22. GUARANTOR FINANCIAL INFORMATION

Products Corporation's 9³/4% Senior Secured Notes are fully and unconditionally guaranteed on a senior secured basis by Revlon, Inc. and Products Corporation's domestic subsidiaries (other than certain immaterial subsidiaries) that guarantee Products Corporation's obligations under its 2011 Credit Agreements (the "Guarantor Subsidiaries").

The following Condensed Consolidating Financial Statements present the financial information as of December 31, 2011 and 2010, and for the years ended December 31, 2011, 2010 and 2009 for (i) Products Corporation on a stand-alone basis; (ii) the Guarantor Subsidiaries on a stand-alone basis; (iii) the subsidiaries of Products Corporation that do not guarantee Products Corporation's 9³/4% Senior Secured Notes (the "Non-Guarantor Subsidiaries") on a stand-alone basis; and (iv) Products Corporation, the Guarantor Subsidiaries and the Non-Guarantor Subsidiaries on a consolidated basis. The Condensed Consolidating Financial Statements are presented on the equity method, under which the investments in subsidiaries are recorded at cost and adjusted for the applicable share of the subsidiary's cumulative results of operations, capital contributions, distributions and other equity changes. The principal elimination entries eliminate investments in subsidiaries and intercompany balances and transactions.

Consolidating Condensed Balance Sheets

As of December 31, 2011


	Products Corporation			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
ASSETS
Cash and cash equivalents	$	57.7		$	0.1		$	43.9		$	-		$	101.7
Trade receivables, less allowances for doubtful accounts		107.1			18.2			86.7			-			212.0
Inventories		68.3			8.4			34.3			-			111.0
Deferred income taxes—current		40.0			-			9.6			-			49.6
Prepaid expenses and other		78.3			4.2			25.1			-			107.6
Intercompany receivables		907.6			445.5			362.4			(1,715.5	)		-
Investment in subsidiaries		(164.2	)		(193.0	)		-			357.2			-
Property, plant and equipment, net		85.2			0.9			12.8			-			98.9
Deferred income taxes—noncurrent		206.9			-			14.5			-			221.4
Goodwill, net		150.6			42.2			1.9			-			194.7
Other assets		53.6			24.5			31.1			-			109.2

Total assets	$	1,591.1		$	351.0		$	622.3		$	(1,358.3	)	$	1,206.1

LIABILITIES AND STOCKHOLDER'S DEFICIENCY
Short-term borrowings	$	-		$	3.6		$	2.3		$	-		$	5.9
Current portion of long-term debt		8.0			-			-			-			8.0
Accounts payable		56.0			3.9			29.1			-			89.0
Accrued expenses and other		150.8			10.8			68.4			-			230.0
Intercompany payables		559.0			609.9			546.6			(1,715.5	)		-
Long-term debt		1,107.0			-			-			-			1,107.0
Long-term debt – affiliates		107.0			-			-			-			107.0
Other long-term liabilities		244.9			5.3			50.6			-			300.8

Total liabilities		2,232.7			633.5			697.0			(1,715.5	)		1,847.7
Stockholder's deficiency		(641.6	)		(282.5	)		(74.7	)		357.2			(641.6	)

Total liabilities and stockholder's deficiency	$	1,591.1		$	351.0		$	622.3		$	(1,358.3	)	$	1,206.1

Consolidating Condensed Balance Sheets

As of December 31, 2010


	Products Corporation			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
ASSETS
Cash and cash equivalents	$	20.5		$	0.1		$	56.1		$	-		$	76.7
Trade receivables, less allowances for doubtful accounts		91.0			14.9			91.6			-			197.5
Inventories		76.6			2.4			36.0			-			115.0
Deferred income taxes - current		34.4			-			5.9			-			40.3
Prepaid expenses and other		72.5			3.2			22.4			-			98.1
Intercompany receivables		895.1			432.0			331.1			(1,658.2	)		-
Investment in subsidiaries		(229.8	)		(184.7	)		-			414.5			-
Property, plant and equipment, net		89.4			0.6			16.2			-			106.2
Deferred income taxes - noncurrent		214.0			-			2.6			-			216.6
Goodwill, net		150.6			30.0			2.1			-			182.7
Other assets		55.8			4.2			27.3			-			87.3

Total assets	$	1,470.1		$	302.7		$	591.3		$	(1,243.7	)	$	1,120.4

LIABILITIES AND STOCKHOLDER'S DEFICIENCY
Short-term borrowings	$	-		$	1.8		$	1.9		$	-		$	3.7
Current portion of long-term debt		8.0			-			-			-			8.0
Accounts payable		54.3			4.4			25.8			-			84.5
Accrued expenses and other		140.1			9.0			67.1			-			216.2
Intercompany payables		516.4			613.4			528.4			(1,658.2	)		-
Long-term debt		1,100.9			-			-			-			1,100.9
Long-term debt – affiliates		107.0			-			-			-			107.0
Other long-term liabilities		200.5			9.1			47.6			-			257.2

Total liabilities		2,127.2			637.7			670.8			(1,658.2	)		1,777.5
Stockholder's deficiency		(657.1	)		(335.0	)		(79.5	)		414.5			(657.1	)

Total liabilities and stockholder's deficiency	$	1,470.1		$	302.7		$	591.3		$	(1,243.7	)	$	1,120.4

Consolidating Condensed Statement of Income

For the Year Ended December 31, 2011


	Products Corporation			Guarantor Subsidiaries			Non-Guarantor Subsidiaries		Eliminations			Consolidated
Net sales	$	883.7		$	95.2		$	574.9	$	(172.4	)	$	1,381.4
Cost of sales		399.8			45.0			220.2		(172.4	)		492.6

Gross profit		483.9			50.2			354.7		-			888.8
Selling, general and administrative expenses		391.9			40.6			245.6		-			678.1
Restructuring costs and other, net		-			-			-		-			-

Operating income		92.0			9.6			109.1		-			210.7

Other expenses (income):
Intercompany interest, net		0.1			(1.0	)		7.1		-			6.2
Interest expense		84.2			0.3			0.4		-			84.9
Amortization of debt issuance costs		3.7			-			-		-			3.7
Loss on early extinguishment of debt, net		11.2			-			-		-			11.2
Foreign currency (gains) losses, net		(1.5	)		0.5			5.4		-			4.4
Miscellaneous, net		(47.9	)		(1.9	)		51.3		-			1.5

Other expenses, net		49.8			(2.1	)		64.2		-			111.9

Income from continuing operations before income taxes		42.2			11.7			44.9		-			98.8
Provision for income taxes		26.8			3.2			5.4		-			35.4

Income from continuing operations		15.4			8.5			39.5		-			63.4
Income from discontinued operations, net of taxes		0.6			-			-		-			0.6
Equity in income of subsidiaries		48.0			10.8			-		(58.8	)		-

Net income	$	64.0		$	19.3		$	39.5	$	(58.8	)	$	64.0

Consolidating Condensed Statement of Income

For the Year Ended December 31, 2010


	Products Corporation			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
Net sales	$	854.2		$	69.4		$	546.1		$	(148.3	)	$	1,321.4
Cost of sales		367.8			32.0			203.8			(148.3	)		455.3

Gross profit		486.4			37.4			342.3			-			866.1
Selling, general and administrative expenses		399.6			32.5			227.2			-			659.3
Restructuring costs and other, net		(0.2	)		-			(0.1	)		-			(0.3	)

Operating income		87.0			4.9			115.2			-			207.1

Other expenses (income):
Intercompany interest, net		(0.1	)		(1.1	)		7.4			-			6.2
Interest expense		89.9			0.3			0.3			-			90.5
Amortization of debt issuance costs		4.5			-			-			-			4.5
Loss on early extinguishment of debt, net		9.7			-			-			-			9.7
Foreign currency (gains) losses, net		(4.6	)		(0.3	)		11.2			-			6.3
Miscellaneous, net		(46.9	)		2.9			45.2			-			1.2

Other expenses, net		52.5			1.8			64.1			-			118.4

Income from continuing operations before income taxes		34.5			3.1			51.1			-			88.7
(Benefit from) provision for income taxes		(255.8	)		4.1			16.4			-			(235.3	)

Income (loss) from continuing operations		290.3			(1.0	)		34.7			-			324.0
Income from discontinued operations, net of taxes		0.3			-			-			-			0.3
Equity in income of subsidiaries		33.7			18.5			-			(52.2	)		-

Net income	$	324.3		$	17.5		$	34.7		$	(52.2	)	$	324.3

Consolidating Condensed Statement of Income

For the Year Ended December 31, 2009


	Products Corporation			Guarantor Subsidiaries			Non- Guarantor Subsidiaries		Eliminations			Consolidated
Net sales	$	852.6		$	71.0		$	500.9	$	(128.6	)	$	1,295.9
Cost of sales		373.0			31.2			199.1		(128.6	)		474.7

Gross profit		479.6			39.8			301.8		-			821.2
Selling, general and administrative expenses		375.7			33.7			210.2		-			619.6
Restructuring costs and other, net		16.7			1.2			3.4		-			21.3

Operating income		87.2			4.9			88.2		-			180.3

Other expenses (income):
Intercompany interest, net		(2.0	)		(1.5	)		4.9		-			1.4
Interest expense		91.2			0.1			0.3		-			91.6
Amortization of debt issuance costs		5.5			-			-		-			5.5
Loss on early extinguishment of debt, net		5.8			-			-		-			5.8
Foreign currency (gains) losses, net		(0.8	)		0.4			9.3		-			8.9
Miscellaneous, net		(36.6	)		(4.8	)		41.9		-			0.5

Other expenses (income), net		63.1			(5.8	)		56.4		-			113.7

Income from continuing operations before income taxes		24.1			10.7			31.8		-			66.6
(Benefit from) provision for income taxes		(25.6	)		23.1			10.6		-			8.1

Income (loss) from continuing operations		49.7			(12.4	)		21.2		-			58.5
Income from discontinued operations, net of taxes		0.3			-			-		-			0.3
Equity in earnings of subsidiaries		8.8			12.5			-		(21.3	)		-

Net income	$	58.8		$	0.1		$	21.2	$	(21.3	)	$	58.8

Consolidating Condensed Statement of Cash Flow

For the Year Ended December 31, 2011


	Products Corporation			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations		Consolidated
CASH FLOWS FROM OPERATING ACTIVITIES:
Net cash provided by (used in) operating activities	$	58.2		$	37.4		$	(7.6	)	$	-	$	88.0

CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures		(11.7	)		(0.4	)		(1.8	)		-		(13.9	)
Acquisition		-			(39.0	)		-			-		(39.0	)
Proceeds from sales of certain assets		0.1			-			0.2			-		0.3

Net cash used in investing activities		(11.6	)		(39.4	)		(1.6	)		-		(52.6	)

CASH FLOWS FROM FINANCING ACTIVITIES:
Net increase in short-term borrowings and overdraft		(2.5	)		2.0			0.7			-		0.2
Repayments under the 2010 Term Loan Facility		(794.0	)		-			-			-		(794.0	)
Borrowings under the 2011 Term Loan Facility		796.0			-			-			-		796.0
Repayments under the 2011 Term Loan Facility		(4.0	)		-			-			-		(4.0	)
Payment of financing costs		(4.3	)		-			-			-		(4.3	)
Other financing activities		(0.6	)		-			(0.8	)		-		(1.4	)

Net cash (used in) provided by financing activities		(9.4	)		2.0			(0.1	)		-		(7.5	)

Effect of exchange rate changes on cash and cash equivalents		-			-			(2.9	)		-		(2.9	)

Net increase (decrease) in cash and cash equivalents		37.2			-			(12.2	)		-		25.0
Cash and cash equivalents at beginning of period		20.5			0.1			56.1			-		76.7

Cash and cash equivalents at end of period	$	57.7		$	0.1		$	43.9		$	-	$	101.7

Consolidating Condensed Statement of Cash Flow

For the Year Ended December 31, 2010


	Products Corporation			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations		Consolidated
CASH FLOWS FROM OPERATING ACTIVITIES:
Net cash provided by (used in) operating activities	$	70.8		$	(0.9	)	$	26.8		$	-	$	96.7

CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures		(13.7	)		(0.1	)		(1.4	)		-		(15.2	)
Proceeds from sales of certain assets		-			-			0.3			-		0.3

Net cash used in investing activities		(13.7	)		(0.1	)		(1.1	)		-		(14.9	)

CASH FLOWS FROM FINANCING ACTIVITIES:
Net (decrease) increase in short-term borrowings and overdraft		(12.8	)		0.7			1.5			-		(10.6	)
Repayments under the 2006 Term Loan Facility		(815.0	)		-			-			-		(815.0	)
Borrowings under the 2010 Term Loan Facility		786.0			-			-			-		786.0
Repayments under the 2010 Term Loan Facility		(6.0	)		-			-			-		(6.0	)
Payment of financing costs		(17.0	)		-			-			-		(17.0	)
Other financing activities		0.8			-			(0.5	)		-		0.3

Net cash (used in) provided by financing activities		(64.0	)		0.7			1.0			-		(62.3	)

Effect of exchange rate changes on cash and cash equivalents		-			-			2.7			-		2.7

Net (decrease) increase in cash and cash equivalents		(6.9	)		(0.3	)		29.4			-		22.2
Cash and cash equivalents at beginning of period		27.4			0.4			26.7			-		54.5

Cash and cash equivalents at end of period	$	20.5		$	0.1		$	56.1		$	-	$	76.7

Consolidating Condensed Statement of Cash Flow

For the Year Ended December 31, 2009


	Products Corporation			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations		Consolidated
CASH FLOWS FROM OPERATING ACTIVITIES:
Net cash provided by (used in) operating activities	$	112.1		$	(1.5	)	$	(7.3	)	$	-	$	103.3

CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures		(11.1	)		(0.2	)		(3.0	)		-		(14.3	)
Proceeds from the sale of certain assets		-			-			2.5			-		2.5

Net cash used in investing activities		(11.1	)		(0.2	)		(0.5	)		-		(11.8	)

CASH FLOWS FROM FINANCING ACTIVITIES:
Net increase (decrease) in short-term borrowings and overdraft		5.2			1.0			(0.2	)		-		6.0
Repayments under the 2006 Term Loan Facility		(18.7	)		-			-			-		(18.7	)
Proceeds from the issuance of long-term debt, net		326.4			-			-			-		326.4
Repayment of long-term debt		(381.4	)		-			(0.3	)		-		(381.7	)
Payment of financing costs		(23.4	)		-			-			-		(23.4	)
Other financing activities		(0.6	)		-			(0.3	)		-		(0.9	)

Net cash (used in) provided by financing activities		(92.5	)		1.0			(0.8	)		-		(92.3	)

Net cash provided by discontinued operations		0.2			-			-			-		0.2

Effect of exchange rate changes on cash and cash equivalents		-			0.1			2.2			-		2.3

Net increase (decrease) in cash and cash equivalents		8.7			(0.6	)		(6.4	)		-		1.7
Cash and cash equivalents at beginning of period		18.7			1.0			33.1			-		52.8

Cash and cash equivalents at end of period	$	27.4		$	0.4		$	26.7		$	-	$	54.5