Exhibit
10.33


AMENDMENT NO.  1 TO



2004
SENIOR UNSECURED LINE OF CREDIT AGREEMENT


AMENDMENT
NO.  1, dated as of August 4, 2005 (the
"Amendment"), to the 2004 SENIOR
UNSECURED LINE OF CREDIT AGREEMENT, dated as of July 9, 2004 (the
"Line of Credit Agreement"), between
REVLON CONSUMER PRODUCTS CORPORATION (the
"Borrower") and MACANDREWS &
FORBES INC. (formerly known as MacAndrews & Forbes Holdings Inc.)
(the "Lender").

WHEREAS, the
Borrower has requested, and the Lender has agreed, to amend the
definition of the "Termination Date" of the
Line of Credit Agreement and to add a further condition which would
permit the Borrower to borrow under the Line of Credit Agreement in the
event that Borrower is unable to consummate a debt offering and/or to
fund the Borrower's investments in its "New
Frontier" business initiatives.

NOW THEREFORE, in
consideration of the premises and the agreements herein, the Borrower
hereby agrees with the Lender as follows:

1.   Definitions.    All terms used herein which are
defined in the Line of Credit Agreement and not otherwise defined
herein are used herein as defined therein.

2.   Amendments.

(a) The definition of
"Commitment" in Section 1.1 of the Line of
Credit Agreement is hereby amended by deleting the date
"December 1, 2005" in the fifth line thereof
and substituting "the Termination Date" in
lieu thereof.

(b) The definition of
"9% Note Indenture" in Section 1.1 is
amended to include the following at the end of such definition:

; provided that upon the termination of such indenture or
redemption of the 9% Notes, the terms of such indenture will
continue to be applied for purposes of interpretation of the provisions
of the Line of Credit Agreement

(c) The definition of
"Termination Date" in Section 1.1 of the Line
of Credit Agreement is hereby deleted in its entirety and replaced with
the following:

		
	 	"Termination
Date" means the earlier of March 31, 2006 or the date
that Revlon consummates an issuance, or aggregate issuances, of equity
in the amount of $185,000,000 after the date hereof, provided that such
termination shall not occur earlier than December 1, 2005, or in each
such case, if earlier, the date upon which the Commitment shall
terminate in accordance with the terms hereof.


(d)
Section 2.1 of the Line of Credit Agreement is amended by deleting
"or" immediately prior to
"(iv)" and inserting at the end of such
sentence after the existing subclause (iv) the following:

		
	 	; (v) in the event that the Borrower is unable to consummate
a debt offering in an aggregate principal amount of at least
$75,000,000 of unsecured notes (or if such notes are issued for less
than par, such higher aggregate principal amount as would result in
Borrower receiving gross proceeds of $75,000,000) by September 30, 2005
(the "2005 Notes Offering"); or (vi) in the
event the Borrower consummates the 2005 Notes Offering and the Borrower
requires such Loan to assist in funding Borrower's investments in
its "New Frontier" business initiatives


(e) Section 2.5 of the Line of Credit Agreement is hereby
deleted in its entirety and replaced with the following:

		
	 	2.5 Use of Proceeds. The Borrower shall use the proceeds of
the Loans hereunder to provide working capital for the Borrower and its
Subsidiaries and for other general corporate purposes. Such use may
include, without limitation, repaying Bank Revolving Loans and/or to
assist in funding Borrower's investments in its "New
Frontier" business initiatives.









(f) Section 5.2(a) of the Line of
Credit Agreement is amended by deleting "or"
immediately prior to "(iv)" and inserting at
the end of such sentence after the existing subclause (iv) the
following:

		
	 	; (v) in the event that the
Borrower is unable to consummate the 2005 Notes Offering by September
30, 2005; or (vi) in the event the Borrower consummates the 2005 Notes
Offering and the Borrower requires such Loan to assist in funding
Borrower's investments in its "New
Frontier" business initiatives


3.    Condition to Effectiveness.    This Amendment
shall become effective on and as of the date first written above.

4.    Continued Effectiveness of the Line of Credit
Agreement.    Except as otherwise expressly provided herein, the
Line of Credit Agreement is, and shall continue to be, in full force
and effect and is hereby ratified and confirmed in all respects except
that on and after the date hereof  all references in the Line of
Credit Agreement to "this Agreement",
"hereto", "hereof",
"hereunder" or words of like import referring
to the Line of Credit Agreement shall mean the Line of Credit Agreement
as amended by this Amendment. The execution, delivery and effectiveness
of this Amendment shall not operate as a waiver of any right, power or
remedy of the Lender under the Line of Credit Agreement.

5.    Counterparts.    This Amendment may be executed
in any number of counterparts and by different parties hereto in
separate counterparts, each of which shall be deemed to be an original,
but all of which taken together shall constitute one and the same
agreement.

6.    Headings.    Section headings
herein are included for convenience of reference only and shall not
constitute a part of this Amendment for any other purpose.

7.    Governing Law.    This Amendment shall be
governed by, and construed and interpreted in accordance with, the laws
of the State of New York.

[This space left
intentionally blank]












IN WITNESS WHEREOF, the parties hereto
have caused this Amendment to be executed and delivered as of the date
first above written.


		REVLON CONSUMER PRODUCTS
CORPORATION





		By:   /s/ ROBERT K.
KRETZMAN                

 Name: Robert K.
Kretzman
 Title:     Executive Vice President

             Chief Legal Officer





		MACANDREWS & FORBES INC.
 (f/k/a MacAndrews
& Forbes Holdings Inc.)





		By: /s/ TODD J.
SLOTKIN                              


Name: Todd J. Slotkin
 Title:     Executive Vice
President and
              Chief Financial
Officer