UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

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Rule 13d-1(b)

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Rule 13d-1(c)

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Rule 13d-1(d)

CUSIP No.  518439 10 4

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Gary M. Lauder

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)

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(b)

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3.

SEC Use Only

4.

Citizenship or Place of Organization
United States of America

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
217,510

6.

Shared Voting Power 
4,566,098

7.

Sole Dispositive Power 
217,510

8.

Shared Dispositive Power
4,566,098

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
4,783,608** SEE ITEM 4

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o
N/A

11.

Percent of Class Represented by Amount in Row (9)
3.4%
** SEE ITEM 4

12.

Type of Reporting Person (See Instructions)
IN

Item 1.

(a)

Name of Issuer
The Estée Lauder Companies Inc. (the “Issuer”).

(b)

Address of Issuer’s Principal Executive Offices
767 Fifth Avenue, New York, New York 10153.

Item 2.

(a) - (c)

This report is being filed by Gary M. Lauder with a business address of ICTV Inc., 14600 Winchester Boulevard, Los Gatos, California 95032 (the "Reporting Person"). The Reporting Person is a citizen of the United States of America.

(d) - (e)

This report covers the Issuer's Class A Common Stock, par value $.01 per share (the "Class A Common Stock"). The CUSIP number of the Class A Common Stock is 518439 10 4

Item 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

(a)

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Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

(b)

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Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

(c)

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Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

(d)

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Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).

(e)

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An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

(f)

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An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

(g)

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A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);

(h)

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A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

(i)

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A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

(j)

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Group, in accordance with §240.13d-1(b)(1)(ii)(J).

Not Applicable.

Item 4.

Ownership

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

(a)

Amount beneficially owned:   
As of December 31, 2004, the Reporting Person beneficially owned 4,783,608 shares of Class A Common Stock as follows:  (i) 25,952 shares of Class A Common Stock held directly by the Reporting Person; (ii) 2,617 shares of Class A Common Stock and 11,435 shares of Class B Common Stock, par value $.01 per share, of the Issuer (the “Class B Common Stock”), as custodian under the New York Uniform Transfers to Minors Act for the benefit of Danielle Lauder; (iii) 2,617 shares of Class A Common Stock and 11,435 shares of Class B Common Stock as custodian under the New York Uniform Transfers to Minors Act for the benefit of Rachel Lauder; (iv) 368,441 shares of Class A Common Stock and 1,914,608 shares of Class B Common Stock held indirectly as a co-trustee of the 1992 GRAT Remainder Trust f/b/o the Reporting Person (the “GML Remainder Trust”); (v) 368,441 shares of Class A Common Stock and 1,914,608 shares of Class B Common Stock held indirectly as a co-trustee of the 1992 GRAT Remainder Trust f/b/o William Lauder (the “WPL Remainder Trust”); and (vi) 163,454 shares of Class A Common Stock held indirectly as sole Trustee of the Gary M. Lauder Revocable Trust u/a/d as of August 10, 2000, Gary M. Lauder, as Settlor (the “GML Revocable Trust”).

(b)

Percent of class:   
Each share of Class B Common Stock is convertible at the option of the holder into one share of Class A Common Stock and is automatically converted into one share of Class A Common Stock upon transfer to a person who is not a Permitted Transferee, as that term is defined in the Issuer’s Certificate of Incorporation.  Assuming conversion of all such shares of Class B Common Stock beneficially owned by the Reporting

Person, the Reporting Person would beneficially own 4,783,608 shares of Class A Common Stock, which would constitute 3.4% of the number of shares of Class A Common Stock outstanding.

Each share of Class A Common Stock entitles the holder to one vote on each matter submitted to a vote of the Issuer’s stockholders and each share of Class B Common Stock entitles the holder to ten votes on each such matter, including the election of directors of the Issuer.  Assuming no conversion of any of the outstanding shares of Class B Common Stock, the 931,522 shares of Class A Common Stock and the 3,852,086 shares of Class B Common Stock beneficially owned by the Reporting Person constitute 3.8% of the aggregate voting power of the Issuer.

(c)

Number of shares as to which the person has:
The Reporting Person has sole voting and dispositive power with respect to the 25,952 shares of Class A Common Stock held directly by the Reporting Person and the 5,234 shares of Class A Common Stock and the 22,870 shares of Class B Common Stock held by the Reporting Person as custodian for Danielle Lauder and Rachel Lauder and the 163,454 shares of Class A Common Stock held by the Reporting Person as the sole Trustee of the GML Revocable Trust.  The Reporting Person shares voting and dispositive power with William P. Lauder and Joel S. Ehrenkranz, as co-trustees of the GML Remainder Trust and the WPL Remainder Trust, with respect to the 368,441 shares of Class A Common Stock and the 1,914,608 shares of Class B Common Stock owned by each of such trusts.

(i)

Sole power to vote or to direct the vote   

(ii)

Shared power to vote or to direct the vote    

(iii)

Sole power to dispose or to direct the disposition of   

(iv)

Shared power to dispose or to direct the disposition of   

Item 5.

Ownership of Five Percent or Less of a Class

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following   o.

Not Applicable.

Item 6.

Ownership of More than Five Percent on Behalf of Another Person

William P. Lauder, as a co-trustee and beneficiary of the GML Remainder Trust and the WPL Remainder Trust, and Joel S. Ehrenkranz, as a co-trustee of the GML Remainder Trust and the WPL Remainder Trust, have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the 368,441 shares of Class A Common Stock and the 1,914,608 shares of Class B Common Stock owned by each of such trusts.  Danielle Lauder, as the beneficiary of the 2,617 shares of Class A Common Stock and the 11,435 shares of Class B Common Stock held by the Reporting Person as custodian for her benefit under the New York Uniform Transfers to Minors Act, has the right to receive dividends from, or the proceeds from the sale of, such shares of Class A Common Stock and Class B Common Stock.  Rachel Lauder, as the beneficiary of the 2,617 shares of Class A Common Stock and the 11,435 shares of Class B Common Stock held by the Reporting Person as custodian for her benefit under the New York Uniform Transfers to Minors Act, has the right to receive dividends from, or the proceeds from the sale of, such shares of Class A Common Stock and Class B Common Stock.

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person

Not Applicable.

Item 8.

Identification and Classification of Members of the Group

The Reporting Person is a party to a Stockholders’ Agreement (the “Stockholders’ Agreement”), dated November 22, 1995, as amended, among the parties listed on Exhibit A attached hereto.  The stockholders who are parties to the Stockholders’ Agreement have agreed to vote in favor of the election of Leonard A. Lauder and Ronald S. Lauder and one designee of each as directors of the Issuer.  The Stockholders’ Agreement also contains certain limitations on the transfer of shares of Class A Common Stock.  Each stockholder who is a party to the Stockholders’ Agreement has agreed to grant to the other parties a right of first offer to purchase shares of Class A Common Stock of the stockholder in the event the stockholder intends to sell to a person (or group of persons) who is not a Lauder Family Member, as defined therein, except in certain circumstances, such as sales in a widely distributed underwritten public offering or sales made in compliance with Rule 144.

Item 9.

Notice of Dissolution of Group

Not Applicable.

Item 10.

Certification

Not Applicable.

February 4, 2005

Date

/s/ Gary M. Lauder

Signature

Gary M. Lauder

Name/Title

Exhibit A

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List of Parties to the Stockholders’ Agreement