UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D. C. 20549

 


 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

 

October 8, 2004

Date of Report (Date of earliest event reported)

 

ABBOTT LABORATORIES

(Exact name of registrant as specified in its charter)

 

Illinois

 

1-2189

 

36-0698440

 

(State or other Jurisdiction
of Incorporation)

 

(Commission File Number)

 

(IRS Employer
Identification No.)

 

 

100 Abbott Park Road
Abbott Park, Illinois 60064-6400

(Address of principal executive offices)(Zip Code)

 

Registrant’s telephone number, including area code: (847) 937-6100

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

o                                    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o                                    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o                                    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o                                    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 


 

 



 

Item 5.02 — Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

 

On October 8, 2004, Abbott Laboratories announced that William M. Daley, chairman of the Midwest for JPMorgan Chase & Co., was named to the Abbott Board of Directors, effective immediately.  The Board of Directors has not yet determined to which committees of the Board of Directors Mr. Daley will be named.  A copy of the press release announcing the election of Mr. Daley is furnished as Exhibit 99.1.

 

During 2004, JPMorgan Chase & Co. has provided commercial banking services to Abbott.

 

Item 5.03 — Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

 

On October 8, 2004, Abbott Laboratories’ Board of Directors amended the first sentence of Article III, Section 2 of Abbott’s by-laws to provide that Abbott’s Board of Directors shall consist of fourteen persons.  Previously, it provided that the Board of Directors consisted of thirteen persons.

 

Item 9.01 — Financial Statements and Exhibits.

 

(c)   Exhibits

 

Exhibit No.

 

Exhibit

 

 

 

3.1

 

By-Laws of Abbott Laboratories, as amended and restated as of October 8, 2004

 

 

 

99.1

 

Press Release, dated October 8, 2004

 

 

Signature

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

ABBOTT LABORATORIES

 

 

 

/s/ Thomas C. Freyman

 

 

By:

Thomas C. Freyman

 

 

Executive Vice President, Finance

 

 

and Chief Financial Officer

 

 

Date: October 14, 2004

 

 

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Exhibit Index

 

Exhibit No.

 

Exhibit

 

 

 

3.1

 

By-Laws of Abbott Laboratories, as amended and restated as of October 8, 2004

 

 

 

99.1

 

Press Release, dated October 8, 2004

 

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