Form 8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
_________________


FORM 8-K

CURRENT REPORT
 
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


Date of report (Date of earliest event reported):  March 8, 2005


Avon Products, Inc.
(Exact Name of Registrant as Specified in Charter)


New York
(State or Other Jurisdiction
of Incorporation)
1-4881
(Commission
File Number)
13-0544597
(I.R.S. Employer
Identification No.)


1345 Avenue of the Americas
New York, New York 10105-0196

(Address of Principal Executive Offices) (Zip Code)


(212) 282-5000
(Registrant’s telephone number, including area code)


        Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

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

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

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

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


INFORMATION TO BE INCLUDED IN THE REPORT

Item 8.01.       Other Events.

             Avon Products, Inc. grants various awards to its executive officers under the Avon Products, Inc. Year 2000 Stock Incentive Plan. Forms of award agreements are attached hereto as exhibits and are incorporated herein by reference.


Item 9.01.       Financial Statements and Exhibits.

             (c) Exhibits

  99.1 Form of Revised U.S. Stock Option Agreement under the Avon Products, Inc. Year 2000 Stock Incentive Plan

  99.2 Form of Revised U.S. Restricted Stock Unit Award Agreement under the Avon Products, Inc. Year 2000 Stock Incentive Plan


(Page 2 of 3 Pages)


SIGNATURE

             Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


  AVON PRODUCTS, INC.
                 (Registrant)


  By /s/ GILBERT L. KLEMANN, II
   
    Gilbert L. Klemann, II
Senior Vice President
     and General Counsel

Date:  March 8, 2005


(Page 3 of 3 Pages)


EXHIBIT INDEX

Exhibit
Number

Description
 

99.1

Form of Revised U.S. Stock Option Agreement under the Avon Products, Inc. Year 2000 Stock Incentive Plan
 

99.2

Form of Revised U.S. Restricted Stock Unit Award Agreement under the Avon Products, Inc. Year 2000 Stock Incentive Plan