⁽²⁾	D	$ 115.28 ⁽²⁾ ⁽¹⁵⁾	17,680	D ⁽³⁾ ⁽⁴⁾ ⁽⁵⁾
Class A Common Stock	11/16/2011		S⁽¹⁾		500 ⁽²⁾	D	$ 115.96 ⁽²⁾ ⁽¹⁶⁾	17,180	D ⁽³⁾ ⁽⁴⁾ ⁽⁵⁾
Class A Common Stock	11/17/2011		S⁽¹⁾		2,400 ⁽²⁾	D	$ 112.29 ⁽²⁾ ⁽¹⁷⁾	14,780	D ⁽³⁾ ⁽⁴⁾ ⁽⁵⁾
Class A Common Stock	11/17/2011		S⁽¹⁾		1,000 ⁽²⁾	D	$ 113.34 ⁽²⁾ ⁽¹⁸⁾	13,780	D ⁽³⁾ ⁽⁴⁾ ⁽⁵⁾
Class A Common Stock	11/17/2011		S⁽¹⁾		1,500 ⁽²⁾	D	$ 114.05 ⁽²⁾ ⁽¹⁹⁾	12,280	D ⁽³⁾ ⁽⁴⁾ ⁽⁵⁾
Class A Common Stock	11/17/2011		S⁽¹⁾		100 ⁽²⁾	D	$ 114.96	12,180	D ⁽³⁾ ⁽⁴⁾ ⁽⁵⁾
Class A Common Stock								434,331 ⁽⁷⁾	D ⁽⁴⁾ ⁽⁵⁾ ⁽⁶⁾
Class A Common Stock	11/16/2011		M⁽⁹⁾		50,000	A	$ 43.1	162,588	D ⁽⁸⁾
Class A Common Stock	11/16/2011		S⁽⁹⁾		50,000 ⁽²⁾	D	$ 114.19 ⁽²⁾ ⁽¹⁴⁾	112,588	D ⁽⁸⁾
Class A Common Stock	11/17/2011		M⁽⁹⁾		50,000	A	$ 43.1	162,588	D ⁽⁸⁾
Class A Common Stock	11/17/2011		S⁽⁹⁾		49,800 ⁽²⁾	D	$ 114 ⁽²⁾ ⁽²⁰⁾	112,788	D ⁽⁸⁾
Class A Common Stock	11/17/2011		S⁽⁹⁾		200 ⁽²⁾	D	$ 114.43	112,588	D ⁽⁸⁾
Class A Common Stock								5,234	I ⁽¹⁰⁾	by children of WPL

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security
(Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code
(Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date
(Month/Day/Year)

7. Title and Amount of Underlying Securities
(Instr. 3 and 4)

8. Price of Derivative Security
(Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Option (right to buy)

$ 43.1

11/16/2011

M⁽⁹⁾⁽¹¹⁾

50,000

⁽¹¹⁾

08/24/2014

Class A Common Stock

50,000

⁽¹²⁾

50,000

D ⁽⁸⁾

Option (right to buy)

$ 43.1

11/17/2011

M⁽⁹⁾⁽¹¹⁾

50,000

⁽¹¹⁾

08/24/2014

Class A Common Stock

50,000

⁽¹²⁾

D ⁽⁸⁾

Class B Common Stock

⁽¹³⁾

Class A Common Stock

634,152

D ⁽⁴⁾ ⁽⁵⁾ ⁽⁶⁾

Class B Common Stock

⁽¹³⁾

Class A Common Stock

3,262,800

D ⁽⁸⁾

Class B Common Stock

⁽¹³⁾

Class A Common Stock

22,870

I ⁽¹⁰⁾

by children of WPL

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
1992 GRAT REMAINDER TRUST FBO GARY LAUDER 767 FIFTH AVENUE NEW YORK, NY 10153		X		Trust with Insider
LAUDER GARY M 767 FIFTH AVENUE NEW YORK, NY 10153		X
1992 GRAT REMAINDER TRUST FBO WILLIAM LAUDER 767 FIFTH AVENUE NEW YORK, NY 10153		X		Trust with Insider Trustee
Lauder William P C/O THE ESTEE LAUDER COMPANIES INC. 767 FIFTH AVENUE NEW YORK, NY 10153	X	X	Executive Chairman

Signatures

1992 GRAT RemainderTrust F/B/O Gary Lauder, by Spencer G. Smul, Attorney-in-fact		11/18/2011
^**Signature of Reporting Person		Date
Gary M. Lauder, by Spencer G. Smul, Attorney-in-fact		11/18/2011
^**Signature of Reporting Person		Date
1992 GRAT Remainder Trust F/B/O William Lauder, by Spencer G. Smul, Attorney-in-fact		11/18/2011
^**Signature of Reporting Person		Date
William P. Lauder, by Spencer G. Smul, Attorney-in-fact		11/18/2011
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	1992 GRAT Remainder Trust f/b/o Gary M. Lauder ("GML GRAT Remainder Trust") sold shares of Class A Common Stock pursuant to plans intended to comply with Rule 10b5-1(c), previously entered into on May 25, 2011 and June 3, 2011.
(2)	The number of securities reported represents an aggregate number of shares sold in multiple open market transactions over a range of sales prices. The price reported represents the weighted average price. The GML GRAT Remainder Trust, 1992 GRAT Remainder Trust f/b/o William P. Lauder ("WPL GRAT Remainder Trust") or William P. Lauder ("WPL"), as the case may be, undertakes to provide the staff of the SEC, the Issuer, or a stockholder of the Issuer, upon request, the number of shares sold by such reporting person at each separate price within the range.
(3)	Owned by GML GRAT Remainder Trust directly. Owned by each of GML and WPL, indirectly, as a trustee of the GML GRAT Remainder Trust.
(4)	GML disclaims beneficial ownership to the extent that he does not have a pecuniary interest in such securities.
(5)	WPL disclaims beneficial ownership to the extent that he does not have a pecuniary interest in such securities.
(6)	Owned by WPL GRAT Remainder Trust directly. Owned by each of GML and WPL, indirectly, as a trustee of the WPL GRAT Remainder Trust.
(7)	The "Amount of Securities Beneficially Owned Following Reported Transaction(s)" for the 1992 GRAT Remainder Trust f/b/o William P. Lauder reflects the correct amount after the sales of 20,000 shares of Class A Common Stock on November 14, 2011 that was reported incorrectly in the Form 4 filed on November 16, 2011.
(8)	Owned by WPL directly.
(9)	WPL exercised stock options and sold the underlying shares of Class A Common Stock pursuant to a plan intended to comply with Rule 10b5-1(c), previously entered into on February 14, 2011.
(10)	Owned by WPL indirectly, in custody for his children.
(11)	Options granted pursuant to Fiscal 2002 Share Incentive Plan in respect of 33,000 shares exercisable from and after January 1, 2004; 33,000 shares exercisable from and after January 1, 2005; 34,000 shares exercisable from and after January 1, 2006.
(12)	Not applicable.
(13)	There is no exercise or conversion price for the Class B Common Stock. Shares of Class B Common Stock (i) may be converted immediately on a one-for-one basis by the holder into shares of Class A Common Stock and (ii) are automatically converted into Class A Common Stock on a one-for-one basis upon transfer to a person or entity that is not a "Permitted Transferee" (as defined in the Issuer's Restated Certificate of Incorporation) or soon after a record date for a meeting of stockholders where the outstanding Class B Common Stock constitutes less than 10% of the outstanding shares of Common Stock of the Issuer.
(14)	Sales prices in the range from $113.78 to $114.77 per share, inclusive.
(15)	Sales prices in the range from $114.78 to $115.77 per share, inclusive.
(16)	Sales prices in the range from $115.78 to $116.77 per share, inclusive.
(17)	Sales prices in the range from $111.84 to $112.70 per share, inclusive.
(18)	Sales prices in the range from $112.81 to $113.76 per share, inclusive.
(19)	Sales prices in the range from $113.83 to $114.38 per share, inclusive.
(20)	Sales prices in the range from $113.43 to $114.42 per share, inclusive.

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