[LOGO OF AVON]

                               **** IMPORTANT ****

Dear Avon Shareholder:

      Please find enclosed additional proxy material relating to the Annual
Meeting scheduled to be held on May 3, 2007 at 10:00 a.m. at the Waldorf
Astoria, 301 Park Avenue, New York City.

      To date, the overwhelming majority of votes cast have been in favor of
Proposal 3 (Approval of Amendments to the Company's Restated Certificate of
Incorporation and By-Laws to Implement the Adoption of a Majority Vote Standard
and to Eliminate Cumulative Voting in the Election of Directors). We have not
yet, however, obtained the necessary 80% of outstanding shares vote on the
proposal needed to approve certain clarifying amendments to the By-Laws.

      Because of the high vote threshold, we are sending this reminder notice
and vote instruction form out to our holders that are still unvoted and urge you
to vote your proxy immediately. In many cases, our shareholders have the ability
to vote over the internet or telephone and we urge you to do so now to save the
Company further expense.

      Instructions on how to vote over the phone or internet are enclosed in
this package if your broker, bank or other record holder allows for electronic
voting.

      Your shares cannot be represented at the Annual Meeting with respect to
Proposal 3 unless you vote by one of the methods described above. If you sign
and return the enclosed vote instruction form WITHOUT indicating a choice of
"for", "against" or "abstain", your shares will be voted as management
recommends on all proposals. To ensure your shares are counted at the Annual
Meeting, we urge you to vote today.

      If you have questions or need help voting your shares, please call our
proxy solicitation firm, Morrow & Co., Inc. at 800-607-0088.

                                              Regards,

                                              Kim K. Azzarelli
                                              Vice President, Associate General
                                              Counsel and Corporate Secretary


                                       9


                                 [LOGO OF AVON]

                               **** IMPORTANT ****

Dear Avon Shareholder:

      Please find enclosed additional proxy material relating to the Annual
Meeting scheduled to be held on May 3, 2007 at 10:00 a.m. at the Waldorf
Astoria, 301 Park Avenue, New York City.

      To date, the overwhelming majority of votes cast have been in favor of
Proposal 3 (Approval of Amendments to the Company's Restated Certificate of
Incorporation and By-Laws to Implement the Adoption of a Majority Vote Standard
and to Eliminate Cumulative Voting in the Election of Directors). We have not
yet, however, obtained the necessary 80% of outstanding shares vote on the
proposal needed to approve certain clarifying amendments to the By-Laws.

      Because of the high vote threshold, we are sending this reminder notice
and proxy card out to our holders that are still unvoted and urge you to vote
your proxy immediately. In many cases, our shareholders have the ability to vote
over the internet or telephone and we urge you to do so now to save the Company
further expense. Instructions on how to vote over the phone or internet are
located on the enclosed proxy card.

      Your shares cannot be represented at the Annual Meeting with respect to
Proposal 3 unless you vote by one of the methods described above. To ensure your
shares are counted at the Annual Meeting, we urge you to vote today.

      If you have questions or need help voting your shares, please call our
proxy solicitation firm, Morrow & Co., Inc. at 800-607-0088.

                                               Regards,

                                               Kim K. Azzarelli
                                               Vice President, Associate General
                                               Counsel and Corporate Secretary