Registration No. 333-______
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM S-8
REGISTRATION STATEMENT
Under
THE SECURITIES ACT OF 1933
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ABBOTT LABORATORIES
(Exact name of registrant as specified in its charter)
Illinois 36-0698440
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
Abbott Laboratories 60064-6400
100 Abbott Park Road (Zip Code)
Abbott Park, Illinois
(Address of Principal Executive Offices)
ABBOTT LABORATORIES STOCK RETIREMENT PROGRAM
(Full Title of the Plan)
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Jose M. de Lasa
Abbott Laboratories
100 Abbott Park Road
Abbott Park, Illinois 60064-6400
(Name and address of agent for service)
Telephone number, including area code, of agent for service: (847) 937-5200
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CALCULATION OF REGISTRATION FEE
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Proposed
Proposed Maximum
Maximum Aggregate Amount of
Title of Securities Amount to be Offering Price Offering Registration
to be Registered Registered Per Unit (a) Price (a) Fee (a)
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Common shares 4,000,000 $38.54 $154,160,000 $40,698.24
(without par value)
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(a) In addition, pursuant to Rule 416(c) under the Securities Act of 1933,
this registration statement also covers an indeterminate amount of
interests to be offered or sold pursuant to the employee benefit plan
named herein. The filing fee has been calculated in accordance with
Rule 457(c) based on the average of the high and low prices of
registrant's Common Shares reported in the consolidated reporting
system on December 17, 1999.
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The contents of Abbott Laboratories Stock Retirement Plan Registration Statement
on Form S-8 (File no. 333-69579) are incorporated herein by reference.
Exhibit Index
Located at Page 7
Page 2 of 7
SIGNATURES
THE REGISTRANT. Pursuant to the requirements of the Securities Act of
1933, the registrant certifies that it has reasonable grounds to believe that it
meets all of the requirements for filing on Form S-8 and has duly caused this
registration statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in unincorporated Lake County, and State of Illinois, on
December 20, 1999.
ABBOTT LABORATORIES
By: /s/ Miles D. White
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Miles D. White
Chairman of the Board and
Chief Executive Officer
Exhibit Index
Located at Page 7
Page 3 of 7
Each person whose signature appears below constitutes and appoints
Miles D. White and Jose M. de Lasa, Esq., and each of them, as his true and
lawful attorney-in-fact and agent, with full power of substitution and
resubstitution, for him and in his name, place and stead, in any and all
capacities, to sign any and all amendments to this registration statement, and
to file the same with all exhibits thereto, and other documents in connection
therewith, with the Commission, granting unto said attorney-in-fact and agent
full power and authority to do and perform each act and thing requisite and
necessary to be done, as fully to all intents and purposes as he might or could
do in person, hereby ratifying and confirming all that said attorney-in-fact and
agent, or his substitute or substitutes, may lawfully do or cause to be done by
virtue hereof.
Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed by the following persons in the
capacities and on the dates indicated.
Signature Title Date
- --------- ----- ----
/s/ Miles D. White
- ---------------------------- Chairman of the Board, December 20, 1999
Miles D. White Chief Executive Officer,
and Director of
Abbott Laboratories
/s/ Robert L. Parkinson, Jr.
- ---------------------------- President, Chief Operating Officer December 20, 1999
Robert L. Parkinson, Jr. and Director of Abbott Laboratories
/s/ Gary P. Coughlan
- ---------------------------- Senior Vice President, Finance and December 20, 1999
Gary P. Coughlan Chief Financial Officer (Principal
Financial Officer) of Abbott
Laboratories
/s/ Gary L. Flynn
- ---------------------------- Vice President and December 20, 1999
Gary L. Flynn Controller (Principal
Accounting Officer)
of Abbott Laboratories
/s/ H. Laurance Fuller
- ---------------------------- Director of Abbott December 20, 1999
H. Laurance Fuller Laboratories
/s/ David A. Jones
- ---------------------------- Director of Abbott December 20, 1999
David A. Jones Laboratories
/s/ Jeffrey M. Leiden
- ---------------------------- Director of Abbott December 20, 1999
Jeffrey M. Leiden Laboratories
/s/ David A. L. Owen
- ---------------------------- Director of Abbott December 20, 1999
David A. L. Owen Laboratories
/s/ Boone Powell, Jr.
- ---------------------------- Director of Abbott December 20, 1999
Boone Powell, Jr. Laboratories
/s/ A. Barry Rand
- ------------------------- Director of Abbott December 20, 1999
A. Barry Rand Laboratories
/s/ W. Ann Reynolds
- ------------------------- Director of Abbott December 20, 1999
W. Ann Reynolds Laboratories
Exhibit Index
Located at Page 7
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Signature Title Date
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/s/ Roy S. Roberts
- ------------------------- Director of Abbott December 20, 1999
Roy S. Roberts Laboratories
/s/ William D. Smithburg
- ------------------------- Director of Abbott December 20, 1999
William D. Smithburg Laboratories
/s/ John R. Walter
- ------------------------- Director of Abbott December 20, 1999
John R. Walter Laboratories
/s/ William L. Weiss
- ------------------------- Director of Abbott December 20, 1999
William L. Weiss Laboratories
Exhibit Index
Located at Page 7
Page 5 of 7
THE PLAN. Pursuant to the requirements of the Securities Act of 1933,
the Abbott Laboratories Stock Retirement Program has duly caused this
registration statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in unincorporated Lake County, and State of Illinois, on the
20th day of December, 1999.
ABBOTT LABORATORIES STOCK
RETIREMENT PROGRAM
By /s/ Thomas M. Wascoe
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Thomas M. Wascoe, Plan Administrator
Exhibit Index
Located at Page 7
Page 6 of 7
EXHIBIT INDEX
Exhibit No. Description
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4 Abbott Laboratories Stock Retirement Program.
5 Opinion of Jose M. de Lasa, as to the legality of
the securities being issued and the compliance of the
Program with the requirements of ERISA.
23.1 Consent of counsel, Jose M. de Lasa, is included in his opinion.
23.2 Consent of Arthur Andersen LLP as to the use of their report and
references to their firm.
24 Power of Attorney is included on the signature page.
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