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                                                                  Exhibit 10.114
                                                                   Tiffany & Co.
                            1994 TIFFANY AND COMPANY         Report on Form 10-K
                       SUPPLEMENTAL RETIREMENT INCOME PLAN
                  AMENDED AND RESTATED AS OF DECEMBER 19, 2003

WHEREAS, Tiffany and Company, a New York Corporation, does hereby intend by the
following instrument to establish an unfunded supplemental retirement plan for
the benefit of a select group of management or highly compensated employees; and

WHEREAS, Tiffany and Company recognizes that certain executives possess an
intimate knowledge of the business and affairs of Tiffany and Company and its
policies, methods, personnel and problems and that the contributions of these
executives are essential to the company's continued growth and success; and

WHEREAS, Tiffany and Company wants to provide selected executives with
supplemental retirement income in order to induce selected executives to remain
employed by Tiffany and Company until their retirement; and

WHEREAS, Tiffany and Company replaced its prior Supplemental Retirement Income
Plan which became effective the 20th day of October, 1989 with this Plan; and

WHEREAS, Tiffany revised this Plan this effective September 18, 2003, which
revisions are reflected in this document;

NOW, THEREFORE, to carry the above intentions into effect, and intending to be
legally bound hereby, Tiffany and Company does enter into this Plan effective
the 1st day of February, 1994.

                         This Plan shall be known as the
                            1994 TIFFANY AND COMPANY
                       SUPPLEMENTAL RETIREMENT INCOME PLAN

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                                    ARTICLE I
                                   DEFINITIONS

FOR THE PURPOSES OF THIS PLAN, THE FOLLOWING CAPITALIZED TERMS AND PHRASES SHALL
HAVE THE MEANINGS ASCRIBED TO THEM BELOW:

1.1      "ACTUARIAL EQUIVALENT" means the equivalent value of each form of
         payment, computed in accordance with accepted actuarial principles and
         on the basis of the same factors then required for use under the
         Pension Plan and the Excess Plan for the computation of the
         Participant's Pension Benefit.

1.2      "ADMINISTRATOR" means the individual appointed to administer the Plan
         pursuant to Article VII.

1.3      "AVERAGE FINAL COMPENSATION" means, with respect to a Participant, his
         average Compensation during those five years of his last ten years of
         Creditable Service in which his Compensation was highest. If an
         Employee has less than five years of Creditable Service or less than
         five Plan Years in which he accrued Creditable Service, as the case may
         be, his or her "Average Final Compensation" shall be computed as the
         average of his or her Compensation over all such years.

1.4      "BENEFICIARY" means the person, persons, trust or other entity,
         designated by written revocable designation filed with the
         Administrator by the Participant to receive payments under this Plan in
         the event of the Participant's death. In the event Participant fails to
         effectively make such a designation, the Beneficiary shall be the
         personal representative of the Participant's estate.

1.5      "BENEFIT" means, with respect to each Participant, the benefit to which
         Participant is entitled under Sections 3.2 or 3.3 of this Plan.

1.6      "CLAIMANT" means any Participant or Beneficiary who files a claim for
         benefits, either directly or through an authorized representative,
         under Section 7.7 of this Plan.

1.7      "COMMITTEE" means the Compensation Committee of the Board of Directors
         of Tiffany & Co., a Delaware corporation, which shall have authority
         over this Plan.

1.8      "CODE" means the Internal Revenue Code of 1986, as amended from time to
         time.

1.9      "COMPENSATION" means the actual base salary paid to Participant for
         services rendered to the Employer (exclusive of amounts attributable to
         the exercise of employee stock options), including straight time for
         all hours worked, commissions, bonuses, premiums and incentives (in the
         case of any Employee shown in the attached Schedule "A", the reference
         to Employer for purposes of this Section 1.9 only shall also refer to
         Affiliates of the Employer prior to October 15, 1984; for the purposes
         of this Section 1.9 "Affiliate"

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         shall mean any member of the controlled group of companies of which the
         Employer was a member within the meaning of Section 414(b), (c) and (m)
         of the Code at such prior time) including any pre-tax elective
         deferrals to any Employer sponsored retirement savings plan or
         cafeteria plan, qualified pursuant to Section 401(k) or Section 125 of
         the Code, and any pre-tax elective deferrals to the Tiffany and Company
         Executive Deferral Plan, but excluding all other Employer contributions
         to benefit plans and all other forms of remuneration or reimbursement.

1.10     "CREDITABLE SERVICE" means "Creditable Service" under the Pension Plan.

1.11     "DISABILITY" means an illness or injury which prevents a Participant
         from performing the Participant's occupation. Disability shall be
         determined in a uniform manner by the Administrator, provided, however,
         that no illness or injury shall be deemed a disability for the purposes
         of this Plan unless the Participant would be entitled to continue to be
         treated as a "Participant" under the terms of the Pension Plan and to
         continue to accrue "Creditable Service" under the terms of the Pension
         Plan during the continuation of such illness or injury.

1.12     "EARLY RETIREMENT" means the first day of the month following, or
         coincident with, severance from full-time employment (other than by
         reason of death) by a Participant (i) after attaining age sixty (60)
         and (ii) with at least fifteen (15) consecutive Years of Service with
         Employer; provided, however, that in the event a former Participant is
         Vested by reason of a "Change in Control" (as that term is defined in
         Section 6.2 below), item (ii) of this Section 1.11 shall not be
         applicable.

1.13     "EFFECTIVE DATE" means February 1, 1994.

1.14     "ELIGIBLE EMPLOYEE" means an employee of an Employer appointed an
         officer of Tiffany & Co., a Delaware corporation, and having the title
         of "Chief Executive Officer," "President", "Executive Vice President"
         or "Senior Vice President" and such other highly compensated employees
         identified and approved by the Committee from time to time.

1.15     "EMPLOYER" means Tiffany and Company and any successor organization, or
         any other business entity which adopts this Plan with consent of the
         Board of Directors of Tiffany & Co., a Delaware corporation.

1.16     "EMPLOYMENT" means the status of being employed by Employer including
         periods of active employment and other periods for which the Eligible
         Employee is listed as an employee of Employer in the payroll records of
         Employer and periods during which the Eligible Employee is on a Leave
         of Absence and "EMPLOYED" means of the status of Employment.

1.17     "ENTRY DATE" means February 1, 1994 and each January 1 of each calendar
         year thereafter.

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1.18     "EXCESS PLAN" means the 2004 Tiffany and Company Un-Funded Retirement
         Income Plan to Recognize Compensation in Excess of Internal Revenue
         Code Limits.

1.19     "LEAVE OF ABSENCE" means any absence from employment, with or without
         pay, authorized by Employer which would not result, on the first
         anniversary of the first day of such continuing period of absence, in a
         "Discontinuance of Active Employment Date" under the Pension Plan.

1.20     "PARTICIPANT" means any Eligible Employee who has met the conditions
         for participation as set forth in Article II.

1.21     "PLAN" means the 1994 Tiffany and Company Supplemental Retirement
         Income Plan as described in this instrument, as amended from time to
         time.

1.22     "PLAN YEAR" means a "Plan Year" under the Pension Plan.

1.23     "PENSION BENEFIT" means, with respect to each Participant, the annual
         retirement allowance to which Participant is entitled at Retirement
         payable from the Pension Plan and the Excess Plan and actuarially
         determined on the basis of an annuity for Participant's life utilizing
         actuarial assumptions as pertain for all other purposes of said Pension
         Plan and the Excess Plan whether or not such retirement allowance is
         actually paid, and regardless of any optional form of benefit payment
         elected under the Pension Plan and the Excess Plan by said Participant.

1.24     "PENSION PLAN" means the Tiffany and Company Pension Plan as such
         Pension Plan may be amended from time to time.

1.25     "PERMITTED RETIREMENT" means, with respect to each Participant, the
         earlier of the date on which he takes Early Retirement or Retirement.

1.26     "RETIREMENT" means any severance from full-time employment by a
         Participant or former Participant (other than by reason of death) after
         attaining Retirement Age.

1.27     "RETIREMENT AGE" means age sixty-five (65).

1.28     "SOCIAL SECURITY BENEFIT" means the amount of the Participant's
         anticipated unreduced primary insurance benefit under Title II of the
         Federal Social Security Act computed on the basis of such Act in effect
         at Permitted Retirement, and consisting of that annual amount to which
         the Participant would upon proper application be entitled at Retirement
         Age irrespective of earnings he may be receiving or might receive in
         excess of any limit on earnings for full entitlement to such benefit.
         When used in connection with the computation of a Benefit payable under
         Section 3.3 of the Plan, "Social Security Benefit" shall mean the said
         Social Security Benefit computed on the assumption that the

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         Participant will continue to receive Compensation until age 65 for
         purposes of Social Security in the same amount as in effect on the date
         of his Permitted Retirement. With respect to periods for which the
         Participant's actual compensation for Social Security purposes is not
         available, the Social Security Benefit shall be calculated on the
         assumption that the Participant has compensation for Social Security
         purposes after 1951, or age 22 if later, and prior to his or her last
         date of hire or rehire by Employer which increased 6 percent (6%) each
         year to his or her Compensation on such date of hire or rehire by
         Employer.

1.29     "VESTED" means that portion of a Participant's Benefit to which the
         Participant has a nonforfeitable right as defined in Section 3.6.

1.30     "YEAR OF SERVICE" means a year of Creditable Service.

                                   ARTICLE II
                            PARTICIPATION IN THE PLAN

2.1      Commencement of Participation. Each Eligible Employee who is an
         Eligible Employee on an Entry Date shall become a Participant in the
         Plan as of the first day of such Plan Year.

2.2      Procedure For and Effect of Admission. Each individual who becomes
         eligible for admission to participate in this Plan shall complete such
         forms and provide such data as are reasonably required by the Employer
         as a condition of such admission and will, on the request of Employer,
         submit to a physical examination by a physician and make such
         applications for life insurance in order that the Employer may, if
         Employer determines to do so, obtain a policy of life insurance for the
         benefit of Employer on the life of such individual in such amounts as
         Employer shall, in its sole discretion, determine to be necessary or
         desirable. By becoming a Participant, each individual shall for all
         purposes under this Plan be deemed conclusively to have assented to the
         provisions of this Plan and all amendments hereto and to the
         termination of the pre-existing Tiffany and Company Supplemental
         Retirement Income Plan which pre-existing plan became effective the
         20th day of October, 1989.

2.3      Cessation of Participation. Subject to Section 2.4 below, Participant
         shall cease to be a Participant the earlier of: (i) the date on which
         the Plan terminates, or (ii) the date on which he terminates Employment
         with an Employer. A former Participant will be deemed a Participant,
         for all purposes of this Plan, as long as such former Participant
         retains a Vested interest pursuant to the terms of Article III.

2.4      Disability. In the event a Participant incurs a Disability while
         Employed (whether or not such Disability arises out of such
         Employment), and for so long as such Disability continues, such
         Participant shall continue to be a Participant hereunder until the
         earlier of (i) Participant's death, (ii) Participant's Permitted
         Retirement or (iii) the cessation of such

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         Disability, and Participant's Compensation in the last 12 months of his
         active Employment shall be deemed to be his Compensation for the
         purposes of this Plan during the period of such Disability.

                                   ARTICLE III
                                  PLAN BENEFITS

3.1      Overriding Limitation. Except as provided in this Section 3.1, under no
         circumstances will a Participant or a former Participant be entitled to
         a Benefit under this Plan unless and until Participant becomes entitled
         to payment of a Pension Benefit. In the event the Pension Plan and/or
         the Excess Plan shall have been terminated as of the time a Pension
         Benefit would have become payable under the Pension Plan to
         Participant, the Benefit under this Plan shall be calculated by
         application, by means of the formula set forth in Section 3.2 below, of
         the Pension Benefit which would have been payable to Participant under
         the Pension Plan and the Excess Plan as in effect on January 1, 2004,
         and if Participant would not have been entitled to a Pension Benefit
         under the Pension Plan as in effect on January 1, 2004 as of the date a
         Benefit would otherwise become payable hereunder, no Benefit shall be
         payable under this Plan.

3.2      Retirement Benefit. Commencing the first day of a month within sixty
         (60) days of Retirement, Employer will pay a Participant an annual
         Benefit calculated on the basis of such Participant's Years of Service
         and Average Final Compensation using the following table and then by
         subtracting Participant's Pension Benefit and Social Security Benefit:

<TABLE>
<CAPTION>
                                          BENEFIT AS A
                                         PERCENTAGE OF
                                     PARTICIPANT'S AVERAGE
YEARS OF SERVICE                       FINAL COMPENSATION
<S>                                  <C>
  25 or more                                   60%
  20-24                                        50%
  15-19                                        35%
  10-14                                        20%
  less than 10                                nil%
</TABLE>

3.3      Early Retirement Benefit. In lieu of the Benefit provided under Section
         3.2 above, commencing the first day of a month within sixty (60) days
         of Early Retirement, Employer will pay a Participant a Benefit. The
         annual amount of such Benefit shall be the annual Benefit stated in
         Section 3.2 reduced by 1/12 of 5 percent for each month that
         Participant's Early Retirement date precedes the date that such
         Participant would reach Retirement Age.

3.4      Optional Benefits in Lieu of Regular Benefits. A Participant under this
         Plan shall be

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<PAGE>

         deemed to have elected that the Benefit payable under this Plan be
         payable in the same form of benefit that the Participant has elected or
         is deemed to have elected under the Pension Plan, to wit, either as a
         annuity for the life of the Participant or the Actuarial Equivalent
         thereof paying a proportionately reduced Benefit during his life, with
         the provision that after his death an allowance of 50%, 66-2/3%,75% or
         100% of the rate of his reduced allowance, at his designation, shall
         continue during the life of, and shall be paid to, the beneficiary
         designated by him at the time of electing the option. Any election,
         notice or designation made or given by the Participant under the
         Pension Plan shall be deemed an election, notice or designation made or
         given by the Participant under this Plan and any change or revocation
         of an election, notice or designation made under the Pension Plan
         (whether automatic or voluntary) shall be deemed to be a change or
         revocation under this Plan. All time limitations for making elections
         or designations or giving notice under the Pension Plan with respect to
         any form of benefit shall be applicable under this Plan. Any
         designation of a beneficiary made under this Plan shall be subject to
         the same limitations and spousal consent and spousal waiver
         requirements as would apply to a comparable designation under the
         Pension Plan, provided, however that the Committee may, in its
         discretion, require that any spousal consent or waiver address this
         Plan specifically.

3.5      Termination of Employment. No Benefit shall be or become payable to a
         Participant if the Participant ceases to be a Participant prior to
         obtaining a Vested interest with respect to his Benefit.

3.6      Vesting and Forfeiture of Vested Benefits. Subject to Section 3.1
         above, a Participant shall have a Vested interest with respect to his
         Benefit upon Permitted Retirement or upon a Change in Control pursuant
         to Article VI, provided that if a Participant's benefit under the
         Excess Plan is forfeited as provided for in Section 3.12 of the Excess
         Plan then any Benefit that would otherwise be payable to a Participant
         or to the beneficiary of any Participant under this Plan shall be
         likewise forfeited; any decision regarding such forfeiture made under
         or pursuant to the provisions of the Excess Plan shall be binding for
         all purposes of this Plan.

3.7      Adjustment, Amendment, or Termination of Benefit. Notwithstanding any
         other provision to the contrary, the Employer may not adjust, amend, or
         terminate its obligations to a Participant under this Article III
         subsequent to that date on which Participant obtains a Vested interest
         pursuant to Section 3.6 above except as expressly provided in Section
         3.6 above.

3.8      Tax Withholding. To the extent required by the law in effect at the
         time benefits are distributed pursuant to this Article III, the
         Employer or its agents shall withhold any taxes required by the federal
         or any state or local government from payments made hereunder.

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<PAGE>

                                   ARTICLE IV
                                  UNFUNDED PLAN

4.1      Unfunded Benefits. Benefits are payable as they become due irrespective
         of any actual investments the Employer may make to meet its
         obligations. Neither the Employer, nor any trustee (in the event the
         Employer elects to use a grantor trust to accumulate funds) shall be
         obligated to purchase or maintain any asset including any life
         insurance policy. To the extent a Participant or any person acquires a
         right to receive payments from the Employer under this Plan, such right
         shall be no greater than the right of any unsecured creditor of the
         Employer.

                                    ARTICLE V
                            AMENDMENT AND TERMINATION

5.1      Plan Amendment. Subject to Sections 3.6 and 3.7, this Plan may be
         amended in whole or in part by the Employer at any time.

5.2      Plan Termination. Subject to Sections 3.6 and 3.7, the Employer
         reserves the right to terminate this Plan at any time but only in the
         event that the Employer, in its sole discretion, shall determine that
         the economics of the Plan have been adversely and materially affected
         by a change in the tax laws, other government action or other event
         beyond the control of the Participant and the Employer or that the
         termination of the Plan is otherwise in the best interest of Employer.

                                   ARTICLE VI
                                CHANGE IN CONTROL

6.1      Benefits in the Event of a Change in Control. In the event a Change in
         Control, as defined in Section 6.2, occurs, each Participant shall
         become Vested in his Benefit. For purposes of computing the Benefit
         under Section 3.2, Years of Service shall be actual Years of Service,
         except that, in the case of a Participant having less than ten (10)
         Years of Service at the time of such Change of Control, such Benefit
         will be calculated using the greater of ten (10) Years of Service or
         actual Years of Service. A Change of Control shall not accelerate the
         date on which any person is entitled to receive a Benefit under this
         Plan, alter the overriding limitation set forth in Section 3.1 above or
         relieve Participant from the forfeiture provisions of Section 3.6
         above.

6.2      Definition of Change in Control. A "Change in Control" shall be deemed
         to have occurred if: (A) any person or group of persons acting in
         concert acquires thirty-five percent (35%) in voting power or amount of
         the equity securities of Tiffany & Co., a Delaware corporation
         ("Tiffany-Delaware"), (including the acquisition of any right, option,
         warrant or other right to obtain such voting power or amount, whether
         or not presently exercisable) unless such acquisition is authorized or
         approved of by the Board of Directors of Tiffany-Delaware; (B)
         individuals who constitute the Board of Directors

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         of Tiffany-Delaware on February 1, 1994 (the "Incumbent Board") cease
         for any reason to constitute at least a majority of such Board of
         Directors, provided that any individual becoming a director subsequent
         to the date February 1, 1994 whose election, or nomination for election
         by the Company's stockholders, was approved by a vote of at least
         three-quarters of the directors comprising the Incumbent Board (either
         by a specific vote or by approval of the proxy statement of
         Tiffany-Delaware in which such individual is named as a nominee for
         director) shall be, for the purposes of this subsection (B), considered
         as though such individual were a member of the Incumbent Board; or (C)
         any other circumstance with respect to a change in control of
         Tiffany-Delaware occurs which the Compensation Committee of the Board
         of Directors of Tiffany-Delaware deems to be a Change in Control of
         Tiffany-Delaware. As used herein, the word "person" shall mean an
         individual or an entity.

                                   ARTICLE VII
                                 ADMINISTRATION

7.1      Appointment of Administrator. The Employer is the named fiduciary of
         the plan for which this document is the written instrument. The
         Employer shall appoint, on behalf of all Participants, an
         Administrator. The Administrator may be removed by the Employer at any
         time and he may resign at any time by submitting his resignation in
         writing to the Employer. A new Administrator shall be appointed as soon
         as possible in the event that the Administrator is removed or resigns
         from his position. Any person so appointed shall signify his acceptance
         by filing a written acceptance with the Employer.

7.2      Administrator's Responsibilities. The Administrator is responsible for
         the day to day administration of the Plan. He may appoint other persons
         or entities to perform any of his functions. Such appointment shall be
         made and accepted by the appointee in writing and shall be effective
         upon the written approval of the Employer. The Administrator and any
         such appointee may employ advisors and other persons necessary or
         convenient to help him carry out his duties including his fiduciary
         duties. The Administrator shall have the right to remove any such
         appointee from his position.

7.3      Records and Accounts. The Administrator shall maintain or shall cause
         to be maintained accurate and detailed records of Participants and of
         their rights under the Plan. Such accounts, books and records relating
         thereto shall be open at all reasonable times to inspection and audit
         by the Employer and by persons designated thereby.

7.4      Administrator's Specific Powers and Duties. In addition to any powers,
         rights and duties set forth elsewhere in the Plan, the Administrator
         shall have the following powers and duties:

         A.       To adopt such rules and regulations consistent with the
                  provisions of the Plan;

         B.       To enforce the Plan in accordance with its terms and any rules
                  and regulations he

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<PAGE>

                  establishes;

         C.       To maintain records concerning the Plan sufficient to prepare
                  reports, returns and other information required by the Plan or
                  by law;

         D.       To construe and interpret the Plan and to resolve all
                  questions arising under the Plan;

         E.       To direct the Employer to pay benefits under the Plan, and to
                  give such other directions and instructions as may be
                  necessary for the proper administration of the Plan;

         F.       To be responsible for the preparation, filing and disclosure
                  on behalf of the Plan of such documents and reports as are
                  required by any applicable federal or state law.

7.5      Employer's Responsibility to Administrator. The Employer shall furnish
         the Administrator such data and information as he may require. The
         records of the Employer shall be determinative of each Participant's
         period of employment, termination of employment and the reason
         therefore, leave of absence, reemployment, years of service, personal
         data, and compensation levels. Participants and their Beneficiaries
         shall furnish to the Administrator such evidence, data, or information,
         and execute such documents as the Administrator requests.

7.6      Liability. Neither the Administrator nor the Employer shall be liable
         to any person for any action taken or omitted in connection with the
         administration of this Plan unless attributable to his own fraud or
         willful misconduct; nor shall the Employer be liable to any person for
         such action unless attributable to fraud or willful misconduct on the
         part of the director, officer or employee of the Employer.

7.7      Procedure to Claim Benefits.

         Initial Claim. Each Claimant must claim any benefit to which he is
         entitled under this Plan by a written notification to the
         Administrator. If a claim is wholly or partially denied, it must be so
         denied within a reasonable period of time, but not later than 90 days
         after this Plan's receipt of the claim. This initial 90-day period
         shall begin at the time the claim is filed, without regard to whether
         all the information necessary to make a benefit determination
         accompanies the filing. If the Administrator determines that special
         circumstances require an extension of time for processing the claim, he
         shall furnish written notice of the extension of the Claimant prior to
         the termination of the initial 90-day period. The extension notice
         shall indicate the special circumstances requiring an extension of time
         and the date by which this Plan expects to render the benefit
         determination. In no event shall the extension exceed a period of 90
         days from the end of the initial 90-day period.

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<PAGE>

         The whole or partial denial of a claim must be contained in a written
         notice stating the following:

         A.       The specific reason for the denial,

         B.       Specific reference to the Plan Provision on which the denial
                  is based,

         C.       Description of additional information necessary for the
                  Claimant to present his claim, if any, and an explanation of
                  why such material is necessary, and

         D.       A description of this Plan's review procedures and the time
                  limits applicable to such procedures, including a statement of
                  the Claimant's right to bring a civil action under Section
                  502(a) of the Employee Retirement Income Security Act of 1974.

         Request for Review. The Claimant will have sixty (60) days to request a
         review of the denial by the Administrator, who will provide a full and
         fair review. The request for review must be written and submitted to
         the same person who handles initial claims. The Claimant may review
         pertinent documents, and may submit issues and comments in writing.
         Claimant shall be provided, upon request and free of charge, reasonable
         access to, and copies of, all documents, records, and other information
         relevant to his benefits. The decision by the Administrator with
         respect to the review must be given within sixty (60) days after
         receipt of the request, unless special circumstances require an
         extension (such as for a hearing). This initial 60-day period shall
         begin at the time an appeal is filed, without regard to whether all the
         information necessary to make a benefit determination on review
         accompanies the filing. If the Administrator determines that special
         circumstances require an extension of time for processing the review,
         he shall furnish written notice of the extension to the Claimant prior
         to the termination of the initial 60-day period. The extension notice
         shall indicate the special circumstances requiring an extension of time
         and the date by which this Plan expects to render the determination on
         review. In no event shall the extension exceed a period of 60 days from
         the end of the initial 60-day period. The Administrator's review shall
         take into account all comments, documents, records, and other
         information submitted by the Claimant relating to the claim, without
         regard to whether such information was submitted or considered in the
         initial benefit determination.

         The whole or partial denial of a claim on review must be contained in a
         written notice stating the following:

         A.       The specific reasons for the adverse determination,

         B.       Reference to the specific Plan Provisions on which the adverse
                  determination is based,

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<PAGE>

         C.       A statement that the Claimant is entitled to receive, upon
                  request and free of charge, reasonable access to, and copies
                  of, all documents, records, and other information relevant to
                  the Claimant's claim for benefits, and

         D.       A statement of the Claimant's right to bring an action under
                  section 502(a) of the Employee Retirement Income Security Act
                  of 1974.

         All notices and decisions written under this Section 7.7 shall be
         written in a manner calculated to be understood by the Claimant. The
         Administrator shall take all necessary steps to ensure and verify that
         benefit claim determinations made under this Section 7.7 are made in
         accordance with this Plan and that the Plan Provisions are applied
         consistently with respect to similarly situated Claimants. Nothing in
         this Section 7.7 shall be construed to preclude an authorized
         representative of a Claimant from acting on behalf of such Claimant in
         pursuing a benefit claim or appeal of a whole or partial denial,
         provided that the Claimant provides written authorization to the
         Administrator identifying such representative, signed by the Claimant
         under the seal of notary, prior to the authorized representative acting
         on his behalf.

                                  ARTICLE VIII
                                  MISCELLANEOUS

8.1      Supplemental Benefits. The benefits provided for the Participants under
         this Plan are in addition to benefits provided by any other plan or
         program of the Employer and, except as otherwise expressly provided for
         herein, the benefits of this Plan shall supplement and shall not
         supersede any plan or agreement between the Employer and any
         Participant.

8.2      Governing Law. The Plan shall be governed and construed under the laws
         of the State of New York as in effect at the time of its adoption.

8.3      Jurisdiction. The courts of the State of New York shall have exclusive
         jurisdiction in any or all actions arising under this Plan.

8.4      Binding Terms. The terms of this Plan shall be binding upon and inure
         to the benefit of the parties hereto, their respective heirs,
         executors, administrators and successors.

8.5      Spendthrift Provision. The interest of any Participant or any
         beneficiary receiving payments hereunder shall not be subject to
         anticipation, nor to voluntary or involuntary alienation until
         distribution is actually made.

8.6      No Assignment Permitted. No Participant, Beneficiary or heir shall have
         any right to commute, sell, transfer, assign or otherwise convey the
         right to receive any payment under the terms of this Plan. Any such
         attempted assignment shall be considered null and void.

8.7      Severability. In the event any provision of this Plan shall be held
         illegal or invalid for any

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<PAGE>

         reason, such illegality or invalidity shall not affect the remaining
         provisions of the Plan, and the Plan shall be construed and enforced as
         if such illegal or invalid provision had never been contained therein.

8.8      Construction. All headings preceding the text of the several Articles
         hereof are inserted solely for reference and shall not constitute a
         part of this Plan, nor affect its meaning, construction or effect.
         Where the context admits, words in the masculine gender shall include
         the feminine and neuter genders, and the singular shall mean the
         plural.

8.9      No Employment Agreement. Nothing in this Plan shall confer on any
         Participant the right to continued employment with any Employer and,
         except as expressly set forth in a written agreement entered into with
         the express authorization of the Board of Directors of Employer, both
         the Participant and the Employer shall be free to terminate
         Participant's employment for any cause or without cause.

                                         TIFFANY AND COMPANY

ATTEST:

/s/ Patrick B. Dorsey                    By: /s/ Michael J. Kowalski
--------------------------------             -----------------------------------
Patrick B. Dorsey, Secretary                 Michael J. Kowalski, Chairman

ATTEST:

/s/ Patrick B. Dorsey                    By: /s/ James N. Fernandez
--------------------------------             -----------------------------------
Patrick B. Dorsey, Secretary                 James N. Fernandez, Executive Vice
                                             President

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<PAGE>

                SCHEDULE A TO SUPPLEMENTAL RETIREMENT INCOME PLAN

                  Thomas A. Andruskevich
                  James N. Fernandez
                  Michael J. Kowalski
                  Dale S. Strohl

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