SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_____________________
FORM 10-K/A
Amendment No. 2 to Annual Report Pursuant
to Section 13 or 15(d) of
The Securities Exchange Act of 1934
_____________________
For the fiscal year ended Commission file number
December 25, l993 1-4105
BAUSCH & LOMB INCORPORATED
(Exact name of registrant as specified in its charter)
NEW YORK 16-0345235
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification
No.)
ONE BAUSCH & LOMB PLACE, ROCHESTER, NEW YORK 14604-2701
(Address of principal executive offices) (Zip Code)
Registrant's telephone no., including area code:(716) 338-6000
Securities registered pursuant to Section 12(b) of the
Act:
Name of each exchange on
Title of each class which registered
Common Stock, $.40 par value New York Stock Exchange
Securities registered pursuant to
Section 12(g) of the Act: None
[Cover page 1 of 2 pages]
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 if disclosure of delinquent
filers pursuant to Item 405 of Regulation S-K is not
contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in
Part III of this Form 10-K/A or any amendment to this
Form 10-K/A. [ X ]
The aggregate market value (based on the
consolidated tape closing price on February 11, 1994)
of the voting stock held by non-affiliates of the
registrant was $3,056,170,482. For the sole purpose of
making this calculation, the term "non-affiliate" has
been interpreted to exclude directors and corporate
officers. Such interpretation is not intended to be,
and should not be construed to be, an admission by
Bausch & Lomb Incorporated or such directors or
corporate officers that such directors and corporate
officers are "affiliates" of Bausch & Lomb
Incorporated, as that term is defined under the
Securities Act of 1933.
The number of shares of common stock of the
registrant, outstanding as of February 11, 1994 was
59,150,228, consisting of 58,632,444 shares of Common
Stock and 517,784 shares of Class B Stock, which are
identical with respect to dividend and liquidation
rights, and vote together as a single class for all
purposes.
DOCUMENTS INCORPORATED BY REFERENCE
Parts I and II The Bausch & Lomb 1993 Annual
Report to Shareholders for fiscal year ended December
25, 1993 ("Annual Report"). With the exception of the
pages of the Annual Report specifically incorporated by
reference herein, the Annual Report is not deemed to be
filed as a part of this Report on Form
10-K/A.
Part III Bausch & Lomb Incorporated Proxy
Statement, dated March 21, 1994 ("Proxy Statement"). With
the exception of the pages of the Proxy Statement specifically
incorporated by reference herein, the Proxy Statement is
not deemed to be filed as part of this Report on Form 10-K/A.
[Cover page 2 of 2 pages]
FORM 10-K/A
AMENDMENT NO. 2
TO
ANNUAL REPORT ON FORM 10-K
OF BAUSCH & LOMB INCORPORATED
This Amendment No. 2 is being filed to amend
the Annual Report on Form 10-K for the year ending
December 25, 1993, filed with the Securities and
Exchange Commission (the "Commission") by Bausch & Lomb
Incorporated (the "Company") on March 24, 1994, as
amended by the Form 10-K/A for the year ending
December 25, 1993 filed with the Commission on
March 15, 1996 (together, the "1993 10-K"), as follows:
Item 14(c) "Item 601 Exhibits" of the 1993 10-K
is being amended hereby by filing Exhibit 13, pages 22
through 32 and 34 through 65 of the Bausch & Lomb
1993 Annual Report to Shareholders for the fiscal
year ended December 25, 1993. With the exception
of the pages of the Annual Report specifically
incorporated by reference into the 1993
10-K, the Annual Report is not deemed to be filed as
a part of this Report on Form 10-K/A.
Except as described above, the Amendment makes no
changes to Item 14(c)of the 1993 10-K nor to any of the
documents listed in Item 14(c) and filed as part of the
1993 10-K. Exhibit 13 has been filed with this Amendment.
All other Exhibits to the 1993 10-K were filed with
the 1993 10-K, are not amended by the Amendment and
are not included with this Amendment.
Pursuant to Rule 12b-15 of the Rules and Regulations
under the Securities and Exchange Act of 1934, as amended,
the complete text of Item 14(c), as amended, is included
in this Amendment.
Part IV
Item 14(c) ITEM 601 EXHIBITS
Those exhibits required to be filed by Item 601 of
Regulation S-K are listed in the Exhibit Index immediately
preceding the exhibits filed with the 1993 10-K and such
listing is incorporated herein by reference. Each of
Exhibits (10)-a through (10)-u is a management contract
or compensatory plan or arrangement required to be filed
as an exhibit to this form pursuant to Item 14(c) of this
report.
SIGNATURES
Pursuant to the requirements of Section 13 or
15(d) of the Securities Exchange Act of 1934, the
registrant has duly caused this amended report to
be signed on its behalf by the undersigned, thereunto
duly authorized.
BAUSCH & LOMB INCORPORATED
Date: March 26, 1996 By:/s/ Stephen A. Hellrung
Stephen A. Hellrung
Senior Vice President, Secretary
and General Counsel