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Exhibit
Number Description
10.40* Employment Offer Letter Agreement, dated as of May 18, 2011, between Avon Products, Inc. and Kimberly Ross (incorporated
by reference to Exhibit 10.1 to Avon’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2011).
10.41* Amendment to Employment Offer Letter Agreement, dated as of February 8, 2012, between Avon Products, Inc. and Kimberly
Ross (incorporated by reference to Exhibit 10.51 to Avon’s Annual Report on Form 10-K for the year ended December 31,
2011).
10.42* Employment Offer Letter Agreement, dated as of February 8, 2012, between Avon Products, Inc. and Fernando Acosta
(incorporated by reference to Exhibit 10.52 to Avon’s Annual Report on Form 10-K for the year ended December 31, 2011).
10.43* Letter Agreement, dated as of April 4, 2012, between the Company and Ms. McCoy (incorporated by reference to Exhibit 10.1
to Avon’s Current Report on Form 8-K filed on April 10, 2012).
10.44* Restricted Stock Unit Award Agreement dated as of April 23, 2012 between the Company and Ms. McCoy (incorporated by
reference to Exhibit 10.2 to Avon’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2012).
10.45* Employment Offer Letter Agreement, dated as of October 26, 2012, between the Company and Patricia Perez-Ayala.
10.46* Employment Offer Letter Agreement, dated as of May 15, 2013, between the Company and Pablo Munoz.
10.47 Guarantee of Avon Products, Inc. dated as of August 31, 2005 (incorporated by reference to Exhibit 10.1 to Avon’s Current
Report on Form 8-K filed on September 6, 2005).
10.48 Revolving Credit Agreement, dated as of March 13, 2013, among Avon Products, Inc., Avon Capital Corporation, the banks
and other lenders party thereto and Citibank, N.A., as Administrative Agent (incorporated by reference to Exhibit 10.1 to
Avon’s Current Report on Form 8-K filed on March 13, 2013).
10.49 Term Loan Agreement, dated as of June 29, 2012, among Avon Products, Inc., Citibank N.A., as Administrative Agent,
Citigroup Global Markets Inc., Santander Investment Securities Inc., Goldman Sachs Bank USA and BBVA Compass, as Joint
Lead Arrangers and Joint Bookrunners, and the other lenders party thereto (incorporated by reference to Exhibit 10.1 to
Avon’s Current Report on Form 8-K filed on July 5, 2012).
10.50 Amendment No 1. to the Term Loan Agreement, dated as of March 12, 2013, among Avon Products, Inc., the banks, financial
institutions and other institutional lenders party thereto and Citibank, N.A., as Administrative Agent (incorporated by reference
to Exhibit 10.2 to Avon’s Current Report on Form 8-K filed on March 13, 2013).
21 Subsidiaries of the registrant.
23 Consent of PricewaterhouseCoopers LLP.
31.1 Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2 Certification of Executive Vice President and Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of
2002.
32.1 Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, As Adopted Pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002.
32.2 Certification of Executive Vice President and Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, As Adopted Pursuant
to Section 906 of the Sarbanes-Oxley Act of 2002.
101 The following materials formatted in Extensible Business Reporting Language (XBRL): (i) Consolidated Statements of Income,
(ii) Consolidated Balance Sheets, (iii) Consolidated Statements of Cash Flows, (iv) Consolidated Statements of Changes in
Shareholders’ Equity, (v) Notes to Consolidated Financial Statements and (vi) Schedule of Valuation and Qualifying Accounts.
* The Exhibits identified above with an asterisk (*) are management contracts or compensatory plans or arrangements.
Avon’s Annual Report on Form 10-K for the year ended December 31, 2013, at the time of filing with the United States Securities and
Exchange Commission, shall modify and supersede all prior documents filed pursuant to Section 13, 14 or 15(d) of the Securities Exchange
Act of 1934, as amended, for purposes of any offers or sales of any securities after the date of such filing pursuant to any Registration
Statement or Prospectus filed pursuant to the Securities Act of 1933, which incorporates by reference such Annual Report on Form 10-K.
A V O N 2013 59