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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q

(Mark One)

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

For the quarterly period ended: March 31, 2005

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 33-59650

REVLON CONSUMER PRODUCTS CORPORATION

(Exact name of registrant as specified in its charter)


Delaware 13-3662953
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) 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]

The number of shares outstanding of the registrant's common stock was 5,260 shares as of March 31, 2005, all of which were held by an affiliate, Revlon, Inc., an indirect majority-owned subsidiary of MacAndrews & Forbes Holdings Inc.

Total Pages – 29




PART I FINANCIAL INFORMATION

1.    Financial Statements.

REVLON CONSUMER PRODUCTS CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(dollars in millions, except per share amounts)


  March 31, December 31,
  2005 2004
  (Unaudited)
ASSETS
Current assets:
Cash and cash equivalents $ 104.1   $ 120.8  
Trade receivables, less allowances of $17.4 and $19.0 as of March 31, 2005 and December 31, 2004, respectively   152.3     200.6  
Inventories   169.6     154.7  
Prepaid expenses and other   70.4     67.8  
Investment in debt defeasance trust   197.9      
Total current assets   694.3     543.9  
Property, plant and equipment, net   115.3     118.7  
Other assets   157.4     149.9  
Goodwill, net   186.1     186.1  
Total assets $ 1,153.1   $ 998.6  
LIABILITIES AND STOCKHOLDER'S DEFICIENCY
Current liabilities:
Short-term borrowings – third parties $ 33.9   $ 36.6  
Current portion of long-term debt – third parties   191.7     10.5  
Accounts payable   100.9     95.2  
Accrued expenses and other   270.4     283.2  
Total current liabilities   596.9     425.5  
Long-term debt – third parties   1,337.0     1,308.2  
Other long-term liabilities   286.6     286.7  
Stockholder's deficiency:
Preferred stock, par value $1.00 per share; 1,000 shares authorized, 546 shares of Series A Preferred Stock issued and outstanding   54.6     54.6  
Common stock, par value $1.00 per share; 10,000 shares authorized and 5,260 shares issued and outstanding as of March 31, 2005 and December 31, 2004, respectively        
Additional paid-in capital   706.1     706.5  
Accumulated deficit   (1,693.0   (1,646.1
Deferred compensation   (10.4   (12.5
Accumulated other comprehensive loss   (124.7   (124.3
Total stockholder's deficiency   (1,067.4   (1,021.8
Total liabilities and stockholder's deficiency $ 1,153.1   $ 998.6  

See Accompanying Notes to Unaudited Consolidated Financial Statements

1




REVLON CONSUMER PRODUCTS CORPORATION AND SUBSIDIARIES
UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS
(dollars in millions)


  Three Months Ended
March 31,
  2005 2004
Net sales $ 300.9   $ 308.4  
Cost of sales   114.2     117.1  
Gross profit   186.7     191.3  
Selling, general and administrative expenses   186.8     171.6  
Restructuring (benefit) costs and other, net   1.7     (0.7
Operating (loss) income   (1.8   20.4  
Other expenses (income):
Interest expense   29.7     44.6  
Interest income   (1.2   (0.6
Amortization of debt issuance costs   1.6     2.6  
Foreign currency (gains) losses, net   2.5     (1.4
Loss on early extinguishment of debt   7.5     32.6  
Miscellaneous, net   1.4     0.1  
Other expenses, net   41.5     77.9  
Loss before income taxes   (43.3   (57.5
Provision for income taxes   3.6     0.8  
Net loss $ (46.9 $ (58.3

See Accompanying Notes to Unaudited Consolidated Financial Statements

2




REVLON CONSUMER PRODUCTS CORPORATION AND SUBSIDIARIES
UNAUDITED CONSOLIDATED STATEMENTS OF STOCKHOLDER'S DEFICIENCY
AND COMPREHENSIVE LOSS
(dollars in millions)


  Preferred
Stock
Additional
Paid-In-Capital
Accumulated
Deficit
Deferred
Compensation
Accumulated
Other
Comprehensive
Loss
Total
Stockholder's
Deficiency
Balance, January 1, 2005 $ 54.6   $ 706.5   $ (1,646.1 $ (12.5 $ (124.3 $ (1,021.8
Stock-based compensation         (0.4         0.4            
Amortization of deferred compensation                     1.7           1.7  
Comprehensive loss:
Net loss               (46.9               (46.9
Revaluation of foreign currency forward exchange contracts