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SEC Company Response from COTY INC. (COTY) (CIK 0001024305) (COTY) — May 20, 2013

COTY INC. (COTY) (CIK 0001024305)
Date: May 20, 2013 · CIK: 0001024305 · Accession: 0000930413-13-003046

Offering / Registration Process Regulatory Compliance Business Model Clarity

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File numbers found in text: 333-182420

Date
May 20, 2013
Author
/s/ Andrew L. Fabens
Form
CORRESP
Company
COTY INC. (COTY) (CIK 0001024305)

Letter

VIA EDGAR AND HAND DELIVERY Amendment No. 5 to Registration Statement on Form S-1 Filed May 14, 2013 File No. 333-182420

Re: Coty Inc.

Dear Ms. Long:

On behalf of Coty Inc. (the “Company”), this letter supplementally provides to the staff of the Securities and Exchange Commission information regarding the estimated price range to be set forth in the preliminary prospectus circulated to investors. Based on current market conditions, the estimated price range is expected to be a two dollar range with the bottom of the range to be no less than $16.00 per share and a top of the range to be no more than $19.00 per share. The actual price range could vary based on changes to market conditions between the date of this letter and the date when the preliminary prospectus is circulated to investors. The Company confirms it will disclose a price range in the preliminary prospectus circulated to investors.

If you should have any questions or would like further information with respect to this matter, please direct them to me at (212) 351-4034. Facsimile transmissions may be sent to me at (212) 351-5237.

Very truly yours,
/s/ Andrew L. Fabens

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CORRESP
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May 20, 2013

VIA EDGAR AND HAND DELIVERY

Ms. Pamela Long

U.S. Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549-7010

    Re:
    Coty Inc.

Amendment No. 5 to Registration Statement on Form S-1

Filed May 14, 2013

File No. 333-182420

Dear Ms. Long:

On behalf of Coty
Inc. (the “Company”), this letter supplementally provides to the staff of the Securities and Exchange Commission
information regarding the estimated price range to be set forth in the preliminary prospectus circulated to investors. Based on
current market conditions, the estimated price range is expected to be a two dollar range with the bottom of the range to be no
less than $16.00 per share and a top of the range to be no more than $19.00 per share. The actual price range could vary based
on changes to market conditions between the date of this letter and the date when the preliminary prospectus is circulated to investors.
The Company confirms it will disclose a price range in the preliminary prospectus circulated to investors.

If you should have
any questions or would like further information with respect to this matter, please direct them to me at (212) 351-4034. Facsimile
transmissions may be sent to me at (212) 351-5237.

Very truly yours,

/s/ Andrew L. Fabens

Andrew L. Fabens

    cc:
    Patricia Armelin, Securities and Exchange Commission

Jessica Dickerson, Securities and Exchange Commission

Anne McConnell, Securities and Exchange Commission

Jules Kaufman, Coty Inc.

Michael Kaplan, Davis Polk & Wardwell LLP