Your logic is making no sense.
You say if there is no htaccess, the copy only an htaccess.
Then you say, if there is no .htaccess, you want to copy .htaccess *and* htpasswd.
You have two conflicting requirements. The code below lets you do is basically what probably want - you can do something if there is an htaccess file, and something else if there is not. You can run the code below safely - it only echo's what it would do. Remove the echo's when you need it to work.
Code:
find . -type d -exec sh -c 'if test ! -e {}/.htaccess ; then echo cp -i /path/to/.htaccess {}; echo cp -i /path/from/htpass {}/pass; else echo Help Me; fi' \;
I don't get what where your AuthUserFile grepping comes into this at all.