SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended: June 30, 2004

OR

	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from                          to                         

Commission file number 1-11178

REVLON, INC.

(Exact name of registrant as specified in its charter)

Delaware				13-3662955
(State or other jurisdiction of incorporation or organization)				(I.R.S. Employer Identification No.)
237 Park Avenue, New York, New York				10017
(Address of principal executive offices)				(Zip Code)

Registrant's telephone number, including area code: 212-527-4000

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days.       Yes     X            No           

Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Securities Exchange Act of 1934).       Yes                   No     X    

As of June 30, 2004, 338,867,944 shares of Class A Common Stock and 31,250,000 shares of Class B Common Stock were outstanding. 20,819,333 shares of Class A Common Stock and all of the shares of Class B Common Stock were owned beneficially by REV Holdings LLC, an indirect wholly-owned subsidiary of Mafco Holdings Inc., and 169,291,308 shares of Class A Common Stock were owned beneficially by Mafco Holdings Inc.

Total Pages – 43

REVLON, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED BALANCE SHEETS
(dollars in millions, except per share data)

				June 30, 2004				December 31, 2003
				(Unaudited)
ASSETS
Current assets:
Cash and cash equivalents				$	51.7			$	56.5
Trade receivables, less allowances of $18.7 and $19.4, respectively					170.4				182.5
Inventories					159.6				142.7
Prepaid expenses and other					43.6				33.9
Total current assets					425.3				415.6
Property, plant and equipment, net					125.2				132.1
Other assets					157.7				158.4
Goodwill, net					186.1				186.1
Total assets				$	894.3			$	892.2
LIABILITIES AND STOCKHOLDERS' DEFICIENCY
Current liabilities:
Short-term borrowings – third parties				$	33.7			$	28.0
Accounts payable					105.1				97.4
Accrued expenses and other					287.9				321.9
Total current liabilities					426.7				447.3
Long-term debt – third parties					1,166.4				1,723.3
Long-term debt – affiliates					4.0				146.2
Other long-term liabilities					290.7				301.0
Stockholders' deficiency:
Preferred stock, par value $.01 per share; 20,000,000 shares authorized, 0 as of June 30, 2004 and 546 shares as of December 31, 2003 of Series A Preferred Stock issued and outstanding, respectively					—				54.6
Preferred stock, par value $.01 per share; 20,000,000 shares authorized, 0 as of June 30, 2004 and 4,333 shares as of December 31, 2003 Series B Preferred Stock issued and outstanding, respectively					—				—
Class B Common Stock, par value $.01 per share; 200,000,000 shares authorized, 31,250,000 issued and outstanding					0.3				0.3
Class A Common Stock, par value $.01 per share; 900,000,000 as of June 30, 2004 and 350,000,000 shares as of December 31, 2003 authorized, respectively, and 338,867,944 shares as of June 30, 2004 and 38,208,451 shares as of December 31, 2003 issued and outstanding, respectively					3.4				0.4
Additional paid-in-capital (capital deficiency)					753.9				(139.0	)
Accumulated deficit					(1,612.8	)			(1,515.7	)
Deferred compensation					(15.7	)			(4.2	)
Accumulated other comprehensive loss					(122.6	)			(122.0	)
Total stockholders' deficiency					(993.5	)			(1,725.6	)
Total liabilities and stockholders' deficiency				$	894.3			$	892.2

See Accompanying Notes to Unaudited Consolidated Condensed Financial Statements.

2

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REVLON, INC. AND SUBSIDIARIES
UNAUDITED CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
(dollars in millions, except per share data)

				Three Months Ended June 30,								Six Months Ended June 30,
				2004				2003				2004				2003
Net sales				$	316.1			$	322.3			$	624.5			$	614.3
Cost of sales					118.4				125.2				235.5				236.7
Gross profit					197.7				197.1				389.0				377.6
Selling, general and administrative expenses					199.4				200.2				371.3				384.4
Restructuring costs (benefit)					0.1				—				(0.6	)			0.5
Operating (loss) income					(1.8	)			(3.1	)			18.3				(7.3	)
Other expenses (income):
Interest expense					29.0				42.8				73.6				84.2
Interest income					(1.1	)			(1.7	)			(2.1	)			(2.2	)
Amortization of debt issuance costs					2.5				2.4				5.1				4.4
Foreign currency losses (gains), net					3.0				(2.7	)			1.6				(2.4	)
Loss on early extinguishment of debt					—				—				32.6				—
Miscellaneous, net					2.4				—				2.5				0.4
Other expenses, net					35.8				40.8				113.3				84.4
Loss before income taxes					(37.6	)			(43.9	)			(95.0	)			(91.7	)
Provision (benefit) for income taxes					1.3				(6.1	)			2.1				(5.2	)